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                              206.728.3000 

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 
APPROVED MINUTES 
AUDIT COMMITTEE SPECIAL MEETING JUNE 8, 2010 
The Port of Seattle Commission Audit Committee met in a special meeting at 9:00 a.m., Tuesday,
June 8, 2010 in the Commission Chambers at Pier 69, 2711 Alaskan Way, Seattle, WA.
Committee members Albro, Tarleton and Miller were present, as well as CEO Tay Yoshitani and
Joyce Kirangi, Port Internal Audit Manager. Commissioner Creighton was present as an observer. 
CALL TO ORDER 
The committee special meeting was called to order at 9:07 a.m. by Commissioner Gael Tarleton. 
APPROVAL OF MINUTES 
Motion for approval of the Minutes of the May 4, 2008 meeting  Albro 
Second  Tarleton 
Motion carried by the following vote: 
In Favor: Albro, Tarleton 
Mr. Miller participates as a non-voting member of the Committee 
Moss-Adams Exit Conference  Comprehensive Annual Financial Report (CAFR) 
Presentation Documents: Computer slide presentation from Moss-Adams, "Results of 2009 Audit" 
Presenter: Laurie Tish, Moss-Adams; Rudy Caluza, Director, Accounting and Financial Reporting;
and Lisa Lam, Financial Reporting and Controls Manager 
Ms. Tish provided a summary of the reports issued by Moss-Adams, noting that the audit had been
completed in April, and that all of the audit reports, including the report on the financial statements,

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the schedule of net revenues, and the single audit report and passenger facility charge report, were
completed at nearly the same time. She commented on the significance of this, due to the
magnitude of work required to complete the reports, and stated that the reports had been filed with
the appropriate federal agencies approximately three months prior to the required due date. She
also stated that all of the reports issued were very clean and that an unqualified opinion had been
issued on the financial statements, and there were no material weaknesses noted. 
Responding to Commissioner Albro's question as to what may have been significant issues in
previous audits, Ms. Tish noted that some of the previous findings of non-compliance and control
deficiencies related to procurement as well as areas of information technology, although very
minor. She stated that it is believed that all previous issues have been resolved and addressed
appropriately. 
Mr. Caluza stated that the Accounting department is maintaining information related to how
mitigation is being done to handle risk exposure. He agreed to provide this documentation to the
Committee for further perspective and context. 
Ms. Tish then reviewed a summary of the areas of the audit efforts, which include the following: 
Internal control environment 
Accounts within financial statements that employ management estimates 
Revenue Recognition 
Collectability 
Signatory lease and operating agreement (SLOA) with the Airlines 
Leases 
Bonds and related accounts 
Capital assets 
Net assets 
Warehousemen's Pension Trust Fund, which is treated as a separate audit 
Ms. Lam responded to questions posed from Commissioner Albro regarding areas of the CAFR
regarding the Warehousemen's Pension Trust Fund, and differences between accounting methods
of the private sector compared to the public sector. 
Committee member Miller reiterated that seeing the differences in public accounting methods from
the private point of view can be quite difficult due to differing perspectives. 
Ms. Tish then noted that other areas of focus included: 
Administration of federal awards and related administrative controls and compliance 
Passenger Facility Charge Program, which is also treated as a separate audit 
Ms. Tish commented on the required communications resulting from the audit, and noted again the
positive experience of working with Port staff in completing the audit. 

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Responding to Mr. Miller's question as to when the Audit Committee might receive the reports on
the federal audit and the schedule of expenditures, Ms. Tish stated that they have been issued,
and Mr. Caluza confirmed that they will be provided to the Audit Committee as well as the report on
the Passenger Facility Charges. 
Responding to questions from Commissioner Albro regarding the Port's mortgage-backed
securities, Dan Thomas, Chief Financial and Administrative Officer, stated that Craig Kerr,
Treasury Manager, would be able to provide any answers to the Committee regarding that
program. 
Discussion followed regarding capitalization policy of intangibles, such as air rights. 
Commissioner Tarleton stated her belief that the policy of what should be capitalized versus what
is expensed should be part of the audit discussions going forward, as there needs to be clarity on
what can legally be done. 
Administration Briefing on Port Accounts Receivables 
Presenters: Dan Thomas, Chief Financial and Administrative Officer, Rudy Caluza, Director,
Accounting and Financial Reporting Services and Sherry Pittman, Senior Manager, Revenue
Services and Payroll. A computer slide presentation was provided. 
Mr. Thomas provided context for the briefing, noting that several months ago there were internal
audits conducted on concessions agreements, and some of the findings of those audits were
related to late fees which had not been billed or collected appropriately under those agreements.
As follow-up to those findings and whether or not those late fees could now be collected, Mr.
Thomas stated that a team of legal staff and property managers had had discussions of this, and
that the previous methods were viewed as discretionary. He noted that the recommendation to the
Chief Executive Officer, which met with his concurrence, was to not go back to attempt to collect
fees which had not appropriately been billed in the past. He stated, however, that staff will move
forward with implementing a finance charge which can automatically be billed rather than having a
late fee. He noted that this co uld involve amending the concessions agreements. 
Commissioner Albro stated his concern of amending the agreements unilaterally, as by so doing, a
benefit is being yielded to another party, and consideration would be needed for doing so. 
Commissioner Tarleton noted that the conditions will need to be applied consistently and need to
be enforceable. 
Proposed Changes to Audit Committee Charter 
Due to time constraints, Tom Barnard, Policy Analyst, suggested that this item be deferred until the
July Audit Committee meeting, perhaps at the beginning of that agenda to allow sufficient time for
discussion. He stated that he would provide documents to the Committee in advance of that
meeting in order to allow them to provide comments prior to the discussion.

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It was also noted that the July Audit Committee meeting would take place on July 13 rather than
July 6 as it was previously scheduled. 
ADJOURNMENT 
There being no further business, the meeting was adjourned at 11:03 a.m. 
(A digital recording of the meeting is available on the Port's website.) 

Tom Albro 
Secretary 














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