Commissioners                                             Tay Yoshitani 
Chief Executive Officer 
Stephanie Bowman 
Commission Co-President 
Courtney Gregoire                      P.O. Box 1209 
Commission Co-President          Seattle, Washington 98111 
Tom Albro                        www.portseattle.org 
Bill Bryant                                206.787.3000 
John Creighton 
APPROVED MINUTES 
COMMISSION REGULAR MEETING JUNE 10, 2014 
The Port of Seattle Commission met in a regular meeting Tuesday, June 10, 2014, at Port of
Seattle Headquarters, Commission Chambers, 2711 Alaskan Way, Seattle, Washington.
Commissioners Albro, Bowman, Bryant, Creighton, and Gregoire were present. Commissioner
Albro participated by telephone. 
1.   CALL TO ORDER 
The regular meeting was called to order at 1:05 p.m. by Stephanie Bowman, Commission Co-
President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
None. 
PLEDGE OF ALLEGIANCE 
3.   SPECIAL ORDERS OF BUSINESS 
3a.  Terminal 91  Neighbors Advisory Committee  2013 Annual Report. 
Presentation document(s) provided by Rosie Courtney, Public Affairs Program Manager, and John
Kriese, Neighbors Advisory Committee Chairperson: 
Commission agenda memorandum dated May 19, 2014. 
Terminal 91 Neighbors Advisory Committee 2013 Annual Report. 
Presenter(s): Ms. Courtney and Mr. Kriese. 
The Commission received a presentation that included the following relevant information: 
Traffic levels at Terminal 91 continue to meet the trigger levels set in the 1985 Terminal
91 Short Fill Redevelopment Agreement. Traffic trigger counts at the T-91 gates have
consistently broken triggers set in the agreement. Since execution of the agreement,
traffic measurement methodologies have improved. 
Due to the difficulty of crafting meaningful mitigation for future violations of updated levelof-service
standards or traffic count triggers, the Neighbors Advisory Committee (NAC) 
has agreed not to open the agreement to amendment until more is known about potential
North Bay redevelopment. 

Digital recordings of the meeting proceedings and meeting materials are available online  www.portseattle.org.


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TUESDAY, JUNE 10, 2014 
The Ballard Interbay Land Use Corridor Study, conducted by the City of Seattle, 
encompasses a three-mile corridor along Elliot Avenue West and 15th Avenue Northwest 
from Interbay to Ballard. 
The NAC is concerned that the City of Seattle is piece-mealing its approach to planning and
will fail to identify traffic and other issues covered by the agreement, and urged the Port to
continue to engage the City and advocate for a more holistic approach to city planning.
The NAC supports the transfer of the West Yard from the Port to the City for the
construction of a park. The NAC is closely following plans for how the park and colocated
Combined Sewer Overflow Facility will function, and supports a plan for
unimpeded foot traffic through the park area. 
Little action was taken in 2013 to initiate redevelopment of the uplands at T-91, but it
remains an issue of paramount importance to the NAC. 
3b.  Recognition of 2013 Firefighter of the Year Beau Grubb. 
There were no presentation documents for this agenda item. 
Presenter(s): Randy Krause, Port of Seattle Fire Chief 
Chief Krause presented 2013 Firefighter of the Year Beau Grubb, noting his accomplishments and
leadership abilities. Chief Krause explained that the annual award is conferred by the recipient's
peers. Commissioner Bowman noted the importance of the Port of Seattle Fire Department, which
responds to about 5,000 calls per year and is a first responder for incidents at the Airport. 

4.   UNANIMOUS CONSENT CALENDAR 
[Clerk's Note: Items on the Unanimous Consent Calendar are considered routine and are not
individually discussed. Port Commissioners receive the request documents prior to the meeting
and may remove items from the Consent Calendar for separate discussion and vote in accordance
with Commission bylaws.] 
Agenda item 4e was removed from the Unanimous Consent Calendar and laid on the table without
objection. 
4a.  Approval of the minutes of the special meeting of January 14, 2014. 
4b.  Approval of claims and obligations for the period of May 1-May 31 in the amount of
$36,992,991.56 including accounts payable check nos. 824350-825181 in the amount of
$29,111,468.96 and payroll check nos. P-176750-176974 in the amount of $7,881,522.60
for a fund total of $36,992,991.56. 
4c.  Approval for the Chief Executive Officer to: (1) increase the Airport Fire Station
Network Upgrade project authorization by $52,000 for a total authorization of $330,000;
(2) authorize the completion of the Fire Station Network Upgrade project; and
(3) authorize the Port to purchase and install communications hardware. 

Minutes of June 10, 2014, proposed for approval on February 10, 2015.




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TUESDAY, JUNE 10, 2014 
Request document(s) provided by David Soike, Director, Aviation Facilities and Capital Program,
and Wayne Grotheer, Director, Aviation Project Management Group: 
Commission agenda memorandum dated June 2, 2014. 
4d.  Authorization for the Chief Executive Officer to prepare design and construction bid
documents for the replacement of approximately 160,000 square feet of roof systems
located on three buildings: the Alaska Hangar One and associated maintenance
building, Air Cargo 6 facility, and the former United Cargo Building at Seattle-Tacoma
International Airport for an amount not to exceed $453,000 of a total estimated project
cost of $4,785,000. (CIP #C800637) 
Request document(s) provided by Wayne Grotheer, Director, Aviation Project Management Group, 
and David Soike, Director, Aviation Facilities and Capital Program: 
Commission agenda memorandum dated June 2, 2014. 
Terminal diagram. 
As noted above, the following agenda item  
4e.  Authorization for the Chief Executive Officer to execute a new collective bargaining
agreement between the Port of Seattle and the ILWU Local Union No. 9 representing
Tour Group Coordinators. This contract has a two-year term from March 1, 2014, to
February 28, 2016, covering the 2014 and 2015 cruise seasons. [laid on the table] 
was laid on the table without objection. 
Motion for approval of consent items 4a, 4b, 4c, and 4d  Bryant 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 

5.   PUBLIC TESTIMONY 
Public comment was received from the following individual(s): 
Dave Chaplain, Mayor, City of Des Moines. Mr. Chaplain spoke in support of agenda
item  6a,  lease agreement with Panattoni Development  Company Inc.  for the
development of 87 acres of the Des Moines Creek Business Park. The property has lain 
unproductive for 25 years, and Des Moines supports the proposal on the understanding
that it will add to the city's economic base, contribute to the Port of Seattle's operations,
and provide employment for local residents. 
Bart Brenstead, Partner with Panattoni Development Company Inc.  Mr. Brenstead
commented that the project connected to agenda item 6a will promote job creation, trade
and commerce advancement, and industrial growth and will stimulate economic activity. 
Keith Weir, Seattle-King County Building and Construction Trades Council. Mr. Weir
commented on the importance of fair contracting principles concerning the project 

Minutes of June 10, 2014, proposed for approval on February 10, 2015.






PORT COMMISSION MEETING MINUTES                    Page 4 of 7 
TUESDAY, JUNE 10, 2014 
associated with agenda item 6a and  encouraged  the use of  bidder responsibility
language to avoid conflicts between developers and labor. 
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
6a.  Authorization for the Chief Executive Officer to execute substantially consistent with
the terms described in this memorandum: (1) an option agreement and related ground
lease agreements with Panattoni Development Company, Inc. or an affiliated entity; and 
(2) an amended and restated second development agreement with the City of Des
Moines in order for Panattoni to develop a business park consistent with the Port and
City of Des Moines vision for the Des Moines Creek Business Park. 
Request document(s) provided by Mark C. Griffin, Director, Real Estate Development: 
Commission agenda memorandum dated May 19, 2014. 
Presentation slides. 
Draft Option Agreement. 
Draft Ground Lease Agreement. 
Amended and restated Second Development Agreement. 
Presenter(s): Mr. Griffin. 
The Commission received a presentation that included the following relevant information: 
The site measures 87 acres and is the eastern gateway to the City of Des Moines, along
South 216th Street, extending north along 24th Avenue South to South 208th Street. It
runs along the jurisdictional boundary with the City of SeaTac. 
The option agreement allows Panattoni Development Company Inc. to lease the site
over seven years in three anticipated phases, Phase 1 beginning summer 2014. The
agreement requires Panattoni to meet milestones in leasing and construction of an
industrial park. 
The ground lease covers all 87 acres, including the 9 acres that are unusable due to
being environmentally sensitive, for a 55-year initial term. Panattoni will have two options
to extend the lease by 10 years. 
Panattoni expects to build approximately 1.4 million square feet ultimately, at a total
investment of $117 million. The three phases of construction were described. 
Phase one is expected to create 605 permanent jobs and 139 construction jobs. 
The initial annual base rent will be $0.53 per square foot of usable acreage annually and
$0.04 per square foot of unusable acreage. An eight percent discount rate is applied and
the nominal total rent projected for the life of the lease is about $115 million. Rent
increases annually and at the beginning of development phases two and three. There
will be periodic reappraisals and an appraisal-based base rent collar will be applied. 
The net lease on the property will go to the Port of Seattle. Panattoni is responsible for
all taxes, utilities, insurance and maintenance expenses. A maximum rent credit of
$450,000 proposed associated with Panattoni's extension of South 208th Street. 
The economic benefits associated with the project are considerable. At full build-out, the
project is expected to generate 1,600 permanent jobs and 305 construction jobs. The tax

Minutes of June 10, 2014, proposed for approval on February 10, 2015.



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TUESDAY, JUNE 10, 2014 
revenue at full build-out is projected to be $6.1 million annually, with $1.2 million going to
the City of Des Moines. Gross receipts at full build-out are projected at $338 million
annually. Employee earnings are projected at $114 million annually. 
The development agreement with the City of Des Moines has a 15year term, unless
terminated earlier by the interested parties. Development regulations currently in place will
vest over the full term, excepting building codes and other regulations needed to protect
public health and safety. 
The Port enters the agreement as the owner of the site. All obligations are passed to
Panattoni as part of the option and ground lease agreements. 
Development of the site triggers certain street improvements based on the City's
development regulations. The Port prepaid a discounted amount of $6 million to the City
in 2012 for street improvements. 
Panattoni will reimburse the undiscounted amount of $9.1 million to the Port by phase,
each phase financed over seven years at eight percent interest. 
The development agreement requires the construction of three internal streets on the
site, deeded to the City upon completion and maintained by the City. The construction of
two stormwater facilities is also required, deeded to the City upon completion. 
Motion for approval of item 6a  Creighton 
Second Gregoire 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 

7.   STAFF BRIEFINGS 
7a. Update and 2014 First Quarter Report on the Airport's International Arrivals Facility
Program. 
Presentation document(s) provided by Michael Ehl, Director, Airport Operations, and Wayne
Grotheer, Director, Aviation Project Management Group: 
Commission agenda memorandum dated June 3, 2014. 
Presentation slides. 
Presenter(s): Mr. Ehl, Mr. Grotheer, and Frederick Robinson, Capital Program Leader, Aviation
Project Management Group. 
The Commission received a presentation that included the following relevant information: 
The current Federal Inspection Services (FIS) facility at the South Satellite at Seattle-
Tacoma International Airport is 40 years old, has a passenger capacity of 900, and
needs to be replaced with a new International Arrivals Facility (IAF) to handle modern
international travel rates, which can reach 2,100 passengers during peak hours. The
progressive design-build (PDB) project was organized to design and manage
construction of the new IAF. 

Minutes of June 10, 2014, proposed for approval on February 10, 2015.



PORT COMMISSION MEETING MINUTES                    Page 6 of 7 
TUESDAY, JUNE 10, 2014 
Mr. Robinson is the new IAF program leader. 
International traffic through the Airport is expected to increase. It is anticipated seven
new international flights will be added before the IAF is complete. The new IAF will be
aesthetically updated and more flexible and efficient, with a projected minimum connect
time between international and domestic flights of 75 minutes (down from 90 minutes) 
and a travel termination process of 45 minutes. 
Four specific tenets of performance criteria for the design team were identified as
capacity, customer service, community image, and competitive advantage. 
Success factors for evaluating program performance include the following: organization
adaptations, timely decision making, detailed and comprehensive program definition,
stakeholder engagement, selecting the right partner, design review and control, and
open book accounting. 
The design team is currently in the planning process for defining space. An airline
technical representative has been hired to represent all airlines that fly internationally.
Staff is working closely with other airports to learn from their progressive design-build
experiences. 
Major project milestones include the resolution of whether to connect the South Satellite
to the new IAF via a bridge or tunnel. Staff intends to present its final analysis on this
subject on July 22, 2014. 
A timeline and budget evaluation for the project is expected on September 9, and in
October, staff will request Commission authorization of full program funding for project
design and construction. August 2016 is the target for having the full scope of the project
settled and presenting the guaranteed maximum price (GMP) to the Commission.
The PDB process intends to set the GMP between the stages of 30-60 percent overall
program design. 
The schedule for opening the new IAF is expected to extend beyond 2018, but is subject
to change. 
The IAF program is currently authorized to $8.5 million. The program  expended
$281,000 in the first quarter of 2014. The rate of expenditure increased significantly,
partly due to the need to transfer leaders from other projects to this one. Present
estimates of total project costs are expected to increase, based on design. 
Program definition and project planning are well under way. Cost and schedule
validation, design standards, and design procurement are just beginning. The start of
these concurrent activities is what is driving expenditure in the second quarter. 
The Airport will validate both the project cost and schedule this summer. 
7b.  2015 Business Plan and Budget Process Briefing. 
Presentation document(s) provided by Dan Thomas, Chief Financial and Administrative Officer,
and Michael Tong, Corporate Budget Manager: 
Commission agenda memorandum dated May 22, 2014. 
Presentation slides. 
Presenter(s): Mr. Thomas and Mr. Tong. 

Minutes of June 10, 2014, proposed for approval on February 10, 2015.


PORT COMMISSION MEETING MINUTES                    Page 7 of 7 
TUESDAY, JUNE 10, 2014 
The Commission received a presentation that included the following relevant information: 
Key changes are being made to the budget process, based on feedback from
Commissioners. Commissioners wished for fewer and shorter PowerPoint presentations,
to be engaged earlier in budget planning process to allow for more meaningful input, and
for materials to be more consistent across the divisions. 
Written business plan summaries from each division will be provided in the coming
week, followed by roundtable discussions in July. Due to the cancellation of the August
26 Commission meeting and the inability to obtain the necessary information prior to
mid-August, the budget assumptions briefing will take place in September. 
Key dates in the budget process include June 17, when division business plans and
Tourism and Office of Social Responsibility (OSR) write-ups are due; July 29, when the
Commission will be briefed on the Tourism and OSR program business plans; and
August 5, when the Commission will be briefed on second quarter financial performance. 
The 2015 preliminary budget will be available to the Commission on October 21 and will
be released to the public on October 23. The 2015 final budget and draft plan of finance
will be released to the public by December 12. 
8.   ADDITIONAL NEW BUSINESS 
ANNOUNCEMENT 
Robin Romeo, Labor Relations Director, read out a notice from the Washington Public Employment
Relations Commission detailing employees' right to collective bargaining with their employers and
ruling that the Port of Seattle committed an unfair labor practice by unlawfully failing to provide
Teamsters Local 117 the notice and opportunity to bargain with the employer's decision to change
the night-shift sergeant staffing level when overtime was required.  The Port was ordered to
bargain in good faith with Teamsters Local 117 and provide back pay to employees affected by the
night-shift staffing change. The notice must remain posted for employees to read for a period of 60
days. A copy of the notice is, by reference, made a part of these minutes, is marked Exhibit A, and
is available for review in Port offices. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 2:55 p.m. 

Tom Albro 
Secretary 
Minutes approved: February 10, 2015. 



Minutes of June 10, 2014, proposed for approval on February 10, 2015.