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The Honorable Karen V. Gregory 
Secretary, Federal Maritime Commission 
800 North Capitol Street, Room 1046 
Washington, D.C. 20573 
Re: Port of Seattle/Port of Tacoma Alliance Agreement 
Dear Ms. Gregory: 
The Ports of Seattle and Tacoma ("Ports") are submitting the enclosed Alliance Agreement
("Agreement") for filing with the Federal Maritime Commission ("FMC"). The following
documents are enclosed: 
1.  One executed copy of the Agreement; 
2.  seven copies of the Agreement; 
3.  two copies of Agreement for receipt and acknowledgement and two stamped return
envelopes to return to legal counsel of the Ports as identified below; and 
4.  The statutory filing fee. 
This Agreement is the successor to an earlier discussion agreement the Ports filed with the FMC
in January 2014 ("Discussion Agreement"). The Ports' main reason for filing the Discussion
Agreement was to explore the ways in which the Ports could work together to stem the loss in
cargo to other ports that has occurred in recent years.
The two ports are collectively the third largest trade gateway in the United States. The two ports
marine operations are similar in size in many significant ways and are only 30 miles apart. Each
port is an independent municipal corporation, locally controlled, and each is governed by a body
of five commissioners elected by the voters of the counties in which the Ports reside.
The Ports have invested billions of dollars in their marine cargo facilities and the Ports prospered
for many years in attracting cargo that generated jobs and revenue for the region. More than half
the cargo that comes through the Ports is bound for destinations outside of the Puget Sound
region (primarily the Midwest). Such cargo is discretionary, insofar as the shippers and carriers
have choices about which ports and routes they use to offload their cargos. If the Ports cannot
retain this discretionary cargo, the Ports, their terminal operators, and the communities that have
invested heavily in these terminal facilities will suffer.
The Discussion Agreement cited a list of reasons for the Ports' interest in exploring whether or
not an alliance could work. Those reasons are still valid. Those reasons include the following: 
1.  Increasing competition for cargo from ports all over North America has continued
unabated. Competing ports on the west coast of North America have historically
competed with Seattle and Tacoma. Ports in the Gulf and East Coast, however, are
emerging as new competitors because of the Panama Canal widening and they are
seeking to pry away Seattle and Tacoma's market share of Midwest-bound discretionary

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DRAFT 2015-05-05 
cargo. 
2.  A factor affecting the Ports' competiveness against these competing ports is the railroad
pricing in and out of the Puget Sound region. Rail rates continue to hinder the Ports'
ability to maintain market share.
3.  The shipping lines have been steadily increasing the size of their vessels. This trend
towards larger vessels inevitably leads to fewer vessels in use, and therefore fewer port
calls.
4.  The shipping lines have also continued to form alliances to reduce their operating costs.
Such consolidation also leads to fewer port calls as they seek to rationalize their
resources.
Following consideration of issues relating to the form, management, and content of an alliance
between them, the Ports have now concluded their review under the Discussion Agreement and
are prepared to move forward with this Agreement and form an alliance between the Ports. 
The enclosed proposed Alliance Agreement and the accompanying informational documents
describe how the Ports will create an entity knows as a port development authority ("PDA") to
operate the alliance. These documents also describe the PDA's scope of authority over the Ports'
maritime operations and PDA governance.
The Ports have gone through an extraordinary and unprecedented process to determine if an
alliance could work. The final conclusion is that, not only is an alliance feasible, it is essential if
the Pacific Northwest is to remain viable as a trade gateway in the future. Our stakeholders,
including our taxpayers, our customers, and the workers whose jobs depend on robust maritime
activity, need for this alliance to succeed and we are committed to achieving that success.
The following are authorized to subscribe to and file this Agreement and any accompanying
materials and any subsequent amendments to this Agreement with the Federal Maritime
Commission: (i) Any authorized officer of each of the Parties and (ii) legal counsel for each of
the Parties.
Legal Counsel for each Party is identified as follows: 
Thomas H. Tanaka                Carolyn Lake 
Senior Port Counsel                 Port General Legal Counsel 
Port of Seattle                      Port of Tacoma 
2711 Alaskan Way               501 South G Street 
Seattle, WA 98121                Tacoma, WA 98405 
Telephone:   206-787-3007          253-779-4000 
Fax:        206-787-3205          253-779-4411 
Email:      tanaka.t@portseattle.org    clake@goodsteinlaw.com 

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DRAFT 2015-05-05 
Thank you and we are available to answer any questions you may have. 
Sincerely, 

















150505. final draft. fmc transmittal letter .docx