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

Audio and video recordings 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 video recording for the specific item is identified by hours, minutes, 
and seconds; example: 00:01:30) 
APPROVED MINUTES 
COMMISSION REGULAR MEETING SEPTEMBER 27, 2011 
The Port of Seattle Commission met in a regular meeting Tuesday, September 27, 2011, in the
International  Auditorium  at  Seattle-Tacoma  International  Airport,  Seattle,  Washington.
Commissioners Albro, Bryant, Creighton, Holland, and Tarleton were present. 
1.   CALL TO ORDER 
The regular meeting was called to order at 12:10 p.m. by Bill Bryant, Commission President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
The regular meeting was immediately recessed to an Executive Session estimated to last 60 
minutes to discuss legal risk, real estate, and labor negotiation matters. Following the Executive
Session, which lasted approximately 45 minutes, the regular meeting reconvened in open public
session at 1:13 p.m. 
PLEDGE OF ALLEGIANCE 
3.   (00:01:22)  APPROVAL OF MINUTES 
Regular meetings of July 26, 2011, and August 2, 2011. 
Motion for approval of minutes for the July 26, 2011, and August 2, 2011, regular meetings  
Albro 
Second  Tarleton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5)






PORT COMMISSION MEETING MINUTES                   Page 2 of 11 
TUESDAY, SEPTEMBER 27, 2011 
4.   SPECIAL ORDER OF BUSINESS 
None. 
5.   (00:02:06)  UNANIMOUS CONSENT CALENDAR 
a.   Approval of Claims and Obligations for the period of August 1 through August 31,
2011, in the amount of $44,994,365.42. 
b.   Request Port Commission ratification of the issuance of change order #20 in the
amount of $75,000 and authorization for the Chief Executive Officer to issue a second
as yet unnumbered change order for up to $825,000, to demolish existing and install
new replacement electrical panels at the Seattle-Tacoma International Airport for up to
a total amount of $900,000. Funds to cover the cost of the two change orders are part
of the project contingency funds that were included in the previously approved
Terminal Escalators Modernization authorizations (CIP #C800237). 
Request document(s): Commission agenda memorandum dated September 16, 2011, provided by
Ralph Graves, Capital Development Division Managing Director. 
c.   Authorization for the Chief Executive Officer to proceed with design of access control
additions for doors at Seattle-Tacoma International Airport. This authorization is for
$300,000 of a total estimated project cost of $1,800,000 (CIP #C800414). 
Request document(s): Commission agenda memorandum dated September 16, 2011, provided by
Wayne Grotheer, Aviation Project Management Group Director, and Wendy Reiter, Aviation
Security and Emergency Preparedness Director. 
d.   Authorization for the Chief Executive Officer to execute a professional services
indefinite delivery indefinite quantity (IDIQ) contract for Airline Realignment tenant
improvements and ticket counter design services totaling $10,000,000 for four years in
support of upcoming improvement projects at Seattle-Tacoma International Airport. No
funding is associated with this authorization. 
Request document(s): Commission agenda memorandum dated September 19, 2011, provided by
Michael Ehl, Airport Operations Director, and Wayne Grotheer, Aviation Project Management
Group Director. 
e.   Ratification of critical work at Terminal 86 at the Grain Facility in accordance with
Resolution No. 3605, as amended. The amount of the additional project funding is
$180,000. 
Request document(s): Critical work situation memorandum dated September 12, 2011, provided
by Ralph Graves, Capital Development Division Managing Director. 
Motion for approval of consent items 5a-5e  Tarleton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5)


PORT COMMISSION MEETING MINUTES                   Page 3 of 11 
TUESDAY, SEPTEMBER 27, 2011 
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
a.   (00:03:07)  Authorization to increase the project budget for the Centralized Pre-
Conditioned Air Project at Seattle-Tacoma International Airport by $3,525,000 to include
$1,610,000 for additional construction contingency, $1,096,000 for additional Port
project team support, $419,000 for additional support by Port Construction Services
and $400,000 for additional design team support; and authorization for the Chief
Executive Officer to execute an amendment to the professional service agreement with
Stantec Consulting in the amount of $400,000 in accordance with Resolution No. 3605,
as amended, Section 7.2.4 (CIP #C800238). 
Request document(s): Commission agenda memorandum dated September 20, 2011, provided by
David Soike, Aviation Facilities and Capital Program Director, and Wayne Grotheer, Aviation
Capital Improvement Program Director. 
Presenter(s): Mr. Grotheer. 
Mr. Grotheer commented on the significant environmental and financial benefits of the Pre-
Conditioned Air project and reported that over half of the total estimated project cost of $44 million
is being paid for by a Federal Aviation Administration (FAA) grant. Mr.Grotheer summarized the
current status of the project and noted that the FAA grant imposed a tight deadline that resulted in
the project being bid prior to refinement of the design or building permit approval, the risk of which
had been justified by the opportunity to obtain the grant funding. 
Mr. Grother explained the pervasive nature of the project, and commented on various technical
challenges requiring project design changes and related infrastructure changes. He stated that
planning for capacity changes at particular gates, especially at the North Satellite, also contributed
to the project revisions. 
In response to Commissioner Tarleton, Mr. Grotheer stated that the project has incorporated
sufficient capacity to accommodate additional gates being added to the system, especially at the
North Satellite. Commissioner Tarleton pointed out the tax contribution and job creation associated
with the project. 
Commissioner Albro commented that the Pre-Conditioned Air project is part of a strategy to reduce
the Airport's carbon footprint and noted that the project costs not borne by the FAA grant are being
funded by the Airport's airline tenants. In response to Commissioner Bryant, Mr. Grotheer
confirmed that all the airline tenants are supportive of the project. 
Mr. Yoshitani noted the similarity between the Pre-Conditioned Air project and upgrades to the
baggage handling system, the design and timing of which was also affected by grant availability. 
Motion for approval of item 6a  Tarleton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5)


PORT COMMISSION MEETING MINUTES                   Page 4 of 11 
TUESDAY, SEPTEMBER 27, 2011 
b.   (00:10:53)  Authorization for the Chief Executive Officer to implement a revised
incentive program for new commercial air services for Seattle-Tacoma International
Airport to include a proposed new category of services (Category A) for extra-long-haul
international operations. 
Request document(s): Commission agenda memorandum dated September 26, 2011, provided by
Michael Ehl, Aviation Operations Director, and Kazue Ishiwata, Air Services Development
Manager. 
Presenter(s): Ms. Ishiwata. 
[Clerk's Note: Agenda item 6b was added to the agenda on September 26, 2011, at which time a
revised notice was posted on the Port of Seattle website and an email notification was sent to
regular notice recipients.] 
Ms. Ishiwata reported on recent changes to the Airport's incentive program and described the
further change proposed. She stated that the current proposal would add a category targeted at
extra-long-haul international air services of 6,000 miles and longer with complete waiver of landing
fees and international arrival facility charges for two years. She explained that the Airport's current
program is based on a 5,000-mile threshold. Ms. Ishiwata described the key cost factors forthe 
airlines associated with the type of aircraft able to provide services at 6,000 miles and with
establishing new service. 
Because the FAA does not allow categorization by aircraft type or number of seats, Ms. Ishiwata
explained that the proposal is based on miles traveled consistent with the other categories in the
Airport's current incentive program. 
Ms. Ishiwata reported that the Airport's gainis projected to be higher with extra-long-haul aircraft
service than with other existing categories in the incentive program, which receive a corresponding
slightly lower incentive. She stated revenue from extra-long-haul service is estimated at more than
$2 million annually and that after deducting the airline waiver of slightly less than $1 million, the
remaining revenue would exceed the waived amount. 
In response to Commissioner Creighton, Ms. Ishiwata reported that the incentive is limited to
unserved destinations. She added that when an airline announces service prior to another airline
actually providing the first service to a destination, the Port retains discretion to determine the
incentive level. Ms. Ishiwata commented that the Port does not tailor its incentive program to suit a
single airline but designs its program to be equitable to all similarly situated airlines. 
In response to Commissioner Tarleton, Mark Reis, Aviation Division Managing Director, reported 
that all Airport revenue goes into the Airport Development Fund, either as airline or nonairline
revenue. He stated that the waived fees would not exist if the carrier were not to take advantage of
the incentive program. Beginning in the third year of service, the airline would begin paying the
applicable fees. Mr. Reis pointed out that there is no lost revenue due to the incentive program
because the service would not otherwise provide revenue to the Airport. Regarding fees that are
paid by the incentive program carrier, Mr. Reis explained that this revenue supports terminal




PORT COMMISSION MEETING MINUTES                   Page 5 of 11 
TUESDAY, SEPTEMBER 27, 2011 
facilities, such as ticket counters and office space, for which the other airlines would be charged
slightly less in the Airport's cost recovery formula, due to addition of the new carrier. 
In response to Commissioner Creighton, Mr. Reis remarked that non-aeronautical revenue does
not subsidize the airline incentive program, but noted that facility charges for use of the Federal
Inspection Service (FIS) are reduced through the airline incentive program. Mr. Reis explained that
the cost recovery assessment model by which the Airport determines the cost of the FIS facility 
charges, which is made possible by maintenance of sufficient non-aeronautical revenue, is
beneficial and attractive to international carriers. 
Commissioner Albro commented that the proposal supports the preliminary Century Agenda 
objective to double international flights and noted the benefit to the Airport of the joint marketing
provision in the incentive program to promote the Seattle-Tacoma International Airport as a
destination in markets that would otherwise be closed to it. 
Motion for approval of item 6b  Albro 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
7.   STAFF BRIEFINGS 
a.   (00:25:37)  Monthly Briefing  Update on the Consolidated Rental Car Facility Program. 
Presentation  document(s):  Commission agenda memorandum  dated September 9, 2011,
attachment, and computer slide presentation, provided by Michael Ehl, Airport Operations Director;
George England, Project Management Group Program Leader; and Janice Zahn, Engineering 
Construction Services Assistant Director. 
Presenter(s): Mr. England and Ms. Zahn. 
Ms. Zahn reported that for all projects, there are approximately 140 workers on site and that the
Rental Car Facility (RCF) is about 95 percent complete, the Off-Site Roadway Improvements (ORI)
are about 64 percent complete, and the Bus Maintenance Facility (BMF) is about 50 percent
complete. She outlined specific work in progress and noted that the wayfinding project in the Main
Terminal has begun. 
Ms. Zahn presented a chart of revised figures for contract costs, noting  in response to
Commissioner Bryant that additional costs in review for nonsuspension contract changes have 
increased by approximately $5.5 million. She stated that of the nearly $19 million in this category,
about $14.5 million are in claims. In response to Commissioner Bryant, Ms. Zahn explained that,
although staff does not anticipate the need to execute all the additional costs in review, if the full
amount were executed, the expenditure would be funded by unallocated project savings in the
various parts of the project and from unallocated program contingency.



PORT COMMISSION MEETING MINUTES                   Page 6 of 11 
TUESDAY, SEPTEMBER 27, 2011 
Commissioner Albro requested additional information as to the percentage of original claims
reflected by the $11.5 million already executed in nonsuspension contract changes. 
In response to Commissioner Tarleton, Ms. Zahn commented on the process for evaluating
entitlement of the contractor for claims in light of the contractual merit of changes. 
Ms. Zahn presented contingency fund trending information and explained that the data reflects
trending of all costs, regardless of the likelihood of their being executed. 
Mr. England reported that bids were received for construction of the Small Operator Area (SOA)
and stated that a contract authorization would likely come forward for Commission action on
October 4, 2011, due to the responsive bid exceeding the engineer's estimate by more than 10
percent. He reported on the status of final design by AT&T for cellular phone service and wireless
Internet service at the RCF. 
Mr. England stated that PCS Construction had been awarded the contract to install public seating
for the customer seating area at the RCF. He noted that RCF tenants have completed their 100
percent design submissions and have selected their contractor for tenant improvements. 
In response to Commissioner Albro, Mr. England stated that the $351 million forecast to complete
the RCF includes the $16.8 million in revised suspension contract changes. He noted that the
remaining contingency shortfall for the RCF of $2.1 million would require drawing from the overall
program contingency if all claims were executed  and stated a request for Commission
authorization would likely be proposed if the transfer were necessary. Mr. England added that a
transfer from the unallocated program contingency would likely be requested due to challenges
affecting the ORI project. 
Mr. England reported that revenue from customer facility charges (CFCs) is $1.6 million over
estimate. 
b.   (00:45:41)  2012 Preliminary Capital Budget Briefing. 
Presentation document(s): Commission agenda memorandum dated September 9, 2011, and
computer slide presentation provided by Borgan Anderson, Aviation Finance and Budget Senior
Manager; Boni Buringrud, Seaport Division Finance and Budget Manager; Peter Garlock, Chief
Information Officer; Kim Albert, Information and Communications Technology Business Services
Senior Manager; and Michael Tong, Corporate Budget Manager. 
Presenter(s): Mr. Anderson, Ms. Buringrud, Mr. Tong, Ms. Albert, and Mr. Garlock. 
Aviation 
Mr. Anderson presented an update on the status of the airline industry, noting trends in high fuel
costs and limited domestic growth and related changes in airline business models. He stated that
industry analysis predicts growth for large hubs with limited regional competition and international
connections, which are characteristics of Seattle-Tacoma International Airport.

PORT COMMISSION MEETING MINUTES                   Page 7 of 11 
TUESDAY, SEPTEMBER 27, 2011 
Mr. Anderson commented on the resilience of the Airport's market and the strong position of the
Airport's largest customer, Alaska Airlines. He noted the Airport's status of positive growth most
recently forecasted at 3.8 percent for 2011. 
Mr. Anderson reported that the Aviation division's proposed capital budget for 2012 aligns with the
preliminary strategic goals arising from the Century Agenda process, including support for
completion of the Airport's Master Plan update, use of technology to increase capacity, and mid-
term FIS improvements. 
In response to Commissioner Tarleton, Mr. Anderson stated that the Airport would be able to
balance development-related disruptions with continued growth, based on past performance. 
Mr. Anderson commented on Airline Realignment projects affecting the 2012 capital budget and
provided data on Aviation capital spending since 2000 and a capital spending forecast through
2016, when reconstruction of the C16 Runway is anticipated. In response to Commissioner Albro,
Mr. Anderson stated that the capital budget forecast through 2016 does not include spending for
FIS improvements, which is drawn from a capital spending allowance fund. 
Mr. Anderson described several projects that the Aviation division plans to propose for approval, 
organized by strategic goals. In response to Commissioner Bryant, Mr. Anderson and Mr. Reis
commented on justification for investing in long-term backup power despite plans to propose
eliminating temporary backup power in 2012.  In response to Commissioner Albro, Mr. Reis
explained that while most of the Airport's utility users are airline tenants incorporated into the utility
rate base, some tenants are metered and purchase power from the Airport by kilowatt-hour (kWh).
He stated it was doubtful that the Airport would be permitted to generate power for a premium for
customers outside the Airport. 
Commissioner Tarleton commented on the significance of reviewing specific capital projects for
2012 in light of changes proposed to the Commission's delegation of authority to the Chief
Executive Officer via Resolution No. 3605, as amended. She noted that in the future, capital
projects will be required to align with adopted strategic goals and that it would be important for
Commissioners to establish whether the capital projects themselves reflect the strategic objectives
appropriately.  She stated that approval of the 2012 capital budget effectively  represents
preliminary approval of the direction of project planning for 2012. 
Commissioner Bryant asked that the Commissioners identify the capital projects they believe
require additional scrutiny so they could be addressed in greater detail prior to budget adoption. 
Mr. Anderson presented annual capital budget amounts for 2011-2016 grouped by strategic
drivers, such as safety and security, reduction of cost per enplanement (CPE), and customer
service and noted new projects grouped by strategic drivers. 
Commissioner Tarleton noted that the project grouping described as "Reduce Airline Costs"
includes all of the Airport's major environmentalinfrastructure projects and asked that greater
emphasis be placed on the fact that much of the work to reduce airline costs is in fact connected to
development of environmental infrastructure.

PORT COMMISSION MEETING MINUTES                   Page 8 of 11 
TUESDAY, SEPTEMBER 27, 2011 
In response to Commissioner Bryant, Mr. Anderson reported that the increase in funding for the
Highline School District insulation program in 2014 is due to the district's control over when the
insulation work can be done on various facilities. 
Mr. Anderson concluded by presenting a summary of capital budget spending for 2011-2016
showing totals for allowance, prospective new business plan projects, rental car facility, and
existing capital improvement projects.  In response to Commissioner Bryant, Mr. Anderson
confirmed that the FIS funding is represented in the allowance category. 
Seaport 
Ms. Buringrud outlined the capital budget for the Seaport division, noting the division's strategic
objectives and capital budget review process. Ms. Buringrud noted that effective in 2010, the
Seaport has been expected to be a financially self sustaining entity and that the division's funding 
capacity for projects in 2012 will be clearer once calculations are prepared for the Plan of Finance.
She described the ranking of division projects into one of three ranked categories and provided a
summary of the 2012 capital budget. 
Ms. Buringrud presented capital projects by the line of business with which they are associated,
noting whether the project status is committed or prospective. In response to Commissioner Albro,
Ms. Buringrud stated that the project for a container support yard for Terminal 25 is expectedto 
include  purchase of property.  Linda Styrk, Seaport Managing Director, commented on
considerations affecting purchase of property for a container support yard. 
Commissioner Tarleton commented on the need to identify how capital projects contribute to
meeting strategic goals and related milestones. Ms.Styrk explained that the priority level assigned
to each project reflects the level of predictability of the project need related to strategic planning. 
In response to Commissioner Albro, Ms. Buringrud stated that the committed status of a project
does not indicate that it has received Commission approval, but rather that it is seen as necessary
to meet a business objective and has been well scoped. Commissioner Tarleton requested more
information on which projects are already incurring expenses.  Ms. Buringrud directed
Commissioners to the Seaport Draft Capital Plan for the 2012 Budget, which was distributed to
Commissioners separately and designates project status more specifically as committed  under
contract, committed  authorized, committed  division approved, and business plan prospective. 
Discussion followed related to developing a common vocabulary for all divisions to distinguish
between projects that are business plan prospective, division recommended, Commission
authorized, and under contract in order to clarify the degree to which projects have been obligated. 
Mr. Yoshitani noted that he would pursue further standardization to the degree possible. He
commented on the difference in the nature of projects proposed for the Airport versus the Seaport,
which deals with projects that tend to be more discrete in their application to particular tenants.

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TUESDAY, SEPTEMBER 27, 2011 
Ms. Buringrud presented information on specific major expense projects funded by Seaportgenerated
net operating income.  Commissioner Tarleton commented on the importance of
tracking the cost of environmental initiatives funded by Seaport net operating income. 
In response to Comissioner Creighton, Ralph Graves, Capital Development Division Managing
Director, stated that the estimate of $30.5 million to repair pile caps at Terminal 18 is a
conservative estimate and that more detail would be available after conclusion of the Pile Cap Pilot
Project. 
In response to Commissioner Tarleton, Ms. Styrk elaborated on the cost containment aspect of the
project to remove a crane at Terminal 46. Commissioner Tarleton commented on the significant
expenses anticipated in the Seaport capital budget in the 2012-2016 timeframe. 
Real Estate 
Ms. Buringrud reported on the basis for many of the capital projects in the Real Estate capital
budget proposal and noted that the Seaport Draft Capital Plan for the 2012 Budget distributed to
Commissioners also contains information for the Real Estate division capital budget, which she
stated is funded by the Tax Levy. 
Ms. Buringrud stated that the overall project amounts for Real Estate had been reduced by $12
million since its business plan presentation in August 2011, due in part to deferral  and
reclassification of some projects, and downward project cost revisions. 
In response to Commissioner Tarleton, Joe McWilliams, Real Estate and Property Management
Division Managing Director, commented that while the ultimate disposition of the net lockers at
Fishermen's Terminal is undetermined, the project amounts reported reflect interim solutions that
bring the lockers into legal compliance. 
Ms. Buringrud presented Real Estate capital projects by location, noting whether the project status
is committed or prospective. Commissioner Albro requested additional information on the revenue
generated by the various facilities on the capital project list in order to compare net operating
revenue with the cost of capital improvements for the facilities. 
Discussion followed on the variables affecting the performance of the Shilshole Bay Marina relative
to its capital expenses and the role of capital improvements in mitigating the risk of losing moorage
to other marinas. 
In response to Commissioner Tarleton, Ms. Buringrud stated that staff is not aware of any effects
on the reported capital projects by proposed changes to the City of Seattle's Shoreline Master Plan
update. 
In response to Commissioner Bryant, Ms. Buringrud reported that all of the 2012 Real Estate
capital expenses in 2012 would be funded by the Tax Levy.

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TUESDAY, SEPTEMBER 27, 2011 
Corporate and Capital Development 
Ms. Albert presented a report on Corporate and Capital Development Divisions capital budget
proposals for 2012, which have enterprisewide implications.  In response to Commissioner
Tarleton, Ms. Albert estimated that 95 percent of the capital projects for 2011 have been authorized
and that all of the 2012 projects except for the identification badge system have received
Commission authorization and have had at least partial funds expended. 
In response to Commissioner Albro's question about how to determine the value of technology and
control technology spending by setting a target technology budget, Ms. Albert commented on the
importance of Information and Communications Technology (ICT) projects to the Port's lines of
business, particularly at the Airport, and noted that those projects are largely driven by the needs of
the lines of business.
Commissioner Tarleton commented that target technology budgets are approached in some
enterprises by assigning a percentage value for technology proportionate to annual revenue. Mr.
Garlock noted that ICT's investment in common use infrastructure has contributed to the control of
its operating expenses over time.  In response to Commissioner Albro, Mr. Garlock commented
that ICT capital spending for Corporate and enterprise-wide projects constitutes approximately 60
percent of the department's total capital spending. 
Commissioner Albro commented on the importance of clearly communicating the organizational
benefits of technology investments. Mr. Yoshitani described the composition and function of the
ICT Governance Board in vetting technology proposals and commented that ICT expenses are
already capped as a percentage of revenue and operating expenses. He also noted that staff is
preparing a proposal for consideration of the Audit Committee to procure third-party review of ICT
spending. 
Portwide Overview 
Mr. Tong provided a summary of the overall 2012 capital budget, noting a total budget, including
business plan prospective project spending, of $404.6 million. Commissioner Bryant commented
that the total was almost double that for 2010. 
Mr. Tong presented totals for a five-year capital plan of $1.5 billion, categorized by division, and
including $971.2 million in business plan prospective spending. 
Commissioner Albro asked for additional information about how the capital spending plan is being
worked into the budget planning process in order to determine when to provide Commission
directives about the appropriateness of particular projects or spending plans. Discussion ensued
on the merits of scheduling additional budget briefings for the Commission. 
Mr. Tong presented actual spending totals for capital projects for 2001-2011. Commissioner
Bryant noted that adding the budgeted total for 2012 would demonstrate a significant increase in
spending.

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TUESDAY, SEPTEMBER 27, 2011 
There was a brief discussion of the challenges involved in providing the level of detail and content
focus desired by the Commission in the time available and the possibility of forming a Commission
budget committee or developing specific Commission decision drivers requiring additional detail. 
8.   NEW BUSINESS 
None. 
9.   POLICY ROUNDTABLE 
None. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 4:29 p.m. 

John Creighton 
Secretary 
Minutes approved: November 22, 2011.