PORT OF SEATTLE 
MEMORANDUM 

COMMISSION AGENDA             Item No.      6a 
Date of Meeting    February 8, 2011 
DATE:    January 21, 2011 
TO:      Tay Yoshitani, Chief Executive Officer 
FROM:    Christine Wolf, Regional Transportation Program Planner, Seaport 
SUBJECT:  Interlocal Agreement with the City of Auburn concerning the M Street Grade
Separation Project, a FAST Corridor Phase 2 project. (CIP # C001786) 
Amount of This Request: $ 771,400            Source of Funds: Tax Levy 
Total Estimated Cost of Project: $773,900 
Est. Workers Employed: Up to 784 workers for the entire project 

ACTION REQUESTED:
Request authorization for the Chief Executive Officer to execute an Interlocal Agreement (ILA),
substantially as drafted, with the City of Auburn (City), obligating the Port to pay the City
$771,400, plus Port staff and consulting resources, for the M Street Grade Separation Project 
(Project), a Freight Action STrategy for the Everett-Seattle-Tacoma (FAST) Corridor Phase 2 
project. 
SYNOPSIS: 
Since 1998, the FAST Partnership, a coalition of public and private entities that includes the Port
of Seattle, has leveraged over $790 million in public and private funds for strategic freight
mobility infrastructure projects in the Everett to Tacoma corridor. These projects facilitate the
movement of freight, reduce conflicts between freight and general traffic, and improve
emergency response time by removing rail-vehicle conflicts. The Port has been a partner since
the program's inception and, to date, has provided about $33.5 million to various projects in the
corridor. The Port's contributions have been funded by the tax levy. 
The M Street Grade Separation Project is one of FAST's Phase 2 projects. It will enable the City
of Auburn to construct a grade separation of M Street SE from the BNSF Railway Stampede
Pass rail line. Completing the M Street SE Grade separation will not only improve freight
mobility for train and truck traffic, it will also eliminate significant traffic back-ups that overtax
Auburn's arterial street system. The M Street Corridor is a regionally significant principal
arterial connection between SR-167 and SR-164 (Auburn Way South), connecting warehousing

COMMISSION AGENDA 
T. Yoshitani, Chief Executive Officer 
January 21, 2011 
Page 2 of 5 
and manufacturing as well as regional and local growth centers. The completed project will
support longer, more frequent trains on the Stampede Pass rail line. 
The Port's contribution of $771,400 comprises 3.5% of the original cost estimate of $22 million,
which is slightly below the current estimate of $22.8 million. Port funds will allow this project to
be completed pending an expected contribution by Washington's Public Works Trust Fund, and
help keep the FAST Corridor Program alive. Construction is scheduled to start in early 2012 and
is anticipated to last between 18 and 24 months (depending on train volumes). Since the Port
does not own this asset, spending will be expensed as it is incurred as a non-operating expense
over the two years of construction. The Port plans to continue its support of FAST projects as
these projects are getting closer to implementation. 
BACKGROUND: 
The FAST Corridor public-private partnership includes federal and state agencies, local cities
and counties, private partners, and the Ports of Seattle, Tacoma and Everett. FAST was
established to move needed goods and support port operations on the highways and rail lines that
sustain maritime international trade along the rail corridor from Tacoma to Everett. It was one of
the first corridor programs in the country based on the cooperation of local jurisdictions, ports,
and railroads. Its creation in the late 90s helped bring about growing recognition of the
increasing demands of international trade on the nation's transportation infrastructure, leading to
federal funding programs like the Borders and Corridors Program. It also served as a model for
other corridor coalitions like CREATE and the Heartland Corridor, which now compete for
scarce federal dollars. The Port continues to stay engaged in the national debate to ensure a
viable federal funding source for the corridors and facilities moving the nation's freight. It is
working with partners to establish a new coalition to support freight infrastructure investment
along the Pacific Northwest Gateway corridor, moving the Port's freight from Puget Sound to
Chicago and beyond. 
To date, the FAST Partnership has completed 11 of 25 projects, leveraging over $ 790 million in
contributions to facilitate the movement of freight, reduce conflicts between freight and general
traffic, and improve emergency response times by removing rail-vehicle conflicts. The Port so
far has committed about $33.5 million to various projects in the corridor. Funding for the Project
would increase the Port's support of FAST to about $ 34.3 million. 
Closing the funding gap for the Project also shows the Port's continued commitment to its FAST
partners to complete the FAST Corridor. 
The Project will provide substantial benefits to the Port in the following ways. It will: 
Support longer and more frequent trains on the Stampede Pass rail line; 
Reduce delays on M Street SE to trucks carrying freight deliveries; 
Reduce conflicts between rail and vehicle traffic modes; 
Enhance overall freight mobility; and 
Improve safety and traffic flow for all travel modes. 

Exhibit B-2

COMMISSION AGENDA 
T. Yoshitani, Chief Executive Officer 
January 21, 2011 
Page 3 of 5 
Executing the ILA at the requested level of contribution will allow this Project to be completed. 
This will help keep the FAST Corridor Program alive and support future federal and state
funding requests from the sponsors of the remaining projects. This approach would leave
sufficient Port funds allocated to the FAST Corridor program to allow the Port to contribute to
those projects that are getting close to implementation. 
PROJECT SCOPE AND SCHEDULE: 
The Project will lower M Street SE below the BNSF Stampede Pass rail line to eliminate an atgrade
crossing, construct rail improvements, bridges, walls, relocate utility and stormwater
facilities to accommodate the underpass, widen M Street SE at the crossing to five lanes with
sidewalks and bicycle lanes, and replace the traffic signal at the intersection of 4th Street SE and
M Street. 
Pending availability of funding, the Project will be advertised in late 2011, with construction
starting in early 2012. Construction completion is scheduled for the 2nd Quarter of 2013, at
which time the grade separation will be fully operational. 
ENVIRONMENTAL SUSTAINABILITY/COMMUNITY BENEFITS: 
Completing the M Street SE Grade separation will improve freight mobility for train and truck
traffic. It will eliminate the significant traffic back-ups overtaxing Auburn's arterial street system 
that are due to 4-6 daily trains moving slowly, often stopping on the crossing, blocking the
roadway for extended periods of time. The resulting backups impact emergency vehicle access,
the 53 daily school bus crossings, residential and business driveways, and local neighborhood
streets. The project will also provide secondary benefits that include improved travel times;
reduction of cut-through traffic on neighborhood streets; air quality along the corridor; and
beautification of one of Auburn's key gateways. 
Completing this at-grade/street-rail crossing substantially improves safety by removing the
possibility of fatalities and injuries that often result from collisions between trains, vehicles, and
pedestrians. It also eliminates blocking delays that cause traffic congestion/delays, reduces the
intrusive noise from train horns and automatic warning devices, and improves emergency
response times. 
M Street SE  Grade Separation 
FINANCIAL ANALYIS: 
Project Cost Breakdown 
M Street Grade Separation Project                            $771,400 
Port staff resources and expenses*                              $2,500 
Net Project Cost                                        $773,900 
Note*: Resources will be provided by existing Port staff. Accordingly, there is no incremental cash outflow to the Port in
connection with providing these services. However, limited consultant assistance may be required to support the staff effort. 
Source of Funds 
The 2011 Plan of Finance included funds sufficient to cover the $771,400 contribution under
committed CIP #C001786, FAST Corridor 2, for the M Street Grade Separation Project. The
funding source for this agreement will be the tax levy. 

Exhibit B-3

COMMISSION AGENDA 
T. Yoshitani, Chief Executive Officer 
January 21, 2011 
Page 4 of 5 
Financial Analysis Summary 
CIP Category           Regional Transportation 
Project Type             Freight Mobility 
Risk adjusted discount rate    NA 
Risk factors              A potential risk factor is that the delivered Project does
not provide the expected direct benefit to the Port. This
risk is mitigated by the fact that all decisions regarding
the functionality of the project have already been made
and because the ILA requires the City of Auburn to
collaborate with the Port on any design changes that
impact the Port's expected benefit. In the event the
Port's expected benefits are reduced by these changes,
and the parties cannot agree on a resolution, the Port has
the option to terminate the ILA and would not be
required to pay for any construction work it has not
approved and that has not been completed. Under the
ILA, the Port's contribution is made in two payments
with the first payment of $385,700 made at 50% project
completion and the balance paid when the project is
substantially complete. 
Project cost for analysis      NA 
Business Unit (BU)         Seaport Leasing and Asset Management 
Effect on business         Spending on this project will be expensed as incurred, as
performance            a non-operating expense over the two years of
construction. 
IRR/NPV            N/A 

ALTERNATIVES CONSIDERED/RECOMMENDED ACTION: 
Two alternatives were considered: 
1.  Do Nothing: Should the Port not participate in the agreement, the Project would have
insufficient funds to be completed on schedule. It would run the risk of losing funds from
state and federal sources, making completion of the Project challenging. 
2.  Agreement: This alternative supports the FAST Corridor program and the
agreement with partnership. It is the recommended action. The City of Auburn and
the Port of Seattle would enter into an agreement for the Port to provide a funding share
of $771,400 for the M Street Grade Separation Project. 
OTHER DOCUMENTS ASSOCIATED WITH THIS REQUEST: 
Draft Interlocal Agreement with attachments (including Resolution No. 3500, dated January
28, 2003), dated January 21, 2011. 
PowerPoint slide presentation, Port Staff, dated January 21, 2011. 

Exhibit B-4

COMMISSION AGENDA 
T. Yoshitani, Chief Executive Officer 
January 21, 2011 
Page 5 of 5 
PowerPoint slide presentation, Auburn Public Works Department, undated. 
PREVIOUS COMMISSION ACTION: 
On July 14, 1998, by Resolution No. 3283, the Commission authorized participation in the FAST
Corridor. 
On January 28, 2003, by Resolution No. 3500, the Commission authorized participation in the
FAST Corridor Phase 2. 















Exhibit B-5