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HomeMy WebLinkAbout08-129 - US Bank - 1999 Bonds Refund CERTIFICATE OF GENERAL OBLIGATION DEBT OUTSTANDING I, Shawn Hunstock, as the Finance Director of the City of Tukwila, Washington (the "City HEREBY CERTIFY that the outstanding general obligation debt of the City, as of December 1, 2008, is as follows: (1) Nonvoted Debt: (a) The nonvoted debt of the City (including, but not limited to, nonvoted general obligation bonds, long -term leases and other contracts) is $14,333,000 (b) Cash and investment balances in the City's nonvoted debt service funds total $1,874,995. (2) Voted Debt: (a) The voted debt of the City is -0 (b) Cash and investment balances in the City's voted debt service funds total -0 I further certify that the City has not incurred additional nonvoted or voted debt in an amount in excess of $6,180,000 since December 1, 2008. DATED as of December 16, 2008. CITY OF TUKWILA, WASHINGTON ;1'11x4 Shawn Hunstock Finance Director *excludes $6,260,000 par value of refunded Limited Tax General Obligation Bonds, 1999 50954830.1 RECEIPT FOR PAYMENT The CITY OF TUKWILA, WASHINGTON, acknowledges receipt from Seattle Northwest Securities Corporation this day of $1,373.95 in full payment for the City's $6,180,000 par value Limited Tax General Obligation Refunding Bonds, 2008, which settlement amount was computed as follows: 50954830.1 Par value of Bonds $6,180,000.00 Plus: Original issue premium 483,599.15 Less: Underwriter's discount (54,075.00) (P)OS Printing and Mailing held by Underwriter (750.00) Amount wired to Assured Guaranty Corp. (18,406.30) Amount wired to U.S. Bank National Association, Refunding Trustee (6,565,848.90) Amount wired to Foster Pepper PLLC, Bond Counsel (23,145.00) TOTAL SETTLEMENT AMOUNT 1,373.95 DATED: December 16, 2008 CITY OF TUKWILA, WASHINGTON A -komi?-4i.ilv Shawn Hunstock, Finance Director STATE OF WASHINGTON COUNTY OF KING 50954830.1 SIGNATURE IDENTIFICATION CERTIFICATE I, CHRISTY O'FLAHERTY, certify that I am the City Clerk of the City of Tukwila, Washington (the "City and have been at all times since April 1, 2008, and that JIM HAGGERTON is the Mayor of the City and has been at all times since January, 2008. I further certify that the $6,180,000 par value Limited Tax General Obligation Refunding Bonds, 2008, of the City dated December 16, 2008, bear my facsimile signature as City Clerk of the City and the facsimile signature of JIM HAGGERTON as Mayor of the City. SUBSCRIBED AND SWORN TO before me this j day of December, 2008. ss. CITY OF TUKWILA, WASHING ON Christy O'F1a$hty, City Clerk Meer I ss a_ Sinature of Notary) (Legibly Print or Stamp Name of Notary) Notary public in and for the State of Washington, residing at 1 1 u1C1.A.) u(a) My appointment expires t 1 1 't 1, a CLOSING CERTIFICATE I, JIM HAGGERTON, certify that I am the duly elected and acting Mayor of the City of Tukwila, Washington (the "City authorized to execute and deliver this certificate and further certify on behalf of the City as follows: 1. This certificate is delivered in connection with the issuance of the $6,180,000 par value Limited Tax General Obligation Refunding Bonds, 2008 (the "Bonds of the City. 2. Ordinance No. 2216 of the City (the "Bond Ordinance the ordinance authorizing the issuance and sale of the Bonds, has not been modified or repealed. 3. The representations of the City contained in the Bond Purchase Agreement (the "Purchase Agreement for the Bonds dated December 1, 2008, between the City and Seattle Northwest Securities Corporation were true and correct in all material respects when made and are true and correct as of this date. Capitalized terms used in this certificate but not defined herein shall have the meanings set forth in the Purchase Agreement. 2. To my knowledge and belief, the Official Statement dated December 1, 2008 (the "Official Statement relating to the Bonds, is accurate and complete, and neither the Official Statement nor any information furnished by the City supplementary thereto contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading in any material respect; provided, however, that no representation or warranty is made with respect to infoiniation in the Official Statement relating to DTC, the book entry system, Assured Guaranty Corp. or Seattle Northwest Securities Corporation. Since the date of the Official Statement and any such supplementary information no event occurred which should have been set forth in an amendment or supplement to the Official Statement that has not been set forth in such supplementary information. 3. No litigation or other proceedings are pending or, to my knowledge, threatened in any court in any way (a) affecting the position or title of the authorized officers of the City; (b) seeking to restrain or enjoin the authorization, issuance, sale or delivery of, or security for, any of the Bonds; (c) contesting or affecting the validity or enforceability of the Bonds, the Bond Ordinance or the Purchase Agreement; (d) contesting the completeness or accuracy of the Preliminary Official Statement or the Official Statement; (e) contesting the powers of the City or its authority with respect to the Bonds, the Bond Ordinance or the Purchase Agreement, or (0 materially affecting the finances of the City. Neither the corporate existence or boundaries of the City nor the title of the present officers to their respective offices is being contested; and no authority or proceeding for the issuance of the Bonds has been repealed, revoked or rescinded. 50954830.1 DATED as of December 16, 2008. CITY OF TUKWILA, WASHINGTON Haggert grf yor THIS AGREEMENT is made and entered into as of the 16th day of December, 2008, by and between the CITY OF TUKWILA, WASHINGTON (the "City a municipal corporation, and U.S. BANK NATIONAL ASSOCIATION of Seattle, Washington (the "Refunding Trustee WHEREAS, the City now has outstanding $6,260,000 par value of its Limited Tax General Obligation Bonds, 1999, maturing on December 1 of each of the years 2010 through 2016, inclusive, and in 2019, and bearing interest at various rates ranging from 5.20% to 5.70% (the "Refunded Bonds and WHEREAS, pursuant to Ordinance No. 2216 of the City (the "Bond Ordinance the City has determined that the Refunded Bonds be refunded out of the proceeds of the sale of its Limited Tax General Obligation Refunding Bonds, 2008 (the "Bonds for the purpose of realizing a debt service savings for the City; and WHEREAS, the payment, through advance refunding of the Refunded Bonds will be accomplished pursuant to this Refunding Trust Agreement (including Exhibit A attached hereto) and the Bond Ordinance, which documents provide for and, for the purpose of Sections 103, 148, and 149(d) of the Internal Revenue Code of 1986, as amended (the "Code are to be considered as the Refunding Plan, by: 50952285.3 REFUNDING TRUST AGREEMENT (a) The delivery by the City to the Refunding Trustee of the proceeds of the Bonds; (b) The purchase by the Refunding Trustee of the noncallable direct obligations of the United States of America listed on Exhibit A attached hereto and made a part hereof by this reference or substituted obligations purchased pursuant to Section 2 of this Agreement (the "Acquired Obligations at or prior to the date the Bonds are delivered to the original purchaser thereof and the City receives full payment therefor (the "Date of Closing which Acquired Obligations satisfy the requirements of the Verification described in paragraph (c); (c) The delivery to the City and the Refunding Trustee of a verification (the "Verification by a nationally recognized independent certified public accounting firm verifying the mathematical accuracy of the computations (which computations shall be attached to that report) showing that the Acquired Obligations to be purchased by the Refunding Trustee pursuant to the Bond Ordinance and this Refunding Trust Agreement, together with the specified beginning cash balance, if any, and the maturing principal of and interest on such Acquired Obligations, will provide sufficient money (assuming that all principal of and interest on the Acquired Obligations are paid on the due dates thereof and and assuming no reinvestment of such maturing principal and interest) to pay interest on the Refunded Bonds when due up to and including December 1, 2009, and on December 1, 2009, call, pay, and redeem all of the outstanding Refunded Bonds at a price of par; and (d) The receipt by the Refunding Trustee of the maturing installments of principal of and interest on the Acquired Obligations; and (e) The Refunding Trustee's payment to the fiscal agent of the State of Washington of money sufficient to make the payments on the Refunded Bonds set forth herein; WHEREAS, upon the issuance of the Bonds to carry out the Refunding Plan under the authority of chapter 39.53 RCW and other laws of the State of Washington (collectively, the "Refunding Bond Act the principal amount of the Refunded Bonds no longer shall be considered outstanding pursuant to the defeasance provisions of Ordinance No. 1884 that authorized the issuance of the Refunded Bonds (the "Refunded Bond Ordinance and WHEREAS, the City Council of the City has found that the refunding of the Refunded Bonds, through the issuance of the Bonds, is beneficial and will realize a debt service savings to the City and its taxpayers; and WHEREAS, the City Council of the City, pursuant to the Bond Ordinance, has duly and validly authorized the execution and delivery of this Refunding Trust Agreement, the delivery of the proceeds of the Bonds to the Refunding Trustee, the purchase by the Refunding Trustee of the Acquired Obligations and the carrying out of the Refunding Plan; NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained and for the benefit of the City, the parties hereto agree as follows: Section 1. Delivery of Money Refunding Trustee. On the Date of Closing, the City shall cause to be delivered to the Refunding Trustee $6,565,848.90 of proceeds of the Bonds. Section 2. Investment and Expenditure of Money. On the Date of Closing, the Refunding Trustee shall apply $6,553,897 to pay on behalf of the City the purchase and/or subscription prices of the Acquired Obligations, from the sources, in the principal amounts, with the dates of maturity and bearing the interest rates or yields set forth in Exhibit A, and $1.90 to establish a beginning cash balance. Upon receipt thereof, the Refunding Trustee shall deliver to the City copies of the documents evidencing the purchase of and payment for the Acquired Obligations. Investments in mutual funds and unit investment trusts are prohibited. 50952285.3 -2- On the Date of Closing, the Refunding Trustee shall pay the costs of issuance and sale of the Bonds as set forth on the attached Exhibit B from the remaining Bond proceeds deposited with the Refunding Trustee and not needed to refund the Refunded Bonds. Section 3. Sufficiency of Acauired Obligations. Based upon the Verification, the City represents that the Acquired Obligations and the maturing principal thereof and the interest thereon, if paid when due, together with the beginning cash balance, shall be sufficient to make when due the payments required by the Refunding Plan. Such amounts coming due are sometimes referred to hereinafter as the "payments described in Section 3." The schedules of the sources, amounts, maturities, and interest rates or yields of the Acquired Obligations and of the Refunded Bonds that will fulfill the foregoing requirements are set forth in the Verification. Section 4. Collection of Proceeds of Acauired Obligations and Application of Such Proceeds and Money. The Refunding Trustee shall present for payment and shall collect and receive on the due dates thereof the maturing installments of the principal of and the interest on the Acquired Obligations and any Substitute Obligations (defined hereinafter). The Refunding Trustee shall make payments, but only in the amounts received pursuant to this section, in a timely manner to the Fiscal Agent of the State of Washington (the "Fiscal Agent of the amounts to be paid on the Refunded Bonds as shown in the Verification. Those payments shall be made by check, wire transfer, or such other method of transfer of funds as shall be agreed upon by the Refunding Trustee and the Fiscal Agent. Section 5. Notice of Defeasance/Notice of Redemption. The Refunding Trustee agrees to give a notice of defeasance and a notice of redemption of the Refunded Bonds pursuant to the terms of the Refunded Bonds, and in substantially the forms attached hereto as and as described in Exhibits C and D, to the Fiscal Agent for distribution as described therein. The notice of defeasance shall be given immediately following the execution of this Refunding Trust Agreement, and the notice of redemption shall be given in accordance with the Refunded Bond Ordinance. The cost of giving the notice shall be paid by the City. Section 6. All Obligations and Money and Proceeds Thereof Held in Trust. The Refunding Trustee irrevocably agrees to hold the Acquired Obligations, the Substitute Obligations, if any, the principal thereof and interest thereon, and any other money it may receive pursuant to this Refunding Trust Agreement and any reinvestments thereof made pursuant to Sections 8 and 9 hereof, in trust and separate at all times from all other funds and investments held by the Refunding Trustee, solely for the purpose of making the payments described in Section 3. The City irrevocably conveys, transfers, and assigns to the Refunding Trustee the Acquired Obligations, any Substitute Obligations, the principal thereof and the interest thereon, and any other money and investments deposited with the Refunding Trustee pursuant to this Refunding Trust Agreement, for the purpose of making such payments. The Refunding Trustee shall not sell, transfer, assign, or hypothecate any Acquired Obligations, reinvestments, or Substitute Obligations except pursuant to Sections 8, 9, 13 and 14 hereof. Section 7. Reports. The Refunding Trustee shall submit a report to the City, at least semiannually, which report shall set forth the cash, Acquired Obligations, and any Substitute Obligations held hereunder by the Refunding Trustee, the obligations which have matured and 50952285.3 -3- amounts received by the Refunding Trustee by reason of such maturity, the interest earned on such obligations, a list of any investments or reinvestments made by the Refunding Trustee in other obligations and the interest and/or principal derived therefrom, the amounts paid to the Fiscal Agent, and any other transaction of the Refunding Trustee pertaining to its duties and obligations as set forth herein. Section 8. Substitution of Different Obligations or Other Investments. The City reserves the right to substitute from time to time for Acquired Obligations initially purchased in accordance with Section 2 hereof, or for obligations purchased under this section, other noncallable, nonprepayable direct obligations of the United States of America and/or obligations unconditionally guaranteed by the United States of America as to full and timely payment of principal and interest authorized to be acquired with the proceeds of Bonds under the Refunding Bond Act (the "Substitute Obligations Prior to effecting any such substitution, the City shall have obtained at its expense and delivered to the Refunding Trustee: (a) A verification by a nationally recognized independent certified public accounting firm acceptable to the Refunding Trustee confirming that the maturing principal of and interest on the Substitute Obligations and any remaining Acquired Obligations to be held by the Refunding Trustee in the refunding escrow, if paid when due and assuming no reinvestment thereof, together with any other cash then held by the Refunding Trustee, will be sufficient to carry out the Refunding Plan and make all remaining payments described in Section 3; and (b) An opinion from Foster Pepper PLLC, bond counsel to the City, its successor or other nationally recognized bond counsel to the City, that the disposition and substitution or purchase of such securities, under the statutes, rules, and regulations then in force and applicable to the Bonds, will not cause the interest on the Bonds or the Refunded Bonds to be included in gross income for federal income tax purposes and that such disposition and substitution or purchase is in compliance with the statutes and regulations applicable to the Bonds. If the verification delivered to the Refunding Trustee pursuant to Section 8(a) shows that surplus money not needed to make the payments described in Section 3 will result from the sale, transfer, or other disposition of Acquired Obligations and the substitution of Substitute Obligations therefor, that surplus money at the written request of the City shall be released from the trust estate and shall be transferred to the City to be used for any lawful City purpose, subject to any restrictions stated in the opinion of bond counsel required by Section 8(b). Section 9. Reinvestment of Proceeds of Acauired and/or Substitute Obligations. The proceeds (principal and interest) and reinvestment proceeds of any Acquired Obligations and/or Substitute Obligations held by the Refunding Trustee in accordance with this Refunding Trust Agreement, which are not needed within five business days of the receipt thereof to make the payments described in Section 3, shall be reinvested by the Refunding Trustee, but only upon receipt of written request of the City, on such date of receipt or the next business day. The City shall direct such reinvestment subject to the following conditions: 50 -4- 50952285.3 (a) Except as provided in subsection (c) below, the proceeds of such Acquired Obligations and/or Substitute Obligations shall be reinvested in Substitute Obligations at a yield that will not cause the composite yield on the refunding escrow to exceed 3.87045% during its term or such higher yield as may be directed by letter of instructions from the City to the Refunding Trustee, but if the composite yield on the directed investments made pursuant to this Refunding Trust Agreement would exceed 3.87045 such letter of instructions shall contain a verification of such composite yield and shall be based upon and accompanied by the opinion of Foster Pepper PLLC, bond counsel to the City, its successor, or other nationally recognized bond counsel to the City, approving reinvestment of such proceeds at such higher yield. (b) The obligations in which such proceeds are reinvested shall mature in an amount at least equal to their purchase price on the date or dates directed by the City, but not later than the date (as shown by the then most recent certified public accountant verification) the principal thereof is needed to make the payments described in Section 3; (c) If such proceeds, together with other funds remaining in trust, are insufficient to reinvest in the smallest denomination of such obligations or are required to be used to make payments described in Section 3 sooner than the shortest maturity available for such obligations, then those proceeds and funds either shall be converted to United States currency and retained or shall remain uninvested in the refunding escrow and carried on the books of the Refunding Trustee until required to make the payments described in Section 3, or until sufficient money is accumulated to permit the investment thereof; and (d) "Yield," as used in paragraph (a) of this section with respect to the Acquired Obligations and Substitute Obligations, means that yield computed in accordance with and permitted by the Code applicable to the Bonds and the trust under this Refunding Trust Agreement so as to preserve the exclusion from gross income for federal income tax purposes of the interest on the Bonds. The Refunding Trustee may make any and all investments permitted by the provisions of this Section through its own investment department or the investment departments of any of its affiliates. Section 10. Amendments to Refunding Trust Agreement. The Refunding Trustee and the City recognize that the owners of the Refunded Bonds and the Bonds from time to time have a beneficial interest in the Acquired Obligations, the Substitute Obligations, and money to be held by the Refunding Trustee as herein provided. Therefore, this Refunding Trust Agreement is irrevocable and shall not be subject to amendment except for the purpose of clarifying any ambiguity herein, increasing the protection of the rights of the owners of the Refunded Bonds or the Bonds, or preserving the exclusion of the interest on the Refunded Bonds and the Bonds from gross income for federal income tax purposes, and only if such amendment is accompanied by an opinion addressed to the City and the Refunding Trustee from Foster Pepper PLLC, its successor -5- or other nationally recognized bond counsel to the City, to the effect that such change is necessary for one of the above reasons and does not detrimentally affect the owners of the outstanding Refunded Bonds and the Bonds or that it strengthens the protection of the owners of the Refunded Bonds and the Bonds and does not detrimentally affect the owners of the Refunded Bonds and the Bonds. If such amendment affects the amount of money and investments in the escrow account or the application thereof, prior to the amendment's taking effect there also shall be a verification by a nationally recognized independent certified public accounting firm satisfactory to the Refunding Trustee to the effect that after such amendment the Acquired Obligations, Substitute Obligations, and other money in the escrow account will be sufficient to make the payments described in Section 3. A copy of such verification shall be delivered to the Refunding Trustee. Section 1L Limitation of Liability of Refunding Trustee. None of the provisions contained in this Refunding Trust Agreement shall require the Refunding Trustee to use or advance its own funds in the performance of any of its duties or the exercise of any of its rights or powers hereunder. The Refunding Trustee shall be under no liability for the payment of interest on any funds or other property received by it hereunder except to the extent the Refunding Trustee is required by the express terms of this Refunding Trust Agreement to invest such funds. The Refunding Trustee's liabilities and obligations in connection with this Refunding Trust Agreement are confined to those specifically described herein. The Refunding Trustee is authorized and directed to comply with the provisions of this Refunding Trust Agreement and is relieved from all liability for so doing notwithstanding any demand or notice to the contrary by any party hereto. The Refunding Trustee shall not be responsible or liable for the sufficiency, correctness, genuineness, or validity of the Acquired Obligations or the Substitute Obligations deposited with it; the performance or compliance by any party other than the Refunding Trustee with the terms or conditions of any such instruments; or any loss which may occur by reason of forgeries, false representations, or the exercise of the Refunding Trustee's discretion in any particular manner unless such exercise is negligent or constitutes willful misconduct. If any controversy arises between the City and any third person, the Refunding Trustee shall not be required to determine the same or to take any action in the premises, but it may institute, in its discretion, an interpleader or other proceedings in connection therewith as it may deem proper, and in following either course, it shall not be liable. Section 12. Remittance of Funds When Refunded Bonds Paid in Full. At such time as the Refunding Trustee has received the representation of the City that all of the payments described in Section 3 have been made and the confirmation of such representation by the Fiscal Agent, together with such other evidence of such payments as shall be satisfactory to the City and the Refunding Trustee, the Refunding Trustee shall deliver forthwith or remit to the City any remaining Acquired Obligations, Substitute Obligations, and money held pursuant to this Refunding Trust Agreement. Section 13. Compensation of Refunding Trustee. The payment arrangement heretofore made between the Refunding Trustee and the City (attached hereto as Exhibit E and by this 50952285.3 -6- reference made a part hereof) on compensation and expenses of the Refunding Trustee for services rendered by it pursuant to the provisions of this Refunding Trust Agreement is satisfactory to it and to the City, and no further payment to the Refunding Trustee shall be required for such purpose. Such arrangement for compensation and expenses is intended as compensation for the ordinary services as contemplated by this Refunding Trust Agreement, and if the Refunding Trustee renders any service hereunder not provided for in this Refunding Trust Agreement, or the Refunding Trustee is made a party to or intervenes in any litigation pertaining to this Refunding Trust Agreement or institutes interpleader proceedings relative hereto, the Refunding Trustee shall be compensated reasonably by the City for such extraordinary services and reimbursed for all fees, costs, liability, and expenses (including reasonable attorneys' fees) occasioned thereby. The Refunding Trustee shall not have a lien against or otherwise be compensated for its services and expenses from the money, Acquired Obligations, and Substitute Obligations held pursuant to this Refunding Trust Agreement to make the payments described in Section 3. Section 14. Successor Refunding Trustee. The obligations assumed by the Refunding Trustee pursuant to this Refunding Trust Agreement may be transferred by the Refunding Trustee to a successor if (a) the Refunding Trustee has presented evidence satisfactory to the City and to Foster Pepper PLLC, its successor or other nationally recognized bond counsel to the City that the successor trustee meets the requirements of RCW 39.53.070, as now in effect or hereafter amended; (b) the City approves the appointment of the successor trustee; (c) the successor trustee has assumed all of the obligations of the Refunding Trustee under this Refunding Trust Agreement and has been compensated; and (d) all of the Acquired Obligations, reinvestments, Substitute Obligations, and money then held by the Refunding Trustee pursuant to this Refunding Trust Agreement have been duly transferred to such successor trustee. Notwithstanding anything to the contrary contained in this Agreement, any company into which the Refunding Trustee may be merged or converted or with which it may be consolidated or any company resulting from any merger, conversion, or consolidation to which the Refunding Trustee is a party, or any company to which the Refunding Trustee may sell or transfer all or substantially all of its corporate trust business shall be the successor to the Refunding Trustee without execution or filing of any paper or further act, if such company is eligible to serve as Refunding Trustee under RCW 39.53.070. Section 15. Miscellaneous. This Refunding Trust Agreement is governed by Washington law without regard to the conflict of laws provisions thereof and may not be modified except by a writing signed by the parties and subject to the limitations of Section 10. If any one or more of the provisions contained in this Refunding Trust Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions of this Refunding Trust Agreement, but this Refunding Trust Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Section 16. Notice to Rating Agencies. The Refunding Trustee shall notify all national rating agencies maintaining (at the request of the City) a rating on the Refunded Bonds or the 50952285.3 -7- Bonds, in writing upon timely receipt of notice or evidence of either of the following circumstances: (a) Prior to their taking effect, any amendments to this Refunding Trust Agreement under Section 10, enclosing the proposed amendatory documents; and (b) The holding (referred to in Section 15) that one or more provisions of this Refunding Trust Agreement are invalid, illegal, or unenforceable in any respect, enclosing a copy of that holding. Such notices shall be sent to the applicable rating agencies by first class mail to the addresses advised by those rating agencies. Section 17. Counterparts. This Agreement may be executed in counterparts. IN WITNESS WHEREOF, the parties have executed and delivered this Refunding Trust Agreement pursuant to due and proper authorization, all as of the date and year first above written. CITY OF TUKWILA, WASHINGTON 50952285.3 -8- U.S. BANK NATIONAL ASSOCIATION, as Refunding Trustee By Title: Vice Presisent *CERT- NOTE 50952285.3 EXHIBIT A CITY OF TUKWILA, WASHINGTON LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, 2008 ACOUIRED OBLIGATIONS MATURITY PAR INTEREST TYPE* DATE AMOUNT RATE CERT 6/01/2009 172,230 0.29% CERT 12/01/2009 6,381,667 0.83 United States Treasury Certificate of Indebtedness -State and Local Government Series United States Treasury Note -State and Local Government Series 50952285.3 EXHIBIT B CITY OF TUKWILA, WASHINGTON LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, 2008 COSTS OF ISSUANCE U.S. Bank National Association Refunding Trustee 750 Moody's Investors Service, Inc. Rating Agency 8,700 Grant Thornton LLP Escrow Verification 2,500 EXHIBIT C NOTICE IS HEREBY GIVEN to the owners of the above captioned bonds with respect to which, pursuant to the Refunding Trust Agreement dated as of December 16, 2008, by and between the City of Tukwila, Washington (the "City and U.S. Bank National Association (the "Refunding Trustee there has been deposited into an escrow account, held by the Refunding Trustee, cash and non callable direct obligations of the United States of America, the principal of and interest on which, when due, will provide money to pay each year, to and including the respective maturity or redemption dates of such bonds so provided for, the principal thereof and interest thereon (the "Refunded Bonds Such Refunded Bonds are therefore deemed to be no longer outstanding pursuant to Section 14 of Ordinance No. 1884 of the City relating to the Refunded Bonds, but will be paid by application of the assets in such escrow account. 50952285.3 Notice of Defeasance* City of Tukwila, Washington Limited Tax General Obligation Bonds, 1999 The Refunded Bonds are described as follows: City of Tukwila, Washington Limited Tax General Obligation Bonds, 1999 (Dated October 15, 1999) Maturity Date Par Amount Interest Call Date CUSIP (December 1) Defeased Rate (at 100 Nos. 2010 490,000 5.200% 12/1/2009 899052DF8 2011 515,000 5.250 12/1/2009 899052DG6 2012 540,000 5.300 12/1/2009 899052DH4 2013 570,000 5.375 12/1/2009 899052DJ0 2014 600,000 5.450 12/1/2009 899052DK7 2015 635,000 5.550 12/1/2009 899052DM3 2016 670,000 5.600 12/1/2009 899052DN1 2019 2,240,000 5.700 12/1/2009 899052DL5 U.S. Bank National Association, as Refunding Trustee Dated: This notice shall be given immediately by first class mail to each registered owner of the Refunded Bonds, to Ambac Assurance Corporation and to each Nationally Recognized Municipal Securities Information Repository. NOTICE IS HEREBY GIVEN that the City of Tukwila, Washington, has called for redemption on December 1, 2009, all of its then outstanding Limited Tax General Obligation Bonds, 1999 (the "Bonds The Bonds will be redeemed at a price of one hundred percent (100 of their principal amount, plus accrued interest to December 1, 2009. The redemption price of the Bonds is payable on presentation and surrender of the Bonds at the office of: 50952285.3 [By Mail or in Person] -or- The Bank of New York Mellon Worldwide Securities Processing 2001 Bryan Street, 9 Floor Dallas, TX 75201 Interest on all Bonds or portions thereof which are redeemed shall cease to accrue on December 1, 2009. The following Bonds are being redeemed: Maturity Date (December 1) EXHIBIT D Notice of Redemption* City of Tukwila, Washington Limited Tax General Obligation Bonds, 1999 [In Person Only] Any branch of Wells Fargo Bank, National Association in the State of Washington Par Amount Interest CUSIP Defeased Rate Nos. 2010 490,000 5.200% 899052DF8 2011 515,000 5.250 899052DG6 2012 540,000 5.300 899052DH4 2013 570,000 5.375 899052DJ0 2014 600,000 5.450 899052DK7 2015 635,000 5.550 899052DM3 2016 670,000 5.600 899052DN1 2019 2,240,000 5.700 899052DL5 By Order of the City of Tukwila, Washington The Bank of New York Mellon, as Paying Agent Dated: This notice shall be given not less than 30 nor more than 60 days prior to December 1, 2009, by first class mail, postage prepaid, to each registered owner of the redeemed bonds. In addition, notice shall be mailed within the same period, postage prepaid, to Moody's Investors Service, Inc., and Standard Poor's at their offices in New York, New York; Ambac Assurance Corporation at its principal office in New York, New York, to Lehman Brothers, or its successor, at its pnncipal office in Seattle, Washington; and The Depository Trust Company of New York, New York, and each NRMSIR. Under Section 3406(a)(1) of the Internal Revenue Code the Registrar may be obligated to withhold a percentage of the principal of a holder who has failed to furnish the Registrar with a valid taxpayer identification number and a certification that the owner is not subject to backup withholding. Owners who wish to avoid the application of these provisions should submit a completed IRS Form W -9 when presenting their certificates for payment. 50952285.3 50952285.3 EXHIBIT E U.S. BANK NATIONAL ASSOCIATION FEE SCHEDULE tiibank Fi.r SnrSmiu Gm-mewed C +l Corporate Trust Services 60 Livingston Ave St. Paul, MN 55107 Dated: December 8, 2008 Schedule of Fees for Services as Refunding Escrow Agent For City of Tukwila Limited Tax General Obligation Bonds 2008 (1999) Escrow Administrative Fees Billed One Time 04160 Refunding Escrow Agent, One Time One time fee for performance of the routine duties of the agent in administration of the defeasance escrow Administration fees are payable in advance Direct Out of Pocket Expenses Reimbursement of expenses associated with the performance pf our duties, including but not limited to publications, legal counsel after the initial close, travel expenses and filing fees. Extraordinary Services Extraordinary services are duties or responsibilities of an unusual nature, including termination, but not provided for in the governing documents or otherwise set forth in this schedule. A reasonable charge will be assessed based on the nature of the service and the responsibility involved. At our option, these charges will be billed at a flat fee or at our hourly rate then in effect. $750.00 At Cost Account approval is subject to review and qualification. Fees are subject to change at our discretion and upon written notice. Fees paid in advance will not be prorated. The fees set forth above and any subsequent modifications thereof are part of your agreement. Finalization of the transaction constitutes agreement to the above fee schedule, including agreement to any subsequent changes upon proper written notice. In the event your transaction is not finalized, any related out -of- pocket expenses will be billed to you directly. Absent your written instructions to sweep or otherwise invest, all sums in your account will remain uninvested and no accrued interest or other compensation will be credited to the account. Payment of fees constitutes acceptance of the terms and conditions set forth. IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. For a non individual person such as a business entity, a charity, a Trust or other legal entity we will ask for documentation to verify its formation and existence as a legal entity We may also ask to see financial statements, licenses, identification and authorization documents from individuals claiming authority to represent the entity or other relevant documentation. 1. General. TAX EXEMPTION AND NONARBITRAGE CERTIFICATE CONCERNING $6,180,000 LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, 2008, OF CITY OF TUKWILA, WASHINGTON I, JIM HAGGERTON, on behalf of the City of Tukwila, Washington (the "City certify as follows: 1.1 Responsible Officer. I am the Mayor of the City and, as such, am an officer of the City responsible for issuing the City's $6,180,000 par value Limited Tax General Obligation Refunding Bonds, 2008 (the "Bonds dated, delivered and paid for on the same date as the date of this certificate (the "issue date 1.2 Purpose of Certificate. This certificate is executed to establish the facts, estimates, and circumstances in existence on the issue date and the bona fide reasonable expectations of the City on the issue date as to future events in connection with the Bonds for the purposes of the applicable provisions of the Internal Revenue Code of 1986, as amended (the "Code and applicable Treasury Regulations under sections 103, 141, and 148 -150 of the Code. 1.3 Reasonable Basis for Expectations. To the best of my knowledge, information, and belief, this certificate accurately summarizes the facts, estimates, and circumstances in existence on the issue date, and the expectations of the City on the issue date about future events in connection with the Bonds are reasonable. 1.4 Defined Terms. Capitalized words used but not otherwise defined in this certificate have the meaning set forth in Ordinance No. 2216 of the City (the "Bond Ordinance 2. Purpose of Issuing the Bonds. 2.1 Governmental Purpose. The City is a local government unit of the State of Washington, and the Bonds are being issued for the purpose of providing the funds necessary to pay interest on the City's outstanding Limited Tax General Obligation Bonds, 1999, maturing in the years 2010 through 2016, inclusive, and 2019 (the "Refunded Bonds when due up to and including December 1, 2009, and to call, pay and redeem on December 1, 2009, all of the outstanding Refunded Bonds at a price of par (the "Refunding and to pay the costs of issuance and sale of the Bonds, as provided by the Bond Ordinance. The proceeds of the Limited Tax General Obligation Bonds, 1999 (referred to as the "prior issue were used to provide funds necessary (a) to carry out the current refunding of the City's outstanding Limited Tax General Obligation Bond Anticipation Note, 1998 (City Hall), the proceeds of which were used to provide interim financing for the construction of a new city hall, and (b) to pay part of the cost of acquiring property for and constructing a City office and 50954987.1 resource facility, parking area and other developments in connection with the Tukwila Village Program (collectively, the "Refinanced Improvements 2.2 No Impermissible Private Business Use. No more than 10% ($666,459) of the proceeds of the Bonds (or of a corresponding portion of the Refinanced Improvements) will be used for any private business use. No more than 5% ($333,179) of the proceeds of the Bonds (or of a corresponding portion of the Refinanced Improvements) will be used either for any private business use that is unrelated to the governmental purpose of the Bonds or for any private business use that is related to a governmental purpose of the Bonds but exceeds the amount of proceeds of the Bonds that are expected to be used for that governmental purpose. No more than 5% of the proceeds of the Bonds will be used directly or indirectly to make or finance loans to any person other than a governmental unit, except a loan, if any, which enables the borrower to finance a governmental tax or assessment of general application for a specific essential governmental function, or which constitutes a nonpurpose investment within the meaning of Section 148 of the Code. 3. Source and Disbursement of Proceeds. 3.1 Purchaser and Purchase Price of the Bonds. The Bonds will be sold to Seattle Northwest Securities Corporation of Seattle, Washington (the "Purchaser at a price of par plus an original issue premium of $483,599.15, less an underwriter's discount of $54,075.00, for a total purchase price of $6,609,524.15. 3.2 Funds into Which Proceeds From the Issuance and Sale of the Bonds Will Be Deposited. The sale proceeds to be derived by the City from the issuance and sale of the Bonds will be deposited as follows: (a) $18,406.30 will be wired on the issue date to Assured Guaranty Corp. (the "Bond Insurer in full payment of the premium for bond insurance as more fully described in Section 6.2; (b) $23,145.00 will be wired on the issue date to Foster Pepper PLLC in full payment of its fee as bond counsel; (c) $750.00 will be held by the Purchaser in payment of expenses related to printing and mailing the preliminary and final Official Statement with respect to the Bonds; (d) $6,565,848.90 will be wired to U.S. Bank National Association, as refunding trustee (the "Refunding Trustee and used to establish a refunding escrow to carry out the Refunding and to pay the administrative cost of the Refunding and the remaining costs of issuing, selling and delivering the Bonds; and (e) Excess proceeds of the Bonds of $1,373.95 (which is an amount less than 1% of the sale proceeds of the Bonds) will be deposited in the Limited Tax General Obligation Refunding Bond Fund, 2008 (the "Bond Fund and used to pay interest on the Bonds on their first interest payment date. 50954987 1 -2- 4. The Refunding. 4.1 Use of Proceeds and Other Funds. Of the sale proceeds of the Bonds deposited with the Refunding Trustee, $6,553,897.00 will be used on the issue date to acquire United States Treasury Certificates of Indebtedness, Notes, and Bonds -State and Local Government Series (the "Acquired Obligations which will be held by the Refunding Trustee, together with $1.90 of Bond proceeds as a beginning cash balance, in the refunding escrow established to accomplish the Refunding. The remaining sale proceeds of the Bonds deposited with the Refunding Trustee will be used to pay the costs of issuance of the Bonds. 4.2 Purpose and Effect of the Refunding. (a) Interest Cost Savings. The purpose of the Refunding is to accomplish an interest cost savings to the City of $317,942.50, with a net present value of $258,660.08, as represented by the difference between debt service on the Bonds and debt service on the prior issue discounted to the issue date using the yield on the Bonds as the discount rate. (b) Permitted Advance Refunding. The issuance of the Bonds represents only the first advance refunding of an issue issued after 1985 to provide tax exempt new money financing for the Refinanced Improvements. (c) Reauired Redemption of Prior Issue. The date on which the prior issue will be called for redemption pursuant to the Refunding is the first date on which such issue may be called for redemption. 5. Payment of Bonds. 5.1 Debt Service Structure. The Bonds are general obligation bonds of the City and are serial in form. Principal of the Bonds is payable annually on December 1 of each year from 2009 to 2019, inclusive. Interest on the Bonds is payable semiannually on each June 1 and December 1, commencing on June 1, 2009. The Bonds are not subject to call prior to their respective maturities. 5.2 Source of Payment. The Bonds are payable from the proceeds of taxes levied against all of the taxable property located within the City and other funds available therefor. Those funds that are expected to be used to pay principal of or interest on the Bonds will be deposited in the Bond Fund and used within 13 months of their deposit in that fund for payment of principal of or interest on the Bonds. The Bond Fund will be used primarily to achieve a proper matching of tax revenues of the City and debt service on the Bonds within each bond year. It is expected that the Bond Fund will be depleted at least once a year (on each December 1), except for a reasonable carryover amount not expected to exceed the greater of one year's earnings on that fund or 1/12 of the annual debt service on the Bonds. 5.3 Absence of Other Sinking Funds. Except for the Bond Fund, the City has not created or established and does not expect to create or establish any reserve fund, sinking fund, or other similar fund that is reasonably expected to be used directly or indirectly to pay debt service on the Bonds or any pledged fund with respect to which there is reasonable assurance 509549871 -3- that money will be available in that fund to pay debt service on the Bonds even if the City were to encounter financial difficulties. 6. Restrictions on Investing Proceeds of the Bonds in Hither Yielding Investments. 6.1 Calculation of Yield on Bonds. The yield on the Bonds has been calculated as that yield which when used in computing the present worth of all payments of principal of and interest on the Bonds produces an amount equal to the issue price of the Bonds. The "issue price" of the Bonds is the initial offering price (including accrued interest and original issue discount or premium, if any) at which a substantial amount (at Least 10 of each maturity of the Bonds have been sold to the public (not including bond houses, brokers or other intermediaries). Based on the Certificate of Purchaser attached hereto as Exhibit A, the yield on the Bonds has been calculated to be 3.87045 In determining this yield, no adjustments were made for Purchaser's discount or other costs of issuance of the Bonds. 6.2 Bond Insurance Premium Taken Into Account as Payment for Oualified Guarantee With Respect to the Bonds. For the purpose of calculating the yield on the Bonds, a bond insurance premium paid to the Bond Insurer in the amount of $18,406.30 has been taken into account as additional interest paid with respect to the Bonds and as payment for a "qualified guarantee" under Treasury Regulations Section 1.148 -4(f). Based upon the Certificate of Purchaser, competitive proposals to provide bond insurance for the Bonds were solicited on behalf of the City, and the City has selected the Bond Insurer because it offered to provide the bond insurance for the lowest cost. Also, based upon the Certificate of Purchaser, the present value (calculated using the yield on the Bonds determined by taking into account the payment of the bond insurance premium) of the bond insurance premium is less than the present value (calculated using the yield on Bonds) of the interest cost saving to the City represented by the comparative differences between interest amounts that would have been payable on the various maturities of the Bonds at interest rates on the Bonds issued with and without the bond insurance on the Bonds provided by the Bond Insurer. Therefore, the bond insurance premium paid to the Bond Insurer represents a reasonable charge for the transfer of the credit risk associated with the Bonds to the Bond Insurer. No portion of the bond insurance premium represents a payment, directly or indirectly, for any services other than the acceptance of the credit risk associated with the Bonds, and any fees for any such other services have been separately stated. 6.3 Calculation of Yield on Acquired Obligations. The yield on the Acquired Obligations has been calculated (using the same method and frequency intervals used in calculating the yield on the Bonds) as that yield which when used in computing the present worth of all payments of principal of and interest on the Acquired Obligations produces an amount equal to the purchase price of the Acquired Obligations. The purchase price of the Acquired Obligations is their subscription price paid on the issue date to the Division of Special Investments of the United States Bureau of Public Debt, which subscription price is deemed to be the fair market value of the Acquired Obligations pursuant to Treasury Regulations §1.148- 5(d)(6)(i). As so determined, the yield on the Acquired Obligations is 0.82205 3.04840% less than the yield on the Bonds. 50954987 I -4- 6.4 Restrictions on Investment of Proceeds in Higher Yielding Investments. (a) Proceeds in Refunding Escrow. The applicable temporary period for investing proceeds of the Bonds held in the refunding escrow is 30 days after the issue date, but the City elects to waive this temporary period, and those proceeds (including investment proceeds) will not be invested at a yield higher than the yield on the Bonds. (b) Proceeds Used for Costs of Issuance. Proceeds of the Bonds to be used to pay costs of issuance of the Bonds may be invested in higher yielding investments for a temporary period of one year from the issue date. (c) Bond Fund. Amounts treated as replacement proceeds of the Bonds because they are held in the Bond Fund may be invested in higher yielding investments for a temporary period not exceeding 13 months from the date of their deposit in the Bond Fund. (d) Investment Earnings. Investment proceeds of the Bonds (other than investment earnings on Acquired Obligations in the refunding escrow) for which no other temporary period is available may be invested in higher yielding investments for a temporary period of one year from the date of receipt of those investment earnings. (e) Restricted Yield Investments. Proceeds (and amounts treated as replacement proceeds) of the Bonds that may not be invested in higher yielding investments will be invested only in (i) obligations purchased at fair market value in bona fide, arm's- length transactions in an established market for those obligations and having yields not materially higher than the yield on the Bonds when calculated using the same frequency interval of compounding interest as used for the Bonds, (ii) obligations the interest on which is excluded from gross income under Section 103 of the Code that are not private activity bonds under Section 141 of the Code (or obligations treated as tax exempt obligations under Section 103 of the Code, e.g., obligations issued by certain qualified regulated investment companies which invest, to the extent practicable, all of their assets in tax exempt governmental bonds and meet certain other conditions), and Demand Deposit Securities issued by the United States Treasury pursuant to the State and Local Government Series program, or (iii) other United States Treasury Obligations —State and Local Government Series having yields not materially higher than the yield on the Bonds. 7. General Arbitrage Rebate Compliance. The Bonds are subject to the rebate requirement imposed by Section 148(0 of the Code, and therefore the City, in the manner and to the extent required by that Section, will calculate and rebate to the United States any investment earnings on gross proceeds of the Bonds that are in excess of the amounts that would have been earned if those gross proceeds had been invested at the yield on the Bonds, plus any income attributable to such excess earnings. Investment earnings on amounts held in the Bond Fund will not be taken into account for this purpose at any time, even if the amount earned is $100,000 or more in a bond year, because the Bonds bear interest at fixed rates (i.e., rates that do not vary during the term of the Bonds) and have an average maturity of at least 5 years. If the City for any reason fails to comply with the rebate requirement to the extent applicable to the Bonds, the City, to the extent permitted and required 50954987 1 -5- by Section 148(f)(7) of the Code, will pay any penalty that may be necessary to preserve the tax exemption for interest on the Bonds. 8. Bonds Meet Other Arbitrage Reauirements. 8.1 No Other Governmental Obligations Part of This Issue. There are no other obligations of the City that are being sold at substantially the same time (less than 15 days apart) as the Bonds pursuant to the same plan of financing and that are reasonably expected to be paid from substantially the same source of funds. 8.2 No Renlacement of Funds Invested in Higher Yielding Investments. No portion of the proceeds of the Bonds will be used directly or indirectly to replace funds of the City invested in higher yielding investments. 8.3 No Abusive Arbitrage Device. The primary, bona fide governmental purpose of issuing the Bonds is to finance the costs of the Refunding. No action is being taken or will be taken in connection with the issuance of the Bonds that has the effect of (i) enabling the City to exploit the difference between tax exempt and taxable interest rates to obtain a material financial advantage by investing any portion of the gross proceeds of the Bonds over any period of time, and (ii) overburdening the tax exempt bond market as a result of issuing more Bonds, issuing the Bonds earlier, or allowing the Bonds to remain outstanding longer than is otherwise reasonably necessary to finance the costs of the Refunding. 8.4 No Intent to Earn Impermissible Arbitrage Profit. The City will not take any intentional action to earn any impermissible arbitrage profit from the investment of gross proceeds of the Bonds. 9. Bonds Meet Other Requirements for Tax Exemption. 9.1 Bonds in Registered Form. The Bonds are issued only in registered form. 9.2 No Federal Guaranty. Except as otherwise permitted by the Code, payment of the principal of or interest on the Bonds is not guaranteed in whole or in part by the United States or any agency or instrumentality thereof. 9.3 Information Return to Be Filed. The City will cause a Form 8038 -G Information Return respecting the Bonds to be timely filed with the Internal Revenue Service. 9.4 Bonds Not Hedge Bonds. On the date of issue of the prior issue (or, with respect to the current refunding portion of the prior issue, on the date of issue of the original new money obligations being refunded with proceeds of the Bonds- -the "original new money obligations the City reasonably expected that (i) at least 85% of the spendable proceeds of the prior issue or original new money obligations would be used to carry out the governmental purposes of the prior issue or original new money obligations within the 3 -year period beginning on their respective dates of issue, and (ii) not more than 50% of the proceeds of the prior issue or original new money obligations would be invested in nonpurpose investments having a substantially guaranteed yield for 4 years or more. 50954987 I -6- 10. Bonds Tax Exempt and Not Arbitrage Bonds. The City expects that bond counsel to the City will rely upon the foregoing facts, estimates and circumstances in existence on the issue date and the reasonable expectations of the City as to future events respecting the Bonds to enable them to conclude that it is not expected that proceeds of the Bonds will be used in any manner that would cause the Bonds to be arbitrage bonds and to provide their opinion that the Bonds are governmental obligations the interest on which is excluded from gross income for federal income tax purposes under Section 103 of the Code. 50954987 1 DATED December 16, 2008. -7- CITY OF TUKWILA, WASHINGTON By: r. 7 di/ aggerto 12/15/2008 15:18 2065155 OBITS PAGE 01/02 State of Washington, Counties of King and Snohomish, Kathy Baldwin being duly sworn, says that he /she is an Authorized Agent of The Seattle Times Company, publisher of The Seattle Times and representing the Seattle Post- Intelligencer, separate daily newspapers, printed and published in Seattle, King County, State of Washington; that they are newspapers of general circulation in said County and State; that they have been approved as legal newspapers by order of the Superior Court of King County; that the annexed, being a display advertisement, was published in: City of Tukwila Summary Ordinance No. 2216 ;1� SI AFFIDAVIT OF PUBLICATION Seattle Times Ad# 3981731 Dated 12/04/2008 Page D3 Seattle Times And not in supplement thereof, and is a true copy of the notice as it was printed and /or distributed in the regular and entire issue of said paper or papers during all of said period, and that said newspaper or newspapers were regularly distributed to its subscribers during all of said period. Subscribed a swworn to before me this 15th day of December 2008. Notary Public in and for the State of Washington residing at Seattle. ,ntiWb tO, (20 Form 8038 -G (Rev November 2000) Department of the Treasury Internal Revenue Service Part I 11 12 13 14 15 16 17 18 19 20 1 Issuer's name City of Tukwila 3 Number and street (or P 0 box if mail is not delivered to street address) 6200 Southcenter Boulevard 5 City, town, or post office, state, and ZIP code Tukwila, WA 98188 7 Name of issue Limited Tax General Obligation Refunding Bonds, 2008 9 Name and title of officer or legal representative whom the IRS may call for more information Shawn Hunstock, Finance Director Part II P1 Part III 22 Proceeds used for accrued interest 23 Issue price of entire issue (enter amount from line 21, column (b)) 24 Proceeds used for bond issuance costs (including underwriters' discount) 25 Proceeds used for credit enhancement 26 Proceeds allocated to reasonably required reserve or replacement fund 27 Proceeds used to currently refund prior issues 28 Proceeds used to advance refund prior issues 29 Total (add lines 24 through 28) 30 Nonrefundinq proceeds of the issue (subtract line 29 from line 23 and enter amount here) 1 30 1 Description of Refunded Bonds (Complete this part only for refunding bonds.) 31 Enter the remaining weighted average maturity of the bonds to be currently refunded N/A years 32 Enter the remaining weighted average maturity of the bonds to be advance refunded 6 9 years 33 Enter the last date on which the refunded bonds will be called 12/1/2009 34 Enter the date(s) the refunded bonds were issued 11/1/1999 Miscellaneous Part V Part VI Sign Here Information Return for Tax Exempt Governmental Obligations Under Internal Revenue Code section 149(e) See separate Instructions. Caution: If the issue price is under $100,000, use Form 8038 GC. Reporting Authority If Amended Return, check here Type of Issue (check applicable box(es) and enter the issue price) See instructions and attach schedule 1 11 1 12 1 13 114 15 16 17 18 Education Health and hospital Transportation Public safety Environment (including sewage bonds) Housing Utilities Other. Describe refund City Hall and Tukwila Village Project bonds If obligations are TANs or RANs, check box If obligations are BANs, check box If obligations are in the form of a lease or installment sale, check box Description of Obligations. Complete for the entire issue for which this form is (a) Final maturity date (b) Issue price 12/1/2019 1 6,663,559 1 6,180,000 1 6.9 years 1 Uses of Proceeds of Bond Issue (including underwriters' discount) 35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) b Enter the final maturity date of the guaranteed investment contract 37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units b If this issue is a loan made from the proceeds of another tax exempt issue, check box and enter the name of the issuer and the date of the issue 38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box 39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box 40 If the issuer has identified a hedge, check box Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge and belief, they are true, correct, and complete. Sigre of of issuer's authorized representative (c) Stated redemption (d) Weighted price at maturity average maturity 1 24 1 25 1 26 1 27 1 28 2 Issuer's employer identification number 91 6001519 Room /suite 4 6 8 Report number 3 01 Date of issue December 16, 2008 CUSIP number 899052FB5 10 Telephone number of officer or legal representative 206 433 -1838 being filed. 1 22 1 0 1 23 1 6,663,559 89,920 18,406 0 0 6,553,899 1 29 6,662,225 1,374 1 35 1 1 36a 1 37a OMB No. 1545 -0720 (e) Yield 6,663,599 3.8705 Shawn Hunstock 12/16/2008 Finance Director Date Type or print name and title For Paperwork Reduction Act Notice, see page 2 of the Instructions. Cat. No. 63773S Form 8038 -G (Rev 11 -2000) 12/15/2008 15:18 20651555 OBITS PAGE 02102 SUMMARY OF Ordinance No. 2216 City of Tukwila, Wolhin9lan On ORcentber 1 20OR file City Council of Ilia City or Tvkwllo, W06ningIon, adopted Ordl. nnnce IQ0. 221f, the m0111 polnts Of which arc sunlnlOriled by Its title as fallow$: AN ORDINANCE OF THE CITY COUNC I I. OF THE CITY OF ON, RGLATIN WASHING- TRACTING INDEBTED NESS; PROVIDING FOR THE ISSUANCE OF $6190,000 PAR VALUE OF LIAITED TAX GENERAL 08LIGA- 2O0 THE G TY FOR GEN- ERXL CITY PURPOSES TO PROVIDE FUNDS WITH OF ADVANCE REFUNfj NG A PORTION OF THE CITY'S OUTSTANDING LIMITED TAX GENERAL QBLIGA- TION BONDS, 1999, AND PAY- ING THE ADMINISTRATIVE COSTS OF SUCH REFUND- ING AND THE COSTS OF IS- SUANCE AND SALE QF SUCH BONGS: FIXING THE DATE, FORM, MATURITIE5, INTEREST RATES, TERM5 AND COVENANTS OF THE BONDS; ESTABLISHING A BONA FUND PROVIDING FOR AND bUTHORIZING THE PURCHASE QF CER- TAIN OBLIGATIONS OUT OF THE PROCEEDS OF THE SALE OF THE BONDS HERE- IN AUTHORIZED AND FOR THE USE AND APPLICA- TION OF THE MONEY DE- RIVED FROM TH05E IN- VESTMENTS; AUTHORIZ. INGTHE EXEGUTIONOFAN AGREEMENT WITH U.S. BANK NATIONAL ASSOCIA• TION OF SEATTLE, WASH- INGTON, AS REFUNDING TRUSTEE; PROVIDINGFOR THE CALL, PAYMENT AND REDEMPTION OF THE OUT- STANDING BONDS TO BE REFUNDED: PROVIDING FOR THg PURCHASE OF OONb INSURANCE; AND APPROVING THE SALE AND PROVIDING FOR THE DE- LIVERY OF THE BONDS TO SEATTLE NORTHWEST 5E- CURITIE5 CORPORATION OF 5 L WASHING- TON; PROVIDIIG PQR SEV- ERASILITY; AND ESTAQ L15HING AN EFFECTIVE DATE. The lull text of 111is ordinance will be malled upon requcsf. Approved by the pty Covneil at 0 Regular Maetina thereat on DeCembor 1, 200. Christy O'Flalleffy, CMC, City Clcrk Published Saottle Timos: December A, 20M The Seattle Times, representing the Seattle Post- Intelligencelr Customer: TUKWILA CITY OF Phone: 2064313650 Type: CONT Contract Number: 0 Address: 62010 SOUTHCENTER BLVD TUKWIL.A WA 98188 4 NT,,.,,1 )not-?->i .Ill To: 103784 Placed For; 103784 Bill To Admc: 479103006 Place For Adnic: 079103006 Sort: SUMMARY OFORDINANCE NO 2216CITY OF TUKW Price: $141,04 RC: T.LKC Class: 381; PUBLIC NOTICES Size; 1 (columns) x 92.00 (lines) Position.: Caller: E /CHRISTY O" FLAHERTY