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 MARCH 13, 2012 
The Port of Seattle Commission met in a regular meeting Tuesday, March 13, 2012, at Port of
Seattle Headquarters, Commission Chambers, 2711 Alaskan Way, Seattle, Washington. 
Commissioners Albro, Bryant, and Tarleton were present. Commissioners Creighton and Holland
were excused in order to attend to other Port business. 
1.   CALL TO ORDER 
The regular meeting was called to order at 1:05 p.m. by Gael Tarleton, Commission President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
None. 
PLEDGE OF ALLEGIANCE 
3.   (00:01:25)  APPROVAL OF MINUTES 
Regular meeting of January 10, 2012, and special meeting of January 17, 2012. 
Motion for approval of minutes for the regular meeting of January 10, 2012, and special
meeting of January 17, 2012  Bryant 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Tarleton (3) 
Absent for the vote: Creighton, Holland 
4.   SPECIAL ORDER OF BUSINESS 
None. 
5.   UNANIMOUS CONSENT CALENDAR 
None. 
PUBLIC TESTIMONY 
No testimony from the public was received at this time.



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TUESDAY, MARCH 13, 2012 
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
None. 
7.   STAFF BRIEFINGS 
None. 
8.   NEW BUSINESS 
None. 
9.   POLICY ROUNDTABLE 
Commissioner Tarleton announced that this meeting of the Port of Seattle Commission would be
devoted to a policy roundtable among the Port Commissioners and explained that no final actions
or public testimony would be entertained. She stated similar policy roundtables might occur on a
quarterly basis throughout the year. 
9a.  (00:04:35)  Century Agenda: Briefing on Public Engagement and 2012 Plan Development. 
Presentation document(s):  Commission agenda memorandum  dated March 6, 2012, and
computer slide presentation provided by Tom Barnard, Commission Policy Analyst; Geri Poor,
Regional Transportation Manager; and Holly Decker, Graduate Student Intern. 
Presenter(s): Mr. Barnard and Ms. Decker. 
Mr. Barnard outlined public engagement efforts since approval of the Century Agenda preliminary
goals on January 10, 2012, including eight presentations to outside groups and four to Port staff.
He described the background of Century Agenda 25-year planning efforts beginning with
development of guiding principles in 2008, changes to the subcommittee in 2011, and development
of the staff Century Agenda team. He presented a timeline for 2012 Century Agenda activities and 
stated staff action plans would be reviewed between May and July 2012 and a Century Agenda
strategic plan would be presented for adoption in August 2012. 
Ms. Decker described the process for gathering responses to Century Agenda presentations and
highlighted response themes focused on the process of collaboration to achieve goals. She pointed
out interest in how the Port would balance competing goals and which goals are considered hardest
to achieve. Ms. Decker elaborated on the process for responding to stakeholder comments on the
Century Agenda. In response to Commissioner Albro, Ms. Decker stated there are 20 additional
events scheduled through May and June 2012 with at least 90 groups. 
The ensuing discussion included the following topics: general stakeholder acceptance of the goals;
shifting the Century Agenda conversation toward the collaborative engagement; the need for more
discussion on the realities of stimulating creation of 100,000 new jobs; private and public sector
coordination to foster creation of new businesses; recognition that new jobs would come from the
manufacturing sector and logistics industry through growth of small and medium-sized businesses;
the importance of proximity to customers and benefits of industry clustering; coordination of
regulatory influences in the areas of zoning, shorelines, and transportation; the effect of streamlined
sales tax on zoning pressures in communities with warehousing interests; how to effectively invite
stakeholder participation in achieving the Century Agenda goals; communicating the message of
100,000 new jobs in terms of manageable increments; the proactive nature of port districts; whether
there is a need for the Port Commission to take positions on issues outside its immediate jurisdiction



PORT COMMISSION MEETING MINUTES                    Page 3 of 4 
TUESDAY, MARCH 13, 2012 
that affect achieving the Century Agenda goals; and the merits of having a Commission workplan
related to the Century Agenda. 
9b.  (00:53:34)  Port of Seattle Real Estate Policies Discussion. 
Presentation document(s):  Commission agenda memorandum dated February 22, 2012, and
computer slide presentation provided by Joe McWilliams, Managing Director, Real Estate Division. 
Presenter(s): Mr. McWilliams. 
Mr. McWilliams described the background affecting development of purchase and sale policies.
He explained that the State Auditor's Office recommends use of a competitive bidding process
rather than direct negotiation for leasing real estate, although he noted that the competitive process
does not always align with strategic objectives affecting industry clustering, business growth,
targeted tenant mixes, limited interested parties, airline agreements, and intergovernmental leases
and easements. Mr. McWilliams commented on alternatives to competitive bidding, including
published public offerings, listing with qualified commercial brokerages, targeted direct marketing
for industry-specific enterprises, and publication of offerings in trade and business journals. 
In response to Commissioner Tarleton, Mr. McWilliams stated the Port controls 4,000 acres of real
estate, including 900 acres in the Seaport, 350 acres available for development, and 65 acres in
parks, with the remainder at the Airport.  Commissioner Tarleton commented on restrictions
applicable to the Port's land holdings. Mr. McWilliams noted the decision to use space at Terminal
106 in support of the Alaskan Way Viaduct replacement rather than entering into a 50-year
commitment for redevelopment of the site as an example of balancing long-term strategic interests
in use of Port real estate. 
Mr. McWilliams outlined exceptions to direct negotiation involving renewal or expansion of an
existing tenant in good standing, Port interest in expansion of a particular tenant mix, promotion of
other appropriate public uses, and unsolicited opportunities that support strategic initiatives.
There was a discussion of factors affecting development of the Terminal 91 uplands, including
considerations for the needs of  the maritime sector, contrast between typical patterns for
maximizing real estate value and preserving real estate for strategic purposes, access and traffic
concerns associated with Terminal 91 development, and potential for participation in development
demonstration projects. 
Commissioner Albro commented on restrictions applicable to separating Airport property from the
Airport Development Fund in support of a regional logistics hub.  Mr. McWilliams presented
information relating to acquisition and disposition of real estate, noting considerations for practical
legal constraints, timing of sale, use of property, use of proceeds, conditions precedent to property
disposition, intergovernmental exceptions, bond covenant restrictions, and strategic considerations.
Chief Executive Officer Yoshitani commented on background related to inconsistencies involved in
preservation of industrial property in the SoDo neighborhood while pursuing development of
commercial uses in the Terminal 91 uplands. Commissioner Albro commented on rights of
reversion and use covenants in the context of disposition of real estate. Mr. McWilliams noted the
balance between property constraints and immediate value. Commissioner Albro remarked on the



PORT COMMISSION MEETING MINUTES                    Page 4 of 4 
TUESDAY, MARCH 13, 2012 
need to consider long-term value and preservation of enough flexibility for the Port to pursue its
strategic objectives and secure industrial uses. 
Mr. McWilliams described the alternative real estate disposition model of sale and lease-back,
common in the private sector, in which the property owner sells a property, then continues to use it
on a leased basis. General Counsel Watson commented that as a public entity, the Port's
surplusing action precedent to sale of property asserts that the property is no longer needed for
Port purposes, which complicates the subsequent leasing of the same property. Other alternative
disposition models were discussed briefly, including using a condominium to separate land and air
rights, such as for transit development. Commissioner Tarleton requested additional information
regarding the relationship of Port property and Sound Transit's long-term transit corridor plans. 
9c.  (01:50:15)  Port of Seattle Regional Transportation  Commission Discussion. 
Presentation document(s):  Commission agenda memorandum  dated March 5, 2012, and
computer slide presentation provided by Michael Merritt, Manager, Puget Sound/State Government
Relations; and Geraldine Poor, Regional Transportation Manager. 
Presenter(s): Ms. Poor and Mr. Merritt. 
Ms. Poor described the importance to the Port of transportation infrastructure and presented a
graphic showing the flow of freight in the Seattle area, including the proximity of industrial lands to
the transportation corridor. She noted the industrial areas at the north and south ends of the
harbor represent approximately 75,000 jobs, $4 billion in wages, and $100 million in tax revenue.
She presented a project investment timeline correlating Seaport terminal development with
transportation projects between 1997 and 2013, noting approximately $1.2 billion in Port
investment during that time. 
Ms. Poor described the FAST (Freight Action Strategy) Corridor initiative designed to mitigate rail
crossing delays between Tacoma and Everett, noting projects with Port of Seattle involvement.
She outlined FAST Corridor investments by the Port, representing over $40 million since 1999, and
presented a summary of additional Port investment commitments to regional transportation
projects, including the replacement of the Alaskan Way Viaduct.  Commissioner Tarleton
commented on regional transportation investment by the Port indicating a long-term commitment to
freight mobility, regional transportation, and industrial land use. 
Commissioner Albro commented on preserving industrial lands in urban areas and requested an
update on the status of SR-509 extension to the south, a project Commissioner Bryant stated was
a good candidate for public/private partnership. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 3:23 p.m. 

Tom Albro 
Secretary 
Minutes approved: May 8, 2012.