O R I G I N A L Response to RFP # 2012-02 For Financial...

O R I G I N A L

Response to RFP # 2012-02 For Financial Advisor Services for the City of North Miami Beach

Due Date: February 1, 2012 Time: 2:00PM

P U B L I C R E S O U R C E S A D V I S O R Y G R O U P

TITLE PAGE

RESPONSE TO

RFP NO. 12-02

FOR FINANCIAL ADVISOR SERVICES

FOR THE CITY OF NORTH MIAMI BEACH, FLORIDA

DUE DATE: February 1, 2012 TIME: 2:00PM

Submitted by:

PUBLIC RESOURCES ADVISORY GROUP 100 Second Avenue South, Suite 903

St. Petersburg, FL 33701 Telephone: (727) 822-3339

Contact Person: Marianne F. Edmonds

P u b l i c R e s o u r c e s A d v i s o r y G r o u p

Financial Advisor Services Proposal to the City of North Miami Beach

TABLE OF CONTENTS TAB

A. Title Page ........................................................................................................................1

B. Table of Contents ............................................................................................................2

C. Cover Letter and Executive Summary ...........................................................................3

D. Firm Overview ...............................................................................................................5

E. Personnel and References ..............................................................................................10

F. Long-term Strategic Financial Planning Experience ...................................................18

G. Tax-Exempt New Money and Derivative Product Experience ....................................22

H. Taxable Financing Experience .......................................................................................26

I. Advance and Current Refunding Experience ..............................................................28

J. Market and Pricing Information .....................................................................................30

K. Disciplinary Action .......................................................................................................35

L. Cost Proposal and Reimbursement for “Out-of-Pocket” Expenses .............................36

M. Acknowledgements .......................................................................................................38

Appendix A City of St. Petersburg Occupational License

Appendix B Evidence of Legal Entity in the State of Florida

Appendix C PRAG’s Florida Transactions (Past Three Years)

Appendix D PRAG’s National Transactions (Past Three Years)

INDEPENDENT FINANCIAL ADVISORS

100 SECOND AVENUE SOUTH, SUITE 903 ST. PETERSBURG, FLORIDA 33701

TEL: (727) 822-3339 | FAX: (727) 822-3502

PUBLIC RESOURCES ADVISORY GROUP

January 31, 2012 Brian K. O’Connor, CPO 17011 NE 19th Avenue Room 315 North Miami Beach, Florida 33162 Dear Mr. O’Connor:

Public Resources Advisory Group, Inc. (“PRAG”) is pleased to submit this proposal to serve as financial advisor to the City of North Miami Beach. We are confident that we have the experience, expertise and communication skills to serve the City as financial advisor and are eager to demonstrate this ability to you. As a national firm with Florida based professionals PRAG has the experience and expertise needed to meet the City’s scope of services.

PRAG is an independent financial advisory firm whose sole business is to provide advisory services to governmental clients. While our client base includes many of the nation’s largest municipal issuers, our Florida practice is devoted to the needs of Florida’s local governments, and our responsiveness to the needs of our clients can be confirmed with our references. PRAG’s Florida based, senior professionals have the experience, knowledge and leadership skills to add value to and assist the City’s team as it addresses the financial challenges facing local government. Municipal finance is our only business and has been since our founding in 1985.

Scope of Work

As described in the Description of Services / Scope of Services, the City is looking to its financial advisor to be involved in all facets of the debt management process. There would be ongoing tasks and tasks related specifically to the issuance process.

At present, there are two major components to the City’s debt portfolio, each of which must be addressed on a separate basis:

• General Obligation Debt: The City has been active in refinancing its outstanding General Obligation debt. The City has successfully refinanced the Florida Municipal Loan Council, Series 2000 B bonds in 2011 and has recently received proposals for the refinancing of the Series 2002 A bonds.

• Water Utility System Debt: The City’s Florida Municipal Loan Counsel, Series 2002 B Water Utilities bonds will be callable on August 1, 2012. By refinancing these bonds, the City will be able to realize significant savings both on a present value basis as well as in annual cash flow.

Additionally, there are other smaller components of the City’s debt which PRAG will also assist the City in managing:

• Sales Tax Debt: The Series 2003B bonds supported by a one-half cent sales tax can be refinanced on a current basis starting in 2013 and will likely provide significant savings to the City.

• State Revolving Fund Loans: Since 2009, the City has participated in the State’s Revolving Loan Program. While the amounts borrowed do date have been small, these loans represent an extremely low cost way for the City to fund its wastewater pollution control facilities and public water systems.

• CRA Note: The North Miami Beach Community Redevelopment Agency has issued approximately $8 million in taxable and tax-exempt notes for the redevelopment area. The terms of the two loans are through 2027 and may be refinanced or restructured in the future.

In the past the City has funded its borrowing needs through the Florida Municipal Loan Council. In the current market, the City has been able to sell bonds both through the Council as well as through direct purchase by banks. PRAG views this time as an opportunity for the City to proactively examine both its needs and objectives for any prospective borrowings on a long-term basis in order to best manage how it goes about structuring its new borrowings. For a highly rated issuer such as the City, it is important to minimize its borrowing costs while retaining the maximum amount of flexibility going forward.

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Financial Advisory Services Proposal to the City of North Miami Beach 5

D. Firm Overview Firm Overview. PRAG is a nationally recognized independent financial, investment and swap advisory firm organized as a subchapter-S corporation and wholly-owned and managed by its employees. Founded in 1985 to provide independent and comprehensive financing support to state and local governments, authorities and agencies, PRAG has served only governmental entities throughout its more than 25-year history. Our success has been built on a solid history of high-quality independent advice, responsive service, the commitment of experienced personnel and unblemished integrity. PRAG’s only business is providing independent financial and investment advisory services to municipal clients. The firm is registered under the Investment Adviser’s Act of 1940.

In 2005, PRAG acquired independent financial advisory firm, Marianne Edmonds, Inc. (MEI), and opened PRAG’s Florida office. This acquisition allowed PRAG to better serve our Florida clients, which at the time included the Cities of Orlando and Jacksonville, Broward County and the State Division of Bond Finance. The acquisition also expanded the range of services provided to MEI’s Florida clients. We continue to grow our client base by providing superior and attentive service to our clients. Our professionals are drawn from diverse backgrounds, including issuers, advisors, credit analysts and underwriters of municipal debt which has allowed us to build a team with deep knowledge of the capital markets, unmatched quantitative skills and an in-depth appreciation of the unique challenges of governmental entities.

Firm Organization. PRAG is headquartered in New York City and has fully staffed offices in Florida, Pennsylvania and California. We assign senior personnel on all engagements; over 80% of our professional staff have worked in public finance for at least 10 years.

Firm Size and Locations. As PRAG serves as financial advisor to only municipal governments, 100% of our professionals are dedicated to public finance. Today, PRAG has 27 public finance professionals located across the country in five offices. Our public finance professionals are supported nationwide by a team of experienced support personnel.

Office Location Total Staff Advisors New York, NY 24 13 Philadelphia, PA 3 2 St. Petersburg, FL 3 2 Los Angeles, CA 6 3 Oakland, CA 1 1

Independent, Unbiased Advice. PRAG does not have any financial advisory engagements that would interfere with our ability to provide independent and unbiased advice to the City of North Miami Beach. In addition, as an independent financial advisor not affiliated in any way with a broker/dealer, PRAG does not engage in any form of underwriting, trading, marketing, or investing in tax-exempt securities, nor does it act as an investment manager for government funds. This restriction eliminates the possibility that a conflict can ever exist within our organization between marketing and financial advisory services and ensures that we will always act in the best interest of the City.

Commitment to the Municipal Bond Industry. Municipal finance is PRAG’s sole business—our commitment is unmatched. As evidenced by the table below, PRAG has been one of the nation’s top three financial advisors in each of the past ten years. We maintain this market share by utilizing a higher concentration of senior personnel than our competitors. Our use of experienced, senior personnel ensures that each client receives the highest possible level of service.

PRAG Financial Advisory Rankings (2001 to 2010)

Total Long-Term Municipal Issues

Market Year Rank Share 2001 $19.7 billion 2 6.9 2002 $33.9 billion 1 9.5 2003 $37.1 billion 2 9.8 2004 $24.8 billion 2 6.9 2005 $21.9 billion 2 5.4 2006 $18.5 billion 3 4.8 2007 $27.3 billion 3 6.4 2008 $20.3 billion 3 7.5 2009 $42.5 billion 2 13.5 2010 $31.1 billion 2 9.4 Total: $277.1 billion

Experience and Expertise. PRAG is a full-service financial advisory firm with experience and expertise in a broad range of services pertinent to municipal entities. The following table lists some of the primary services we provide in our capacity as financial advisors as well as the types of transactions on which we have advised.



Services Offered by PRAG Bond structuring and timing advice Credit rating strategy and presentations Capital and long-term financial planning Debt, derivative and investment policies Restructuring of debt and investments Bank loan procurement Negotiated and competitive bond sales Development of innovative financial products Underwriter and professional services selection Special reports and studies Assistance with negotiations of contracts Swap and derivative advice, pricing, and monitoring Investment strategies and execution

Types of Transactions General Obligation bonds Utility revenue bonds Special assessment bonds Special tax bonds Project-based financing Community Redevelopment Agency bonds Synthetic financing products Bank loans Pooled loan financings

National City Experience. PRAG is proud of its long term service to city issuers. We have provided financial advisory services to numerous cities in the nation, with 427 completed financings totaling more than $147 billion. Our experience with government issuers includes the following:

Select City Experience

City of Atlanta City of Orlando City of Baltimore City of Phoenix City of Hollywood City of San Diego City of Jacksonville City of San Francisco City of Los Angeles City of San Jose City of New York City of Tampa City of Oakland District of Columbia

Florida Experience. PRAG’s professionals have extensive experience managing debt financing programs for Florida local governmental clients. The team members assigned to this engagement understand the legal and political nuances of Florida public finance. We have worked with numerous individuals across the state, in the government, legal, public finance and investment communities.

In 2005, PRAG acquired independent financial advisory firm, Marianne Edmonds, Inc. (MEI), and opened

PRAG’s Florida office. This acquisition allowed PRAG to better serve our Florida clients. The acquisition also expanded the range of services provided to MEI’s Florida clients.

Ms. Edmonds, the proposed Project Manager, has worked as an investment banker and financial advisor to governmental issuers in Florida since 1982. She has worked with the Division of Bond Finance since 1999 and the Housing Finance Authority of Miami-Dade County since 1982. She has represented the City of Orlando since 2003 and the City of Tampa since 2002. Mr Huestis, the proposed Co-Project Manager, has worked in the State of Florida since 1994. He has worked with a wide variety of Cities and Counties as an advisor in addition to time spent as the Treasurer of the District of Columbia.

PRAG has provided advisory services to a variety of Florida issuers, assisting on 57 completed debt transactions totaling over $3.39 billion for the past three years. A list of these transactions is provided in Appendix C.

Market Intelligence. As a result of our financial advisory work on a large volume of debt issuance (an annual average of $26.1 billion in the municipal markets each year) we are in frequent contact with all major market participants. Our independence, together with our client base of large, frequent issuers, increases the willingness of these participants to share information with our professionals. We obtain daily pricing opinions from a wide variety of participants, with the result that our composite knowledge of market factors is superior to any one firm’s perspective for a particular sale. Three of the largest issuers in the tax-exempt markets, with the most complex debt management programs are PRAG clients - the State of California, the City of New York and Los Angeles County. The firm has assisted numerous states, including Florida, Georgia, Maryland, New York, North Carolina and West Virginia, in addition to such municipal governments as Atlanta, Baltimore County, Broward County, District of Columbia, Jacksonville, Los Angeles, Miami-Dade County, Orlando, Phoenix, and Tampa.

Skilled Technical and Analytic Capabilities. PRAG is recognized by our clients and the public finance community as the leading financial advisor for highly technical and analytical assignments. We take pride in the sophisticated financial models which we bring to our financial advisory engagements. PRAG has the capability to custom design and develop software specifically tailored to the needs of our clients. These services are included in our standard fee structure and will not increase the cost to the City. Most of our senior and junior personnel, including those on the City’s financing team, have strong backgrounds in quantitative modeling



and technical analysis. Finance is ultimately dependent on numbers, and an in-depth understanding of quantitative modeling and analysis is integral to achieving optimal financial results. PRAG professionals keep abreast of market developments and advances in technology to ensure that our clients receive the most sophisticated financial analysis available. Our professionals use a combination of spreadsheet-driven templates, higher level computer languages (e.g., Visual Basic for Applications), linear and non-linear software modules (e.g., What’s Best!), as well as “off-the-shelf” software (e.g., the industry-standard DBC Finance), to assure that we are in a position to provide our clients with the analysis necessary to make informed decisions.

PRAG offers its clients the same level of sophistication available to the largest Wall Street firms. We believe that our clients need to maintain the same analytic rigor as the firms underwriting their bonds. This allows our clients to be on equal footing in assessing various alternatives including the risks, rewards and benefits offered by various purchasers. Our firm has the ability to design client-specific software which is extremely valuable and cost-effective for our clients. In addition to project-specific software, the firm’s software base includes programs and modules as shown here.

For each analytic tool, PRAG has the capability to add an optimization module that allows us to advise clients on the structure which will optimize a set of stated goals. Our optimization module allows the development of senior/mezzanine/junior financing structures that solve for the largest possible borrowing amount given differing coverage factors on each level of financing. The firm is dedicated to the use of optimization techniques, together with standard modeling practices, in order to assure

clients that the structures that are ultimately implemented not only meet their goals but do so in an optimal manner.

Credit Strategy and Experience. One significant strength of PRAG is our knowledge of municipal credit. PRAG maintains a frequent dialogue on behalf of our issuer clients with key rating analysts to keep both sides abreast of the latest developments. We have contact with rating agencies on an almost daily basis. We have developed our understanding of the credit rating agency process through our work with issuers over multiple economic cycles. Moreover, Claire Cohen, who was formerly Vice Chair at Fitch Ratings, serves the firm as Senior Counselor on credit matters. Our expertise and experience can directly benefit the City in formulating a credit approach for each of its projects in order to achieve the highest possible ratings and thus, the lowest cost of financing. We have not only helped to avoid credit rating downgrades during the recent financial crisis; but in better times we have helped to obtain upgrades for a number of issuers in spite their growing debt and capital improvement programs.

Select Rating Actions for PRAG Clients in Florida Miami-Dade County Fitch upgrade from

Transit System Sales negative outlook to stable Surtax Revenue Bonds for A+ rating City of Tampa Sales Tax Moody’s upgrade from A1

Bonds to AA3 City of Tampa Utility Tax Moody’s upgrade from A2

Bonds to A1 Standard & Poor’s upgrade from A to AA- Department of Children First time ratings of AA+

and Families (South by Standard & Poor’s Florida Evaluation and Treatment Center) City of Orlando Venues Investment grade rating

Project for third lien, hotel tax backed debt City of Hollywood Water Moody's upgrade from A2

and Sewer to A1 Sophisticated Swap and Derivatives Expertise. While the City of North Miami Beach has no exposure to derivatives, PRAG’s professionals can assist the City in analyzing and evaluating derivative and other more complex structures should appropriate opportunities develop. Our professionals have experience with all types of synthetic products - interest rate swaps, forward swaps, interest rate caps, interest rate locks, collars and floors, swaptions, rate locks and cross currency swaps. Additionally, over the past three years, we have had extensive experience assisting issuers in negotiating the termination or unwinding of derivative structures as a result of the upheaval in the credit market. Having assisted with approximately $30 billion of municipal

PRAG's Software Base

Debt Structuring Project Finance Derivative Products Pricing and Analysis Cash Flow Analysis Debt/Equity Analysis Advance Refunding Analysis Escrow Structuring & Restructuring Call Option Pricing Flow of Funds Analysis Forward Delivery Analysis Investment Optimization TIC/NIC/Spread Analysis Bid Optimization Leasing Asset-backed Products Rebate Analysis/Requirements



derivatives in total, PRAG is unmatched in evaluating, negotiating and completing derivative transactions.

PRAG also develops derivative guidelines for issuers in order to establish coordinated financial programs and to assess how various financial products such as swaps and derivatives relate to overall borrowing needs. The table below highlights some of our experience:

Diligent Review of Documents. An important area in which PRAG helps to mitigate risk for our clients is the review of documents. Although the professionals at PRAG are not practicing attorneys, our diligence in reviewing and commenting on legal documents, including bond purchase contracts, liquidity facility agreements, and trust agreements, is regularly recognized by clients and their counsel. Our professionals have a strong working understanding of the current market-standard forms of documents. We leverage this expertise to negotiate, on behalf of our clients, better than market-standard terms. These terms are frequently designed to mitigate risk for our clients, as well as to improve economics and preserve future flexibility.

In addition, PRAG assumes an active role in the review of the disclosure process and documentation for our clients. For disclosure in particular, we assist clients to better focus on topics which have received increased investor attention (e.g., pension funding status, types of investments, and variable and derivative product exposure). We have found that investors have become more focused on comprehensive disclosure. By attracting more investors we can improve the pricing of our clients’ bonds.

Senior Staff Involvement and Participation. Our firm relies on senior staff involvement and hands-on participation. Our advisors work with fewer clients than those of many other firms which allows us to pay greater attention to each client. This model is in contrast to other financial advisory firms, where senior professionals cover a large number of clients, with the majority of work being done by junior personnel.

Commitment to Outstanding Service. All PRAG professionals understand that the mark of a great financial advisor is being knowledgeable while providing fast, responsive customer service. We are dedicated to always being available to our clients and pride ourselves on the responsiveness of our service along with the ability to meet our clients’ deadlines. To this end the project managers assigned to this engagement are based in our St. Petersburg office. PRAG has invested in the technology necessary to enable our professionals to work as efficiently in the office or out of the office, allowing them to attend the City’s meetings as required and in an efficient manner.

Client retention over the longer term indicates an appreciation of PRAG’s analytical skills, credit experience, market knowledge and quantitative experience. We take great pride in our experience with Florida municipalities and believe that our long-term relationships demonstrate ongoing client satisfaction.

Select Long Term Clients Name Length of Service

Anne Arundel County (MD) 24 years (since 1987) Baltimore County (MD) 26 years (since 1985) Broward County (FL) 11 years (since 1999) Chesterfield County (VA) 24 years (since 1987) City of Los Angeles (CA) 26 years (since 1985) City of New York (NY) 21 years (since 1990) City of Tampa (FL) 12 years (since 1999) Commonwealth of Virginia 25 years (since 1986) District of Columbia (DC) 12 years (since 1999) Monmouth County (NJ) 25 years (since 1988) New York City Transitional

Finance Authority (NY) 14 years (since 1997) Northeast Maryland Water

Disposal Authority (MD) 30 years (since 1981) State of Connecticut 25 years (since 1988) State of Florida 12 years (since 1999) State of Georgia 10 years (since 2001) State of New Hampshire 28 years (since 1983) State of New York 26 years (since 1985)

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Advisory Team. PRAG’s staffing model uses senior level personnel to interact with the client on a day-to-day basis. Senior personnel will be providing hands-on financial advisory services at all times to every assignment for the City. Our staffing policy requires our project manager to be involved in all aspects of an engagement, to be experienced and fully understand all areas pertaining to a client’s needs. This approach results in a higher concentration of senior personnel compared to our competitors. By maintaining a high concentration of senior personnel within the firm, clients are assured that highly experienced personnel are involved in the day-to-day management and execution of all engagements. For the City of North Miami Beach, we have assembled a team that has had experience with local governments throughout the country. On a national level, PRAG is recognized for providing unparalleled advisory service to the largest and most frequent issuers in the country. Our Florida practice is further recognized for providing personalized attention to

smaller Florida issuers who issue debt on a less frequent basis. PRAG will only offer our services to issuers if we believe we can add value and assure that senior professionals are available to promptly respond to the client’s needs. We believe that this approach allows our experienced, senior professionals to provide high quality and responsive hands-on advisory services to our Florida clients.

The Florida professionals assigned to this engagement will draw upon firm wide resources as necessary, but will always serve as the primary point of contact. Our senior Florida professionals will be trusted advisors to the City

of North Miami Beach; not just gatekeepers.

The proposed financial advisory team for this engagement will be led by Marianne Edmonds as Project Manager who will provide overall project oversight as well as day to day responsibility. Thomas Huestis will work with the team to provide expertise in financial planning and Steven Peyser, the President of PRAG, will supervise any computer financial analysis and derivative related matters. Paul Sober will provide computer financial analysis and general engagement support. Claire Cohen will serve as credit supervisor. Monika Conley, who is located in our New York office and is in daily contact with the underwriting desks of the major market participants, will provide pricing assistance. These professionals will be available to the City to attend meetings and to provide prompt response to all requests. Additional firm resources will be made available as required. The table below lists the personnel assigned to work with the City, their title, location, experience and areas of responsibility.

Marianne Edmonds - Senior Managing Director and PRAG partner. Ms. Edmonds joined Public Resources Advisory Group (PRAG) in 2005 with its acquisition of Marianne Edmonds, Inc. She has worked as an investment banker and financial advisor to governmental issuers in Florida since 1982.

During Ms. Edmond’s twenty-eight years in public finance she has developed and implemented financing plans for general governmental capital projects, utility systems, resource recovery plants, refundings, equipment lease programs, lease purchase programs, housing, and sports facilities, among others. These financings have been secured by ad valorem revenues, non-ad valorem revenues, system revenues, user fees, sales taxes, tourist taxes, and

City of North Miami Beach Project TeamPersonnel Engagement

Role Location Experience Responsibilities

Marianne Edmonds Project

Manager St. Petersburg 28 years Primary contact for City of North Miami Beach and responsible for the day-to-day tasks of this engagement. Senior Managing

Director

Thomas Huestis Long-Term

Financial Planning Philadelphia 18 years Oversee long range planning and capital planning. Assist with allocation of firm resources. Senior Managing

Director

Steve Peyser PRAG President

Quantitative and Derivatives Supervisor

New York 26 years Oversee all quantitative analysis. Supervise analysis and procurement of derivative.

Paul Sober Quantitative and St. Petersburg 10 years Provide quantitative analysis and general project support. Vice President Project Support

Claire Cohen Credit New York 30 years Oversee credit analysis. Senior Counselor Supervisor

Monika Conley Pricing New York 17 years Monitor all pricing activities. Senior Managing

Director



covenants to budget and appropriate from legally available revenues.

Ms. Edmonds’ familiarity with Florida public finance law and practice is recognized by her peers and professional colleagues. She currently serves as the financial advisor to Orlando, Tampa, Pinellas County, Miami Dade County for Water and Sewer, Transit, Seaport and Solid Waste, the Florida Division of Bond Finance, Housing Finance Authorities in Brevard, Clay, Miami Dade and Polk Counties, the Tampa Sports Authority and the Hillsborough County Industrial Development. At the state level she has reviewed refunding proposals for the Department of Corrections, advised the Department of Children and Families on the development of the lease purchase documents for South Florida State Hospital and the South Florida Evaluation and Treatment Center and assisted the Department of Juvenile Justice in their review of various lease purchase proposals.

Ms. Edmonds recently completed a term as Vice Chairman of the Florida Prepaid College Board and its Investment Committee. Ms. Edmonds is a member of Leadership Florida. She earned a B.A. degree in mathematics from Northwestern University and an M.B.A. with specialization in public management and finance from The Wharton School of the University of Pennsylvania.

Professional Experience 2005-present

Senior Managing Director, Public Resources Advisory Group

1997-2005 President, Marianne Edmonds, Inc., an independent Financial Advisory firm

1989-1997 Senior Vice President, William R. Hough & Co. 1986-1989 Vice President, Smith Barney 1982-1986 Vice President, William R. Hough & Co.

Thomas Huestis - Senior Managing Director and PRAG partner. Mr. Huestis is a Registered Investment Adviser’s Representative and brings a unique understanding of municipal investment, debt management and financial management and operations based his experience as an independent financial and investment advisor and as a former municipal finance executive, serving as the Treasurer of the District of Columbia. Mr. Huestis’ recent projects include the development of a detailed cash flow model for the New York State Office of the Controller, an asset/liability management analysis for Howard County, Maryland, and a five-year financial plan, capital improvement program restructuring and cash flow model development for the City of Jacksonville.

Mr. Huestis received a Masters Degree from Carnegie Mellon University Graduate School of Industrial

Administration (MBA) and a Bachelor of Arts Degree in Government from Franklin & Marshall College.

Steven Peyser – President and PRAG partner. Mr. Peyser has been involved in the public finance field since 1983. He is responsible for setting the firm’s standards for analysts and for assuring that the firm’s personnel have the proper tools to evaluate and implement financings. Mr. Peyser has significant expertise in the negotiation of swap agreements with counterparties. In addition, he developed the firm’s methodology for real time swap and option pricing models that use the same basic methodology used by the dealers.

Mr. Peyser has overall responsibility for all quantative work at PRAG. He has assisted many issuers evaluate and implement derivative programs and products, including the cities of Atlanta, Los Angeles, New York, Phoenix and Tampa. Mr. Peyser has particular expertise in developing and implementing derivative products, including negotiating the terms and conditions of swap agreements, analyzing a product’s risks and benefits and pricing the product to obtain the lowest cost of financing.

Mr. Peyser holds a B.A. in economics and history with distinction in all subjects from Cornell University and a M.B.A. in finance from The Wharton School. He is a member of Phi Beta Kappa.

Paul M. Sober – Vice President. Paul Sober joined PRAG in 2010 as a Vice President in the firm’s St. Petersburg office. Prior to joining PRAG, he spent 10 years working in investment banking at Merrill Lynch, primarily in the Public Finance Department.

From 2001 through 2009, Mr. Sober worked in Merrill Lynch’s Tampa and New York offices, covering issuers in the State of Florida and the southeastern United States. In addition he was part of the Municipal Derivatives Products group. Mr. Sober has worked with issuers on a wide variety of financings including fixed and variable rate bond issuances both for new money and refunding purposes as well as the full range of swap transactions including fixed payors, fixed receivors, basis swaps, CMS swaps, and swap options. He has structured innovative solutions for the full range of credits including general obligation, water and sewer, ports, airports, higher education, not-for-profit healthcare, stadium and sports facilities, public power, tribal gaming and state-run insurance and reinsurance. Mr. Sober has worked with many issuers in the development of their swap management policies and has been involved in negotiations with rating agencies, swap counterparties and insurers on behalf of clients. Mr. Sober earned a B. S. E. in Mechanical Engineering from Duke University. He obtained an NASD Series 7 Registered Representatives License and Series 63 securities license.



Claire Cohen - Senior Counselor. Since joining PRAG, Ms. Cohen has advised on all credit matters for clients, including the states of New Hampshire, Georgia, New York, West Virginia and District of Columbia, among others. Previously, she was Vice Chairman of Fitch Ratings. Prior to joining Fitch, Ms. Cohen was a vice president and managing director of Moody’s Investors Service. She began her career in 1956 at Dun and Bradstreet’s Municipal Service Department. Ms. Cohen is a graduate of Radcliffe College. She is a member of the Municipal Forum of New York, the Municipal Analysts Group of New York and the National Federation of Municipal Bond Analysts. She is a former member of the Federal Accounting Standards Advisory Board and has served on the Government Accounting Standards Advisory Council. Ms. Cohen has been a frequent speaker at professional conferences and has been the recipient of several awards, including the Municipal Forum of New York’s Austin V. Koenen Award for Career Achievement in the Private Sector. She has also been named an Honorary State Treasurer.

Monika Conley - Senior Managing Director and PRAG partner. Ms. Conley serves as project manager for the states of New Hampshire and New York, the Local Government Assistance Corporation of New York, Baltimore County, Monmouth County, Broward County, the Northeast Maryland Waste Disposal Authority and the Maryland Stadium Authority. She has worked on financings for a variety of purposes including

transportation, water and wastewater, solid waste disposal and general governments.

In addition to her other duties, Ms. Conley is responsible for maintaining market contact with all major market participants. As a partner in PRAG’s New York office, she reviews all pricings and coordinates the internal dissemination of market information. Ms. Conley received her B.S. and M.S. degrees from the Central School of Planning and Statistics in Warsaw, and a Ph.D. from New York University. She also has a M.B.A. from the Columbia University Graduate School of Business.

Advisory Team’s Florida Experience. The team members assigned to this engagement understand the legal and political nuances of Florida public finance. We have worked with numerous individuals across the state, in the government, legal, public finance and investment communities. PRAG has provided advisory services to a variety of Florida issuers, assisting on 57 completed debt transactions totaling over $3.39 billion for the past three years. A list of our firm’s Florida transactions for the past three years is provided in Appendix C.

One of the best methods of demonstrating one’s professional abilities is by the references provided by prior and existing clients. Starting below is a list of select client references and the transactions for which we have provided advisory services in the State of Florida during the past five (5) years.



Marianne Edmonds – Florida Client References

City of Orlando

Christopher McCullion, City Treasurer 400 S. Orange Avenue, 4th Floor, Orlando, FL 32802 Phone: 407-246-2341 E-mail: [email protected]

Services Provided: Full Service Financial Advisor Strategic planning Debt capacity analysis Cash flow modeling Ratings strategies Bond Structuring Bond issuance Marketing strategy

$40,260,000 Capital Improvement Refunding Special Revenue Bonds, Series 2010C 4,760,000 CRA Tax Increment Revenue Bonds, Series 2010A (Downtown District)

71,415,000 CRA Taxable Tax Increment Revenue Bonds, Series 2010B (Downtown District-Direct Subsidy BABs) 9,160,000 Capital Improvement Refunding Special Revenue Bonds, Series 2010A

17,650,000 Capital Improvement Refunding Special Revenue Bonds, Series 2010B 11,950,000 Capital Improvement Refunding Special Revenue Bonds, Series 2009A 15,965,000 Capital Improvement Refunding Special Revenue Bonds, Series 2009B 40,000,000 Taxable Capital Improvement Special Revenue Bonds, Series 2009C (Direct Subsidy BABs) 14,475,000 CRA Tax Increment Revenue Bonds. Series 2009A (Downtown District) 5,975,000 CRA Tax Increment Revenue Refunding Bonds, Series 2009B (Downtown District)

50,955,000 CRA Taxable Tax Increment Revenue Bonds, Series 2009C (Downtown District-Direct Subsidy BABs) 14,510,000 Capital Improvement Refunding Special Revenue Bonds, Series 2008A 9,175,000 Capital Improvement Refunding Special Revenue Bonds, Series 2008B

87,270,000 Tourist Development Tax Revenue Bonds, Series 2008C 33,365,000 Second Lien Subordinate Tourist Development Tax Refunding Bonds, Series 2008B

190,250,000 Senior Tourist Development Tax Revenue Bonds, Series 2008A 31,820,000 State Sales Tax Payments Revenue Bonds, Series 2008 58,905,000 Capital Improvement Special Revenue Bonds, Series 2007B 4,780,000 Capital Improvement Special Revenue Bonds, Series 2007A

18,240,000 Waste Water System Refunding Revenue Bonds, Series 2006A 5,010,000 Capital Improvement Special Revenue Bonds, Series 2006B

24,495,000 Capital Improvement Special Revenue Bonds, Series 2006A 23,335,000 Capital Improvement Special Revenue Bonds, Series 2005A

Miami-Dade County

Frank Hinton, Interim Director Debt Management 111 NW 1st Street, Suite 2550, Miami, FL 33128 Phone: 305-375-5046 E-mail: [email protected]


$100,000,000 Transit System Sales Surtax Revenue Bond Anticipation Note, Series 2011

29,670,000 Transit System Sales Surtax Revenue Bonds, Series 2010A 187,590,000 Transit System Sales Surtax Revenue Bonds, Series 2010B (BABs) 594,330,000 Water and Sewer System Revenue Bonds, Series 2010 100,000,000 Line of Credit from Regions Bank to Miami-Dade County for the Water and Sewer Department 306,845,000 Water and Sewer System Revenue Refunding Bonds, Series 2008C 68,300,000 Water and Sewer System Revenue Bonds, Series 2008A

374,555,000 Water and Sewer System Revenue Refunding Bonds, Series 2008B 274,565,000 Transit System Sales Surtax Revenue Bonds, Series 2008



Marianne Edmonds – Florida Client References (continued)

State of Florida Division of Bond Finance

Ben Watkins, Director 1801 Hermitage Blvd., P. O. Box 13300 (32803) Tallahassee, Florida 32317-3300 Phone: 850-488-4752 E-mail: [email protected]

Services Provided: Developed process for assessing interest rate waivers

for community development district bonds Pricing Advisor

$404,600,000 Florida State Board of Education Lottery Revenue Bonds, Series 2010A, B and C 336,985,000 Florida Certificates of Participation, Series 2009B 300,000,000 Florida State Board of Education Lottery Revenue Bonds, Series 2009A 68,730,000 Florida Civil Commitment Projects, Series 2006

120,510,000 Florida Department of Management Services Master Lease Agreement COP, Series 2006A 41,940,000 South Florida Evaluation Treatment Center, Series 2005

Interest Rate Waiver Reviews Not to Exceed

$40,000,000 Deer Run Community Development District (City of Bunnell, Florida) Special Assessment Bonds, Series 2008A and 2008B

Not to Exceed $12,000,00 million

Triple Creek Community Development District (Hillsborough County) Special Assessment Bonds, Series 2008A and 2008B

$10,880,000* Arlington Ridge Community Development District (City of Leesburg, Florida) Special Assessment Bonds, Series 2007B

$10,060,000* Beeline Community Development District (Palm Beach County, Florida) Special Assessment Bonds, Series 2007A

$12,070,000* $2,925,000*

Buckeye Park Community Development District (Manatee County, Florida) Special Assessment Bonds, Series 2007A Special Assessment Bonds, Series 2007B

$4,000,000 Pine Air Lakes Community Development District (Collier County, Florida) Special Assessment Bonds, Series 2008

$10,000,000* $4,000,000*

Torrey Groves Community Development District (Hardee County, Florida) Special Assessment Bonds, Series 2008A Special Assessment Bonds, Series 2008B

$10,700,000* Two Creeks Community Development District (Clay County, Florida) Special Assessment Bonds, Series 2007B (SUBORDINATE LIEN)

Southern Grove Community Development District No. 5, Research Facilities Revenue Bonds, Series 2009 (Oregon Health and Science University Vaccine and Gene Therapy Institute Florida Corp. Project)

* Preliminary

City of Tampa

Sonya Little, Chief Financial Officer 306 East Jackson Street, 8th Floor, Tampa, FL 33602 Phone: 813-274-8151 E-mail: [email protected]


$20,045,000 Taxable Non-Ad Valorem Revenue Bonds, Series 2011 11,610,000 Utilities Tax Revenue Bonds, Series 2010A BABs 8,045,000 Utilities Tax Revenue Bonds, Series 2010B Recovery Zone Economic Development Bonds

38,675,000 Sales Tax Refunding Revenue Bonds, Series 2010 90,740,000 Solid Waste System Refunding Bonds, Series 2010 6,000,000 Community Redevelopment Improvement Note (Channel District), Series 2010 Bond Anticipation Note 9,200,000 Florida League of Cities Commercial Paper Program

45,725,000 Occupational License Tax Refunding Bonds, Series 2007 17,195,000 Sales Tax Revenue Bonds, Series 2006 38,300,000 Utilities Tax Refunding Revenue Bonds, Series 2006

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Commitment to Serving the City of North Miami Beach’s Financial Advisory Needs. While PRAG is recognized for providing unparalleled advisory service to the largest and most frequent issuers in the country, our Florida practice is dedicated to providing personalized attention to smaller Florida issuers who issue debt on a less frequent basis. The team members assigned to this engagement understand the legal and political nuances of Florida public finance. We have worked with numerous individuals across the state, in the government, legal, public finance and investment communities. PRAG has provided advisory services to a variety of Florida issuers, assisting on 57 completed debt transactions totaling over

$3.39 billion for the past three years. A list of these transactions is provided in Appendix C.

The Florida professionals assigned to this engagement will draw upon firm wide resources as necessary, but will always serve as the primary point of contact. We will be available to effectively and promptly respond to the City’s requests. Our senior Florida professionals will be trusted advisors to North Miami Beach; not just gatekeepers. We invite the City to contact any of our references for confirmation of the high level of service we are capable of providing. Our firm is committed to providing the same high level of service to the City of North Miami Beach.

Public Resources Advisory Group – Additional Firm References

Hillsborough County

Ms. Bonnie M. Wise Chief Financial Administrator

601 East Kennedy Blvd. 26th Floor

Tampa, FL 33602

Phone: 813-272-7418 [email protected]

State of Florida Division of Bond Finance

Mr. Ben Watkins, Director 1801 Hermitage Blvd.

P.O. Box 13300 Tallahassee, FL 32317


Pinellas County

Mr. Mark Woodard Assistant County Administrator

509 East Avenue South Clearwater, FL 33756


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PRAG can develop an array of models with the flexibility to adapt as needed by the City. Financial modeling will serve as a useful tool to assist the City in setting rates, determining reserve and fund balance policies and determining funding sources for capital projects.

Preserving Credit. One of PRAG's significant strengths is knowledge of credit. The firm’s experienced team of professionals have provided credit advice to a wide variety of issuers including general governments, public authorities, agencies and corporations. Moreover, Claire Cohen, who was formerly Vice Chair at Fitch Ratings, assists the firm as Senior Counselor on credit matters. This expertise and experience can directly benefit the City in formulating a credit approach to each of its projects in order to achieve the highest possible ratings and thus the lowest cost of financing.

At present, the City has the following ratings outstanding:

The City of North Miami Beach should focus on maintaining its current ratings for the present time, as it has come under considerable rating agency scrutiny and must prove its ability to maintain general fund balances and liquidity while allowing the water system to begin reestablishing its own reserves.

PRAG will develop comparisons of financial ratios and statistics with other Florida municipalities and assist the City in monitoring important financial data in order to strengthen the City’s standing and position it for the eventual upswing in the economy.

While recognizing current economic reality, the rating agencies are interested in plans and policies to maintain and replenish fund balances and reserves and return to structural balance on an annual basis. The City’s intent to achieve this goal is also a factor, particularly if a realistic long-range plan is presented. Continued liquidity is important. The agencies are also looking more deeply at pension funding adequacy. While the condition of pension funds has been considered in the past, the process has involved little quantification.

PRAG can assist the City in identifying and emphasizing management’s accomplishments through the use of a periodic “Report Card” for the rating agencies where the City would measure its “Promise versus Performance”. On an ongoing basis, we recommend communications

with rating analysts as way to show how the City has been addressing any credit problems. This approach has resulted in the successful maintenance of or improvement in the credit ratings for a number of our clients. Provided below are case studies which demonstrate the relevant experience of our proposed personnel.

Case Study: City of Jacksonville, Florida: PRAG advised Jacksonville on improving its capital budget process through a detailed evaluation of the City’s CIP process, development of a debt affordability

study, and the development of a Five-Year Strategic Financial Management Plan. Following our initial analysis of the City capital budgeting process, PRAG noted the following limitations to be addressed:

The City’s CIP has been developed without regard to the available funding sources and without taking into account the City’s financial management targets.

The City’s CIP budget does not result in a fully funded plan.

A substantial number of capital improvement projects have been approved outside the existing capital improvement process.

The current City prioritization system is too general, which effectively results in most projects being ranked as priority #1 projects.

The existing CIP process does not take into account additional operating costs that may be associated with implementing specific projects.

Estimated capital spending plans have not been provided for existing and proposed projects, resulting in financial management issues.

The Department which has overall responsibility for the CIP is not responsible for updating and monitoring of project spending against approved projects.

The existing CIP data base is not consistent with the financial management reporting system, which contributes to an inefficient process for managing and monitoring existing projects.

The existing definition of a capital project has a threshold that is too low.

The existing CIP process does not include information that other jurisdictions use for evaluating projects, such as government mandates, health safety and welfares issues, cost savings, etc. resulting in decisions being made without adequate information.

City of North Miami Beach, Florida Ratings as of January 30, 2012

Agency General Obligation Water System Standard & Poor's A / stable Moody's A1 / stable Fitch AA- / stable A+ / stable



Our recommendations resulted in the design of a streamlined protocol that incorporated the capital budget’s stakeholders, creating new guidelines for managers to enter accurate project costs, incorporate operating costs, revise the existing capital plan document to eliminate old projects, and create realistic prioritization schedules. Our primary process recommendations to the City included:

Centralize the responsibility of managing, administering and monitoring the CIP process under the Office of the Chief Financial Officer;

Revise the project evaluation and recommendation process;

Consolidate all capital project initiatives into the reformed CIP process;

Restructure the capital improvement budget document to provide improved transparency and improved decision making;

Provide improved ongoing reporting; Use a debt affordability study to establish the

target level of current year and future year CIP projects and projected funding sources; and

Changes to the existing CIP ordinance to affect recommendations of the CIP Task Force.

To implement our recommendations regarding improved capital budgeting efforts, we created a Debt Affordability Study to report on the current parameters of the City’s debt structure and determine the resource constraints of future debt issuances to help guide the City’s debt program and ensure the maintenance of its current credit rating. The City has implemented many PRAG recommendations regarding the capital budget process and uses the analyses developed in the Debt Affordability Study to manage and plan for City debt issuances

In addition, the 5-year Plan consisted of (i) detailed financial projections of the City’s General Fund, including the size and principal causes of any fiscal gaps between recurring revenues and recurring expenditures that could be identified, (ii) a review of the City’s operating departments that accounted for a combined eighty percent of General Fund spending in order to identify means to reduce or contain spending and remove duplication without compromising service quality and (iii) analyze the opportunities to increase the amount of City pay-go capital funds.

Case Study: Rochester (NY) Genesee Regional Transportation Authority (RGRTA): PRAG has acted as the financial advisor for the Renaissance Square Joint

Development Project, working with Rochester Genesee Regional Transportation Authority’s (RGRTA). The Joint Development project consisted of central city transit hub to primarily serve regional transit service buses and intercity buses, a performing arts center, a downtown campus for Monroe Community College (MCC), public open space, retail space, and ancillary transit facilities. Mr. Huestis worked with RGRTA and was responsible for all phases of the team’s advisory service, including developing the project financial plan, which required the coordination of other stakeholders including Monroe County, Main & Clinton Local Development Corporation, the Federal Transit Administration, the City of Rochester, MCC, the State of New York and other parties. PRAG was responsible for all phases of the financial analysis including the development of a detailed pro forma cash-flow model consisting of sources and uses of funds for each component of the project, confirming the timing and amounts of all cash-flow requirements and analyses of cost-sharing joint development potential, preliminary submission schedule for future grant applications to ensure the timely availability of grant funds; a review of the timing, reimbursement provisions and other parameters associated with the various federal and state funding sources so as to maximize the project partners’ ability to move forward with Renaissance Square, an analysis of funding vehicles that Main & Clinton and/or the County, RGRTA and Main and Clinton could use to meet estimated construction needs for each project. PRAG also developed a series of recommended funding strategies for each project component, identifying additional sources of funding, including interim and permanent debt financings to mitigate any timing and/or funding gaps. Mr. Huestis was responsible for presenting the preliminary Financing Plan to the Board of the Main & Clinton Local Development Corporation and the day to day work with County, RGRTA, and MCC staff and supervising the feasibility study related to the proposed performing arts center.

Case Study: The School District of the City of Erie, Pennsylvania. The City of Erie is the third largest city in Pennsylvania, and the Erie School District (the “District”) is coterminous with the City. The District operates a kindergarten through twelfth grade system for approximately 12,000 students. Since 2008, the District has come under significant stress both as a result of sharply increasing costs as well as significant reductions in local tax revenues. As a result, the District’s fund balance has swung from a surplus of $6.9 million to a deficit of $13.6 million. In 2011, the District engaged PRAG to assist it in developing a model which could be used in connection with its five year budget forecast. As part of this assignment, PRAG worked with the District in



executing several financings which were necessary to maintain operations at the District.

Our initial work on the project involved developing a baseline revenue and expense forecast for the District. This involved bringing together revenues from Federal as well as State and Local sources. Because of restrictions regarding the use of the different monies, the reconciliation of expenses related to each of these revenues proved to be a significant task and one which has required substantial revision of how the elements were accounted for. In order to develop a model with sufficient flexibility to handle the wide range of alternatives available to the District as it seeks to regain its fiscal strength, PRAG’s model includes granular details such as a staffing matrix covering all employees in the District as well as a template for overlaying any of the many proposed initiates which may be considered in budgeting process.

For FY 2012, the School District was confronting an approximately $26.234 million budget shortfall. With the end of American Recovery and Reinvestment Act (ARRA) funding, reductions in State funding and the anticipation of lower local tax revenues, the District estimated that revenues for the FY 2012 budget were $17 million less than expectations utilized in the FY 2011 Budget. In addition expenses including salaries, benefits, pensions, charter schools and other increases accounted for nearly $9 million in expense increases as compared with the FY 2011 Budget.

In light of the challenging financial outlook, the school board, administration, teachers, and non-instructional employees worked together to solve the problem. Several groups agreed to wage freezes for FY 2012. However, the union representing the teachers did not agreed to a wage freeze and, in order to balance the Budget, the District undertook significant reductions in staffing. Taxes were raised by 0.96 mills which is projected to raise $1.8 million. Finally, the Governor’s general fund budget included additional basic education funding which will be used to add back personnel with the balance available to reduce the District’s deficit borrowing..

PRAG’s work with the District is ongoing and is currently focused on the Fiscal Year 2013 budget.

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In 2010, the Federal Transit Administration (the “FTA”), as a routine follow up to findings noted during the September 30, 2009 compliance audit, conducted an internal control environment review for the purpose of evaluating MDT’s grants administration practices, and assessing its financial management oversight procedures. The assessment and evaluation by FTA revealed findings and internal control deficiencies, which caused FTA to suspend financial drawdown privileges of MDT’s grants. MDT, through the County Manager’s office, responded to FTA’s findings and outlined a corrective action plan. However, the FTA indicated that the draw down suspension would remain in place until the findings were resolved and it had tested and validated the successful implementation of the corrective action plan. It was the opinion of County management that MDT would be able to address all FTA findings to a satisfactory resolution, resulting in the restoration of the financial drawdown privileges.

However, in early 2011 the County has approximately $38 million of Series 2010 Bond proceeds remaining and had additional funding needs for the remainder of FY 2011 of approximately $99.968 million for PTP Projects. While it was the County’s original intent to issue additional Senior Lien Transit System Sales Surtax Revenue Bonds to fund the remaining PTP Projects through 2015, because of the events described above, the County elected not to issue long term debt until the discussions were resolved.

On behalf of the County, PRAG sought proposals to provide interim financing to Miami-Dade County. The County expected to enter into a loan secured by a bond anticipation note (“BAN”) in an amount not to exceed $105 million for the purpose of funding the remaining FY 2010-11 capital spending needs for the PTP Projects. However, due to the FTA audit, the County was willing to explore other potential structures that met certain criteria.

PRAG conducted an exhaustive canvassing of existing lenders in the tax-exempt marketplace. Because of the circumstances of the loan, significant additional investor education was required in order to provide adequate comfort to potential lenders.

Ultimately, the County received competitive bids and was able to negotiate a subordinated, 14-month BAN at an all-in fixed rate of 0.80% which closed in September 2011. The County is currently preparing documents for the bond financing which will be used to refund the BAN.

Case Study: City of Tampa, Florida Community Redevelopment Improvement Note (Channel District): The Community Redevelopment Agency of the City had various capital improvement needs within the Channel District Community

Redevelopment Area (the “Channel District”) that required approximately $6 million in financing. The need for financing was short term , so the City Finance Director together with PRAG decided to secure proposals for a bank loan instead of a publicly offered bond financing. PRAG developed and circulated a Request for Proposals for a Community Redevelopment Area Improvement Note (“RFP”) to eleven banks in December, 2009. BB&T, Fifth Third Bank and RBC Bank submitted responses to the RFP.

PRAG provided a detailed analysis of the proposals. The BB&T response included a requirement that financing proceeds be invested with BB&T with interest earnings accruing to the City. PRAG requested a waiver of this requirement so that the proceeds could be invested with pooled cash pursuant to the City investment policy, and BB&T agreed to this waiver. The Fifth Third proposal included the requirement that “Gross Tax Increment Revenue plus legally available Channel District Fund Balance …cover projected annual debt service by at least 1.20x at each fiscal year end”. This requirement would effectively require the City to set the millage rate at a level sufficient to generate such coverage, and we recommended against accepting this proposal. The RBC proposal included a “rate covenant of 125%”. This requirement has the similar impact as the Fifth Third proposal discussed above, and we recommended against its acceptance.

The rate offered by BB&T was very favorable to the City. Five year MMD (the interest rate on publicly offered tax exempt bonds of the highest credit quality with a five year maturity) was 1.48% on December 16, 2009, the date proposals were due. The BB&T rate of 3.14% was 166 basis points (or 1.66%) above this index, which was very favorable pricing for a tax increment based credit. This bank loan met the City’s needs at a reasonable cost with reasonable terms and conditions.

Derivative Product Experience The capital markets have been dramatically impacted by the events of the past several years and the risk assessments of all derivative transactions have changed profoundly. As a result we see almost no new swap transactions as market participants reevaluate structures that assume future access to variable rate markets or involve embedded funding costs. However, we have been involved in the unwinding or restructuring of derivative transactions as our clients seek to replace or restructure existing exposure in the most



cost effective manner. Our experience as financial advisor to Miami Dade County’s Water and Sewer Department exemplifies the range of our work.

Case Study: Miami-Dade Water & Sewer, Series 2008A&B. PRAG served as financial advisor to Miami-Dade County in connection

with the restructuring of $415,160,000 Series 1994 FGIC insured variable rate water and sewer system revenue bonds (the “Bonds”) in 2008. The Bonds had been trading within a few basis points of the SIFMA Index prior to the February 2008 downgrade of FGIC. After the FGIC downgrade, the Bonds were priced at rates as high as 15%, and during the next three month period the majority of the Bonds were tendered to the liquidity bank (the “Bank”). The interest rate on the Bank Bonds was initially prime plus one percent, and it was set to increase over time as set forth in the Liquidity Agreement between the County and the Bank.

The restructuring of the Bonds was complicated by an interest rate swap between the County and AIG. The swap specified that the County would pay AIG 5.28% in return for receiving the actual variable interest rate the County was paying to its bondholders. The swap agreement contained a provision that, upon a downgrade of the bond insurer, AIG would have the right to pay an alternate rate as opposed to the bond rate. This rate would be, based solely on AIG’s discretion, either 67% of 1-month LIBOR or the SIFMA Index. Upon the FGIC downgrade, AIG exercised this right and chose to pay the SIFMA Index.

As a result, the County was constrained financially on both sides of the transaction. The rate it was paying on its floating rate bonds increased while the rate the County received from AIG declined (to the Index) payments. This situation created significant additional expense and was not sustainable. The County’s interest expense increased by an average of $350,000 per week following the four months after the FGIC downgrade.

To remedy this situation, two options were considered. The first was to simply substitute a new insurer for FGIC. It was assumed that with an AAA-rated insurer back on board, the Bonds would be able to be remarketed away from the Bank, and the County would no longer be paying the bank penalty rate. AIG would then return to paying the actual rate on the bonds to the County, as it was be obligated to do under its contract. This was considered the easiest and most efficient option, as it involved only the substitution of one insurer for another, with the rest of the agreements and parties remaining the same. Additionally, if the only change to the deal structure was the substitution of the insurer, then the County could maintain the existing swap with AIG. This

was important, as the then current termination value of that swap was approximately $94 million against the County. Obviously, the County had no desire to be forced to make such a payment.

The second option was to refund the Bonds using either fixed rate or floating rate bonds. Issuance of fixed rate bonds would necessitate a cancellation of the swap (and payment of the adverse mark-to-market), while refunding with floating rate bonds meant that the swap could be kept outstanding, but required the use of a new liquidity facility. Both options required the issuance of a new series of bonds, which meant substantially higher out of pocket costs of issuance as compared to simply substituting insurers.

The substitution, or “conversion” route, was initially chosen by the County as the way to proceed. In order to switch insurers, the original insurer, FGIC, had to be persuaded to cancel their existing policy, and new insurance and liquidity agreements had to be reached. The County’s finance team worked diligently along these lines and secured an offer from FSA for insurance as well an offer from Dexia and Lloyds each for a standby bond purchase agreement as well as a letter of credit from Lloyds. The County also reached an agreement to modify certain portions of the swap agreement to make it conform to the ISDA standards currently in effect for most swaps. The conversion transaction was proceeding when two events caused reassessment of the plan. First, the transaction’s Bond Counsel resigned from the deal because of a conflict of interest and replacement counsel became bond counsel. Second, the remarketing agent on the 1994 Bonds, Citi, who would continue as remarketing agent after the conversion, expressed significant concern that the 1994 bond counsel opinion could not be relied upon. Citi requested a new opinion on the original bonds while bond counsel was only willing to opine that the actions being taken in connection with the conversion would not adversely impact the tax exempt status of the Bonds.

The County and the financing team abandoned the idea of a conversion and began implementation of a plan to refund the Bonds. In order to avoid terminating the swap, the County’s plan was to issue variable rate debt. However, doubts started to form in the marketplace about the stability of FSA. The County had to assess the risk of an FSA downgrade, taking into account that its Series 2005 Bonds were already variable rate, FSA insured paper. To avoid this concentration and in response to the market’s concern, the County determined that it would prefer to issue its Series 2008 Bonds as fixed rate, thereby allowing bond buyers to take the long-term credit risk of FSA. As a result of refunding with fixed rate bonds, the



County decided to finance the swap termination payment with bond proceeds and cash.

The senior manager of the fixed rate transaction analysis advised the financing team that an uninsured issue would be received better in the market than one with FSA insurance. This presented a different issue. It was imperative that the County secured a surety policy to replace the approximately $24 million in cash it was releasing from its reserves for the swap termination. Without that cash, the transaction could not be completed due to restrictions on the par amount of bonds the County was legally allowed to issue. Since FSA would not write a surety policy without also writing an insurance policy, the decision to use FSA hinged on factors besides the simple effectiveness of bond insurance on the principal and interest. PRAG was able to negotiate with FSA an extension of the surety policy past the final maturity of the bond issue in 2022 out to 2026 in order to alleviate bond counsel’s concerns regarding the reserve fund being fully funded at closing. With this issue wrapped up we set out to price on July 10th in order to meet our targeted closing date of July 15th. The resolution of this issue removed the last impediment to the financing alternative.



H. Taxable Financing Experience PRAG professionals had significant experience working on taxable municipal issues prior to the introduction of Build America Bonds (BABs) under the American Reinvestment and Recovery Act of 2009. Our volume of financial advisory transactions is shown in the chart below. The use of BABs (and similarly related taxable direct subsidy bonds) in 2009 and 2010 resulted in a dramatic increase in PRAG’s volume of taxable transactions for those years.

PRAG Taxable Financial Advisory Rankings

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Some highlights of our taxable experience include serving as financial advisor on the State of West Virginia’s $911 million taxable transaction which used tobacco MSA payment securitization to provide funding for the state’s severely under-funded teachers retirement system and the State of California’s $6.0 billion issuance of taxable rate reduction bonds.

Our firm has been actively involved in advising clients on the various bonding programs contained in the American Recovery and Reinvestment Act of 2009 (the “ARRA”) since the inception of this market, including the second such issue -- a $5.2 billion issue for the State of California. Our firm has advised on more than $16 billion of BAB financings -- the City of New York’s $970 million taxable issue, including $170 million non-BAB taxable bonds and the New York City Transitional Finance Authority’s $690 million BABs issue. In Florida, we have assisted Miami-Dade County, the City of Orlando, the City of Hollywood, and the City of Tampa among others, in the development of BABs programs. The knowledge and experience we gained from developing BABs programs for our larger, national clients added value to our work with other less frequent issuers. Our firm has also assisted clients with other debt programs under the ARRA including a competitive sale of $32 million Recovery Zone Economic Development

Bonds for Baltimore County, as well as Qualified School Construction Bonds (“QSCBs”) for Baltimore County, the Miami-Dade School District and the West Virginia School Building Authority and the State of New Jersey on a BAB and QSCB bond financing. Listed below are selected clients for which we have served as financial advisor for BABs transactions.

PRAGs BAB Experience State of California City of New York State of Connecticut City of Phoenix State of Florida New York City State of Georgia Transitional Finance State of New Authority

Hampshire Empire State State of New York Development Miami-Dade County Corporation (NY) City of Hollywood Los Angeles City of Orlando Department of Water City of Tampa & Power Commonwealth of Virginia Los Angeles World Anne Arundel County Airports Baltimore County Virginia Department Monmouth County of Transportation Piedmont Municipal Virginia Public

Power Agency Building Authority

Case Study: City of Tampa, Taxable Non-Ad Valorem Revenue Bonds, Series 2011 (Worker’s Compensation Settlement Program). The Worker’s Compensation Settlement Program was implemented by

the City’s Risk Manager with assistance from their outside risk consultant, the City Attorney’s Office and CaseCon Capital (the “Risk Management Team”) in order to reduce the costs associated with a portion of the existing liabilities under the City’s Worker’s Compensation program. The Settlement Program was funded with the proceeds of the $20.0 million Series 2011 Taxable Non-Ad Valorem Revenue Bonds (the “Bonds”). PRAG served as financial advisor on the transaction.

In addition to the typical services provided during a bond transaction, PRAG was charged with evaluating the transaction itself and examining for potential risks or unexpected costs. As part of the process, PRAG analyzed the supporting materials used by the Risk Management Team including:

- Actuarial Study of the Worker’s Compensation Program prepared by AON Risk Solutions

- Claims Worksheet prepared by CaseCon Capital

- Debt Service Schedules

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I. Advance and Current Refunding Experience Our expertise with advance and current refundings results from our quantitative approach to municipal finance. PRAG’s approach to refunding efficiency is to use a multi-step process to analyze refunding opportunities, starting with a maturity by maturity screening to identify individual refunding candidates which meet acceptable present value savings targets.

For an advance refunding, additional considerations include the length of time between the call date and the maturity date of the individual bond to be refunded and the length of the escrow (and the level of the associated negative arbitrage). The use of a call option model further enhances the selection of refunding candidates by identifying bonds which may produce greater refunding savings in the future and, potentially, eliminate them. PRAG then develops an overall refunding model which incorporates the selected candidates to further optimize the refunding taking into account multiple call dates, escrow duration and targeted savings profiles.

For a current refunding, PRAG will examine the level of present value savings on both a maturity by maturity and a composite basis. Bonds which are currently refundable can be seen as a "wasting asset” in that there remain only limited opportunities to refund the bonds prior to maturity. Additionally, for bonds which are currently callable a refunding will produce an immediate reduction in debt service which is foregone if the bonds remain outstanding.

Case Study: Pinellas County, Sewer System Refunding, Series 2011. In early 2011, as part of PRAG’s periodic examination of the County’s

debt portfolio, it was noticed that $22,755,000 of the County’s Series 1998 Sewer Revenue and Revenue Refunding Bonds were outstanding and likely to produce savings if refunded. The other Series 1998 bonds had been partially advance refunded in 2006 and partially current refunded with a bank loan in 2008 in conjunction with a new money issuance. In 2008, there had been insufficient bank capacity to refund all of the bonds. However, in the current market there was ample capacity in the market for highly rated issuers, but there were several issues to be resolved.

The debt service reserve fund of the Series 1998 bonds had been funded with a FGIC surety policy which in today’s market is given little or no value by investors. If the County were required to fund a debt service reserve fund, the refunding would become uneconomical. Additionally, the bonds were currently callable and bore interest at a rate of 5.00%. Because the outstanding Series 1998 bonds were relatively short (maturing through 2017)

each additional month that they were outstanding at 5.00% cost the County the equivalent of 7 basis points on the entire refunding transaction.

PRAG surveyed the market for a traditional bond sale as well as a bank loan. In talking to the existing lender on the Series 2008 Notes, Bank of America, it was determined that because of their existing exposure to the County, that they were able to negotiate substantially lower rates for a loan than were available to County on either a bond or bank loan basis. There were also willing to accept the transfer for the FGIC surety policy rather than asking the County to fund a new reserve.

Pinellas County has traditionally issued all of its debt on a competitive basis. However, by demonstrating the cost savings both in terms of rate and in timing, PRAG was able to demonstrate that negotiating directly with their existing lender would produce the best result for the County. The County was able to move quickly to refund the Series 1998 bonds and generated annual savings of approximately $322,000 and a present value of $2.1 million (9.4% of refunded par).

Case Study: City of Tampa Solid Waste System Refunding Revenue Bonds Series 2010 and 2011: In 2010 PRAG advised the City of Tampa in connection with the current refunding of its Series

1999B Bonds. Interest on the Series 1999B Bond was an item of tax preference for purposes of the federal alternative minimum tax (the “AMT”), and the bonds had not been eligible for an advance refunding until 2009. The Series 1999B Bonds were callable on each interest payment date beginning in October 2009 but at that time the market for AMT bonds was not attractive enough to generate adequate refunding savings for the City. Since that initial call date, PRAG had provided the City with updates regarding potential savings and during the summer of 2010 realized that the rally in rates combined with the reduction in redemption price (from 101% to 100%) made October 2010 the appropriate current refunding date.

Throughout the summer, PRAG worked with the City, its attorneys and the Department of Solid Waste to secure ratings as well as bond insurance for the refunding bonds. The Department of Solid Waste had not been in the market since 1999 and, as a result, was able to benefit from our experience with the rating agencies and the bond insurers. In fact, PRAG was able to negotiate a split insurance fee with a lower premium for the earlier maturities, reducing the total premium by more than $47,000.

At pricing, the City was able to generate present value savings of more than $4.7 million or 5.0% of refunded



par by reducing the Department’s debt service by more than $630,000 annually. As part of the pricing, PRAG worked with the City to determine the amount of savings attributable to each of the maturities and which of the Bonds should be refunded. Ultimately, by using a statistical model of possible future refunding transactions, the City and PRAG elected to leave certain of the longer maturities outstanding and available for refunding in the future when they could produce a greater amount of savings.

Several months after the closing and the transaction (and the calling of the refunded bonds), the Escrow Agent notified the City that it had inadvertently caused the redemption of certain of the Series 1999B Bonds maturing in 2021 and also failed to cause the redemption of all of the refunded 2019 bonds. They made attempts to rescind the call but were unsuccessful. In order to remedy the problems caused by this anomalous mistake, PRAG negotiated with the Escrow Agent the purchase a Series 2011 Bond with the same terms and conditions as the 2021 Bonds which had been redeemed. The proceeds of the Series 2011 Bond issue were to be used to refund and redeem the outstanding 2019 Series 1999B Bonds. Ultimately, the System was left in the same financial position as it had intended to be in after the issuance of just the Series 2010 Bonds. The Escrow Agent agreed to pay all professional fees associated with the Series 2011 Bonds and the System was made whole.

Case Study – Advance Refunding - $38,675,000 City of Tampa Sales Tax Refunding Revenue Bonds, Series 2010: In the fall of 2010, PRAG advised the City of Tampa on its refunding of Series

2001 Bonds. While it is relatively unusual to advance refund bonds so close to their first call date, the extraordinarily low rates for highly rated paper that existing during the late summer and early fall more than offset concerns about negative arbitrage (the difference between the borrowing rate of the refunding bonds and the earnings on the escrow to the call date of the refunded bonds) that keep many bonds from being advance refunded in the current market.

The Series 2001 Bonds had an unusual couponing structure in that most of the serials carried a 5.375% coupon while the term bond was lower, at 5.00%. While the longer remaining life of the term bond allowed the negative arbitrage of the refunding to be amortized over a longer period, the lower coupon obviously reduced the degree to which there could be debt service savings in a given year. While the strong rally on the long end of yield curve (drop in rates) eventually made the analysis moot, PRAG and the City developed a sophisticated model for evaluating the potential benefits of including the term

bond or allowing it to remain outstanding. One important element of the analysis involved the issuance costs of the transaction as a whole compared to that of returning to market with a second refunding in the future. The only other series of bonds outstanding under the Sales Tax credit are not callable for six years, have sub-5.00% coupons and are very small. Thus it is unlikely that they will be advance refunded (or even currently refunded), and that the remaining Series 2010 bonds could be done as a part of that transaction. Together, PRAG and the City created a matrix of thresholds for savings above which the Series 2001 term bonds would be included in the refunding.

Ultimately, all of the bonds were refunded and the City was able to realize savings of more than $3.6 million or 8.9% of refunded par. This reduced the City’s debt service by $286,000 (approximately 5.5% of refunded bonds) annually.



J. Market and Pricing Information

Independent and Unbiased Financial Advisory Services. As an independent financial advisory firm, PRAG does not underwrite, trade or sell securities nor do we act as principal in swap transactions; our sole business is to assist clients in structuring and implementing economically feasible strategic plans and securing capital at the lowest cost possible. Because PRAG does not underwrite securities, serve as principal or provide investment banking services, there are no conflicts of interest between these activities and providing the highest quality of financial advisory services. This independence enhances our ability to represent clients during the marketing and sale of their securities. Our unparalleled market intelligence combined with our independence will enable to assist the City in obtaining the best price for bonds, financings involving swaps and other derivative products and escrow securities.

Our independent status differentiates our approach to advisory duties and responsibilities from those of an investment bank that provides ancillary financial advisory services. We have no inventory to protect, no concerns

about capital adequacy, or about whether the senior manager on this issue will allocate bonds to us when we serve as a co-manager with them tomorrow. Our sole concern is optimal pricing for the City.

Market Knowledge and Experience. PRAG makes it a standard practice to have an active understanding of daily market developments. As financial advisor to three of the largest issuers in the municipal market-- the State of California, the City of New York and Los Angeles County, we are in constant communication with most municipal market participants. We can survey current market conditions from numerous firms at any time and are frequently in conversation with those firms about market conditions, investor demand, and pricing levels. These conversations with a wide array of market participants provides us with the best information available in the public credit markets, and we base pricing and discount estimates and timing recommendations on this broad base of information. Furthermore, because we represent issuers that use multiple senior managers, we are aware of buy side concerns voiced to all underwriters, not just what our own sales staff might hear.

Coordinating Structuring Document Credit Ratings and Transaction Team Analysis Preparation Enchancements

Prepare T&R schedule Develop plan of finance Outline of documents Define realistic goals: Schedule milestones Lien and credit structure Share "best practices" in maintenance vs. upgrade Monitor progress Tax-exempt, taxable, tax- disclosure Develop rating strategy Draft RFPs & questions credit, or BABs Careful review of terms Prepare presentations Summarize proposals Fixed vs. variable vs. swap Substantive comments Conduct rehearsals Provide unbiased analysis Amortization structure Ensure timely delivery Attend meetings

of financing ideas Mode of financing Post meeting follow-up Develop guidelines for Redemption features Conduct credit provider

rating responses Escrow structuring and outreach and solicit bids Participate at interviews transferred proceeds Negotiate terms

Pricing/Marketing Pricing/Marketing Pre-closing and Post-Closing(Negotiated Sale) (Competitive Sale) Closing Evaluation

Negotiate takedowns, Develop bid parameters Procure investments Detailed bond-by-bond expenses and syndicate Outreach to potential Review documents, analysis of underwriting rules simultaneously investors to generate including detailed review marketing performance

Pricing comparables demand of tax certificate Analysis of economics Secondary market trading Survey potential bidders to Review / prepare closing Post sale compliance Negotiate coupons, yields generate interest wiring and settlement Continue monitoring

and redemption features Coordinate in pre-bid instructions tranasaction, including Evaluate couponing and process (e.g., good faith Attend preclosing or secondary market trading

amortization strategy deposits, pre-bid forms) closing, if needed Monitor order flow via real- Receive and verify

time Parity EOE competitive bids Review bond allocations Restructure transaction Bidding of investments

PRAG's Contributions in Bond Sale Process



PRAG professionals can leverage their unparalleled knowledge of the capital markets to provide recommendations on method of sale, structure, couponing, maturity schedules and other features of a bond financing to respond to the changing shape of the yield curve and investor preferences to achieve the most aggressive pricing possible for our clients.

Assuring the Best Pricing for North Miami Beach. As a top-ranked general financial advisory firm, PRAG is uniquely positioned to provide significant benefits to the City of North Miami Beach resulting from our in-depth understanding of credits, our knowledge of the markets, our record of innovation and our quantitative prowess. We believe that these characteristics can help the City to reduce its overall costs as it manages its current financial situation, pursues new financings and continues with the responsibilities of ongoing debt administration.

Much of finance revolves around the ability to balance risk and cost. PRAG believes that financial advisors have a strong responsibility to safeguard their clients’ interests in mitigating risk while achieving the lowest borrowing cost. We are able to act in accordance with this responsibility for our clients, because of our strong analytical capabilities, our unique approach to delivering financial advisory services, our market expertise and focus in negotiating and reviewing legal documentation.

Negotiated vs. Competitive Pricing. The process to assure the best pricing for the City’s bonds would begin with the decision to price bonds either competitively or on a negotiated basis.

The factors that would lead us to recommend a negotiated sale fall into one of the categories below. If these factors are not present, we would recommend that the issuer sell bonds on a competitive basis.

The issue is very large and there may be problems of market saturation.

The credit for the debt issue is complex and a “story” is required in order to explain the credit structure of the debt issue (a “story bond”).

The credit is new or infrequently in the market. The issue is rated in the lowest investment grade

rating category (Baa/BBB) or is unrated. The capital markets are volatile with wide shifts

in interest rates and investor demand. The use of floating rate products or certain

derivatives (such as swaps, tender option bonds and similar products) would provide substantial interest rate savings to the issuer.

Retail is an important factor in the market and there is more demand from the retail investor than the institutional investor.

The transaction is timing sensitive, and selling date flexibility is necessary.

The following are advantages and disadvantages of each type of sale:

Negotiated Sale Competitive Sale

Advantages Advantages Flexible timing No favoritism Investment banking services Easier to justify bid prices Better pre-sale awareness Broad exposure to purchasers Ability to structure issue for certain institutional Public auction

requests Quick allotment of bonds, which institutions prefer Allowance for bifurcation of coupons within a

given maturity Ability to provide retail marketing period Ability to sell complex credits

Disadvantages Disadvantages Price justification frequently problematic Risk premium in difficult markets Selection of underwriters is not without political Unable to structure provisions of the issue to

and other difficulties institutions’ requests Cost of issuance and TIC can be higher Single coupon per maturity Slow allotment of bonds to institutions No retail order period

Minimal pre-sale support Size limitation in certain markets



In the event a negotiated pricing is in the best interest of the City, we are confident that a negotiated sale process can be conducted in a manner that will provide the City with the pricing advantages of a competitive sale while limiting the risks associated with market volatility. We would recommend that the negotiated sale include the following:

Premarketing: Transactions are currently requiring significantly more premarketing activity to identify potential buyers and pricing levels that may interest investors. The high current municipal yields versus Treasuries may entice cross-over buyers. In addition, it is helpful for the managers to show a transaction to retail prior to the actual retail order period to stimulate and gauge demand.

Flexibility in Market Timing: There have been many days over the last month in which it has not been possible to sell bonds. A negotiated transaction would allow the City to enter the market on days when there is actual demand.

Flexibility in Size and Structure: A competitive sale provides limited flexibility to vary the size of a transaction. With a negotiated sale, the issue can be sized based on expected demand and then increased in size based on actual orders. In addition, the maturity amounts can be adjusted based on demand.

Retail Order Period: A retail order period is essential in the current market for generating retail orders and providing a foundation for a successful transaction.

An important consideration in a negotiated sale is the composition of the underwriting team. We recommend that the senior book running manager be well capitalized with the capability to underwrite bonds if necessary. In addition, we recommend that the underwriting group contain firms with large retail bases. Another tactic the City may want to consider is increasing takedowns to the underwriters to provide incentives to the retail brokers to sell the bonds as this may improve the overall interest cost.

PRAG’s Role in Negotiated Sales: In addition to development and review of the underwriter RFP, fees, spreads, pricing levels, syndication rules, and even the bond issue structure itself, may be altered to impact the net compensation to underwriters. We have extensive experience working with underwriters and will advise the City in determining the appropriate parameters for each of these factors. For negotiated sales we will provide detailed market analyses of fees, spreads and interest rates for other issues with similar terms and conditions priced close to the proposed date of sale. During the actual pricing of the bonds, we will use customized templates

that interface with electronic order entry data to provide real-time summaries of pricing data relationships, such as yield to call spreads to MMD, yield to maturity spreads to MMD, yield curve acceleration, basis point value of call options, and orders as a percentage of available bonds (retail, priority, and member). PRAG will immediately distill this information so that the City is better informed and able to negotiate more favorable pricing terms. We will constantly monitor and interpret order flow, rather than passively wait for the underwriter to share select information.

The Team’s Role in Bond Financings

Both Sale Types

Make recommendations on bond structure, plan of finance, and market timing

Develop financing schedule and allocate tasks and responsibilities

Review and assist in preparation of documents Assist in rating and bond insurance process Prepare financing cash flows Assist in coordinating closing

Negotiated Sale Only Assist in underwriter selection process Negotiate fee structure Negotiate interest rates and takedowns

Competitive Sale Only Recommend sale parameters Prepare Notice of Sale Perform pre-sale marketing activities (contact

trading desks; and arrange investor meetings) Coordinate competitive bidding process

The Team’s Role in Competitive Sales: Competitive sales would be structured to provide most of the flexibility issuers expect of a negotiated sale format. This includes providing the City of North Miami Beach with the right to postpone a sale or to enter the market upon several days’ notice, to change the bond size and individual maturity amounts after the award of the bonds, to permit the bidder to bid one of two or more alternative maturity structures, to combine one or more maturities into term bonds at the bidder's option, and to use insurance on individual maturities as determined by the bidder to be economic. All of these features could be incorporated into competitive sales in order to give the City the ability to be proactive in the debt issuance process while retaining the ability to sell their bonds by competitive sales.

Closing Activities: In addition to reviewing the final official statement and other closing documents, we will participate and manage all closing activities for the City.

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Our professionals are experienced in both swaps and more traditional areas of municipal finance; our derivatives advisory service is not a separate practice area or profit center at PRAG.



K. Disciplinary Action

There is not now pending or threatened disciplinary action, administrative proceeding, malpractice claim or other like proceeding against PRAG or any of its personnel relating to our firm’s services as financial advisor current, pending or occurring in the last five (5) years.



L. Cost Proposal Page and Reimbursement for “Out-of-Pocket” Expenses

Present a concise list of the scope of services and the work products that your firm proposes to provide. Given your proposed scope of services and work products, discuss your proposed fees as stated below:

PRAG will provide all of the services requested in 3.1 Scope of Services.

1. a. Compensation of a fixed annual cost, payable monthly.

Fixed Annual Fee/Retainer $36,000

Annual retainer assumes annual cap of 200 hours. Time in excess would be billed at our hourly rates.

b. Compensation of a time and expense basis, with a list of hourly billing rates for the proposed personnel and any proposed increases in such rates during the term of the contract, and the types of reimbursable expenses with proposed charges.

Standard Hourly Rates

Discounted for North Miami

Beach Personnel Rate Per Hour Rate Per Hour Senior Managing Director and Senior Counselor $275 $250 Managing Director $250 $200 Vice President $150 $150 Assistant Vice President, Associate, Analyst $100 $125

c. Compensation, on a cents per bond or per $1,000 of notional amount basis, to be paid on a contingent basis for

specific financing issues.

Debt Issue Size Fee

Up to $50 million $0.95 Next $25 million $0.75 Next $25 million $0.50 Additional Amounts over $100 million $0.25

Schedule is subject to a minimum fee of: $20,000

PRAG bills its clients for reasonable out-of-pocket expenses, including all travel-related expenses, courier and mailing fees, telephone, photocopying and computer charges, incurred on a quarterly basis. Expenses will be itemized by type of expense and the date the expense was incurred.

Out-of-Pocket Expenses Expense Rate

Administrative Fee 10%* Thompson Municipal Wire at cost Travel at cost** Copying: In-House Copies $0.10/page Outside Service at cost Automobile: Rental Cars at cost Personal Cars per mile*** Other Expenses at cost



* This fee pertains only to non-PRAG personnel expenses, which are billed through the firm, such as Bond Buyer, printer, and disclosure message charges.

** PRAG professionals would endeavor to use the lowest cost transportation that scheduling permits.

*** Or the current standard mileage rate as determined by the U.S. Internal Revenue Service.

Appendix A

Appendix B

Appendix C

PRAG Florida Financings - Last Three Years

ISSUERPRICING

DATE DESCRIPTION AMOUNT CREDIT TYPEHousing Finance Authority of Miami-Dade County (FL) 01/12/12

Multifamily Mortgage Revenue Bonds, Series 2011A (Palm Lake Apartments Project) 16,000,000

Multifamily Revenue Bonds

Housing Finance Authority of Miami-Dade County (FL) 01/12/12

Multifamily Mortgage Revenue Bonds, Series 2011B (Palm Lake Apartments Project) 2,400,000


City of Tampa (FL) 12/22/11 Taxable Non-Ad Valorem Revenue Bonds, Series 2011 20,045,000 Revenue BondsHousing Finance Authority of Miami-Dade County (FL) 10/01/11

MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 2002A-1 and A-2 bonds) 4,605,000 MBS Sale

Pinellas County (FL) 07/20/11 Sewer Revenue Refunding Bond Series 2011 20,870,000New Money Bank Loan

Brevard County Housing Finance Authority (FL) 06/20/11

MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds, Series 2002B and Series 2002C 3,750,000 MBS Sale

City of Orlando (FL) 03/15/11Capital Improvement Refunding Special Revenue Bonds, Series 2011A 9,000,000 Revenue Bonds


Single Family Mortgage Revenue Bonds, Series 2010B (NIBP Escrow Release) 20,770,000

NIBP Escrow Release


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds, 2009 Series A Subseries A-1 (NIBP Escrow Release) 25,000,000

NIBP Escrow Release

City of Tampa (FL) 12/01/10 Utilities Tax Revenue Bonds Series 2010A - BABs 11,610,000 Revenue Bonds

City of Tampa (FL) 12/01/10Utilities Tax Revenue Bonds Series 2010B - Recovery Zone Economic Development Bonds 8,045,000 Revenue Bonds

City of Tampa (FL) 10/06/10 Sales Tax Refunding Revenue Bonds Series 2010 38,675,000 Revenue Bonds

City of Orlando (FL) 10/05/10Capital Improvement Refunding Special Revenue Bonds, Series 2010C 40,260,000 Revenue Bonds

Miami-Dade County (FL) 09/14/10 Transit System Sales Surtax Revenue Bonds Series 2010A 29,670,000 Revenue Bonds

Miami-Dade County (FL) 09/14/10Transit System Sales Surtax Revenue Bonds Series 2010B (BABs) 187,590,000 Revenue Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 2009, Series A (NIBP) 16,010,000 MBS Sale (NIBP)


Multifamily Mortgage Revenue Bonds, Series 2010A (Scott Carver Phase IIA and Phase IIB) 24,000,000 Private Placement


Multifamily Mortgage Revenue Bonds, Series 2010B (Scott Carver Phase C) 14,000,000 Private Placement

City of Tampa (FL) 08/25/10 Solid Waste System Refunding Bonds Series 2010 90,740,000 Revenue BondsSchool District of Miami- Date County (FL) 07/08/10 Tax Anticipation Notes, Series 2010 250,000,000

Tax Anticipation Notes


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 2000A-1 2,630,000 MBS Sale





City of Orlando (FL) 04/07/10Community Redevelopment Agency Tax Increment Revenue Bonds, Series 2010A 4,760,000 Revenue Bonds

City of Orlando (FL) 04/07/10Community Redevelopment Agency Taxable Tax Increment Revenue Bonds, Series 2010B (BABs) 71,415,000 Revenue Bonds

City of Orlando (FL) 03/16/10Capital Improvement Refunding Special Revenue Bonds, Series 2010 A 9,160,000 Revenue Bonds

City of Orlando (FL) 03/16/10Capital Improvement Refunding Special Revenue Bonds, Series 2010B 17,650,000 Revenue Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds, Series 2001 A-1 3,035,000 MBS Sale

Florida Division of Bond Finance (FL) 03/11/10

State of Florida State Board of Education Lottery Revenue Bonds, Series 2010A, B and C 404,600,000 Revenue Bonds

1

PRAG Florida Financings - Last Three Years

ISSUERPRICING

DATE DESCRIPTION AMOUNT CREDIT TYPE

Miami-Dade County (FL) 03/11/10 Water and Sewer System Revenue Bonds, Series 2010 594,330,000 Revenue BondsClay County Housing Finance Authority (FL) 03/01/10

MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds, Series 2001 3,315,000 MBS Sale

City of Miami Beach (FL) 02/17/10Revenue Refunding Bonds (Local Government Loan Program), Series 2010 40,000,000 Revenue Bonds

City of Tampa (FL) 02/01/10Community Redevelopment Improvement Note (Channel District), Series 2010 6,000,000

Bond Anticipation Note

City of Hollywood (FL) 01/27/10Water and Sewer Improvement Revenue Bonds, Series 2010A 4,185,000 Revenue Bonds

City of Hollywood (FL) 01/27/10Water and Sewer Improvement Revenue Bonds, Series 2010B (BABs) 48,160,000 Revenue Bonds

City of Hollywood (FL) 01/20/10Branch Banking and Trust Company (BB&T) Bank Loan, Series 2010 8,700,000

New Money Bank Loan


Single Family Mortgage Revenue Bonds (GSE Program - Multi-County), Series 2009A NIBP (Taxable Convertible Bonds) 20,770,000 NIBP


Home Ownership Mortgage Revenue Bonds (Special Program) Series 2009A (Taxable Convertible Bonds) 25,000,000

Single Family Revenue Bonds

City of Tampa (FL) 12/00/09 Florida League of Cities Commercial Paper Program 9,200,000 Commercial PaperFlorida Division of Bond Finance (FL) 11/09/09

State of Florida Certificates of Participation, Series 2009B and C 404,600,000

Certificates of Participation


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 1996 1,220,000 MBS Sale


Home Ownership Mortgage Revenue Bonds Series 1996 (MBS Sale to defease bonds) 1,220,000 MBS Sale

Housing Finance Authority of Polk County (FL) 08/28/09

Ginnie Mae Collateralized Multifamily Housing Revenue Bonds, Series 2009 (Lakewood Terrace Apartments) 6,480,000 Private Placement

City of Orlando (FL) 08/27/09 Capital Improvement Special Revenue Bonds Series 2009A 11,950,000 Revenue Bonds

City of Orlando (FL) 08/27/09Capital Improvement Refunding Special Revenue Bonds Series 2009B 15,965,000 Revenue Bonds

City of Orlando (FL) 08/27/09Taxable Capital Improvement Special Revenue Bonds Series 2009C (Direct Subsidy Build America Bonds) 40,000,000 Revenue Bonds

City of Orlando (FL) 08/20/09Community Redevelopment Agency Tax Increment Revenue Bonds Series 2009A 14,475,000 Revenue Bonds

City of Orlando (FL) 08/20/09Community Redevelopment Agency Tax Increment Refunding Bonds Series 2009B 5,975,000 Revenue Bonds

City of Orlando (FL) 08/20/09Community Redevelopment Agency Taxable Tax Increment Revenue Bonds Series 2009C (BABs) 50,955,000 Revenue Bonds

Miami-Dade County (FL) 08/03/09Line of Credit from Regions Bank to Miami-Dade County for the Water and Sewer Department 100,000,000

Regions Bank LOC


Home Ownership Mortgage Revenue Bonds Series 1998A (MBS Sale to defease bonds) 3,895,000 MBS Sale


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 1998 3,900,000 MBS Sale

Clay County Housing Finance Authority (FL) 04/27/09


Clay County Housing Finance Authority (FL) 04/27/09


Florida Division of Bond Finance (FL) 03/30/09

State of Florida State Board of Education Lottery Revenue Bonds, Series 2009A 300,000,000 Revenue Bonds

Broward County (FL) 02/05/09 Water and Sewer Utility Revenue Bonds, Series 2009A 175,380,000 Revenue BondsSchool District of Miami-Dade County (FL) 01/21/09 Revenue Anticipation Notes, Series 2009 132,000,000 Revenue Bonds

Total $3,390,800,000

2

Appendix D

PRAG National Financings - Last Three Years

ISSUER STATE AMOUNTPRICING

DATE DESCRIPTION CREDIT TYPEHousing Finance Authority of Miami-Dade County FL 16,000,000 01/12/12

Multifamily Mortgage Revenue Bonds, Series 2011A (Palm Lake Apartments Project)


Housing Finance Authority of Miami-Dade County FL 2,400,000 01/12/12

Multifamily Mortgage Revenue Bonds, Series 2011B (Palm Lake Apartments Project)


City of Tampa FL 20,045,000 12/22/11 Taxable Non-Ad Valorem Revenue Bonds, Series 2011 Revenue Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 2002A-1 and A-2 bonds MBS Sale

Anne Arundel County MD 35,835,000 08/18/11General Obligation Bonds,Consolidated General Improvements Series, 2011 Refunding Series

General Obligation Bonds

Anne Arundel County MD 8,860,000 08/18/11Consolidated Water & Sewer Series, 2011 Refunding Series


New York City Transitional Finance Authority NY 74,600,000 08/18/11

Reoffering - New York City Recovery Bonds Fiscal 2003 Subseries 1B Revenue Bonds


Future Tax Secured Subordinate Bonds, Fiscal 2003 Series B Tax-Exempt Multi-Modal Bonds & Revenue Bonds

New York City Transitional Finance Authority NY 171,970,000 08/05/11 Fiscal 2002 Series B Taxable Adjustable Rate Bonds Revenue BondsNew York City Transitional Finance Authority NY 450,000,000 08/05/11

Future Tax Secured Subordinate Bonds Fiscal 2012 Series A Revenue Bonds

City of New York NY 85,000,000 07/22/11 $85,000,000 Taxable Bonds, Subseries A-2,General Obligation Bonds

City of New York NY 515,000,000 07/22/11General Obligation Bonds, Fiscal 2012 Series A,B&C TE Bonds, Subseries A-1


City of New York NY 182,240,000 07/22/11General Obligation Bonds, Fiscal 2012 TE Bonds, Series B


City of New York NY 17,475,000 07/22/11General Obligation Bonds, Fiscal 2012 TE Bonds, Series C


Pinellas County FL 20,870,000 07/20/11 Sewer Revenue Refunding Bonds, Series 2011New Money Bank Loan

City of San Jose (CA) CA 236,785,000 07/13/11Airport Revenue Bonds, Series 2011A-1 (AMT) & 2011A-2(Non-AMT) Revenue Bonds

West Virginia Economic Development Authority WV 90,790,000 07/13/11

Lease Revenue Refunding Bonds (Correctional, Juvenile and Public Safety Facilities) 2011 Series A Revenue Bonds

Tobacco Settlement Financing Corporation (NY) NY 959,195,000 06/29/11 Asset-Backed Revenue Bonds, Series 2011 A&B Revenue BondsNew York State Housing Finance Agency NY 71,165,000 06/24/11

Consolidated Service Contract Revenue Bonds, 2011 Series A Refunding Revenue Bonds

Brevard County Housing Finance Authority FL 3,750,000 06/20/11

MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 2002B and Series 2002C MBS Sale

City of Phoenix Civic Improvement Corporation AZ 27,500,000 05/18/11

Subordinated Excise Tax Revenue Refunding Bonds Series 2011E Revenue Bonds


Senior Lien Excise Tax Revenue Bonds, Series 2011B & Senior Lien Excise Tax Revenue Refunding Bonds Series 2011D Revenue Bonds


Senior Lien Excise Tax Revenue Bonds, Series 2011A & Senior Lien Excise Tax Revenue Refunding Bonds, Series 2011C Revenue Bonds

State of Oregon OR 310,610,000 05/18/11

General Obligation Bonds (Various Projects), 2011 Series I - Seismic Grants, Series J - State Property, Series K - State Property-ODOT Bldg, Series L - Refunding


Commonwealth Transportation Board VA 600,000,000 05/11/11

Transportation Capital Projects Revenue Bonds, Series 2011 Revenue Bonds

City of Pasadena Public Financing Authority CA 38,400,000 05/03/11

Variable Rate Demand Lease Revenue Bonds (Rose Bowl Refinancing and Improvement Projects) Series 2006 Revenue Bonds

The State of New Mexico NM 18,645,000 04/19/11 Capital Projects General Obligation Bonds Series 2011General Obligation Bonds

1



DATE DESCRIPTION CREDIT TYPENew York City Transitional Finance Authority NY 649,425,000 04/08/11

Future Tax Secured Subordinate Bonds, Fiscal 2011 Series E & F Revenue Bonds

Bradley International Airport (CT) CT 152,380,000 04/01/11 2011 Refunding with Swaps Revenue Bonds

Anne Arundel County, Maryland MD 47,600,000 03/30/11General Obligation Bonds - Consolidated Water and Sewer Series 2011


Anne Arundel County, Maryland MD 125,700,000 03/30/11General Obligation Bonds - Consolidated General Improvements Series 2011


Georgia Environmental Loan Acquisition Corporation GA 202,755,000 03/25/11

Local Government Loan Securitization Bonds (Loan Pool), Series 2011

Loan Securitization Bonds

City of Whittier - Presbyterian Intercommunity Hospital CA 41,305,000 03/23/11 Health Facility Revenue Bonds Series 2011 Revenue BondsThe Commonwealth of Massachusetts MA 360,000,000 03/23/11 General Obligation Consolidated Loan of 2011 Series A


The Commonwealth of Massachusetts MA 80,005,000 03/23/11 General Obligation Refunding Bonds 2011 Series B


State of New York NY 97,925,000 03/22/11 General Obligation Bonds Series 2011DGeneral Obligation Bonds

State of New York NY 231,125,000 03/22/11 General Obligation Bonds Series 2011CGeneral Obligation Bonds

State of New York NY 21,865,000 03/22/11 General Obligation Bonds Series 2011BGeneral Obligation Bonds

State of New York NY 478,185,000 03/22/11 General Obligation Bonds Series 2011AGeneral Obligation Bonds

City of Orlando FL 9,000,000 03/15/11Capital Improvement Refunding Special Revenue Bonds, Series 2011A Revenue Bonds

State Road and Tollway Authority GA 344,420,000 03/10/11

Guaranteed Revenue Refunding Bonds Series 2011 A and B Revenue Bonds

Piedmont Municipal Power Agency SC 107,900,000 03/10/11 Electric Revenue Bonds, Refunding Series 2011B & C Revenue Bonds

City of New York NY 45,125,000 03/09/11General Obligation Bonds, Fiscal 1994 Series H, Subseries H-4 Reoffering


City of New York NY 640,420,000 03/09/11 General Obligation Bonds, Fiscal 2011 Series IGeneral Obligation Bonds

Hampton Township School District (Alleghany County) PA 11,930,000 03/03/11

General Obligation Bonds, Series of 2011 - Series A & B


Piedmont Municipal Power Agency SC 90,000,000 02/23/11 Electric Revenue Bonds, refunding of 2008 Series C Revenue BondsPiedmont Municipal Power Agency SC 30,000,000 02/23/11 Electric Revenue Bonds, refunding of 2008 Series D Revenue BondsPiedmont Municipal Power Agency SC 1,940,000 02/23/11 Electric Revenue Bonds, Series 2011A Revenue Bonds

The State of South Carolina SC 20,085,000 02/15/11 State Institution Refunding Bonds Series 2011AGeneral Obligation Bonds

The State of South Carolina SC 62,370,000 02/15/11 State Institution Bonds Series 2011BGeneral Obligation Bonds

The State of South Carolina SC 15,000,000 02/15/11 State Institution Bonds Series 2011CGeneral Obligation Bonds

The State of South Carolina SC 18,950,000 02/15/11 State Institution Bonds Series 2011D; $23,95General Obligation Bonds

The State of South Carolina SC 23,955,000 02/15/11 State Institution Bonds Series 2011E General Obligation Bonds

The State of South Carolina SC 192,575,000 02/15/11General Obligation State School Facilities Refunding Bonds, Series 2011A


The State of South Carolina SC 123,590,000 02/15/11State Capital Improvement Refunding Bonds, Series 2011A


Georgia Environmental Loan Acquisition Corporation GA 29,255,000 02/10/11

Local Government Loan Securitization Bonds (Cobb County-Marietta Water Auth Loans) Series 2011

Loan Securitization Bonds


Future Tax Secured Subordinate Bonds Fiscal 2011 Series D, Subseries D-1 (Tax-Exempt) & D-2 (Taxable) Revenue Bonds

2



DATE DESCRIPTION CREDIT TYPE

District of Columbia DC 82,610,000 02/02/11Federal Highway Grant Anticipation Revenue Bonds, Series 2011 Revenue Bonds


Single Family Mortgage Revenue Bonds Series 2010B (NIBP Escrow Release)

NIBP Escrow Release

City of New York NY 150,000,000 01/26/11General Obligation Bonds, Fiscal 2008 Series J, Subseries J-3 Remarketing



Future Tax Secured Subordinate Bonds Fiscal 2011 Series C Revenue Bonds

State of West Virginia Higher Education Policy Commission WV 76,865,000 12/17/10 Higher Education Policy Commission Revenue Bonds

District of Columbia DC 181,330,000 12/16/10 General Obligation Bonds, Series 2010AGeneral Obligation Bonds

The City of New York NY 1,050,000,000 12/15/10 General Obligation Bonds, Fiscal 2011 Series FGeneral Obligation Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds 2009 Series A-1 (NIBP Escrow Release)

NIBP Escrow Release

District of Columbia DC 342,615,000 12/02/10 Income Tax Secured Revenue Bonds, Series 2010F Revenue Bonds

Monmouth County NJ 12,695,000 12/02/10 General Obligation Bonds, Series 2010AGeneral Obligation Bonds

Monmouth County NJ 20,775,000 12/02/10 General Improvement Bonds, Series 2010BGeneral Obligation Bonds

Monmouth County NJ 16,530,000 12/02/10General Improvement Bonds, Reclamation Center Utility Bonds, County College Bonds


Monmouth County NJ 32,575,000 12/02/10 General Obligation Refunding Bonds, Series 2010CGeneral Obligation Bonds

City of Tampa FL 11,610,000 12/01/10 Utilities Tax Revenue Bonds, Series 2010A (BABs) Revenue Bonds

City of Tampa FL 8,045,000 12/01/10Utilities Tax Revenue Bonds, Series 2010B (Recovery Zone Economic Development Bonds) Revenue Bonds

New York Local Government Assistance Corporation NY 137,500,000 11/22/10 Series 2003A-4V Subordinate Lien Refunding Bonds


Municipal Assistance Corporation for the City of Troy NY 15,620,000 11/19/10 General Resolution Refunding Bonds, Series 2010A



Building Aid Revenue Bonds Fiscal 201, Subseries S-1B Revenue Bonds


Building Aid Revenue Bonds Fiscal 201, Subseries S-1A Revenue Bonds

Dormitory Authority of the State of New York - The New School NY 301,055,000 11/18/10 Revenue Bonds, Series 2010 Revenue BondsNew York Local Government Assistance Corporation NY 206,020,000 11/16/10 Refunding Bonds (Subordinate Lien) Series 2010B


Department of Airports of the City of Los Angeles CA 875,805,000 11/10/10 Senior Revenue Bonds 2010 Series D Revenue BondsLos Angeles County Public Works Financing Authority CA 688,005,000 11/09/10

Lease Revenue Bonds(Multiple Capital Projects I), 2010 Series B (BABs/RZEDBs)

Lease Revenue Bonds

Los Angeles County Public Works Financing Authority CA 102,900,000 11/09/10

Lease Revenue Bonds(Multiple Capital Projects I), 2010 Series A

Lease Revenue Bonds

Piedmont Municipal Power Agency SC 109,010,000 11/04/10

Electric Revenue Bonds, Series 2010A, Refunding Series 2010A-2 thru Series 2010A-5 Revenue Bonds

Piedmont Municipal Power Agency SC 15,260,000 11/04/10 Electric Revenue Bonds, Series 2010A-1 Revenue BondsDepartment of Airports of the City of Los Angeles CA 134,680,000 10/28/10 Subordinate Revenue Bonds 2010 Series B Revenue BondsDepartment of Airports of the City of Los Angeles CA 59,360,000 10/28/10 Subordinate Revenue Bonds 2010 Series C Revenue Bonds

State of Connecticut CT 100,000,000 10/27/10Special Tax Obligation Refunding Bonds Transportation Infrastructure Purposes Ser 2010 C


State of Connecticut CT 600,000,000 10/27/10Special Tax Obligation Bonds Transportation Infrastructure Purposes, 2010 Series A & B


3



DATE DESCRIPTION CREDIT TYPENew York City Transitional Finance Authority NY 850,000,000 10/27/10 Future Tax Secured Bonds Fiscal 2011 Series B Revenue Bonds

Baltimore County, Maryland MD 391,000,000 10/26/10 General Obligation BondsGeneral Obligation Bonds

Alameda County Joint Powers Authority CA 320,000,000 10/20/10

Lease Revenue Bonds (Multiple Capital Projects) 2010 Series

Lease Revenue Bonds

District of Columbia DC 700,000,000 10/19/10 General Obligation Tex Revenue Anticipation Notes Revenue BondsThe Town of Middletown New Castle County DE 21,245,000 10/14/10 General Obligation Bonds, Series 2010


Commonwealth of Virginia VA 171,270,000 10/13/10General Obligation Bonds and Taxable Build America Bonds


City of New York NY 925,000,000 10/07/10General Obligation Bonds Fiscal 2010 Series C-1 (BABs) & C-2 (Taxable Bonds)


City of New York NY 88,545,000 10/07/10General Obligation Bonds, Fiscal 2002 Series A, Subseries A-7 & A-8


City of New York NY 300,000,000 10/07/10 General Obligation Bonds Fiscal 2010 Series D & EGeneral Obligation Bonds

City of Tampa FL 38,675,000 10/06/10 Sales Tax Refunding Revenue Bonds, Series 2010 Revenue Bonds

State of Georgia GA 28,755,000 10/06/10General Obligation Bonds Series 2010C-4 (Federally Taxable Qualified School Construction Bonds)


State of Georgia GA 136,535,000 10/06/10General Obligation Bonds Series 2010C-3 (Federally Taxable Recovery Zone Economic Development)


State of Georgia GA 233,515,000 10/06/10 General Obligation Bonds Series 2010C-2 (BABs)General Obligation Bonds

State of Georgia GA 255,120,000 10/06/10 General Obligation Bonds Series 2010B & 2010C-1General Obligation Bonds

City of Orlando FL 40,260,000 10/05/10Capital Improvement Refunding Special Revenue Bonds, Series 2010C Revenue Bonds

The Metropolitan Water District of Southern California CA 39,485,000 09/29/10

Waterworks General Obligation Refunding Bonds 2010 Series A


Economic Development Authority of the County of Chesterfield VA 8,345,000 09/24/10

Taxable Recovery Zone Economic Development Revenue Bonds, Series 2010B (Meadowville Technology Park Project) Revenue Bonds

Economic Development Authority of the County of Chesterfield VA 7,185,000 09/24/10

Public Facility Revenue Refunding Bonds, Series 2010A (Chesterfield County Juvenile Courts Project) Revenue Bonds

New Castle County, Delaware DE 50,910,000 09/20/10General Obligation Bonds, Series 2010B (Recovery Zone Economic Development Bonds)


New Castle County, Delaware DE 40,020,000 09/20/10 General Obligation Bonds, Series 2010AGeneral Obligation Bonds

Miami-Dade County FL 29,670,000 09/14/10Transit System Sales Surtax Revenue Bonds, Series 2010A Revenue Bonds

Miami-Dade County FL 187,590,000 09/14/10Transit System Sales Surtax Revenue Bonds, Series 2010B (BABs) Revenue Bonds

Fulton County, Georgia GA 33,790,000 09/14/10 General Obligation Library Bonds, Series 2010AGeneral Obligation Bonds

Fulton County, Georgia GA 145,255,000 09/14/10 General Obligation Library Bonds, Series 2010 BGeneral Obligation Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds 2009 Series A (NIBP) MBS Sale (NIBP)


Multifamily Mortgage Revenue Bonds, Series 2010A (Scott Carver Phase IIA and Phase IIB) Private Placement


Multifamily Mortgage Revenue Bonds, Series 2010A (Scott Carver Phase IIC) Private Placement

State of New Hampshire NH 150,000,000 08/28/10General Obligation Capital Improvement Bonds Series B & C


City of Tampa FL 90,740,000 08/25/10 Solid Waste System Refunding Bonds, Series 2010 Revenue Bonds

Baltimore County, Maryland MD 75,285,000 08/10/10 General Obligation Bonds 2010 Refunding BondsGeneral Obligation Bonds

4



DATE DESCRIPTION CREDIT TYPEWest Virginia Economic Development Authority WV 155,620,000 08/03/10 Lottery Revenue Bonds 2010 Series A Revenue Bonds

City of Beverly Hills CA 13,705,000 07/28/10 2010 Lease Revenue Bonds Series A Revenue Bonds

City of Beverly Hills CA 28,940,000 07/28/10 2010 Lease Revenue Bonds Series B Taxable Revenue Bonds

City of Beverly Hills CA 19,920,000 07/28/10 2010 Lease Revenue Bonds Series C Taxable BABs Revenue Bonds

City of New York NY 962,535,000 07/28/10 General Obligation Bonds, Fiscal 2011 Series A& BGeneral Obligation Bonds

State of Illinois IL 1,300,000,000 07/20/10 General Obligation Certificates of July 2010Certificates of Participation

City of Pasadena CA 36,320,000 07/19/10 Electric Revenue Refunding Bonds, 2010 A Series Revenue BondsThe Metropolitan Water District of Southern California CA 88,845,000 07/15/10 Water Revenue Refunding Bonds 2010 Series B Revenue Bonds

State of New Hampshire NH 45,035,000 07/14/10 General Obligation Refunding Bonds 2010 Series BGeneral Obligation Bonds

State of New Mexico NM 200,000,000 07/14/102010-2011 Tax and Revenue Anticipation Notes Series 2010

Tax and Revenue Anticipation Notes

State of West Virginia WV 25,000,000 07/14/10 Excess Lottery Revenue Bonds Series 2010B Revenue BondsSchool District of Miami-Dade County, Florida FL 250,000,000 07/08/10 Tax Anticipation Notes, Series 2010

Tax Anticipation Notes

State of West Virginia WV 35,135,000 07/08/10General Obligation State Road Refunding Bonds Series 2010 A



MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 2000A-1 MBS Sale





School Building Authority of West Virginia WV 72,280,000 06/24/10 Excess Lottery Revenue Bonds Series 2010A Revenue Bonds

City of San Diego CA 163,165,000 06/23/102010-11 Tax and Revenue Anticipation Notes Series ABC


Alameda County Joint Powers Authority CA 100,000,000 06/16/10 Lease Revenue Tax-Exempt Commercial Paper Notes Revenue BondsThe Metropolitan Water District of Southern California CA 128,005,000 06/16/10

Special Variable Rate Water Revenue Refunding Bonds 2010 Series A Revenue Bonds

West Basin Municipal Water District CA 50,000,000 06/15/10 Adjustable Rate Revenue COPs Series 2010 A Revenue Bonds

State of New Mexico NM 43,780,000 06/15/10 Severance Tax Bonds Refunding Series 2010C Revenue BondsDormitory Authority of the State of New York NY 131,105,000 06/10/10

Municipal Health Facilities Improvement Program Lease Revenue Bonds (NYC issue)

Lease Revenue Bonds

City of New York NY 900,000,000 06/09/10General Obligation Bonds, Fiscal 2010 Series H, Subseries H-1(BABs), Subseries H-2


New York State Urban Development Corp. (ESDC) NY 504,305,000 05/27/10

Service Contract Revenue Refunding Bonds, Series 2010A Revenue Bonds


Future Tax Secured Bonds Fiscal 2010, Subseries G-5 & G-6 (Adjustable Rate Bonds)


Los Angeles Department of Water and Power CA 52,130,000 05/20/10 Power System Revenue Bonds Series Ser 2010 B Revenue BondsLos Angeles Department of Water and Power CA 616,000,000 05/20/10

Power System Revenue Bonds 2010 Series A (Build America Bonds) Revenue Bonds

District of Columbia DC 32,945,000 05/20/10 Income Tax Secured Revenue Bonds, Series 2010D Revenue BondsGovernment Assistance Corporation NY 250,050,000 05/20/10 Series 2010A Refunding Bonds (Subordinate Lien)


5



DATE DESCRIPTION CREDIT TYPENew York City Transitional Finance Authority NY 19,745,000 05/19/10 Future Tax Secured Bonds Fiscal 2010; Subseries I-1



Future Tax Secured Bonds Fiscal 2010; Series H & Subseries I-2


New York City Transitional Finance Authority NY 70,000,000 05/18/10 Taxable Subordinate Bonds Subseries G-4


New York City Transitional Finance Authority NY 250,000,000 05/18/10 Taxable Subordinate Bonds Subseries G-3 (QSCBs)



Taxable Subordinate Bonds, Subseries G-1 and Subseries G-2(BABs)


State of New York Municipal Bond Bank Agency NY 116,340,000 05/14/10 Recovery Act Bonds, Series 2010A & 2010B Revenue BondsCommonwealth Transportation Board (VA) VA 492,665,000 05/12/10

Transportation Capital Projects Revenue Bonds, Series 2010A-1, Series 2010 A-2 (BABs) Revenue Bonds

Orange County Sanitation District CA 80,000,000 05/11/10

Wastewater Revenue Obligations Series 2010A (Federally Taxable Build America Bonds) Revenue Bonds

State of New Hampshire NH 153,345,000 04/08/10 General Obligation Refunding Bonds 2010 Series AGeneral Obligation Bonds

City of Orlando FL 4,760,000 04/07/10Community Redevelopment Agency Tax Increment Revenue Bonds, Series 2010A Revenue Bonds

City of Orlando FL 71,415,000 04/07/10Community Redevelopment Agency Tax Increment Revenue Bonds, Series 2010B (BABs) Revenue Bonds

State of Illinois IL 246,095,000 04/01/10 General Obligation Bonds, Series of April 2010General Obligation Bonds

City of Long Beach CA 200,835,000 03/31/10 Harbor Revenue Bonds Series 2010A Revenue Bonds

State of Oregon OR 580,285,000 03/31/10Department of Transportation Highway User Tax Revenue Bonds Series 2010A (BABs) & 2010B Revenue Bonds

State of California CA 3,400,000,000 03/25/10 Various Purpose General Obligation BondsGeneral Obligation Bonds

Anne Arundel County MD 185,725,000 03/25/10

Consolidated General Improvements Series 2010, Consolidated Water and Sewer Series 2010, Consolidated General Improvements Series 2010 BABs, Consolidated Water and Sewer Series 2010 BABs


Department of Airports of the City of Los Angeles CA 930,155,000 03/24/10

Los Angeles International Airport Senior Revenue Bonds 2010 Series A Revenue Bonds

District of Columbia DC 29,000,000 03/22/104.00% Pilot Revenue Bond Anticipation Notes Series 2010


City of New York NY 644,070,000 03/18/10General Obligation Bonds, Fiscal 2010 Series G, Subseries G-1(BABs)


City of New York NY 75,000,000 03/18/10General Obligation Bonds, Fiscal 2010 Series G, Subseries G-2


City of New York NY 30,930,000 03/18/10General Obligation Bonds, Fiscal 2010 Series G, Subseries G-3


City of Orlando FL 9,160,000 03/16/10Capital Improvement Refunding Special Revenue Bonds, Series 2010 A Revenue Bonds

City of Orlando FL 17,650,000 03/16/10Capital Improvement Refunding Special Revenue Bonds, Series 2010 B Revenue Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds, Series 2001 A-1 MBS Sale


District of Columbia DC 14,040,000 03/11/10 Income Tax Secured Revenue Bonds Revenue Bonds

District of Columbia DC 694,300,000 03/11/10Income Tax Secured Revenue Refunding Bonds Series 2010A Revenue Bonds

Miami-Dade County FL 594,330,000 03/11/10 Water and Sewer System Revenue Bonds, Series 2010 Revenue Bonds

Florida Division of Bond Finance FL 404,600,000 03/11/10State of Florida State Board of Education Lottery Revenue Bonds,Series 2010A, B and C Revenue Bonds

6



DATE DESCRIPTION CREDIT TYPEClay County Housing Finance Authority of FL 3,315,000 03/01/10

MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds, Series 2001 MBS Sale

State of New York NY 50,980,000 02/25/10 General Obligation Bonds, Series 2010BGeneral Obligation Bonds

State of New York NY 181,255,000 02/25/10 General Obligation Bonds, Series 2010AGeneral Obligation Bonds

State of New York NY 216,860,000 02/25/10General Obligation Bonds, Series 2010C (Build America Bonds)


New York City Transitional Finance Authority NY 148,500,000 02/24/10 Future Tax Secured Bonds Fiscal 2010 subseries F-5 Revenue BondsNew York City Transitional Finance Authority NY 751,500,000 02/23/10 Future Tax Secured Bonds Fiscal 2010 Series F1 to F4 Revenue BondsNew York Institute of Technology (NY) NY 22,750,000 02/18/10 Re-offering Taxable Bonds Series 2000A Revenue BondsSuffolk County Industrial Development Agency - NYIT NY 40,840,000 02/18/10

(2000 New York Institute of Technology Project) Series 2000A Revenue Bonds

Nassau County Industrial Development Agency - NYIT NY 20,310,000 02/18/10

Re-offering Civic Facility Revenue and Refunding Bonds (2000 New York Institute of Technology) Revenue Bonds

City of Miami Beach FL 40,000,000 02/17/10Revenue Refunding Bonds (Local Government Loan Program), Series 2010) Revenue Bonds

State of New Mexico NM 132,265,000 02/16/10 Severance Tax Bonds Series 2010A Revenue Bonds

State of New Mexico NM 100,000,000 02/16/10 Supplemental Severance Tax Bonds Series 2010B Revenue Bonds

Bethlehem Authority PA 11,000,000 02/11/10Northampton and Lehigh Counties, Guaranteed Water Revenue Bonds, Series of 2010 Revenue Bonds

Virginia Public Building Authority VA 317,230,000 02/10/10 Public Facilities Revenue Bonds Series 2010 A-1 & A-2 Revenue Bonds

City of Tampa FL 6,000,000 02/01/10Community Redevelopment Improvement Note (Channel District) Series 2010

Bond Anticipation Note

City of Hollywood FL 4,185,000 01/27/10Water and Sewer Improvement Revenue Bonds Series 2010A Revenue Bonds

City of Hollywood FL 48,160,000 01/27/10Water and Sewer Improvement Revenue Bonds Series 2010B (Build America Bonds) Revenue Bonds

City of Hollywood FL 8,700,000 01/20/10Branch Banking and Trust Company (BB&T) Bank Loan, Series 2010

New Money Bank Loan


Single Family Mortgage Revenue Bonds (GSE Program - Multi-County), Series 2009A NIBP (Taxable Convertible Bonds) NIBP


Home Ownership Mortgage Revenue Bonds (Special Program) Series 2009A) (Taxable Convertible Bonds) Revenue Bonds

Battery Park City Authority NY 87,235,000 12/15/09Senior Revenue Bonds, 56,600,000 Series 2009A (BABs), 30,635,000 Series 2009B Revenue Bonds

City of New York NY 560,515,000 12/10/09General Obligation Bonds, Fiscal 2010 Series D, Subseries D-1 (BABs)


City of New York NY 900,165,000 12/10/09 General Obligation Bonds, Fiscal 2010 Series E & FGeneral Obligation Bonds

City of New York NY 87,305,000 12/10/09General Obligation Bonds, Fiscal 2010 Series D, Subseries D-2


District of Columbia DC 630,910,000 12/09/09Income Tax Revenue Bonds, 129,620,000 Series 2009D (Tax-Exempt), Series 2009 E (BABs) Revenue Bonds


Electric Revenue Bonds, Series 2009B (Federally Taxable - Build America Bonds) Revenue Bonds


Electric Revenue Bonds, Series 2009A, 12,340,000 Refunding Series 2009A-1, 19,950,000 Refunding Series 2009A-2, 73,870,000 Refunding Series 2009A-3 & 92,305,000 Refunding Series 2009A-4 Revenue Bonds

Santa Monica Public Financing Authority CA 9,155,000 12/03/09 Lease Revenue Refunding Bonds Series 2009 Revenue Bonds

7



DATE DESCRIPTION CREDIT TYPEThe Metropolitan Water District of Southern California CA 26,050,000 12/01/09 Water Revenue Refunding Bonds 2009 Series E Revenue BondsThe Metropolitan Water District of Southern California CA 45,515,000 12/01/09

Waterworks General Obligation Refunding Bonds 2009 Series A


City of Tampa FL 9,200,000 12/00/09 Florida League of Cities Commercial Paper Program Commercial PaperBeverly Hills Public Financing Authority CA 72,015,000 11/23/09 2009 Lease Revenue Bonds Revenue Bonds

State of New York NY 349,315,000 11/23/09 General Obligation Refunding Bonds Series 2009CGeneral Obligation Bonds

Los Angeles Department of Water and Power CA 346,090,000 11/19/09

Water System Revenue Bonds, 2009 Series C (Build America Bonds) Revenue Bonds

Los Angeles Department of Airports CA 689,325,000 11/18/09 Los Angeles International Airport Revenue Bonds

State of New Hampshire NH 217,215,000 11/18/09 Turnpike System Revenue Bonds Revenue Bonds

State of West Virginia WV 78,295,000 11/18/09 Higher Education Policy Commission 2009 Series A Revenue BondsLos Angeles Department of Water and Power CA 141,200,000 11/17/09 Water System Revenue Bonds 2009 Series B Revenue BondsNew York State Urban Development Corp. (ESDC) NY 1,471,935,000 11/17/09

State Personal Income Tax Revenue Bonds (General Purpose) Revenue Bonds

School Building Authority of West Virginia WV 48,200,000 11/17/09 Excess Lottery Revenue bonds Series 2009 A Revenue BondsLos Angeles County Capital Asset Leasing Corporation NY 24,025,000 11/16/09 Lease Revenue Bonds, 2009 Series A

Lease Revenue Bonds

State of New York Higher Education Finance Authority NY 97,795,000 11/13/09 State of New York Mortgage Agency 2009 A Revenue BondsOrange County Sanitation District CA 165,865,000 11/10/09

Revenue Refunding Certificate Anticipation Notes, Series 2009B


Virginia College Building Authority VA 235,945,000 11/10/09

Educational Facilities Revenue Bonds (Public Higher Education Financing Program) Series 2009B Revenue Bonds




State of California CA 193,825,000 11/04/09 General Obligation Refunding BondsGeneral Obligation Bonds

State of Georgia GA 793,855,000 11/04/09General Obligation Bonds, Series 2009 F & G, General Obligation Bonds Series 2009H (BABs)


County of Monmouth NJ 71,175,000 11/03/09 General Obligation Bonds, Series 2009General Obligation Bonds

City of Pasadena CA 40,655,000 11/02/09 Electric Revenue Refunding Bonds 2009 Series Revenue Bonds

State of Connecticut CT 549,775,000 10/28/09

Special Tax Obligation Bonds Transportation Infrastructure Purposes, 2009 Series A, Series B (Build America Bonds), Series C (Refunding Bonds)

Special Tax Obligations

Baltimore County MD 262,170,000 10/28/09

72nd Issue - Series A & B; Consolidated Public Improvement Bonds 2009 Series A, B, & C (Recovery Zone Eco Dev Bond)


District of Columbia DC 500,000,000 10/27/09General Obligation Tax Revenue Anticipation Notes Fiscal Year 2010


Baltimore County MD 19,400,000 10/27/09

General Obligation Bonds, Consolidated Public Improvement Bonds 2009 Series D, Qualified School Construction Bonds (Tax Credit Bonds)


State of Minnesota MN 575,395,000 10/23/09

General Obligation State Various Purpose Bonds, Series 2009 H, State Trunk Highway Bonds, Series 2009I, Taxable State Bonds, Series 2009J, Various Purpose Refunding Bonds, Series 2009K


Commonwealth Transportation Board VA 72,195,000 10/21/09

Transportation Revenue Bonds Series 2009 A-1; Series 2009 A-2 (Build America Bonds) Revenue Bonds

8




City of New York Transitional Finance Authority NY 775,000,000 10/15/09

Future Tax Secured Bonds Fiscal 2010, Subseries C-1 Tax-Exempt Subordinate Bonds, Subseries C-2 Taxable Subordinate Bonds (BABs) Revenue Bonds

City of New York Transitional Finance Authority NY 81,000,000 10/15/09

Re-offering of New York City Recovery Bonds Fiscal 2003 Subseries 3B-1


Virginia Biotechnology Research Partnership Authority VA 36,740,000 10/09/09

Lease Revenue Refunding Bonds (Consolidated Laboratories Project) Series 2009

Lease Revenue Bonds

Florida Division of Bond Finance FL 336,985,000 11/09/09State of Florida Certificates of Participation,Series 2009B and C

Certificates of Participation

City of Phoenix AZ 467,195,000 10/07/09

Various Purpose General Obligation Bonds Taxable Series 2009 A (Build America Bonds), Taxable Series 2009 B, Series 2009C Refunding


State of California CA 1,313,090,000 10/07/09Various Purpose General Obligation Bonds and General Obligation Refunding Bonds


State of California CA 2,825,000,000 10/07/09Various Purpose General Obligation Bonds and General Obligation Refunding Bonds (Taxable)


Commonwealth of Virginia VA 332,480,000 10/07/09

General Obligation Bonds Series 2009B, Refunding Bonds Series 2009C, Refunding Bonds Series 2009D, Series 2009 E1 & E2 Taxable Build America Bonds


City of New York NY 970,000,000 09/30/09GO Bonds, Fiscal 2010 Series A, Subseries A-1 Taxable Bonds, Subseries A-2, BABs


City of New York NY 1,100,170,000 09/30/09 General Obligation Bonds, Fiscal 2010 Series B & CGeneral Obligation Bonds

Housing Finance Authority of Polk County FL 6,480,000 08/28/09

Ginnie Mae Collateralized Multifamily Housing Revenue Bonds, Series 2009 (Lakewood Terrace Apartments) Private Placement

City of Orlando FL 11,950,000 08/27/09Capital Improvement Special Revenue Bonds Series 2009A Revenue Bonds

City of Orlando FL 15,965,000 08/27/09Capital Improvement Refunding Special Revenue Bonds Series 2009B Revenue Bonds

City of Orlando FL 40,000,000 08/27/09Taxable Capital Improvement Special Revenue Bonds Series 2009C (Direct Subsidy Build America Bonds) Revenue Bonds

West Virginia Economic Development Authority WV 11,015,000 08/25/09

Lease Revenue Bonds, Series 2009A (State Office Building and Parking Lot)

Lease Revenue Bonds

City of Orlando FL 14,475,000 08/20/09Community Redevelopment Agency Tax Increment Revenue Bonds Series 2009A Revenue Bonds

City of Orlando FL 5,975,000 08/20/09Community Redevelopment Agency Tax Increment Refunding Bonds Series 2009B Revenue Bonds

City of Orlando FL 50,955,000 08/20/09Community Redevelopment Agency Taxable Tax Increment Revenue Bonds Series 2009C (BABs) Revenue Bonds

State of New Hampshire NH 50,000,000 08/19/09 GO Bond Anticipation Notes, Series A Commercial Paper

District of Columbia DC 270,090,000 08/18/09Income Tax Secured Revenue Refunding Bonds Series 2009C Revenue Bonds


Future Tax Secured Subordinate Bonds Fiscal 2010 Series B Revenue Bonds

State of Minnesota MN 598,385,000 08/11/09

General Obligation State Bonds: Various Purpose Bonds Series 2009D, Trunk Highway Bonds Series 2009E, Various Purpose Refunding Bonds Series 2009F, Trunk Highway Refunding Bonds Series 2009G


New York State Housing Finance Authority NY 200,000,000 08/11/09

State Personal Income Tax Revenue Bonds (Economic Development & Housing) 2009 Series A and Series B Revenue Bonds

City of Los Angeles CA 123,550,000 08/05/09 General Obligation Bonds Series 2009-AGeneral Obligation Bonds

City of Los Angeles CA 52,950,000 08/05/09General Obligation Bonds Series 2009-B (Build America Bonds)


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DATE DESCRIPTION CREDIT TYPEGovernment Assistance Corporation NY 40,885,000 07/31/09

Re-Marketing of Series 2003A-8V Subordinate Lien Refunding Bonds Revenue Bonds


Water Revenue Refunding Bonds 2009 Authorization Series D (Build America Bonds) Revenue Bonds

The Metropolitan Water District of Southern California CA 81,065,000 07/30/09 Water Revenue Refunding Bonds 2009 Series D Revenue BondsNew York City Transitional Finance Authority NY 800,000,000 07/23/09

Future Tax Secured Bonds Fiscal 2010 Series A, Subseries A-1 Tax-Exempt Subordinate Bonds Revenue Bonds


Future Tax Secured Bonds Fiscal 2010 Series A, Subseries A-2 Taxable Subordinate Bonds Revenue Bonds

City of Oakland CA 64,545,000 07/22/09 GO Bonds (Series 2009B, Measure DD)General Obligation Bonds

Georgia Higher Education Facilities Authority GA 100,850,000 07/15/09

Revenue Bonds (USG Real Estate Foundation II, LLC Project) Series 2009A Revenue Bonds

Anne Arundel County MD 53,340,000 07/09/09 General Obligation Bonds Series 2009 RefundingGeneral Obligation Bonds

School Building Authority of West Virginia WV 30,000,000 07/09/09

Excess Lottery Revenue Bonds (Qualified School Construction Bonds) Series 2009 A (Tax Credit) Revenue Bonds


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 1998A MBS Sale

State of New Mexico NM 218,450,000 06/23/09 Severance Tax Bonds, Series 2009ASpecial Tax Obligations


MBS Sale and Defeasance of Single Family Mortgage Revenue Bonds Series 1998 MBS Sale

Chesterfield County VA 92,000,000 06/16/09General Obligation Public Improvement Bonds Series A and B of 2009


Commonwealth of Virginia VA 80,000,000 06/10/09 General Obligation Bonds Series 2009AGeneral Obligation Bonds

The Metropolitan Water District of Southern California CA 297,855,000 06/04/09 Water Revenue Refunding Bonds 2009 Series B & C Revenue BondsGovernment Assistance Corporation NY 284,995,000 06/04/09

Re-Offering of Series 2008B-C/D Refunding Bonds, Series 2003A-5/6 Subordinate Lien Refunding Bonds Revenue Bonds

New York City Transitional Finance Authority NY 600,000,000 06/03/09 Building Aid Revenue Bonds, Fiscal 2009 Series S-5 Revenue Bonds

Virginia Public Building Authority VA 317,745,000 05/20/09

Public Facilities Revenue Bonds, Series 2009B, Series 2009C (Fed Taxable) and Series 2009D - Refunding Bonds Revenue Bonds

City of New York NY 800,095,000 05/19/09General Obligation Bonds, Fiscal 2009 Series J, Subseries J-1 and Series K


City of New York NY 190,000,000 05/19/09General Obligation Bonds, Fiscal 2009 Series J, Subseries J-2



Water Revenue Refunding Bonds 2009 Series A-1 & Series 2009 A-2 Revenue Bonds

City of Whittier (Presbyterian Intercommunity Hospital) CA 222,000,000 05/08/09 Health Facility Revenue Bonds Series 2009 A-C Revenue BondsCity of Whittier (Presbyterian Intercommunity Hospital) CA 58,000,000 05/07/09 Health Facility Revenue Bonds Series 2009D Revenue Bonds

Department of Water and Power of the City of Los Angeles CA 172,125,000 05/06/09 Power System Revenue Bonds, Series 2009 B Revenue Bonds

State of Georgia GA 454,260,000 05/06/09

General Obligation Bonds; 9,500,000 General Obligation Bonds Series 2009C, 305,030,000 Series 2009D, 149,730,000 General Obligation Refunding Bonds Series 2009E


Chesterfield County VA 47,900,000 05/06/09 Water & Sewer Revenue Bonds, Series 2009 Revenue Bonds

City of Hollywood FL 16,335,782 05/01/09Branch Banking and Trust Company (BB&T) Bank Loan, Series 2009A & 2009B

New Money Bank Loan

Clay County Housing Finance Authority of FL 1,565,000 04/27/09


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DATE DESCRIPTION CREDIT TYPEClay County Housing Finance Authority of FL 7,995,000 04/27/09


State of California CA 6,855,000,000 04/22/09General Obligation Bonds, $6,350,000,000 Fixed Rate Bonds, $505,000,000 Mandatory Put Bonds


State of New Mexico NM 196,330,000 04/21/09 Capital Projects General Obligation Bonds Series 2009General Obligation Bonds

Anne Arundel County MD 144,600,000 04/08/09Consolidated General Improvements, $29,200,000 Consolidated Water and Sewer


City of New York NY 833,000,000 04/07/09$800,000,000 Tax-Exempt Bonds Subseries I-1, $33,000,000 Taxable Bonds, Subseries I-2


City of New York NY 50,000,000 04/07/09General Obligation Bonds, Fiscal 2005 Series C, Subseries C-3


Virginia Public Building Authority VA 40,995,000 04/07/09 Public Facilities Revenue Bonds Series 2009A Revenue Bonds

Florida Division of Bond Finance FL 300,000,000 03/30/09State of Florida State Board of Education Lottery Revenue Bonds,Series 2009A Revenue Bonds


City of Los Angeles CA 454,785,000 03/18/09Wastewater System Revenue Bonds, Refunding Series 2009A Revenue Bonds


Future Tax Secured Senior Bonds Fiscal 2009 Series A & B Revenue Bonds

District of Columbia DC 801,330,000 03/11/09

Income Tax Secured Revenue Bonds, Series 2009A & Income Tax Secured Revenue Refunding Bonds Series 2009B Revenue Bonds

State of New Hampshire NH 29,800,000 03/11/09 General Obligation Refunding Bonds 2009 Series AGeneral Obligation Bonds

New York City Transitional Finance Authority NY 400,000,000 03/05/09 Building Aid Revenue Bonds Fiscal 2009 Series S-4 Revenue Bonds

State of New York NY 454,735,000 03/05/09 General Obligation Bonds Series 2009 A & BGeneral Obligation Bonds

State of West Virginia (Commissioner of Highways) WV 76,835,000 03/04/09

Surface Transportation Improvements Special Obligation Notes, Series 2009A

Special Tax Obligations

City of New York NY 720,000,000 02/24/09General Obligation Bonds, Fiscal 2009 Series H, Subseries H-1 & H-2


State Road and Tollway Authority GA 600,000,000 02/18/09

Federal Highway Grant Anticipation Revenue Bonds, Series 2009A & Federal Highway Reimbursement Revenue Bonds Series 2009A Revenue Bonds

Department of Water and Power of the City of Los Angeles CA 123,120,000 02/10/09 Power System Revenue Bonds, Series 2009A Revenue Bonds

Baltimore County MD 97,535,000 02/10/09 General Obligation BondsGeneral Obligation Bonds

Broward County FL 175,380,000 02/05/09 Water and Sewer Utility Revenue Bonds, Series 2009A Revenue Bonds

State of Georgia GA 613,850,000 02/04/09 General Obligation Bonds 2009 A & BGeneral Obligation Bonds

Department of Water and Power of the City of Los Angeles CA 150,000,000 01/28/09 Water System Revenue Bonds Series 2009 A Revenue BondsNew York City Industrial Development Agency NY 82,280,000 01/28/09

Queens Baseball Stadium Project, Series 2009 (PILOT Bonds) Revenue Bonds

State of Connecticut CT 415,035,000 01/22/09Second Lien Special Tax Obligation Refunding Bonds Transp Infrastructure Purposes Ser 2009 I


San Jose-Santa Clara Clean Water Financing Authority CA 21,420,000 01/21/09 Sewer Revenue Refunding Bonds, Series 20009A Revenue BondsSchool District of Miami-Dade County, Florida FL 132,000,000 01/21/09 Revenue Anticipation Notes, Series 2009 Revenue BondsNew York State Urban Development Corporation NY 1,079,225,000 01/09/09

State Personal Income Tax Revenue Bonds, Series 2009A and B Revenue Bonds

Virginia College Building Authority VA 291,645,000 01/09/09 Educational Facilities Revenue Bonds Series 2009A Revenue Bonds

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New Castle County, Delaware DE 107,105,000 01/06/09 General Obligation Bonds, Series 2009AGeneral Obligation Bonds

Total 86,966,825,782$

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O R I G I N A L Response to RFP # 2012-02 For Financial...

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