Full Book Entry on Countywide Public Financing Authority (1996)

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$27,725,000 COUNTYWIDE PUBLIC FINANCING AUTHORITY 1996 Revenue Bonds INTRODUCTION This Introduction is subject in all respects to the more complete information contained elsewhere in this Official Statement, and the offering of the Bonds to potential investors is made only by means of the entire Official Statement. Terms used in this Official Statement and not otherwise defined shall have the meanings ascribed to them in the Indenture. The definitions of certain of such terms are set forth in Appendix A hereto. The purpose of this Official Statement is to provide certain information concerning the issuance by the Countywide Public Financing Authority(the "Authority") of its Countywide Public Financing Authority 1996 Revenue Bonds (the "Bonds")in an aggregate principal amount of$27,725,000. The Bonds are being issued pursuant to an Indenture of Trust, dated as of July 1, 1996 (the "Indenture"), by and between the Authority and U.S. Trust Company of California, N.A., Los Angeles, California, as trustee(the "Trustee"). The Authority was established pursuant to a joint exercise of powers agreement among the Members, which include the Cities of Brea, Buena Park, Fullerton, Garden Grove, Orange, Santa Ana, Seal Beach, Stanton and Tustin. See "THE AUTHORITY" herein. The proceeds from the sale of the Bonds will be used by the Authority (i) to provide financing for the portions of a County-wide communications system within Orange County allocable to the Members and to finance other capital projects for certain Members within their respective geographical boundaries (collectively, the "Project"), (ii) to fund a Reserve Account, and (iii) to pay the costs of issuance of the Bonds. In order to provide for the repayment of the Bonds, each Member has agreed to lease certain real property and improvements (collectively, the "Leased Premises") to the Authority pursuant to separate Site and Facility Leases, each dated as of July 1, 1996 between the Authority, as lessee, and each Member, as lessor (the "Site Leases"), and to lease back said Leased Premises from the Authority pursuant to separate Lease Agreements, each dated as of July 1, 1996 between the Authority, as lessor, and each Member, as lessee (the "Lease Agreements"). Pursuant to the Lease Agreements, each Member has agreed to pay installments of rent for the Leased Premises to the Authority (the "Lease Payments") which have been calculated to be sufficient, in the aggregate, in both time and amount, to enable the Authority to pay the principal of and interest and premium, if any, on the Bonds when due and payable. Pursuant to the Indenture, the Authority has assigned to the Trustee, for the benefit of the owners of the Bonds, certain of its rights under the Lease Agreements, including its right to receive and enforce payment of the Lease Payments to be made by the respective Member. See "SECURITY FOR THE BONDS" and "APPENDIX A - Summary of Principal Legal Documents - Lease Agreements" herein. Pursuant to the Lease Agreements, each Members has covenanted that it will take such action as may be necessary to include all its Lease Payments in its budgets and to make the necessary annual appropriations therefore. The Lease Payments to be made by each Member are subject to abatement during any period in which the Leased Premises are not available to such Member for use and occupancy due to damage or destruction. See "SECURITY FOR THE BONDS - Covenant to Budget and Appropriate," "RISK FACTORS - Abatement" and "APPENDIX A - Summary of Principal Legal Documents - Lease Agreements" herein. Neither the Bonds nor the obligation of each Member to make Lease Payments constitutes an obligation of such Member for which such Member is obligated to levy or pledge any form of taxation or for which such Member has levied or pledged any form of taxation. The Authority has no taxing power.