Commissioners                                              Tay Yoshitani 
Chief Executive Officer 
Bill Bryant 
Chair and President 
Tom Albro                         P.O. Box 1209 
John Creighton                    Seattle, Washington 98111 
Rob Holland                       www. portseattle.org 
Gael Tarleton                          206.787.3000 

An audio of the meeting proceedings and meeting materials are available on the Port of Seattle
web site - http://www.portseattle.org/about/organization/commission/commission.shtml 

(The approximate point in the audio recording for the specific item is identified by minutes and
seconds; example: 01:30 (Please note that the audio for the January 12 meeting is in two
parts, and is noted as such within the minutes) 
APPROVED MINUTES 
COMMISSION SPECIAL MEETING JANUARY 12, 2010 
The Port of Seattle Commission met in a special meeting at 11:00 a.m., Tuesday, January 12, 
2010 in the Commission Chambers at Pier 69, 2711 Alaskan Way, Seattle, WA. Commissioners
Albro, Bryant, Creighton, Holland and Tarleton were present. 
1.     CALL TO ORDER 
The special meeting was called to order at 11:08 a.m. by Bill Bryant, Chair and President. 
2.     EXECUTIVE SESSION pursuant to RCW 42.30.110 
The meeting was immediate recessed to an Executive Session to discuss Legal Risk matters for
approximately two hours and reconvened to open public session. 
PLEDGE OF ALLEGIANCE 
3.     APPROVAL OF MINUTES 
(00:00:57 - Audio Part 1) Approval of minutes for the special meetings of November 30 and
December 15, 2009. 
Motion for approval  Tarleton 
Second  Creighton 
Motion carried by the following vote: 

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
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In Favor: Bryant, Creighton, Tarleton (3) 
Abstained: Albro, Holland (2), who were not yet in office during the subject meetings. 
4.     (00:01:37  Audio, Part 1) SPECIAL ORDER OF BUSINESS 
a.  (00:01:56) 2009 Port of Seattle Awards 
Presentation documents: Commission agenda memorandum dated January 4, 2010 and computer
slide from Jane Kilburn, Director, Public Affairs. 
CEO Yoshitani commented on awards which had been presented to the Port of Seattle during
2009, and noted that the awards demonstrate both regional and national recognition. Awards
specifically highlighted by Mr. Yoshitani included recognition for Green Concessions as well as 
Best Overall Concessions Program at Sea-Tac Airport; and also awards to the Finance and Budget
Department from the Government Finance Officers Association, for budget presentation and
financial reporting. 
b.  (00:05:40) Swearing in of new Port of Seattle Police Department (POSPD) Officer 
POSPD Chief Colleen Wilson introduced Thomas D. Bailey, noting that he had recently moved to
Washington from Arizona, specifically to accept the position as an officer with the Port. 
Commissioner Bryant then administered the Oath of Office to Officer Bailey. 
c.  (00:09:16) Port of Seattle Police Department (POSPD) Recognition 
Commissioner Bryant read into the record a letter dated December 2, 2009 which he had
received from Commissioner Bill Clark, Commissioner, Port of Pasco and sent on behalf of
the Camp Patriot Board of Directors recognizing efforts extended recently by the POSPD
in assisting disabled veterans who traveled through Sea-Tac Airport to participate in Camp
Patriot's climb of Mt. Rainier.A copy of the letter is, by reference, made a part of these
minutes; is marked Exhibit 'A'; and is on file in Port offices. 
Commissioner Bryant also recognized POSPD K-9 Lilly who was instrumental in locating
drugs which were recently seized at Sea-Tac Airport, when an arrest was made by Port
police in cooperation with the Transportation Security Administration (TSA). Lilly was
presented with a certificate of recognition from the Port as well as gift box of special dog
treats. Also introduced were Lilly's handler, Officer Matt Bruch and his partner, Officer
Cory Stairs. 
Chief Wilson presented to Officers Bruch and Stairs a certificate of appreciation from the
Drug Enforcement Administration recognizing their outstanding contributions in the field of
drug enforcement. 

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TUESDAY, JANUARY 12, 2010                                P. 3 
Commissioner Creighton noted his support of the Citizens' Police Academy a program which is
offered by the POSPD, which he had attended. Chief Wilson stated that the program would be
made available again sometime this Spring.
5.     (00:18:11 - Audio Part 1) UNANIMOUS CONSENT CALENDAR 
a.  Authorization for the approval of outstanding Claims and Obligations for the Period of
December 1, through December 31, 2009 
Motion for approval of Item 5a  Tarleton 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
6.   DIVISION, CORPORATE AND COMMISSION ACTION ITEMS 
a.  (00:19:04 - Audio Part 1) Resolution No. 3618, First Reading. Establishing the Small
Contractors and Suppliers Program to develop mutually advantageous relationships
with small businesses, including those owned and operated by people of color, women,
people with disabilities, veterans, and the social-economically disadvantaged. 
Request document: Commission agenda memorandum dated January 4, 2010 and Resolution
from Ralph Graves, Managing Director, Capital Development Division and Elaine I. Ko, Director,
Office of Social Responsibility. 
Presenters: Mr. Graves and Ms. Ko 
As a follow-up to information provided by staff at the January 5, 2010 meeting on this Resolution,
Commissioner Albro reiterated that the Resolution would simply bring the Port into complete
alignment with King County and the State of Washington as far as the size standards both in terms
of business revenue and personal net worth of business owners, and is therefore the best starting
point for this program. Staff confirmed this and also noted that as the Port is in the same
jurisdiction as the County, there is efficiency in maintaining this consistency in order to reinforce
efforts made. 
Commissioner Holland commented on the importance of having some community oversight of this
program. Commissioner Tarleton suggested that perhaps the Port's Art Oversight Committee
could be used as a model for such a committee. 
Public Comment regarding Item 6a was received from the following individual: 


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Karen Primeau, Platinum Group, LLC. Ms. Primeau spoke in favor of the program, but
noted her concern about the size standards being suggested and stated her support of the
creation of some type of community oversight or advisory committee. 
Motion for Resolution No. 3618, First Reading  Creighton 
Second  Holland 
Motion to amend Resolution No. 3618, Section 2e, second sentence, replacing the word
'current' (SBA size standard) with the word 'prevailing' (SBA size standard)  Albro 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
Motion to approve, as amended carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
b.  (00:37:29 - Audio Part 1) Authorization for the Chief Executive Officer to execute a
contract with a benefits consulting firm to assist the Port in its transition to a selffunded
program for medical and dental benefits, and to assist in managing this program
for four years. The estimated cost is $810,000 over a period of five years, 2010  2014; a
competitive selection process will be used. 
Request document: Commission agenda memorandum dated January 12, 2010 and computer
slide presentation from Jeff Hollingsworth, Risk Manager 
Presenters: Mr. Hollingsworth and Tammy Woodard, Senior Manager, Total Compensation 
Ms. Woodard noted that adopting a self-funded program for insurance plans is a way in which to
continue cost-containment efforts. As background to the request, staff reviewed self-funding
program benefits, risks, challenges and potential savings.
Mr. Hollingsworth stated that the first year of the contract being proposed would be used for the 
purpose of assisting the Port in setting up elements of transition which would allow self-funding of
medical and dental benefits to be implemented beginning in 2011. He also noted that the
proposed contract would replace the consultant currently under a contract which expires in 2011. 
Mr. Hollingsworth reviewed elements of the scope of work the selected consultant would assist and
clarified that the self-funded plan would apply to employees who currently subscribe to the Port's
programs with Premera and Washington and would not impact other insurance programs such as
Group Health or Port employees who are insured under provisions of a collective bargaining
agreement. 

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
TUESDAY, JANUARY 12, 2010                                P. 5 

Responding to a question from Commissioner Tarleton, it was clarified that exploring self-funding
of medical and dental insurance was strictly an initiative from staff in an attempt to help manage
health care costs, and not something the Commission had directed. It was reiterated that the final
decision has not yet been made; rather the proposed contract would be to help staff sort out
whether or not to move forward with such a program.
Ms. Woodard clarified to the Commission that should it be decided to establish a self-funding
program, a Resolution would need to be adopted to apply to the State for the Port to become a
self-funded employer, necessitating a return to the Commission before such a program would be
put into place. 
Motion for approval of Item 6b, with the modification that the authorization be to execute a
contract with a benefits consulting firm for two years, with three one-year options to extend
Tarleton 
Second, as modified  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
c.  (01:02:15 - Audio Part 1) Authorization for the Chief Executive Officer to advertise and
award a construction contract for the 2010 Airfield Improvement Projects  Contract 1,
consisting of the Apron Pavement Replacement and Taxiway G Signs at Seattle-Tacoma
International Airport (Airport). 
Request document: Commission agenda memorandum dated December 28, 2009 and map from
Michael Ehl, Director, Airport Operations and Wayne Grotheer, Director, Aviation Capital
Improvement Program 
Presenter: Mr. Grotheer 
Mr. Grotheer noted that today's request was for authorization to advertise for bids for work needing
to be done in various areas of the airfield at the Airport. He stated that the work could begin as
early as mid-May. He stated that authorization for construction will be asked for prior to completion
of the full design due to the time-critical nature of the work. He also noted that the Project Labor
Agreement will be used for this work due to the time-sensitivity and safety issues 
Motion for approval of Item 6c  Tarleton 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
TUESDAY, JANUARY 12, 2010                                P. 6 

d.  (01:08:47 - Audio Part 1) Authorization for the Chief Executive Officer to advertise and
award a construction contract for the 2010 Airfield Improvement Projects  Contract 2,
consisting of Third Runway Environmental Mitigation, including Miller Creek
Relocations Revisions and Restoration; 160th Street Bridge/Culvert Removal; and Third
Runway Permanent Stormwater Detention Facility at the Airport. 
Request document: Commission agenda memorandum dated December 28, 2009 and map from
Michael Ehl, Director, Airport Operations and Wayne Grotheer, Director, Aviation Capital
Improvement Program 
Presenter: Mr. Grotheer 
Mr. Grotheer noted that as in the previous item, this request to advertise for bids is being asked
prior to completion to the full design to allow the work to proceed during the drier months of the
year. He noted that the Project Labor Agreement would be used for the completion of this work as
it is part of the Third Runway work. 
Motion for approval of Item 6d  Holland 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
e.  (01:13:44 - Audio  Part 1) Request for authorization for 2010 Commission International
Travel 
Request document: Commission agenda memorandum dated January 11, 2010 from Mary Gin
Kennedy, Director of Commission Services 
Presenter: Ms. Kennedy 
Ms. Kennedy stated that any additional Commission International travel proposed and not listed on
the memo would need to be approved separately at a future meeting.
Commissioner Tarleton clarified for the record that one item listed on the memo, a trip to Russia for
a FRAEC (Foundation for Russian American Economic Cooperation) and associated costs, would
be paid for by her rather than out of the Commission budget. 
Motion to approve Item 6e, with modification noted by Commissioner Tarleton  Holland 
Second  Tarleton 
Motion carried by the following vote: 

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
TUESDAY, JANUARY 12, 2010                                P. 7 

In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
7.   STAFF BRIEFINGS
a.  (01:17:19 - Audio Part 1) Port of Seattle Seaport Air Quality Program Update 
Presentation documents: Commission agenda memorandum dated December 22, 2009 and
computer slide presentation from Michael Burke, Senior Manager, Seaport Container Leasing and
Operations and Sarah Flagg, Seaport Air Quality Program. Also provided was a copy of the Port's
agreement with the Puget Sound Clean Air Agency to reduce diesel emissions. 
Presenters: Mr. Burke and Ms. Flagg, Port staff and Dennis McLerran and Amy Fowler of the
Puget Sound Clean Air Agency (PSCAA) 
Ms. Flagg provided a brief update on the implementation of the Northwest Ports Clean Air Strategy,
specifically in the areas of cargo-handling equipment; rail; harbor vessels; At Berth Clean (ABC)
fuels; and the clean truck program. 
Regarding performance measures for the clean truck program, Ms. Flagg noted that timeline dates
for trucks to meet emission standards are based on input from members of the trucking community,
the labor community, regulatory groups and environmental groups. 
Commissioner Tarleton noted that she would like to review data of what is happening for the truck
drivers who cannot afford to stay in the business as a result of their truck getting scrapped, and
commented on the importance of knowing what is coming out of the program, not just what we are
putting into the program. She also stated that this is information that should be communicated to
the public in order for people to understand what is going on with this industry. 
PSCAA staff provided information on the Seaport Truck Scrappage and Retrofits for Air in Puget
Sound (ScRAPS) program. Specifics reviewed included: 
An overview of the program and why the program is being offered 
Trucks eligible for Phase I 
How much older trucks are worth and financial incentives of scrapping 
Funding for the program 
o Phase one, currently underway 
Port of Seattle grant for scrappage ($1.5 million) and retrofits ($200,000) 
Department of Ecology grant for retrofits ($350,000) 
Agency funds for retrofits ($148,000) 
o Phase two, to launch within two months, which will expand focus to trucks serving
Port of Tacoma and City of Tacoma 
Federal Department of Transportation grant to City of Tacoma for
scrappage and retrofits ($2.5 million) 
Cascade Sierra Solutions loans for retrofit installations ($335,000) 
How the program works  run by Cascade Sierra Solutions 

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TUESDAY, JANUARY 12, 2010                                P. 8 
Results to date 
Ms. Flagg presented to the Commission a small piece of steel which came from a truck frame
which had recently been scrapped. The piece of steel had been put into a display case by workers
at Marine Maintenance. 
Ms. Flagg then provided a brief update on the Green Gateway Study, noting that the next phase of
the study is under way, is being conducted by Herbert Engineering, and will hopefully be completed
in March. 
Public comment regarding Item 7a was received from the following individuals: 
Patrick Neville, Economic Development Specialist, Martin Luther King County Labor
Council, AFL-CIO. Mr. Neville spoke about differences between independent and
dependent truck operators in drayage operations, and commented on the importance of
addressing safety issues and looking at the industry as a whole rather than just at the
workers. 
David West, Executive Director, Puget Sound SAGE. Mr. West stated that his belief that
the problem analysis and solution of the trucking issue is inadequate and will have a
marginal effect on diesel pollution. 
Heather Weiner, Coalition for Clean and Safe Ports. Ms. Weiner submitted a memo to The
Commission dated January 11, 2010 regarding an analysis of the Port of Seattle Truck
Plan. A copy of the memo is, by reference, made a part of these minutes; is marked
Exhibit 'A'; and is on file in Port offices.She commented on her belief that the program will
not work as it is currently designed. 
Heather Trim, People for Puget Sound. Ms. Trim stated her appreciation of the Port being
proactive in working on air issues but also noted her concern about a lack of accountability
for how this program is working. She also commented that she believes Radio Frequency
ID tags would be beneficial. 
Fred Felleman, Friends of the Earth. Mr. Felleman spoke in support of the Port's ABC fuel
program, and noted that it would be good to encourage all vessels that port at Pier 91 and
at Pier 66 to participate in the program until there is the option for electrification. 
b.  (02:26:34 - Audio Part 1) Update on Emergency Management Planning  Green River
Flooding 
Presentation documents: Commission agenda memorandum dated December 10, 2009 from
Ralph Graves, Managing Director, Capital Development Division 
Presenter: Mr. Graves 
Mr. Graves briefly commented on ongoing efforts being made to prepare for potential flooding on
the Green River due to reduced capability of the Howard Hansen Dam. He noted that interim
repairs done by the Corp of Engineers they estimate have reduced the possibility of serious
flooding from 1 in 3 to 1 in 25. He stated that it will be at least five years before all fixes to the dam
are completed.

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
TUESDAY, JANUARY 12, 2010                                P. 9 

Mr. Graves commented on the diesel back-up system which is being put in place at the Airport in
case of any flood-related power failure there. 
Mr. Graves mentioned that five formal requests have been received for stand-by ability to store
equipment or materials relocating out of the flood area, most of which are from governments, and
staff is exploring ways those requests may be handled. He noted that staff is negotiating with King
County regarding the option of using Smith Cove Cruise Terminal as a stand-by facility for people
who might have to be evacuated in the event of a flood. 
A brief recess was called by Commissioner Bryant at 3:40 and the meeting was reconvened at
3:50. 
8.   NEW BUSINESS 
None. 
9.   POLICY ROUNDTABLE  BUDGET WORKSHOP 
(00:00:01) Audio Part 2) Alaskan Way Viaduct / Seawall Replacement Program Discussion 
Commissioner Bryant welcomed participants to the Roundtable, noting that the Roundtable would
simply be an informal discussion of how the Alaskan Way Viaduct will be replaced and how the
deep-bored tunnel moves forward.
Participants included: 
Mike Merritt, Local Government Relations Manager 
Lee Newgent, Seattle Building & Construction Trades Council 
Brian Steinberg, Allied Arts 
Dan Grausz  Sr. VP, Holland America 
As background, Commissioner Bryant noted that in late 2008, Port Commission asked the State to
consider an alternative to the two proposals being considered at that time, which were an allsurface
option and a rebuilding of the viaduct. He stated that with consideration of the deep-bored
tunnel option, the State asked the Port to consider providing a contribution up to $300 million in
funding for the project. He noted that today's discussion could help better define why the Port
should be involved in this project and what specific interests are. He stated that should the Port
decide to move forward, the next step would be to negotiate a Memorandum of Agreement. 
Mr. Merritt recognized partners from the Washington State Department of Transportation (WSDOT)
as well as those from the City of Seattle who were present in the audience. 
Mr. Newgent identified two key things which should be discussed as being the replacement of the
seawall and maintaining freight mobility in and out of the Port. He commented of the importance of
keeping in mind the economic impact the Port has on many different communities and how the
projects being discussed can help put people to work. 

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
TUESDAY, JANUARY 12, 2010                               P. 10 

Mr. Grausz noted that approximately 4,000 people have to move from ships to the Airport and vise
versa on Saturdays and Sundays during cruise season and stated his concern about the impact to
the cruise passengers which may result during the transition period while the viaduct is taken
down. 
Commissioner Tarleton raised the question of whether cruise passengers might be amenable to
taking the train to downtown Seattle and then having a bus pickup from there to the cruise terminal.
Mr. Grausz commented that the idea was something that could be explored, but stated that the
most difficult part of that idea would then be the transporting of guests' luggage. 
Mr. Steinberg noted that Allied Arts is an organization that looks at not only the issue as a
transportation issue, but also as an opportunity to create a great urban space. He commented on
the importance of collaborative efforts and the need for flexibility and thinking out of the box in
order to find an integrated solution to the challenges. Mr. Steinberg also spoke about the
importance of a focus on tourism and engaging the world with Seattle which would help in
becoming more of an economic engine throughout the year. 
Commissioner Holland commented on the need for a renewed focus on the Port's customers and
the importance of getting things right for the cruise lines and for the freight corridor. 
Mr. Newgent commented on the current unprecedented slowdown of construction and noted that
construction dollars are going much farther now than they were several years ago. 
Commissioner Bryant noted that this is an opportunity to fix what is a disconnect between the
waterfront and downtown areas, and commented on the importance of the North Portal and
connectivity to Interbay, Ballard and Pier 91. 
Mr. Grausz noted that due to the scope of this project, it would be possible for the budget to get out
of control, something that the public would have no patience with. He stated his belief that it is
essential to set a firm budget and project scope and stick to it. 
Commissioner Albro commented on the importance of maintaining historical connections to both
the north and the south, and noted the complexity in doing that by removing the viaduct. 
Mr. Newgent commented on the importance of maintaining bus routes during the tunnel project.
He also stated that a realistic assessment should be taken of what the challenges will be and look
at what the impacts will be through each phase of the project. 
Mr. Merritt noted that both the State and the City are planning a robust communication effort which
could be used as a template for the Port to use as well.
Responding to a question from Commissioner Creighton on how the Port could be helpful to the
City as well as the waterfront community regarding the use of the public space, Mr. Steinberg
commented on the importance of being an advocate for the tourism industry in line with creating
great spaces for the people of Seattle that the tourists would also enjoy. Mr. Grausz commented

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PORT COMMISSION MINUTES OF THE SPECIAL MEETING 
TUESDAY, JANUARY 12, 2010                               P. 11 
on the need to have businesses that would draw people to the waterfront, and not only things like tshirt
shops, and used the Aquarium as an example of a good draw to the waterfront. 
Commissioner Tarleton mentioned the large amount of cleanup work that would take place during
the tunnel construction period and asked how the waterfront businesses might be helped during
that disruption. Mr. Newgent stated that there will need to be a time table established which might
address things like delivery hours. He also reiterated the importance of having east -west
connections. 
Mr. Grausz reiterated the need for understanding the challenges being faced even now, not only
those which will occur during the viaduct/tunnel project. 
Mr. Steinberg commented on the importance of taking action sooner rather than later as delays will
only add to the cost of the project. 
Commissioner Albro agreed with the need to move forward and to mitigate impacts as best can be
done. 
Commissioner Bryant thanked the participants and stated that the goal is currently to have a draft
Memorandum of Agreement for consideration in early February. 
9.   ADJOURNMENT 
There being no further business, the meeting was adjourned at 4:45 p.m. 
(A digital recording of the meeting is available on the Port's website) 

Rob Holland 
Secretary 







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