PORT OF SEATTLE 
MEMORANDUM 
COMMISSION AGENDA                   Item No.         5c 
Date of Meeting       May 11, 2010 

DATE:      May 6, 2010 
TO:       Tay Yoshitani, Chief Executive Officer 
FROM:     Phil Lutes, Deputy Director, Seaport 
Scott Pattison, Manager, Industrial Properties 
SUBJECT:   Terminal 86 Improvement Agreement between the Port of Seattle and
Louis Dreyfus Corporation 
ACTION REQUESTED: 
Request authorization for the Chief Executive Officer to execute an Improvement
Agreement between the Port of Seattle and Louis Dreyfus Corporation apportioning the
responsibilities of the Terminal 86 improvements authorized by the Commission on
March 23, 2010. No additional funds are requested. 
SYNOPSIS: 
On March 23, 2010, the Commission authorized the Chief Executive Officer to advertise
and execute contracts for upgrades at the Seaport's Terminal 86, which will be
undertaken in partnership with Louis Dreyfus Corporation. 
On November 10, 2009, the Commission authorized the Chief Executive Officer to
execute the 11th Amendment to the Lease between the Port of Seattle and Louis Dreyfus
Corporation at the Terminal 86 Grain Terminal. 
At this time, staff requests authorization for the Chief Executive Officer to enter into an
Improvement Agreement between the Port of Seattle and Louis Dreyfus to perform the
work authorized by the Commission. This Improvement Agreement will not expand the
scope of Port work or funding previously authorized; it will describe roles and
responsibilities between the parties for this joint project. 
Commission authorization is being requested because the Improvement Agreement was
not specifically referenced in the March 23, 2010 authorization.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
March 30, 2010 
Page 2 of 2 
OTHER DOCUMENTS ASSOCIATED WITH THIS REQUEST: 
A copy of the proposed Improvement Agreement 
Commission Memo dated March 23, 2010 
Commission Memo dated November 10, 2009 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS: 
March 23, 2010  Commission authorization for the Chief Executive Officer to advertise
for bids and execute a contract for upgrades at Terminal 86 for a total Port capital
investment estimated at $2,500,000. 
November 10, 2009  Commission authorization for the Chief Executive Officer to
execute the 11th Amendment to the Lease between the Port of Seattle and Louis Dreyfus
Corporation at the Terminal 86 Grain Terminal which extended the decision period by
6 months for the next lease option to extend term 5 years. 
July 28, 2009  Staff provided an overview to the Commission in public session
regarding history of the Grain Terminal, the current situation and lease agreement,
business outlook and the need for future capital investment in this aging facility.