PORT OF SEATTLE 
MEMORANDUM 

COMMISSION AGENDA             Item No.      6a 
Date of Meeting    October 5, 2010 
DATE:    September 23, 2010 
TO:      Tay Yoshitani, Chief Executive Officer 
FROM:    Elizabeth Morrison, Sr. Manager, Corporate Finance 
SUBJECT:  First Reading of Resolution No. 3643 authorizing the sale and issuance of 
Passenger Facility Charge Revenue Refunding Bonds, Series 2010A and 2010B 
in the aggregate principal amount of not to exceed $165,000,000*. 
*Preliminary, subject to change 

ACTION REQUESTED: 
First Reading of Resolution No. 3643 authorizing the sale and issuance Passenger Facility Charge
Revenue Refunding Bonds, Series 2010 in the aggregate principal amount of not to exceed
$165,000,000 (preliminary) for the purpose of refunding for interest cost saving a portion of 
existing Passenger Facility Charge Revenue Bonds. 
SYNOPSIS: 
Commission authorization is requested to issue Passenger Facility Charge (PFC) Revenue 
Refunding Bonds, Series 2010 (the Bonds), in an amount estimated at $165 million (including cost
of issuance) to refund existing debt for the purpose of interest cost savings. 
BACKGROUND:
In 1992, the Port implemented a PFC program pursuant to Federal Aviation Administration
authority. 1998, the Port issued $262,500,000 of Passenger Facility Revenue Bonds. These
bonds were used to fund portions of the costs of the third runway, the satellite transit system and
concourse A projects at SeaTac Airport. The bonds are secured solely by the PFCs collected on
departing passengers; no other revenues or funds of the Port are pledged to the bonds. 
As of December 1, 2010 $190,125,000 of the 1998 PFC Bonds will remain outstanding. Of that,
$159,105,000 is callable at par on or after December 1, 2010. Current low interest rates provide
an opportunity to refund the callable bonds and reduce future debt service payments by an
estimated $13 million present value. The lower debt service payments will allow more PFCs to 
be available to other authorized uses. $31,020,000 of the 1998 PFC bonds is not callable and 
matures in 2019; this amount will remain outstanding. The Bonds will be issued as fixed rate
bonds substantially similar to the Series 1998 and are payable from PFC funds.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
September 23, 2010 
Page 2 of 3 

RESOLUTION NO. 3643: 
The Bonds will be issued in two series based on their tax status: governmental purpose bonds
exempt from all federal income tax and private activity bonds exempt from regular federal
income tax, but subject to the Alternative Minimum Tax (AMT).
Resolution No. 3643 is the Series Resolution and is authorized pursuant to the Resolution
No.3284, as amended, the PFC Master Resolution. The Master Resolution requires the Port to
maintain a Debt Service Reserve fund which will be funded from the cash currently in the
existing Debt Service Reserve Fund. The Series 2010 bonds will be issued on parity with the
Series 1998 bonds. 
Resolution No. 3643 provides for amendments to the PFC Master Resolution which will take
effect upon the maturity or defeasance of all of the 1998 PFC bonds. These amendments are
designed to update the PFC bonds to better reflect the current PFC program and bond market and
do not materially alter the provisions of the PFC Master Resolution. Amendments include: 
Simplification of the First Lien Sufficiency Covenant to require maintenance of PFCs,
along with any other pledged revenues, sufficient to pay PFC bond debt service 
Provision for the PFC bond owners or the Port to appoint a Trustee in the event of a
default 
Provision for the appropriate accounting of any Federal Government credit if the Port
ever issues PFC bonds in the form of Build America Bonds (these refunding bonds do not
contemplate the use of Build America Bonds) 
The Series Resolution delegates to the Port's Chief Executive Officer the authority to approve
interest rates, maturity dates, redemption rights, interest payment dates, and principal maturities
for the Bonds (these are generally set at the time of pricing and dictated by market conditions at
that time). Commission parameters that limit the delegation in the form of a maximum bond
size, minimum savings rate and expiration date for the delegated authority. If the Bonds cannot
be sold within these parameters, further Commission action would be required. The parameters
are: 
Maximum bond size - $165,000,000 
Minimum present value savings target  2.75% 
Expiration date  January 26, 2011 
Upon adoption, Resolution No. 3643 will authorize the Chief Executive Officer to approve the
final interest rates, maturity dates, aggregate principal amount, principal maturities and
redemption rights and upon such approval, authorize the Designated Port Representative (the
Chief Executive Officer or the Chief Financial Officer) to execute the Bond Purchase Contract, 
the Official Statement, escrow agreement if any, pay the cost of issuance and take other action
appropriate for the prompt execution and delivery of the Bonds. The Bonds will be sold through
negotiated sale to Goldman Sachs & Co., Barclays Capital, Morgan Stanley & Co., Inc. and
Seibert Brandford Shank & Co., LLC. Seattle Northwest Securities Corporation, Inc. is serving
as Financial Advisor on the transaction.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
September 23, 2010 
Page 3 of 3 


OTHER DOCUMENTS ASSOCIATED WITH THIS REQUEST: 
Resolution No. 3643 Passenger Facility Charge Revenue Refunding Bonds Series Resolution. 

PREVIOUS COMMISION ACTIONS OR BRIEFINGS: 
May 11, 2010- Commission Briefing on Intermediate Lien Revenue Bonds, Series 2010 
including possible refunding of 1998 Passenger Facility Charge Revenue Bonds