NEW ISSUE—BOOK ENTRY ONLY RATING: SEE “RATING” In the opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel, based upon an analysis of existing laws, regulations, rulings and court decisions and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the Series Twenty-Four Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, except that no opinion is expressed as to the status of interest on any Series Twenty-Four B Bond for any period that such Series Twenty-Four B Bond is held by a “substantial user” of the facilities financed or refinanced by the Series Twenty-Four B Bonds or by a “related person” within the meaning Section 147(a) of the Internal Revenue Code of 1986. Bond Counsel observes that interest on the Series Twenty-Four B Bonds is a specific preference item for purposes of the federal individual and corporate alternative minimum taxes. In the further opinion of Bond Counsel, interest on the Series Twenty-Four A Bonds is not a specific preference item for purposes of the federal individual and corporate alternative minimum taxes, although Bond Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. Bond Counsel also is of the opinion based upon existing laws of the State of Oregon interest on the Series Twenty-Four Bonds is exempt from personal income taxation by the State of Oregon. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the accrual or receipt of interest on, the Series Twenty-Four Bonds. See “TAX MATTERS.” THE PORT OF PORTLAND (OREGON) $21,965,000 $211,275,000 Portland International Airport Revenue Bonds Portland International Airport Revenue Bonds Series Twenty-Four A Series Twenty-Four B (Non-AMT) (AMT) Dated: Date of initial delivery Due: July 1, as shown on inside cover The Port of Portland (the “Port”) is issuing its Portland International Airport Revenue Bonds, Series Twenty-Four A and Series Twenty-Four B (the “Series Twenty-Four Bonds”) to pay, or to reimburse the Port for the payment of, costs of the construction, renovation, acquisition, equipment and installation of capital improvements at the Portland International Airport (the “Airport”), to pay a portion of the interest to accrue on the Series Twenty-Four Bonds during construction, to make a deposit to the SLB Reserve Account and to pay costs of issuing the Series Twenty-Four Bonds. U.S. Bank National Association, serves as the trustee, registrar and paying agent for the Series Twenty-Four Bonds. Capitalized terms used on this cover page and not otherwise defined will have the meanings set forth herein. The Series Twenty-Four Bonds are issuable in denominations of $5,000 and integral multiples thereof within a single maturity. Interest on the Series Twenty-Four Bonds will be payable on each January 1 and July 1 commencing July 1, 2017, at the rates set forth on the inside cover page of this Official Statement. The Series Twenty-Four Bonds are subject to optional and mandatory redemption prior to their stated maturities as described herein. When issued, the Series Twenty-Four Bonds will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as initial securities depository for the Series Twenty-Four Bonds. Purchases of beneficial interests in the Series Twenty-Four Bonds will be made only in book-entry form. Purchasers will not receive certificates representing their interests in the Series Twenty-Four Bonds, except as described herein. So long as DTC or its nominee is the registered owner of the Series Twenty-Four Bonds, payments of principal of and interest on the Series Twenty-Four Bonds will be made directly to DTC or to such nominee. Disbursements of such payments to DTC’s Direct Participants are the responsibility of DTC, and disbursements of such payments to the Beneficial Owners are the responsibility of the Direct Participants and the Indirect Participants, all as described herein. The Series Twenty-Four Bonds are payable solely from Net Revenues of the Airport that are available for deposit in the General Account and from money held in certain funds and accounts established pursuant to the Airport Revenue Bond Ordinances, all as described herein. The Series Twenty-Four Bonds shall not, in any manner, or to any extent, be a general obligation of the Port, nor a charge upon any other revenues or property of the Port not specifically pledged thereto by the Airport Revenue Bond Ordinances. The Series Twenty-Four Bonds are not secured by any tax revenues or taxing power of the Port or the State of Oregon or its agencies, instrumentalities or political subdivisions. The Series Twenty-Four Bonds are offered when, as and if issued, subject to receipt of the approving opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel to the Port, and to certain other conditions. Certain legal matters will be passed upon for the Port by its General Counsel and for the Underwriters by their counsel, Kutak Rock LLP. Certain legal matters will be passed upon by Orrick, Herrington & Sutcliffe LLP as disclosure counsel to the Port. It is expected that delivery of the Series Twenty-Four Bonds will be made through the facilities of DTC on or about January 25, 2017. Goldman, Sachs & Co. J.P. Morgan Morgan Stanley January 11, 2017 $21,965,000 THE PORT OF PORTLAND Portland International Airport Revenue Bonds Series Twenty-Four A (Non-AMT) * † $21,965,000 5.00% Term Bonds due July 1, 2047 priced to yield 3.32% CUSIP No. 735240K36 $211,275,000 THE PORT OF PORTLAND Portland International Airport Revenue Bonds Series Twenty-Four B (AMT) Due Principal Interest (July 1) Amount Rate Yield CUSIP No.† 2018 $ 710,000 5.00% 1.37% 735240K44 2019 745,000 5.00 1.64 735240K51 2020 3,965,000 5.00 1.81 735240K69 2021 4,170,000 5.00 2.02 735240K77 2022 4,375,000 5.00 2.22 735240K85 2023 4,595,000 5.00 2.36 735240K93 2024 4,825,000 5.00 2.54 735240L27 2025 5,070,000 5.00 2.66 735240L35 2026 5,315,000 5.00 2.80 735240L43 2027 5,585,000 5.00 2.90 735240L50 2028 5,865,000 5.00 3.00* 735240L68 2029 6,155,000 5.00 3.07* 735240L76 2030 6,470,000 5.00 3.13* 735240L84 2031 6,785,000 5.00 3.20* 735240L92 2032 7,130,000 5.00 3.26* 735240M26 2033 7,485,000 5.00 3.32* 735240M34 2034 7,855,000 5.00 3.40* 735240M42 2035 8,255,000 5.00 3.45* 735240M59 2036 8,660,000 5.00 3.49* 735240M67 2037 9,095,000 5.00 3.52* 735240M75 $52,770,000 5.00% Term Bonds due July 1, 2042 priced to yield 3.58%* CUSIP No. 735240M83† $45,395,000 5.00% Term Bonds due July 1, 2047 priced to yield 3.63%* CUSIP No. 735240M91† * Priced to January 1, 2027, the first optional redemption date. † CUSIP is a registered trademark of the American Bankers Association. CUSIP numbers herein (Copyright 2016, CUSIP Global Services) are provided by CUSIP Global Services (“CGS”). CGS is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. These CUSIP numbers are not intended to create a database and do not serve in any way as a substitute for the CGS database. The CUSIP numbers herein are provided for convenience of reference only. CUSIP numbers are subject to change. None of the Port, the Underwriters or the other advisors to the Port are responsible for the selection of CUSIP numbers, nor is any representation made as to their correctness. THE PORT OF PORTLAND 7200 NE Airport Way Post Office Box 3529 Portland, Oregon 97208 Board of Commissioners James C. Carter President Thomas E. Chamberlain Vice President Linda M. Pearce Treasurer Robert L. Levy Secretary Michael C. Alexander Commissioner Alice M. Cuprill-Comas Commissioner Patricia A. McDonald Commissioner Isao (Tom) Tsuruta Commissioner Gary A. Young Commissioner Port Management Bill Wyatt* Executive Director Curtis Robinhold Deputy Executive Director Vince Granato Chief Operating Officer Cindy Nichol Chief Financial Officer Daniel Blaufus General Counsel Keith Leavitt Chief Commercial Officer Stan Watters Chief Project and Technical Services Officer Bobbi Stedman Chief Human Resources Officer and Acting Chief Public Affairs Officer ADVISORS AND CONSULTANTS Orrick, Herrington & Sutcliffe LLP Bond Counsel & Disclosure Counsel Public Financial Management, Inc. and Backstrom McCarley Berry & Co., LLC Co-Financial Advisors Trillion Av, LLC In association with AVK Consulting, Inc. and Partners for Economic Solutions Airport Consultant PricewaterhouseCoopers LLP Independent Accountants U.S. Bank National Association Trustee, Registrar and Paying Agent * Executive Director Bill Wyatt announced on January 11, 2017, that he will be retiring at the end of fiscal year 2017. See “THE PORT OF PORTLAND—Port Management—Executive Director Transition.” No dealer, broker, salesperson or other person has been authorized by the Port or by the Underwriters to give any information or to make any representations with respect to the Port, the Airport or the Series Twenty-Four Bonds other than the information and representations contained in this Official Statement and, if given or made, such information or representations must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any offer, solicitation or sale of the Series Twenty-Four Bonds, by any person in any jurisdiction in which such offer, solicitation or sale is not authorized or in which the person making such offer, solicitation or sale is not qualified to do so or to any person to whom it is unlawful to make such offer, solicitation or sale.