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 MAY 8, 2012 
The Port of Seattle Commission met in a regular meeting Tuesday, May 8, 2012, at Port of Seattle
Headquarters, Commission Chambers, 2711 Alaskan Way, Seattle,Washington. Commissioners 
Albro, Bryant, and Tarleton were present. Commissioner Holland was excused in order to attend
to other Port business. Commissioner Creighton was excused to attend to other Port business and
was present after 1:20 p.m. Commissioner Bryant was absent after 2:48 p.m. 
1.   CALL TO ORDER 
The regular meeting was called to order at 1:10 p.m. by Gael Tarleton, Commission President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
None. 
PLEDGE OF ALLEGIANCE 
3.   (00:01:38)  APPROVAL OF MINUTES 
Regular meeting of March 13, 2012. 
Motion for approval of minutes for the regular meeting of March 13, 2012  Bryant 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Tarleton (3) 
Absent for the vote: Creighton, Holland 
4.   SPECIAL ORDERS OF BUSINESS 
None. 
5.   (00:01:55)  UNANIMOUS CONSENT CALENDAR







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TUESDAY, MAY 8, 2012 
5a.  Authorization for the Chief Executive Officer to execute a contract for a state
government relations advocacy firm for monitoring of state legislation and regulatory
activity, and acting on behalf of the Port at its direction.  The estimated cost for these 
services is $350,000 over four years starting in mid-2012 and ending in mid-2016. 
Request document(s): Commission agenda memorandum dated April 25, 2012, provided by Clare
Gallagher, State Government Relations Manager. 
5b.  Authorization for the Chief Executive Officer to execute up to two professional services
indefinite delivery, indefinite quantity contracts for dock and diving support services
for a not-to-exceed amount of $2,000,000 ($1,000,000 each) with a three-year ordering
period upon execution. No funding is associated with this authorization. 
Request document(s): Commission agenda memorandum dated April 26, 2012, provided by
Cassie Fritz, Manager, Seaport Project Management Support Services. 
5c.  Authorization for the Chief Executive Officer to execute a purchase order for $349,000
to continue annual software support for existing Oracle Financial and Human Capital
Management systems. 
Request document(s): Commission agenda memorandum dated April 26, 2012, provided by Kim
Albert, Senior Manager, Information and Communications Technology Business Services. 
Motion for approval of consent items 5a, 5b, and 5c  Albro 
Second  Bryant 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Tarleton (3) 
Absent for the vote: Creighton, Holland 
(00:02:40)  PUBLIC TESTIMONY 
As noted on the agenda, an opportunity for public comment was provided, although no public
comment was offered at this time. 
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
6a.  (00:03:25)  Adopt a motion honoring National Travel and Tourism Week, May 5-13, 2012. 
Request document(s): Commission agenda memorandum dated April 26, 2012, computer slide
presentation, and video provided by Jane Kilburn, Director of Tourism Development. A copy of the
complete motion and statement in support was circulated to the Port Commissioners. 
Presenter(s): Ms. Kilburn. 
Commissioner Creighton was present after 1:20 p.m.



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TUESDAY, MAY 8, 2012 
Ms. Kilburn reported on the history of National Tourism Week and recommended passage of the
motion. She commented on the economic impact of travel and tourism, noting that one in nine
American workers relies on travel and tourism for a livelihood and that travel and tourism spending in
Washington was approximately $16.9 billion in 2011. Ms. Kilburn noted the Port's integral role in
travel and tourism and the economic impact of international travel to the region. She stated that
research indicates that for every 35 international visitors, one new job is created. Ms. Kilburn
commented on the strong condition of Washington's tourism market, noting that Seattle and
Washington led the U.S. in percentage of growth of visitors from overseas markets over the past two
years. She stated that the U.S. is viewed as a safe destination internationally and that new marketing
efforts are underway in Canada, the United Kingdom, and Japan to encourage travel to the U.S. 
Ms. Kilburn presented a promotional video by Brand USA featuring Roseanne Cash titled "Land of
Dreams." 
Ms. Kilburn reported on the status of the Washington Tourism Alliance (WTA), formed in 2011 in
response to the closure of the Washington State Tourism Office to market Washington as a tourism
destination. She stated the WTA's second annual tourism summitin April 2012 was attended by
approximately 480 participants. She added that there are now 400 members of the WTA, which
has taken over the State's tourism website and publication of the Washington State Visitors' Guide.
Ms. Kilburn commented on the WTA's plans to establish a sustainable, industry-supported funding
source, with an initial funding goal of $7.5 million. 
Ms. Kilburn introduced Kevin Clark, Board Chair for the WTA and CEO and President at Argosy
Cruises/Tillicum Village/Royal Argosy. Mr. Cl ark thanked the Port for its role in supporting the
establishment and work of the WTA and for recognizing the importance of Washington's tourism
industry. He commented on the living-wage jobs that rely on tourism. Commissioner Creighton
announced a sponsorship of $50,000 over the next two years to the WTA by the Port of Seattle,
and Commissioner Tarleton clarified that the sponsorship is for $50,000 in 2012 and another
$50,000 in 2013. 
Motion for approval of item 6a  Creighton 
Second  Bryant 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Tarleton (4) 
Absent for the vote: Holland 
7.   STAFF BRIEFINGS 
7a.  (00:25:35)  Century Agenda: Public Engagement Report. 
Presentation document(s): Commission agenda memorandum dated May 2, 2012, computer slide
presentation, and video 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.




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TUESDAY, MAY 8, 2012 
Ms. Decker presented the Port's Century Agenda promotional video and summarized Century
Agenda outreach events so far, noting there have been 38 events, two more than were listed in the
agenda memorandum, and that outreach to stakeholders and the public would be extended into
June and July 2012. Commissioner Albro commented on the supportive nature of the feedback
received so far. Ms. Decker summarized the next steps for the Century Agenda, including drafting
and adoption of a Century Agenda strategic plan. She described the composition of the outreach
team and public input tools used in the outreach process. 
In response to Commissioner Tarleton, Mr. Barnard commented on opportunities to discuss the
Century Agenda in greater depth with some groups. Commissioner Albro stated his interest to
further brief members of the trades and labor communities on the Century Agenda. 
Ms. Decker noted recent reinforcement of the Century Agenda on the Commission's web page and
posting of the Century Agenda video on YouTube, where it is viewed three times a day on average.
She commented on awareness of the media to the Century Agenda evidenced in articles about or
making reference to the Century Agenda. 
Ms. Decker described the themes arising out of responses to the public outreach, including
comments related to expansion of the Panama Canal and its effect on the Port's logistics goals;
questions about opening new markets; acknowledgment of the Port's recognition of the importance
of tourism to communities outside Seattle; questions about intergovernmental cooperation in
achieving the Century Agenda goals; interest in the 100,000 new jobs being family, living wage
jobs; the Port's role in workforce training;and questions about how the Port plans to balance 
environmental impacts with business competitiveness.
Commissioner Creighton commented on the unanimity of the Commission on the Century Agenda
and the support of Port staff in promoting it. Commissioner Tarleton commented on the ongoing
process of vetting the Century Agenda and the importance of public discourse in influencing the
achievement of its goals. 
Commissioner Albro commented on the process of focusing the Century Agenda on identifiable
initiatives for collaborative or unilateral action by the Port. 
7b.  (01:00:54)  First Quarter Financial Performance Briefing. 
Presentation document(s): Commission agenda memorandum dated April 26, 2012, Financial and
Performance Report, and computer slide presentation provided by Dan Thomas, Chief Financial
and Administrative Officer; and Michael Tong, Corporate Budget Manager. 
Presenter(s):  Mr. Thomas; Mr. Tong; Hanh Nguyen, Senior Manager, Aviation Finance and 
Budget; Boni Buringrud, Senior Manager, Seaport Finance and Budget; and Ralph Graves,
Managing Director, Capital Development Division. 
Mr. Thomas reported that overall expenses for the first quarter of 2012 are tracking below budget
and revenues are strong. He noted higher-than-anticipated revenue in the Seaport division due to
bond refunding; total Port revenues of approximately $120 million; rental car revenue

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TUESDAY, MAY 8, 2012 
approximately $3 million below budget due to budget timing; operating expenses of approximately
$7.1 million; net operating income of $7.5 million; and net operating income after depreciation of
$6.4 million. 
Mr. Tong reported on the first quarter major revenue variances. In response to Commissioner
Albro, Ms. Nguyen stated that the increase in concessions revenue reflects a concession per
enplanement of $10.59 versus $9.78 for 2011. 
In response to Commissioner Tarleton, Chief Executive Officer Yoshitani noted that grain
consumption, particularly by China, is increasing. 
In response to Commissioner Creighton, Joe McWilliams, Managing Director, Real Estate Division,
commented that occupancy at Fishermen's Terminal is down in part due to increased fishing
quotas that allow fishermen to remain at sea longer. Linda Styrk, Seaport Managing Director,
noted a similar pattern at Terminal 91. 
Mr. Tong reported on major expense variances, noting operating expenses $7.2 million lower than
budget due to payroll, outside services, and travel and other employee expenses being lower than
expected.  He commented on supplies and stock and utilities expenses being higher than
expected. Commissioner Bryant requested additional information on Seattle's utility rates for
industrial clients compared to Tacoma, Bellingham, and Vancouver, B.C.
Mr. Tong noted total operating expenses were $7.3 million higher than during the same period in
2011 due to higher payroll costs, outside services expenses, utilities expenses, pass-through grant
expense, and unanticipated litigation. He commented on increases in payroll costs related to
staffing needs associated with the new Consolidated Rental Car Facility.
Mr. Tong presented a 2012 year-end forecast based on first quarter performance, noting aeronautical
revenues are expected to be $1.67 million under budget, but other revenue is anticipated to be $12.1
million over budget. He also presented a capital spending summary by division. 
Aviation 
Ms. Nguyen presented a summary of Aviation business highlights, noting an increase in
enplanements and decrease in landed weight. She commented on below-budget forecasts for
aeronautical revenues and above-budget forecasts for non-aeronautical revenues and stated
operating expenses over budget would be offset by savings in outside services and
telecommunications. Ms. Nguyen reported on negative variances in landing fees and rental car
revenue and a positive variance in collection of customer facility charges and concessions revenue. 
Ms. Nguyen reported that total Airport expenses are under budget by $3.4 million, largely due to
payroll variances owing to hiring delays for the Consolidated Rental Car Facility. She said the
negative variance in supplies and stock is due to the January ice storm. Ms. Nguyen noted that the
positive budget variance for capital costs translates to a $0.10 savings in cost per enplanement.
She stated a positive variance in non-aeronautical revenue is due to increased utility sales and
reported that net cash flow after debt service is forecast to be $1.2 million above budget. She
presented net operating income after debt service for aeronautical and non-aeronautical revenues.

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TUESDAY, MAY 8, 2012 
In response to Commissioner Tarleton, Mark Reis, Aviation Managing Director, explained that
electric car charging stations at the Airport are currently provided as a service and do not realize
any revenue. Commissioner Tarleton commented on the ability to use fees for use of car chargers
as a measure of usage. In response to Commissioner Albro, Ms. Nguyen commented on the role
of the Terminal Realignment project in driving up the cost per enplanement. 
In response to Commissioner Creighton, Mr. Reis explained that debt service savings over budget for
aeronautical costs goes into the terminal rate base or the airfield rate base to offset airline costs. 
Ms. Nguyen reported that capital expenses are forecasted to be higher than budget due to
unanticipated projects. 
Seaport 
Ms. Buringrud reported that Seattle cargo volume was down two percent compared to 2011
although west coast volume rose about two percent, primarily owing to increases at Canadian
ports. In response to Commissioner Albro, Ms. Buringrud noted a market share increase at the
Prince Rupert Port Authority in British Columbia, Canada, of approximately 95 percent between
March 2011 and March 2012. 
Ms. Buringrud commented on increased volume of grain export 13.5 percent over 2011 year-todate
and 23 percent over 2012 year-to-date budget. She noted completion of work on the East
Marginal Way Grade Separation project and the percentage of vessel calls meeting the emissions
standards of the Northwest Ports Clean Air Strategy. She reported on the adoption of a container
port element in the City of Seattle's Shoreline Master Plan.
Ms. Buringrud reported that the Seaport division is about $6.2 million ahead of budget driven by both
revenues and expenses and noted the cumulative amount of the revenue variance that is due to
refunding of Terminal 18 special facility bonds in December 2011. She summarized budget revenue
variances by line of business and expense variances by department. Ms. Buringrud summarized net
operating income before depreciation by line of business and full-year operating income forecasts.
Regarding Seaport capital performance, Ms. Buringrud stated the variance to budget presented
should read as a negative variance of $0.5 million due to security grant projects approved in 2012
although incorporated in the plan of finance as business-plan-prospective projects. 
In response to Commissioner Albro, Ms. Buringrud commented on reasons for difference between
capital funds expended and the plan of finance. Commissioner Albro commented on an apparent
trend for the plan of finance to be consistently higher than actual expenditure. 
Commissioner Bryant was absent after 2:48 p.m. 
Real Estate 
Ms. Buringrud reported that the Real Estate division is forecast to perform slightly ahead of budget
for the year based on first quarter performance. She commented on relocation of the Information
and Communications Technology Development group from Pier 66 to Pier 69, freeing the Pier 66
space for lease. She noted a commercial property occupancy rate of 90 percent, which exceeds

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TUESDAY, MAY 8, 2012 
the market average of 85 percent, and activity below budget at the Bell Harbor International
Conference Center.  Ms. Buringrud commented on occupancy below target at Fishermen's
Terminal and the Port's recreational marinas due to overall low demand.
Regarding operating results, Ms. Buringrud noted the Real Estate division is approximately 83
percent over budget for net operating income  and summarized key revenue and expense
variances. She reported on variances to net operating income before depreciation, noting all
business groups had favorable variances. Ms. Buringrud summarized the full-year forecasts for
the Real Estate division, based on first quarter performance, and stated the division is expected to
be ahead of budget. She reported on reductions to capital spending due to project overestimation
and deferred projects. 
Capital Development 
Mr. Graves reported that the percentage of construction soft costs was relatively consistent over
the last five quarters at approximately 20 percent. In response to Commissioner Tarleton, Chief
Executive Officer Yoshitani estimated that construction soft costs for other agencies probably tend
to be lower due to the consistent nature of other agencies' capital plans compared to the Port's
wider range of capital projects.
Mr. Graves noted key measures of Capital Development performance related to project cost
growth during construction and design. He commented on Central Procurement Office (CPO)
procurement time measurements, noting challenges associated with goods and services
procurement for electrified ground support equipment chargers.  Commissioner Tarleton
commented on her concern over procurement time for service agreements increasing from 214 to
238 days and on the effect of the trend on small businesses with restricted cash flow. Mr. Graves
reported that a revised evaluation process had been adopted by the CPO that may improve
procurement time. Commissioner Tarleton stated she would like to see procurement time reduced
to 160-200 days.
Mr. Graves commented that operating results for Capital Development show under-execution of
projects due to there being fewer workers on projects than are currently authorized. He stated that
another negative variance to budget in the CPO is due to unanticipated litigation. 
Corporate 
Mr. Tong presented information on key events and metrics for the Corporate division. He noted
that there were 14 stakeholder presentations in the first quarter, including 11 Commissioner-led
presentations, and that 742 small businesses, including 166 new companies, are now registered
on the new roster system. 
Commissioner Albro requested information on the number of small businesses actually
participating in Port contracts, by contractor. 
Mr. Tong presented first quarter operating results for the Corporate division, noting expenses were
$1.254 million below budget, a variance of 6.8 percent, due to position vacancies and delays in


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TUESDAY, MAY 8, 2012 
finalizing some labor contracts. He also noted total expense increases compared to the first quarter
of 2011 of $1.48 million due to payroll, outside services, and other employment-related expenses. 
Mr. Tong reported that year-end revenues are forecasted to be in line with the budget and that
expenses are expected to be $190,000 below budget due to vacant positions and hiring delays. 
Commissioner Tarleton commented on correlating participation in the Port's health assessment to
health-care-cost expenses as a measure of the effectiveness of the Port's cost containment
strategy for health care. 
(02:02:45)  Preliminary Briefing on Investment Policy Revisions. 
Craig Kerr, Treasury Manager, reported that the Association of Public Treasurers of the United
States and Canada and the Government Finance Officers Association of the United States and
Canada recommend investment policy review for public entities every 4-5 years. He stated that
staff partnered with Seattle Northwest Securities to conduct a review and that updates will be
proposed for approval as early as May 22, 2012.  The updates recommended will include
management of repurchasing agreements with respect to the list of brokers that can participate and
the maximum maturity of collateral. 
8.   NEW BUSINESS 
(02:05:10)  Authorization for additional funding to complete construction of the Terminal 91
Waterline Replacement project at an additional cost of $300,000 for a total project cost of
$4,875,000 (CIP #C800298). 
Presentation document(s): Commission agenda memorandum dated May 7, 2012, provided by
Ralph Graves, Managing Director, Capital Development Division; Dwight Rives, Director, Port
Construction Services; and Rod Jackson, Capital Project Manager, Seaport Division. 
Presenter(s): Mr. Graves. 
Mr. Graves summarized the changes affecting the project and previous requests for additional
funding and the additional labor required to complete the work than previously anticipated. He
commented on concerns with the estimating for the project and the timeliness of realizing the need to
request additional funding. He also commented on concerns regarding cost controls when using Port
staff to complete this and similar projects. Mr. Graves complimented the flexibility and agility of the
Commission authorization process in being able to accommodate the last-minute timing of this
emergent request. CEO Tay Yoshitani added that the request indicates the commitment of Port staff
to a high degree of transparency in resolving the funding issue directly and openly. 
Commissioner Albro commented on the value of a contractor's project focus that may be lacking
for a maintenance organization and the wisdom of considering this focus when making future
decisions about use of Port staff to conduct similar projects. 
Commissioner Tarleton remarked on the critical nature of the project and the value of an internal
notification when 75 percent of the project funding has been exhausted.

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TUESDAY, MAY 8, 2012 
Motion for approval of request for authorization for additional funding to complete
construction of the Terminal 91 Waterline Replacement project at an additional cost of
$300,000 for a total project cost of $4,875,000  Albro 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Creighton, Tarleton (3) 
Absent for the vote: Bryant, Holland 
9.   POLICY ROUNDTABLE 
None. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 3:25 p.m. 

Tom Albro 
Secretary 
Minutes approved: July 10, 2012.