Commissioners                                             Tay Yoshitani 
Gael Tarleton 
Chief Executive Officer 
Commission President 
Tom Albro                          P.O. Box 1209 
Bill Bryant                           Seattle, Washington 98111 
John Creighton                      www.portseattle.org 
Rob Holland                          206.787.3000 
Audio and video recordings of the meeting proceedings and meeting materials are available on the
Port of Seattle web site  www.portseattle.org. The approximate point in the video recording for each
agenda item is identified by hours, minutes, and seconds; example: 00:01:30. 
APPROVED MINUTES 
COMMISSION REGULAR MEETING FEBRUARY 14, 2012 
The Port of Seattle Commission met in a regular meeting Tuesday, February 14, 2012, at Port of
Seattle Headquarters, Commission Chambers, 2711 Alaskan Way, Seattle, Washington. 
Commissioners Albro, Bryant, Creighton, Holland, and Tarleton were present. 
1.   CALL TO ORDER 
The regular meeting was called to order at 12:09 p.m. by Gael Tarleton, Commission President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
The  regular  meeting was immediately recessed to an executive session estimated to last
approximately 50 minutes to discuss matters relating to the Chief Executive Officer's performance
evaluation. Following the executive session, which lasted approximately 45 minutes, the regular
meeting reconvened in open public session at 1:10 p.m. 
PLEDGE OF ALLEGIANCE 
3.   APPROVAL OF MINUTES 
None. 
4.   SPECIAL ORDER OF BUSINESS 
None. 
5.   (00:01:35)  UNANIMOUS CONSENT CALENDAR 
5a.  Approval of claims and obligations for the period of January 1 through January 31,
2012, in the amount of $46,366,332.02. 
5b.  Authorization for the Chief Executive Officer to execute contracts for the purchase of
additional runway snow removal equipment at Seattle-Tacoma International Airport for
a total authorization of $2,000,000 (CIP #C800498).




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TUESDAY, FEBRUARY 14, 2012 
Request document(s): Commission agenda memorandum dated February 6, 2012, provided by
John Christianson, General Manager Aviation Maintenance. 
5c.  Authorization for the Chief Executive Officer to purchase one truck-mounted, highpressure
water, rubber, and paint removal system for Seattle-Tacoma International
Airport for a total authorization of $600,000 (CIP #C800482). 
Request document(s): Commission agenda memorandum dated February 6, 2012, provided by
John Christianson, General Manager Aviation Maintenance. 
5d.  Authorization for the Chief Executive Officer to complete the design and proceed with
construction for the Doug Fox Storm Drainage Improvements project at Seattle-
Tacoma International Airport; and to use Port Construction Services crews for the
construction work. The total project cost is $1,028,000.  This request is time-sensitive 
and seeks a single Commission authorization to perform the design and construct the
drainage improvements before the issuance of a request for proposals for a new
operator of the parking lot during the second quarter of 2012 (CIP #C800451). 
Request document(s): Commission agenda memorandum dated February 7, 2012, provided by
James Schone, Director, Aviation Business Development; and George England, Program Leader,
Aviation Project Management. 
Motion for approval of consent items 5a, 5b, 5c, and 5d  Creighton 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
PUBLIC TESTIMONY 
As noted on the agenda, public comment was received from the following individuals: 
Stefan Moritz, Director of Strategic Affairs for Unite Here Local 8. Mr. Moritz spoke in
opposition to the Commission's concessions program policy direction proposed under
agenda item 6a due to lack of worker retention provisions and stated the proposed policy
would ensure labor disputes during the upcoming concessions transition.  He
recommended the policy direction motion include explicit provision for a 70/30 split of
large-to-small leasing packages in the Airport concessions program and offered several 
critiques of the proposed motion. 
David Mendoza, Policy Analyst for Puget Sound Sage. Mr. Mendoza concurred in Mr.
Moritz's criticism of agenda item 6a, which he stated provides no firm commitment to the
1500 workers at the Airport. He commented on recent lease concessions made to SSA
Marine by the Port and urged quality, living-wage jobs for workers at Port facilities,
including a mandatory worker retention program.  He stated that minority-owned
businesses have thrived in airports with worker retention programs across the country
and urged defeat of the motion in agenda item 6a.






PORT COMMISSION MEETING MINUTES                   Page 3 of 10 
TUESDAY, FEBRUARY 14, 2012 
Cecilia Cordova, legal counsel for BF Foods/Filo Foods. Ms. Cordova spoke in favor of
agenda item 6a and noted that the current Airport concessions program's increase of
small businesses resulted in the increase of employees in the program from 700 to 1500. 
She stated a labor disruption during the upcoming concessions transition was unlikely
and spoke in opposition to limiting small business participation in the concessions
program to 30 percent. 
David Freiboth, Executive Secretary, Martin Luther King County Labor Council, AFLCIO.
Mr. Freiboth spoke in opposition to agenda item 6a and stated he was concerned
about the manner of development of the proposal. He said the Port is not doing enough
to protect living-wage jobs at the Airport and stated there is no point in creating low-wage
jobs with no benefits at the Airport. 
Will Knedlik, President, Eastside Rail Now. Mr. Knedlik commented on Eastside Rail
Now's support of the Port's purchase of the Eastside Rail Corridor and the Port's mission
to ensure freight mobility. He stated his concern that the agreement to sell a portion of
the Corridor to the City of Kirkland does not protect the Port's interest in freight mobility. 
Robert Scheuerman, representing Eastside Rail Now. Mr. Scheuerman commented on a
tourist street car as a possible use of the portion of the Eastside Rail Corridor proposed to
be transferred to the City of Kirkland and its compatibility with other Corridor uses. 
Fred Felleman, Northwest Consultant for Friends of the Earth. Mr. Felleman commented
on agenda item 7a, stating that over 1300 people have commented in support of a cruise
memorandum of understanding proposal advocated by Friends of the Earth, Puget
Soundkeeper Alliance, and People for Puget Sound. He commented on a goal to have
one cruise line no longer discharge wastewater in Puget Sound. Mr. Felleman submitted
a copy of a letter from Friends of the Earth and Puget Soundkeeper Alliance to the
Washington Department of Ecology dated February 13, 2012. A copy of the letter is, by
reference, made a part of these minutes, is marked exhibit A, and is available for
inspection in Port offices. 
Katelyn Kinn, Legal Affairs Coordinator for the Puget Soundkeeper Alliance. Ms. Kinn
commented in support of proposed amendments to the cruise memorandum of
understanding to ban discharge of wastewater in Puget Sound. She commented on
similar regulations to protect the Olympic Coast National Marine Sanctuary and along
the coast of California. 
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
6a.  (00:22:29)  Adopt a motion giving policy direction to the Chief Executive Officer as the
staff creates a "Concessions Master Plan" toguide the successful re-development of
the Airport concessions program in 2015 through 2017. 
Request document(s): Commission agenda memorandum dated February 10, 2012, motion, letter 
of January 23, 2012, and December 13, 2011, motion to retain outside counsel provided by Mary
Gin Kennedy, Commission Services Director. 
Presenter(s): Ms. Kennedy and Craig Watson, General Counsel.

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TUESDAY, FEBRUARY 14, 2012 
Ms. Kennedy reported that the Commission has examined the issue of the Airport concessions
program, and the topic of a worker retention policy, for well over a year, receiving input from
various stakeholders and delineating values to promote in the concessions program, including job
security, job creation, fair wages, workers' rights, inclusion of national and local companies,
provision of meaningful opportunities for disadvantaged and small, local businesses, strengthening
a Pacific Northwest sense of place, generation of non-aeronautical revenue, and provision of a
superior travel experience for travelers using the Airport's concessions program. She stated the
proposed motion attempts to operate within the legal constraints applicable to the Airport
concessions program. 
Mr. Watson commented on the legal risks associated with a worker retention component in the
concessions renewal program. He stated that independent review by four attorneys had been
conducted and resulted in similar recommendations, namely that a worker retention policy would
likely result in litigation with significant risk that the outcome would not favor the Port. He noted
considerations relating to National Labor Relations Act preemption, the Successorship Doctrine,
equal protection claims, and contract clause claims, and pointed out a lack of rulings that correlate
to the Port's situation and the conditional nature of existing rulings on future actions of the National
Labor Relations Board and the Supreme Court. 
Mr. Watson reported that previous actions by Commissioners no longer in office resulted in
issuance in 2000 by a federal judge of a permanent injunction, referred to as the CityIce injunction,
preventing the Port from interfering in the labor relations of third parties. He commented on the
additional legal risks posed by Commission action on worker retention in view of the CityIce
injunction and the potential for Commissioners to be found in contempt of the injunction. 
Commissioner Albro commented on the importance for all interested parties that the Port
Commission iterate its position on development of the Airport concessions program. He noted the
need for the Airport concessions program to reflect the Port's commitment to the shared values of
equal opportunity and non-discrimination, economic security, and entrepreneurial initiative, as
stated in the proposed motion. 
Motion for approval of item 6a, a motion to adopt a statement of policy direction, as
presented, to the Chief Executive Officer as the staff creates a "Concessions Master Plan"
to guide the successful re-development of the Airport concessions program in 2015 through
2017  Albro 
Second  Creighton 
Commissioner Creighton commented that the Commission is dedicated to job security and job
protection in the Airport concessions program and stated that finding a legal way to provide worker
retention was the Commission's direction tothe independent legal counsel retained to review the
subject. He commented on the use of a poi nt system in the request for proposals (RFP) process
as an alternative for including worker retention without making worker retention a requirement of
the RFP and noted the inclusion in the motion of retaining independent counsel to review the
CityIce injunction.

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TUESDAY, FEBRUARY 14, 2012 
AMENDMENT 
At the request of Commissioner Creighton, without objection, the motion was amended to direct
staff to develop a request for proposal based on the principles in the statement and return to the
Commission for review and discussion of the request for proposal prior to its publication. 
The motion now reads as follows: 
The Commission adopts this statement as its policy direction to the Chief
Executive Officer as the staff creates a "Concessions Master Plan" to guide the
successful re-development of the Airport concessions program in 2015 through
2017 and directs staff to develop a model request for proposal based on the
principles in the statement and return to the Commission for review and
discussion of the model request for proposal prior to its implementation. 
Commissioner Holland commented on the effort and careful consideration expended crafting the
motion and stated his belief that the CityIce injunction places broad constraints on the Commission's
ability to pursue worker retention and labor harmony in the Airport concessions program, in view of
which he announced he would abstain from the vote on the motion. He added that he would like to
see increased participation for Airport Concessions Disadvantaged Business Enterprises (ACDBEs) 
to as much as 30 percent of gross sales in conjunction with maintaining the concessions program as
a majority union operation. 
Commissioner Tarleton commented on job creation, employment opportunities represented by the
Airport concessions program, and the success of the program over the past eight years. She
stated worker retention is the anchor that provides the needed security for all the concessions
programs to flourish. She commented on her desire to develop an open system that addresses the
barriers that  prevent small contractors from participating in a  system dominated by larger
companies with competitive advantages without discriminating against any party. 
Commissioner Tarleton remarked on the timing of the proposed motion, noting a request to
postpone consideration of the motion from Jeffrey Johnson, President of the Washington State
Labor Council, AFL-CIO, and assurances given to the members of the State Legislature that the
Port Commission would act on the issue of worker retention before the close of the Legislature's
regular session. 
Commissioner Creighton commented on the benefit of retaining outside counsel to advise on
revisiting the breadth of the CityIce injunction, which Commissioner Tarleton acknowledged was
not a reflection on any deficiency on the part of the Port's General Counsel. 
The question recurred on the motion by Commissioner Albro, seconded by Commissioner
Creighton, for approval of agenda item 6a, as amended. 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Tarleton (4) 
Abstaining: Holland (1)




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TUESDAY, FEBRUARY 14, 2012 
At the discretion of the Chair, the following agenda item  
6b.  First Reading and Public Hearing of Resolution No. 3659:  A Resolution of the Port
Commission of the Port of Seattle declaring certain real property located in the City of
Kirkland and the City of Bellevue (a portion of the Woodinville Subdivision) and any
improvements located thereon surplus and no longer needed for Port purposes,
authorizing its transfer to the City of Kirkland and authorizing the Chief Executive
Officer to execute all documents related to such transfer.  The Port will receive
$5 million (minus closing costs) from the City of Kirkland for the sale of this property,
which is also known as the Eastside Rail Corridor. 
waspostponed to a special Commission meeting to be held February 28, 2012, in the City of
Kirkland, Washington. 
6c.  (00:53:20)  Authorization for the Chief Executive Officer to design, advertise, award,
and construct the relocation of several Port utilities in advance of and to accommodate
Sound Transit's South Link project for a total estimated cost of $950,000. All costs
associated with this work will be reimbursed in full by Sound Transit.  This request
seeks a single Commission authorization for the entire project to expedite Sound
Transit's delivery of the South Link project to the public (WP #104665). 
Request document(s): Commission agenda memorandum dated February 6, 2012, December 14,
2010, intergovernmental agreement, and December 30, 2011, design agreement provided by
Wayne Grotheer, Director, Aviation Project Management Group; and Elizabeth Leavitt, Director,
Aviation Planning and Environmental Programs. 
Presenter(s): George England, Program Leader, Aviation Project Management; and Ron Lewis,
South Link Project Director, Sound Transit. 
Mr. England described the purpose of the authorization to relocate Port utilities to accommodate
construction of elevated columns proposed for the Sound Transit South Link project to extend Link
light rail south of the Airport station to South 200th Street. He explained the combined request for
design and construction is intended to expedite the removal at the request of Sound Transit, which
will reimburse the Port for the costs associated with the authorization.  Mr. England stated the
Commission would be asked to approve a memorandum of agreement after April 2012 and that
removal of the utilities would be complete not later than April 2013. 
In response to Commissioner Tarleton, Mr. England explained that further Commission action
would be requested if the project exceeds $950,000 and that staff would coordinate with Sound
Transit to ensure agreement on any overage and commitment to reimburse it. 
Motion for approval of item 6c  Albro 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5)









PORT COMMISSION MEETING MINUTES                   Page 7 of 10 
TUESDAY, FEBRUARY 14, 2012 
6d.  (00:58:55)  Second Reading and Final Passage of Resolution No. 3657:  A Resolution
of the Port Commission of the Port of Seattle declaring certain real property located in
the City of SeaTac, Washington, to be surplus and no longer needed for Port District
purposes and authorizing the Chief Executive Officer to execute all documents
necessary for transfer of the title to certain road improvements and real property to the
City of SeaTac and the State of Washington and to transfer title to certain utility
improvements to the City of Seattle.  The value of the improvements and real property
being transferred is estimated at $19,484,500. 
Request document(s): Commission agenda memorandum dated February 6, 2012, and Resolution
No. 3657 provided by W. Allan Royal, Real Estate Development Manager. 
Presenter(s): Mr. Royal. 
Mr. Royal reported that this is the second reading of Resolution No. 3657, which was read
previously and discussed on February 7, 2012. 
Motion for approval of item 6d  Creighton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
6e.  (01:00:46)  Second Reading and Final Passage of Resolution No. 3658: A Resolution
of the Port Commission of the Port of Seattle authorizing the issuance and sale of
intermediate lien revenue refunding bonds in one or more series for the purpose of
refunding certain outstanding revenue bonds of the Port; delegating authority for the
sale of the bonds by negotiated sale, the negotiation, approval and execution of the
bond purchase contract and the preparation and dissemination of a preliminary official
statement and final official statement; authorizing the appointment of an escrow agent
and execution of an escrow agreement; providing for continuing disclosure; and
providing for a negotiated sale of the bonds to J.P. Morgan Securities LLC, Morgan
Stanley & Co. LLC, Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Backstrom McCarley Berry & Co., LLC and Drexel Hamilton, LLC.  The
issuance and sale of the Intermediate Lien Revenue Refunding Bonds is in an amount
not to exceed $730,000,000. 
Request document(s): Commission agenda memorandum dated February 3, 2012, and Resolution
No. 3658 provided by Elizabeth Morrison, Senior Manager Corporate Finance. 
Presenter(s): Ms. Morrison. 
In response to Commissioner Creighton, Ms. Morrison reported that market conditions are still
favorable to the bond refunding and that staff is attempting to accelerate the bond sale prior to an
imminent $2 billion bond sale by the State of California.





PORT COMMISSION MEETING MINUTES                   Page 8 of 10 
TUESDAY, FEBRUARY 14, 2012 
Commissioner Albro thanked Ms. Morrison for responding to his questions on first reading, noting
that the bond refunding would not increase the Port's indebtedness, delay repayment of principle,
or lengthen the term of indebtedness. 
Motion for approval of item 6e  Albro 
Second  Bryant 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
7.   STAFF BRIEFINGS 
7a.  (01:04:14)  Briefing on the Proposed Amendments to Memorandum of Understanding
on Cruise Operations in Washington State. 
Presentation document(s):  Commission agenda memorandum dated February 6, 2012, and
November 21, 2011, letter provided by Stephanie Jones Stebbins, Director Seaport Environmental
and Planning; and Michael McLaughlin, Director, Cruise and Maritime Operations. 
Presenter(s): Mr. McLaughlin and Ms. Jones Stebbins. 
Commissioner Tarleton commented that the Commissioners have received over 500 emails during
the preceding week regarding amendments to the cruise ship memorandum of understanding. She
read the text that is the basis of the messages, noting that some contributors had modified it
slightly with various personalizations. A copy of the message read is, by reference, made a part of
these minutes, is marked exhibit B, and is available for inspection in Port offices. Commissioner
Tarleton added that over 950 similar messages were submitted at the Commission regular meeting
of January 10, 2012, in digital form, and that over 350 additional comments identical to the January
10, 2012, set were received today from the public. A copy of this latter message is included as an
exhibit to the January 10, 2012, minutes, and is additionally, by reference, made a part of these
minutes, is marked exhibit C, and is available for inspection in Port offices. 
Mr. McLaughlin reported that the briefing today is preliminary to a March request for action on the
topic of amendments to the cruise memorandum of understanding (MOU). He explained that the
MOU is a voluntary agreement between the Port of Seattle, the Washington State Department of
Ecology, and the North West and Canada Cruise Association, representing all the cruise lines that
do business at the Port of Seattle. He said the MOU provides a forum for voluntary actions aimed
at improving treatment of waste discharges from cruise ships operating in Washington waters and
exceeds other existing regulatory requirements for such discharges. He explained the process
applicable to MOU amendments proposed by non-parties to the MOU, such as the current
amendments under consideration. 
Ms. Jones Stebbins presented two proposed amendments, noting that they are provided by the
proposers in priority order or in combination, the first being the more restrictive and the proposers'
preferred alternative. The amendments read as follows: 
Ban the discharge of gray water and black water in MOU waters; or

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TUESDAY, FEBRUARY 14, 2012 
Ban the continuous discharge of gray water and sewage (black water), limiting to only
discharge while the ship is greater than 1 mile offshore and traveling at least 6 knots or
more. 
Ms. Jones Stebbins explained that the MOU currently prohibits solid waste discharge, including
untreated graywater and blackwater and discharge from marine sanitation devices, but allows
discharge of treated graywater and blackwater if the vessel is equipped with an advanced
wastewater treatment system, is a stipulated distance from shore, and has submitted a seasonal
request to discharge with the Department of Ecology, which carries additional applicable
conditions. She stated that vessels can apply for continuous discharge at berth or while moving or
for permission to discharge only when one nautical mile from shore and when moving at a speed of
at least six knots. Ms. Jones Stebbins reported that the current MOU prevents discharge within a
half-mile of shellfish beds and prevents discharge of residual solids within the MOU waters.
[Clerk's Note: "Graywater" refers to wastewater generated by such typical household activities as
laundry, dishwashing, and bathing and contains no human waste; "blackwater" refers to
wastewater that includes human waste.] 
Ms. Jones Stebbins noted that for the last two cruise seasons, no cruise lines requested
permission to discharge while at berth and one cruise line has requested to discharge at least one
mile from berth and while moving at least six knots. In response to Commissioner Tarleton, Ms.
Jones Stebbins stated that she would confirm that the cruise line requesting permission to
discharge one mile from shore does exercise its option to discharge according to the permit. 
Commissioner Creighton requested clarification of what waters are included in the definition of
MOU waters. 
Commissioner Albro commented on the public process for amending the cruise MOU and
proposed that as a party to the MOU, the Port might deviate from the exact language of the
proposed amendments in order to address the amendments' underlying concerns. He asked for
additional information on the environmental impact of wastewater discharge while underway,
particularly the difference between treated discharges while underway and King County's deep
water discharge and other opportunities to improve the waters of Puget Sound. 
Ms. Jones Stebbins stated that public comment is still under review and noted that while the
Department of Ecology sponsored the amendments, it is not clear whether they will support them.
She outlined next steps, including an annual meeting of MOU parties on February 16, 2012, and
following establishment of the Port's official position, the parties will meet again to dispose of the
proposed amendments. She noted that the amendment language could change following the
meeting of the MOU parties and that the Commission would have an opportunity to vote on a final
version of the amendment language.
Commissioner Albro asserted that as a party to the MOU, the Port should not be restricted in
proposing MOU amendments to only those that have undergone public comment.


PORT COMMISSION MEETING MINUTES                  Page 10 of 10 
TUESDAY, FEBRUARY 14, 2012 
Ms. Jones Stebbins noted receipt of a letter dated February 13, 2012, from People for Puget
Sound. A copy of the letter is, by reference, made a part of these minutes, is marked exhibit D,
and is available for inspection in Port offices.
In response to Commissioner Creighton, Ms. Jones Stebbins described a third amendment that
would have required observers to report on vessel sanitation operations while in MOU waters to
the Department of Ecology. She explained that this amendment posed logistical challenges and
did not meet the criteria set forward by the MOU participants for consideration of a third-party
amendment. 
8.   NEW BUSINESS 
(01:28:55)   Truck Safety Comments 
In response to Commissioner Creighton, Chief Executive Officer Tay Yoshitani reported that he
intends to follow up with Commissioners on the issue of truck safety at the Port on a one-on-one
basis. Commissioner Creighton stated the drivers have a valid perspective on the economics of
the trucking business and that safety is an important focus for the Port despite pressures to
compromise safety to increase freight volumes and speed. 
9.   POLICY ROUNDTABLE 
None. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 2:40 p.m. 

Tom Albro 
Secretary 
Minutes approved: April 10, 2012.