Commissioners                                             Tay Yoshitani 
Chief Executive Officer 
Stephanie Bowman 
Commission Co-President 
Courtney Gregoire                      P.O. Box 1209 
Commission Co-President          Seattle, Washington 98111 
Tom Albro                        www.portseattle.org 
Bill Bryant                                206.787.3000 
John Creighton 
APPROVED MINUTES 
COMMISSION SPECIAL MEETING MAY 27, 2014 
The Port of Seattle Commission met in a special meeting Tuesday, May 27, 2014, 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 special meeting was called to order at 11:39 a.m. by Commissioner Bowman, Commission Co-
President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
The special meeting was immediately recessed to an executive session estimated to last 90 
minutes to discuss matters relating to sale or lease of real estate, potential litigation, and legal risk. 
Following the executive session, which lasted approximately 70 minutes, the special meeting
reconvened in open public session at 1:09 p.m. 
PLEDGE OF ALLEGIANCE 
3.   SPECIAL ORDERS OF BUSINESS 
3a.  Airline partners presentation on future plans at Seattle-Tacoma International Airport. 
A PowerPoint presentation on the impact of terminal financing options on demand at the Airport
was provided by Alaska Airlines representatives at the meeting. A copy of the presentation is by
reference made a part of these minutes, is marked Exhibit A, and is available in Port offices for
review. 
Presenter(s):  Karen Gruen, Vice President, Corporate Real Estate, Alaska Airlines; Andrew
Harrison, Vice President, Planning and Revenue Management, Alaska Airlines;  and Mike
Medeiros, Vice President  Seattle, Delta Airlines. 
The Commission received a presentation that included the following relevant information: 
Alaska Airlines operates over 275 flights daily flights to 79 destinations on three of the
Seattle-Tacoma International Airport's six concourses, with 80 percent of its customers
passing through the Airport daily. Alaska Airlines also leases Airport facilities for its flight
and ground crews, maintenance technicians, and ancillary service providers. 

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


PORT COMMISSION MEETING MINUTES                    Page 2 of 9 
TUESDAY, MAY 27, 2014 
Current and planned Airport projects will decrease the number of aircraft positions
available to Alaska Airlines, especially regional aircraft. 
Alaska projects increased network growth with a two percent departure growth out of
Seattle over the next five years. 
The airline plans to expand its use of larger aircraft with higher load capacities. 
Alaska supports the Airport'sexpansion of the North Satellite (NSAT) facility and the
addition of more gates in 2019 to fulfill their future gate needs. This support is subject to
the Port of Seattle completing an analysis of the train system to ensure that it can
support a 20-gate facility while providing a high level of customer service. 
Alaska is concerned that the funding of the Airport's NSAT and IAF projects be equitable.
It was noted that passenger facility charges comprise a larger portion of the funding plan
for the IAF than use of the Airport Development Fund. 
Current project funding plans would result in a cost increase of $0.67 for domestic
tickets, decreasing demand by about 30,000-45,000 customers. Most of these lost
passengers would be origin-and-destination passengers who live in Washington. 
While Seattle's Asian traveldemand is growing, international travel out of the Airport is
still lower than other West Coast gateways. A healthy and expansive domestic network is
crucial to the expansion of the Airport's international capacity. 
Delta Airlines is the largest international carrier in Seattle, with seven international widebody
aircraft operating from the Airport. 
Delta plans to add three more operations in June, bringing its total daily international
flights out of Seattle to 10, and add 76 domestic departures, with a total of 86 daily
departures to 28 destinations.  Growth plans at Seattle will continue beyond that,
including doubling the planned 86 departures. 
Delta passengers have complained about long airplane hold times,  long waits in
Customs and Border Patrol processing, and flight misconnects in Seattle. 
Delta's misconnect rates in Seattle are higher than in any other hub in the U.S. 
4.   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.] 
4a.  Authorization for the Chief Executive Officer to issue a change order for Contract MC-
0316998, Eighth Floor Weatherproofing Project, at Seattle-Tacoma International Airport
to extend the contract duration by 205 days making the new contract completion date
July 31, 2014. No additional funds are required. 
Request document(s) provided by Ralph Graves, Managing Director, Capital Development
Division, and Janice Zahn, Assistant Director of Engineering, Construction Services: 
Commission agenda memorandum dated May 6, 2014. 


Minutes of May 27, 2014, proposed for approval on February 10, 2015.





PORT COMMISSION MEETING MINUTES                    Page 3 of 9 
TUESDAY, MAY 27, 2014 
Motion for approval of consent item 4a Creighton 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 

5.   PUBLIC TESTIMONY 
Public comment was received from the following individual(s): 
Grant McClamrock, Unite Here Local 8.  Mr. McClamrock spoke in favor of worker
retention at the Airport and commented on the opportunities provided by food services at
Sea-Tac.
Dontreale Cain, Airport concessions employee, Unite Here Local 8. Mr. Cain urged the
Commissioners to support worker retention so that he can remain stably employed. 
Stefan Moritz, Unite Here Local 8. Mr. Moritz commented that in order for there to be a
comprehensive transition program with the expansion of the Airport Dining and Retail
Program, better developed plans for worker retention are needed, along with the 
establishment of labor peace agreements, and an increase in the percentage of prime
concessionaires in the program. 
Roxanne Seibel, United Food and Commercial Workers Local 21. Ms. Siebel spoke in
favor of worker retention. 
Larry Setchell, on behalf of Concourse Concessions LLC, The SeaTac Bar Group LLC,
Sun's Inc., and JLAD LLC. Mr. Setchell requested consideration of the needs of Airport
Concessions Disadvantaged Business Enterprises in the Airport Dining and Retail
Master Plan. Mr. Setchell submitted his comments in writing. A copy of the document is, 
by reference, made a part of these minutes, is marked Exhibit B, and is available for
review in Port offices.
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
6a.  Second Reading and Final Passage of Resolution No. 3691: A resolution of the Port
Commission of the Port of Seattle declaring certain personal property surplus (Port of
Seattle Passenger Loading Bridges (PLBs) N3, N7, N8, N9, N10, N11, and N14 and related
spare parts) for Port of Seattle purposes; authorizing its sale to Alaska Airlines; and
authorizing the Chief Executive Officer to execute all documents related to such sale. 
Request document(s) provided by James Jennings, Manager, Aviation Properties, and Jolene
Culler, Senior Property Manager, Aviation Properties: 
Commission agenda memorandum dated April 22, 2014. 
Resolution No. 3691. 
Presenter(s): Mr. Jennings. 


Minutes of May 27, 2014, proposed for approval on February 10, 2015.

PORT COMMISSION MEETING MINUTES                    Page 4 of 9 
TUESDAY, MAY 27, 2014 
The Commission received a presentation that included the following relevant information: 
With the passage of this resolution, staff will execute documents on the sale of the
Passenger Loading Bridges (PLBs) to Alaska Airlines. 
Concurrent with sale of passenger loading bridges (PLBs), the Port will proceed with the
purchase of three PLBs from Alaska Airlines to the Port on Concourses C and D. 
This purchase-and-sale facilitates the Port's improvement of maintenance and repair
processes for PLBs for Port and airline staff. 
It also provides potential flexibility for use of gates by different airlines. At the same time,
it accommodates Alaska Airlines' desire to own and control a large number of the PLBs
on the gates they lease. 
Seattle-Tacoma International Airport-wide strategy entails Alaska Airlines owning the
PLBs at the North Satellite, while the Port will own the remaining PLBs at the South
Satellite and on Concourses A, B, C and D. 
This is a strategic shift from the Airport's original plan to own and maintain all Airport
PLBs, and is judged the best strategy for PLB maintenance and repair efficiency while
preserving airline operational autonomy. 
Motion for approval of item 6a  Bryant 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 
6b.  Motion of the Port of Seattle Commission Appointing a Member of the Commission
Ethics Board for 2014-2017. 
Presenter(s): Larry Ehl, Chief of Staff, Commission Office. 
The Commission received a presentation that included the following relevant information: 
Professor Anita Ramasastry, who has served with distinction in the field of ethics, would
be appointed to serve a three-year term as a member of the Commission Ethics Board,
effective June 4, 2014, and ending June 3, 2017. 
Professor Ramasastry will replace Attorney Jeffrey Coopersmith, whose term is expiring
this month. 
The Commission Ethics Board is an external committee, consisting of three members to
offer the Port Commission ethical advice from an unbiased perspective. 
Motion for approval of agenda item 6b  Albro 
Second  Gregoire 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 

Minutes of May 27, 2014, proposed for approval on February 10, 2015.




PORT COMMISSION MEETING MINUTES                    Page 5 of 9 
TUESDAY, MAY 27, 2014 
7.   STAFF BRIEFINGS 
7a.  Staff Briefing on the Airport Dining and Retail Master Plan for Seattle-Tacoma
International Airport. 
Presentation document(s) provided by James R. Schone, Director, Aviation Business
Development, and Deanna Zachrisson, Manager, Concessions Management: 
Commission agenda memorandum dated April 18, 2014. 
Presentation slides. 
Airport Dining and Retail Master Plan pyramid diagram. 
Presenter(s): Ms. Zachrisson. 
The Commission received a presentation that included the following relevant information: 
Airport Dining and Retail generates over $200 million in sales yearly for the Seattle-
Tacoma International Airport, representing 10 percent of the Airport's total operating
revenues. There are currently 92 dining and retail units in operation at the Airport, 19 of
which are leased by local, small "independent" businesses. 
Sales per enplanement (SPE) has grown from $6.74 in 2003 to $11.23 in 2013. SPE is
estimated to increase to $15.00 or $17.00 by 2025. 
Independent lessees currently lease approximately 30 percent of unit locations. 
While employment at the Airport has generally declined, employment in Airport Dining
and Retail has grown over 100 percent since 2005, particularly quality jobs in the fullservice
restaurant sector. 
In 2003, Dining and Retail employed 732; by 2013, it employed 1,840. Increasing sales
is expected to increase employment in the program. 
The Airport's restaurant and retailleases will begin expiring in 2015-2017 for the vast
majority of units Airport-wide.   Sixty  units are under lease agreement with prime
operators that will expire in late 2016 to early 2017, all within a five-month period. 
The proposed Airport Dining and Retail Master Plan is based on the Port of Seattle's
Century Agenda, the Aviation Division's Strategic Goals, and the Port Commission's
direction to staff in "Commission Motion Concerning the Airport Concession Program,"
approved February 14, 2012. 
Goals of the master plan include maximizing nonaeronautical revenue, creating a retail
environment attractive to large and small businesses, encouraging competition between
operators, fostering employment continuity and small and minority-owned businesses,
making construction of tenant improvements easier, and continuing "street pricing." 
By 2025, the Airport will have grown SPE by 30 percent, reach and remain in the top 10
among the top 50 U.S. airports by SPE (excluding duty-free), grow revenues by 25
percent (conservative estimate due to rent deflation), grow both union and non-union
jobs by 40 percent, and grow local,  small and ACDBE  (Airport Concessions
Disadvantaged Business Enterprises) share of sales from 30 percent to 40 percent. 
To realize these goals, the Airport began working with stakeholders in 2011, entering a
discussion on leasing structure, labor policies, the balance of small businesses and prime
operators, build-out requirements, pricing, hiring and the Airport's contractual terms. 

Minutes of May 27, 2014, proposed for approval on February 10, 2015.

PORT COMMISSION MEETING MINUTES                    Page 6 of 9 
TUESDAY, MAY 27, 2014 
Much of the dining and retail demand is in the North Satellite (NSAT) and South Satellite
(SSAT) facilities, where there is currently no additional square footage available. 
The planned NSAT Renovation and Expansion Project will increase dining and retail
square footage. 
The SSAT facility currently has space ready for a full-service restaurant and prospects
for a tenant by summer. 
Dining and Retail offerings at the Airport have not significantly changed their location in
10 years. Transition block planning offers an opportunity to ensure that offerings are
where passenger flow and revenue are maximized. 
After block planning is complete, the Airport will complete unit-by-unit planning. Current
tenants may need to compete for different or new space depending on use changes. 
The master plan includes a target employment growth of 40 percent by 2025, up to 2,296
jobs. 
The most important step in the master plan is lease renewal phasing. The lease renewal
phasing strategy will help maintain revenues, obtain employment stability, and avoid
detrimental impacts to Airport operations and customer service levels. 
The strategy includes a plan encouraging economic competition. Between 2014 and
2024, every lease will, at some point, be subjected to one of the Airport's two competitive
leasing processes. 
The strategy introduces staggered lease renewals for the 60 prime concessionaire
leases expiring between 2016 and 2017. 
The convenience retail package of 21 units will be broken into two smaller packages for
easier scheduling. 
During Phase 1, some units will return to the Port ahead of their expiration schedules,
including all leases scheduled to expire next year. Those leases that need to stay in
operation longer will be moved to Phase 2. Critical infrastructure work will also take
place. Phases 2 and 3, taking place between 2017 and 2019, will include scheduled
expirations, extended leases, and expirations from earlier phases. 
Phasing will ensure the stability of approximately 700 jobs. 
All leases will be renewed competitively. 
Competition will influence the final leasing plan vision. At the completion of the phasing
plan in fall 2014, the Commission will be presented with a more specific leasing plan. 
An ideal transition schedule is between 2025-2035, with a sustainable schedule of lease
renewals over time drawn up by 2024. 
The anticipated Commission action schedule for 2014-2015 includes providing feedback
on the program's phasing strategy, approving the prime concessionaire phasing leases
and adjustments to current leases (including subtenants), approving specific design
scope for utility upgrades, approving the program's leasing plan, and reviewing the new
request for proposals. 
2015 lease authorizations may include early returned food service and retail units, five to
eight new restaurants, three to five specialty retail units, and two to four units for
personal care. 
Three new tenants have joined the Kiosk Program since the beginning of 2014. All kiosk
tenants come through a competitive evaluation process, and leases are short-term. 

Minutes of May 27, 2014, proposed for approval on February 10, 2015.



PORT COMMISSION MEETING MINUTES                    Page 7 of 9 
TUESDAY, MAY 27, 2014 
7b. 2014 First Quarter Update on the Airport's NorthSTAR Program. 
Presentation document(s) provided by George England, Program Leader, Aviation Project
Management Group; Michael Ehl, Director, Aviation Operations; and Dave Soike, Director,
Aviation Facilities and Capital Programs: 
Commission agenda memorandum dated May 21, 2014. 
Presentation slides. 
Presenter(s): Mr. England. 
The Commission received a presentation that included the following relevant information: 
The NorthSTAR program, scheduled to be completed in July 2020, consists of one
programmatic capital project and five capital construction projects. The program is
currently in construction of two of those projects. 
The North Satellite Renovation and Expansion and the Main Terminal Renovation are
both currently behind schedule due to design and need considerations, and Alaska Air
Group's (AAG) desire to evaluate vertical circulationto accommodate fore and aft door
enplaning and deplaning, or "dual-door operations." 
The cash flow for this reporting period stands at $1.91 million, below the planned $2.63
million. The budget stands at $314.7 million, forecasting $489.6 million. Budget
finalization awaits the Port Commission's final authorization of the NSAT project in July. 
The remaining contingency budget has increased from the last quarterly report, to
$36.69 million. This is due to the North-South Concourse C Vertical Circulation
component receiving five contractor bids. Pending Transfers/Trends stands at $175
million for gate expansion. 
The NorthSTAR program is following the standard Port policy and approach for working
with the Office of Social Responsibility to ensure that the program employs a percentage
of small businesses and women and minority-owned contracting firms. 
The NSAT Renovation and Expansion project includes the construction of nine additional
bays and 20 new gates. 
Approximately 60 million passengers will use the NSAT facility during four years of
construction so disruption of operations is a major concern. 
The NSAT Renovation project has completed the 15 percent conceptual design phase,
including developing a design report that selected the best conceptual design for
continued development using evaluation criteria developed jointly by the Port and AAG. 
The project team has completed the level-of-service (LOS) analysis of the NSAT floor plan,
including an evaluation of passenger flow through various aspects of the concourse level,
and working to better balance hold rooms, concessions and circulation performance. 
The estimated future LOS level stands at B. The project has developed a general plan,
to be presented to the Commission during the final authorization request in July, for
implementing improvements to hold rooms, concessions, and circulation. 
The NSAT project team has developed and is currently evaluating a list of sustainability
design options. The "passenger experience" option includes working with thePlanning
Department to implement interactive features as passengers move through the

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PORT COMMISSION MEETING MINUTES                    Page 8 of 9 
TUESDAY, MAY 27, 2014 
concourse, describing the Airport's Sustainability Master Plan. There may also be areas
of quiet space for passengers. 
The NSAT project team is evaluating economically feasible measures to minimize
energy use in the expanded facility. The NSAT sustainability features will be
incorporated into the Airport's Sustainability Master Plan. 
As part of the 30-percent design phase, the NSAT's current wayfinding and signage
were evaluated and found inadequate. Outside of the NorthSTAR program, staff are
developing interim improvements, to be implemented over the coming months. 
The original project delivery method was traditional design-bid-build. The project team is
currently evaluating whether  to use  General Contractor/Construction Management
(GC/CM) instead, with an acquisition plan to be ready by next Tuesday. The project
delivery method will form part of the July final authorization request. 
GC/CM would allow early work, relieving concerns on phasing, and aiding AAG in
remaining operational throughout the renovation. 
The team is currently refining the concessions and overall architectural layout of the
design, and plan to bring the final layout before the Commission in July. 
The team conducted a passenger survey concerning customer experience with the
existing concourse transit system, especially the train ride. The survey results, viewed by
the design team, the Port, and AAG, indicate a reasonable level of satisfaction with the
current transit system. 
The 15 percent conceptual design phase placed AAG's requested passenger boardroom
at a new mezzanine level above the existing concourse. The boardroom will be located
at the north end of the facility, with a view of Seattle and surrounding mountains. The
project team and AAG are considering the incorporation of a destination restaurant at the
same level. 
A major risk of the NSAT project is inadequate electrical-mechanical infrastructure to
support the current facility expansion and anticipated future dogleg expansion, currently
under evaluation under the Sustainable Airport Master Plan. Infrastructure risk spills over
into the contingency budget. 
The Airport, project team, and AAG met on May 19 to discuss the incorporation and
justification of the North-South Concourse C Vertical Circulation plan to accommodate dualdoor
operation. AAG is currently ensuring the elimination of equipment safety issues. 
If the vertical circulation plan is justified by July, it will be included in the final
authorization request. 
On February 12, the Vertical Circulation contract was awarded to Forma Construction
Co., now working onsite. Forma has completed work on the micropiles, and begun
demolition and saw-cutting work by Gate C14, allowing start of foundation work for new
sloped walkways, a key element of the project. 
Port Construction Services (PCS) removed four passenger loading bridges (PLBs) at
Gates C10, 12, 14, and 16. One PLB was surplused and stored. The other three PLBs
were scrapped due to age. 
At the request of the Commission a financing plan proposal will be completed before the
airlines' majority-in-interest vote in June. 


Minutes of May 27, 2014, proposed for approval on February 10, 2015.

PORT COMMISSION MEETING MINUTES                    Page 9 of 9 
TUESDAY, MAY 27, 2014 
Improvements on the Main Terminal have begun, including the reconfiguration of the
north end of the ticket lobby, the existing airline ticket office and ticket counters, and the
north checkpoint. 
The NorthSTAR program advertised on March 17 for a consultant to perform preliminary
engineering and facility analysis. The selected firm, Land rum & Brown, is currently
negotiating the contract. 
Project planning will be in coordination with NSAT, the Sustainability Master Plan, and
the Terminal Development Strategy, to ensure cohesion on configuration and aesthetics. 
The contract for the North-South Baggage System Refurbishment project has been
awarded at $11.8 million, 19 percent below the engineer's estimate. 
PCS has finished all upgrades to the baggage system and tunnel before the May 15
deadline. The tunnel will now operate at a higher speed in time for AAG's summer busy
season. 
Consultant performance resulted in an eight-week delay. The consultants have been
notified that they are responsible for associated future impacts. 
The project will increase the lifespan of the C92 baggage system for 15 years, on a
recently reevaluated budget of under $21 million. 
10 system shutdowns were originally anticipated in connection to the tunnel work, but
only one occurred. One belt remained operational during tunnel work. 
The prospective North-South Concourse C&D Exterior Stairs project has not yet been
approved. 

8.   NEW BUSINESS 
None.
RECESSED AND RECONVENED 
The special meeting was recessed at 3:43 p.m. to an executive session estimated to last two hours to
discuss matters relating to qualifications for public employment. Following the executive session, which
lasted approximately 2 hours, the special meeting reconvened in open public session at 6:28 p.m. 
9.   ADJOURNMENT 
There being no further business, the special meeting was adjourned at 6:28 p.m. 

Tom Albro 
Secretary 
Minutes approved: February 10, 2015. 



Minutes of May 27, 2014, proposed for approval on February 10, 2015.