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HomeMy WebLinkAbout1983 }I 1 Y ail 1 y I A OFFERING MEMORANDUM OF MARCH 10, 1963 NEW ISSUE In the opinion of !Bond Counsel, Interest on the Bonds Is exempt from Federal income Taut under statutes, reg11auons, published rulings and court decisions (Including State of Weshln ton vs. Comm- issioner of internal Revenue 692 F. 2d 12B (1952)) existing On the date p t e r opinon. or discussion o rate o sst naton vs. CornmIssioner of Internal Revenue, see Tax Exemption" herein. $23,250,000 • CITY OF DENTON, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1953 Dated: March 1, 1953 Due: December as shown below. Prlnclpal and seml-annual Interest (payable December 1, 1993 a semi-annually on each merleaI and December I thereafte!6 are payable at the principal corporate Bank Fort Worth, N.A., Fort Worth, Texas (the "Paying Agent"). The Series 1953 Bonds will be issued as coupon bonds In the denomination of j3,000 each, and are subject to redemption prior to maturity as described herein. The Bon& are Texas, and do not constitute payable a solely al bl cation of the City of Utility Texas. of the City of Denton, t revenues of the T MATURITY SCHEDULE Co Due Coupon 3D3 2~317 ,rincl 60 Rate jlb Price ITM 1,90) RT'FA PrI% ,DOO 1953 1733,000 3.73 100.00 1990 1,773,000 7.73 100.00 1991 1,173,000 5.00 100.00 1953 1,393,000 3.73 100.00 1992 1,130,000 5.23 100.00 1956 1,370,000 6.25 100.00 00 1993 1,100,000 5.30 100.00 000 1917 1 30 1955 1,500,000 6.73 100.00 3,330,000 9.30% Term Bonds Due December It 2001 100.00% 2,060,000 9.623% Term Bonds Due December 1, 2007 fD 9930% (Accrued Interest To Be Added The Bonds are offered when u and it Issued and re~.slved by the UnderwAtars, subject to 00 approval of legality by the Attorney C-ereral of Texas an Messrs. the U cCall, Parkhurs•by Hu rtan Pr ci Texas, Bond Counsel. Certain legal matters will be passed on for boyle Brooks, Dallas, Texas. Is one about March S29, erie 31933 Bonds In defirdtive form will be available for delivery In New York t City GOLDMAN, SACKS A CO. biLLON, READ k CO. INC. KIDDER, PEABODY k CO. Incorporated i 91v PRrLIMINARY OFFEROVG MEMORANDUM OF MARCH 1, 1983 V 4i u g NEW LS.SUe 0 4 y o In the opinlon of Bond Counsel, Interest on the Bonds is exempt from Federal Income Taxes under S statutes, regulations, published rulings and court decisions (Including State of Washln ton vs. Commi- s n ssioner of Internal Revenue 632 F. 2d 128 (1982)) existing on the date o ter opsn on. For scussion o rate o rV-C as rtRton vs. ommissioner of Internal Revenue, see "Tax Exemption" herein. Y a n $29,380,000+ a L ~ c N e CITY OF DENTON, TEXAS Y UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1983 Dated: March 1, 1983 Due: December 1, as shown below, liu0~ C N L 5 Princila and semi-annual interest (payable December 1, :.83 and semi-annually on each June 1 g o and December I thereafter) are payable at the principal corporate trust offices of the Texas American g Yr Bank Fort Worth, NA., Fort Worth, Texas (the "Paying Agent"). The Series 1983 Bonds will be Issued as s. coupon bonds in the denomination of $3,000 each, and are subject to redemptlon prior to maturity as $ g , described herein. >d S The Bonds are payable solely from the net revenues of the Utility System of the City of Denton, :Ss Texas, and do not constitute a general obligation of the City of Denton, Texas. g i v MATURITY SCHEDULE* C q~ p+3 ° Due Coupon Due Coupon r ` e 12-1 Prmcl Rate Price 12-1 Prince Rate Price 04 8 1~ 1,993,000 1989 1,730,00 C , 1984 11660,000 1990 1,7201000 d. 1983 1, 330,000 1991 1,073,000 8SS4 1986 113030000 1992 1,093,000 1987 W f w F 1988 1,740,000 1993 10030,000 zats S , $7,660,000 % Term Bonds Due December 1, 2007 C i (Accrued Interest To Be Added) 5 The Bonds are offered when, as and if Issued and received by the Underwriters, subject to the of Texas and Messrs. McCall, Horton Dall Sec A approval of Texas, Bond legality by t Certain legayt matt Gen ers will be passed on for he Underwriters tby H tchison P ice Boyle & Brooks, Dallas, Texas. It Is expected that the Series 1983 Bondi in definitive !orm will be • o available for delivery In New York City on or about March 29, 1983. s 5 Goldman, Sachs do Co. i Dillon, Read dr Co. Inc. Kidder, Peabody & Co. * Preliminary, subject to change. This 7sX=dwW Offering Merorandua does not constitute in offer to sell the Series 1983 Bonds in any jurisdiction to any person to •bom It is unlawful to make such an offer in such jurisdiction. No dealer, mass person, broker or other person has been authorized to give any information or to make any rap- resentat ions with respect tt, the Series 1993 Bonds, other than thoso contained in the $=MAN= Offering Memorandum, and, if given or made, such other in- foruation or representations nuvt not be relied upon ss having been authorized by the City or the Wderwriters. Certain information contained herein has been obtained fran the City and other sources %bich are tnlieved to be tellable, but it is not guaranteed as to accusncy or ccnpleteoeae. The informstioc and sx- pressiLms of opinion herein are subject to change without notice and neither the delivery of this >lmbll1ll84te Offering Verromdua nor any sales srde here- under shall, under any cirtanstances, create an implication that there has been no change in the affairs of the pasties referred to above since the date hereof. TABLE OF CONTENTS INTRODUCTION .............................................1 REI UNDING PLAN .....................j .......................I THE SERIES 19938ONDS .......................................2 General Terms. I I 2 Security. ...................................2 Mandatory Redemption ...................................4 Optional Redemption .....................................4 Notice of Redemption .............................'.......4 Debt Service Schedule . S Sources and Applications of Funds ............................8 ' ADMINISTRATION'OF THE UTILITY SYSTEM ........................7 General The City Council ........................................7 The Public Utilities Board ..................................7 Management of the Utility System ............................8 Management Personnel ....................................8 THE ELECTRIC SYSTEM .......................................9 Genera :...............................................9 Service Area ...........................................9 Customers .............................................9 Energy Safes ..........................................10 Existing Power Supply and Interchange Agreements ..............10 Full Supply ...........................................11 Texas Municipal Power Agency....... • • • I • • •11 Future Power SuptlyResources ...••••.•••••••••.•.••••••.••13 HlstoricalStatistical Data •.•••••••••••••••••••••••••••••.13 Electric System - Capital Improvement Plan • • • • • • • . • . • . • • ...14 Projected Loads and Resources ••••••••••••••••••••••••••••.S4 $alesofExcess Capacity •••••••••••••••••••••••••••••••••14 Federal Regulation .•••••.•••••••••••••••••••••.•.•••••••15 THE WATER AND WASTEWATER SYSTEM SS 1 General 15 Water Supply........... .........................15 Future Water Supply ....................................SS Water Treatment Plant.............................. • • i Water Usage -(Gallons)•••••••••••••••••••••• .18 Wastewater Treatment ...................................18 Water and Wastewater -Capital tmprovem2nt Plan ...18 (continued) RATES ...................................................18 General...........; * ........................IS Electric Rates .........................................17 . Water Rates ..........................................is I Wastewater Rates ......................................IS Rate Regulation .......................................1g FINANCIAL OPERATIONS ..............•••••••.•••""'•••••••19 Pro Forma Combined Historical OPeratlons ....................IS Pro Forme Combined Projected operations 20 OTHER INFORMATION .......................................22 Tax Exemption .................22 Registration and Qualification of Bonds for Sale ................22 Legal Investments in Texas . ..................22 Legal Opinions and No-Lltlgation Certlficate ..................22 !:rthenticlty of Financial Information ......................23 Financial Advisor. • • • • • • ::.23 Certificatlon of the 8ML4111111WOffering Memorandum • ......23 Verification of Arlthmeticd and Mathematical Computations 23 Underwriting . ........................................23 APPENDIX A - Outstanding Bonds to be Defeas,~d APPENDIX B - General Information Regarding City APPENDIX C - Excerpts from Audited Financial Statements GPPENDIX D - Electric Sys'.em Eng. peers' Letter I APPENDIX E - Water and Wastewater Systems Engineers' Letter APPENDIX F - Bond Ordinance APPENDIX G - Draft of Bond Counsel. OpInlon .i I t I OFFERING MEMORANDUM Relating to t 25__„sI1.8o~000 CITY OF DEN~TON, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1983 INTRODUCTION This Offering Memorandum which includes the cover page and appendices hereto provldes certain information regarding the City of Denton, Texas (the "City") and its c~mbined electric, water and sewer systems (the "Utility System") In connection with the City's Utility System Revenue Refunding Bonds, SerieF 1983 (the "Series 1983 Bonds"). The Series 1983 Bonds will constitute special obligations of the City, each payabi., as to both principal and Interest and equally secured by a first lien on and pledge of the revenues of the Utility System, after deduction of reasonable expenses of operation end maintenance, as provided by the General Laws of the State of Texas, particularly Articles 1111 et seq., V.A.T.C.S. The City has Issued (l) under provisions of a Bond Ordinance dated July 12, 1960, and ordinances supplemental thereto, ten Issues of Its Water and Sewer System Revenue Bonds in the aggregate principal amount of $14,310,000, of which bonds in the aggregate principal amount of $9,S>3,000 are currently outstanding, GI) under provisions of a Bond Ordinance dated March 21, 1978, an aggregate principal amount of $19,233,000 Electric System Revenue Refunding Bonds, and under a supplemental Ordinance dated January 26, 1982, an a regate principal amount of $3,000,000 Electric System Revenue Bonds, both of which aggregate principal amounts are currently outstanding. The combined total principal amount currently outstanding (the "Outstanding Bonds") is $32,210,000. REFUNDING PLAN The proceeds from the sale of the Series 1993 Bonds, net of financing expenses, underwriting discount and deposits to the Reserve Fund established pursuant to the Ordinance, will be held by Texas American Bank Fort Worth,' N.A., Fort Worth, Texas, In an escrow account (the "Escrow Fund") and, together with other available funds, used to purchase direct obligations of the United States of America (the "Federal Securities" The Federal Securities will mature at such times and yield Interest In such amounts that, with other available funds, sufficient moneys will be available from the maturing principal and Interest thereof to pay, when due, the principal of and Interest on the Outstanding Bonds. Such maturing principal of and interest on the federal Securities will not be available to pay the Series 1983 Bonds. The refunding will result In the combination of the City's separate Water and Sewer System and Electric System into a single Utility System. The combination of the systems will give the City greater flexibility to finance needed pro)ect in the future, as well as Improving cash flow between the systems. Additionally, the refunding will ,permit removal of certain restrictive covenants In ordinances authorizing and securing underlying outstanding bonds. Under an escrow agreement to be dated the date of delivery of the Series 1983 Bonds (the "Escrow Ethe Texas scrow Fund rmdwAmerican apply the Fort Worth, N.A. Fort maturing principal of and Inj terestTeas on such the bank willnhold ~arw administer the and Federal Securities to payments of principal of and Interest on the Outstanding Bonds. Since all payments AgreemeBonds the will thereafter be provided under t he the Escrow Outstanding liens, pledges and covenant for of the Outstanding urit es on dand eposit Interest sec Bonds will, pursuant to applicable law, automatically terminate and be discharged and released. -1- d THE SERIES 1983 BONDS General Terms The Series 1983 Bonds will bear interest- at. or:,wes and will mature on the dates and In the amounts as set forth on the cover page of this ~13ffering Memorandum, subject to requirements for mandatory redemption. Interest on the Series 1983 Bonds will be payable on December 1, 1983, and semi-annually thereafter on June 1 and December l of each year to maturity. or prior redemption of the Series 1983 Bonds. Principal, interest and redemption premium, if any, will be payable at Texas American Bank Fort Worth, N.A., Fort Worth, Texas. The Series 1983 Bonds will be issued as coupon bonds only in denominations of $3,000 each. Security The Series 1983 Bonds are special obligations of the City, secured under the Ordinance adopted by the City Council of the City (the "Bond Ordinance"), and are payable s,s to principal and interest solely from and secured by a first lien on and pledge of Pledged Revenues. As defined In the Bond Ordinance, Pledged Revenues include all Net Revenues and certain additional revenues aid Income, and Net Revenues include all revenues and Income of every nature derived or received by the City from the operation and ownership of the Utility System, after deducting an amount equal to the current expenses of cperation and maintenance, without regard to 'depredation and amortization which by law are not operation and maintenance expenses, of the Utility System; provided that, payments required to be made by the City for water supply or water facilities, sewer services or sewer facilities and fuel supply, as well as for the purchase of electric power (see "Texas Municipal Power Agency" and the description of the obligation of the City under the Power Sales Contract), constitute operation and maintenance expenses. All Utility System revenues are required to be deposited In the System Fund for application first to f the payment of all necessary and reasonable expenses of the operation and maintenance of the Utility System, and thereafter to the Interest and Sinking Fund, the Reserve • Fund and the Extension and Improvement Fund, in that order. Surplus moneys not required for the abova purposes may be used for any other purpose permitted by law. The Series 1983 Bonds are not a charge upon any other Income or revenues of the City and shall never constitute an indebtedness or pledge of the general credit or taxing powers of the City. The City has reserved the right to Issue Additional Bonds secured on a parity with the Series 1983 I• Bonds subject to applicable covenants and limitations set forth In the Bond Ordinance. interest and Sinking Fund Beginning April 23, 1983; and on or before the 23th day of each month thereafter, the City shall cause to be deposited to the credit of the Interest and Sinking, Fund, in approximately equal monthly payments, amounts sufficient, together with any other funds on hand therein, to pay all of the Interest or prIncipal and Interest corning due, or squired to be redeemed prior to maturity pursuant to any mandatory redemption requirements, on the Bonds and any Additional Bonds on the next uMceeding interest payment date. The City may also use any moneys deposited In the Interest and Sinking Fund with respect to a mandatory redemption payment, together with any other lawfully available funds, to purchase at a price not to exceed tht principal amount, bonds which would be subject to be chosen for mandatory redemption on such mandatory redemption date, The Paying Agent shall cancel any Bonds so purchased. Reserve Fund Promptly after the delivery of the Bonds, the City shall cause to be deposited in the Reserve Fund, rom funds on hand and lawfully available for such purpose, and from the proceeds from the sale and delivery of the Bonds, an amount of money and Government Obligatloi s equal to $3,000,000. The City shall maintain In the Reserve fund an amount of money and Investments eq~ial to the lesser of ma~dmum Reserve Amount. Following athe Issuance of Add+tiorul Bonds, +i If the maximum Bannualtpri^~ "Required interest requirements on all Bonds and Additional Bonds outstanding decres es to less than $3,N%0,00001, the Required Reserve Amount shall be equal to the average arniual principal and Interest requirements of all Bards and Additlonal Bonds then outstanding. After the delivery of any Additional Bonds the City shall cause the Reserve Fund to be Increased, if and to the extent necessary, so that such fund will contrdn an amount of money and Investments equal to the Required Reserve Amount, And increase in the jtejulred Reserve Amount may be funded from Pledged Revenues, or from procecdsStFbifts}tS`iae3 Bonds, or any other available source or combination of tourcet. All or any part of the Required Reserve Amount not funded initially and immediately after the delivery of any Installment or Issue of Additional Bonds shall be funded, within not more tha. five years from the date of such delivery, by deposits of Pledged Revenues In approximately equal monthly Installments on or before the 23th day of each month. .2. Emerge.ic Fund There Is hereby created and there shall be established and maintained on the books of the City, and accounted for separate and apart from all other funds of the City, a separate fund to be entitled the "City of Denton Utility System Emergency Fund" (the "Emergency Fund"). The Emergency Fund shall be used for the purpose of paying unexpected or extraordinary expenses of repair, replacement, operation, and maintenance of the System for which neither System funds nor the moneys In the Extension and Improvement Fund are available. There shall be deposited in the Emergency Fund simultaneously with the delivery of the Bonds to the Initial purchasers thereof from lawfully available funds of the City the amount of $250,000. All Investment Interest income from the Emergency Fund shall be transferred to the System nund as received. Extension and Improver rent Fund During each year, subject and subordinate to making the re it oft a Interest and Sinking Fund and the Reserve Fund, the City shall be require depos is to the credit' required to deposit to the crr fit of the Extension and Improvement Fund from Pledged Revenues in the System Fund an amount equa to 8% of the "Adjusted Gross Revenues of the Syster.r", which term is hereby defined to mean the fol. swing: the Gross Revenues of the System for such year after deducting from such Gross Revenues an amount equal to the current expenses of operation and maintenance of the Systen'r for such year which are directly attributable to (i) all fuel costs related to the production of electric energy by the City and/or (ii) the purchase of electric energy by the City. Additional excess Pledged Revenues may, at the optia-i of the City Cuuncii, be deposited to the credit of the Improvement Fund, but no such additional deposit Is required. All investment Interest Income from the Extension and Improvement Fund shall be retained In and remain a part of such Fund. Additional Bonds The City shall have the right and power at any time and iron, time to time, and in one or more series or issues, to authorize, Issue, and deliver additional parity rrv;nue bonds (herein called "Additional Bonds"), In accordance with law, in any amounts, for any lawful purpose, Including the refunding of any Bonds or Additional Bonds, or other obligations. Such Addition-* Bonds, if and when authorized, issued, and delivered in accordance with this Ordinance, shall be payable from and secured by an irrevocable first lien on and pledge of the Pledged Revenues, equally and ratably on a parity in all ` respects with the Bonds and any other outstanding Additional Bonds. No Additional Bonds may be issued or delivered unless: j (a) Principal of all Additional Bonds is scheduled to be paid or mature on December I of the f1 years In which such principal and Interest are scheduled to be paid or mature. (b) The City is not In default as to any covenant, condition or obligation In connection with the Outstanding Bonds or Additional Bonds and the Interest and Sinking Fund and Reserve Fund each contains the amount then required to be therein. (c) Certification Is received from an independent certified public accountant that, In his opinion, during either the next preceding fiscal year, or any twelve consecutive calendar month period out of the 18-month period immediately preceding the month in whch the ordinance authorizing the Issuance of the then proposed Additional Bonds is passed, the Pledged Revenues were at least 0) 1.25 times an amount equal to the average annual principai and Interest requirements, and (!i) 1.10 times an amount equal to the principal and interest requirements during the fiscal year during which such requirements are scheduled to be the greatest, of e.: . ~ricf% and Additional Bonds which are scheduled to be outstanding after the delivery of the ;rer, p!cr.scl Additional Bonds. It Is specifically provided, however, that in calculating the amours 0 ; IedveJ Revenues, If there has been any Increase In the rates or charges for services of the Syst. rn a mica then In effect, but which was not In effect during all or any part of the entire period i<- wldch J-#. Pledged Revenues are being calculated (hereinafter referred to as the "entire period") Cher, r' certified public accountant, or In lieu of the certified public accountant a firm of cor,si :ung engineers, shall determine and certify the amount of Pledged Revenues as being the total of (i) the actual Pledged Revenues for the entire period, plus (il) a sun equal to the aggregate amount by which the actual billings to customers of the System during the entire period would have been increased If such Increased rates or charges had been In effect during the entire period. (d) Provision shall be made In the ordinance authorizing their Issuance for Increasing the Reserve Fund to the Required Reserve Amount. I'' Rate Covenant The City shall fix, establish, maintain, and collect, such rates, charges, and fees for the use and availatility of the System at all times as are necessary to (1) produce Gross Revenues sufficient, together with any other Pledged Revenues, to pay all current operation and maintenance expenses of the System, and (2) produce an amount of Pledged Revenues durin, each fiscal year at least equal to the greater of 1.25 times the average annual principal and Interest requirements of all then Outstanding Bonds and Additional Bonds or 1.25 times the succeeding fiscal year's principal and Interest requirements of all then Outstanding Bonds. Mandatory Redemption" Series 1983 Bonds maturing in the year 2007 will be subject to redemption through application of mandatory amortization Installments prior to maturity in part by lot at 100% of the principal amount thereof plus accrued interest to the date of redemption from amounts which are required to be deposited in the Sinking Fund. The Ordinance provides for deposits to the Sinking Find In amounts sufficient to redeem such Snries 1983 Bonds on the dates and In the principal amounts shown on the following schedulet Matur !l Maturity December 1 Principal Amount December I Principal Aount 1994 51,020,000 2001 210,000 1993 1,040,000 2002 240,000 1996 975,000 2003 250,000 1997 815,000 2004 260,000 1998 820,000 2003 315,000 1999 535,000 2006 330,000 2000 250,000 2007 600,000 + Preliminary, subject to change. Optional Redemption The Series 1983 Bonds are subject to redemption prior to maturity at the option of the City on and after December 1, 1993, in whole or in part on any interest date at par, plus accrued interest to the date of redemption. If less than all of the Series 1983 Bonds are to be so redeemed, the City may select the maturity or maturities to be redeemed. If less than all of the Series 1983 Bonds of any maturity are to be redeemed, the particular Series 1983 Bonds or portion of Series 1983 Bonds of such maturity shall be selected at random by the City In such manner as the City in its discretion may deem fair and appropriate. Notice of Redemption if any Series 1983 Bonds shall be called for redemption, notice of surh redemption, specifying the designation, date, maturity and, unless all of the Series 1983 Bonds then outstand;ng shall be called fot redemption, the number of the Series 1983 Bonds to be redeemed, the date and place fixed for its redemption and the premium, if any, payable upon redemption, shad be given by publication of such notice once in a financial publication of Seneral circulation In the City or New York, New York, and once In a newspaper of general circulation in the City of Denton, Texas, the date of publication of such notice in each case to be at least thirty (30) days prior to the date fixed for redemption, and shall be filed With the paying agent for the Series 1983 Bonds. .4. Rate Covenant The City shall fix, establish, maintain, and collect, such rates, charges, and fees for the use a~ n~a a abElity of the System at all times as are necessary to (1) produce Gross Revenues sufficient, together with any other Pledged Revenues, to pay all current operation and maintenance expenses of the System, and (2) produce r-, amount of Pledged Revenues during each fiscal year at least equal to the greater of 1.23 times the average annual principal and interest requirements of all then Outstanding Bonds and Additional Bonds or 1.23 times the succeeding fiscal year's principal and Interest requirements of all then outstanding Bonds. Mandatory RedempticnQf ZOOI Ary9 ZOOT Series 1983 Bonds maturing in the yearaM will be subject to redemption through application of mandatory amortization Installments prior to maturity In part by lot at 100% of the principal amount thereof plus accrued Interest to the date of -edemption from amounts which are required to be deposited in the Sinking Fund. The Ordinance provides for deposits to the Sinking Fund in amounts sufficient to redeem such Series 1983 Bonds on the dates and in the principal amorists shown on the following schtdule: 200J 2007 Mater tyI Maturity December 1 Princi Amourit December 1 Princi Amount 1994 ►1 Ot,S r CM4 I- 1993 MANOW 1,$ 014100 2002 ?70,000 1996 11"low L,oeS,otA 2003 1! 2. o,oec, 1997 Now IL161OW 2004 i~ 270,000 098 up= 24o,oeo 2003 3 2Steo0 1994 l~ K' %wo 2006 .3 35,000 2000 fg~ 1sr,Iow 2007 try bZo,om 2041 12o,ooe "k F~t►JRI. t9nWt•r:•~ Options] Redemption The Series 1983 Bonds are subject to redemption prior to maturity a{ the option of the City on and after December 1. 1993, In whole or In part on any Interest date at par, plus accrued Interest to the date of redemption. if less than all of the Series 1983 Bonds are to be so redeemed, the City may select the maturity or maturities to be redeemed. If less than all of the Series 1983 Bonds of any maturity are to be redeemed, the particular Series 1983 Bonds or portion of Series 1983 Bonds of such maturity shall be selected at random by the City in such manner as the City In Its discretion may deem fair and approprlete, Notice of Redtonplon If any Series 1983 Bonds shall be called for redemption, notice of such redemption, specifying the designation, date, m.aturlty and, unless all of the Series 1983 Bonds then outstanding shall be called for redemption, the number of the Series 1983 Bonds to be redeemed, the date and place fixed for Its redemption and the premium, if any, payable upon redemption, shall be given by publication of such notice once in a financial publication of general circulation In the City of New York, New York, and once in a newspaper of general circulation In the City of Denton, Texas, the date of publication of such notice In each case to be at least thirty (30) days prior to the date fixed for redemption, and shall be filed with the paying agent for the Series 1983 Bonds. -4. CITY OF DENTON, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1983 SOURCES AND APPLICATIONS OF FUNDS SOURCES OF FUNDS: 525,280,000 Principal P.mount of Bonds 1,665,000 Funds on Hand 26,945,000 Less: Discount and Costs of Issuance(1) 629,660 Total Available Funds ,$26,315,340 USES OF FUNDS: 14,556,340 Deposit to Electric System Escrow Fund Deposit to Water and Sewer System Escrow Fund 8,509,000 Deposit to Reserve Fund 250.000 Deposit to Emergency Fund Total Uses of Funds 26315 340 (1) Includes underwriters discount, fees for legal, accounting and financial advisory services, ratings, bond printing, paying agents fees, escrow and veriflca- tion costs and all travel and miscellaneous expenses assuciated wi'm the refunding. CITY OF DENTON, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1983 SOURCES AND APPLICATIONS OF FUNDS SOURCES OF FUND5: Principal Amount of Bonds $25,2800000 Funds on Hand 1,665,,000 26,945,600 Less: Underwriters Discount (265,440) Financing Expenses (353,920) Original ISSI t Discount (10,300) Total Available Funds 26 31 340 USES OF FUNDS: Deposit to Electric System Escrow Fund 14, 556, 340 Deposit to Water and Sewer System Escrow Fund 80509,000 Deposit to Reserve Fund 3,000,000 Deposit to Emergency Fund 250,000 Total Uses of Funds 26 3lS 340 Sources and Applications of Fm&* SOURCES OF FUNDS Series 1983 Bond Proceeds $24,380,000 Funds on Hand 1150 000 $25,530,000 USES OF FUNDS Deposit to Electric System Escrow Fund $13,351,000 Deposit to Water and Sewer System Escrow Fund 8,327,000 Deposit to Debt Servicc Reserve Fund 3,000,000 Deposit to Emergency Fund 250,000 Underwriter's Discount and Costs of Issuance 602,000 25 530 000 + Preliminary, subject to change. s I -6- Debt Service Schedule { DEBT SERVICE SCHEDULE* DUE 12/1 PRINCIPAL INTEREST TOTAL T39-~ d X37 1984 1,660,000 1,897,175.00 3,557,175.00 1985 1,530,000 1,801,725.00 3,331,725 00 1986 1,505,000 1,706,100.00 3,211,10C 00 1987 1,600,000 1,606,770.00 3,206,770.00 1988 1,740,000 1,494,770.00 3,234,770.00 1989 1,750,000 1,366,010.00 3,116,010.00 1990 1,720,000 1,229,510.00 2,949,510.00 1991 1,075,000 1,087,610.00 2,162,610.00 1992 1,095,000 995,160.00 2,090,160.00 1993 1,050,000 898,800.00 1,948,800.00 1994 1,020,000 804,300.00 1,824,300.00 1995 1,040,000 697,200.00 1,737,200.00 1996 975,000 588,000.00 1,563,000.OC 1997 815,000 485.625.00 1,300,625.00 1958 820,000 400,050.00 1,220,050.00 1999 535,000 313,950.00 848,950.00 2000 250,000 257,775.00 507,775.00 2001 210,000 231,5'.5.00 441,525.00 2002 240,000 209,4'5.00 449,475.00 2003 250,000 184,275.00 434.275.00 2004 260,000 158,025.00 418,025.00 2005 315,000 130,725.00 445,725.00 2006 330,000 97,650.00 42/,650.00 2007 600,000 63,000.00 663,000.U0 TOTAL $24,380,000 $20,206,639.37 $44,586,639.37 1 i *Preliminary Subject to Change. f 1. 3- DEBT SERVICE SCHEDU1 ro GATE MIKIPAL 1NTMS! DW SWIM 1 12/1/83 124600H.00 1194110375.00 1394911375.00 2 11/ 1l0 1111350000.00 11,8101650 .00 131545,650100 3 IV :,m 611595000.00 SIP7191562.50 1303140562150 4 12/ 1186 1195701000100 1116271850.00 430197r150.00 5 12/ 1/87 1116651000100 610529x725100 6111941725.00 6 111 1/68 110 800 r 000.00 1114210 500.4 17 r 221 r 500.00 7 121 1/69 1116051000.00 1113000000.00 130105+000.00 8 12/ 1/90 $107500.00 111169 1137.50 1219441117.50 9 121 1/11 1111251000.00 1190351575100 1201561575.00 10 12/ 1/92 1191401000.00 6941/575/00 6210810575.00 11 1Z 1/93 1101001000.00 $64710,00 6119411525.00 1212/1/94 1100651000.00 17540025100 6101190025/00 13 121 1/95 111080 x 000.00 16521850.00 11117121650000 14 111 1/96 110 00:9 000.00 15501230.00 111 SS59250100 1512/1/97 68409000.00 14541775.00 6112941775.00 16 12/ 1/98 69401000.00 13741975.00 11121419IS.00 17 121 U99 15501000.00 12959175.00 16451175.00 18 121 1/ 0 12501000.00 12421923.00 14929925.00 19 121 i/ 1 Mr000.00 62190175.00 14391175.00 20 12/ 1/ 2 12500000.00 61989275.00 14461275.00 21 121 1/3 62601000.00 11741212130 "1212.50 22 12/ 1/ 4 12701000100 6149/117150 14190187.50 23 12/ 1/ 5 13251000.00 11230200.00 14461200.00 24 121 1/ 6 63351000100 1919918.15 14261911.75 25 IV 117 66201000100 8591675.00 16799675400 nsss a9rr smmsmm 0mr .ate TOTAL 62512101000.00 11901710093175 14b4519093.75 ADMINISTRATION OF THE UTILITY SYSTEM General The City operates under a Home Rule Charter which was approved by the electorate February 24, 1959. The Charter provides for the Council-Manager form of government for the City. Policy-making and supervisory functions are the responsibility of and vested in the Mayor and City Council. City Cou ca The City Council consists of seven members elected at large by a vote of a majority of the residents of the City for rotating two-year terms. Shown below is a listing of the current City Council membership. Elected Officials Term City Council Expires Richard O. Stewart April, 1984 M ayor Ray Stephens April, 1983 Mayor Pro-Tem Joe G. Alford April, 1983 Councilmember Mark R. Chew April, 1983 Councilmember Jack Barton April, 1984 Councilmember Jim Riddlesperger April, 1983 Councilmember Charles Hopkins April, 1984 Councilmember The PuWic Utilities Board By City Charter, there has been created a Public Utilities Board (the "Board") composed of five members, appointed by the City Council with the City Manager and the Director of Public Utili- ties aerviT!; as ex-officio members of the Board without voting privileges. The Hoard serves the Department of Utilities as a consulting, advisory and supervisory body. The dut.'es of the Board are summarized as follows: 1. Review of the annual budget and the transmission thereof to the City Council. 2. Review of recommended: a, expans$on of, additions to, betterment of, or extensions to the Utility System; b. incurring of debt; C. Issuance of bonds, and d. fixing of rates and charges. 3. Submission annually to Planning and Zoning Commission a list of recommended capital improvements which, In the opinion of the Board, should be constructed during tha forthcoming flue (3) year period. All actions of the Board are subject to final approval of the City Council. Current members of the Board and their terms are: Ed Coomes 1979-83 Roland Laney (Chairman) 1982-85 Marvin Loveless 1981-85 Leonard S. Herring, Jr. 1980-84 Charles Cryan 1979-83 Management of the Utility System The Utility System is managed by a Director of Utilities who is responsible to the City Manager. Included within the Utility System is the Utility Administration which consists of various administrative staff and utility dispatchers, and the Budget and Rate Administration, whose responsibilities include development and monitoring of utility budgets and annual rate studies. The Utility System is organized into two majoi services, the Electric Department and the Water/Wastewater Department, and consists of approximatr'.y 180 employees. Each of the two major departments is under the direction of an Assistant Director of Utilities. The Electric Department is composed of three divisions: 1. Electric Production. 2. Electric Distribution. 3. Metering/Substation. Each division is headed by a Superintendent. There is also an Electrical Engineering group. The Water/Wastewater Department is composed of four divisions: 1. Water Production. 2. Water/Wastewater Field Services. 3. Wastewater Treatment. 4. Environmental Services. Each division is header` by a Superintendent or Environmental Services Director. It is Intended that the organizational structure will remain intact after this financing. The Utility System utilizes the services of the City Finance Department for meter reading, data processing and billing, customer services, accounting, purchasing and warehousing. The Utility System utilizes the services of the Public Works Department for vehicle maintenance, design of minor w,zer and sewer lines, easement and/or right-of-way acquisition and inspection of developer Instilled water and sewer lines. Management Personnel G. Chris hop City Manager since 1977, Mr. Hartung has a BA degree In Government from Southern Methodist University and has done graduate work in Public Administration at North Texas State University. Mr. Hartung began his career in public administration In 1966, and has had experience as Dir actor of Finance and Assistant City Manager prior to coming to Denton. Robert E. Nelson P.E.... Director of Utilities since 1977, Mr. Nelson holds a SS degree In Electrical Engineering from the University of Nebraska and an MBA from North Texas State Universit+. Mr, Nelson has extensive experience in the engineering field in the area of planning, design and operation of municipal power plants, having begun his career in 1964. He has served as Manager and Chief Engineer for a firm specializing In the design and manufacturing of control systems for electrical power plants, substatloris and transmission systems. Mr. Nelson Is a past President and Board Member of the Texas Municipal Poorer Agency (the "Agency") and has also served In many other capacities for the Agency, Including Interim General Manager snd Chalrman of the Agency's Planning and Operating Committee. William H. McN~ary Director of Finance since 1978, Mr. McNary holds a BS degree in Industrial Englneer ng from the University of Texas at Arlington. Mr. McNary entered the financial field In 1971 as a management analyst for the City of Dallas and in 1973 became Operating Budget Supervisor prior to joining the City Administration. -8- THE ELECTRIC SYSTEM General The City of Denton has owned and operated its Electric System (the "Electric System") for approximately 76 years without interruption. During this time, the Electric System has experienced a steady growth in customers and output, requiring periodic additions to plant and distribution facilities. Service Area The Electric System provides electric service to 19,565 customers located in the City. The City has covenanted In the Ordinance that it will not operate, and will not grant any franchise or, to the extent it legally may, permit the acquisition, construction, or operation of, any electric energy distribution facilities which would be in competition with the Electric System, and, to the extent that it legally may, the City will prohibit any such competing facilities. Customers In 1982, the Electric System sold 499,783,841 kWh of electric energy. The following tabulation shows the average number of customers from 1978 through 1982 and the average charge per kilowatt hour. Year Ended September 30 1978 1979 1980 1981 1982 Average Number of Customers: Residential 12,931 13,870 1°.705 16,225 17,132 Cornmercial/Industrial 2,603 2,603 2,420 2,186 2,213 Other 310 312 137 145 220 Total Customers 15,844 16,790 18,262 18,556 1965 Average Charge Per kWh: Residential 4.525 4.561 4.540 4.30 5.39 All Other 3.810 970 4.150 5.39 6.285 The following tabulation provides information for calendar ye.. 1982 for the Electric System's ten largest customers in terms of both peak demand and annual revenues. These customers taken together represent 29.4% of the 1982 electric revenues from sales. Denton Electric System Ten Largest Retail customers 1982 1982 Annual Peak kW Customer kWh Revenues Demand North Texas State University 62,636,021 3,651,023 13,838 Texas Woman'sUnlversity 22,339,536 11318,295 4,669 Paccar, Inc. 10,500,000 683,635 5,040 Victor Eqquipment 10,263,692 676,373 2,441 Acme Brick Company 91705,031 633,011 21537 Denton Mall 90360,800 615,308 20520 Denton State School 7,744,760 469,943 2,640 Moore Business Forms, Inc. 7,615,271 496,697 1,960 Morrison Milling Company 4,109,700 247,345 770 Signal Products Division 2,701,589 ` 170,474 1.016 Total 146,976,00 $b.962,304 37.431 Legislation has been Introduced In the Texas Legislature which, if adopted, would permit North Texas State University to purchase electricity from sources other than the Electric System, or to generate Its own electricity. If North Texas State University were to exercise these options, the City estimates that a rate Increase of 1 112 mills per kWh would replace the net revenues lost thereby. -9- Energy Sales The Electric System's sales of energy, in kWh, to principal customer classes for 1978 through 1982 were as follows: kWh Sold (000's Omitted' _ Year Ended September 30 1978 1979 1980 1981 1982 Residential 150,615 132,534 167,286 173,460 173,313 Commercial /Industrial 284,290 276,199 301,982 308,348 299,040 Other 23,106 23,579 24,041 17,288 25,431 Total Sales 458,011 432,312 493,309 499.096 499284 Existing Power Supply and Interchange Agreements Present production facilities of the Electric System consist of five generating units described as follows: Number of Name Plate Year Placed Type Units Capacity kW in Service Steam Turbine y Unit 1 12,650 1955 Unit 2 12,650 1933 Unit 3 22,000 1952 Unit 4 61,120 1966 Unit 3 65, 500 1973 3 173,920 All five units utilize natural gas as their primary boiler fuel. In the opinion of Black & Veatch, Consulting Engineers, the present electric facilities are well maintained and are adequate to provide service to the electric customers. The City also owns live diesel generator peaking units with an approximate net generating capability of 12,300 kW which it has declared surplus and which it is presently negotiating to sell. The City is a member of the Texas Municipal Power Pool ("TMPP"), which also includes the cities of Bryan, Garland, Greenville, each of which has its own production, transmission and distribution facilities. The City is alsn a member of the Electric Reliability Counsel of Texas C'ERCOT"), the regional Reliability Coordinating Organization for Electric Power Systems in Texas. The City has access to the ERCOT Intrastate network of six major Investor-owned and several public systems through the TMPP transmission system. The TMPP contract provides that each member city shall provide, through its own facilities or through firm power contracts, a capability at least 13% greater than its projected system peak load for each future year. The cost of TMPP facilities necessary to provide adequate ties between the members are shared by all participants. By "pooling" the reserve capacity of their respective systems, the cities can operate safely with considerably less Installed reserve power supply, thereby effecting substantial Investment and operating economies. Other advantages Include an adequate and dependable source of power during periods of Individual emergency, maintenance of power during periods of scheduled unit maintenance and interchange of economy energy between members. The TMPP members are engaged In an economic dispatch program wherein til generating units of the five members are operated such that the most efficlen: units ara loaded first. Savings are distributed on a formula of splitting the savings between the actual cost of tim suppliers and costs that would have been experienced by the less efficient generators. Shown below are the Interchanges the City has access to: TMPP TMPA and TP&L Interconnections (1} TM-PP 138KV North Interchange 600000 kva Brazos 69KY Interchange 10,000 kva TMPA/TP&L Spencer Plant 138KV Interchange 100,000 kva TMPA/I3enton Rest 343 KV Interchange ~v00s,0~0.~0~. kva kva Texas Municipal Power Pool (^TMPP"). 'vu,uuu Texas Municipal Power Agency ("TMPA"). Texas Power dt Light Company ("TP&L"). -10. Fuel Supply In November of 1977, the City entered into a contract with Lone Star Gas Company (the "Seller") whereby the Seller agrees to supply natural gas to the City, electric generating stations through December 31, 1984. Take or pay provisions of the contract call for payment by the City of 75% of estimated fuel requirements annually through 1984 with maximum usage not to exceed 125% of such estimate. Fuel needs in excess of thz estimated annual requirement may be purchased frcn, any source, including the Seller, without restrictions or penalty. Base prices of the gas purchased by the City shall be on a calendar year basis as follows: 1983 $0.41i S+ 1984 $0.4225■ + Per 1,000 cubic feet. These base prices are subject to computation of a "Weighted Average Price" which shall Include, among other things, various taxes, costs of fuel purchased by the Seller, cost of compressing and transporting the gas and adjustments for the heating value of delivered gas. Should such "Weighted Average Price" exceed the base price, then the "Weighted Average Price" shall become the base price for that calendar year. The Seller has the right of gas curtailment based on a priority system established by the Seller. Negotiations regarding an extension of the contract beyond 19014 are in progress. Texan Municipal Poorer Agerr.y In July 1975, the Cities of Bryan, Garland, Denton and Greenville (the "Cities"), by concurrent ordinances, created the Texas Municipal Power Agency (the "Agency"), a joint power agency without taxing power, as a separate municipal corporation and political subdivision of the State in accordance with Article 1435a, Vernoes Texas Civil Statutes, as amended. The Agency Is governed by a Board of Directors made up of two representatives from each city and is empowered to plan, floance, acquire, construct, own, operate and maintain facilities to be used in the business of generation, transmission and sale to and exchange of electric enemy with the Cities and any private utilities which are joint owners with the Agency of an electric generating facility located within the State of Texas. Each of the Cities has entered into an identical Power Sales Contract (the "Contract") with the Agency which obligates the Agency to use reasonable diligence to provide a constant and uninterrupted supply of power and energy to the Cities and, subject to certain exceptions, obligates the Cities to purchase from the Agency, if available, ail of their electric energy requirements In excess of the amounts generated by the Cities' existing municipal systems. The Contract requires the Agency to preoare annual budgets, projecting Its Annual System Costs for the succeeding year, including debt servi-e requirements on its bonds, and to submit the same to the Cities. Based upon these budgetary facts and estimates, the Agency will adopt and fix the rates and charges for electric energy and services to be paid by the Cities for the ensuing year. The Cities are obligated to make such payments on a monthly basis. The Contract further provides that if at any time the amount of money on deposit In the Agency's Bond Fund is less than the amount then required to be on deposit therein without giving consideration to transfers made from other than the Agency's Revenue fled or from bond proceeds, each of the Cities Is unconditionally obligated to make a payment, the aggregate of which shall be the aroutt necew-ry to maintain the Agency's Bond Fund, Reserve Fund and Contingency Fund, in the required amounts, provided that transfers may be m+de from the Reserve Fund to the Bond Fund for not more than two corsecutive calendar months without rt.?Ienlshment, Each of the Cities' portion of any such payment (the "hrcentage Share") shall be adjusted annually based on the percentage that each of the Citles' system load bears to the aggregate system load of the four Cities, subject to certain qualifications. The present Percentage Shares of the Cities are as followsr City of Bryan 21.06% City of Denton 19.)596 City of Garland 49.94% City of Greenville 9.65% Total 100.00% Each of the Cities unconditionally covenants In the Contract that Its Percentage Share of the payments to the Agency's Bond Fund, Reserve Fund and Contingency Fund will be made, if required, and none of the Cities shall have the right of set-off, recoupment or counterclaim against any such payments. -11- All amounts payable by the City under the Contract, incl .ling any amounts payable pursuant to the contractual guarantee described above, are expenses of the City's Utility System and constitute a first and superior lien on the gras revenues of such System prior to the pledge made on the Bonds. Under the Contract, the Cities must approve any "Project" before the Agency is authorized to proceed with the financing, construction, equipment procurement and development thereof. After approval by the Cities, the Agency may proceed as it deems ap?ropriate. Additionally, the Agency may make "System Development and Reliability Expenditures" as "Approved Projects" for facilities and purposes when authorized by the Cities. Certai,, expenditures for "Development Projects", as deft ed in the Contract, may be made by the Agency without the approval of the Cities. APProved Projects The first generating project of the Agency approved by the Cities is the Gibbons Creek Steam Electric Station, now under construction in Grimes County, Texas, and includes a net 390 megawatt ("MW") lignite-fueled steam electric plant, related reservoir, railroad spur and transmission facilities, an adjacent sup face mine and associated propertic.e and equipment. Gibbons Creek is expected to go into commercial oper ttion In March, 1983. The second generating project of the Agency approved by the Cities is an Interest in the nuclear- fueled Comanche Peak Steam Electric Station and certain associated transmission facilities. On January 2, 1979, the Agency entered into a joint ownership agreement with Dallas Power do Light Company, Texas Electric Service Company, Texas Power do Light Company and Texas Utilities Generating Company, under which the Agency acquired a 6.2% ownership interest in the Comanche Peak station presently under construction. The station will consist of two 1,150 MW nuclear-fueled pressurized water reactor steam generating unit: and re!atei reservoir, makeup water facilities, railroad spur, nuclear fuel and other Properties and equipment. Unit One is presently scheduled to be in commercial operation in Jury, 1984 and Unit Two in January, 1986. The Citic! have also approved, as "System Development and Reliability Expeno.tures," certain transmission facilities. City's Statemene as to Financial Impact of Agency Projects The City, along with the other Cities, iron time to time reviews and evaluates the financial impact of the Agency projects and financing requirements on the Electric System on a projected basis, based on projected growth demand for City electric services, projected growth demand for electric services within the other Cities as forecast by them, escalating costs of natural gas and oil as a boiler fuel, assuming such fuels are legally and factually available, and other factors. Such projections have heretofore demonstrated that the purchase of the City's future, additional power supply from the Agency in accordance with the Contract, due principally to the Agency's use of fixed-cost boiler fuel, the efficiencies of scale and the economies achieved by the operation of all present generating facilities of the Cities and the projects of the Agency on an economic dispatch basis, will provide an economically feasible alternative to the continuing escalation of costs presently experienced by the City. The City has no present reason to believe that its future re-evaluations will produce any projections materially adverse to its prior conclusions. (See "Factors Affecting Agency Projects, the City and Utility Industry Generally"). Factors Affectin& Agency Projects the City and Utility Industry Generally The City has been advised by the Agency that no litigation is now pending or to its knowledge threatened which challenges Its projects or the legality of Its bonds or actions taken In connection therewith or challenging the legality of the Contract. However, the electric utility Industry In general has been experiencing varying problems, including increa,ing costs of fuel, wages, materials, equipment and licensing requirements, substantially Increased capital outlays and longer construction perlods for the larger and more complex new generating units, uncertainties In predicting future load requirements, Increased financing requirements coupled with limited availability of capital, exposure to cancellation and penalty charges on new generating units under construction, fuel availability, compliance with rapidly chanting environmental, safety and licensing requirements, litigation and proposed legislation designed to delay or prevent construction of generating and other facilities and to limit the use of existing facilities and uncertainties associated with the development of a national energy policy. Any of these factors may require modification of the City's present facilities or the Agency s projects, or both, and in some cases may cause delays In construction and Increases In construction and operating costs, or they may cause the revenue forecasts, demand forecasts and estimates of growth of the City and the remaining Cities to vary significantly from those contained In prior evaluations. - 12 Future Power Supply Resources In addition to the TM PA projects discussed above, the City has commissioned and received a feasibility study by Black k Veatch, Consulting Engineers, relative to proposed hydroelectric develop- ments to be located at nearby Lake Lewisville and the planned Ray Roberts Reservoir which is scheduled for completion in 1986/87. The study env+sions three 1,000 kilowatt turbine generator units located at the downstream terminus of the outlet works of the dams and would operate on flows normally released through the low-flow discharge pipes. The two units planned for the Lewisville Project would generate an average annual generation of 10,100,000 kilowatt hours. Anticipated cost of the Project would be approximately $5,045,000 and the Project could be in operation by 1984. The Consulting Engineers estimate the savings to the City's customers during the first 20 years of operation would be in excess of $43 million when compared with the projected cost of natural gas generated power. Construction and operation of the Lewisvilla Project would be subject to the jurisdiction of the Federal Energy Regulatory Commission ("FER"") and would be licensee as a major water power project of S megawatts or less. Black & Veatch has completed the documents for the licensing application. The application was submitted in the Fall of 1982. Black h Veatch estimates approximately 12 months will be needed to complete the licensing process. Historical Statistical Data Year Ended September 30 1978 1979 _ 1980 1981 1982 Sales of kWh: es: enti 130,614,998 132,533,863 167,285,832 173,460,113 175,313,102 Commercial/Industrial 284,289.631 276,L99,288 301,782 166 308,347,623 299,039.686 434,9D4,635 408,733,153 469,268,038 481,807,738 414,332,788 Public Street and Highway 4,771,882 4,666,680 4,702,075 4,750,623 5,180,806 Other 18,334,403 18,9i2.658 19,338,7'' 12,337,387 20,250,247 5ub-total 458,010,920 432,312,491 493,308,911 499,093,748 499,783,841 Sa!esfor Resale l 615 000 ~1416.000 500 458,0 4x9,9849 44 l 50:4 689 ODO 7~r,4 Total Sales 439, 433,/28, Loss and Unaccounted 16,489.127 28, 168,387 27.559.097 27,716,421 31,901,096 Total kWh to System 476,112,,043 461,896,878 328,318,008 527,661,169 336,373,937 % Loss and Unaccounted 3.46% 6.10% 3.22% 3.26% 6.00% Averse Customers: Resi ent: 12,931 13,870 13,705 16,225 17,132 Commerclal/Industrial 21913 2,733 2,537 2,331 2,433 Total lS,b44 16,603 18,262 18,535 19,565 Peak Day Power Requirement 114,000 109,000 131,000 133,000 133,Cr)0 Present Plant Capacity 173,920 173,920 173,920 173,920 173,90 Analysis of Electric Billing All Customers: verage ont kWh/Cus:omer 2,409 2,170 2,251 21241 2,129 Bill per Customer $ 96.12 90.06 97.41 $ 116.08 134.47 Revenue per kWh $ 0.0399 0.0413 0.0432 $ 0.0518 0.0632 Residential Customer, verage ont k ustomer$ 971 796 $ 888 891 153 Revue per kWh $ 0402.14 36 30 434 ~ 0.0456 S 40 32 $ 42 77 34.32 ~ 0.0639 Commercial Industrlalt verage month kW Customer 8,637 8,998 10,472 11,472 11,261 Bill per Customer $ 330.70 $ 339.92 $ 448.20 $ 6n4.57 $ 697.61 Revenue per kWh S 0.0382 S 0.0400 $ 0.0428 5 0.0327 $ 0.0619 Gras tncomeh es eni $ 6,337,273 $ 6,046,432 $ 7,399067E $ 8,327,068 $1102081331 Commercial/Industrial 10,878,633 11,060,823 12,629,060 16,2530007 18,523,737 69, Other t ,257.723 17 b38 956 21 102 673 22, 237 745 31 1,80 7721 Does not include off-system safes, income de..ved from contribution-In•ald or sales of surp,us material, etc. 13- Electric System - Capital Improvement Plan The Utility Department is required by charter to annually prepare a Capital Improvement Plan (CIP) and submit it to the Planning and Zoning Commission for inclusion in the City's ov.rall Capital Improvement Plan. The CIP is required to be a five year projection of capital requirements with projects listed in order of priority. The Utility Department Five Year Capital Improv°ment Plan is as follows: ELECTRIC From From Bond Current Bond Sale Year Total Proceeds Revenue Other Required 1983 $2,846,000 $1,143,000 $1,563,000 $ 140,000 $ 0 1984 5,324,000 3,613,000 1,577,000 134,000 2.500,000 1985 3,598,000 1,773,000 1,683,000 142,000 10500.OJO 1986 2,927,000 1,049,000 1,702,000 176,000 20500,000 1987 3,811,000 11966,000 1,668,000 177,000 1,000,000 The major electric system capita: improvements are the installation of a tydroelectric generating unit on nearby Lewisville Lake in 1984/85 and preliminary engineering for a hydroelectric generating unit on the new Ray Roberts Lake to be installed In 1987/88; the construction of two new substations in 1143 and 1985, and the enlargement of three existing substations In 1984, 1986, and 1987, and the additirn to the City's Service Center. The remainder of the electric system VP is for arnual additions to the electrical distribution system sufficient to serve new customers and capital improvements to axis+ing facilities. Projected Loads and Resources The projtxted loads ano reso;.,cc; of the Electric System for the period 1983 through 1987 are presented In the fo:!owin6 chart as determined by the City- (In Megawatts) Peak Net Reserve Year Loads Resources Margin 1983 129 257 l 99 1984 134 271 (2) 102 1985 139 288 (3) 101 1986 145 288 99 1987 !31 288 91 (1) TMPA Gibbons Creek, Denton's 20% allocation (78MW) (see "Texas Municipal Power Agency"). (2) Comanche Peak Unit 1, Denton's 20% allocation (14MW). (3) Comanche Peak Unit 2, Denton's 20% allocation (14MW) and the Lewisville Project. Sales of Excess Capacity The City !ogether with four other members of the TMPP, has entered Into a contract with West Texas Utilities hA' TU") which provldrs for the sale to WTU of excess gas-fired generating capacity. The contract calls for sales of 150,000 kW in 1985 and 200,000 kW In 1986, at a price of $3.00 per kW per month. The contract requires WTU to pay a monthly capacity char-e, and if energy it taken, an additional narge for fuel cost, operating and maintenance charges, start-up costs and line losses. Revenues from the contract are expected to be $3.23 m9lion In 1983 and $7 million In 1986, and the revenue will be divided among the selling group In the proportion that each member's excess generating capacity bears to total generating excess capacity. The City expects that is share will approximate 15% o! such reve; ues. A supplemental agreement among the selling group calls for the Brazos Electric Co-op to serve as agent ft.r the group to a*nlnlster, dispatch and account for revenues and for allocation of expenses of sales. The rntract is cmtingent upon the ability of WTU to obtain transmission wheeling agreements to allow capacity to reach its grid. Other such wheeling agreements sre presently In existence and the City expects WTU will be successful In the timely completion of such r greements. .It- Federal Regulation Under current Federal Statutes and regulations, the Electric System is nut subject to Federal regulation in the establishment of rates, the issuance of securities or the operation, maintenance or expansion of the electric System. The City submits various reports to the Federal Energy Regulatory Commission ('FERC9 and utilizes the FERC System of Accounts in maintaining its books of accounts and records. THE WATER AND WASTEWATER SYSMM General The Water System provides retail water service to all customers located within the city limits, as well as wholesale water service to the City of Corinth. The water distribution system consists of 323 miles of water mains, 3 million gallons of ground storage, and 4.36 million gallons of elevated storage. In the opinion of Freese & Nichols, Consulting Engineers, the Water System has been efficiently operated and maintained. The City believes it is in compliance with all State and Federal water quality requirements. Water Supply The present municipal supplies are obtained primarily from surface sources, but underground sources are available for emergency and back-up purposes. The City has previously acquired conservation starage rights in nearby Lewisville Reservoir which was constructer) by the U. S. Corps of Engineers. This Reservoir contains a total of 436,000 acre feet of conservation storage. The City holds the rights to 21,000 acre feet of storage, with the balance being held by the City of Dallas ('Dallas"). The State of Texas Water Rights Commission has awarded the City 4.6 million gallons per day in water rights from Lewisville Reservoir with the right to "perfect" an additional 3.3 million gallons per day. The City presently uses approximately 9 million gallons pe: day, as an annual average, and purchases from Dallas all amounts over 4.6 million gallons per day. TKe water contract with Dallas is siml'ar to the contracts for retail and/or wholesale water that Dallas supplies to eighteen (18) other 1North Texas gallons. Water quali m ty eet tall Te xas presently of Health and from Dallas standards. 33.39{ per ,0Future Water Supply In 1980, the City and Dallas contracted with the Corps C )wing veers for he :onstthetion and development of Ray Roberts Reservoir 1n Denton County, o Immediately above present Lewisville Reservoir on the Elm Fork of the Trinity River ten miles northeast of the City. In the contracts with the Corps of Engineers, the City will pay for 26% of the construction cost, and Dallas will pay for 74%. Water obtained from the reservoir will be pro-rated on the basis of each city's proportional share of total construction costs. The estimated completion date is approximately 1988 with water being available from the 'Reservoir in approximately 1990. Tne estimated safe yield of the Ray Roberts Reservoir had been calculated at 73 million gallonsper a safe yield of th4.6 e mCit illion would besentitled to receive up to 20.7 million gallons per day. This amount, plus per day frorn the present water rights from the Lewisville Reservoir, will be sufficient to meet the City's water needs study to determine water through requirements 2003. The City Is of terethetyearo2000t1ng a long-range water supply Water Treatmett Plant The City Water Treatment Plant is designed to treat an average of 16 million gallons per day rea hydraulic cognizes the )maximum capabilitiyyoff th24 emillion plant gtollbes16 rmillionTgallonsapst day. The Deparrtlmenwith historical I.eak day was 18.8 million gallons. The City has budgeted funds to make improvements In the water filter media of the plant which will provide treatment capability of 24 MGD based on the Texas State Health Department regulations. E -13- Water Usage - (Gallons) Average Maximum Average Maximum Year Day Day Year Day Day 1972 7,164,413 14,117,100 1971 7,923,000 14,119,000 1973 6,6360907 12,175,000 1978 8,394,000 16,466,000 1974 6,822,000 12,620,070 1979 7,920,820 14,560,000 1975 7,216,282 130350,000 1980 9,477,386 18,867,200 1976 7,264,000 14,080,000 1981 7,117,852 15,403,000 1982 6,957,193 14,953,000 Wastewater Treatment The City owns and operates an activated sludge type wastewater treatment facility. The first element of the plant, with a capacity of 2 MGD, was placed in operation in 1964. A 4 MGD addition was completed and put into operation during 1971. A 6 MGD addition :o the plant has been completed and was put into operation in May, 1982. The City is presently constructing an advanced secondary treatment effluent filters for the plant which will be completed in May, 1983. The effluent filters are required to meet future water quality effluent criteria. The estimated cost of the filters is approximately $925,%0. In the opinion of Freese dt Nichols, Inc., Consulting Engineers, the wastewater system has been efficiently operated and maintained. Water and Wastewater - Capital Improvement Plan The Utility Depa. anent is required by charter to annually prepare a Capital Improvement Plan (CIP) and submit it to the Planning and Zoning Commission for Inclusion in the City's overall Capital Improvement Plan. The CIP is required to be a five year projection of capital requirements with projects listed in order of priority. The Utility Department Five Year Capital Improvement Plan is as follows: WATER/WASTEWATER From From Bond Current Bond Sale Year Total Proceeds Revenue Other Required 1983 5,773,038 2,5100261 50,000 2,930,713(1} S .0- 1994 1,390,531 1,146,061 50,000 194,470 1,0000000 1985 2,538,012 29274,471 50,000 213,541 2,000,000 1986 3,090,615 21806,120 50,000 234,495 21300,000 1987 30120,456 2,812,769 500000 2579687 3,000,000 (1) Includes EPA Grants of approximately $2,750,000. The najor water/Wastewater system capital improvements are the completion of the Wutewater Treatment Plant addition; the Installation of approximately 21 miles of major sewer interceptor lines and pump station= Installation of elevated and ground storage tanks, plus associated pump station and several major water line additions. The remainder of the water/wastewater CIP Is for annual additions to the system to serve new Gust xners and capital Improvements to existing facilities. The City Is In the Process of Installing additional filter capacity and does not anticipate any major additions within the next two years. RATES General It is the City's poIicy to review electric, water and wastewater rates on an annual basis to assure adequacy and equity. ndependent consultants and City Staff generally perform this review on an alternating year basli. Rate recommendations are submitted by the staff to the Utility Board for review and approval, which then makes recommendation to the City Council for final approval. To date, the City CoJnc I has approved all rate recommendations of the Utility Board. The City is presently reviewing electric rates and water and sewer rates, and expects to have the results of the stu eJes by June, 1983. - 16- Electric Rates Electric rates were last changed effective April 6, 1981, at which time the rate structure was altered to more accurately reflect cost -)f service among customer classes, but total revenues were not affected. Current rate structure is sh3wn below. (Effective April 6, 1981) Residential Facility Charge $4.50 Single Phase 8.00 Three Phase Months of June through Se member All kWh $0.0463 per kWh plus an energy cost adjustment Months of October through May P.11 kWh $1.0433 per kWh plus an energy cost adjustment Notts When usages are less than 700 kWh during June through September, deduct $2.00 from the monthly facility charge each month until monthly usage exceeds 700 kWh. Energy Cost Ad)ustment When fuel or purchased power costs are more than three cents (3G) per kWh, an Energy Cost Adjustment (ECA) is charged. The ECA is calculated by using the total cost per kWh of fuel and purchased power at the Citys Power Plant divided by total sales subtracting three cents (3t') which is already included in the base rate. Commercial and Industrial (1) Net Monthly Rates (Demand Charge) Primary Service $1.80 per month per kW of billing demand Secondary Service 52.10 per month per kW of billing demand (Energy Charge) Billing Months June - September Billing Months October - May Primary Service All kWh at 0.0410/kWh Primary Service All kWh at 0.0380/kWh Secondary Service All kWh at 0.0413/kWh Secondary Service All kWh at 0.0385/kWh (2) Customer Facility Charges Primary Services $46.00/month Secondary Services Three Phase $8.00/month Single Phase 64.30/month Energy cost adjustments are the same a: ; use for residential customers. -17- Governmental Local government - (City, County, School District) f (1) Net Monthly Rate: (Energy Charge) Billing Months June - September Billing Months October - May All kWh at $7.04:5/kWh All kWh at $0.0385/kWh (2) Customer Facility Charge: $7.25/month Energy cost adjustments are the same as those for residential customers. Mater Rates Water rates have been increased by 33% and 38% in 1981 and 1982, respectively, reflecting, among other things, Increased raw water costs, increased capital improvements funded by current revenues and inflation. Current rates are shown below. (Effective May 1, 1982) Residential Users Billing Months June - September Billing Months October - May Facility Charge $3.25 plus Facility Charge $3.25 plus 0 - 20,000 gallons 1.10/M gallons Volume Charge 1. t0/Mgallons Above 20,000 gallons 1.30/M gallons Minimum Charge - $5.00 Commercial/Industrial Users Customer Facility Chvge $7.25 plus Volume Charge 1.051M gallons Minimum Charge - $8.00 Wastewater Rates Wastewater rates were Increased by 10% end 18% in 1981 and 1982, respectively, reflecting, among other things, Increased debt service on the City's share or a major expansion on the treatment and collection system, ircreased capital Improvements funded I y current revenues, and inflation. Current rates are shown below. (Effective May 1, 1982) Residential Commercialllndustrial (Based on 98% of second highest usage of (Based on 80% of water consumption) December - February but not to exceed 25,000 gallons) Facility Charge $3.00 pp!w Facility Charge $6.50 pplus Volume Charge 0.851M gallons Volume Charge 0.93/M gallons Notes All service outside City Limits at 115% of above rates. Rate Regulation Within Its boundaries, the City has exclusive jurisdiction over the electric, water and sewer system rates. . 18 - r i FINANCIAL OPERATIONS Pro Faetna Combined Historlcat Opefaticm 1977 Shown below is a eomildated presentation of historic financial operations for the fiscal years through 1982, which is derived from the City's audited financial statements. City of Denton, Texas Summary of Results of Ooeratiora Fiscal Years Endin Se 980ber 30 l9 9 - 77 972 9J t $17,621,823 $18,610,721 $18,216,763 $21,630,985 $25,943,169 $)1,8)4,199 Gross Revenues: Electric Rater and Wastewater 1,492,620 3,413,387 3,722,097 3,909,311 4,254,318 ,228 1,313,374 Other 302,507 )90x393 916,692 1,332,481 1'5%46 277277 202670 Interest Income 92 211 33 620 19 763 1358 907" a M93 TIL mum obioome 2 ) 2173 Expenses 11,179,3)5 $11x089,309 $14,322,913 $1E,05)r806 $22,317,647 Fuel and Purchased Power $10,310,07) $ Other Electric Operating 1,1)6,273 2,011,614 2,184,436 2,619,837 ),290,606 3,339x130 Expenses Water and Wastewater Operating Expenses I,SSIrSdI 1,726,245 1,900,942 2,331,341 2,62,726 L03,329 Services 609 291 647 803 618 o14 168 789 1 077 194 1 479 999 Administrative Services 14 377 220 l7 571 999 ISM 1 20 a0 10 23084412 30. Total $ 6,1380541 $ 6,940,124 $ 7,008,774 i 6,645,810 S 6,739,580 S 1,224,604 NDebt Service 4" Other Lawful Purposes 6So 1lttffffio $ 3,S+S,LSo 3t9~3,LOU Maximum AmoAl Debt 3,645,44 i 3,9400 ; 3,SHS, Service on n series 198) Sonde Cove=rs *of Maximum 1.9BY ~•37)C 1.41X 2,31X A► Debt Service on Series 1993 Bonds otan sin on advance rdunding to the amount of 3290,261. Fiscal Year 1979 - Excludes Extraordinary Income - g and ate $110,067 In Sewer Fund transfers 10 Bond Reserve Furl fr, the amount of $2,494 In 19791 $113,771 In Excludes I 91A Excludes amount of pest 70. Transfers Is scheduled General In YFund ear for Software Applications 41 Fiscal Year 1911 In the Excludes discretionary transfers of excess revenue to General Fund a foUowsn 1971 $ 883,161 1978 1,192,823 1979 1,323,974 1! 1990 116121100 1981 1,776,51) ~g 1912 1,925,000 f. ' Zl' -19- r =ii 76 'e ,.r[ as uti+~e; :3 3.i?.AL 13: he e3:. i2tt-r 1.SSGf~da`P3. `-3~31`.i••.~ ~'Fyi.'srr~, '.rr 'ir- :=C s:. :i:='^_ S'•,1':: iI i if Y'' i lTSrs31 =i£. of 5.7%. :n ::C""P me.. .°1.. :-e _ i CM -C s U av. l e L n :s _ar z-a ,.aJmared. mra g :aa -r e-er-u deme-a = _ one 'igit nt . -am •~:n `e ro z y ,-r_ - is -cc -L :-r._~ sT .:cca~ ss 3st ~ of ftec c = C?. ,ra 'e -ra-t ~u .1S,t-'.L 3et~, -xz=-a=:r ZQ -v: as "eL: tarSUtrq acuviaee. _varC Lsacrr aT = x-t.-Ar _ PauLr .ate 'n 1~ ecs~i =Mr.' s¢ :f:iJ"Y r. study n. a is 93 -94 i9` ..r35 i8e ~cctlat _r~r~.:xc { '3e +Siii^."~'.Y:S ?eo's:c :•t'.~^ rie--7em --z~ sm 3r :arc :0 .'s9? 3=2t2-- Tice res- isserm+rtg .Aat zl -!lP xz<rr~ xr.-a ;t "e 'scccM sst t :Mcuc= a -<e -are Y"em ':,,-m -a z-,A Far 14;&k MMWT TV, :re =2L laa?a•.zsr_ ^fC _T.CSeS ar_ isea m the TNP4 Pesrr t- f 3t tater:er:. xurr :x -L--c -e<v xoyarc=w ir+c IQ&J #fatttr. 34 Xe•:c7iM7 :iM~ T e =eC=-C t.u-,tararz_ '-~rr-.tr-.+.r:ie 4T'm 45'Qe.n~e(r3~"" Pry i\! X-4 rr. 2+r - pmtCtlslO we a ~ xvz%.u ;,Uvaie -t -te u ter :x es-T- ~Att[f~3f:!"~fditl ~~'r7ll3r.'iits. '+t3►Y';^.al+CS. =c.nrsi~,_Crt 3ll.~e-."_r2'd "-".d."~uC l~► 3sCl'_.3arR~ lat ~l tie rlSt 3t- :t~ .aVA'" ' *At % a.~s ~ti.:t ^1 a1Di[~al ::.ati 41ec+r~c a~}re+ris Xajee- to ru,a► ..-Acesac. ax-arawd 7"-- Axi Harare- -a r --arse a iemi fate A Z" alittr "%&kXV 7eSte« .",A- ?3. •3U,- 'a ILUL t nr_-MW s -t `.:.r .r ancv set s! 3 ~u0slsMiai i~ H!t n rcrt~csr ':=tU : rCiaeera. :tt -,tW=a&na fir:=rea frW--;,tcr R ;?~f. ELECTRIC, WATER AND WASTEWATER SYSTEMS COMBINED REVENUE AND EXPENSE PROJECTIONS (Dollars :n Thousan s Fiscal Years Ending September 30, 1983 1984 1985 1986 1987 Revenues: Electric $43,514 $53,637 $73,016 $74,653 $82,841 Water and Wastewater 6,480 7,281 8,189 8,730 9,636 Other 1,000 11000 11000 11000 11000 Total Revenues $50,994 $61,918 $82,205 $84,383 $93,477 Expenses: Electric TMPA Fixed $ 300 $13,843 $27,121 $25,502 $27,731 TMPA Variable 5,520 5,137 7,792 9,799 10,862 Fuel and Purchased Power 27,359 23,076 25,739 26,423 30,441 Other 5.487 6,436 71116 7,763 8,478 Total Electric 380666 48,492 67,768 69,489 77,512 Water and Wastewater 4,876 5,602 6,579 7,192 8,033 Total Expenses $43,342 $54,094 $14,347 $76,681 $83,547 Net Revenue Available for Debt Service 7,452 $ 7,838 71702 7,930 Debt Service MIMM Wiwi $3,491 4 3,54lo 33,3+a ' 3,t98 3,19s OTM:r Expenditures: C:.pital F„provements 11613 1,627 1,783 11752 1,718 C. Feral Fund Transfers 2,034 2,329 2,563 2,818 3,100 Debt Set ace Coverage 2.13XE 2.20X% 2.36X1 2.40XI 2.47Xr Energy Sales Electrical (gWh) ._:345 567.. 590. • 615= 639 Electrical Revenue perkWh(mllls/kWh) 80(1) 95(1) 124(1)(2) 1210(2) 130(1) (1) :.s The•¢rojVpARnsabgve do not reflect any sales of TMPA energy or capacity to parties other than the TMPA members. The variable lists for the Gibbons Creek and Comanche Peak plants are expected to be significantly 1!sa than the cmt of even the most efficient natural gas-fired generating facilities. TTM1 chief reason that the TMPA members have developed these resources is to displace their natural gas fueled capacity. Therefore, both projects will be used as base load units and the TMPA members will use their full capacity from start-up. Although there will be no excess capacity for sale, on an hour-by-hour basis there is expected to be surplus sstergy available from the units. Since the variable energy cost o: Gibbons Creek and Comanche Peak are expected W be 23 mills per kWh and 1 i mills per kWh, respectively, In 1984 as opposed to 38 mills for natural gas, the plants we expected to be operated at the maximum plant capacity factor possible. Because of the regional utility nce on natural gas, and the expected cost advantage of TMPA projects as compared to natural gas the City ` ~ It will be able to sell almost all such surplus energy. A forecast of such energy sales was prepared based on several assumptions lnclvdingi G) sales projected by a TMPA computer analysls, (II) the price of surplus energy on a spilt-savings basis, end {ill) the natural gu and t;Wlable TMPA cost assumptions included In the table above. On a net basis, profits to the City from such energy Was would reduce the electric revenue requirements on average by 6 mills per kWh for the years 1983 to 19870 ~Ilpectively, :t projections above do not reflect any ales by the City of excess generating capacity. However, the City LtThe ered Into an agreement to sell excess gas-fired generating capacity to WTU. (S c ''Protected Loads and ces*). Such sales of rtcess gas-fired generating capacity would reduce the electric ra:venut requirements on ♦Wrage by approximately one mill per kWP In 1963 and 1986, respectively. -2E- OTHER INFORMATION Registration and Qualification of Bonds for Sale The sale of the Bonds has not been registered under the Federal Securities Act of 19330 as amended, in reliance upon the exemption provided thereunder by Section 3(a) (2); and the Bonds have not been qualified under the Securities Act of Texas in reliance upon various exemptions contained therein; nor have the Bonds been qualified under the securities acts of any jurisdiction. The City assumes no responsibility for qualification of the Bonds under the securities laws of iny Jurisdiction In which the Bonds may be sold, assigned, pledged, hypothecated or otherwise transferred. This disclaimer of responsibility for qualification for sale or other disposition of the Bonds shall n.)t be construed as an Interpretation of any kind with regard to the availability of any exemption from securities registration provisions. Legal Investments in Texas The Bonds are legal investments for sinking funds of Texas counties, cities and towns. They are eligible to secure Texas state and school district funds and constitute legal investments for insurance companies In the State of Texas. No review has been made of the laws of states other than Texas to determine whether the Bonds are legal investments for various institutions in those states. Legal Opio"and No-Litigation Certificate The City will furnish a complete transcript of proceedings had Incident to the authorization and Issuance of the Bonds, Including the unqualified approving legal opinion of the Attorney General of the State of Texas, to the effect that the Bonds are valid and legally binding obligations of the City, and i based upon examination of such.grrnscrlpt of proceedings,.the,unquaiified approving legal uplrdon of Bond Counsel, to like effect and to the eii.-t that the interest on the Bonds is exempt from Federal income taxation under existing statutes, regulations, rulings and court decisions. The customary dosing papers, Including a certificate to the effect that no litigation of any nature has been filed or is then pending to restrain the Issuance and delivery of the Bonds, or which would affect the provision made for their payment or security, or In any manner questioning the validity of said Bonds or the coupons appertaining thereto, will also be furnished. Bond Counsel was no, requested to participate, and did not take part, In the,•preparation-,of ..the Offering Memorandum, and such firm has not assumed any responsibility with respect thereto or undertaken independently to verify any of the Information contained therein, except that, in its capacity as Bond Counsel, such firm has reviewed the information describing the Bonds In the Offering Memorandum to verify .that .such description conformi•to the provisions of the bond resolution. The legal fees to be pald Bond Counsel for services rendered in I connection with the issuance of the Bonds are contingent on the sale and deliverj/.of.the-.Apttd4r;Th*It al opinion will be printed on the Bonds. Tax Exemption i In calculating the yield of the Bonds and the yield of investments acquired with the proceeds of the Bonds for purposes of Section 103(c) of the Internal Revenue Code of 1934, as amended (the "Code"), relating to arbitrage bonds, the costs of Issuing the Bonds and the underwriting discount have bten treated as a discount on the purchase price of the Bonds, The Income Tax Regulations promulgated under Sectlon 103(c) of the Code do not permit this method of yield calculation. The United States Court of Appeals for { the District of Columbia circuit In State of Washin ton vs. Commissioner of Internal Revenue 692 F. 2d 128 (1982) which aft Jrmed an en bane decision o t Unite States TAX Court, conci i t "these regulations go beyond the perm sssIIS e rule making authority r. the Treasury". The United States Supreme Cows not asked to review the State of Washlnstton decision 3 On March 21 1983 the Internal Revenue Service Issued Information Release 83-41 In which the Internt: Revenue Service states that It, did not Intend to ask the United States Supreme Court to reverse the.State of Wwhin ton decision, that It will Issue regulations specffically.ti'ddressln8 t sues raised in the declslon and that tnt~l such regulations are published reasonable administrative costs Incurred in issuing government obligations may be taken into account in computing yield. _22_ i in the opinion of McCall, Parkhurst & Horton ("Bond Counsel"), Interest on the Bonds is exempt from Federal income taxes under statutes, regulations, published rulings and court decisions (including State of Washington vs. Commissioner of Internal Revenue 692 F. 2d 12B (1982)) existing on the date of their opinion. Authenticity of Financial Infortnation The financial data and other information contained herein have been obtained from the City's records, audited financial statements and other sourr.es which are believed to be reliable. There is no guarantee that any of the assumptions or estim:,tes contained herein will be realized. All of the summaries of the statute:, documents and resolution; contained in this Preliminary OfferinE Memorandum are made subject to all of the provisions of such statutes, documents and resolutions. These summaries do not purport to be Information. Refeence is statements made toorlglal docrnents in all respects. to such documents for further Firandal Advisor i First Southwest Company is employed as Financial Advisor to the City in connection with the issuance of the Bonds. The Financial Advisor's fee for services rendered with respect to the sale of the Bonds is contingent upon the issuance and delivery of the Bonds. Certification of the Preliminary Offering Memorandum At the time of payment for and delivery of the Bonds, the Purchaser will be furnished a certificate, executed by proper officers, acting in their official capacity, to the effect that to the best of their knowledge and beliefs (a) the descriptions and statements of or pertaining to the City contained in Its Preliminary Offering Memorandum, and any addenda, supplement or amendment thereto, on the date of i such Preliminary Offering Memorandum, on the date of sale of said Bonds, and on the date of the delivery, were and are true and correct in all material respects; (b) insofar as the City and its affairs, including Its financial affairs, are concerned, such Preliminary Offering Memorandum did not and does not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, ` rot misleading; (c) insofar as the descriptions and statements, including financial data, of or pertaining to entities, other than the City, and their activities contained in such Preliminary Offering Memorandum are I concerned, such statements and data have been obtained frov sources which the City believes to be reliable and that the City has no reason to believe that they are untrue in any material respect; and (d) there has been no material adverse change in the financial condition of the City since the date of the last audited financial statements of the City. I Verification of Arithmetical and Mathematical Computations I Ernst & Whiney, a firm of Independent Certified Public Accountants, upon delivery of the Bonds, € will deliver a report on the mathematical accuracy of certain computations, contained In schedules provided for them which were prepay -d by Goldman, Sachs & Co. on behalf of the Issuer, relating to (a) the sufficiency of the anticipated receipts from the Acquired Obligations, together with the initial cash deposit, to pay, when due, the principal, whether at maturity or upon prior red_mptlon, Interest and call premium requirements of the Outstanding Bonds, and (b) the yield on the Acquired Obllgailons and on meaning connection of Section 103 of thedInternals Revenue Cote of81954,aas the Bonds not "arbitrage lbonds" by within s the In amended. t The report of Ernst & Whiney will Include the statement that the scope of their engagement is limited to verifying the mathematical accuracy of the comiwtatlnns contained In such schedules provided report of events occurring, or data or to thern and that coming theyohave attention, no obligation tuepd to the a poof such rt because Information co Underwriting The Bonds are being purchased by Goldman, Sachs & Co., Dillon, Read & Co. Inc. and Kidder, Peabody & Co. Incorporated, as the Underwriters for whom Goldman, Sachs & Co. Is acting as Representative. The Underwriting Agreement provides that all of the Bonds will be purchased by the respective Urde-rwritzra thereof If any are purchased.. the City has agreed to Indemnify the Underwriters against certain liabilities relating to this Preliminary Offering Memorandum as more clearly described in the Underwriting Agreement and the preceeding paragraph. .23. The Underwriters may offer and sell Bonds to certain dealers and others at prices lower than the public offering prices stated on the cover page hereof. The compensation payable to the Underwriters is set forth under "Sources and Application of Funds". I The Ordinance authorizing the issuanc: of the Bonds will also approve the form and content of this Prelimindry Offering Memorandum, and an, addenda, supplement or amendment thereto, and authorize its further use In the reoffering of the Bondq oy the Purchaser. RICHARD O. STEWART Mayor ATTEST: CHARLOTTE ALLEN City Secretary a 1 APPENDIX A OUTSTANDING BONDS TO BE DEFEASED z, CRY OF DENTON, TEXAS SCHEDULE OF OUTSTANDING BONDS TO BE DEFEASED Water and Sewer Revenue_ Electric System Series 1960 $ 730,000 Series 1962 390,000 Series 1964 20,000 Series 1966 200,000 Series 1969 370,000 Series 1972 9700000 Series 1974 ;0525,000 Serie, 1977 4500000 Series 1978 $19,255,000 Series 1979 30800,000 Series 1982 ! 500 000 3 000 000 9 955 000 22 255 000 A-1 1 APPENDIX B GENERAL INFORMATION REGARDING CITY AND ITS ECONOMY VALUATION AND DEBT INFORMATION 1982 Market Valuation $1,114,467,466 Less Exemptions: Homestead $27,107,197 Over 65 24,209,471 Disabled or Deceased Veterans 315,596 Agricultural Productivity 12,888,653 _ 64,520,917 1982 -i axable Assessed Valuation $1,049,946,549 City Funded Debt Payable From Ad Valorem Taxes: General Obligation Bonds (as of 2-1-83) 12,825,000 The Bonds 4,742,000 Total Funded Deb: Payable from Ad Valoreri Taxes $ 17,567,000 Interest and Sinking Fund (as of 2-1-83) $ 1,134,000 Ratio Total Funded Debt to Taxable Assessed Valuation 1.67% 1980 U. S. Census Population - 48,063 1982 Estimated Population - 31,350 Per Capita Taxable Assessed Valuation - $20,446.87 Per Capita Total Debt - $342.10 Area - 33.2 Square Miles Source: North Central Texas Council of Governments. Note Ii Pursuant to authority permitted by Section 1-b, Article Vlff of the State Constitution, which became effective January 1, 1973, the City has granted an exemption of up to $16,666 of Assessed Valuation to the residence homestead of property owners over 65 years of age. The City also allows a maximum of $5,000 for all declared homesteads in the City. The Taxable Assessed Valuation, as shown above, does not include $24,209,471 and $27,107,197 Assessed Valuation of properties exempted under these authorities. Note 2t The Legislature, pursuant to a constitutional amendment and Article 7150h, VATCS, mandated an additional property tax exemption, beginning In 1976, for disabled veterans or the surviving spouse or children of a deceased veteran who died while on active duty in the armed forces. The exemption from taxation applies to either real or personal property with the amount of Assessed Value exempted ranging from $1,500 to $3,000, dependent upon the amount of disability or whether the exemption is applicable to a surviving spouse or children. The Taxable Assessed Valuation, as shown above, does not include $315,601 Assessed Valuation of properties exempted under this authority. Note 3: Pursuant to H.B. 1060, the City has exempted $12,898,653 of agricultural land value. The Taxable Assessed VrJuation as shown above does not include this amount. Note 4: The above statement of indebtedness does not include the following outstanding revenue bonds, as these bonds are payable solely from the net revenues of the System, as defined in the Bond Ordinance authorizing the bonds: $9,955,000 Water and Sewer Revenue Bonds and $22,255,000 Electric System Revenue Bonds. AD VALOREM TAX LEGISLATION The Bonds are payable from ad valorem taxes levied upon all taxable property within the City. The "Property Tax Code" (Y.T.C.A., Tax Code), adopted in 1979, is a codification of Texas law as •o ad valorem taxation and reference is hereby made thereto for identification of property subject to taxation; property exempt from taxation and other exemptions granted and allowed, if claimed; the appraisal of property for purposes of taxation and the procedures to be followed and limitations applicable to the levy and collection of ad valorem taxes. Among other features, the Property Tax Code provides fort 1. A single Appraisal District in each County of the State to appralse property for purposes of taxation for all taxing units located wholly or partly within the County beginning January 1. 1982. B-1 2. All property to be assessed at 100% of its appraised value and prohibits the assessment of property for taxation on the basis of a percentage of its appraised value. 3. An increase in the effective :ax rate of a taxing unit to be limited to not more than 3% unless a public hearing is held, In calculating the effective tax rate, taxes for bonds or other contractual obligations are excluded. Recent amendments (Chapter 13, Acts of the 67th Legislature, First Called Session, 1980 to the Property Tax Code (designated to clarify and remedy technical flaws experienced in implementing various provisions thereof) provide for: 1. Postponement of full implementation of an Appraisal District's operations, on a local option basis, until 1983 or 1984. 2. Mandatory county participation in the Appraisal District. 3. Changes the provisions relating to an effective annual tax increase being subject to a referendum election by: a. Raising the amount of the annual tax increase necessary to trigger a referendum election to 8%; b. Reducing the number of qualified voters necessary to petition for a referendum election to 1095; c. Extending the period available to collect signatures on a petition for a 4ferendurn election to 90 days; d. Eliminating the requirement that a minimum of 25% of the qualified voters must vote in a referendum election to be valid. 4. The State Property Tax Board to conduct an annual ratio study in each Appraisal District to determine the degree of uniformity of appraisals and the weighted average level of appraisals within each major kind of property (effective 1-1-841 3. An increase in penalties for delinquent taxes. The new penalties are: a. 6%- First month 1%- Additional penalty each month through June 12% - All delinquencies on July 1 regardless of delinquency period; b. A taxing unit may add an additional penalty to a maximum of 13% of taxes, penalty and interest due In order to defray costs of tax attorneys. 6. An Increase in interest charged on delinquent taxes. The new interest charges are: a. 1% - First month; and b. An additional 1% increas- each month thereafter. 7. Property within the Appraisal District to be reappraised at least once every 4 years (effective 1-1- 84). 8. The establishment and application of uniform discovery and appraisal procedures on all types of business inventories without regard to •he nature of the property comprising the inventory. 9. The statute purports to provide an Increase for the first time in the appraised value of property above Its 1981 assessed value in any year from 1982 through 1985, which may be, at the option of the local taxing unit, limited to 1!S times the percentage of Increase in the value of all other property on the unit's tax rolls, 10. Changes In the composition and selection of board members, the allocation of Appraisal District costs, the size of the Appraisal Review Board and the financial accountability of Appraisal District. 11. Local taxing units to challenge the Appraisal Review Board's appraisals and judicial review of challenges, and authorizes local taxing units of an Appraisal District to overturn and veto actions of the Board of Directors of the Appraisal District. B-7 12. Changes in the procedures and requirements pertaining to tax increases by local taxing units. A constitutional amendment concerning homestead property exemptions was submitted to, and adopted by, the voters of the State of Texas on November 3, 1981. Such amendment provides local governments the option of granting homestead exemptions of up to 40% of market value for the 1982 through 1984 tax years, up to 30% of market value for the 1985 through 1987 tax years, and up to 20% of market value thereafter. Minimum exemption is $5,000. The amendment further provides that taxes may continue to be levied a.-ainst the value of the homestead exempted where ad valorern taxes have been previously pledged for the payment of debt, if cessation of the levy would impair the obligation of the contract by which the debt was created. NON-FUNDED DEBT The City has leased and lease/purchased a variety of equipment ranging from reproductic n machines to hn 1984 Through 19uch as street costs the eases tare as,fo compactors and an ambulance. The leases expire 1983 $223,580 1984 209,207 1985 141,023 1986 51,642 The City has no other non-funded debt as of February I, 1983. VALUATION AND FUNDED DEBT HISTORY Ratio Funded Funded Debt Debt to Taxable Outstanding Taxable Fiscal Assessed at End Assessed of Year Valuation period Valuation 8,165,--000 7 .99% 1473-74 57i 6,86% 1974-75 112,158,726 7,695,000 7.71% 1975-76 114,327,11° 9,585,000 7.81% 1976-77 136,540,625 12,024,000 4,25% 1977-78 271,339,2 9( ) 11,533,934 5,27% 1978-79 288,902,702 15,215,101 5.04% 1979-80 304,943,680 15,364,488 4,45% 1980-81 337,948,941 150053,000 1981-82 663,437,088(2) 12,935,000 1.95% 1982-83 1,049,946,549(3) 16,702,000(4) 1.59% (1) Increased basis of assessment from 40% to 60%. (2) Increased basis of assessment from 60% to 100%. (3) Revaluation. (4) Includes the Bonds. TAXABLE ASSESSED VALUATIONS BY CATEGORY Property Assessment As % of Real Property Personal Property Taxable %of Assessed Fiscal Appraised % of Valuation _ Period Value Amount Total Amount Total 102 22on 1973-74 40% 3 82,409,280 80.62% 19,813,560 19.38% 1974-75 40% 89,883,677 80.14% 22,275,049 19.86% 112 327,163 1973-76 40% 95,735,078 77.00% 28,592 085 23.00% 136,540,625 1976-71 40% 98,863,846 72.41% 37,676,779 27.59% 271,339,229 1977-78 60% 213,135,760 78.55% 580203,469 21.45% 1978-79 60% 221,300,472 76.60% 67,602,230 23.40% 288,9020702 304 1979-80 60% 229,022,620 75.10% 73,921,060 27 I5% 337,948,940 1980-81 60% 246,205,248 72.85% 91,743,693 663 437 088 1981-82 100% 450,732,259 67.94% 212,704,829 32.06% $ 1982-83 100% 831,397,479 79.18% 21805499070 20.82% 11049,9469549 H-8 ESTIMATED OVERLAPPING FUNDED DEBT PAYABLE FROM AD VALOREM TAXES As of 2-f-83 Estimated Total % Overlapping Taxing Jurisdiction Fu ded Debt Applicable Funded Debt City of Denton 17,577,000 100.00% 17,577,000 Denton Independent School District 11,865,000 93.76% 11, 124,624 Denton County 10,925,000 29.44% 3,216,320 Total Overlapping Funded Debt $31,917,944 Ratio Overlapping Funded Debt to Taxable Assessed Valuation 3.94% Per Capita Overlapping Funded Debt - $62;.58 TAX RATE LIMITATION All taxable property within the City is subject to the assessment, levy and collection by the City of a continuing, direct annual ad valorem tax sufficient to provide for the payment of principal of and interest on all types of tax obligations of the City within the limits prescribed by law. Article XI, Section 5, of the Texas Constitution is applicable to the City of Denton, and limits its max!mum ad valorem tax rate to $2,50 per $100 Assessed Valuation for all City purposes. The City operates under a Home Rule Charter which adopts the Constitutional provisiors. TAX DATA (Year Ending 9-30) Distribution Tax Tax General interest and % Current % Total Year Rate Fund Sinking Fund Tax Lem Collections Collections 1972-73 1.700 0.9044 X7956 1,617,647 95.39% 96.62% 1973-74 1.700 0.8960 0.8040 1,737,788 96.20% 97. J3% 1974-75 1.700 0.8978 0.8022 1,906,698 95.12% 97.64% 1975-76 1.700 0.8174 0.8826 2,113,562 94.74% 97.54% 1976-77 1.780 1.0938 0.6862 2,430,423 94.74% 97.74% 1977-78 1.240 0.7728 0.4672 3,364,606 93.04% 94.35% 1978-79 1.240 0.7280 0.5120 3,582,433 94.05% 96.37% 1979-80 1.240 0.7286 0.5114 3,7800389 93.67% 96.69% 1980-81 1.299 0.6700 0.6200 4,359,541 93.17% 95.64% 1981-82 0.774 0.4650 0.3090 4,930,971 96.26% 99.04% '982-83 0.310 0.3375 0.1725 5,354,728 81.03%* 81.81%* * Tax Collections for four-munch period ended 1-31-83. Property within the City is assessed as of January t of each year; taxes become due October 1 of the same year; and become delinquent after January 31 of the following year. Split payments are permitted: first half by December 31; second half by %larch 31. Discounts are not allowed. MUNICIPAL SALES TAX 7Effective 4-1-68 The City has adopted the provisions of Article 1066c, Vernon's Texas Civil Statutes, as amended, which grants the City the power to impose and levy a 1% Local Safes and Use Tax within the City, the proceeds being credited to the General Fund. Collections and enforcements are effected through the offices of the 13-4 Comptroller o! Public Accounts, State of Texas, who remits the proceeds of the tax, after deduction of a 2% service fee, to the City monthly. Revenue from this source has been: % of Equivalent of Total Ad Valorem Ad Valorem Per Year Collected Tax Lem Tax Rate Capita 1973 875,564 50.38% 0.8564 19.68 1974 926,080 53.29% 0.9059 20.81 1975 1,000,932 52.68% 0.8924 21.39 1976 1,194,335 56.66% 0.9632 25.28 1977 1,254,452 51.88% 0.9234 26.19 1978 1,629,832 48.44% 0.6007 31.62 1979 2,061,124 57.53% 0.7134 39.83 1980 2,556,124 67.62% 0.8723 47.96 1981 3,017,806 69.22% 0.5358 59.00 1982 3,295,302 66.82% 0.3408 64.? TAX RATES OF OVERLAPPING SUBDIVISIONS Taxing Jurisdiction 1982 1981 1980 1979 1978 1977 1976 1975 City of Denton 0.510 0.774 1.29 1.24 1.24 1.24 1.78 31 70 Denton Independent School District 0.730 1.220 1.25 1.68 1.57 1.57 2.00 2.00 Denton County 0.1665 0.237 0.77 0.67 0.67 0.67 0.95 0.95 TOP TEN TAXPAYERS 1982 % of Total Taxable Taxable Assessed Assessed Name of Taxpayer Nature of Property _ Valuation Valuation Pacca,,Inc. Peterbuilt Truck Manufacturer 31,052,513 2.96% Genertl Telephone Company Telephone Utility 28,9080627 2.75 Victor Equipment Company Welding Equipment 19,354,196 1.84 First State Ba,tk Bank 13,216,017 1.26 Denton Mall Shopping Center 10,627,571 1.01 Moo,eBusiness Forms, Inc. Business Form Manufacturer 91842,240 0.94 First Denton National Bank Bank 8,264,215 0.79 Sears, Roebuck h Company Department Store 5,896,035 0.56 Montgomery Ward Department Store 5,820,383 0.56 3. C. Penney Department Store 5 798 037 0.55 138 M9, 8 13.22% TAX ADEQUACY 1983 Principal and Interest Requirements ------------------------------$1,6631292 $1,663,745 $0.1668 Tax Rate @ 95% Collection Produces Average Annual Principal and Interest Requirements, 1983/2003 $1,327,059 $0.1331 Tax Rate @ 95% Collection Produces 1,327,605 2,493,653 Maximum Principal and Interest Regwrements, 1984 $2,493,623 $0.2500 Tax Rate @ 95%Co:lection Produces DEBT SERVICE FUND MANAGEMENT INDEX General Obligation Debt Service Requirements, Fiscal Year Ending 9-30-83 $1,663,292 Debt Service Fund, All General Obligation issues, 9-30-82 $ 87,201 1932 Debt Service Fund Tax Levy @ 95% Collection 1,720,600 1,807,801 Estimated Surplus $ 144,509 AUTHORIZED BUT UNISSUED GENERAL OBLIGATION BONDS - NONE 8-5 I PENSION FUND All qualified employees of the City are members of the Texas Municipal Retirement System. Covered employees of the City of Denton contribute 5% of gross covered salary. The City's contribution is determined annually by actuarial study as a percent of gross covered payroll. For the calendar year 1983, this rate will be 4.18%. The City employees participate in the U.S. Social Security Program. GENERAL FUND STATEMENT OF REVENUES AND EXPENDITURES September 30, 1982 1981 5980 1979 Fund Balance October 1 328 459 712 314 821,832 274,061 Revenues: Ad Valorem Taxes $ 3,036,123 $ 2,240,835 $ 2,214,194 $ 2,083,872 Sales and Other Taxes 30295,302 30017,806 2,556,124 2,061,436 Fees from Revenue Producing Facilities 155,971 200,123 163,616 1,129,354 Other Fines and Fees 379,403 222,565 181,376 243,444 Licenses and Permits 96,943 82,494 96,422 171,377 Intergovernmental 231,329 203,126 283,610 260,733 Interest Earrings 153,435 165,635 1310948 30,324 Miscellaneous 267,130 197,780 236,582 277,668 Operating Transfers In 4 253 602 3 504 505 3 060 494 2 748 367 Total Revenues 11.873,238 9,834,869 8,944,366 9,008,575 Expenditures: Personal Services $ 7,708,005 $ 6,615,382 $ 3,779,828 $ 51308,021 Supplis 325,392 420,539 365,062 497,841 Maintenance 660,043 5430009 623,518 8079610 Services 1,760,786 1,561,497 1,162,962 1,1540384 Insurance 131,585 135,205 92,411 82,288 Sundry 26,633 41,701 15,352 330174 Contribution to City - County Agencies 410,583 335,253 278,482 266,35) Miscellaneous 160,792 148,897 1140278 1231219 Capital Outlay 255,205 168,087 269,791 187,714 Operating Transfe,s Out 215 825 249 154 352 000 -0- Total Expenditures 11,854,847 10,218,724 9,053,884 8,460,804 Excess Revenues (Expenditures) _ 18,391 _ (383,855) (109,518) 547,771 Fund Balance September 30 546,850 5 ,328,459 712,314 821,132 B-6 GENERAL INFORMATION REGARDING CITY AND ITS ECONOMY LOCATION Denton is thr County Seat of Denton County, located at the apex of the Dallas-Fort Worth-Denton industrial triangle. The City covers an area of 33.2 square miles and is located only 38 miles from eowntown Dallas, and 36 • miles from Fort Worth. ECONOMY Denton is In the midst of a rich agricultural and livestock area. The hub city of Texas' new "Land of Lakes" region, which provides Denton and n^ighboring cities with abundant water for municipal, industrial and recreational purposes. One of the three ma°or university centers in Texas. The home of diversified industrial interests. The site of the Nation's first undergrourd Control Center of the Office of Emergency Planning and Office of Civil and Defense Mobilization. One of the key cities in the economically significant Dallas Standard Metropolitan Area. ECONOMIC RANKING... Denton's sound diversified economy is reflected in the spendable annual income per household. Denton County's Effective Buying Income for 1981 totaled approximately $1,383,489,000. Denton County's retail sales for 1981 totaled $556,740,000. In 1981, over 35.2% of Denton County households had rash income in excess of $25,000 annually. Median income was $21,909. (Sources Sales and Marketing Management, July 27, 1982.) ECONOMIC AND POPULATION GAINS Denton has noted a consistent population increase and a steady economic growth in the last four decades. Ni.torical population totals from U. S. Census records are: 1940 Cersus 11,192 1930 Census 21, 372 1960 Census 26,844 1970 Census 39,874 1980 Census 48,063 The North Central Texas Council of Governments estimates the 1982 population of the City at 31,330. The City's ascension toward a top rung on Texas' economic ladder is attributed partly to the steady influences of governmental activity which includes the yew-by-year expansion of the two State-supportcd universities, and partly becaure of such environmental factors at its location in a rich agricultural region, some oil and gas production in the northwest section of Denton County, its inclusion in the Dallas-Fort Worth Metroplex, its proximity to three of Texas' largest reservoirs (Lake Texoma is only 40 miles from Denton), its excellent highway and transportation facilities, its mild climate, and the less tangible but Influential aspects of sccl_', cultural and educational advantages that have prompted professional or "white collar" workers to choose C-nton as a place of residence. S-7 INDUSTRY AND BUSINESS In excess of 50 diversified manufacturing plants are located in the City. Some of the largest are as i ollows: Approximate Number of Company Product Emplovees• Victor Equipment Company Welding and cutting equipment and pressure valves 859 Moore Business Forms, Inc. Business forms, sales books, etc. 590 Paccar,lnc. Peterbuilt diesel trucks 325 Russell-Newman Manufacturing Company Womens and girls lingerie 321 3osten's,Inc. High school and military rings 292 Andrew Corporation Microwave antennae 259 Acme Brick Company Brick and tile 164 Morrison Milling Company Flour, cornmeal, and convenience foods 151 Denton Record Chronicle Newspaper and printing 119 Turbo Refrigerating Company Ice-making machines 103 Signal Products Division Molded plastic parts 83 Trinity Industries, Inc. Pressure vessels, railroad tank cars 72 KoImar Laboratories Cosmetics 62 Harley, Bag Division Union Multi-wall paper 61 Ohio Rubber Company Polyurethane products 56 ► Denton Chamber of Commerce. INDUSTRIAL FUTURE Denton is most favorably located within 38 miles of two major cities (Dallas and Fort Worth) and is, officially, a part of the Dallas-Fort Worth Metroplex. This area comprises a market which is growing at a rate three times the national average. Denton is fast becoming an integral part of this dynamic industrial complex. A plentiful supply of skilled labor is available to industry in the Denton area. Total labor force in Denton County is approximately 84,343, with approximately 79,114 presently employed- for an unemployment percentage of only 6.2%. There are two principal mdustrW districts Denton Industrial Park and Rayzor Industrial Park both of which have access to more than adequate rail and highway facilities, and all necessary utilities. AGRICULTURE Denton Canty is one of the more diversified agriculture counties in Texas. With soil types ranging from rich black to deep sandy loam, and good soft, artesian water, it Is an ideal center for diversified farming and livestock raising. Principal crops are cotton, corn, wheat, oats, hay, grain a ;rghums and peanuts. Dairy cattle, beef cattle, sheep, hogs, chickens and turkeys contribute a substantia' and steady Intone every year to the farmers and ranchers of the county. Income from all agriculture and livestock products averages In excess of $30,000,000 annually. The Texas Agricultural Experiment Station, Sub-Station No. 6, located about five miles northwest of Denton, is contributing to the prosperity of not only the farmers in Denton County, but to farmers all over Texas, through experiments in small grain research work, crop rotation, pastures, soil building, contouring and plant disease. UNDERGROUND CONTROL CENTER Denton Is the site of the first Underground Control Center to be built by the Federal Government in the United States. This center was completed at a cost of $2,400,000. B-8 It consists of an above ground "frangible" building, for entrance and exit during normal operations, and a two-story underground fortress, 142 feet wide and 172 feet long. The structure has its own water well, an infirmary, first aid station, and communications headquarters. Site for the structure is :bout three miles east of Denton. The huge underground center serves Region 5 Headquarters for the Office of Civil and Defense Mobilization and is designed to resist nuclear blast and radiation. Region 5 consists of Texas, Oklahoma, Arkansas, Louisiana and New Mexico. In tirne of emergency the center will house the administrative personnel of 16,000 fed, ral employees in Dallas and Fort Worth. In the event of a national emergency the center would serve as the coordinat'ng and directing point for the activities of some 235,000 civilian employees of the federal government. It will house 200 persons on a day-to-day basis, or 500 on a 30-day, emergency, "buttoned-up" basis. The control center employs 83 full-time people with an annual payroll in excess of $750,000. TRANSPORTATION Denton is located only 18 miles northeast of the Dallas-Fort Worth Regional Airport. This facility began operations in January, 1974. It is the largest airport in the United States, second largest in the world, and represents an investment in excess of $700,000,000. Denton is the focal point in the new Interstate Highway System (U. S. 35-E and U. S. 35-W). U. S. 35-E connects Denton with Dallas, and U. S. 35-W ties to Fort Worth. The east and west sections of the U. S. Interstate 35 form part of a vast network that begins at the Canadian border on the north and traverses the entire United States, to end at the Mexican border on the south. North from Denton the highway connects with Oklahoma City and thence through the Midwest. Rail transportation is furnished by three railroads - Santa Fe, Texas and Pacific, and Missouri-Kansas- Texas bus transportation by Continental Trailways Bus System motor freight by twelve truck lines. EDUCATION Denton is the home of North Texas State University, founded in 1890, and Texas Woman's University, founded in 1901. The two colleges have a combined enrollment of approximately 26,755 students, and more than 1,000 faculty members. r.s of January I, 1983, 18,987 students were enrolled in co-educational North Texas Sate University. This university has a larger enrollment t.ian Southern Methodist University at Dallas, Texas Christian University in Fort Worth, or Rice institute at Houston. Texas Woman's University has an enrollment of 7,768. North Texas State University campus comprises a land area of more than 350 acres and sixty-nine buildings valued in excess of 62,000,000. The University embraces seven academic units of colleges and schools, and offers Bachelor's degrees in 66 fields and Master's degrees in 1l3 areas. Doctoral programs are in 43 areas. Texas Woman's University, a State-supported institution of higher learning, has c(xnpleted an extensive building program, emphasized by three high-rise structures. These are a 14-story office and classroom portion of the College of Education (opened in 1968), a 21-story dormitory designed to house 640 students (completed in 1967), and a 24-story dormitory designed to house 707 students (completed In the fall, 1969). Academic components are embodied in eight schools. Science research programs are conducted in chemistry, biology, physics, nutrition, textiles, bone microradiology and other related fields. Over 400 Denton citizens hold earned Doctoral degrees. Denton has an outstanding Public School System, accredited by the Southern Association of Colleges and Secondary Schools and Accreditation Division of the Texas Education Agency. Approximately 69% of the graduates of Denton High School go on to college. The Denton school system offers accelerated programs in such courses as S.M.S.G. Math and f .S.S.C. Physics. A few of the vocational training courses available In public schools are agriculture, homemaking, distributive education, industrial education, mechanical drawing, woodwork, etc. 67% of the faculty hold Master's degrees. B-9 Number of elementary schools 7 Enrollment in school for exceptional Number of junior high schools 2 children 951 Number of senior high schools 1 Pupil to teacher ratio: Average students per classroom 25 elementary 24;1 Average number of high school high school 20;1 graduates 275 1983 Spring Enrollment 8,476 $1I,000,000 Denton State School Construction began in 1958 on the $ 11,000,000 Denton State School, with the first phase of the construction being completed in July, 1960, at which time the first group of students was admitted. The second phase was completed in 1963. It is one of America's most modern and progressive educational institutions. This State-supported educational institution for mentally retarded Texas residents is located on a 200- acre site paid for by Denton citizens. Present facilities include 47 (including outreach dorms) dormitories which accommodate more than 1,188 students, 5 buildings fcr physically handicapped children with a capacity of 600, and a 52-bed acute hospital with supporting facilities such as X-ray, laboratory, dental, and pharmaceutical. In addition to these buildings, there is a modern administration building, an academic building, a large laundry, a maintenance shop and a warehouse. The School has a staff of 1,439, with an annual payroll in excess of $18,000,000. BANKING There are five banks in the City First Denton Nation d Bank, established 1892 ...First State Bank, established 1912 U. S. Bank, established 1963 West%•rn State Bank, established 1963 Citisens National Bank, established 1976. Combined Bank Deposits 1973 $126,209,608 1978 $198,908,000 1974 131,0180000 1979 207,085,011 1975 140,747,770 1980 228,813,123 1976 167,805,982 1981 254,367,591 1977 175,006,073 1982 289,978,804 Four savings and loan associations had combined year-end deposits as follows. 1973 $ 63,384,046 1978 $105,901,214 1974 66,202,423 1979 127,299,490 1975 69,3101598 1980 159,535,122 1976 84,238,471 1981 160,674,680 1977 94,168,257 1982 157,952,082 RECREATION Nearby Lake Lewisville, one of North Texas' largest lakes, is one of Texas' most popular recreation areas. Lake Lewisville has a shore line of 183 miles located entirely in Denton County. Lake Lewisville attracts over 3,000,000 visitors to Its shores annually. The upper reaches of the Lake are only about 3 miles east of the Denton City Limits, while the dam is 15 miles from downtown Denton. Grapevine Reservoir, another large body of water seated by the U. S. Army Corps of Enginzers, Is located in Denton and Tarrant Counties. The dam is 23 miles from Denton. B-10 Parks and recreational areas abound on the shores of both Lake Lewisville and Grapevi;,: reservoirs. Boating, fishing, hunting, swimming and all water sports are the favorite recreational pastimes at both reservoirs, which, because of this area's favorable climate, are in use the year round. Growth Indices Calendar Building Gas Water Electric Year Permits Meters Meters Meters 1912 25,550,863 10,959 11,033 11,837 1973 21.,037,860 11,174 11,251 12,227 1974 12,498,521 11,416 11,592 12,673 1975 18,306,334 11,755 " ,753 13,061 1976 12,142,334 11,745 12,077 14,117 1917 22,244,075 12,294 12,490 15,650 1978 32,324,274 12,661 11,803 16,404 1979 71,556,446* 13,224 13,094 17,150 1980 35,454,504 13,566 13,292 18,125 1981 4005370746 13,680 13,506 180545 1982 38,061,425 13,950 13,889 19,565 • Includes construction of Golden Triangle Mall and Peterbilt truck factory. t3-1t APPENDIX C EXC`.RPTS FROM AUDITED FINANCIAL STATEMENTS City of Denton, Texas ENTERPRISE FUNDS Electric Fund - to account for the provision of eTectri-'c services to the residents of the City. All activities necessary to provide such services are accounted for in this Fund, including, but not limited to, administration, operations, maintenance, financing and related debt service, and billing and collection. Water and Sewer Fund - to account for the provision of water and sewer services to the residents of the City. All activities necessary to provide such services are accounting for in this Fund, including, but not limited to, administration, operations, maintenance, financing and related debt service, and billing and collection. Sanitation - to account for the provision of sanitation services to the residents of the City. All activities necessary to provide such services are accounting for in this Fund, including, but not limited to, administration, operations, maintenance, financing and related debt service, and billing and collection. C-1 i City of Denton. Texas CUH61NIN6 BALANCE SHEET ALL ENTERPRISE FUNDS September 30, 1912 Electric Mater and Sanitation Totals Fund Sever Fund Fund CURRENT ASSETS Operating fund Equity in pooled cash f 715,500 f - S f T the deposits and 715,500 f If 2,992 accrued interest 2,113,671 46,804 - ',230,112 4,316,e4e Accounts receivable 1 It 4.262 - 1 <14,262 5,611,117 Provision for bad debts {103.712) (S,IEI} 109,610) (Sif,624 Due from ether funds Sf,112 196,941 57,411 365,547 17t,SS6 Inventory of fuel 11406.141 - - 11406,141 1,422,119 Prepaid expenses 34,019 2.576 S 36.600 54.14P Total current assets 12.106,670 210,160 $2,192 13,399,622 12,133,129 RESTRICTED ASSETS Revenue bond Construction fund Cash 62,717 11,472 243,444 129.641 Time deposits and accrued Interest 2,936,091 I,114,S4s 4,090,636 990,400 Other receivables 619.414 619,414 271.SS3 Revenue bond debt - Service fund Ca all - 6S9 6119 13,516 Time deposits and accrued interest 1,220.170 511,559 - Cthtr receivables 1,731,909 5,506,275 Revenue bond-reserve fund Cash 1,105 1,105 ),169 Time deposits and accrued Interest _ 2,541,397 941,101 3,490,205 3,375,13f Total restricted assets 9,767,230 3,313,542 - 13,130,772 1.357.714 UTILITY PLANT IA SERVICE Land and land rights 316.197 $53,219 170,114 705,036 Plant at cost 14,175,142 21,061,511 61,963,636 66,510,414 less accumulated deprocletlen (20,506,641) (11,353,163) (31,1[0,504) (29,939,505 Construction to prolresa 2.650.761 13,607,142 16.257,4I0 13.x21.:94 Total utility plant in service 2713$51666 26,193,012 - $4,230,671 41,690,309 Sanltatlon equipment 22,366 12,366 12,360 less le cumulated depreciation 3 6a ) 13.0431 (1.006 91323 11323 101560 J%%LSTMENT I% INTERNAL SERVICE FUNDS $37,492 370,41S 26,991 935.091 619.913 Telst assets $ 19,711,051 S 30,119,620 $01,166 $ 60,725,493 5 61,112,365 C-2 1 Electric eater end Sanitation Totals Fund Suer Fund Fund CURRENT LIABILITIES 6 1,10 D, 159 6 701,007 f 1,60/,566 6 1,117,912 Deficit position in pooled cash 0 1.716,9S4 316,011 S?,306 2,151,300. 1,!67,617 Accounts payable a7 Accrued Ferrol) and vacation pay 163,711 276 - 7)S 162736,,77791 5 711, 790,1s13 Rene nut bonds payable althln one year Due to other funds 151,657 26.240 110,117 I23,657 customers deposits 169,712 169,712 126.561 Total current lishllltles 2,173,097 1,019,672 263,733 I,S/1,032 1,111.507 LIABILITIES PAYABLE FROM RESTRICTED ASSETS Aevenue bonds payable 303,725 - 3031215 271, IS7 •ithin one year Accrued interest S21,S31 132.621 661,167 e11,23! Construction fund accounts parable 1,136 111911599 1.113,137 IS6,S23 Due to other funds 31,190 356.121 lDf .711 1$4,101 Total liabilities payable from restricted useta 563,266 1,713,169 2.119,135 I,IS1,311 LUNO•TERM DEBT Rertnue bonds payable escludin0 maturities 31 630,000 17 710, DOD due slthin one year 17,115, 000 9,17 S, C00 ~SO3. 033) 711 0717 Bond discount (302.033) Total long•t-ere diet 21,957,967 9,375,000 31,327,967 27, 393,!76 SYSTEM EOUITT Reserver 3,192,311 31376,321 For revenue bind continpncl/s 1,561,391 917,911 Contributions in Aid - 1,131, 173 7, 130, I6f or construction 167,797 3.774.026 Contributions from 21,699,107 11,690,200 1,601.369 lorerrtmrnt unite ' Retained asrniAt (dellcltl 6,656,126 611,661 - 1,315,000 3,121,076 Asserted it $21 101 176 531 7~1,A.SU71 IS 726 Oaf 11 636.114 Unreserted Wei. 1.16459 1") Total system equity 1Deflcil) 21.095.711 17.611.131 176 307) 41,100.11 9 36.1$7.57 70181 liabilities end system equity 049,747,056 610,110,620 6 1l,sD6 $00,725,113 66!, a1 },SSf C-3 City of Denton, Texas MiB1NING STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN RETAINED EARNINCS ALL ENTERPRISE FUNDS Year Ended September 30, 1981 Electric Water and Sanitation Totals Fund Sewer Fund Fund 1982 1981 Operating Revenues Customers $30,265,579 $ 3,498,597 $1,547,842 $35,312,018 $28,826,462 Intraxovernmental 1,343,117 18,619 - ],361,736 911,435 Resale power income 225,503 225,503 26,928 Sewer service charges 2,014,830 - 2,014,830 1,561,106 Other 199,033 3,637 - 202,610 48,277 Total Operating Revenues 32,033,232 5,535,683 1,547,842 39,116,757 31,374,210 Operating Expenses Salaries and wages 1,905,861 1,342,613 621,269 3,869,73 3,442,396 Fuel 9,591,823 - 9,S91,823 12,551,470 Purchased power 12,995,824 632,141 13,677,965 6,0240294 Supplies 152,584 262,SS2 183,261 598,397 649,937 Maintenance 712,272 380,834 300,937 1,394,048 1,030,947 Insurance 201,986 56,658 24,629 283,273 249,706 Services 324,568 315,260 216,637 8560465 817,245 Bad debts 241,340 47,500 5,000 2930840 361,481 Sundry 21,099 15,766 340314 71.179 155,317 Total Operating Expenses 26,147,357 3,]03,329 1,386,047 300636,733 25,282,793 Operating Income Before Depreciation 5,885,875 "1432,354 161,195 8,+90,024 6,091,417 Depreciatio- 1 257 971 646 809 1 237 1 906 017 1 808 731 Operating Income , A 1,5,'545 160, 85 6 03 -4-'o 9TI17- h Interest income 11087,156 299 218 _ - 1385 374 1 596 228 5,715,060 2,0~ 83 108 17,959,381 ,824,906 '-$,57F 552 Bond interest and fees 1,263,194- _ 561,712 - ~_S2 Income Before Transfers 4,451,866 1,522,051 160,SS8 6,]34,475 4,302,362 Operating Transfers Out , Administrative services (851,751) (627,248) (IIS,27b) (1 ,.94,177) (10077,194) Excess revenues (1 440,000) (48S,OuO) - (1,925,000) 0 776,535) General Pro acts Fund 102,601) _ (72,718) (13,R08) (]89 127) 2152,920) Total Operating Transfers Out (20394,352) (1,184,966) (129,086) (3,704,404) (3,W. 699) Net Income 2,057,514 337,085 3],472 2,426,071 1,295,6113 Transfer to Reserve Fund - (114,986) - (114,986) (110,067) Retained Earnings (Deficit) October 1 19,914,010 I,C42,899 (205,979) 20,M941) 19,515,34 Retained Earnings (Deficit) Scptember 30 $210981,534 $ 10264,998 $ (1740507) $23,072,0'5 $200760,940 Q-5 City of Denton, Texas CO A KING STAMENT OF REVENUES, EXFENSFS, AND DMGES IN RETAINED EARNINGS BUDGET AN'; ACTUAL i ALL ENTERYAISE FUNDS Year Ended September 30, 1982 Electric Fund Water and Sewer Fund tsudget tua ge ue Operating Revenues Customers $11,089,946 $10,265,579 $ 3,751,886 $ 3,498,597 Intragovernmental 1,086,998 1,343,117 - 180619 Resale power income 25,000 225,503 37,618 Sewer service charges - - 2,287,913 2,014,830 Other 169 22L 199,03 18 000 3 637 Total Operating Revenues 32,3 T1,164 32,03323f 6,095:417 5 Operating Expenses Salaries and wages 1,777,263 1,905,861 1;724,527 1,342,613 Fuel 90359,000 9,591,823 - - Purchased power 14,691,600 129995,824 604,940 682,14, Supplies 189,981 1520584 2730814 262,552 Maintenance 808,343 712,272 390,027 380,839 Insurance 211,880 201,986 42,523 56,658 Services 696,793 J240568 495,848 315,260 Bad debts 170,000 241,340 30,000 47,500 Sundry 400000 21 099 15 7S0 .155 766 Total Operating Expenses Muei 0 6,14 5_ 9 ssiu3~3'~ Operating Income Before Depreciation 4,462,304 5,885,875 2,508,988 2,432,354 Depreciation 1,152 320 1 257 971 630 000 646 809 Operating income 3;304;464 -4;627;933 1,878:98E ' 1,,785,'34.r, 00 Interest incase 470 0934 ~1 0878y1 400 MC 298 083 2763 Bond interest and fees 1:Z:731:798 48 186 194 ,S61 712 Income Before Transfers , ,966 , 1,804,'50Z 1952Z:051 Operating Transfers Out Administrative services (851 752) (851.751) ((485,519 (627,248) Excess revenues (1,440,000) (1,440,000) (4850007 (485,000) General Projects Fund (102,601) (102,601) (72,718) (72,718) Total Operating Transfers Out (2,394,352) (2,394,352) (10043,237) (1,184,966) Net Income 337,446 2,0S7,S14 7610265 337,085 Transfer to Reserve Fund - - (114,986) (114,986) Retained Earnings (Deficit) October 1 19,924,020 19,924,020 1,041 699 1,042,899 Retained Earnings (Deficit) September 30 $20,2618466 $11,9811534 $ 19689,178 $ 192640998 C-6 Sanitation Fund Totals get tua Budget ACEU81 $1,458,836 $1,547,842 $36,300,668 $35,312,018 - 1,086,998 1,361,736 - 62,618 225,S03 - 2,287,913 2,014,830 - - 187,220 202,670 1,458,836 1,547,842 39,925,417 39,116,757 675,940 621,269 4,177,730 30869,743 - 9,359,000 9,591,823 - - 15,296,540 13,677,965 224,660 183,261 688,455 5989397 163,208 300,937 1,370,578 1,3940048 12,159 24,629 266,562 283,273 239,653 216,637 1,432,294 u56,465 5,000 200,000 293,840 34 314 19 750 71,179 8315,62G 1,'~6, -7 32,810,190-9 30,636,733 1430216 1610795 7,114,508 8,480,024 1 237 1 782 320 1190610-17 143,21 5 61007 3262` 0 63~+ 8168 7,'955~T _ 1~522,672 1924e9~0.6 '-143216 lb , $ 4,679,516 x,1-14 75 (1150278) (7,15:278) (1,452,S48) (1,594,277) (19925,000) (1,925,000) (13,808) (13,808) (189,127) (189,127) (129,086) _(129,086) (3,566,675) (3,708,404) 14,130 31,472 19112,841 2,426,071 (114,986) (114,986) (203979) (205,979) 20,760,940 20,760,940 ((191,849) $ (174,507) $2197S8,879 $23,072,02S C-7 i City of Denton, Texas M-MINING STATDIENT OF CIMIGES /N FIMNIC1A1. POSITION ALL ENTERPRISE FLMS Year ended September 30, 1982 Electric Water and Sanitation Totals Fund Sewer Fund Fund 981 So,irces of Working Capital Operations Net income $2,057,S14 $ 3.17,085 $ 31,472 $ 2,426,n71 $ 1,295,663 Charges not requiring working capital Depreciation 1,257,971 646,809 1,237 1,906,017 1,808,731 Amortization of bond discount 121041 - - 12,041 12,041 Working capital provided from operations 30327,526 983,894 32,709 4,3440129 301160435 Sale of fixed assets 5,885 590 - 6,475 120515 Proceeds from sale of bonds 3,000,000 16500,000 - 4,500,000 - Contributions from customers and developers - 911,803 - 911,803 143,661 Federal grant receipts 30005,851 - 30005,85I 5,216,008 Decrease in restricted assets net of liabilities payable from restricted assets - - - - 2,615,/14 Total Sources of - Working Capital 6,333,411 6,402,138 32,709 12,768,258 110104,098 Applications of Working Capital Additions to utility plant in service 10759,529 - - 1,7599529 110489,228 Additions to property, plant and equipment 5,6880314 - S06880314 489 Reduction of long- term debt 580,000 - 5809000 520,000 Increase in res:ticted assets net of liabil- ities payable from restricted assets 3,998,941 302,295 - 40301,236 557,939 Increase in investment in other funds 193,689 410021 4,47S 2459185 273,04S Other (net) 4,715 4,72S Tetnl Anlicetim- - - - of WorUng Capital 5,956,884 6,6170630 41415 12,578,989 12,840,701 Increase (decrease) in Working Capital 3760527 (215,492) 28,234 1890269 (10736,603) Working Capital (Deficit) at Beginning of Year 91495,046 (1,S43,670) (239 OSS) 796622321 9,398,924 Working Capital (Deficit) at End of Year $9,8716573 :(198099162) $(210,821) $ 71851,590 S 706621"521 C-8 City of Denton, Texas COMBINING STATEMENT OF CHANGES IN FINANCIAL POSITION ALL ENTERPRISE FUNDS - CONTINUED Year ended September 30, 1982 Electric Water and Sanitation Totals Fund Sewer Fund Fund 8 = Changes in Components of Working Capital Increase (Decrease) in Current Assets Cash and cash items $(20209,460) $ 460804 $ - $(211620656) $(1,5856448) Accounts receivable 2,344,550 (119095) - 2,333,455 1860160 Inventory of fuel (16,048) - (16,048) 134,356 Prepaid expenses (8,472) (5,839) (3,838) (18,149) 9,220 Due from other funds 90840 107,261 12,091 129,192 45,860 Increase (Decrease) in Current Assets 1200410 1370131 8,253 265,794 (112091852) (Increase) Decrease in Current Liabilities Deficit position in pooled cash - (223,185) 36,561 (186,624) (574,919) Accounts payable 370,148 (200,982) (58,857) 1100309 (35.838) Accrued payroll and vacation pay 19,529 64,987 42,277 1260793 24,586 Due to other funds (89,809) 349589 - (55,220) 77,466 Customer deposits (43,751) 600 - (43,151) (8,502) Revenue bonds payable - (28,632} (9,544) within one year - (28,632) (Increase) Decrease in Current Liabilities 256,117 (3520623) 190981 (76,525) (516,751) Increase (decrease) in Working Capital $ 376,527 $(2150492) $ 28,234 $ 189,269 $(10736,603) C-8 NOTES TO FINA14CIAL STATMENTS C-11 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS September 30, 1982 I NOTE A - SUMMARY OF ACCOUNTING POLICIES The City of Denton, Texas, a home-rule municipal corporation organized and existing under the provisions of the Constitution of the State of Texas, adopted its first charter September 26, 1866. The City operates under a Council-Manager form of government and provides the following services as authorized by its charter: public safety (police and fire), streets, City Attorney and Municipal Court, park and recreation, planning and zoning, general administrative services, and any other services the City Council deems necessary. The following is a summary of the significant accounting policies consistently applied in the preparation of the accompanying financial statements. Financial Reporting The general purpose financial statements show the basic financial statements of the City by providing a combined overview of financial position and results of operations of the City and changes in financial position of the proprietary fund types. The totals "memorandum only" columns in these statements are presented for overview information purposes only and are not meant to fairly present financial position or results of operations for the City as a whole in conformity with generally accepted accounting principles. Interfund eliminations have not been made in the aggregation of this data. Comparative total data for the prior year have been presented in the accompanying financial statements in order to provide an understanding of changes in the City's financial position and operations. Separate financial statements for the Firemen's Relief and Retirement Plan (Plan) are not included with these financial statements since it is 1) regulated by the State Fire Commission 2) substantially autonymous and 3) it is an organized entity. Audited financial statements of the Plan are available. Fund Accounting The accounts of the City are organized on the basis of funds and account groups, each of which is considered a separate accounting entity. The operations of each fund are accounted for with a separate set of self-balancing accounts that comprise its assets, C-12 City of Tinton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE A - SUMMARY OF ACCOUNTING POLICIES - Continued liabilities, fund equity, revenues, and expenditures or expenses, as appropriate. Government resources are allocated to and accounted for in individual funds based upon the purposes for which they are to be spent and the means by which spending activities are controlled. The various funds are grouped, in the financial statements in this report, into eight generic fund types and three broad fund categories as follows: GOVERNMENTAL FUNDS General Fund - The General Fund is the eneral operating fund of the City. It is used to account for all financial resources except those required to be accounted for in another fund. Special Revenue Funds - Special Revenue Funds are used to accabnt for the proceeds of specific revenue sources (other than special assessments or major capital projects) that are legally restricted to expenditures for specified purposes. Debt Service Funds - Debt Service Funds are used to account for the accumulation of resources for, and the payment of, general long-term debt principal, interest, and related costs. Capital Projects Funds - Capital Projects Funds are used to account for financial resources to be used f•ir the acquisition or construction of major capital facilities (other than those financed by proprietary funds and Special Assessment Funds). Specia: Assessment Funds - Special Assessment funds are used to account for the financing of public improvements or services deemed to benefit the properties against which special assessment are levied. PROPRIETARY FUNDS Enterprise Funds - Enterprise Funds are used to account for operations that are financed and operated in a manner similar to private enterprises1 where the intent of the governing body is that the costs (including depreciation) of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges. C-13 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE A - SUMMARY OF ACCOUNTING POLICIES - Continued Internal Service Funds - The Internal Service Funds. are used to account for the financing of goods or services provided by one department or agency to other departments or agencies of the City on a basis of reimbursing costs plus overhead expen:;es. FIDUCIARY FUNDS Trust and Agency Funds - Trust and Agency Funds are used to account for assets held by the City in a trustee capacity or as an agent for employee's, private organizations and other funds. Nonexpendable Trust Funds are accounted for in essentially the same manner as proprietary funds. Expendable Trust Funds are accounted for in essentially the same manner as governmental funds. Agency Funds are purely custodial and thus do not involve measurement of results of operations. ACCOUNT GROUPS The accounting and reporting treatment applied to the fixed assets and long-term liabilities associated with a fund are determined by its measurement focus. All governmental funds are accounted for on a spending or "financial flow" measurement focus. This means that only current assets and current liabilities are generally included on their balance sheets. Their reported fund balance (net current assets) is considered a measure of "available spendable resources." Governmental fund operating statements present increases (revenues and other financing sources) and decreases (expenditures and other financing uses) in net current assets. Accordingly, they are said to present a summary of sources and uses of "available spendable resources" during a period. The following two account groups are not "funds". They are concerned only with the measurement of financial position. They are not involved with measurement of results of operations. General Fixed Asset Group of Accounts - Fixed assets used in governmental fund type operations (general fixed assets) are accounted for in the General Fixed Assets Account Group rather than in governmental funds. Public domain (infrastructure) gerieral fixed assets consisting of certain improvements including buildings, roads, bridges, curbs and gutters, streets, sidewalks and drainage systems are capitalized along with other general fixed assets. No depreciation has been provided on general fixed assets. C-14 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE A - SUMMARY OF ACCOUNTING POLICIES - Continued All fixed assets are recorded at historical cost or estimated historical cost if actual historical cost is not available. Donated fixed assets are valued at their estimated fair value on the date donated. General Long-Term Debt Group of Accounts - Long-term liabilities expected to be financed from governmental funds are accounted for in the General Long-Term Debt Account Group and not in the governmental funds. Bases of Accounting Bases of accounting refers to when revenues and expenditures or expenses are recognized in the accounts and reported in the financial statements. Bases of accounting relates to the timing of the measurements made, regardless of the measurement focus applied. All governmental funds are accounted for using the modified accrual basis of accounting. Their revenues are recognized when they become measurable and available as net current assets. Gross receipts, and sales taxes are considered "measurable" when in the hands of intermediary collecting governments and are recognized as revenue at that time. Anticipated refunds of such taxes are recorded as liabilities and reductions of revenue when they are measurable and their validity seems certain. Expenditures, other than unmatured interest on general long-term debt, are recorded when the liability is incurred. All proprietary funds and the trust funds are accounted for using the accrual basis of accounting. Their revenues are recognized when they are earned, and their expenses are recognized when they are incurred. Unbilled Electric, Water and Sewer, and Sanitation Fund utility service receivables are recorded at year end. Budgets and Budgetary Accounting The City follows these procedures in establishing the budgetary data reflected in the financial statements: C-15 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED ' September 30, 1982 NOTE A - SUMMARY OF ACCOUNTING POLICIES - Continued 1. Prior to August I, the City Manager submits a proposed operating budget to the City Council for the fiscal year commencing the following October 1. The operating budget includes proposed expenditures and the means of financing them. 2. Prior to October 1, the budget is legally adopted by the Council. 3. The City Manager may at any time transfer any unencumbered appropriation balance or portion thereof between general classifications of expenditures within a departaent. At the request of the City Manager and within the last three (3) months of the budget year, the Council may by resolution transfer any unencumbered appropriation balance or portion thereof from one department to another. 4. Formal budgetary integration is employed as a management control device during the year for the General Fund, Working Capital, General Projects, Recreation, Debt Service, and Enterprise Funds. Formal budgetary integration is not employed for the Capital Projects Fund and Special Assessment Funds because effective budgetary control is provided by the small number of contracts and projects in these funds. The remaining special revenue funds and the trust funds are expended at the discretion of the administrating board or department. 5. Budgets for the General, Working Capital, General Projects, Recreation, and Enterprise Funds are adopted annually by the City Council of the City of Denton. Budgeted amounts in this report are presented as originally adopted except for minor transfers by the City Manager which are not material in relation to the original appropriations. Governmental funds (General Fund, Special Revenue Funds, Debt Service Fund and General Projects Fond) use the modified accrual basis of budgeting. Proprietary Funds (Enterprise Funds and the Internal Service Fund) use the full accrual 'oasis of budgeting. C-18 I City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 'COTE A - SUMMARY OF ACCOUNTING POLICIES - Continued Encumbrances The encumbrance method of accounting is not used for any funds for purposes of preparing and external reporting of the City's budget; however, for internal reporting, the encumbrance method of accounting is used. Investments Investments consist of savings accounts, certificates of deposit, and U. S. government securities which are valued at cost. Inventories Inventories consist primarily of supplies and fuel and are valued at moving average cost. Accounts Receivable Included in accounts receivable in the Electric System Fund are amounts due for water and sewer services provided by the Water and Sewer Fund and garbage services provided by the Sanitation Fund. Utility receivables are all carried by the Electric System Fund to facilitate accounting and collection procedures. Each fund records its own portion of the revenues and losses from these services. Revenues are recognized on the basis of monthly cycle billings to customers for services provided. As a result of this cycle billing method, the City accrues unbilled service at the end of the fiscal period with respect to service provided but not billed at such date. The amount of unbilled receivables amounted to approximately $1,407,000 at September 30, 1982. Interfund Receivables and Payables Short-term advances between funds are accounted for in the appropriate interfund receivable and payable accounts. Property, Plant and Equipment Utility plant in service of the Enterprise Funds and equipment of the Internal Service Funds are recorded at cost or market value at the date of contribution. Depreciation of all exhaustible fixed assets used by proprietary funds is charged as an expense against C-17 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE A - SUMMARY OF ACCOUNTING POLICIES - Continued their operations. Accumulated depreciation is reported on proprietary fund balance sheets Depreciation has been provided using the straight-line method in amounts sufficient to relate the cost of assets to operations over their estimated useful lives. The estimated useful lives are as follows: Useful Life Fixed Asset (Years) Electric System Fund Electric production and distribution facilities 10 - 50 Water and Sewer System Fund Water uti ty p a 10 - s0 Sever utility plant 10 - 33 1/3 Water rights s0 Internal Service Funds Equipment 4 - 10 Accumulated Unpaid Vacation and Sick Pay The City allows employees to accumulate unused vacation (up to forty days) and sick leave (up to ninety days). Upon termination, any accumulated vacation time will be paid to the employee. Generally, sick leave is not paid upon termination but will be paid only upon illness while in the employ of the City. Amounts paid for vacation and sick pay are expensed when paid except for enterprise and internal service funds where vacation pay is accrued. The dollar amount of unused and unaccrued vacaton and sick leave at current pay rates totaled approximately $313,415 and $1,629,831, respectively, at September 30, 1982. Property Tax Revenue The City's property tax is levied each October 1 on the assessed value listed as of the previous January 1 for all real and personal property located in the City. The assessment ratio of the City has historically been from 30-604 of market value. Beginning with the tax levy of October 1, 1981, the assessment ratio has been 1001 of market value. The assessed value for the tax roll of January 1, 1981, upon which the 1982 fiscal year levy was based on 3663,437,088. C-18 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE A - SUMMARY OF ACCOUNTING POLICIES - Continued The tax rate as of October 1, 1981 was reduced to $.774 per $100 of assessed valuation since assessed valuation was 100% of market value. Taxes are due in January following the October 1 levy date. Current tax collections during the fiscal year ended September 30, 1982 for the fiscal 1982 tax levy were 96.261 of the total tax levy for that year. Delinquent property taxes estimated to be collectible within the next fiscal year are recognized as deferred revenues. Recent legislation has been passed by the Texas Legislature which affc--ts the method of property assessment and tax collection in the City. This legislation, with certain exceptions, exempts intangible personal property and household goods. In addition, this legislation creates a "Prcperty Tax Code" and provides, among other things, for the establishment of county-wide Appraisal Districts and for a State property tax board. Beginning in 1982, the appraisal of property within the City will be the responsibility of the county-wide Appraisal District. The Appraisal District is required under the Propetty Tax Code to assess all property within the Appraisal District on the basis of 100% of its appraised value and is prohibited from applying any assessment ratios. Under this legislation, the City continues to set tax rates on City property. However, if the effective tax rate, excluding tax rates for bonds and other contractual obl;gations and adjusted for new improvements, exceeds the rate for the previous year as adjusted using the formula provided by the state by more than 8%, qualified voters of the City may petition for an election to determine whether to limit the tax rate to no more than 51 above the tax rate of the previous year. NOTE B - STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY Material Violations There were no material violations of finance related legal and contractual provisions for the year ended September 30, 1982. C-19 City of Denton, Texas NOTES TO FINANCIAL STAILMENTS - CONTINUED September 30, 1982 NOTE B - STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY - Continued Deficits As of September 30, 1982, the CD?G, Sanitation and Working Capital Fund had retained deficits of $118, $174,507 and $139,743, respectively. Excess of Expenditures Over Appropriati.)ns There were no funds which had an excess of expenditures over appropriations for the year ended September 30, 1982. NOTE C - TRANSFER OF EXCESS REVENUES FROM THE ENTERPRISE FUNDS TO THE GENERAL FUND The City Charter allows the City to make a discretionary transfer of "excess revenues" of the electric fund and water and sewer fund (Enterprise Funds) to the General Fund in an amount not to exceed six percent of the 'net investment" (as both terms have been defined by the City Attorney) in the utility system. Such discretionary transfers from the electric fund and water and sewer fund in 1982 amounted to $1,440,00 and $485,000, respectively. NOTE D - EQUITY OR DEFICIT POSITION IN POOLED CASH The operating cash of certain funds, as noted below, is pooled into one bank account not identified with any particular fund. The accounting records for each fund reflect an equity or (deficit) position in the pooled cash at September 30, 1982 as follows: FUND Capital Projects Fund $ 830,683 Enterprise Funds - Electric Revenue Fund 785,500 Special revenue funds 58,273 Internal Service Funds - Motor Pool Fund 957,031 Trust and Agency Funds 1060154 2,737,641 C-20 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE D - EQUITY OR DEFICIT POSITION IN POOLED CASH - Continued FUND Capital project fund $ (4969945) Enterprise Fund - Water and Sewer System Fund $(1 400,S59) Sanitation Fund 1204,007) (1 604,566) General Fund 1195,416) Special Revenue Fund, (139964) Internal Service Funds - Working Capital Fund (678,323) (2,989,214) $ (251,573) NOTE E - INVESTMENTS The following reflects investments as of September 30, 1982, Maturity Interest Date Rate _ Amount GENERAL FUND Certificates of Deposit First State Bank 10/13/82 6.56 $ 1001000 First State Bank 10/14/82 7.46 400,000 Total General Fund $ 5000000 CAPITAL PROJECTS FUNDS Street Improvement Fund Savings Account First State Bank 5.25 $ 986 Construction Projects Fund Certificates of Deposit First State Bank 10/07/82 13.08 200,000 First State Bank 10/14/82 7.84 2S0,000 C-21 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE E - INVESTMENTS - Continued Maturity Interest Date Rate _ Amount CAPITAL PROJECTS r,NDS - Continued Savings Account First State Bank - 5.25 $ 59411 455,411 Total Capital Projects Funds $ 4560397 SPECIAL ASSESSMENT FUND Certificates of Deposit First State Bank 10/07/82 6.70 $ 1009000 First State Bank 10/14/82 6.31 1079875 First State Bank 10/21/82 7.88 4200000 Savings Account First State Bank - 5.25 85 Total Special Assessment Fund $ 627,960 ENTERPRISE FUNDS Electric System Fund Certificates of Deposit North Texas Savings 11/19/82 10.75 $ 640604 North Texas Savings 10/01/82 1.50 120017 First State Bank 10/08/82 7.22 2509000 First State bank 10/14/82 7.46 500000 First State Bank 10/21/82 7.06 50,000 First State Bank 10/21/82 6.25 250,000 First State Bank 10/21/82 6.76 100,000 First State Bank 10/21/92 6.77 1500000 First State Bank 10/21/82 6.58 370,000 First State Bank 10/21/82 6.41 5259000 First State Bank 10/28/82 6.43 350,000 C-22 rf City of Denton, Texas NOTES TO FINh'.CIAL STATEMENTS - CONTINUED September 30, 1982 NOTE E • INVESTMENTS - Continued Maturity Interest Date Ra•~ _ _ Amount ENTERPRISE FUNDS - Continued Savings Account 5.25 $ 199 First State Bank 200 Other 2,372,020 Accrued Interest 58,462 Total Enterprise Funds $2,230,482 INTERNAL SERVICE FUNDS Motor Pool Fund Certificates of Deposit Denton Savings Association 02/28/84 7.7S $ 149698 North Texas Savings 03/01/84 7.7S 12,275 Total Internal Service Fund $ 269973 NOTE F - INTERFUND RECEIVABLES AND PAYABLES The following is a summary of amounts due from and uue to other funds; Due from Due tt: feneral Fund Capital Projects Fund $ 1910721 $ Debt Service Fund 459795 65,000 Special Assessment Fund 28,739 419 Enterprise Funds 118,520 Trust and Agency Funds Total General Fund 3840775 66,120 C-23 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE F - INTERFUND RECEIVABLES AND PAYABLES - Continued Due from Due to Special Revenue Funds Enterprise Funds $ 39093S $ Internal Service Funds - 475 Total Special Revenue Funds 390935 475 Debt Service Fund General Fund 659000 45,795 Capital Projects Fund 21,988 - Total Debt Service Fund 869988 45,795 Capital Projects Fund General Fund - 1919721 Special Assessment Fund 67S,5SO - Debt Service Fund - 210988 Internal Service Funds - 1,701 Total Capital Projects Fund 6759550 2151410 Special Assessment Fund General Fund 701 Capital Projects Fund - 6750550 Enterprise Funds - 931 Total Special Assessment Fund 701 676,481 Proprietary Funds Enterprise Funds General Fund 419 18,739 Special Revenue Funds - 39,935 Special Assessments 931 - Enterprise Funds 2830537 283,537 Internal Service Funds 20 660 19 977 Total Enterprise Funds ~3U5,547 -372i,188 C-24 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE F - INTERFUND RECEIVABLES AND PAYABLES - Continued Due from Due to Internal Service Funds Special Revenue Funds $ 475 $ - Capital Projects Fund 1,701 - Enterprise Fund 19,977 209660 Total Internal Service Funds 220153 20,660 Total Proprietary Funds 3279700 392,848 Trust and Agency Funds General Fund 1189520 Trust and Agency Funds 21367 2,367 Total Trust and Agency Funds $ 20367 $ 120,887 Total All Funds 510516,016 $11S18,016 NOTE G - RECEIVABLES GENERAL FUND Taxes - The City records revenue from property taxes in the year in which it becomes available for appropriation. For purpose of accountability, the City records delinquent property taxes receivable as an asset, but offsets these amounts with a related allowance for uncollectable taxes. Any amounts not available for appropriation are recorded in deferred revenue. Amount receivable at Septembar 30, 1982 is $15S,314. Other - The following are recorded in the General Fund's balance sheet as receivables at September 30, 1982: State of Texas sales tax receivable $118,S09 Ambulance receivable 221433 Returned checks receivable 3,527 Interest receivable 10879 Miscellaneous 43,326 Allowance for uncollectable accounts (28,227) Total $171,447 C-25 City of Denton, Texas NOTLS TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE G - RECEIVABLES - Continued SPECIAL REVENUE FUNDS The following represents accounts receivable recorded at September 30, 1982: Federal Revenue Sharing It is the City's policy to record all payments from one entitlement period within one year to the extent practicable. The payments relating to the entitlement period ending September 30, 1982, were recorded as revenue in the fiscal year 1982. The receivable at September 30, 1982 is $168,368. Entitlements receivable $168,368 Emily Fowler Library Fund Miscellaneous accounts receivable 989 Criminal Justice Grants Receivable from State of Texas, Department of Criminal Justice 15,500 Miscellaneous Funds 691 Total Sptcial Revenue Funds X185,548 CAPITAL PROJECTS FUND Other receivables recorded at September 30, 1982 in the Capital Projects Fund are As follows: General Projects Fund Reimbursement from the State Department of Highways and Public Transportation $ 17,670 Street Improvement Fund Receivable from the State Department of Highways and Public Transportation regarding the widening of Loop 288 322,273 Other 9,970 Construction Fund Accrued interest receivable 7,273 Parks Development Grant Other grant receivable 30369 Total Capital Projects Funds $3600555 C-26 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE G - RECEIVABLES - Continued SPECIAL ASSESSMENTS FUND Assesments receivable $ 47,818 ENTERPRISE FUNDS Water Total Electric And Sewer Enterprise fund fund funds Utilities Receivable $S9S33,S64 $ - $5,5330564 Unbilled Utilities 2,265,308 - 212650308 Loan to Municpality 3390301 - 3390301 Other Receivables 306 089 - 306 089 Total receivables Bo444 - 8v4d4,,262 Less: Allowance for bad debts (803,742) (51868) (809,610) Net accounts receivable $79640,520 $(5,868) $796341652 NOTE H - RESTRICTED ASSETS - ENTERPRISE FUNDS Pursuant to the bond ordinances and related indentures, the City is required to maintain minimum balances in a restricted asset account. Balances in the various restricted assets accounts are as follows: Maturity Interest Date Rate Amount ELECTRIC FUND Construction Bond Fund Certificate of Deposit First State Bank 10/14/82 7.46 $ 709000 First State Bank 12/30/82 13.15 4320000 First State Bank 02/24/83 13.21 2500000 First State Bank 04/21/83 13.36 290;30000 S,ivings Account First State Bank - 5.25 649 Total Construction bond fund $ 20795,649 C-27 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE H - RESTRICTED ASSETS - ENTERPRISE FUNDS - Continued Maturity Interest Date _ Rate Amount ELECTRIC FUND - Continued Retirement Fund U.S. Treasury Bonds 11/15/07 7.875 $ 4,220,370 Reserve and Contingency Fund U.S. Treasury Bonds and Notes 12/01/85 to 12/01/07 S.80 _2,500,000 Total Electric Fund Investments 91516,019 Accrued Interest on Investment 1889839 Cash 62,372 Total Electric Fund Restricted Assets 99167,230 WATER AND SEWER FUND Construction Bond Funds Certificates of Deposit First State Bank 10/07/82 6.S8 IS0,000 First State Bank 10/14/82 6.66 2001000 First State Bank 10/14/82 6.S0 700,000 First State Bank 11/11/82 7.06 1009000 Savings Account First State Bank - 5.25 10045 Total Construction Bond Fund 1,1511045 Debt Service Fund Certificates of Deposit First State Bank 10/14/82 9.19 1120000 First State Bank 10/18/82 7.70 1759000 First State Bank 12/16/82 8.24 1130000 First State Bank 01/13/83 11.79 1100000 C-28 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE H - RESTRICTED ASSETS - ENTERPRISE FUNDS - Continued Maturity Interest Date _ Rate _ Amount WATER AND SEWER FUND - Continued Savings Account First State Bank - 5.25 $ 123 Total Debt Service Fund 510,123 I Reserve Fund Certificates of Deposit First State Bank 10/07/82 14.20 827,000 Denton Savings Association 02/28/84 7.75 29,396 North Texas Savings 03/01/84 7.75 12,275 North Texas Savings 03/01/84 7.75 12,275 Savings Account First State Bank S.25 40237 Total Reserve Fund 88S1183 Total Water and Sewer Fund Investments 2,5460351 Accrued Interest on investments 54,541 Cosh 93,236 Receivables 6899414 Total Water a„d Sewer Restricted Assets 393830542 Total Enterprise Funds Restricted Assets $1311509772 NOTE I - GENERAL FIXED ASSETS General fixed assets purchased are recorded as expenditures in the General, Special Revenue and Capital Projects Funds at tlme of purchase. Such assets are capitalized at cost in the general fixed assets group of accounts. Infrastructure fixed assets (buildings, roads, bridges, gutters, streets and sidewalks, drainage systems, lighting systems and similar assets) that are immovable and of value only to the City, are capitalized at cost in the general fixed assets group of accotnts. Gifts or contributions are recorded in general fixed assets at fair market value at the time received. No depreciation has been provided on general fixed assets. C-29 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE I - GENERAL FIXED ASSETS - Continued Changes in the components of the general fixed assets for the year ended September 30, 1982 were as follows: October September 30, 1981 Additions 1982 Land and land improvements $ 3,868,647 $ (49,10S) $ 3,819,542 Buildings 4,515,918 980,947 59496,865 Streets 1805379863 11214,153 19,752,016 Equipment and other improvements 3,006,491 218,389 39224,880 Construction work in process 19384,013 (1,138,216) 245,797 $31,3120932 $ 1,226,168 $32,5390100 Construction in progress is composed of the following: Expended to Project September 30, Authorization 1982 Committed Police Station $120891000 $108,642 $ 9800358 Northridge Drainages 279,610 137,15S 142,455 $193689610 $2450797 $1,1220813 A summary of proprietary fund type property and equipment at j September 30, 1982, follows: Internal Enterprise Service Land $ 870,116 $ Plant and Equipment at cost 680963,656 40751,453 Construction in progress 86,2192 Less accumulated depreciation 31,8601SO4 213229048 $54,230,678 $2,429,405 C-30 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE J - LONG-TERM DEBT The following is a summary of long-term debt transactions of the City for the year ended September 30, 1982: Balance Balance October 1, September 30, 1981 Additions Retirements 1982 General long-term debt General obligations bonds $13,186,000 $ - $1,051,000 $12,135,000 Certificates of obligation 810,000 - 10,000 8009000 Notes payablq 251,000 - 620750 188,250 Total general long-term debt 140247,000 - 10123,750 13012332SO Electric fund Revenue bonds 190255,000 310009000 - 22,2550000 Water and sewer fund Revenue bonds 51975,000 1,500,000 _ 520,000 919550000 Total long- term debt $42,477,000 $40500,000 $10643,750 $450333,250 The following is a detailed listing of all long-term debt Issues outstanding at September 30, 1982: C-31 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1987 NOTE J - LONG-TERM DEBT - Continued Amount Original Outstanding Interest Amount September 30, Issue Rate of Issue 1982 General Long-Term Debt 1960 Street Improvement 3.50 to 3.85 $ 600,000 $ 75,000 1962 Street Improvement 2.75 to 3.20 5000000 1000000 1963 General Obligation (Street Improvement) 2.50 to 3.25 500,000 1209000 1966 General Obligation (Street, Municipal Bldg.) 3.30 to 5.00 1,0000000 240,000 1967 Street Improvement 4.25 6009000 210,000 1968 Street Improvement 4.00 to 5.00 1,0000000 325,000 1969 Street Improvement 4.60 to 6.50 1;705,000 490,000 1970 Street Improvement 5.70 to 7.00 1,0000000 450,000 1974 Street Improvement 5.25 to 7.2E 118000000 1,2009000 1974 G.O. Refunding Bonds (North Lakes) 5.25 to 7.25 9859000 6009000 1976 General Obligation (Street Improvement, Parks) 4.50 to 6.50 205000000 1,875,000 1977 General Obligation (Street Improvement, Parks) 4.00 to 6.00 39000,000 21400,000 1978 Certificates of Obligation (William Square) 5.50 125,000 105000P 1979 General Obligation (Street, Fire and Police) 5.15 to 7.00 49500,000 400500000 1979 Certificate of obligation (Airport improvements) 6.75 170,000 170,000 1979 Certificate of obligation (Central Fire Station) 7.675 2759000 2750000 1980 Certificate of obligation (Library Expansion) 9.90 to 10.00 250,000 250,000 1980 Electric Utility Lund Loan (Loop 288 Widening) 10.00 300,000 188,250 Total general long-term debt $13,123,250 C-32 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE J - LONG-TERM DEBT - Continued Amount Original Outstanding Amount September 30, Issue Interest Rats of Issue 1982 Electric Fund 1978 Electric Revenue Refunding 4.60 to 5.85 $19,2551000 $19,255,000 1982 Electric Revenue 11.00 to 13.00 3,000,000 30000,007 TOTAL ELECTRIC FUND $22,255,000 Water and Sewer Fund 1960 Water and Sewer Revenue 4.00 to 4.25 $ 1,700,000 $ 730,000 1962 Water and Sewer Revenue 3.00 to 3.45 19000,(00 390,000 1964 Water and Sewer Revenue 3.00 to 3.40 250,600 203000 1966 Water and Sewer Revenue 3.30 to 3.50 1,000,000 200,000 1969 Water and Sewer Revenue 4.00 to 6.50 1,0609000 370,000 1972 Water and Sewer Revenue 4.00 to 6.00 195000000 970,000 1974 Water and Sewer Revenue 5.60 to 6.50 2,0009000 1,525,000 1976 'dater and Sewer Revenue 4.50 to 6.50 500,000 450,000 1979 Water and Sewer Revenue 5.30 to 6.75 410009000 398000000 1982 Water and Sewer Revenue 11.125 to 13.00 1,5000000 _195001000 TOTAL WATER AND SEWER FUND $ 90955,000 C-33 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE J - LONG-TERN! DEBT - Continued The annual requirements to amortize all debt outstanding as of September 30, 1982, including interest payments are as follows: General Water Long-Term Electric and Sewer Year debt Fund Fund Total 1983 $ 1,744,860 $ 2,210,017 $ 192169596 $ 5,1710473 1984 11686,518 29183,823 19228,259 5,098,600 1985 1,629,957 20147,628 10234,566 S,012,151 1986 1,5139575 2,2880605 1,2290278 59031,458 1987 1040S,90i 2,512,518 10227,226 51145,651 ?988 1,368,456 2,501,510 111969438 5,0569404 1989 1,2270134 2,SS9,6S0 1,14S,S98 4,931,382 1990 1,126,632 2,474,250 190570891 406580773 1991 10068,963 2,3880450 871,888 413299301 1992 1,0029644 1,719,100 8449738 395669482 1993 960,769 11665,600 7571163 3,383,532 1994 9230312 1,611,300 683,013 3,2170625 1995 780,220 1,S56,3S0 646,063 2,9829633 1996 7439256 1,5009750 608,688 2,852,694 1997 583,063 1,347,12S 570,788 29500,916 1998 2559938 1,0990975 S3292S1 1,888,164 1999 243,563 1,0569925 246,37S 195460863 2000 2319188 967,088 2350688 1,433,964 2001 954,731 9549731 2002 7219644 727,644 2003 735,825 73S,82S 2004 718,175 7180275 2005 700,725 7000725 2006 731,713 731,713 2007 7119138 711,238 2008 _ 69175,500 6,175,500 $181495,9SS $45,246,315 $15,S22,S07 $79,2640777 In the debt service fund, $41,406 is available to seiwice general long-term debt. There are a number of limitations and restrictions containci in the various bond indentures. The City is in compliance with all significant limitations and restrictions. The following is a synopsis of the limitations and restrictions to general long-term debt, electric fund debt, and water and sewer fund debt. C-34 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE J - LONG-TERM DEBT - Continued General Long-Term Debt There are no limitations or restrictions regarding establishing various funds or specific transfers contained in the general long-term debt. Electric System Fund Debt During March 1978, the City refunded its then outstanding Electric System Revenue Bonds (Old Debt), totaling $16,902,000, with the proceeds from the issuance of $19,255,000 of Electric System Refunding Bonds (New Debt). Proceeds from the New Debt were used to purchase approximately $15,000,000 of government securitieF and est-blished a 52,250,000 reserve and a $250,000 contingency fund for the New Debt. The government securities, which mature on dates designed to fully provide for payment of the Old Debt, are held in a special escrow account by a trustee and solely for the tenefit of the holders of the Old Debt, thereby defeasing their security interest on the revenues of the Electric System. The New Debt, which is secured by a first lien upon the "Net Revenues" of the system, consists of serial bonds which are due in varying amounts from 1986 through 2007 and bear interest at rates ranging from 4.61 to 5.851. In the ordinances and related bond indentures authorizing the issuance of the New Debt, the City has agreed to establish various funds and make specified transfers as follows: 1) The City will establish, from bond proceeds, a "Reserve Fund" of $2,250,000 and a "Contingency Fund" of $250,000. The Reserve Fund will be used solely for bond retirements when the other funds are not adequate and will be increased if additional debt is issued. The Contingency Fund is to be used solely to pay for unexpected repairs or replacements of the System if no other Funds are available or to pay bonds if other funds are not adequate. Reductions in these funds below the specified levels must be replaced in specified periods by budgeted payments from the Pledged Revenue Fund as noted below. 2) All revenue will be deposited into a "Revenue Fund" from which all operating and maintenance expenses will be paid. Semiannually, the City will transfer all available revenue into a "PledgBed Revenue Fund", from which the following listed trans ors will be made. C-35 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 { NOTE J - LONG-TERM DEBT - Continued 3) The City will make specified semiannual transfers, designed to pay the required debt service payment and produce a minimum balance of $7,912,000 by 1985 into a "1978 Retirement Fund." The "Retirement Fund," which is maintained ty a trustee, will be used solely to make required debt service payments. (The balance in the "Retirement Fund" as of September 30, 1982, was $4,220,370.) 4) The City will reimburse the Reserve and Contingency Funds for any reductions in the funds below the required amounts. 5) The City will transfer an amount equal to 81 of the "Adjusted Gross Revenues" (defined as Gross Revenue less any costs incurred in supplying fuel to the City) to an "Improvement Fund." This Fund will be used to pay for costs of system improvements or, if no other funds are available, for extraordinary operating expenses or payment of the New Debt. After making those transfers, any remaining amount may be used for any lawful purpose. The City has also agreed, among other things, to set rates adequate to provide "Pledged Revenues" equal to at least 1.4 times the ppayments to the Retirement Fund. Further, no additional debt may be issued unless the ab-)ve noted Funds contain the required amounts and Pledged Revenues equal to 1.4 times the payment to the Retirement Furad and the average annual debt service requirement or the additional debt. Water and Sewer System fund Debt The City has covenanted, in the ordinances authorizing these bonds, that it will establish certain funds and make specified transfers as follows: 1) All revenues received will be deposited into a "Revenue Fund" from which all operating expenses will be paid. 2) On the last day of each month the City will deposit into an "Interest and Sinking Fund" a pro rata part of the next maturing interest and principal payment. C-36 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE J - LONG-TERM DEBT - Continued 3) The City will maintain a "Reserve Fund," equal to at least the average annual principal and interest requirements on all bonds outstanding, which will be used to pay debt service requirements any time adequate money is not available in the "Interest and Sinking Fund." In the event that, due to the issuance of new bonds, the fund is less than the average debt service, the City will make equal monthly payments in an amount adequate to accumulate the required amount within five years after issuance of the new debt. If the City fails to make the above transfers in any month, the first available revenues of the following months are to be used. Any amount remainiig in the Revenue Fund after providing for the transfers to the other Funds may be used for any legal purpose. TNe City hjs also agreed that it will set rates adequate to produce "net revenues" of not less than 1.3 times the current annual debt service coverage. Further, the City will not issue additional Water and Sewer Revenue Bonds unless all the above noted funds contain the amount of money required to be therein and net revenues are equal to at least 1.3 times the maximum debt service requirement after the issuance of the additional debt. NOTE K - LEASES Internal Service Funds Working Capital Fund On October 6, 1980, the City entered into a lease purchase agreement for acquisition of Xerox equipment. The total of lease payments called for in this agreement is $65,91f6 to be paid at the rate of $11V 3 por month through 1985. The City has accounted for this acquisition as a capital lease by capitalizing the equipment and recording the lease purchase commitment as a liability. Minimum lease requirements for the next three years are as follow: C-37 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE K - LEASES - Continued Year Lease Interest Total 1983 $17,765 $4,227 $210992 1984 19,317 2,675 210992 1985 21,029 963 21,992 $58,111 $70865 $55,976 Motor Pool Fund' The City entE:ed into several lease purchase agreements in 1979, 19800 1981, and 1982 individually for the acquisition of City vehicles. The total of lease payments for those agreements is $537,484. The City has accounted for these acquisitions ns capital leases by capitalizing vehicles and recording the lease purchase commitment as a liability. Minimum requirements for the next four years are as follows: Year Lease Interest Total 1983 $163,529 $380059 $2010588 1984 165,535 219680 187,215 1985 1110708 7o323 668 1190031 1986 28,982 $4690754 $67,730 $5379484 NOTE L - CONSTRUCTION AND OTHER SIGNIFICANT CO.MHITMENTS CAPITAL PROJECT FUNDS Street Improvement Funds - The City is committed under a contract for construction of drainage improvements in the Northridge addition at a total cost of $279,610. Construction Project - The City has contracted to remodel the old City Hall Into the Central Police Station at a total cost of 1,089,000. C-38 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE L - CONSTRUCTION AND OTHER SIGNIFICANT COMMITMENTS - Continued ENTERPRISE FUND Agreement with Texas Municipal Power Agency During September 1976, the City, along with the cities of Bryan, Greenville and Garland, Texas (collectively referred to as The Cities), entered into a Power Sales Contract with the Texas Municipal Power Agency (Agency), a municipal corporation and a political subdivision of the State of Texas. Under the terms of the agreement, the Agency, which was created through concurrent ordinances of The Cities and which is governed by a Board of Directors consisting of eight members, two appointed by the governing body of each city, agrees to construct or acquire electric generating plants to supply energy and power to The Cities for a period of not less than 35 years. The Cities have agreed to purchase all future power and energy requirements in excess of the amount generated by their systems currently in existence from the Agency at prices intended to cover: (a) the operating costs of the system and (b) the retirement of any debt incurred by the Agency. In the event that revenues are !.;sufficient to cover all costs and retire the outstanding debt, each of ;'ie Cities hat guaranteed a portion of the unpaid debt based, generally, upon its pro rata share of the energy delivered to consumers in the prior operating year. As of September 30, 1982, the City's guaranteed percentage is appproximately 201. At such time as all of the outstanding debt of the Agency is retired and the Agency is dissolved, each City will be entitled to an undivided interest in the property based upon its pro rata share of total payments. As of September 30, 1982, the Agency has issued $850,000,000 rf bonds for the construction of a lignite coal-f•jeled generating plant which is expected to be operational in late 1982 and for the purchase of a percentage ownership of a nuclear powered generating facility. It is anticipated that the total cost for the acquisition of these facilities and the building of related transmission facilities will be in excess of $1.1 billion. Agreement with Lone Star Gas During September 1977, the City entered into a gas sales contract with Lone Star Gas Company which provides for gas through 1984. The contract requires that the City estimate its future use and C-39 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE L - CONSTRUCTION AND OTHER SIGNIFICANT COMMITMENTS - Continued provides penalties if actual usage is less than 7S1 of the estimate. No take or pay deficiency is anticipated for calendar year 1962. WATER AND SEWER FUND Water Supply Agreement The present municipal supplies are obtained primarily from surface sources, but underground sources are available for emergency and back-up purposes. The City has previously acquired conservation storage rights in nearby Lewisville Reservoir which was constructed by the,U.S. Corps of Engineers. This Reservoir contains a total of 436,000 acre feet of conservation storage. The City of Denton holds the rights to 21,000 acre feet of storage, with the balance being held by the City of Dallas. The State of Texas Water Rights Commission has awarded the City of Denton 4.S million gallons per day. The City presently uses Approximately 9 million per day, as an annual average, and purchases from the City of Dallas all amounts over 4.5 million gallons per day. The City is presently renegotiating the water contract with the City of Dallas and plans to finalize the contract early in 1983. In 1980, the City of Denton and the City of Dallas contracted with the Corps of Engineers for the construction and development of Ray Roberts Reservoir in Denton County, located immediately above the present Lewisville Reservoir on the Elm Fort, of the Trinity River ten miles northeast of Denton. In the contract with the Corps of Engineers, the City of Denton will pay for 261 of the construction cost, and the City of Dallas will pay for 741. Water obtained from the reservoir will be pro-rated on the basis of each city's proportional share of total construction costs. The estimated completion date is approximately 1988 with water being available from the reservoir in approximately 1990. The estimated safe yield of the Ray Rober.ts Reservoir had been calculated at 73 million gallons per day, of which Denton would be entitled to receive up to 19 million gallons per day. This amount, plus a safe yield of 4.5 million gallons per day available from the present water rights from the Lewisville Reservoir, will be sufficient to meet the City's estimated water needs through the year 2005. The City of Denton is presently conducting a long-range water supply study to determine water requirements and alternatives after the year 2000. C-40 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED Septemr-tr 30, 1982 NOTE I. - CONSTRUCTION AND OTHER SIGNIFICANT COMMITMENTS - Continued Following is a summary of the other major construction contracts entered into by the City at September 30, 1982: Contracted Contract description Amounts Wastewater treatment plant Effluent filters $ 9119200 Hickory creek interceptors Project "A" sewer line 1,872,808 Project "R" lift station 9200000 Project "C" sewer line 201149188 Wastewater treatement plant 7,607,800 All of the above contracts, with the exception of the lift station, are being built under a Fedral EPA Grant whereby the City is reimburse- for 751 of eligible costs on a monthly basis. There are no major construction contracts for water bond projects at September 30, 1982. NOTE M - EMPLOYEE BENEFITS The City participates in a defined contribution pension plan sponsored by the Texas Municipal Retirement System (T.M.R.S.). The plan is a contributory plan, covering substantially all City employees except firemen. The City's policy is to fund pension costs accrued which include amortization of prior service costs over 20. years. Total pension expense for the year ended September 30, 1982 was as follows: FUND General Fund $170,000 Electric Fund 72,000 Water and Sewer Fund 389000 Sanitation Fund 180000 Working Capital Fund 105000 $308,000 ~~=sue C-41 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1981 NOTE M. - EMFLOYEE BENEFITS - Continued The actuarial present value of accumulated plan benefits at December 31, 19810 the latest actuarial valuation, was as follows: Vested $4,3540344 Nonvested 1,672,419 Total $60026,763 Net assets available for benefits $403819118 The unfunded past service liability as of December 31, 1982 was $1,645,645. The firemen are covered under the Firemen's Relief and Retirement Plan of the City. The plan is a contributory plan, with the City's portion totaling approximately $80,000 during 1982. It is the City's policy to fund pension costs accrued which includes amortization of prior service costs over 30 years. The actuarial present value of accumulated plan benefits at January 1, 1980, the latest actuarial valuation, was as follows: Vested $456,838 Nonvested 153,604 Total $6109442 Net assets available for benefits $8880936 A The assumed rate of return used in determining the actuarial present value of accumulated plan benefits was 74. NOTE N - FUND EQUITY Enterprise Funds Retained earnings are reserved to the extent of any excess of restricted assets over related liabilities. General and other funds Fund balances are not reserved in the General fund or any other finds. C-42 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE 0 - SEGMENT INFORMATION FOR ENTERPRISE FUNDS The City maintains three Enterprise Funds which provide water, sewer, sanitation, and electric services. Segment information for the year ended September 30, 1982 was as follows: Total Electric Water and Sanitation Enterprise Fund Sewer Fund Fund Funds Operating Revenues $32,033,232 $ 5,535,683 $1,5470842 $39,116,757 Depreciation 1,257,971 646,809 1,237 119060017 Operating Income 4,627,904 19785,545 160,558 69574,007 Operating Transfers Out (2,394,352) (1,184,966) (129,086) (3,708,404) Net Income 2,057,xA 4 337,085 31,472 21426,071 Current Capital Contributions 911,803 - 911,803 Property, Plant and Equipment Additions 1,759,529 5,688,314 - 714479843 Deletions 59885 590 - 69475 Net Working Capital (Deficit) 9,871,573 (1,8090162) (210,821) 7,8519590 Bonds and Other Long- term Liabilities Payable from Operating Revenues 21,9520967 909559000 31,907,967 Total Equity (Deficit) 24,993,728 17,691,138 (1749507) 421500,559 C-43 City of Denton, Texas NOTES TO FINANCIAL STATEMENTS - CONTINUED September 30, 1982 NOTE P - RELATEO PARTY TRANSACTIONS The City adheres to a policy of prohibiting any major transactions with related parties. NOTE Q - CONTINGENCIES Litigation The City has several lawsuits pending involving various matters at September 30, 1982. In the opinion of the City Attorney and management, the outcome of these will not have a material effect on the City's financial position at September 30, 1982. Revenue Sharing Compliance The City failed to publish the availability of the use report for public inspection, resulting in noncompli::ace with the Revenue Sharing and Antirecession FisLal Assistance Acts and regulations as required by the Office of Revenue Sharing, U.S. Department of Treasury. No other items of noncompliance were noted. Equal Employment Opportunity Commission One suit was filed with the Equal Employment Opportunity Commission alleging discriminatory action on the part of the City of Denton's Police Department. C-44 APPENDIX D ELECTRIC SYSTEM ENGINEERS' LETTER BLACK & V E A T C W TEL (913) 967.2000 CONSULTING ENGINEERS TELEa 42.6263 1500 MEADOW LAKE PARKWAY MAUn.u ADDRUS, r.0. BOX %0. 4409 KANSAS CITY, MISSOURI $4114 February 22, 1983 Goldman, Sachs 6 Company New York, New York Gentlemen: In accordance with your request, we have reviewed the operations and planning of the City of Denton's Electric Department and a summary is presented herein. These findings are in part based upon the continuing services performed by Black b Veatch for over twenty (20) years as well as the current review. The City of Denton's clcctric system had a peak lead in 1982 of 133 W. The City has five generating units with a total capacity of 174 MW. Recent projections of future growth for the City of Denton anticipate a peak load growth of approximately four (4) per cent through 1990 and an energy growth of approximately four (4) per cent also. To ensure capacity to meet the requirements of the electric system, in 1976 Denton, together with Bryan, Garland and Greenville, Texas created the Texas Municipal Power Agency (TMPA) in accordance with the provisions of Article 2435a Vernon's Texas Civil Statutes. TMPA, with Denton as a member city, will place in operation :•i the next few years 542 MW of carat.ty. Hydroelectric studies have also been performed to assess the feasibility of developing hydroelectric facilities on the Elm Fork of the Trinity River. Transmission and distribution additions and improvements to the electric system are periodically being made in a timely manner to meet the system growth. Based upon our review of the City of Denton's electric system, we are of the opinion that: 1. The present electric facilities of the City of Denton are well maintained and are adequate to provide satisfactory service to the electric customers. D-1 BLACK A VEATCM .Goldman, Sachs b Compaay February 22, 1983 New York, New York 2. The programs presently in progress or contemplated will provide new facilities to serve the City's customers in an economical. fashion. 3. The present power supply arrangements for electric power and energy in terms of generation and capacity through transmission provide an adequate reserve capacity and a high degree of reliability in an economical manner. Very truly yours, BLACK 6 VEATCH R. M. Ellis dr i I D-2 APPENDIX E WATER AND WASTEWATER SYSTEMS ENGINEERS' LETTER SIMON W. FREESE. RL JANE/ R. NICHOL& GL ROBERT L NICHOL6. P.L LEE S. FR£ESE. PC E~ n ROBERT 6. OOOCH. PC P t 6 6 S 6 I y@ B I C 9 1 L 11 C• II RT AJTHOMPSON 11, ►L C O N 5 U L 7 1 N G E N G I N E E R S JOE L MATES. PC DCIE C. ALIEN. P,L W. ERNEST CLEMENT. PC February 22, 1983 ELN'NL CO►EI ANO►L y JOHN H. COOK P.L T. ANTHONY RE GARY K N FEEVC6. RC Goldman, Sachs & Company New York, New York Gentlemen: At the request of i{-. Robert E. Nelson, Director of Utilities, City of Denton, Texas, we have reviewed the status of the water and sewerage systems of the City of Denton with regard to their adequacy to meet present needs of the City and the proposed expansion to meet future needs. A summary of our findings are set forth below: Our firm has served continuously as the City's Consulting Engineers for development of their water and sewerage systems for over thirty years. We have participated in 'he development of plans for present and future water supply, as well as for water and wastewater treatment, distribut- tion, and collection systems. We have prepared detailed master plans for the orderly expansion of these systems to meet the growth needs of the City, and have periodically up-dated these plans over the years. As a result, our firm is very familiar with the City of Denton's water and sewerage systems. Our analysis of the individual components of these systems follows: 1. Water SL u1 : Denton's present source of raw water is Lake Lew sv a of the U. S. Army Corps of Engineers, on the Elm Fork of the Trinity River. Part of this supply is based on water rights held by Denton itself, and part is Ft,,chased from the City of Dallas. Denton is also participating as a local sponsor in construction by the Corps of Engineers of Lake Ray Roberts, a new reservoir farther upstream on the Elm Fork. Denton's share of the incremental yield made available by the Lake Ray Roberts project is estimated at approximately 20.7 MGO. Denton's share of the dependable field of the existing Lake Lewisville is estimated to be 4.6 MGD. Denton's water rights in Lake Lewisville cover annual diversions of up to 11,000 acre-feet per year. The City of Dallas has indicated a willingness to continue to sell raw water to Denton from the Dallas share of Lake Lewisville on an interim basis until completion of Lake Ray Roberts or later. Negotiations are under way between Denton and Dallas to reach formal agreement on a new contract covering the interim purchase of raw water, and at present such purchases are continuing without a con- tract. TELEPHONE 61T ]!6.1161 611 LAM AM 6T REE/ FORT NORTH. TEXAS 7610E 1 B-1 Letter to Goldman, Sachs & Company February 22, 1983 Page Two 2. Water Treatment Facilities: The water treatment facilities are capable o supplying the maximum daily water demands to the distribution system. The Water Treatment Plant was ex- panded in 1968 to a rated capacity of 16 MGD, with capability of operating at 24 MGD for short periods of time. In 1980, the average daily water usage was 9.06 million gallons per day (MGD) and the maximum use in any one day was 18.83 MGO. The rated capacity can be increased to 24 MGD at a relatively low cost by modifications to the filtering system. Water use projections reflect a maximum day demand of 36 MGD will be reached by 1990. Additional treatment rapacity is planned to be provided by either a new plant constructed adjacent to the present facilities or by a new plant near the new Ray Roberts Reservoir which is presentl., under construction. Land has already been purchased adjacent to the existing plant for expansion in that location. Further studies are pending to determine which of the two sites will be most cost effective for the City. 3. Water Distribution System: The master plan for extensions to the water distribution system was updated in 1981 by another firm. 'It provid?s for systematic additions and extensions to the existing system to meet the projected demands of the City. 4. Wastewater Treatment Facilities: The present average daily volume of sanitary sewage in the City of Denton is 7.5 MGD. Construction is essentially complete on an expansion to the City's activated sludge wastewater Treatment plant which will result in a plant capacity of 12.0 AGO. Construction iq also underway for the addition of effluent filters to the treatment process, to provide an even higher degree of treatment of the wastewater. These facilities are designed to handle the volume of sanitary sewage flow Projected for the City of Denton to the year 1994. 5. Wastewater Collection S stem: A city wide study of Demon's sa m tart' sewage cod edtion system was completed in 1975. The necessary collector and interceptor sewer lines to meet the projected needs through 1994 were shown in the resulting master plan for expansion of the system. The final phases of the improvements recommended in the plan have been placed under contract, with construction scheduled to be completed in May, 1983. 6-2 Letter to Goldman, Sachs & Company r February 22, 1983 ,f Page Three Over the years that we have been closely associated with the City of Denton, we have noted that additions to the water and sewerage systems have systematically and consistently kept pace with the growth of the City. Operation and maintenance of the systems have always been of exceptionally high quality. In our opinion, the present water and sewerage systems are adequate to meet the City's needs and are efficiently operated and maintained. We also believe the plans which have been adopted for expansion of the systems are sound and represent economical methods of serving the future growth of the City. We believe it is highly complimentary of the City's IJ management staff to have used the foresight and advance planning neces- sary to develop these master plans. Yours very tr,rly, FU ESE AND NICHOLS, INC. 9 Robert L. Nichols Vice President RLII/jd i E-3 t t J t APPENDIX F BOND ORDINANCE i APPENDIX G DRAFT OF BOND COUNSEL OPINION r 1963 I CITY OF DENTON, TEXAS UTILITY SYSTEII REVIII:UE REFUNDING BONDS, SERIES 1983, DATED MARCH 1, 1983 IN THE PRINCIPAL AMOUNT OF $ AS BOND COUNSEL for the issuer (the "City") of the bonds described above (the "Bonds"), we have examined into the authorization, issuance, delivery, and legality of the Bonds which bear interest from their date until paid at the rates per annum set forth in the Bond Ordinance Olereinafter defir.ed) payable on December 1, 1983 and semiannually thereafter, maturing serially on December 1, and annually thereafter en each December 1 through December 1, , being redeemable, and being subject to mandatory redemp iot n prior to their scheduled maturities in accordance with the terms and conditions stated on the face of each of the Bonds. The Bonds are issued as coupon Bonds in the denomination of $5,000 each. WE HAVE ACTED AS BOND COUNSEL for the City for the purpose of rendering an opinion with respect to the release and discharge of the City's bonds being refunded by the Bonds and with respect to the authorisation, issuance, delivery, legality, and validity of the Bonds under the Constitution and the laws of the State of Texas, and for the purpose of rendering an opinion with respect to the exemption of interest on the Bonds from federal income taxes, and for no other purpose. We have not been requested to investigate or verify, and have not independently investigated or verified, any records, data, or other material relating to the financial condition or capabilities of the City or the City's Electric Light and Power System or Waterworks and Sewer System (the "System"), and have not assumed any responsibility with respect thereto. We have relied solely on information and certifications furnished to us by the City with respect to past and future Pledged Revenues of the System, as defined in the ordinance authorizing the Bonds (the "Bond Ordinance"). WL HAVE EXAMINED the applicable and pertinent provisions of the Constitution and laws of the State of Texas and the Charter of the pity; the City of Denton, Texas, Utility System r,-1 Revenue Bonds Special Escrow Fund Agreement, dated as of March 1, 1983, between the City and Texas ,;merican Bank/Fort Worth, N.A., Fort worth, Texas, as Escrow Agent (the "Escrow Agreer-ent"); a report of £F.NST 6 ;IHIt1NEY; a transcript of certified proceedings of the City relating to the authorization, issuance, and delivery of the Bonds, including certificates and opinions of officials of the City, and other pertinent instruments authorizing and relating to the issuance of the Bonds, including one of the executed Bonds (Bond No. 1). BASED ON SAID EXAMINATION, IT IS -)UP. OPINION that the Escrow Agreement has been duly authorized, executed, and delivered by the parties thereto and constitutes a binding and enforceable agreement of the parties thereto in accordance with its terms and that the Outstanding Bonds, as defined in the Bond Ordinance, in the aggregate principal amount of $32,210,000, being refunded by the Bonds, arr outstanding under the ordinances authorizing their issuance only for the purpose of receiving the funds provided by, and are secured solely by a,d payable solely from, the Escrow Agreement and the cash and investments, including the income therefrom, held by the Escrow Agent pursuant to the Escrow Agreement. In rendering this opinion, we have relied upon the verification of ERNST 6 WHINNEY, as to the sufficiency of the cash and investments deposited with the Escrow Agent pursuant to the Escrow Agreement for the purpose of paying such Refunded Bonds to be retired with the proceeds of the Bonds and the interest thereon. IT IS FURTHER OUR OPINION THAT THE BONDS hive been authorized, issued, and delivered in accordance with law, and constitute valid and legally binding special obligations of the City; and that the interest on and principal of said Bonds are payable from and secured by a first lien on and pledge of the "Pledged Revenues", as defined in the Bond Ordinance, which Pledged Revenues include initially the "Net Revenues" of the "System". 'A HE CITY has reserved the right, subject to the restrictions stated in the Bond Ordinance, to issue additional parity revenue obligations payable from and equally secured by a lien on and pledre of the Pledged Revenues of the System, in the same manner and to the same extent as the Bonds. THE CITY has further reserved the right, subject to the restrictions stated and adopted by reference, in the Bond Ordinance, to amend the Bond Ordinance. i BASED ON SAID EXAMINATION and in reliance upon the No-Arbitrage Certificate of the City of even date herewith, and the certificate and mathematical verifications of ERNST b WHINNEY, it is further our opinion that the interest on the (1-2 Bonds is exempt from federal income taxes under statutes, regulations, published rulings and court decisions (including State of washinaton vs. Commissioner of Internal Revenue 692 F.2d 128 (1982)) existing on the date of this opinion. t THE HOLDERS OF THE BONDS, and the interest coupons appertaining thereto, shall never have the right to demand payment out of any funds raised or to be raised by taxation, or from any source whatsoever other than the aforesaid Tec Revenues. Respectfully, i C-3 CERTIFICATE FOR RESOLUTION AUTHORIZING AN ESCROW AGREEMENT THE ;STATE OF TEXAS COUNTY OF DENTON CITY OF DENTON We, the undersigned officers of said City, hereby certify as follows: 1. The City Council of said City convened in SPECIAL MEETING ON THE 10TH DAY OF MARCH, 1983, at the Municipal Building (City Hall), and the roll was called of the duly constituted officers and members of said City Council, to-wit: Charlotte Allen, City Secretary Richard 0. Stewart, Mayor Mark Chew Jack Barton Charles Hopkins Dr. A. Ray Stephens Jim Riddlesperger Joe Alford and all of said persons were present, cxccpt the following absentees: D&to- thus constituting a quorum. whereupon, among other business, the following was transacted at said Meeting: a written RESOLUTION AUTHORIZING AN ESCROW AGREEMENT was &ly introduced for the consideration of said City Council and duly read. It was then duly moved and seconded that said Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of said Resolution, prevailed and carried by the following vote: AYES: All members of said City Council shown present above voted "Aye'. NOES: None. 2. That a true, full, and correct copy of the aforesaid Resolution adopted at the Meetin? described in the above and foregoing paragraph is attached to and follows this Certificate; that said Resolution has been duly recorded in said City Council's minutes of said Meeting; that the above and foregoing paragraph is a true, full, and correct excerpt from said City Council's minutes of said Meeting pertaining to the adoption of said Resolution; that the persons named in the above and foregoing paragraph are the duly chosen, gvalified, and acting officers and members of said City Council as indicated therein; and that each of the officers and members of said City Council was duly and sufficiently notified officially and personally, tn advance, of the time, place, and purpose of the aforesaid Meeting, and that said !resolution would be introduced and considered for adoption at said Meeting; and that said Meeting was open to the public, and public notice of the time, place, and purpose of said meeting was given, all as required by Vernon's Ann. Tex. Civ. St. Article 6252-17. 3. That the Mayor of said City has approved, and hereby approves, the aforesaid Resolution; that the Mayor and the City Secretary of said City have duly signed said Resolutions and that the Mayor and the City Secretary of said City hereby declare that their signing of this Certificate shall constitute the signing of the attached and following copy of said Resolution for all purposes. 4. That the Resolution has not been modified, amended or repealed and is in full force and effect on and as c-f the date hereof. SIGNED AND SEALED the 29th day of March, 198,A. City ecretary y r (SEAL) ve, the undersigned, being respectively the City Attorney and the Bond .*.tto.:.cy„ of the City of Denton, Texas, hereby certify that we prepared and approved as to legality the attached and following Resolution prior to its adoption as aforesaid. t ey ~t "gnu AT RESOLUTION AUTHORIZING AN ESCROW AGREEMENT AMONG THE CITY OF DENTON, TEXAS, TEXAS AMERICAN BANK/FORT WORTH, N.A., FORT WORTH, TEXAS AND INTERFIRST BANK DALLAS, N.A., DALLAS, TEXAS WHEP.EES, the City of Denton, Texas, (the "City") presently has outstanding revenue obligations listed on Exhibit "r," attached hereto (the "Refunded Bonds"); and !WEREAS, the City Council has concurrently herewith authorized the issuance and sale of its City of Denton, Texas Utility System Revenue Refunding Bondr;, Series 1983 (the "Refunding Bonds") pursuant to an ordinance adopted March 10, 1983 (the "Refunding Bond Ordinance") for the purpose of refunding the Refunded Bonds pursuant to Article 717k, V.A.C.S., ~s amended; and WHEREAS, it is the desire of the City and the City is authorized by said Article 717k, V.A.C.S., as amended, to place part of the proceeds from the sale of such Refunding Bands, together with other funds lawfully available therefor, in escrow to be held and applied to the payment of the Refunded Bonds, and WHEREAS, it is specifically found and determined by the City that the refunding of the said Refunded Bonds by the issuance of Refunding Bonds will result in the accomplishment of the purposes of the refunding as set forth ' in Section 32 of the Refunding Bond Ordinance; and WHEREAS, the Refunding Bond Ordinance provides that the City will concurrently with the delivery of the Refunding Bonds to the purchasers thereof deposit part of the proceeds from the sale of the Refunding Bonds into a special escrow fund to be held in accordance with a special escrow fund agreement; and WHEREAS, $2,500,000 of the proceeds of the City's Electric System Revenue Refunding Bonds, Series 1978 (the "Series 1978 Bonds"), constituting one series of the Refunded Bonds, was used to purchase an equal principal amount of interest bearing United States Treasury Obligations - State and Local Government Series ("SLGS") which were credited to the reserve fund and the contingency fund for the Series 1978 Bonds, and the City has on deposit in the interest and sinking funds for the Refunded Bonds and in the reserve fund for the Water and Sewer System Refunded Bonds the amount of $1,665,000, and upon the issuance of the Refunding Bonds and the discharging of the liens securing the Refunded Bonds said interest and, sinking funds, reserve funds, and contingency fund will no longer be required to secure the Refunded Bonds, and the $2,500,000 of SLGS plus $765,000 out of the $1,665,000 are to be credited, concurrently with the delivery of the Refunding Bonds, to said special escrow fund, with the balance thereof in the amount of $900,000 being deposited in the Reserve Fund established for the benefit of the Refunding Bonds in the Refunding Bond Ordinance; and WHEREAS, the City's obligation to Texas American Bank/Fort Worth under that certain Series 1978 Retirement Trust Agreement, dated March 30, 1978 relating to the invested sinking fund established for the benefit of the Series 1978 Bonds is to be discharged concurrently with the delivery of the Refunding Bonds and tht net proceeds from the sale of the securities therein, beit.g $3,664,856.33 are to be made available to the City, with $1,913,792.77 of such amount to be deposited in the special escrow fun%!, and EREAS it is the desire of the City to provide for WH the special escrow fund agreement required by the Refunding Bond Ordinance; and WHEREAS, it is desirable that the special escrow fund agreement provide for the investment of monies so escrowed in direct obligations of the United States of America, which must have interest payable and maturities of principal at times to insure the existence of monies, together with other funds lawfully available therefor, sufficient to pay the principal or redemption price of, and interest on the Refunded Bonds as the same shall come due in accordance with their terms; and WHEREAS, the City has made arrangements to purchase such direct obligations of the United States of America; and WHEREAS, to accomplish the refunding of the 'Refunded Bonds, SLGS in the principa'- amount of $20,953,000, in addition to the $2,500,000 of SLGS described above and cash in the amount of $4,276,132.77 are required to be credited purchase ofeCsaid SLGS have nbeen prepared randidelivered tto the Federal Resei•ie Sank of Dallas requesting that Bank/Forty Worth,n N.A a Fr ttlWorth,fTexas eas eescrow bagent (the "Escrow Agent"); and WHEREAS, in addition to the subscriptions for the SLGS to by deposited in the special escrow fund, $1,886,600 out of the proceeds of the Refunding Bonds is to be credited to the Reserve Fund for the Refunding Bonds, held initially by the Escrow Agent, and such amount must be invested in SLGS and subscriptions for the purchase of said SLGS have been prepared an th t book entryhaccountslbe sestablishedfforlthe requesting City with the Escrow Agent; and WHEREAS, Goldman, Sachs & Co. and Dillon, Read & Co. Inc., on behalf of the City have entered into escrow aggregating $2 000,000 in principal amount pursuanteto which the City may purchase said tendered bonds at the price of $1,597,340 with monies in the special escrow fund; and WHEREAS, Article 717k, V.A C.S as amended, provides that when the i iistima d dw ithi the£E crow Agent innthe namount invested money) sufficient to Qay the principal of and interest on Refunded Bonds at maturity or redemption, such deposit shall consti- tute the making of firm banking a d f nancial ,ion of ents for the discharge and final paym Refunded Bonds, and it is hereby found that although such Refunded Bonds shall continue to be obligations of the City, automatically they shall become obligations of ':.he City secured solely by and payable solely from such deposit and the proceeds therefrom; and upon the making of such deposit, all Refunded~Bo ds dshall automaticallyriterminate wand be forcearordeff ct;aiande althoughe saida Refunded Fonds will remain outstanding, they shall be regarded as being out- standing only for the purpose of receiving the funds provided by the City for their payment or redemption; and WHEREAS, the Escrow Agent possesses and is exercising ~f ill trust powers and is otherwise qualified and empowered to enter into the agreement authorized by this resolution; and WHEREAS, Goldman, y have prep ared cert infschedu es Underwriters and the City P (a) relating to the sufficiency of the monies to be deposited with the Escrow Agent to discharge the City's obligations with respect to the Refunded Bonds and (b) with respect to compliance by the City with the provisions of the Internal Revenue Code of 1954, as amended, relating to, "arbitrage bonds"; and WHEREAS, the City has engaged Ernst & Whinney to verify the accuracy of such . hedules prepared by Goldman, Sachs & Co. and to issue a re- rc t (the "Report") setting forth such verification; and WHEREAS, it is the desire of the City to append the Report to the herein authorized Escrow Agreement when the Report is finalized and to utilize the schedules contained in the Report as the schedules provided for in Agreement; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CIA"i OF DENTON, TEXAS: 1. That the Mayor and the City Secretary of the City of Denton are hereby authorized and directed to execute and deliver on behalf of the City Council of the City of Denton, Texas, the City of Denton, Texas Utility System Special Escrow Fund Agreement (the "Agreement") governing the use of the monies and securities to be deposited or credited with the Escrow Agent, for the benefit of the holders of the Refunded Bonds after attaching to said Agreement a copy of the Report setting forth the various schedules required by the Agreement, which schedules shall reflect the same facts and conclusions as those contained in the schedules prepared by G,31dman, Sachs & Co. and attached hereto as Exhibit B. 2. That the $2,500,000 principal amount of SLGS credited to the reserve fund and the contingency fund for the Series 1978 Bonds together with the $765,000 out of the $1,665,000 of funds released from the interest and sinking funds and reserve fund for the Refunded Bonds referred to above, are hereby directed to be transferred to the credit of the rpecial escrow fund created by the Agreement. 3. That the City Manager is hereby authorized to direct Texas American Bank/Fort Worth, N.A., Fort Worth, Texas as "Escrow Agent" under that certain Series 1978 Retirement Trust Agreement to liquidate the securities in the invested sinking fund in the principal amount of $5,243,000 by selling said securities to Goldman, Sachs & Co. at a price equal to 714% of their par value plus accrued interest to the date of said sale, to use $2,677,802.82 of the proceeds therefrom to discharge the remaining amounts owed by the City to the "Escrow Agent" under sucr Agreement, including the purchase of the remaining obligations required by the agreement to be purchased from the "Escrow Agent", being a principal amount of $2,669,000, and to then immediately sell said securities to Goldman, Sachs & Co. on the same terms as the previous securities. The net proceeds from the sale of all of said securities shall be deposited as follows: 1) $1,913,792.77 shall be deposited in the special escrow fund, 11) $2500000 shall be deposited in the Emergency Fund established in the Refunding Bond Ord!nance, and iii) $1,501,063.58 shall be deposited in the Water System Construction Fund held by the City's depositary bank. 4. That the form of the Agreement which constitutes a part of this authorizing Resolution shall be substantially in the form attached hereto as Exhibit A. S. That the subscriptions for SL~;S attached hereto as Exhibit C, in the principal amount of $22,866,800 for deposit in the Special Escrow Fund and the Reserve Fund are hereby ratified and approved. EXHIBIT A UTILITY SYSTEM SPECIAL ESCROW FUND AGREEMENT THE STATE OF TEXAS COUNTY OF DENTON THIS ESCROW DEPOSIT AGREEMENT (the "Agreement") dated as of the 29th day of March, 1983, made by and among the City of Denton, Denton County, Texas (the "City"), a body politic and corporate and political subdivision of the State of Texas and Texas American Ban),/Fort Worth N.A., Fort Worth, Texas, (the "Escrow Agent") and InterFirst Bank Dallas, N.A., Dallas, Texas (the "Water and Sewer System Paying Agent"). W I T N E S S E T H WHEREAS, there are presently outstanding the following series cr issues of Revenue bonds of the City which are secured by and payable from a first lien on and pledge of the net revenues of the City's electric system (being all of the outstanding Electric System Revenue Bonds of the City): City of Denton Electric System Revenue Refunding Bonds, Series 1978, dated April 1, 1978, now outstanding in the aggregate principal amount $19,255,000 (the "Outstanding Series 1978 Electric System Bonds"); City of Denton Electric System Revenue Bonds, Series 1982, dated April 1, 1982, now outstanding in the aggregate principal amount of $3,000,000 (the "Outstanding Series 1982 Electric System Bonds") (the Outstanding Series 1978 Electric System Bonds and the Outstanding Series 1982 Electric System Bonds are hereinafter collectively referred to as the "Electric System Refunded Bonds"); and WHEREAS, the Escrow Agent is a "place of payment" and the Paying Agent for the Electric System Refunded Bonds; and WHEREAS, Section 22 of the Ordinance aut1torizing the Outstanding Series 1978 Electric System Bonds (the "Base Electric System Ordinance") provides: "Section 22. FINAL DEPOSITS. (a) That any Bond or Additional Bond shad be deemed to be paid, retired, at.d no longer outstanding within the meaning of this Ordinance when payment of the principal of, redemption premium, if any, on such bond or Additional Bond, plus interest thereon to the due date thereof (whether such due date be by reason of maturity, upon redemption, or otherwise) either (i) shall have been made or caused to be made in accordance with the terms thereof (including the giving of any required notice of redemption), or (ii) shall have been provided by irrevocably depositing with or makiii7 available to a paying agent therefor, in trust and irrevocably set aside exclusively for such payment, (1) money sufficient to make such payment or (2) Covernment Obligations which mature as to principal aad interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money to make such payment, and all neces- sary and proper fees, compensation, and expenses of such haying agent pertaining to the Bonds and Addition- al Bonds with respect to which such deposit is made shall have been paid or the pay,aent thereof provided for to the satisfaction of such paying agent. At such time as a Bond or Additional Bond shall be deemed to be paid hereunder, as aforesaid, it shall no longer be secured by or entitled to the benefits of this Ordin- ance or a lien on and pledge f the Pledged Revenues, and shall be entitled to payment solely from such money or Government Obligations. "(b) That any moneys so deposited with a paying agent may at the direction of the City also be invested in Government Obligations, maturing in the amounts and times as hereinbefore set forth, and all income from all 0overnment Obligations in the hands of the paying agent pursuant to this Section which is not rewired for the payment of the bonds and Additional Bonds, the redemption premium, if any, and nterest thereon, with .respect to which such money has been so deposited, shall be turned over to the City or deposited as directed by the City. and WHEREAS, there are presently outstanding the following series or issues of revenue bonds of the City which are secured solely by a f{rst lien on and pledge of the net revenues of the City's entire waterworks and sewer system (being all of the outstanding Water and Sewer :system Revenue Bonds): City of Denton Water and Sewer System Revenue Bonds, Series 1960, dated JUIy 15 1060, now outstanding in the aggregate principal amount of $730,000 City of Denton Water and Sewer System Revenue Bonds, Series 1962, dated January 15, 1962, now outstanding in Lne aggregate principal amount of 390,000 City of Denton Water and Sewer System Revenue Bonds, Series 1954, dated ;uly 15, 1954, now outstanding in the aggregate principal amount of 20,000 City of Denton Water and Sewer System Revenue Bonds, Series 1966, dated January 15, 1966, now outstanding in the aggregate principal amount of 200,000 City of Denton Water and Sewer System Revenue Bonds, Series 1969, dated April 15, 1969, now outstanding in the aggregate principal amount of 370,000 City of Denton Water and Sewer System Revenue Bonds, Series 1972, dated July 15, 1972, now outstanding in the aggregate principal amount of 970,000 City of Denton Water and Sswer System Revenue Bonds, Series 1974, dated July 15, 1:174, now outstanding in the aggregate principal amount of 1,525,000 i 2 City of Denton Water and Sewer System Revenue Bonds, Series 1977, dated June 15, 1977, now outstanding in the aggregate principal amount of 450,000 City of Denton Water and Sewer System Revenue Bonds, Series 1979, dated March 15, 1979, now outstanding in the aggregate principal amount of 3,800,000 City of Denton Water and Sewer System Revenue Bonds, Series 1982, dated May 15, 1982, now outstanding in the aggregate principal amount of 1,500,000 (collectively the "Water and Sewer System Refunded Bonds"); and WHEREAS, the Electric System Refunded Bonds and the Water and Sewer System Refunded Bonds are hereinafter collectively referral to as the "Refunded Bonds"; and WHEREAS, the Refunded Bonds were issued pursuant to ordinances (the "Refunded Bond Ordinances") which provide that the Refunded Bonds shall mature serially in such years, Lear interest at such rates and have debt service at the t mes and in the amounts set forth in schedules of the Report attached hereto and mace a part hereof; and WHEREAS, when the firm banking arrangements have been made for the payment of principal and interest to maturity or tht date of redemption prior to scheduled maturity for all of the Refunded Bonds, then such Refunded Bonds shall no longer be regarded as outstanding except for the purpose of receiving payment from the Funds provided for such purpose; and WHEREAS, Article 717K, Vernon's Texas Civil Statutes, authorizes the City to issue refunding bonds and to deposit the proceeds from the sale thereof, and any other available funds or resources, directly with any place of payment (paying agent) for the Refunded Bonds, and such deposit, if made before such payment dates, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded Bonds; and WHEREAS, Article 717k further authorizes the City to enter into an escrow agreement with any paying agent for the Refunded Bonds with respect to the safe- keeping, invest- ment, reinvestment, administration and disposition of any such deposit, upon such terms and conditions as the City and such paying agent may agree, provided that such deposits may be invested and reinvested only in direct obligations of the United States of America, including obligations the princi- pal of and interest on which are unconditionally guaranteed by the United States of America, and which may be in book entry form, and which shall mature and/or bear interest payable at such times and in such amounts as will be suf- ficient to provide for the scheduled payment of the Refunded Bonds; and WF.EREAS, the Escrow Agent is a payi•.g agent for all of the Electric Syatem Refunded Bonds and is the agent of the Water and Sewer System Paying Agent for all of the Water and Sewer System Refunded Bonds, and this Agreement constitittes an escrow agreement of the kind authorized and permitted by said Article 717k; and 3 WHEREAS, the City has adopted an ordinance (the "Bond Ordinance") authorizing the issuance of $25,280,000 City of Denton Texas Utility System Revenue Refunding Bonds, Series 1983 (the "Refunding Bonds") for the purpose of providing, together with other lawfully available funds provided by the City, amounts sufficient to provide for the payment of the principal of the Refunded Bonds at their respective maturities or redemption dates and interest thereon to maturity or redemption prior to scheduled maturity; and WHEREAS, the City desires that, concurrently with the delivery of the Refunding Bonds to the purchasers thereof, the proceeds of the Refunding Bonds, and other funds, shall be applied to purchase certain direct obligations of the United States of America hereinafter defined as the Escrowed Securities for deposit to the credit of the Escrow Fund created pursuant to the terms of this Agreement, to establish a beginning cash balance in such Escrow Fund, and to purchase for cancellation $2,000,000 in principal amount of the Series 1576 Electric System Refunded Bonds maturing on December 1, 2007 (the "Tendered Bonds"); and WHEREAS, the Escrowed Securities shall mature and the interest thereon shall be payable at such times and in such amounts so as to provide moneys which, together with cash balances from time to time on deposit in the Escrow Fund, will be sufficient to pay interest on the Refunded Bonds as it accrues and becomes payable and the principal of the Refunded Bonds as they mature or are redeemed prior to their scheduled maturity as shoirn on Schedule - of the report; and WHEREAS, in order to facilitate the receipt and trans- fer of proceeds of the Escrowed Securities, particularly those in book entrv form, the City and the Water and Sewer System Paying Agent desire to establish the Escrow Fund at the principal corporate trust office of the Escrow Agent; and WHEREAS, the Water and Sewer System Paying Agent consents to this Agreement to acknowledge its acceptance of Texas American Bank/Fort Worth N.A., Fort Worth, Texas, as its agent to hold on its behalf that portion of the Escrow Fund, and the proceeds thereof, rewired to provide for the null and timely payment of principal and interest to matur- ity or redemption prior to scheduled maturity for the outstanding Water and Sewer System Refunded Bonds; and WHEREAS, the Escrow Agent acknowledges its acceptance of the terms and provisions hereof; WHEREAS, by resolution adopted on March 10, 1983, the Ci':y Council of the City duly authorized the execution of this Agreement elenting to nay and discharge the entire indebtedness on all Refunded Bonds in the manner and with the effect described in Section 23 of the Ease Electric System Ordinance. WHEREAS, a certified copy of such resolution autho-- izing the execution of this Agreement has been :sled wit;l the Escrow Agent; and NOW, THEREFORE, in consideration of the mutual under- takings, promises and agreements herein contained, the sufficiency of which hereby are acknowledged, and in order to secure the full and timely payment of principal of and the interest on the Refunded Bonds, the City, the Water and Sewer System Paying Agent and the Escrow Agent mutually 4 undertake, promise, and agree for themselves and their respective representatives and successors, is follows: ARTICLE I DEFINITIONS AND INTERPRETATIONS Section 1.01. Definitions. Unless the context clearly indicates otherwise, the following terms shall have the meanings assigned to them below when they are used in this Agreement: "City" means the City of Denton, Texas. "Code" means the Internal Revenue Code of 1954, as amended, and the rules and regulations thereunder. "Escrow Agent" means Texas American Bank/Fort Worth N.A., Fort Worth, Texas (formerly Fort Worth National Bank, Fort Worth, Texas) and its successors as Escrow Agent under this Agreement. "Escrow Fund" means the fund created by this Agreement to be administere3 by the Escrow Agent pursuant to the provisions of this Agreement. "Escrowed Securities" means the noncallable United States Treasury Obligations - State and Local Government Series (herein called "SLGS") to be initially purchased with proceedsi of the Refunding Bonds, as more fully described in Schedule of the Report attached to this Agreement, and the United States Treasury Obligations (herein called "Open Market Securities"0 to be purchased with funds of the Issuer other than the proceeds of the Refunded Bonds, as more fully described in Schedule - of the Report. "Paying Agentsit means, with respect to the Water and Sewer System Refunded Bonds, the Water and Sewer System Paying Agent, and with respect to the Electric System Refunded Bonds, the Escrow Agent. "Refunded Bonds" means the City's Water and Sewer System Revenue Refunding Bonds and its Electric System Revenue Bonds, more fully described in the first recital on page 1 of this Agreement. "Refunding Bonds" means the City of D>nton Texas Utility System Revenue Refunding Bonds, Series 1983, dated March 1, 1983. "Refunding Bond OrdiualiQ If means the City's ordinance authorizing the issuance, sale and delivery of the Refunding Bonds. "Zp2ort" means the report dated as of the date herPOf prepared by Ernst & Whinney, Certified Public Accountants, a copy of which is attached hereto. "Water and Sewer System Paying gent" means InterFirst Bank Dallat, N.A., Dellis, Texas. Section 1.02. Interpretations. The titles and head- ings of the articles and sections of this Agreement have been inserted for convenience and reference only and are not to be considered a p+rt hereof and shall not in any way modify or restrict the terms hereof. This Agreement and all of the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to 5 achieve the intended purpose of providing for the refunding of the Refunded Bonds in accordance with applicable law. ARTICLE II DEPOSIT OF FUNDS AND ESCROWED SECURITIES Section 2.01. Deposits in the Escrow Fund. The City has deposited, or cav.ised to be deposited, in the Escrow Fund the following funds and Escrowed Securities: (a) $25,229,132.77 as the beginning cash balance for the Escrow Fund as shown in Schedule of the Report attached hereto; (b) the Escrowed Securities, which have been transferred by the City from the Reserve Fund for the Electric System Refunded Bonds as shown on Schedule of the Report. Section 2.02. Investments in the Escrow Fund. The Escrow Agent hereby acknowledges that it has made the following investments and transactions with the money deposited in the Escrow Fund: (a) $1,597,340 was utilized to purchase the "Tendered Bonds" for cancellation as provided in Section 3.02(e). (b) $20,953,000 was utilized to purchase the SLOS as shown on Schedule _ of the Report. (c) $2,678,792.77 was utilized to purchase the Open Market securities as :shown on Schedule J of the Report. ARTICLE III CREATION AfID OFERATION OF ESCROVI FU;ED Section 3.01. Escrow ?und. The Escrow Agent has created on its books a sp?ci&l trust fund and irrevocable escrow to be known as the City of Denton Utility System Special Escrow Fund (the "Escrow Fund"). The Escrow Agent hereby acknowledges that there has been deposited to the credit of such Escrow Fund the beginning cash balance and the Escrowed Securities as described in Section Z.01. The Escrowed Securities and all proceeds therefrom shall be the property of the Escrow Fund, and shall be applied only in strict conformity with the terms and conditions of this Agreement. All of the Escrowed Securities, all proceeds therefrom and all cash balances from time to time on deposit in the Escrow Fund are hereby irrevocably pledued to the payment of the principal of and interest on the Refunded Bonds, which payment shall be made by timely transfers to the Paying Agents of such amounts it such times as are provided for in Section 3.02 hereof. When the final transfers have been made to the Paying Agents for the payment of such principal of and interest o the Refunded Bonds, any balance then remaining in the Escrow Fund shall be transferred to the City, and the Escrow Agent shall thereupon be discharged from any further duties hereunder. Th3 Escrow Agent, in its capacity as agent for the Water cnd Sewer System Paying Agent., further agrees that such portion of the Escrow Fund, together with the proceeds 6 thereof, required to provide for timely payments of principal of and interest on the Water and Sewer System Refunded Bonds shall be held in the Escrow Fund for and on behalf of the Water and Sewer System Paying Agent and shall be made available to the Water and Sewer System Paying Agent to make such timely payments of principal and interest on the Water and Sewer System Refunded Bonds. Section 3.02. Payment of Principal and Interest. (a) The Escrow Agent is hereby irrevocably instructed to trans- fer to the Paying Agents for the Refunded Bonds from the cash balances from time to time on deposit in the Escrow Fund, the amounts required to pay the principal of and interest on the Refunded Bonds in the amounts and at the times shown in Schedules and of the Report attached her ~to. (b) The Escrow Agent n its capacity as Paying Agent for the Electric System -..ended Bonds, and the Water and Sewer System Paying gent agree to apply all funds transferred to them pursuant to Section 3.02(a) above, solely for the purpose of paying the principal of and interest on the Refunded Bonds in the manner provided in this Agree..;ent. Except for amounts transferred to the Paying Agents pursuant to Section 3.02(a) above, the Escrow Agent and the Water and Sewer System Paying Agent agree that they shall never make any withdrawals from the Escrow Fund or assert any claims, liens or charges against the Escrow Fund. (c) The City hereby covenants and agrees that it will not exercise any right that it may have to call any of the Refunded Bonds for redemption prior to their scheduled maturities, except as indicated in Schedule of the Report attached hereof. (d) The Escrowed Securities listed on Schedule of the Report shall be used to pay a portion of the principal of and interest on the Refunded Bonds other than the City's Electric System Revenue Bonds, Series 1982 and the City's Water and Sewer System Revenue Bonds, Series 1982. (e) $1,597,340 of the cash initially deposited in the Special Escrow Fund has been applied to the purchase and cancellation on March 29, 1983 c.f the Tendered Bonds in the principal amount of $2,000,000 tendered in advance of their maturity together with the accrued interest thereon. Such Tendered Bonds have a stated maturity of December 1. 2007 and have been purchased at a cost of $1,597,340 which includes accrued interest thereon tc, March 29, 1983. The Escrow Agent hereby accepts and acknowledges the tender of the Tendered Bonds and their purchase and cancellation on the effective date of this Agreement. Section 3.03. Sufficiency of Escrow Fund. The City represents that the successive receipts of the principal of and interest on tho Escrowed Securities will assure that the cash balance on deposit from time to time in the Escrow Fund will be at all times sufV.cient to provide moneys for transfer to the Paying Agents at the times and in the amounts required to pay the interest on the Refunded Bonds as such interest comes duo and the principal of the Refunded Bonds as the Refunded Bonds mature or are redeemed in advance of stated maturities, all as more fully set forth in Sr1h,effi_lle of the Report at*.eched here+.e, if, for pny reason, at any time, the cash balances on deposit or scheduled to be on deposit in the Escrow Fund shall be insufficient to transfer the amounts required by the Paying Agents to make the payments set forth in Section 3.02 7 hereof, the City shall timely deposit in the Escrow Fund, from lawfully available funds, consisting solely of Net Revenues of the System (as such terms are defined in the Refunding Bond Ordinance), additional funds in the amounts required to make such payments. Notice of any such insuffi- ciency shall be given promptly as hereinafter provided, but neither the Escrow Agent nor t:ie Water and Sewer System Paying Agent shall in any manner be responsible for any insufficiency of funds in the Escrow Fund or the City's failure to make additional deposits thereto. Section 3.04. Trust Fund. The Escrow Agent shall hold at all times the Escrow Fund, the Escrowed Securities and all other assets of such Fund, wholly segregated from all other funds and securities on deposit with the L,-,crow Agent; it shall never allow the Escrowed Securities or any other assets of the Escrow Fund to be commingled with any other funds or securities of the Escrow Agent; and it shall hold and dispose of the assets of the Escrow Fund only as set forth herein. The Escrowed Securities and other assets of the Escrow Fund shall always be maintained by the Escrow Agent as trust funds for the benefit of the holders of the Refunded Bonds; and a special account thereof shall at all times be maintained on the books of the Escrow .agent. The holders of the Refunded Bonds shall be entitled to the same preferred claim and first lien upon the Escowed Securities, the proceeds thereof and all other assets of the Escrow Fund to which they were entitled as holders >f the Refunded Bonds. The amounts received by the Escrow Agent under this Agreement shall not be considered as a banking deposit by the City, and the Escrow Agent shall have no right to title with respect thereto except as a constructive trustee and Escrow Agent under the terms, of this Agreement. The amounts received by the Escrow Agent under this Agreement shall not be subject to warrants, drafts or checks dawn by the City or, except to the extent expressly herein provided, by the Paying Agents. Section 3.05. Security o_- cash Balances. Cash balances from time to time on deposit in the Escrow Fund shall, to the extent not insured by the Federal Deposit insurance Corporation or ?ts successor, be continuously secured by a pledge of direct obligations of, or obligations unconditionally guaranteed by, the United States of America, having a market value at least equal to such cash balances. ARTICLE iV LIMITATION ON iNVESTNENTS Section 4.01. General. Except as herein otherwise expressly provided, the Escrow Agent shall not have any power or duty to invest any money held hereunder; or to make substitutions of the Escrowed Securities; or to sell transfer or otherwise dispose of the Escrowed Securities. In particular, except as provided in Sections 4.02 below, cash balance3 on deposit in the Escrow Fund shall net be reinvented or bear interest, and the Escrow Agent shall be entitled to retain any benefit from the "float" (if any) resulting therefrom as additional compensation for its services hereunder. Section 4.02. Reinvestment of Certain Cash Balances in Escrow by Escrow Agent. {a) Except as provided in paragraph (b) of this Section, money deposited in the Escrow Fund shall be invested only in the Escrowed Securities 8 listed in Schedule to Us Report and neither the City nor the Escrow Agent shall otherwise invest or reinvest any money in the Escrow Fund. The Escrow Agent shall maintain the Escrow Fund until the date upon which said Refunded Bonds are fully paid as to principal and interest whereupon the Escrow Agent shall sell or redeem any Escrowed Securities remaining in the Escrow Fund, and shall remit to the City the proceeds thereof, together with all other money, if any, then remaining in the Escrow Fund. (b) In addition to the Escrowed Securities listed in Schedule to the Report, the Escrow Agent shall reinvest closing balances shown in Schedule to the Report in six (6) month zero (0) interest rate SLGS to the extent such Certificates are available from the U. S. Treasury Department. To the extent six (6) month zero (0) 'interest rate U. S. Treasury State and Local Government Series Certificates are not available from the U. S. Treasury Department and no subsequent direction has been furnished by the City Council, the closing balances shown in Schedule _ to the Report shall remain uninvested. Section 4.03. Arbitrage. The City hereby covenants and agrees that it shall never request the Escrow Agent to exercise any power hereunder or permit any part of the money in the Escrow Fund or proceeds from the sale of Escrowed Securities to be used directly or indirectly to acquire any securities or obligations if the exerci a of such power or the acquisition of such securities or obligations would cause any Refunding Bonds to be an "arbitrage bond" within the meaning of Section 103(c) of the Code. ARTICLE V RECORDS AND REPORTS Section 5.01. Records. The Escrow Agent will keep books of record and account in which complete and correct entries shall be made of all transactions relating to the receipts, disbursements, allocations and application of the money and Escrowed Securities deposited to the Escrow Fund and all proceeds thereof, and such books shall be available for inspection at reasonable hours and under reasonable conditions by the City and the holders of the Refunded Bonds. Section 5.02. Reports. For the period beginning on the data hereof and ending on , and for each twelve (12) month period thereafter while this Agreement remains in effect, the Escrow Agent shall prepare and send to the City within thirty (30) days following the end of such period a written report summarizing all transactions relating to the Escrow Fund during such period, including without limitation credits to the Escrow Fund as :i result of interest payments on or maturities of the Escrowed Securities and transfers from the Escrow Fund to the Paying Agents for payments on the Fefunded Bonds or otherwise, together with a detailed statement of all Escrowed Securities and the cash balance on deposit in the Escrow Fiend as of the end of such period. ARTICLE VI CONCERNING THE PAYING AGENTS AND ESCROW AGENT 9 0 Section 6.01. Representations. The Escrow Agent hereby represents that it is a paying agent for the Electric System Refunded Bonds and the agent for the Water and Sewer System Paying Agent. The Escrow Agent hereby represents that it has all necessary power and authority to enter into this agreement and undertake the obligations and responsibilities imposed upon it herein, and that it will carry out all of its obligations hereunder. Section 6.02. Limitation on Liability. The liability of the Escrow Agent to transfer funds to the Paying Agents for the payment of the principal of and interest on the Refunded Bonds shall be limited to the proceeds of the Escrowed Securities and the cash balances from time to time on deposit in the Escrow Fund. Notwithstanding any provision contained herein to the contrary, neither the Escrow Agent nor the Paying Agents shall have any liability whatsoever for the insufficiency of finds from time to time in the Escrow Fund or any failure of the obligors of the Escrowed Securities to make timely payment thereon, except for the obligation of the Escrow Agent to notify the City promptly of any such occurrence. The recitals herein and in the proceedings authorizing the Refunding Bonds shall be taken as the statements of the City and shall not be considered as made by, or imposing any obligation or liability upon, the Escrow Agent or the Water and Sewer System Paying Agent. The Escrow Accent and the Water and Sewer System Paying Agent are not parties to the Refunding Bond Ordinance or the Rr!fund!d Bond Ordinances and are not responsible for nor bound by my of the provisions thereof (except as paying agcnts). In its capacity as Escrow Agent, it is agreed that the E.;crow Agent need look only to the terms and provisions of this Agreement. neither the Escrow Agent nor the Vater and Sewer System Paying Agent make any representations as to the value, conditions or sufficiency of the Escrow Fund, or any part thereof, or as to the title ~f the City thereto, or as to the security afforded thereby or hereby, and neither the Escrow Agent nor the Water and Sewer Syster e:.-ting Agent shall incur any liability or responsibility in respect to any of such matters. It is the irtention of the parties 1-areto that the Escrow Agent and the Water and Sewer Syst_. Paying Agent shall never be required to use or advance their own funds or otherwise incur personal financia'. liability in the performance of any of their duties or the exercise .)f any of their rights and powers hereunder. The Escrow Agent shall not be liable for any action taken or neglected to be taken by it. in good faith in any exercise of reasonable care and believed by it to be within the discretion or power conferred upon it by t:tis Agreement, nor shall the Escrow Agent be responsible for the consequences of any error of judgment; and tho+ Escrow Agent shall not be answerable except for its own a;tion, neglect or default, nor for any lose unless the same shall have been through its negligence or want of good faith. .UnlesR Lt is specifically otherwise pr3vided herbin, the Escrow Aga„t has no duty to determine or inquire into the happening ~lr occurrence of any event or contingency or the performance or failure of performance of the City with respect to arrangements or eontrr.cts wlLh ~olhnta, with Jim Escrow Agent's sole duty Aereundor being tc safeguard the Escrow Fund and to disposb of the deliver the same in accor- dance with this Agreement. If, however, the Escrow Agent is , 10 v called upon by the terms of this Agreement to determine the occurrence of any event or contingency, the Escrow Agent shall be obligated, in making such determination, only to exercise reasonable care and diligence, and in event of error in making such determination the Escrow Agent shall be liable only for its own misconduct or its negligence. In determining the occurrence of any such event or contingency the Escrow Agent may request from the City or any other person such reasonable additional evidence as the Escrow Agent in its discretion may deem necessary to determine any fact relating to the occurrence of such event or contin- gency, and in this connection may make inquiries of, and consult with, among others, the City at any time. Section 6.03. Compensation. (a) The City has paid the Escrow Agent, as a fee for performing the services hereunder and for all expenses incurred or to be incurred by the Escrow Agent in the administration of this Agreement, the sum of $17,545, the receipt and sufficiency of which are hereby acknowledged by the Escrow Agent. In the event that the Escrow Agent is requested to perform any extraordinary services hereunder, the City hereby agrees to pay reasonable fees to the Escrow Agent for such extraordinary services and to reimburse the Escrow Agent for all expenses incurred by the Escrow Agent in performing such extraordinary services, and the Escrow Agent hereby agrees to look only to the City for the payment of such fees and reimbursement of such expenses. The Escrow Agent hereby agrees that in no event shall it ever assert any claim or lien against the Escrow Fund for any fees for its services, whether regular or extraordinary, as Escrow Agent, or in any other capacity, or for reimbursement for any of its expenses. (b) The City has paid to the Escrow Agent in its capacity as Paying Agent for the Electric System Refunded Bonds the sum of $4,395, and to the Water and Sewer System Paying Agent the sum of $15,958.75 the receipt and sufficiency of which are hereby acknowledged by the respective Paying Agents for all future paying agency services in connection with the Refunded Bonds. Section 6.04. Successor Escrow Agents. If at any time the Escrow Agent or its legal successor or successors should become unable, through o,jeration or law or otherwise, to act as escrow agent hereunder, or if its property and affairs shall be taken under the control of any state or federal court or administrative body because of insolvency or bank- ruptcy or for any other reason, a vacancy shall forthwith exist in the office of Escrow Agent hereunder. In such event the City, by appropriate resolution, shall promptly appoint an Es,--row Agent to fill such vacancy. If no suc- cessor Escrow Agent shall have been appointed by the City within 60 days, a successor may be appointed by the holders of a majority in principal amount of the Refunded Bonds then outstanding by an instrument or instruments in writing filed with the City, signed by such holders or by their duly authorized attorneys-in-fact. If, in a proper case, no appointment of a successor Escrow Agent shall be made pur- suant to the foregoing provisions of this section within three months after a vacs-.icy shall have occurred, the holdar of any Refunded Bond may apply to any court of competent jurisaiction to appoint a successor Escrow Agent. Such court may thereupon, after such notice, if any, as it may deem proper, prescribe and appoint a successor Escrow Agent. Any successor Escrow Agent shall be a corporation organized and doing business under the laws of the United States or the State of Texas, authorized under such laws to exercise corporate trust powers, hkving its principal office 21 and place of business in the State of Texas, having a com- bined capital and surplus of at least $5,000,000 and subject to the supervision or examination by Federal or State authority. Any successor Escrow Agent shall execute, acknowledge and deliver to the City and the Escrow Agent an instrument accepting such appointment hereunder, and the Escrow Agent shall execute and deliver an instrument transferring to such successor. Escrow Agent, subject to the terms of this Agree- ment, all the rights, powers and trusts of the Escrow Agent hereunder. Upon the request of any such successor Escrow Agent, the City shall execute any and all instruments in writing for more fully and cert-inly vesting in and confirm- ing to such successor Escrow Agent all such rights, powers and duties. The Escrow Agent shall pay over to its succes- sor Escrow Agent a proportional part of the Escrow Agent's fee hereunder. ARTICLE VII CONSENT TO ESCROW AGREEMENT BY WATER AND Si"WER SYSTEM PAYING AGENT Section 7.01. 'the Water and Sewer System Paying Agent hereby acknowledges and consents to the creation of the Escrow Fund with the Escrow Agent, in part, to provide for the full and timely payment of principal of and interest or. the Water and Sewer System Refunded Bonds by the establishment, for and on behalf of the Water and Sewer System Paying Agent, of that portion of the Escrow Fund, and the proceeds thereof, required to provide for the timely payment of principal of and interest on the Water and Sewer System Refunded Bonds to maturity. The Water and Sewer System Paying Agent further consents to the management of such Escrow Fund by the Escrow Agent in accordance with the terms and provisions of this Escrow Agreement. The undersigned expressly consents to the terms of Sections 3.01, 3.02, 3.03, 3.04, 6.02, 6.03, 7.01 and 7.03 hereof and agrees to be bound thereby with respect to its obligations as Water and Sewer System Paying Agent. ARTICLE VIII MI SCELLAVEOUS Section 8.01. Notice. kny notice, authorization, request, or demand required or permitted to be given here- under shall be in writing and shall be deemed to have been duly given when mailed by registered or certified mail, postage prepaid addressed as follows: To the Escrow Agent: Texas American Bank/Fort Worth N.A. P. 0. Box 2604 Fort Worth, Texas 76113 Attn: 14r. Jim Becker, Corporate Trust Department To the Water and Sewer System Paying Agent: InterFirst Bans Dallas, N.A. P. 0. Box 83655 Daiia3, 'Texas lbZbs Attn: Me. Sharon Arias 12 To the City. City of Denton City Hall 215 East McKinney Denton, Texas 76201 Attn: City Manager The United States Post office registered or certified mail receipt showing delivery of the aforesaid shall be conclusive evidence of the date and fact of delivery. Any party hereto may change the address to which notices are to he delivered by giving to the other parties not less than ten (10) days prior notice thereof. Section 8.02. Termination of Responsibilities. Upon t' he taking of all tha actions as described herein by the Escrow Agent, the Escrow Agent shall have ❑o further obliga- tions or responsibilities hereunder to the City, the holders of the Refunded Bonds or to any other person or persons in connection with this Agreement. Section 8.03. winding Agree ant. This Agreement shall be binding u,)on the City, the Escrow Agent and the Water and Sewer system raying Agent and their respective successors and legal representatives, and shall inure solely to the benefit of the holders of the Refunded Bonds, the City, the Escrow Agent, the Water and Sewer System Paying Agent at,d their respective successors and legal representatives. Section. 8.04. Severability. In case any one or more of the provisions contained in this Agreement shall for any reason be hold to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenfor--eability shall not affect any other provisions of this Agreement, but this Agreement shall be c>nstrued as if such invalid or illegal or unenforceable provision had never been contained herein. Section 8.05. Texas Law Governs. This Agreement shall be governed exclusively Ly the provisions lsareof and by the applicable laws of the State of Texas. Section 8.06. Time of the E,%sence. Time shall be of the essence in the performance of obligations from time to time impoeed upon the Escrow Agent by this Agreement. EXECUTED as of the date first written above. CITY OF DENTON, TEXAS By Mayon ATTESTS City Secretary r 4 13 h TEXAS AMERICAN BANK/ FORT WORTH N.A. By Title: ATTEST: Title: (SEAL) INTERFIRST BANK OF DALLAS, N. A. By Title: Assistant Vice President ATTEST: Title: Assistant Cashier (SEAL) y 14 ,k, Goldman, Sachs l Co. EXHIBIT "B" March 9, 1983 25 280 @'.r0 CITY OF DENTON. TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS SERIES 1983 FINAL ADVANCED REFUNDING ANALYSIS ApplicatiDn-of Bond Proceeds Escrow Deposit (water) $ 815098000 Escrow Deposit (Electric) 12.444,000 Funds to purchase 1978 Bonds 11538,350 Debt Service Reserve 2,100,000 Underwriters' Discount ($10,50) 265,440 Other Costs of Issuance ($14.00) 353,920 Bond Purchase Expenses 581990 Original Issue Discount 10,300 Total Bond Proceeds $25,2(D,000 Assmtlons Dated Date 3/ 1183 Delivered Date 3/29/83 'Settleant Oates for All Securities 3/29/83 Transactions First Interest 12/ 1/83 First Principal 12/ 1/83 Final Principal 12/ 1/2007 1978 Bond Purchase Amount $29000,000 1978 Bond Purchase Price $75 + Accrued Interest Earnings Rate on Existing Water Reserve 10% Earnings Rate on maturing Reserve Principal 10% Earnings Rate on 1983 Bonds Accrued Interest 8S . 1 -2 Securities Transactions 1. Sell $7,912,000 of 7.875% Treasuries due 11/15/2007, callable 11/15/2002, at a price of 77.8132: Price $6,112,020.00 i' Accrued Interest 230,639.17 Sale Price $6342,659-17 2. Buy 52,399,000 of 11.625% Treasuries due 11/15/20rtj2 at a'price of 105-28/32 (first issued 9/29/82): $2,339,9AI.25 Price 13~g51 52 Accrued Interest Purchase Price $2,67,792.17 3. Buy $1.354,000 of 7.875% Treasuries due 11/15/1007, callable 11/15/2007, at a price of 77-8/32: Price $1,045,965.00 Accrued Interest 39_.469 85 Purchase Price $1,085,434.85 Sinking Fund Securities $69342,659.17 Sale Price of Treasuries In Sinking Fund 2,678,792.17 Purchase Price of Treasuries Used in Electric Escrow 3,663,866.40 Remaining Cash from Sinking Fund 165 Cashfrom Debt Service Funds 4,428,866.40 Total Cash Available (21600,000.00) Payment to Bank for Remaining Securities ( 77,802.83) Payment to link for Accrued Interest on Remaining 12,669,000 (116009000.00) Payont to city ( 250.000.00) Payment to Erargancy Fund 1j 1,063.57 Cash Remaining r .3. Unrestriced Reserve Fund Securities $ 900,000.00 Water Unrestricted Reserve (from existing water reserve) 186,200.00 Electric Unrestricted Reserve (from bond proceeds) 1,086,2W .00 Total Unrestricted Reserve Cash (1 085 434.85 Purchase Price of Treasuries in Unrestricted Reserve 765.15 Cash Remaining Reserve Fund Calculations $3,000,000.00 Total Reserve 9 955 000 a Outstandin Water Principal ^30 9065508% Water Portion Ratio 31.710: rota utstand ng Principal 9278191.52 Water Portion of Reserve (900,000,00)U Unrestricted Water Portion of Reserve (buy Treasuries) 271200.00* Restricted Water Portion of Reserve (buy SLGs) (2,100,000.00) Reserve from Bond Proceeds 2,0729800.00 Electric Portion of Reserve 20 255 000 n urchased Electric Princi al 91.0132555% Unpurchased Principal Ratio utstand ng ectr c r nt Qa 1,8861600.00* Restricted Electric Portion of Reserve (buy SLGs) 186,200.00 Unrestricted Electric Portion of Reserve (buy Treasuries) * These amounts are rounded for SLG denominations in hundreds. Funds Used in Escrows 1. 1978 Electric Reserve ($2,500,000 of SIGs) 2. $293990000 of 11.625% Treasuries due 11/15/2002 3. SLGs purchased by 1983 Refunding Bonds I ' I Pis' ,4, Joint Yield Calculation on Restricted Investments $ 8,509,000.00 SLG Purchase Price (Mater Escrow) 12,444,000.00 SLG Purchase Price (Electric Escrow) 1,913,800.00 SLG Purchase Price (Restricted Reserve) 277,637.13 Transferred Proceeds Adjustment (1978 Electric Escrow) 169,886.69 Transferred Proceeds Adjustment (1978 Electric Reserve) $23,314,323.82 Total Present Value Target for Joint Yield Calculation Revenue Streams for Joint Yield Calculation: 1. Revenues from SLGs (slater Escrow) ~ 2. Revenues from SLGs (Electric Escrow) 3. Revenues from SLGs (Restricted Reserve) Yield Calculation on Bonds 525,280,00.00 Par Mount 148,08.89 Pius: Accrued Interest (619,360.00) Less: Costs of Issuance (10,300.00) Less: Original Issue Discount $2407989778.89 Total Present Value Target for Yield Calculation Revenue Stream for Yield Calculation: 1. Debt Service Payments Yield Co*arison 8.8415% field on bonds 8,8329% Yield on Restricted Investments .0086% Difference ATTACHED SCHEDULES IA. Refunding Bonds Debt Service 1B. Refunding Bonds Pricing Schedule 2. Proposed Net Debt Service 3. Existing Net Debt Service 4. Net Debt Service Comparison: Proposed vs. Existing 5. Amounts to Oefease (Electric) 6. Amounts to Defease (dater) 7. SLGs Purchased for 1983 Escrow (Electric) 8. SLGs Purchased for 1983 Escrow ('dater) 9. 1983 Restructured Restricted Escrow Receipts (Electric) 10. 1983 Restructured Restricted Escrow Receipts (dater) 11. Computation of Transferred Proceeds Adjustment - 1978 Escrow Receipts (Electric) 12. Computation of Transferred Proceeds Adjustment - 1978 Restricted Reserve Receipts (Electric) 13. 1978 Electric Reserve Revenues (SLGs) 14. Proof of Joint Yield Calculation on Restricted Investments 15. Proof of Yield Calculation on Bonds 16A Through 16L. Outstanding Issues to be Defeased 11. (Deleted) 18. Retirement of 1918 Electric Principal Amounts 19. 1978 Electric Debt Service Adjusted for Calls and Purchases I (Amounts to be provided for in the escrow.) 20A. Retirement of Principal on Refunded dater issues 208. Retirement of Principal on Refunded Electric Issues 21A. Principal Amounts of Restricted Reserve Becoming Unrestricted (dater) 21B. Principal Amounts of Restricted Reserve Becoming Unrestricted (Electric) 22. Restricted Reserve Revenues for Arbitrage Purposes (SLGs) 23. Earnings from Reinvestment of Maturing Reserve 5LGs 24. Total Revenues from Restricted Reserve SCHEDULE 1A REFUNDING BLINDS DEBT SERVICE IoLIw SAW 1 CO. TUE IWI 019 1913 19:31126 OENTON9 TEXAS - RE7MIN1 IONDS 61 1010 DOT SERVICE SLEW gum 3/ 1/q fDELma 3129/0 PI SATE RATE PRINCIPAL INTEREST KIT SERVICE 1 12/ 1/13 4.7% $244,600.00 1101319377.00 13+491r375,00 2 12/ 1/64 5.230 1107330000.00 !101100650.00 1344Sr8S0.00 3 1V 1/M 5.750 I1r393r000.00 $10719150.70 1393140762.50 4 IV 1/S6 6.230 11470400,04 tI1621P230.00 1311971130.00, 5 12/ 1/17 6.304 1116671000.01 00729025,00 1391940723.00 6 121 1/11 6,770 1118000000.01 1114211704.00 $312200300,00 7 l2/ 1/19 7.230 t10105r000,Of !103009000,00 130105100/.00 / 12/ 1/90 7.750 {117751000.01 /101699137,50 120449137,30 9 12/ Ins 1.000 t1r1239000.00 1110310577.00 %2r1561373.00 10 12/ 1/92 1.250 11+1400000.01 19419373.00 $210110515.00 11 12/ 1/93 1.500 1111001000.01 1712=00 1199419325.00 U 12/ IM 9.300 /110659000.0) !7340025.00 111111+027.00 13 I2/ 1/97 9. 1f9010r000A1 T,iS201S0.00 11+7329pppp.pp 14 121 1/96 9.500 1110059000.00 13309230.00 /105330250,00 13 12/ 1/97 9.300 I1 IK".04 14340773,00 119294x773.00 16 IL 3/N .500 1140400.00 /314+.00 1102141975.00 17 1L 1/99 ,500 1550x000.00 !29591 .00 U430173.00 11 12/ 1/ 0 9.500 12509000.00 { 42+ . 1492r,00 19 12/ 1/ } 9.500 6220x000.00 09F .04 14390 IR.00 20 1L 1/ ` 9,425 12501000.00 Is 1 1441415.00 21 IV I/ 3 9.625 1210x000.00 6176212,50 1436212,50 22 12/ 1/ 4 9.623 12700000.40 1149,1n150 141MV,50 23 1v 115 9,6225 63259000.00 11230200,00 1441020,00 24 12/ l/ 1 9.425 $335+000.00 19119345 14210911,15 23 IV 1/ 7 91627 $0000,44 1391675,00 16190677,00 TOTAL 1250210100,00 11911710093,75 10+4510093,73 ORISINAL ism 11lCOIRII x'6110013300000000 MI MITERS DIEM 14190360,00 OU IN ACCUIMI IS IIEIT Z1 {I1114414A:M 1,901!21 T.LC011AW a 11 {2407910778 19 1.141509 AVERASE LIFE MALS 1 1'EARi1 9 1~N it 14 DAT1. SiS171S111811 SCHEDULE 18 REFUNDING BONDS PRICING SCHEDULE 901.DN1W SAM t CO. TUE MAR No 1997 19:51126 KMTOMr TEMS • stF19011M1 101111 tt 10101 PllICllll SG9 DILE OA 1 I1/13 M I T PATMEMT IV li{3 n UTE MtIMCIPAL 10M1 TE4R C01i0M /RICE TIEL1 1 IV 1/13 $21060 19343 1750 100.000 4750 2 1v 1/91 119733 31036 5.250 100.000 5.250 7 lv 1/95 119395 41396 5.150 100.090 5.150 887 12 1/87 f1:id6S 7i 6,250 S.0 6 IV 1/91 119100 101750 6.730 100.000 6.750 712/1/If $11105 1L193 7.250 300.000 7.250 11121 4 1J lh {Sr113 1911 7 1.0000 10000,0000 6.0000 % 121 1192 119140 119113 1.250 100.000 1.250 11 Iv 1/93 silica 111125 9.500 100.000 1.500 t 12 Zv 1/94 x11065 129513 1.500 100.040 9.100 13 Iv 1/95 fir010 17,770 9.500 100.00 9.500 1S 1v/ 1/17 111005 , Uo13 90 1.300 1000.000 9.55000 16 Iv t/1/ $w 139230 9.500 100.000 9.%0 17 1 1/99 9550 91212 9.~pp 100.00 9.55~p00pp L4 12/ 1/ 1 1~ 491223 7.500 1000.000 .500 20 12/ 1/ 2 1250 4,1`17 91625 99.500 9.679 21 lv I/ 7 0210 59M f.0 9!.500 9.671 22 w 1/ 4 1270 59172 9.623 99.500 9471 23 ff 1/ 5 6325 71393 9.625 9!.500 .677 24 1/ 6 1375 7,951 9.625 99.500 1.676 25 Iv 1/ 7 1670 151315 9.625 990510 91176 TOTAL 9251210 =6235 P"PROSUC'0r qqqq~p 0M 1~i264i100.00 991959236 IIO p9C01MT 64191360.00 J.IS0000 g~ 12416*333Q40~0.00 1509256 ORIiDIAI~ Iltt3ilMT 11f+f10i300.00 00 fET 1.909121 IMTE=ESTI/IAMD x1 1SS119111.75 LM11 ~Ft3E01M111 1 TEARY 11110 4p 14 M"s ~1118i! i SCHEDULE 2 PROPOSED NET DEBT SERVICE Eauals: Proposed Less: Less: Accrued Proposed Debt Restricted Unrestricted Interest Net Debt. Pd. £ndin Service Re strove ^ Reserve b Earnings ' Service 1 32/ 1/13 314110375.00 130rTula 1061627.30 1561420.00 31017,311.05 2 12/ 1/" 315451650.00 lfir35f,11 106x627-50 ~ 0.00 34451"349 J 321 147 Jr334r662.50 3131443.50 106,621.'50 0.00 310111411.30 412/1/16 J11911150.00 1141027.60 1061627.50 0.00 21r1f4,f0 5IV /17 39 if 41725.00 314154,22 306,627.50 0.00 2,1f31SJ1.2! 6 121 1111 3421 -00 1141173,5 1~f~,50 p,pp Z IOa M1 20 1112/ 2/ t/t1 31 rf105441rt37000-,50 M474-80 DO if 1061627.50 0,00 216421033.20 1 119 2174417.71 9 1v 3111 3 21136!1576.00 11"5F> i 72 3a+W550 0,00 to 1 0 0.00 1177114'5'5.„n !0 t~/ 1m 1994 M,pp 1169=111 106627.60 0,00 114151312,62 11 32/ 1m 111411323,00 12 12/1/14 1111111025.00 1f5,2/0A6 1061627.50 0600 1,5371176 .64 1312/1/95 3r7J2r/60,0o 1951074,20 1069 i2J.70 0600 1r431r~N.10 f41m. l 0i. ; t'l 1if: ~44 g~yypp p0,00 913 9 11630 11 1m ii2 1m.0000 694,614, 94, WOWS* 731WOWS* 11qp.~p 1`~/ y p00 1141 S6 lpO6~r827.50 0.00 6747.34 T 12/ i% I 4JfIi. I 0 1141 ..11 106 ~ 010 147'70:56 2 441 2]6,09 t93r111.14 1060 21 121 U 3 0341212,30 1121761,66 1061 ,50 0.p0p0 134,1~1y~.3311'4 1, 0. 00 1411, 1.y1 1 117. 1192112101t + 77/6~.~ 1 nn 106 ,,50 1 00 -2rw434 24 32/ it 6 4;0/1111.76 1121704-46 10615627627 , 25 121 1/ 7 16 676,00 21306,463.90 114601627.70 TOTAL 44146110!3.77 61706171096 4101f,6S7,70 156,420.00 J3,iNr234,29 SCHEDULE 3 EXISTING NET DEBT SERVICE i Less: Equals: Existing Sinking Fund Less: Less: Existing Debt Revenues Electric Water Net Pd. Endino Service (Installments) Reserve Reserve Service 1 121 tr83 2+3750155.00 -7110146-00 1450000.00 73:000.00 2,666:901.00 2 12: 1084 2064b152.S4 -6851608.00 1430000-00 10+000.00 301460760.50 311,535.00 256,000.00 !0:000.00 21190,175.00 3 12/ 115 305410710.00 +070.00 2Q3+762.04 901000.00 2:774+510.30 4 121 1/16 3:773-342-50 0 lr}24.40 ~p,~pp,00 pp 0100 5 1" 1!87 30763:19.00 62300100 21 t0,D00 Y119Br46A. 6 1r1 1/B8 3178104/ 050 6230070. 01 49.00 !01000.00 r6A1r73t.pp1p0p 7 l2! 1/99 3166:,147.50 63.070.00 268:018.,0 107320m. 1 1190 31/890140.00 6u'3 6:3,070.00 1711130 9Mor 8 12 mo ,651,x. 9 124 till 206170537-50 +070.00 71 1. 90Mqw 11519439,10 1t l:: 1/02 2,53'1:17.50 if, 070.00 167:627.40 +000.00 11 121 1/t3 211V41111.50 /230070.00 354» 10000.00 ~r311r57S 1631103.0 -00 1' 1?{,: !444 . 6, 1070.0 ~y .00 Q0~.00 101320124-v1 1S 1. 145 211N•A1.50 6•,01Q70• 90tw U 1. f?46 11481.471.5" 6231070.00 '360243~.00 1130101-10 ,00 8729427.13 It, 121 1/0, 1:692r2AM.50 MOM & 1aii.1,40 ~ 1f 1: I I n 10e1C-1..... 6.3 0 0.00 100000..000 -WI M.90 7f, 2 17 1'r f/94 1 2 ~1~165 661,0 4 0 t7r111~4~0 "0"100 422IM'io 10 t'; it 0 t 73506/7050 6230070.00 941 104130 7441600.00 6230070000 11,244.00 i297~ 00 7270 •0 3 3r,700 1114u0 Q70.0 t 0 0.00i~ 3 1J 1! i X150 00 4U,070.00 151 .00 4 iV Sr 1 n1r4n.p~ 0 Q~499~40 0. 0 -30 ,519.40 25 12/ t/ 7 1,3510000.00 1,00700 TOTAL 570545:967-50 20,534421.00 4,662:994.00 2,505+000.00 2901430152-50 of man, • SCHEDULE 4 NET DEBT SERVICE COMPARISON: EXISTING VS. PROPOSED Less: Existing Proposed Period Net Debt Net Debt Egials: Endin Service Service Difference 1 12/ 1/3 :"149440 10~ 3147519 -21$1-03 3 12/ 1 176 ]r 45 -111 .M 3 12/ 1115 21@101175.00 39416491 ISO -1241314.50 4 12/ 1/11 217741510.50 2r617rM.10 -1221664440 5 12/ 1167 2r7611100.~ 2/M31531.21 -124 730.68 4 12/ 1/M 21711,466. 211111611.16 -12 430,46 712/1/61 2rUIP751.10 2403401.20 -1211322010 6 12/ 1/10 21516180.00 216420033-20 -1251145.20 1 12/ lnl 11190633050 116541417478 -121x764.28 10 121 lm 11 1510.10 107»1453.71 -1216546 11 121 1173 19511r631.10 11645,512-32 -1251.22 12 121 1724 1315,5130!1151711U.54 ~.57p4 -221164 144 13 1L 1/15 103471175-~Q 1,237i~441s-]8 -1231472.80 1412/ 11'16 1r1321 lN.AA -1211620.18 15 ILIm 8720427-10 17 13~t1 43 -22 -12!0036012 17 12/ 1/11 422+1]8.60 S44r1~14 -1211250.34 18 I2/ 1/ 0 -500,70.10 192004.74 -021M3.60 11 1! 17161.50 llr$4749 -1200734 1 -122146!. 2 1 1/3 211116.40 . 0815034 1240 34 72 1 9 1/ 4 5,212.0 1111111.11 -125110'5411 23 12/ 1/ 5 22112000 1411144.54 -1251924.54 24 121 I/ 6 51314.00 12705U-71 -1221202071 25 I2/ 1/ 7 -3104:1361.40 •20 W434 1 40 -121113500 TOTAL 211851052.50 331568,234.21 -317101061471 SCHEDULE 5 AMOUNTS TO DEFEASE {ELECTRIC Adjusted Debt Less: Less: Debt 197s peen Equals: Service Service Market NetAmounts Period Series Series Electric to Defease 1982 Reserve Revenues - End;ng 1978 1 6/ 1/63 459,572.50 193,138.25 7xr .0~0 173,060.11 39'51168.57 139,441.87 305,706.67 2 12/ 1/83 45995,!,50 230,151.23 4599512.50 178,315.00 72,500.00 t39,441 13, .07 426900..82 3 d/ 1/84 x00 n''So"'00 .87 501,005. 62 1 16/ 1/185 459x572.50 2539315 72,500.00 1341441.87 421,130.62 454x512.50 173r50D.00 !0399?.00 139,441.07 11240x130.62 6 12/ t/I5 1,434,10 .5~0 L608~625.004 841211.90 134,441.17 3941004.62 7 611/86 263941,00 0 11~t9M1.87 tx16~r609.62 8 121 1/88 1,574,!07.50 1439d~3~ .00 3T9441.87 ~r530.12 9 0 !!87 413,233.00 1639 .00 2169312.20 134x441.17 1,416,230.92 10 121 1181 1.5711235.00 2630750.00 609421.50 l39944i.17 3429438.62 11 6/ it" 388,178.00 157,250.00 2169324.50 139,441.17 105/69738.62 12 12/ 1188 1,385/275.00 3571250.00 16,109.20 134,441.17 3049573.92 13 6/ 1/04 3531878.00 1441250.00 1230.00 2119404.20 134,441.87 3,848x773.42 14 12/ 1/84 1x~r0.00 131 344,250.00 511541.00 1349441.87 216.042.12 13 d! 1140 207,891.00 1349441.17 1,510,042.12 16 12/ 1/90 1rcBi~.0 319i7r50.000 479087.00 1341H1.87 2279816.12 17 61 1/91 3109750.00 !24+767.00 139,441.87 22003r i14.42 111211/41 p 275,00 107x800.00 44x013.70 134,441.17 423,519.42 it d< 1/92 2A0880r,275.00 3079500.00 171,113.70 139,441.17 178,831.42 20 121 1/42 96,000.00 429551.70 1399441.17 900*831. 42 21 V 1193 2011x825.00 246,000.00 1209351.70 13fr441.87 22 121 1/93 84,250.00 409289.70 134,441.87 133,143.42 23 4/ 1144 249.221.00 2849250,00 1119084.70 1391441.87 120,4%".62 24 1L 1/94 729250.00 38x033.50 134,441.87 830+394.62 28 1U/ 1/" 133x621.00 272,250.00 1119033.50 134,441.87 1029661.62 609000.00 359771.30 134,441.p 7379961.62 27 6/ !rid 2179875.00 1009471.50 134,441x87 789912.42 28 12/ 1196 7t7x175.00 2609000.00 33,843.:0 139x441.17 3349412.93 x049750.00 47x500.00 20 139,441.17 33001211//17 504,750.00 24TfrA.00 7232,,784544..20 134,441.87 51,318.42 b/ 1141 !95,475.00 764.24 134,441.81 $149518.92 0.00 31 711764-21 139 1/19 1174459,473200..0000 22x00 2 22,0.00 7117 31,124.92 31 32 IV It" .87 4359629.°.2 s4 12/ 1199 4379200.00 222,000.00 64,9 50,133633890...20 20 10 134 x139 1191441,87 43 x9S4.423 3S 4/ 1/ 0 1790E/7xS0 119000.00 64,440.10 U 12/ if 0 454007 139,441.0 . 2111000.00 139,441.87 2,749.37 37 6/ 1/ 1 1719143.50 73 0.00 299652.50 134,441.17 2429244.37 3812/1/1 445,143.71 0.00 65,152.50 li9r441.87 '4,264.87 -71264.07 000 .00 10,613x00 2r3A,443.V 00 It d! it 2 1639100,00 0 671623.00 64,938. 40 12/ if 2 21603,00.00 0100 41 6/ 1/ 3 92,430.00 nr4n.00 0 0.00 709431.00 442. 2 0x000 66x 00 000 641752.75 4 123 3 137,430.00 269 00 361. 651752.75 43 if 1/ 4 . 419113.75 65,311.00 0.00 6497t'.n 44 12/ 1/ 4 131,113.75 0.00 n it 701 Do ~ &/1/5 849943x78 5 IV,44i pp ~ M 12/ 11 .7 Cp 2`3~r`9`1~~~0.Syy0pp p~ 47 1&/ it 6 B~i9g1x~y pp0 I2lip.70 0.00 Ni;19. 117,103 A 1.00 803,899x10 0.00 2,2641119.08 3s0 ty 1/ 7 31062,018.15 $0 4,8829941.00 8101212x31 24,2348.69 TOTL 30,000457.50 6,0b12x gr1an rr rr rr rr r •V►Na.fl MreOeV►N11~Nr ; A rr rr r r rr r r r r r r rrrr G e3~asa r ►..rrrr LA g pJ pyg«_4~ ~~~ppp A O OAee00ee0 ~Qv sill s 'ss's'ssgs's'sass'sssR'ss " N V NMI VM~ a. r,Y'jyuj V4fA •^N- " M 's ss'ssa's'sagsss'sss'sl: ~ is'sssgisss~s'ssssse~ .S IR V i v+ ~+ryri r fo % sr r ee N ~liillllliiil~l$~~ •e•~eeeee~0leee±~ " N i 'sss$'s8s'ssi's's'ss'sss's 1o w j3 ww~~ _R J_M 1~ r .N+y1~14 '1f1 y yy uy~yyu ~lyy yyYyy~J $ p N ii•••iiOOeie~i•O•a " O •~~O ~eO~. ~eO~~~~~~ p1 r. P1 T s ssiasss:ssssgsslsi " 4 + rrrrrrr D iTA Ti ~IN~~FYV1wVN~~~il~ fC ~ • YI~MN► r V ~AyiM: ~ l!l1~~lS~7~SClY,ilCiClYliY' ~ •es~~e~eees~~I~I~S+.,7~ I°N ~ $s!'slssis:ss$sgsssa r ' !rrrrrrrrr ~ IMA . Q 11 ' ~ i i!!!lisitiiisls!!s i•' rrrrrrrrr~~r~~~~ r~7 ~s~l»!yy~**_~clsp p!!i} ii F4I ! lillsssiis!!l=liii " a, r SCHEDULE 7 SLGs PURCHASED FOR 1982 ESCROW (ELECTRIC) WT WATREIFT COMITIONI PIAM ANNUAL VOINe PRINCIPAL RATE % INTEREST MAL LATE IPW 1ST 101 11 CCU 1 if 1/1993 $207x000.00 8.000 61981435.54 !397,935.54 1 1/13 1.000 6/ 1/83 1 0.1749 2 12/ 111983 1529x030.70 $52 MA.70 2 121 1113 1.370 12/ 1/83 1 0.6749 3 6/ 111914 5529.050.70 $529x050.70 3 61 1RA 8.620 6/ 1/83 2 0.3516 4 121 111914 $529x050.70 1529MA.70 4 lv 1/W 9.030 u 1183 013316 5 u 1/1913 !5290050.70 !529,030.70 5 W.M 9.230 it 1/87 ~ 0.3316 6 12/ 1/1915 64490000.00 9.340 15290050.70 19780050.70 7 6/ 1/ M 15080092.40 13090092.10 1 16/ 1%1981 68461000.00 9.530 14~61:M 40 111i40 10 12/ 1/1917 19240000.00 1.550 14670770.50 $1,391470.50 11 u &1988 SCOW-SO 14280269.30 12 12/ 1/1418 119072+000.00 8.550 $4280269.50 1105000269.50 13 No 1/3414 9382+441.50 IMMIX 14 5 12/ 1/1990 $100899000.00 8.550 6sm50 P1441,50 33504816.75 1114335x186,75 1 t6 !y 111990 116104000.00 8.550 !20490. 3 /11 +6144. 3 75 17 6/ 11.991 18 12/ 111911 96410000.00 1.550 12180690.75 IM1690.75 19 6/ !!1992 1262,999.00 12620991,00 2012/111992 6603x000,00 8.530 Mb998.00 $8650998.00 21 61 1/1993 1237419.75 1237x219.75 3 iu 1!1!0094 t6051000.OD 1.570 1221113 0000 1211 336.000 2S lu 11199913 660.x000,00 8.550 1135,406-.73 f 8Sr4406.75 261211/1995 $6011000.00 8.7.4 1185,406.75 6831406.75 27 if 111996 $159x414,75 $1590414,75 211211/1996 65.''2,000.00 8.3% 11590414.75 $611,414.75 29 u 1/1991 $137x094.23 /137499.25 30 I2/ 112997 63451000.00 8.550 $I37r099.25 1412x0".25 31 u 1/1999 1122x330.50 6122,350.50 zZ 121 1/1991 13331000.00 1.3% 112203 so 119 3".50 33 6/ 1/1999 7 6 34 I`111~ 12710404.00 1.5x30 $1*114.Z3 ~6+12704 25 36121112000 12810000.00 805% 1960230.25 63140230.25 37 61 &2001 t139911.25 6830918.23 330 IV 1~1 9776000,00 1.550 2~~.2 114 ,121,20 40 12/ tY2402 $0162I450 110x626.50 41 124/ 1 Sim; 1800626.50 $101626.50 $101126,50 110,626.% u 6..°0x626.50 110,626.!4 689,626.30 110, 626.50 44 u 1/ 6101626450 680x626.50 45 4612//12005 6101626150 9101626.50 47 U 112146 1106626,31 610,626,30 $00626,50 980x626.50 4$9 u 1no7 in x626.50 1400626.30 0>m wmmv 1.550. 9L9 51 12/ t/2"07 61...x 01 T9TAL 612446000,00 11101320206.34 62492761206.34 ' Q8~ SCHEDULE 8 i SLGs PURCHASED FOR 1982 ESCROW (WATER) 107 BEMYW CMITI0N5 F~IM Mu1 ipc PATE Z IK[um TUYAL MTE I11TR9T 197 IsT % COEF 1 , 78 3 /1511954 1652@000.00 8,010 13003MI20 20 1~.0 2 11y1sm SSM 1.384 1/15/84 1 0 2 1/15/1911 7!15/1414 $472@000.00 8.710 6w1 o ~ 13"", 330 IM3. 0 4 1/155M !?090 7/5/13 2 0.59 6 4 7 4 1/15/1915 IU$f43 5 7115/1965 {4!7@000.00 9.250 0680647.60 11634445.60 S 7,1,13185 1,270 7/15/83 2 0.390 !3450639.33 $3431659.!5 8 1/15/1916 7 7!1511916 1538@000.00 9,160 f315@659.35 IN4,6S1.33 8 1!15/1917 $3200211,95 x{324+211.95 9 7/15/1987 1587@400,00 9,820 142240 211 " 6241 911.0. 10 3/15!1918 11 Illy" 1802@000,00 41420 F2ui~.0 $052024.OS 12 1/15/1!19 13 7PS/1919 $620@000400 9.110 ~i~i0 W29729.05 14 1/15/1490 13 7/15/1990 $516000.00 t.920 12721309,07 1823@309.05 16 1115/1991 1202416,25 1292@8%.25 17 7/35/1991 14661000.00 30,010 $202@898.23 $8611896.23 18 1!15/1492 1179+372,93 $179@5/2.93 19 0 3/35/1993 @000,0010.110 i1S51m.0 $153+2.67 2 21 7/$~/1"] IM7,000,0010,170 11~32~2735 $1M1055-65 22 1/15/1994 21 IIIYI 94 $419@000.00 10.210 11 2s S 700 $351 5 24 1/15/1197 27 7/15/1915 1424@000.0010.240 /1109115.75 1334 N5,75 28 1/17/1996 00176.9S W1176417 Z7 7/13/1918 1430r000.00 30.280 $0#074," $%7{07490 29 3l1Q/1917 29 7/17v13947 1437,000.0010.710 W1074, 95 $ 30 60447.10 WIS47.60 Ui3/11l1 31 )/1~/1191 844],000.0010.350 WP542.60 $+$gVPS47960 32 111S/lm 73 7/loll!!! 12031000,00 16.310 n1MU2, TOM 15 1/1 35 7/lS/2000 $213@000.0010.410 /1100K.8S $224, PM - 63 . TOTAL 1195011000.00 $6+m92S m 115r244,2S2.74 %As an _ Y3i Ct~lGb=S`1YClr'dYu ~~7CY'iICY"~~"J'i3=Yiiv~urww~eer.1.u•_r N_ ~ 'o NCYtG~'S+G:L-C'GCSCC~C~C:G:t~CCC'C~tCC~C~CGCG'G~L:G:tLCC'CE'C ai''~ia al~aa Paa VVfe YI__1.1rNN+_ee VV. : ~~••7 = r - - r LEE M Mill _ .A~~ IYVY~OOt s a 7~ J1.11.1l«xj ~t ~~i5~ax'a5~x ~ 's s s ~y~yy~yy's'sss~rxiess's's's'sii's'sasses'siss's's's's"s's'srsierieieitY~y ~ s s : y' sss Yys:c ~ YY ' «Y = = '"~yy~1 ~ -»s r"-~ «~~~«Ef«~~-- _ 6 CCU .~L+YNMO. re 1O Yy~y JMyM YMe .~IrOYy~r R it C6** Ctl YYYie is s VV VVVV VVV VVVVV vLVy VVV~VV VVVVVV VVVh O ~ Ir ~R ~ ~ ggv R N r~eesre~reii ereeeer~eeeeee~e~~nrrlrreleerer~~~+!!! is's'ss's'ss's's~i's's'si's'sis's's"s's's'ss'sss's's's'si's'si's's's'sisss'ssss ~ N M ! M='YJy• yV+y ~ r~ayir+M1 y•V.IN Mre 2Vyyy C[iy; L yy y~ ~ ~ `C: a rs, .~O~~~yVVryaya~lf~l OXSS M~F.~2iw.•.w~~~ar,.i~~Sr~.i~~:~f~ii+w~1♦1~~~ M y i S~MM Mr MMaV ~s VVYHYr~NYY_I~~~~MM~~MNNYM~~Y~MMYVV Ll° a~ £1~ 35~555,~ H =ssss~ :assn'sg~x« 'p.3.s .a%...... i~ Y YYY1l1C1C1CIHCICICIC~I~~~I~IaC~ID1J~~IJ~~st.~I~,~IHiJI.yYJIfCICICfC1[iLiY~tYyYY ~ ~ n ItA -4 M ~,SY~~~FiGiJlj.fC'3'iCICi~ICr~L1~iiYYf~~t5~3L~~~ii~L~~~S i~ y3y?M~yyl~yyi~yy~yySyy~yyy~yl1jiyy~y`s~i,'yxy~J"s_Lz3s;_36i.~i«~i_:_fx5y~i~a1_3ci"c L A LYkiCNL..C~LXIrC\MIVNRVNV V VVV ~ .A fI~rMM VMYeM ~lM~iN~ Y{~ y ±yYwr' Y R'"Jy~ rNs n PAS « «~lY :'.yZLIS_q m_~_¢ 9:4_ Y- = ?71 E-f "s Box ~ ~a 's "si'ss'ss's's's's's'sss's'ss'ss'ss'ss'ssssss's's'ssssassss~'s'ssss'ss'ss let ~ s N Ui.. m i 's3e's's's'sip's's'sssi~ic'ss's'ss's's's'ss's'sa's's's'ss's's'sii's'ss'si'si'sssss's • 3~a~a#~'~ia~iaiiw a~~e~»~s~s'e-.s'N~kk~~w s'~'~s~~ei~c~~'•ea~6'ste~6~~aaia tp , r •at~ err ~t~fs~~ct~~ Y? ~r,.~~xp « «?i~~ ~ 000 ~~~bie~xx~ti~x+s~-•~sabYaa~s~ab~s~.~isi~~a3~ira~s~atss~aaaia y : M r . r ~ MIN aw iea iesaraa~oa~YVaaa~xxas~~s3esxxa~wotiYx•isy~ia~+ I yy1~ r,J 7 3 ~.Iu WWW V+m ~ s ~s.~. ! o ~ r O 8,J11{tr~y}O~,NiAA0pS.O8l.~{N~N~o1~1r~J0S~OJ8+. ~IN {r ~N~MNN NM00p $ O 8NrSp r •~~NOp $O y N rr~~g~~VQ0g,J,1I~r~Nr^N{0 8 J~r.~pVe i~Owi0pO .A{rO rNryy•~~I0ip8,IJ1J1I rVrS~1~.~~y0$w.,J111 O r rrr~0Wy.~0 $ //J{{1 1rM~VF6 I~$O $,(►ar~.~tO$O $ ./~1r{.s~N ~~~J~0$A{{r N ~ 11 r~Np O~y~0 $ rrsp WrWJ~.0$ R011 O r~~rPY0 $ 0 J Ir=~rNOyO08081 Or~~ruNyO0 8 0 $1 V r~p i~t~yOp$A0 $Jrr ~~~.~N O 8 ~0 $JJ N~V~prM~yOOp $/0811Jl~~.NQNyyO •.p0$08.~1Yrs(N ~Ne.~N0 $$`JJ Wr~~NON~~O 808J1 - ~ Nup + v ~ pO $ Yr,o~ ~~V1O $ .O $1J 1 Yrro1IYV0.$ .O81J11 IIr~~NtN.y~u00$y O8~N ~;~r6Vyu0y 0$ O 8~^yra~~~x$0 $ ' .rO 3• y~~~N$O $ O 8.~~{NN ~Y t~pO $ O SlV 5vV~VN0$O$1 NM~o-~ r~NV0 $ O $1.Nr ~e~qlNy~d®Om O ~ t~~O y T ~yO pO S 0 J8 1 `r OOOOmoO0 58$8888$8OO 888 UJ _ N x r rNrVrmr.O ail .58~~~~'~ H I~ ni~ r ry+ y >N O~O ~~F ppSW~ rN NNrr. IJ 77 IA V YN V~{A~VWW YrrP Prr ~~WK10JIN~~pONN ~~~^~+J ~I~l`I~'!~i'881~Ia71171'~t.'~1S71C1'J1i~iaAiA1{.yJ 88iA.~i~51iSSS~l~14~18'~I~ISS ~ ~ I~ N r~1 yrJ «y.~ ry y` LdjayN.~~~y1~1 ~~~~L LLL::: R3 ~N8 N r•MId~U O w7~ ~YrVOWN =1s 3 'O r N ~ N ~A ~y0M ~J Fyy/ p ~~1yy ♦♦JN1~Ju1.11 as pe}. &SUN N .p.gyySS01.~~.J r NBlbl NNNN e- ftw :av~ssa~avas.ougssa~~~~sssso~sp~ ~ac r ~1 yy~~ ss YY ss ! r~ 4y~ 4~1i S eTrei®s~Se~ e~s:f ~i~iiOSS $ so H $ $$$$5$888$$$$$88588$$8$$$8888$88838 pit t 19 L 4 " ~~saasas"sss'ssssgssasssssssssssss s sass ~ lei I ~ s~i~'s~~rs~ts~asts~ttssassassasss:xa~~ ~ VWWI~I.,1 NN!.,~ NN ~N rr~~rrrrrr 1~ r ~ ~ ~w ~ ~ ~ ti lJ.•i••O R. VPUiW~ OHO R~VPMiWNrO~~VPNiWNr~l.1 p R r ryy~~r{,~Ir ~{r y~r r rylrurur{{,,~~ryryr » .r1 N .y ...r rrrrrr+rrrr`~}'^ rrrrr`yrr`srrr`r.`.rs rprmrrrra ~ ..r MRS55ai~N{+.1NN X00 an PROM., ti r r i ~ i ~ r r r ~ • . M iy . C o W i a ► ip~r rNrr r/rN •r!w•~~yr lr~~[~ r g ~1 rr~{N aau~IV a~`~U6N.$•O Sits Sl-.~~oa a i3 -sNs~ i.aat ppQW .ye{~~aV :oy ~Iy~N Bp Vq y •y~J .ypS {J~Ny pyNy V vv4♦Ir u{/II EM{/II ~~~11.^.,~IIII..~.ppr Npp Npp+iMyfyy/~HM UN{,IIUN{~P?yMy M_i~M~//II ~N~/IIMyN.,I~~' Y ~y ~ frJ1aN~Y1N mOMWW00N UNIN ia.IMVV W!/PP•TMMp0~0 1 ti O r O r r r r r r r r r i r p i i ~/I UrrrrMrA1.~~1r~rfJ yy W M N O y, V NrwNaaOP.OV 4~0.•'O aiN~VAA77Os UU1IV ~lIJJi+~~ O W O ► r r W pV U VN Vyr V~?I w•Q ~V A .a.0~ Wa 8.p 8 ` 1 T 20. iNm iNi~ IPA {~~e~~/I N~~MaIV{~ymya V{N1~iT fJUY1O 41Pp y~~~1I.J~4 pO m N Y M Of ~ 1.1.OwpqTViSVNOV•rONO~~Pm1~•~~rfOJINU~ViOmo O Y C yI }~s7, 3 N ry~ m O v r ~ ~ O r ~ ~ O O pO pOe O o ~ ~ V ~ S~,{ $ O V $ O S 7y m n r O M r~ VI A $ 8 $ $ $ ' C m .fi N!,~ ~!..,,77 NN yy~I y. yy~~ d N r r 3 W trOrpN.N. M rN.iNiSP.raO~ Y•OO~ON ~rj `A r Mom c ~ zed 2 444C 4 ant .W. ~ ~ b ~ ~ WrVNVW~~~N•00•~~I~OVNVa. . ~ : O ~ i rr~N~~1~~yNV~~ O•VO~W e W m . . . s~ s : r a s~~a~sa~sa~,s~axx*a~ r ~trgr~7i~s"s~~~~~~a#~ y~a~~~F:y:~• EAU s i N r r ~ ~ ~ s ~Qa~~sa~rs~aast~s~ssies..~~~y'sss~o~s s ~ 10 yy ~~..tt N~t ~,1 f1iir rr rr rr rrr ~ n rN.rr ~ ~ ~ y NrOO~Vp N~Vwlr OO°VPM1W NyOO~VP{A •~W Nr° y r r r w r r r r K E r r r r r r r r I^~1 fV r rUr w r r ~ r r r r r 1r Ur r r ~ r r r r rrr r rr r r r r rrr r r rr r rrr rrr r r = r r r r 1Pt ~1 1.t a•~1 a awpp lrI~~tr ar ~r~l1 ♦~Nr +y• ~W•+~ + 8 P F~aMaO,~r0wui0 C's ~p c V ~ ~NVM~t~r t~U~l ~NVllIr ~i arfJO ~rNr 1+./~~a+M~y+ i YA ~t.w1wl+.iytViJrOuf./UafA. ~ W o s rs r a a .rer~nr~u~a~++~~o- 6S ~ ~ ~ ~ UI r ♦er.++O VPNLiyV~Fp +pf S a S O ~ ~ O ~ ~~OiOe~N~O V4ISF P~V~ O r ~~37 yl ~ g (~yN.1 UM Or 4t~J1 tllw S 1 ~ }FiS7~L ,a ~ P ~ ~~~NVPN~•ON V1Y 1Y y ~ tD I= O"" y u r r r r ~t N N 1+.1 P ~ N rO trar aN U~.1 r ~ ~a r a ~a~as ~l+~~ a 73i 7D rAn _ y i+ .0rr riJ .O pOirV 6 r ~ v II10 Qyf ~i1 y V OVOV~MrP~~MVUP T~ N ~ V r r r ~ ~ ~ E irm Ti R N a i i 3 S y r N ~1.~rryrl.ly eo ! 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Y N_ s.•VwYM,.N_3 a y , R " ~ : : R YtCt:SELFL~LCSCtCt~tCLCCCC~SCLCtCLC'L~t~Srl~S:tee:t ~ ~ q .1yww YY..rw NNrrN ~ ~ r •~_MMM Mw •M.'ji µi•Y~A~fiNMVIJ4 w IM- ~R N s YYIlYii=sii=E1LY]IY9tYy0t9t~Y~C1~Y11YSYilYit=tss~tYlCaf9tYiitiiiil~ ~ ~ ~ I~ E2 y y wi T '1 M N N NeM N N~ u-,N,,,yyrr=~ ~ C~~~ D Y RS S' Y!lbLi.Yi2L.syyiXt~~t..~IC~SO Yy N N L N N N N N Y N z ~ ~E_~:a .."~r 4 ••-rr 1 h 111 E E n 'a Y ~{tlL•Ll~YC~CZ=Y=sYS~~SLy~L Y r r - - - - - - - s 3A wa Y Egli ~3$r»~kssi: 43! i g a L L C3=~LZ~110C37YCi1WkG»!S i w R O V ~ w r r r r ~ ~ C e4i a i a 's~n'siissaxYS:ta .'s~i N #s a = i~tisexieicxaaata'sni n LA r - nn*y $ ~N: rr~ r iify 1 pp N ~ C it Y ~ i! ~IQt~li~~ i r es y ~ r z hwpa ypi yLaL t k its.e ak22ss A b as6aeismA,1114 Er. palwarlir I c A G~ Z 12 . 928ztataza1Lwvarltitl:- " Nts9C1=Mttvt sM=zQ=z+~V~M~YN_3~ C ~ ELCLrLCL~t~LCtCtFLCtCtC~~t~CCCCtCtCtrtCtCCrL~tEt~L'~ y v o V V M YYw11rYMYwu. sv E ~nsnYnM~tncs~xx~za~~n"shy={~e:s~yr~~fz~~0'x~s.g:za~~~ ~ ° v+ 1 iS N++~ ss++~J yy11 SS}~•LLV VV({ii(~~aayy MtA+~Y Si'~, yyyy~~yy..Y.l iOt rm mt r tl_~~YI/~N~ 1TYL ~~_wYY~ ~•MYV V_w S1~NNww~~E IT !!i!!!!!Il1t7YYyY0tYYliYlifCitYy:gvvwskSY~ilkySl;its!!it s o w M N M eir's'sia~ r{ y mI Sri.r~sYn~+ne~aatg~ta~f~~=CDeLi32C14~'1".1X=E;LSGC:f=.IJSS...., w r$!#5i~~~lr€I2Q~~kE~~aNo~is.'~y'9~ ~Gf si w e~ 's s e 'saz~~~abSwsaei~~^,•naive:caa~asiama~'s'siei~mtrausx~iaaiei~ae s~ v , o ~o o i eGw ~ ~ ■ Y I~ Q 30 r, t r A ~ e Lql SCHEDULE 13 1978 ELECTRIC RESERVE REVENUES MS i0L01lA11 WA 1 CO. ;0 FES 161 1917 1791132 IERTON r / 111: tm~1VERED 121 1182 <DA1FD 12 W Dal SERVICE SGEIIP.E p ` PD DATE PATE KIKIPAL 1RTEREST ml SERVICE 1 2/ 1/83 11451000.00 61151000.00,. 3 2 121 1/93 11450000.00 11459K4,00 3 12/ 1/85 S.100 11110000.00 11450000.00 12561000100 4 12/ 1/86 5.100 11410200.00 6131x562.00 /21511x2.00 5 12! 1187 5.100 11510300.00 61309024.40 1213424.40 6 1211/88 5.100 11559700.00 11211249.00 ` 12761949.00 7 121 1/89 5.800 11550100.00 11121218.40 6:681018.40 8 121 1/90 $.800 6156:000.00 1103+182.00 12551182.00 9 12/ 1191 5.100 $77 7D0.00 1949134.00 $1719834.00 10 12/ 1/92 5.100 1711000.00 1891621.40 1167427.40 11 1L 1/93 5.800 1719o00.00 $859103.40 1163x103.40 121211/94 5.10 1770800.00 1101579.40 01511379.40 !3 12/ 1/95 5.106 1710000.00 1760067.00 11540067.00 11 12/ 3196 5.100 1611700.00 171x513.00 ft36r243.00 1S 121 1/97 5.600 139x000.00 1679790.40 $1W r790.40 16 12/ 1/91 S.100 1399000000 165x521.40 11041521.40 17 IV 1199 5.100 632x500.00 $63r2N.40 $95066.40 l8 121 1/ 0 3.100 135x800.00 $619311.40 197x111140 19 12/ 1/ 4 5.800 1351500.00 1390305.00 1940105.00 20 121 1/ ! 5.100 139x000.00 657x216.00 /961246.04 21 12/ It 3 5.800 1391000.00 6540914/00 1931984.00 22 12/ 1/ 4 5.800 13,11000A : w.a iri;1W.0k0 23 12/ 1/ 5 5.100 145 500100 liso 12/ V 1 5.800 045x200.00 1470121.00 1939021.00 24 23 121 1/ 7 5.100 1779x300.W 1459199.10 1CIx499.k TOM 12x5009000.00 1291129994.04 $4462x994.00 ~tan of 31. PROOF OF JO[NT 1'IELG CALCULATION ON RESTRICTED INVESTMENTS TAW OF 02393149323.12 A6 AN IifTERIMI RATE OF ETM EOUAL TO 6.1319611 Stream 1. Revenues fromSLGs Water Escrow 11sC0U m OT 1.132971 Al OF 3/29/u IER DATE t.V. FACT68 AI WS 14T 01 VALUE DjWTIVE I.V. 1 7d1S/13 0.774870!0 i .p tjim.q 1 1 1905 76 9 443 1.556 2 U15/14 0.93363697 3 7/11/14 0.11414710 SMP2 5.660 1/241919/ 60 927 4 /13/15 0.15132753 5 711s/Is 0.12010761 12M9s".15 125079790.12 ►i392108544 6 1/13/16 0.71541168 / 7!13/84 0.75219813 19Mr4".35 17750615.13 03914:9101.47 1 1/1S/87 0.72031331 f246r111.1117749434 $491149314.41 1 7/15/81 0.68191310 $"1+111.95 111669112.28 1497!4,271.37 10 1/15/11 0."073226 12239277125 81179324.41 $4+9430105.37 11 7115181 0.63270540 11639171.25 164",990.73 iS+5S30194.30 12 1/15/19 0.60602051 61199s".05 11209913.26 /s0616709.34 709. V 04 13 7/15181 0.5/030715 15459920.05 4549r000.51 1492239904 14 1/15/10 0.53513930 1171x309.05 199,111.11 169322+ R/2I. 13 7/13/10 0.33232107 11719301405 f44/r011.77 1697"r"2.11 16 1/15111 0.30111325 11339094.25 1109391056 049111,502.31 17 711541 0.4024477 1713+616.25 13419462.03 /1r21fi944.41 11 1115/92 0.46751137 11349512.95 x,264.01 1792130221.49 9 7!i 142 0.44712045 170S1M.1` 43159969.11 f7r40191"949 1796521~ 9431.46 ~ iSl 1/15/93 0.410731867 Nur{-04,03 12619471.61 17+914+316. 22 1113/14 0.31336591 1103+473.70 $401703.11 0791350020.$4 710175.70 12189114.24 691730136.67 1 7u 675 2233` 1/15,~//j9~4 0.3766772~jm 15wrl R: 14 - 33"; 26 1/15116 0.33041105 1",076.1'! 192191166.06 18 ,4119121.25 27 7/151% 0.31692127 $542d16d3 11719164.10 $917"11103,35 26 2/15117 0.30351652 $479474.15 116409./3 1196069012.71 27 /15/17 0.2967873 15251144.13 11529211.17 111751:313496 30 1il 0.27131315 0219141.60 070752.32 11x7"044.21 ]1 1115/11 0+21660120 15049247.60 1134 AV, 119400, 3.33 32 1/15/99 0.23533241 1100022.35 120531. 1101439062.36 31 71/lil}~o .29M 441 1UP222~35 1571 4.10 w944191u467.M 35 2111/ 0 1:224214 123092 1 151961!.11 119013:611.55 TBTAL 11304=,73 19413411,35 a .14 L2 Stream 2' Revenues from SLGs (Electric Escrow 615COOIm AT 1.832971 49 OF 3129/13 PER BATE P.V. FACTOR Ah'OkMis PREW VK6 COLLATIVE P.V. 1 6!!163 0.98522427 1395+935.54 13901083.30 139000115.30 212/1/83 0:94=42 150S10550.70 H76641.11 11661627.11 3 61 1/84 0.90364318 04WO50.70 1384r"740 1101182202 4 lv 1/84 0.86542194 15001950.70 14331533.73 111685/1 114 5 u 1/ $.6'1881735 14211150.70 $4449$QS7. ~ji8K;1'j"" lv 1/ .79376102 11 r241+030.70 SM097.68 8 IV 1/16 0 172803396 11i4443r282MAO .4 $100~bSrI~11.21 $4r3Vr1 9 61 1/87 0.69724043 13711870.30 1251/E SO 14447r141.16 10 12/ 1/17 0.66774940 1114861270.30 1912r4S8.24` 15r439r797.40 11 6/ 1/06 0.63950573 1342r469.S1 12191011,21 /5r151r601.61 12 12/ 1/88 0.6124W 60871469.50 191256.30 u+130#164.90 13 1/81 ~.SB MIn 13031041.50 11 r218.75 17+0091013.66 14 11 I/89 .56174245 1113481741.50 1869AIN 67f 1077050 Is 6/ 1/90 0.53798254 12649016.75 11431130.02 Nr022r2IJ.32 1612/1/90 0.51=759 61,5:OrM,75 17711502.06 18r100r721.39 17 61 1/91 13.493 3511 1 611,~y 11S ~}t~ I1 12/ 1/91 0.472431 /1190}0.75 W9l:21~ 11913131711: 19 6/ 1!92 0.43277141 12039491.00 1/2ro/1.39 {9033+110.14 20 121 I /9: 0.43313317 1925149/.00 1401,141.18 1911541952+32 21 6! 1% 0.11510100 11781119.73 1741718.26 /9►929$O.it 22 t21 1 0.397a43 19001119.75 13781115.0/ 11O217r • 7 23 V 1/94 0.31072173 11531736.00 158411.33 11O345r134.H 24 12/ 1/94 0.38462312 61751966.00 13191395.56 1109863+230.35 25 11" 0/34120281 1126406.75 144$839.11 11017101070.53 26 lv~/ 1/95 0.33443241 1601408.73 1216403.64 130r9940 1t7 27 v 1l9d 0/3202/706 1102+614.75 6321188.11 /11417x340.35 ?e 1 6 0.30673993 17311014.73 12261378.60 11112539718.94 1/9 21 u lm 812937istf 1781119125 1231177.90 1110611%.13 30 1v 1/97 /2/134046 1s31r199.25 $1 II 5.50 I11021,792133 S~f u 1191 0,26914063 151rs30150 11sr775.11 1111444,361.23 7i w 1rn 0.25104417 1519055.1.60 $I to66.91 11115711635.21 1 1/„ p'ry~7~ 1 1114.5 19,419$5 11 1511ra74.~p .a0 2/ 1 I7N 6 M ►u4.,a Ita7►IA0 11~ rN7,111 35 16/ 11 0.2266i62S 1209730127 141611.13 11197001516.13 38 IV~/ t1/ 0 0121 707N1 14513p91930.25 1991•14~y1111 /1111p,0~0t044Qn~~.~0~yj4 12/ 1 0.19910717 12;2r~3/~ Hh226:1 !11114!° 121034 39 6/ 1/ 2 0.19061139 126.50 13105 Il1►1491 .79 401 1/ .!1261 4 -113. -113.42 1111, ~h2~~32pp117 41 1/ ~j g.17 170 111' Iin 111,171IraA 12 t2/ 11 l 1.1674 17Q0~. 43 6/ 1/ 4 0116041107 10,126.' 0 110 391.119 ilirlllr721.32 44 W 1/ 4 1117312611 %51716.1 slOr0l7131 111,8911126 .4 ri b/ 1/s .14 664,728 .50 i4j► 111$ 11149.73 46 Wu 1/ 5 011404 %W26150 171 1~ $110 1$1!1'11 47 it 1! ~ 0.1 IN1 D I 13I"74 ~ ►m►q1'~ 41 l! .1 64 M 1/9I3~26~~~p 1r9!9~7 .39 111~1 rT 1.{+~~ M 1/ 117 I.12377f30 morl'30 .1111 A ft2r1Nr1Tl.le 30 Iv 1/7 /t11336It 129 r TOTAL 6249276,204.34 11212041171.11 r~j0I~R1an SCHEDULE 14 3 of 3 Stream 3• Revenues from SLGs (Restricted Reserve} 91sax1(TE1 AT corn AS OF 3129/83 PER DATE P.V, FACTO{: AOJKTl PKM(T MA DAWTIVE P,V, I 6/ 1/13 0."8522427 133,833.11 $331333.23 133433.23 2 12/ 1163 00443242 1105x703.31 190736.61 $133069.84 3 6/ I/M 0.9034316 195456.75 116x620.30 12194"'14 4 12/ 1/94 0.16542194 1105x342.36 191x165.39 13101135.73 5 6/ 1lBS 0.92981735 115x856075 179047.74 1396x303,47 6 12/ 1185 0,79376102 1194456.75 1146+335.20 1536,638.67 8 1V 1/!96 Q 17NOT"ll 1/206x13 3.8 11500:771 IM 3U3,95 9 6/ 1167 0.69724045 1869263,11 160x146,13 416+722,82 t0 Iv 1/87 0.6677"40 $2061063.11 1131498,32 $954x321,34 It 6/ D" 0.63450573 $OOr476.77 1St 1465,36 11F000716.69 12121 I/60 0.61245668 6212976.77 $130477.80 $1,$36+14." 13 6/ 1/89 O.5f6A172 1741015.65 $439414.01 I1►17lxS1 % 14 12/ 1189 0.56174245 1206x515,65 11t6r006.61 110295,587.10 15 61 l/90 0.53710254 $67483.40 1361104.49 $103310092.00 16 IV 1/90 0.51571759 ; SIMM.40 6102r93342 $104340125.91 17 6/ 1/91 0.4343511 1601394.16 130904148 11x446873.58 18 12/ 1/91 0,472:6430 61360094.86 14x691.63 119529x565,21 19 6/ 1/9? 01452.`741 $570075.96 $250831,19 110555,396.40 20 IV 1/92 0.433+3317 11330175.18 +57x722.93 $10613,119.33 21 6! 1/93 0.41510100 1539217,59 $22+090.67 $Ir635x210.00 22 IV 1/13 0,39754355 1129x117.59 1511329.17 $196060539.07 23 6/ 1/14 0,38072973 $490350.46 $11719.!5 $1x7051329,01 24 t2/ /94 0,36462512 $1250150.40 1451833. 1 11x151962,02 25 V 1195 0.3492024 nOP477030 i15A10m /1x766142075 26 12/ IM 0,3344J240 1121027).10 110x559000 11x107,401.75 27 It 1198 0.32021704 "Ir519056 1,320.21 {19921722.02 28 1?/ 1/96 0.306M" /1000010056 $ 1155.06 41183Jxi77010 29 V 1/97 0.2M6511 $31447,14 1111212.20 $10965x019.30 30 I1191 0.28154044 140087'5 $190214,1) $1,111,34J.41 Z1 g. 944ve ISSx6T 50 1901}7 11140x92102! 32 1 43+5 SO itlra'l $1x921192.62 A 6/ t/91 0.4712977 133x21440 /1+201124 $1r921700416 34 12/ 1/99 0.23617693 $7517p1p4~,21 1171919002 111946x120061 35 6I 11 $ $.2118 108 0 i1x9►641 71 4 36 12/ /0 .21$A? : Il~d $ r rI04.76 37 i! ! 0440799724 1211670.08 $5460043 38 6101761 6r06~.19 101 12/ 1! l 0.19910715 154x370 $10/125.29 /x91 .49 r2l t`rmr 112/ 1/ 0.11261714 /254rMA $4604:10x 11r031►501./7 41 u 1/ 3 0.17419302 1$5144.9 Sba"," $2x041r278,16 42 12! 1/ 3 0.16749510 1190601, 13x214.4 $t2px x581.33 tv u 4 $:i it :4 1 ~ :75 42:5;x:2 t2r052r1OM~p 4512111 ! 01471 i~14l3:l~l1 $4 TOT 47 V It 6 114'1 45 $1x990,0) 41 1V1/ 6 t $19,447. 121513.31 + +313.11 " y it 7 012377130 t14:M. ,9s i1+7~1p 1209171.89 50 t° V T .11131618 129195 1749Si3040 120 x772.49 TOTAL $4411x921,96 12x095+772,09 Wan SCHEDULE 15 PROOF OF VELD CALCULATION ON BONDS PAYOW OF 1240798x778.89 MS Ail UMTIVE INTEREST RATE OF 1,141509% CALUATIOR START DATE ! 3/29/83 DISCOUNTED AS OF 3/29!83 AT 8.64151% PD DATE FACTORS OUT SERVICE PRESEJIT VALUE CMATIVE 112/ 1/83 0.9415005413 13+491475.00 3494414.20 3x294,114,20 2 6/ 1/84 019035565237 1905+325.00 818x012.31 491121126.5! 3 12/ 1/84 0.8653035750 820610x325.00 2x2840682.66 6x3461809,17 4 s/ 1/85 0.8286701023 1859x781.25 712x475.02 70105,214+19 S 321 1/85 0.793975435 12+454+751.23 1x948903,82 90057(368.01 6 6/ 1/86 0.7599902391 18130975.00 618,375.06 94750943,01 7 121 1/86 0.7278153094 12+3830925.00 lr735r057.11 11+41Ix000.18 - 8 6/ 1/17 0,6970025,'49 17641162.50 5310111,10 11+944111.28 9 IV 1/87 0.667494292 62x429&2.50 1x671+919,25 13:566:030.54 10 6/ 1/88 0.b3923S231S 81100750.00 454x336,44 140020x346.98 11 12/ 1/88 0.6121725831 62610430,00 1x5370012,31 1:9557x379,29 12 6/ 1/89 0.5862556514 6654+000,00 311;066.18 150938443.47 13 Ill 1/09 0.56143,`4520 62x455,000.00 10371,323,26 170316070.73 14 u 1/90 0,5376670122 85141568.75 316303,33 1116311014.06 15 12/ 1190 0,5149043537 829359x568,75 10214x952.22 18+849026.29 16 b/ IM 0.4931053745 65150787.30 254;337,59 I4x100+363.87 17 121 1/91 COMM 1106400781.50 7741827,89 19,8751191.77 18 6/ 1/92 COMM 1470x717,50 212x907,52 201088x099.29 19 1?l 1192 0.43309~IS 110610P?aW.'}0 N7#E37,72 ^00715x717.91 20 6/ 1!93 0.414 64230//62,70 1750 ,94 lOr961i474.'933 21 12/ 1/93 0.3971969682 S1:SM762.50 605x231.39 219566x708,33 22 1/94 0,3103809590 $WPOI2.50 143x408. 2~410r116.71 23 I 1/94 0,3642771593 11x4120012.50 32Sr292, 12350401,93 24 6/ 1!95 0,3481551297 1329425.00 1130875.04 22x3490283,96 25 12/ 1/95 0.3340860068 11x4090425.00 469x864.91 2298!9#150,64 26 6/ 1/96 0.1199421471 /2759123.00 64x024.08 22r907r174,96 27 I2/ 1/99 0.3063970851 811280x125.00 392x226,57 23x299#401,51 29 61 1/97 0.2934714651 1221,3W,50 66xn1.21 2~y3x369i22.81 29 12/ 1/97 0.2110030]14 1146748"19,~9~10 T3i11611.93 30 6/ 1/95 0626 1064 43 MINN : 9 x981#13, 31 121 1/98 0.25771 /1027x487.50 2t,7117: !/99 0,2 'wIi 1147+587.50 x425p~ rr0S7# 13 31 1 I/99 0,236354 8697x581,30 164r177.86 21,1 827616. 34 6/ 1/4 012267410914 81211462,50 271492.80 24r210x109,?2 33 12/ 1/0 0.2167654221 61711462.50 101}20.23 24r2900629,44 36 u 11 1 0,2075644461 110!:517.30 22049.10 26113,371.54 3 i6/ It 22 Ool 7ffl"M 3'MS1 1s" 117,5500 II EMO 1/rmin449 Zii176i639~{2 400 166// 1% 3 9 174~i0467S1 1117:19.2 99926 41 12/ If 10,1172=53 /347#106.23 Sb040.34 24x5349610,17 42 6/ 1/ 4 ,1601 174x591,~~yy 11 43 12! it 4 0,15373!017 6349593,75 322,144. 14'91937 .1 44 6/ 1/ 84689170}9 04 9r0~4 . 24MISH n 4S Iv U 1 0. 406441x,+1 61131:10 S40 ,a 240 0649,90 46 u 1/+ 0,1346891391 043,959,71 9190. 96Nr010,17 47 121 / i 0,}289G7 + 171099397 01139. J4r718r219. a u 1/ 7 0.1732/ In W. 3144. 4 21:904. M IV I/ 1 0,0112971 9 7 297910rn.q MAL 144:4311043.75 240791x778.89 ~ man SCHEDULE 16A ELECTRIC REFUNDING BONDS, SERIES 1978 DOLMAN Scd5 I CO. YEP FED 161 1983 17:5'43 DENTON it M DOI SERVICE SDCXLE tDATO 12/ 1162 OMIYERED 12/ 1/12 F'0 DATE WE 9RI!!C1!N_ INTEREST MIT RVICE 112/1/13 1110360145,00 8110360145,00 2 12/ 1114 11PO36r145.00 8100361145.00 3 12/ 1/85 4.600 1655/00000 110036+145.00 /1x191+145.00 4 12/ 1/16 4.700 1101350000.00 1996x115.00 12x1311815.00 5 12/ 1/17 4.600 81r165900,00 19430470.00 121101047000 6 l2/ 1/81 4.900 8102000000.00 16170550.00 1200171350,00 7 IV 1/89 :.000 111200x000.00 18281750.00 42+0210750,00 B 12/ 1190 5.050 11+2000000.00 1768x750.00 81x964+750.00 912/1/91 5.100 !6000000.00 170601'0,00 11+3080150.00 10 121 1/42 5.150 1600x000,00 46771550.00 11+2771550.00 11 1L 1/93 5.200 86001000A0 16461650,00 811246+650.00 12 IV 1/94 5,200 86001000.00 86150450.00 81x2150450.00 13 12/ 1/95 51250 86001000.00 85840250.00 1101441250.00 00 %4 IV 1/96 IS 1V Im 3.440i0 13300P00000.D6 155226+5 0.000 0 11M120 0.0 16 1J 1/11 5.830 13000000.00 $541910,00 11010950.00 17 12/ 1/99 Cm 12501000.00 6911400.00 1741,400,00 11 IV 1/ 0 3,W 1275,000.00 676+175.00 8%510775,00 19 20 111/ 11 2 5.n! 1310~V000, A.000 144M,6~00.. 0 17444,6600.000 21 12/ 11 3 5.150 13001000.00 1427x050.00 17271050.00 22 12/ 1/ 4 5,850 83001000.00 6091500.00 8709600,00 23 1L 1/ 5 5,850 i350r000.00 1391,930.00 8741r9501 24 12/ 1/ 6 31830 8350100000 13710475000 17211:75,4 25 121 11 7 5.130 4610001000,00 83511000.00 8603511000,00 wru~al0mras• •,arasaanra u0wrse~a+~awa~ TOTAL 819122.+000.00 1160174,457,50 83514330137,30 Wian SCHEDULE 168 ELECTRICO SERIES 1982 00.10" SAM I Co. Q FE) 169 1903 1773342 Knorr a kv DE)T SERVICE SEE IDATO 121 1102 lPMNERED 12/ 1/02 PD WE RATE PRIKIPAL INTEREST DE17 SERVICE 1 121 1/03 12,750 1751004.00 5364+312.50 i 14411312.54 2 12/ 1/)4 17.000 1731000.09 13569750,00 14311750.04 3 121 1/05 13.000 1751000.00 1347400.00 14221000.00 4 121 1/86 13.000 1751000.00 13371250.00 1412 r 250.00 5 12/ 1/07 13.000 11001000.00 13271No.N 1427x500.00 6 121 list 13.009 12001000.00 6314#500.00 1514 r 500.00 7 12/ 1/09 13.000 12001000.00 12001500.00 1+001500,00 0 12/ 1/90 12.500 12009000.00 12421500.00 14421500.00 9 12/ 1/91 11,250 12001400.00 1237vyp4q 00 $4371Q.00 10 l2/ lm 11.500 f200rooo.00 1215r000.00 14150000.00 11 121 1193 HOW ,750 12001000.00 11921000.00 17921000.00 12 12/ 1/94 12.009 /2009000.00 116h500.00 1340,500.00 13 12/ 1/95 12.250 12009000,90 1144500.00 13449300,00 14 12/ 1/96 120509 1704,000.00 11200000100 17209000,00 15 12/ 1/97 12,750 1204400.00 1950000,00 5295+000'100 14 12/ 1/91 12,759 1200400.00 149600,00 1209500.00 17 1J 1199 11,000 1204400.00 M4004.00 12441900.04 10 12/ 1/ 0 11.000 12009000.00 1229000.00 12221004.00 .s,.,. ms>n9....fau~v TOT#L 13r000r000.00 1319011312,50 1419001312650 an SCHEDULE 16C WATERS SEWER. SERIES 1960 BOLDhA1l SACKS t CO• WED FE1 l6, 1483 11:54:30 DENTOK u w DE1T SERVICE SD W $DATED 1115/83 1DELIVE79:D 1115183 n DATE RATE PRINCIPAL INTEREST DOI SERVICE 1750000.00 614960-00 $891600-90 1 7/15/83 4.000 000.00 126,200.00 1101,200.999 2 7115/94 4.000 190185,+ W. 00 1230000.00 1108,D00.00 3 7/15185 4.000 119,600.00 1109,600.00 4 711518 S 7/1$/81 4.004 1 15,W95+0Doo 00. 00 00 1181000.00 1111,000.00 40 1 7115188 4.000 1100,000.00 1121200.00 11120200.00 7 7/15/!1 4.000 1100,000.00 68,200.00 1109,:00.04 9 7/15!40 4.000 11:m .:ii 11w•~""~" sswwomm~ 1954 TOTAL 1730x404.00 1124,000.00 ,000.0'1 ~~Sman I SCHEDULE 16D WATER 6 SEWER, SERIES 1962 80LWAN SASS i CO. NED FO 160 1"1 18:00:53 DEIITON " 80ND BUT SMlCE 909AU W n 1/15/83 MIYM 1/13/83 n DATE RATE PRINCIPAL INTEREST DEBT X"ICE- 1 7/13183 303rd "50000.00 180617.30 131+847.30 2 7/15/93359 "S Do 00 111+787.30 IS60787.30 3 7/13/85 3.10, "30000.00 110r210.00 / 1330.^80.00 1 7/13/86 3.100 "30000.00 18rn0.00 153,730.00 3 7/13/17 3.400 1301000.00 170220.00 1570220.00 6 7115/18 3.430 $301000.00 130570.00 1531320.00 7 7/15/14 3.450 1330000.00 131713.00 1580793.00 6 7/15/10 3.450 133+000.00 11+1M% 13h117.50 ift11 l~iYYOMYS f~tlfWtH TOTAL 13901000.00 1351147.50 "15 0 117 0 50 r k SCHEDULE 16E WATER SERER, SERIES 1964 60LIWM SARIS I CO, Tip FEI 110 1983 10:07151 DENTOk ' p DOIefl M7 SERVICE SOME wro 1/15/83 tOELIVEREO 0/15/03 P9 DATE RAZE PRIMC K 119ERES1 wit SERVICE 1 7/15/03 3.400 1109000.00 1340.00 1100314.00 2 7/15/04 3.400 1100000.00 1340.00 1100310400 TOTAL 1200000.00 1104.00 1200180.00 'adman 'r i SCHEDULE 16F WATER 8 SEWER, SERIES 1966 SOLOMAN SACHS 8 CO. WED FED 161 1983 18:10135 DENTOM K BOND MT SERVICE SCNEOOIE MTED 1115/83 IDEL~V W 1/15183 PD DATE RATE PRINCIPAL INTEREST DEFT SERVICE ` 1 7/15183 3.500 1501000.00 131500.00 8531500.00 2 7/15/64 3.500 150,000.04 1512%.00 8551234.00 7115/85 3.500 8501000.00 131500.00 1531500.40 4 7/13/61 3.540 1501000.00 811750.00 1511750.00 maa~snnats~ s+a/sssar+*a,+>< ,"Mmoers TOTAL $2001000.00 1141000.00 ` 12141000.D0 I Man 1 SCHEDULE 16G WATER 8 SEWER, SERIES 1969 WLDAM sAoG 6 M. WED FD lip 1183 18:11:12 DENTON p Dpi DDT SERVICE MOM /DATED MUM REDELIVERED 1/1541 PD DATE RATE MINCIPAL INTEREST BUT SERVICE 1 "IS/83 5.100 00,000.10 11,335.00 161:333.00 2 7/13/84 51100 164,000.00 115x610.00 675,610.00 S 7115/85 54200 1501000.00 1129530,00 662450.00 4 7/15/86 5.300 250 11501000.00 S00000.00 67,125.00 WIMN S 7/1'3/87 5. 0 1371725.00 ' i 7/15/88 51350 630:000,00 $4p675.04 1549673.00 7 7/15181 4.000 150,000.00 129D00,00 152,000.00 TOTAL 637or000.00 1611445.00 14319445,00 g& an SCHEDULE 16H WATER 5 SEWER. SERIES 197: BOLP W SACHS I CO. YD M 161 ,983 18:20:34. Ilmok n WM DOT SEBVIM SCIE U INTO 1/15183 $8E1.1VERED 1/15/83 PD DATE RATE PRINCIPAL INTEREST M)T, MICE 1 7/13/83 4.600 $801000.00 $23:250:9 81039250.00 2 7115/84 4.700 $806000.00 $421120. 8122+620.00 3 7/15/85 4.800 1901000.00 1396060.00 $129460.00 4 7/15186 4.900 190r000.00 $341740.00 11246740.00 3 7/1547 5.000 19010004DO 130#330.00 81204330.00• • 6 7/15188 5.100 1901000.00 $254830.00 11151830.00 7 7/15/19 3.150 1904000.00 $211240.00 1111x240.00 8 7/15/90 5.200 190r000.00 116/601.00 1161605.00 9 7113/91 5.250 $901000.00 B11r921.00 1101x921.00 10 7/15192 4.000 1906000.00 170200.00 197x200.00 i 11 7/13/93 4.000 $901000.00 $3400.00 H36A0.00 ssaaws.Ss sm sassewsee sbmsww~ TOTAL 197}1000.00 12561800.00 11664600.00 x ~j01QI118.~1 i SCHEDULE 16I WATER b SEWER, SERIES 1974 GMDMM SAM 1 t0, VED FEE 169 1983 18:2119 MOON sl DEFT BERVICE SCIEDtlLE {DATED 1/15/83 6pELIyus 1/15183 9D DATE UTE PRICK INTEREST DEFT SERVICE 1 7/15/83 5100 175,000.00 5451800.00 9120+800.00 2 7115/81 5.100 175,000.00 6871400,00 6112400,00 3 7/15/85 5.100 05/000.00 1839200.00 11581200,00 4 7/1546 51100 /100,000.00 179,000.00 6179400.00 5 7/15/87 5.800 s100+000.00 573,400,00 1173,407.00 1 1/15/88 5.800 s1001000.00 667+600,00 11171100,00 0 7 7/15/89 11000 l100~00000~08 1653p880000.00 $1551800.0 8 7/15190 1.000 9 1115191 1.200 N00,000.000 0 Wr6~00.000 0 11490MO-00 10 7/15!92 1.200 11 7/15/93 1,200 6100+000.00 137x100.00 11371400.00 12 7/15/94 6.200 1100,000.00 1319200.00 91319200.00 13 7115195 6.250 1100400,00 1251000.00 0125'x.00 14 7115/97 6:2250 ii0000r0000:0000 11295500.000 0 6112+500.00 i3 11 7/15198 6250 11009000,00 11+250,00 1106,250.00 TOTAL s19mr000,00 17789500.00 6213031500,00 Mmari o , SCHEDULE 16J WATER 6 SEWER. SERIES 1977 emlw SAM 1 CO. VO FES 16, 1913 18:29311 DENTON ' t$ 80Mp DENT SEMCE SD DIII $DATED 1/Ism UO IVERED 1/15/83 ro DATE RATE MlIKIHIL INTEREST 181 SEWICE a f 7/15!83 3.000 $259000.00 111475.00 $Mr075.00 2 7/15/84 4.500 $25400.00 1201900.00 1450900,0-3 7/15/85 4.800 $501000.00 119~T13.00 49,775.00 4 7115186 1.700 $50x000.00 $17r475.M ,H1r475.00 5 7115/87 4.800 150,000.00 $15x125.0^ 965x125.00 8 7/15/88 4.900 1509000.00 112025.00 r $62+725.00 7 7/15/59 5.000 $509300. Do 1109275.00 ` MOr275.00 8 1115/90 5.100 1509000.00 $7075.00 $57x)75.00 9 7/15191 5.200 150x000.00 151225.00 I55+225.04 f0 7/15192 5.250 1501000.00 12425.00 152-0625,00 TOTAL $450000.00 $1221975.00 15729975.00 I • l 1 r SCHEDULE 16K WATER 6 SEWER SERIES 1979 BOLDNAN 5,`C115 I CO. YED FEI 160 1983 18:3444 ORION a 801fl+ DEBT SERVICE SCNE" $DATED 1/1583 IDELZVM 1/15183 PD DATE KATE PRINCIPAL INTEREST M31 SERVICE 1 7/15/83 6.750 11001000.00 11091181.25 1209411,25 2 7/15/84 4.750 $1009000.00 12111812050 13110612.50 3 7/15/85 6,750 82251000,00 $2040842.50 1429,80.50 4 7/15186 6,750 $2251000.00 1189/675.00 84141875.00 5 7115117 4,750 12251000.00 81749487,50 13991487.50 6 1/15188 d.600 122Sr000,00 81591300,00 13141300.00 7 7/1589 1,300 1225000.00 11441450.00 136914"1 / 7/15/90 .300 $2251000.00 11321525.00 135715 9 7/15/91 5.300 1225#000.00 11201600.00 13451600.00 10 7115/92 5.400 $225+000.00 11081615.00 633 31675.00 11 7115/93 5.400 62251000.00 8961525.00 13210525.00 12 7115/94 $.400 !225+000.00 6141375.00 13090315.00 13 7/15/95 5.%0 $2251000.04 1721225.00 129112..^5.00 14 7/15/96 5.600 12250000.00 $591150,00 12841150,00 15 7/15/97 5.750 82251000.00 147 450,00 1272925).00 16 7115198 5,150 $2.'59000.00 8341312.50 12590312.50 17 7/15/99 4.750 1225000.00 $21r315.00 $2161315,00 18 PPS/ 0 4.750 $2259000.00 1101687,50 12371417.50 emae **Ism emrug*mm*sua »smw*v**Wa a TOTAL 1318001000.00 1119811961.75 1517811968,15 I . ~R1Alt 9 SCHEDULE 16L WATER & SEWER, SERIES 1982 W" SNZ 1 Co. NO FED 169`1183 19:3031 KNION ti * 1010 M3T SERVICE SC1OULE CATO Mum 1DELIVEIIED VD DATE RATE 99IKIPAL 10TEIW 93T, SERVICE 1 7/15/9313.000 $60xo00.00 $949568.73 $154959.75 2 7115/94 11.000 11001000.00 M1431.50 / $291x337.50 3 7/15/85 1191337.50 l 9169x337.50 4 7/15186 1161,337.50 119x337.50 5 7/1518713.900 175400.00 1169x337.50 12430337.50 6 7/15/89 13.000 1759000.00 11591597.50 $233687.50 7 7/15/8913.000 1751000.00 11461937.50 6223x937.50 9 7/15/90 13.004 1751400.00 $139x097.50 12149987.50 9 7/15/9113.000 1901000.00 1129x331.50 1219.337.50 10 7/15/92 13.000 11001000.00 $1179637.50 12119637.50 11 7/15/9312.200 1100x000.00 11049637950 62o4 r637.50 12 7/15/94 12.400 11501000.00 1129437.50 12429437.50 13 915/95 12.500 $1501000.00 1731937.50 1223x937.50 14 7/15/96 12.700 11501000.00 155x097.50 12059017.50 15 7115/9712.940 11509000.00 $369037150 11161037.50 16 7/IS/9911.125 6150x000.00 616997.50 9166x97.50 sq~ a wmmafa>ssafu sam~aaezwse TOTAL 119500x000.00 11r9A1131.25 139333x131923 ►7wo SCHE_ RULE lg RET~ ENT OF 1978 ELECTRIC PRINCIPAL AMOUNTS Adjustments Adjusted Principal Adjustments for Principal Amounts Amounts Currently Amounts Called Pd. Endin Scheduled Purchased in Escrow 0.00 0.00 0.00 0.00 1 121 1191 0.00 0.00 0.00 0.00 212/1/91 0.00 0.00 955,000.00 312/1/93 Ii531000.00 0.00 0.00 11335,000.00 4 lv 1/96 1+1.351000.00 0.09 0.00 1,163/000.00 6 1 1~t20~Or0~0010~0 0.00 0.00 112001000.00 121 VM 7 W 1/94 1 1200, 000.00 0.00 0.00 1,2001000.00 9 i2/ 1/10 112009000,00 0.00 0.00 1,200+000.04 4 121 1/4t 600x000.00 0.00 0100 6001000.00 1012/1/12 600,000.00 0.00 0.00 6001000.00 6001000100 0.00 0.00 6001000.00 11 121 1/41 0.00 600400.00 12 121 1/41 6009000.00 0.00 0.00 6001000.00 13 12/ 1/48 6001000.00 0.00 0.00 500,000.00 14 12/ 1/46 5001000.00 0.00 0.00 300x000.00 15 12/ 1/17 300:000.00 4100 0,00 X001000.00 1612/1/18 3001004.00 0 0.00 100 0.00 2301000.00 17 lv 1/M 2309000.00 0.00 273,000.00 1112/1/0 2759000.00 0.09 0.00 27310D0.00 14 IV it 1 275,000.00 0.00 21110+000.00 21401000.00 24 lv u 2 3001440.00 0.00 -255,000.00 159000.00 21 iv 1/ 3 3001000.00 0.00 -2601000.00 109000.00 22 121 1/ 4 300,000.00 0.00 -1049004.D0 501004.00 23 121 115 350,000.00 D.00 -3001000.00 50:000.00 21 l2/ 11 6 3509000.00 2312/1/7 610001000.00 -210001000.00 •59021,000.00 299131000.00 MAL 14,215,000.00 -290001000.00 0.00 1792539400.00 • ~A18i1 SCHEDULE 19 1978 ELECTRIC DEBT SERVICE ADJUSTED FOR PURCHASCS AND CALLS SOLDNAII SAW 1 CO. TUE NAR D11 1981 18131,03 DENTON - ELECTRIC RUu*IN6 oat SERIES 1971 (AD.AISTED DEIT MWICE q 10101 DEBT SERVICE SCIOMI 6DATED 121 1182 10ELI~M 12/ 1/82 PO DATE RATE PRINCIPAL INTEREST K" SERVICE 1 12/ 1/83 6919x145.00 1419445.00 21V 1/84 6914x145.00 6919+143.00 4IV 1166 4.700 11x~x00000 0 11179r81S.0 62414413.000 5 I2/ 1/87 4.80 11+165+000.00 48261470.00 11x111x470.00 6 12/ 1188 4.940 11x2001000.00 6770x5,0.00 Itx47or330.D0 00 8 1L 110 500 IIr ~0M00.0~0 "55117750.000 0 S1 43117750.0 9 IV 1/91 5.100 $600+000.00 6591+150.00 11x141x130.00 10 121 02 5.150 16001000.00 154x550.00 1111601550.00 1112/1/91 5.200 $600x000.00 mo630.00 11r129r630.00 12 l2/ 1/94 5.200 16000000.00 64980450.00 111048+450.00 1312/1115 5.250 16001000.00 MM50.00 11+067x250.00 14 12/ 1/16 5.250 65001000.00 1435x750.00 14331750.00 15 L2/ 1/17 5.850 1300x000.00 1401x500.00 1701+500.00 1612/1/18 5015J 13001000.00 1391x150.00 169IA50-00 17 12/ 1/94 3-850 $2501000.0 4374x400.00 1624x400.00 15 121 Ito 5.830 1275x000.00 6359x775-00 $634x775.00 14 12/ 1/ 1 5.850 6275+000.00 $343107.50 6618x687.50 20 L2/ 1/ 2 5.830 $2440000.00 1127x600.00 12x7671600.00 21 12/ 1/ 3 3.836 645x000.00 6184+860.00 1224x860.00 2233 lv 11 S 5.0 15090000.000 l1nrw.5000 {~rw 50 24 121 I/ 6 5.830 130x000.00 11761162.50 1226x162-50 25 1L t/ 7 3.530 !2•t73r000.00 6174+037.50 13x101037-% TOTAL 1171255+000-00 112x7851457.50 110x0400437.50 Mmn SCHEDULE 20A RETIREMENT OF PRINC1PAL 0`I REFUNDED WATER ISSUES Period 1960 1962 1964 1966 1969 Ending water tinter dater Water Water 1 121 1/93 75400.04 451000.00 101000.00 501000.00 601000.00 212/1/94 809000.00 459000.00 101000.0 900'0.0 601,0 3 IV 1/85 a;9u10.00 4',000.00 41211/B6 401010.00 459000.00 0.00 5°i040.0 550000000.000 3 12/ U87 759000.00 $01000.00 0100 0.00 300000.00 6 12/ 1188 1009000.00 vroo0.00 0.00 0.00 500000.00 1 121 1/84 1001000.00 35x000.00 0.00 0100 0.00 8 12/ 1/40 1050000.00 551000.00 .00 0.00 9 IV till 0100 0.00 o DO 11 IV 1m3 0.000 0.000 9.0,1 ^.'0 0.00 12 IV 1/94 01M 0 191 0100 0.00 0.00 0,00 13121 1/75 0.00 0.00 14 IV IM 0.00 o.ao 0100 0.00 0.00 13 12/ 1/97 0.0 0.000 0. 0 0.40 0.04 16 121 1198 0.00 0.00 0.00 0.00 0100 0.00 0.00 0.00 0.00 17 12/ 1/49 0;0 0.00 0.00 0.00 0.00 11 IV 1/ 0 0.00 6.00 0.00 0 0 0' 04 19 IV V 1 6. 00 0,00 0.00 201V it 2 0.00 0.00 21 lv 113 0.00 0.00 0.00 0.00 0.00 22 IV 1/ 4 0.00 0100 0.00 0.00 0.00 23 1L 11 S 0.00 0100 0.00 0.00 0.00 24 IV 1/ 6 0000 0,0 0100 0.00 0.00 25 IV I/ 7 TOTAL. 7301000.00 3401000.00 200000.00 2001000.00 370000,00 Total Period 1972 1974 1977 1979 1982 Retirements Ending Water Water Water Water Water of Principal 1 12/ t/113 800000.00 711000.00 259000.00 100,000.00 601000.00 51109000.00 2 lv 1/84 00,000.00 73,000.00 259000.00 10010,y0~0/~.04 3000400.0 670 00.400 1 iv tra 9orooo.00 751044.00 $01000.00 225100.00 0.00 7001000.00 40 1001ooo.oo 501000.00 213,000.00 739000.00 7351000.00 4 12/ 1/16 !0@000. 1009000.04 501000.00 22Sr000.00 7401000,00 5 W 1/87 901000.00 1001000.00 501000,04 2250400.00 751000.00 6 11/ 1/11 901000.44 1001000.00 50,000.00 2259000.00 711000.00 7439000.0 712/1/" 909000.00 500000.00 2250000.00 731000.00 700,000 1 12/ 1/90 "'02 0"'02 10,08.0 10,000,00 2251000.00 94,400.40 M31000,00 0 3631000.00 9 IV till 9009000.00 1000000,00 501000.00 221x000,00 10100 0/0000 . 000 10 11/ 1/12 901000.00 1001000,00 0.00 223,000.00 9000 5150000.00 11 t2/ 1193 0,0 pp(pp~p 0100 2259000.00 1501540000,00 4.00 1212/1/94 0. 114,10:1 4.40 2250000.00 9000,00 477310000001 5.00 13 12/ 1/95 x000,00 0.00 225004.04 1501000.00 4731000.00 10 1. 67 00..00 00 2401001000000 0100 2251 .00 1501000,00 473,000.00 1/1 i 16 12/ 1M 0,00 lo0r000.0 0100 2251000.00 1501000.0 ~ 0.00 0,00 2251000.00 0000 .000-00 11 11 12/ IV 1/1/9t 0 0.0 0.00 ns,0°0O . It IV 11 1 0.00 7 ~Vy 21 it/ V 0 0.000 0.00 0 0 0100 0' 0 . 000 000.0f, 0. 0.04 0.00 0.0000 04 23 ii 4 0. o 0.44 00 0:0000 0,0400 23 0.0 0.000 0.0 0.0°°0 090 0.40 TOTAL 1761000.00 103259010.00 450@000.00 111000000.00 115001000,00 904351000.0094144t.7OU I SCHEDULE 20B RETIREMENT OF PRINCIPAL ON REFUNDED ELECTRIC ISSUES 1978 Total Electric 1982 Retirement Pd. Ending (Adjusted) -Electric of Principal 1 12/ 1193 0.00 731000.00 751000.00 2 12/ 1/84 0.00 MOWN 731000.00 312/1/85 955,400.00 751000.00 ` 1301000.00 4 12/ 1186 111311040.00 751400.00 1,2101000.00 5 12/ 1/87 111651000.00 100x000.00 1,263,000.00 ti 6 121 1199 11200,000.00 2001000.00 11400,000.00 7 121 1/94 1 0200 000.00 2009000.00 194009000.00 9 121 1/40 1400000.00 2009000.00 104000000.00 4 121 1101 6001000.00 2001000100 9000000.00 10 12/ 1/42 6001000.00 2000000.00 940,000.00 11 12/ 1/93 6000000.00 2001000.00 9000000.00 12 1v 1/44 6001000.00 2001000.00 900,000.00 13 12/ 1/45 6000000.00 2001000.00 41001000.00 14 12/ 1146 3001000.00 X001000.1 1700,400.0 13 12/ 1141 300,000.00 Z ,000. ,000.x,^^'' 16 1L 1/99 3001000.00 2001000.00 3001000.00 17 12/ 1/99 2501000.00 2000400.00 4500000.00 19 12/ 1/ 0 2751000.00 2001000.00 475400.00 14 u/ 1/ 1 2751000.00 0.00 £/31000.00 20 12/ 1/ 2 204401000.00 0.00 ' 214409000.00 21 12/ 11 3 451000.00 0.00 450000.00 22 12/ 1.' 4 401000.00 0.00 401000.00 23 IV 1/ 5 $00000.00 0.00 500000.00 24 12/ 1/ 6 501000.00 0.00 301000.00 25 12/ 1/ 7 21975,000.00 0.00 20!731000.00 TOTAL 171255400.00 3,0041000.00 2002551000.00 .Smarr. t SCHEDULE 21A PRINCIPAL AMOUNTS OF RESTRICTED RESERVE BECOMING UNRESTRICTED (WATER) Equals: Principal Retirement Multiplied by: Amounts of of Principal Divided by; Total Restricted on All Total of Restricted Reserve Refunded Outstanding Reserve Becoming Pd. Ending Issues Principal Principal Unrestricted 1 12/ 1/83 9149000.00 919539000.00 279200.00 11584.73 2 121 1/84 6251000.00 91953/04D.00 279200.00 11707.68 3 121 1/85 6701000.00 91953/000.00 21,200.00 1,830.64 4 521 1/86 700400.00 919551000.00 271200.00 11912.61 5 12/ 1/87 733900D.00 91933x000600 27920040 21008.24 6 121 1/88 7409000.40 '119559000.00 271200.00 21021.90 7 IV 1/89 1451000.00 919551000.00 271200.00 21035.36 8 121 1/90 7001000.00 919531000.00 271200.00 19912.61 9 121 1/91 5559000.00 919531000.00 271240.00 11316.42 10 12/ 1/92 3631000.00 919551400.00 271200.00 11343.73 31 12/ 1/93 5151000.00 9053x000.00 211200.00 29407.13 12 121 1/94 4751000.00 919331000.00 27x200.00 19291.84 13 121 1195 4759000.00 919539000400 279200.00 11297.84 14 12/ 1,196 4751000.00 919551400.00 271200.00 31297.84 15 12/ 1197 4759040.00 999351000.00 271200.00 107.84 16 12/ WE 4751000.00 919351000.00 279200.00 Wri.04 17 12! 1/94 2251000.00 919559000.00 271200.00 614477 16 12/ 1/ 0 2251000.00 919559000.00 211200.00 614.77 19 121 1/ 1 0.00 91935x000.00 279200.00 0100 20 121 1/ 2 0.00 999559000.00 279200.00 040 21 12/ 1/ 3 0.00 919551000.00 271200.00 0.00 22 12/ 1/ 4 0.00 919551000.00 211204.00 0.00 23 32/ 11 5 0.00 999359000.00 27x200.00 0.00 24 12/ 1/ 6 0.00 919559004.00 271200.00 0100 25 12/ 11 7 0.00 999551000.00 271200.00 0.00 TOTAL 919331000.00 24898151000.00 6801000.00 271200.00 i 4 , SCHEDULE 218 PRINCIPAL AMOUNTS OF RESTRICTED RESERVE BECOMING UNRESTRICTED (ELECTRIC) Equals: Principal Retirement Multiplied by: Amounts of of Principal Divided by: Total Restricted • an All Total of Restricted Reserve Refunded Outstanding Reserve Becoming Pd. Ending Issues Principal Princippal Unrestricted 1 1v 1/83 75,000.00 20,2351000,00 1,886,60 .0o 61985.61 2 12/ 1/04 73,000.00 201 MOWN 198861690.00 61983,68 3 Iv 1/83 930,000.00 20,2551000.00 118861600.00 861612.46 4 121 1/86 112100000.00 2012131000.00 11886,600.00 1121702.33 5 12/ 1/87 11263,000.00 2049400.00 118/69600'00 1171823118 6 12/ 1/08 10009000.00 20,2351000.00 111161600.00 1301391.41 7 lv 1/89 11400,000.00 20,2551000.00 118861600.00 / 1304".41 8 Iv 1/90 11400,000.00 20,2339000.00 11886x600.00 1301":41 9 1V 1191 0001000000 2012351000,00 lieu, good 749513.95 t0 1v 1192 8000000.00 20,253,000.00 111860600.00 711313.15 11 lv 1193 800400.00 2012531000.00 118861600.00 74413.95 12 1v 1/94 8001000.00 2012339000.00 11801600,00 741513.93 13 IV 1/95 8009000.00 2012351000.00 1061600-00 70513,95 1412/1/96 700,000.00 2005,000.00 1180'1600.00 651199.70 15 121 1197 5001000,00 201235,000.00 11886,600.00 46,571.22 It 121 100 500,000.0+1 201:%,1000.00 11EO A 46rt71,22 17 1v 1199 4500000.00 201253roo0.00 11886/600.00 41,914.10 10 12/ 1/ 0 4759000,00 20,233,000.00 1,186,600,00 441242.66 14 lv 1/ 1 2731000.oo 20, 2331000.00 t,986,'00.00 25414.17 11 Iv 1/ 3 21445000000.00 201 1000-.0 lr 1600.00 ~ 141,41 22 12/ 11 4 409000.00 20, 1000.00 1,8/61600.00 3025.70 24 121 1/ b 550010000.0 '.'~Or2M33r0~OD.0 1+~b6o8000.0000 1~~.12 25 121 1/ 7 21975,000,00 20,233,000.00 1180,600.00 277x098.74 TOTAL 20,233,000.00 506,3751000.00 471163400.00 11886400,00 is 1 SCHEDULE 22 RESTRICTED RESERVE REVENUES FOR ARBITRAGE PURPOSES PERIOD DOING PRINCIPAL PATTEI IMTER£SI TOTAL 2 IV 1111&4 481700.00 1.0#30 1112x99 11 62011119909.11 3 12/ I/1185 1811500.00 1.340 1191013.50 1280+213.90 3 IV 111187 1114 0,00 4:6#60 f177215µ26 22 122921 A.22 6 12/ I/IM 6132400.00 1.760 91601153.54 {293x333.54 7 12/ 1/1189 1132PSOO-00 9.860 1141x031.30 6280x531.30 9 1L 1 1191 {1 6 m.oa0 How 121r1M 72 5147009.772 10 12/ 1/1142 $761100400 10.140 6116151.72 $110-251.72 11 12/ 1/1113 1751100.00 10.190 {lOi0433.18 6112-335.11 121211/1994 1751800.0010.7.20 1981700.97 $1741500.97 13 12/ 1/1195 {731600.00 10,260 $90x954.21 $1661754.21 13 8 {1241231: 1S 12/ i/i1~11 N71400.00 10:320 $w736r#:2 16 I2/ 1/1198 N7x900.04 10.360 {711311.00 11191291.00 17 12/ 1/1999 442-500.0 10.390 1661421,54 5108x928.56 18 12/ 1/2000 646100.00 10.430 $621012.81 110" M2.11 19 IV 1noo1 1259M.0010."0 1571340.17 ).S, 20 12/ 112002 12271240.00 10.490 156631.95 14 ..15 21 1v IMOS $407M.00 lo.52o 1301818.67 $359018.0 22 1v 1/2004 13aoo.oo Io.slo 130/376.13 136076.83 24 1V 1/2006 66417700:000010:480 1211494.46 $#341194:16 25 12/ 1/2007 $277 10.470 1211 1306 m 1 TOTAL 111113x100.00 $2467-405.66 $413811205.66 I amain SCHEDULE 23 EARNINGS FROM REINVESTMENT OF MATURING RESERVE SLGS ID E)f0186 REIWUTED EARMIN15 1 6/ 1/83 0.00 0.00 212/1/83 $1600.00 o.oo 3 U 1/84 80600.00 430.00 4 12/ 1/84 4?1100.00 430.00 3 u 1/05 171300.00 885.00 6 121 1/85 1O5r/00.00 865.00 7 6/ 1116 1051800.00 51290.D0 / 12/ 1/86 2200400.00 51290.00 9 u 1/17 220+410.00 111020.00 10 121 1/87 3401200.00 111020.00 11 it 1/88 3401200.00 170010.00 12 121 1/88 4n9too.00 17x010.00 13 81 1119 4721800.00 23raD.00 14 12/ 1/19 6031100.00 231630.00 15 6/ 1M0 60'too.00 301255.00 1612/1/90 1771400.00 301255.00 17 8/ 1191 7371400.00 381170.00 18 12/ 1/91 8131400.00 361170.00 19 6/ 20 12 1192 M9r55H.000 0 4016770.000 21 6/ 1/93 1891500.00 441475.00 22 12/ 1/93 9651400.00 441475.00 I± 12 1/94 11a1r2200.000 480270.00 25 U 1/95 100411200.00 321080.00 261211M5 111171090.00 52rmloo n 6/ 1M6 19111roo0.00 551150.00 n 1L 1.'98 It P500.00 551150.00 21 it 1/97 111/31500.00 511175.00 00 31 1v/ 1/91 I1191 .00 61PS70.00 0 32 121 1/1/ Sr2790300.00 it,370,00 33 E/ 1/19 1127113^0.00, 631965.00 34 12/ 1M 1r1''4r900.00 831961.00 35 u 1/ 0 1:7:11800.00 661090.00 36 121 1/ 0 1:3861600.00 66r090.o0 37 u t/ 1 19366x800.00 881330.00 38 12/ l/ S 1:392+300.00 681330.00 39 4/ 1/ 2 117929300.00 09615.00 40 12/ 1/ 2 106191500.00 899613.00 41 u 1/ 3 Ir6190 500.00 Ior975.00 42 12/ 1/ 3 116Tf1 700.40 Ior175.00 43 V 11 4 1 700,00 111115.00 44 IV 1/ 4 111271400.00 110115.00 45 i/ 1/ 5 1:827x400.00 111370,00 46 47 i4 1/ i 1:1 2 10000.000 1110505.000 41 1v 116 1r878/100.oo 811605.00 90 SO 12 1/ 117 1r4i17r1w00.0000 61 940.9D ' I M8Q ism I •V1. % tRer.aulx 1177) STATE AND LOCAL GOVERNMENT SERIES DALLAS. TEXAS EXHIBIT "C" 70• Flderal Reserve Bank or Branch at L. Pursuant to the provisions of Department of the Treasury Circular, Public Debt Series No. 3.72, current revision, the undersign hereby subscrices for the purrhase of the following securities- a. Ll United States Treasury Car if, eMes of Indebtedness -State and Local Government Series' (SCHEDULE 11 859,000 TOTAL AMOUNT S Is. ® United States Treasury Notes - State seal Loaf Government Series ISCHWULE 2) 11 529,000 TOTAL AMOUNT S , e. Cxhc United States Treasury Bonds - State and Local Govemment Series (SCHEDULE 31 8.565.000 TOTAL AMOUNT S GRAND TOTAL S 20-953-000 as described on the attached schedules, which are Incorporated by reference to this subsuiption, to be used as entries on the books of the Bureau of the Public Debt, Department of the Treasury. 2. The undersignad certifies that the total investment (1) consists only of the proceeds of obligations described in Section 103(a of the internal Revenue Code, and 42 Is not more or less, within authorized multiples (51.000 minimum and increments 9 ~ over such amount),diredly subject to yield restrictions under Section 103jci of the Code, and the regulations issues 1Mreundrr, esccept tOr any portion lhereol required for a payment due less than IS days from the date settlement is made fo the securities subscribed tor. 3. The undersigned requests that book-entry accounts be established tors Name of owner TEXAS A%IERICAZI BATIK/FORT WORTH,N.A. AS ESCROW AGENT FOR THE CITY OF DENTON, TEXAS. a. The undersignedt a. C3 submits payment In full herewith for the above securities, asehown below. b. Ek requests plat Issuance be deferred until M.arrh 24, 1 qA1 (not to exceed by more than 60 days the date o which this subsulption Is received at a Federal Reserve Bank or Branch or, where mailed, by the stamp date appearing on th registered or certified mall anvalOpe in which It is received), and agrees to make payment on that data. 5. The undersigned further certifies that the following official(s), by title(s), are authorized, subject to the provisions of the abov circular, to request redemption prior to maturity Of the securities (if no one has been so authorized, enter the word "none''). MAYf;i2 CITY MANAGER Dated this 9th .rbyof_ March ,19A C trio late of Le ao remeat odyl ey _ 817-366-8307 elk I.Oef • ""RR A1 t'Pnr n . 1 t USE BY BANK IN TRANSMITTING PAYMENT FOR ABOVE SECURITY (The Iswe data of the account will be the date specified In this subscripliun, provided payment therefor In readily available runt sir rialved hariwith or within the thne limitation spec;f led above. When payment Is submitted separately, It should be ncompanie by a' copy of this subscription.) Name of Institution An AMERICAN AANKIFORT WORTH.H.A. 0 Check enclosed 93 Charge our reserve a/c on MarCh24,_JM3City FORT WORTH late -76102 O Osher roast Authorl2sd signature and title . Becker ACCOUNT NUMBERS Applicable Inlsiresl Issue Date Dale credited to Treat C OF I'S Froms ThroupNi Rate Table No. Acct. (cannot b1 tubas quenl to Issue 0811) NOTES) Fromi Thrrught 5OND$i Frnmi Tf,rough. FOfl USE OF THE DIVISION OF SECURITIES OPERATIONS Aews+ei Date ~r~ • V r 2 j ° ~z n; > m° Oi rp y ; E4. a c 9 m A m r m o 7 4" A p 22 n m C O D CL C n i C y a eti D n m pA i vm 3m Z rh ZmOT S °r T D 9 r° m 2 m w° m 1- 0 oxrD ro n° do M xXy n °T an ~O C D rznz °c C C a T M C m rl Wj 2 Z ZZ : y 9 N N t.n 3 O i Z O a ac • CL O M °p o 3-: D O CL D i l ^ > o i " ` 3 r' ' 3 { t° z 03 m m Rx n co c s C T 31 ~b x~'0c ai S ~ j 0` 0 a O r M r9 v O T T 3~ ~ s' m m O o 8 ; ; 3: ••i o ~ ~ . Z A a N S'~ A A g O " 1 r," T 64 C cn m o m' N 9 C ° a O r ~ r_ i %iCl > jn O QS K > L Tj m 40n -4 n m 3 oy =e C O 2 Z y►i O IA~1 Z O D o h '^y na i~ 1~ T { ONr'1. 2 $C a i. M -4 _ ~ Z O G p N Qi m w m O q w m 2 Op r p^ye > K.-.Z C w y a Baia n O n ZO T °r n W ~Q 40%1 1 p y D Viz f x ep .0 co a s to as 01 to N i. a n r c 2r 2 y- OY N -i z a 2 O O< a m m ko N o co w w 4A "c n e y O N -4 m M X 0 7 m F+ In a w O N V co V N O X k 9 C > ! o O m y ~y coo coo a 00 r" ~3~• > y ~mof m - X3 0 8°o8S~8c0iSS 3 3Z~. y0 d 2 p 9 M c T ~ ~^y c ~~t7D t sr C O I ; rn m i t C~ S ♦a O O ~O l0 to b 10 %a co T K ~ i~l aR al a% it ~ t" a-s° 3 m a m s - eAil P e. . iA M 3 I , •4 ~3c o ww wwe~ I I I I I I I t 1 6a ko to to ka b b c ao I ' & do ' 20. co A : c~ y z w w w w w ptR O' , ~ 3 O rn, ~e m O O m oar ~2 440D i~ r I I ir~I ~:.I ~m1 Opp M. 1A in r T v I v ~4 -4 v vvl r ~ Y w4.4 fSi o (A W tAA VI cm N N 7 N s ;t~~ m 2p Y~ T 1 f~ S • M y ran ~3110 -1 91-4 > t O3:Q A m r c- c n~ zz rn c O a o• 1 02 s < 3_ R h O O c a dm •i MM s°r 0 z- 0 O p^ OM a b fm 7 0 rD♦ to y n m O -S m Inc m w - 19 1 n f CL D m ~y D? X O Y1 r o m T n• bJ Xr. M 71. "a n c D Ni. rri W 0 N N A A A A a s (0_1 0 0 Z N ~ Cn (A --I Z °o ~ 0 O A w w N s_+ A 3%,. •i N -.1 R, m m w w V O A ~QD v y • c N Omx A~~ C z 08$ 25 $ r n o-n c i z Y m^'f'n" ^ 4 m $ S D rw3 D p •ZH C m X O a3M`c -0 (v n~ m ire D ow C Z 1 y 0 m Z r... r N ~i~3n O IQ y 00 000 O O m ~sJ 'n p 'a• w ►w- Np~ a umi 3=Y3 ll K m IO e C N 'Y • m °c O w . S 3 • m a k 8 a it ~ w w w w w w w a _ Q+^ • : O S 4 I m 0 L b f b b b tN0 b i ^ ^ A < WI f c'* c6 & f c n 2` m w w w ww w Li w a n ff O a O a D n o^ r +1 t r~ 2 .4 4 • $ 90 C O o 0 0 Z -lo m o Z O w .J v 14 Y' a o z 0 > I 1 t 1 1 1 1 1 , S o m 11 + ti 1 1•+ y - C O go ~ r 7 11 cn v, cn v, v, w LM S R n m x a a m 1 w 7fi D I I I I 1 I ,o 1 ,o ~i► O m Iy ~o ,o s . 3 m N Z i ~ r ~ Q ~O v 01 A W ~mi ~ VYVYD1111 ~p0 ~ 7 ~ ~ T . r ~ < n~ V ~m o n m 5E Dmv O~ ~;~5 O v ~ ~ 'o r' • 0 y = e z . t J ip M „ x j' `~tlf, ie RI f" ~~1D1 06 O to s ee w o 4 i r2 >A n0 ®-1 j o no m C ^ oG °-H m C p m ~'e 1 m O Z C. 0 m . O N C7 n n -Di CDC S an a ZLn -4 > 7 m 3 o N m -pp1 K O° n d c 0 0 0 S@ m In S• m A m 2."i0 = p C ac y C' > ' uui =1 r C m Z N m -I O r m 0 N e. x> a 3• D a Y_f x$~~i O r H r 0 i/p = 0 0C H H Z O C K? g~ Z -1 n C m i m ro N ' n •ZI 'Ni 0 N m m c n m > j e N Z o m A a d r . O Z o V> C •n 2 z m iy/1 F y m CD o o z > Iv u. m co 7 n H 43 a Q m • ` co m c S c A C . 7 IO •i s > '3 n I~• m m 0 a -91 M C > IVti p _m M 3 £ • W _ Z i •S \ / ' N Z 1'r O b N N '4 • M ca > ••i r m on C A 3-t ny 'ohm E rn ryi A 70 at N m 0 y ° I SxA O Z 1 G > w • q,.. m 3 m O m m d' O~ m22 3~' m ~ ran < C L' a~ T * Li I i o f . •a r~ =1p D D,"..e n0 ~i m z w rz >C) gaba y m O n m 3 n o m 9 z 2 c r N_o m 2< D c T n a m NI O~ Y ~e O m m O I 1 tp C N O M 9 N m C~ w m 0,0 C Lft C) 4 -=i "s LA ,;;077 O u53~`cn~ m z zm~ Ys L D N 73 • 6 C C 3T y O N 0~ 1' e n RI ~ • OtD' xe .°7 A n m Oe n T kH0 c C c z : ~ N 0 3 "e ~ j C7 Z' p 3 n G H I D LA M 2 C` v Z m ~m a r. cu^ 0 1 0 O avl 4 m X C of C) of o o %0 co th > ° 5 Q O z z o a k ^12 G'm w p a N a ° a D 3 a° D Z r fm D m in -Z -M c °0 4 0 0 0 0 2 3 C n= c a C °t_ >a Z w6 j I ~ s a n ~ I 7 A m z r s 3 u O . C 4 m 17 M 3p rococo co 00 b%a D 06 ° 3 m b V1 V1 V1 V7 U1 N W n "mI K K K K K W K m~° ~x a N a e C N M MS3 i 9 ' m z o 3~; o a w ww ww w a 7e1 77 I N N N N N I N r ID kD %0 k, WDf . %D %%100 m ] % r O 0 W W W W W W W 74 1 Y~ • r = i Og 0 r o goz z Aim,> O Z O eK3 C Z D' m .1 Z vs ro N ro ro ro nD1 X C m a SO 60 {mfg 9 p 9 , I I I I I I I C N Z m o {aA71 D y; b• fn JA CD >1D > 4 I z" o oco !r~I 1-91 ~~n ni SNAG ~ O {p C yj ►t+ ~D v w < 0 7c > a+ ff1 Oa Oz 's,~J p ~ r, 73 0 -4 & 00c z C *°s a a T O m p r+ I i ~h ~30 >~j W m 9 ~ Z 3 O S Z La W WWw~ ~vE z A ~r m r a ~Y, T Z 7G ~ N 71 r~ 9 w m m 4E in rZ i in E~° -1 > c~:m A D ° ~r !!1> m 40 .4 0 T 3°a c' m f m o+ n OC C • a O L o C zz M-1 z •191.1 ~ O« • = 1- M 0. m C S /ate 77 m fN..2 D r n: 1 Z Ln --4 a. w 00 ° w e N ••i O d N 9' al z on y O r 'nv; rn D t .~n o H • c N i ~ Z v•2 m M h O a H -4 p go C 1403 rr.J pOo00 r :`sg p z. ozx ~a 2 r v co CO opw cn N OD 1n D o ILK M _I = z r+ Ri j m O m 2 ; ~er~ G 1 00 0 0 000 6 00 0 0 00 0 p 000 S• c C M -C ~r O O •I O K m S CO Co co co co Co co co co 9 i C. T p -1 Ln L" CA w cn u1 v, 61 to vm~ 'r Z p g 3 > cn K k K K K iNt K aN! i " • m ^ 5' x i ! n p H > •3 : : C N L 7 111 'C 3 .4 F. • •D •'n .15 s 111 z 3 x ~ • M , 1L ~ ~ rll wwwwwwww N ,~ga.. ~ Lr Y 1 w No ~ w ka No~ e m a?a- n P C • o ao ao Di 3 e r z; D 61 A m T Q 0 o, 0M ATfR. T O z a 4' - o -i°5 t > N Z T N N N N N N N fi 1 9 404 my.0 C w 0 m aj > 1 1 b m v CP1 Cn z w { QQAA pa nay"! IGmL Q 9 '~QVI i.c O M o all 7, N N f1•+ N N 1 « 111 w C r ~ o ~ y >ac a LL: L I I ra =t Q b D'° Q O k ft1 T n o t f. mD r3n 4p cM m m a-1 O n~ is T c U D o' i+ ^ to M..4 r o z -1 2 C Z er C r, i' T 3 M'J_"•j T N_ Zcn" O Cp, ~O O 3m 7: n fi n Om-< c 79 0 am ~ ~a•~• 9 Z m O T ~r 3 0 • T Z T r ry w CL 0 aK y T5 mPC rn O• Z d -i D r 3 -1 $ fl T x 2 T a r N nr- n O A ?ii0 O ac n o c D v mm oZ 'A 6) Z :7 z NO y `r 0 0 a3C e H -4 m i IA m m co 3^ce a rnin i I9 So C .2 1 >c i o D :_na3 n Cr `+m~n ~w Z , =iM1 o b v Sr G r 7 w z Q i S M T ] C C L n -4 3 ° O co m vRr4 " O1 0A VJ (A 3`--Y3 ml K -1 n~ 5.0 4 "O m MM ~A 03 N y 3 ^ 3 T .a 3 n g C N I m i M 3 "I io m CL e O Z w u, eu~: 3Q m CL D~: n lA eY' O a M M v Q D 7 sa-4 r ? wQ G 1 m e o n O~ D -t0 as O O ^iw n prom, m T G* G d ; 2 105, 3i -z4 9 w y ti7g I r C N Q w O '1 .4 ~x ro W; m i+ Q w 1 r ~j 7pC •C 3 7C 3' op, pm _ a 9 D i i C r7 *cr A Qp0p N SS? C~ cm m 7 r y fir[ O ~ N i ~ b] n g 0 C7 ~ ~ 9 2 pm ti T i~ eS~ o w lsiev:4u+1f iv,lj S I M I L ^NU LOCAL GOVERNmtto sthies To: Federal Reserve Bank or Branch at DAI I AS TFYAC _ 1. Pursuant to the provisions of Department of the Treasury Circular, Public Deb: Series No. 3.72, current revision, the undersigne hereby subscribes for the purchase of the following securities: a. ® United States Treasury Certificates of indebtedness -State and Lout GovernmentSees$" (SCHEDULE it TOTAL AMOUNT S 0.600 b. © United States Treasury Notcs - Slate and Lou( Government Series (SCHEDULE 21 TOTAL AMOUNT S 880,900 e. United States Treasury Bonds - State and Local Government Series (SCHEDULE 3) 1.024.300 TOTAL AMOUNT S GRANDTOTAL $ 1.423_800 .s described on the attached schedules, which are lnto-porated by reference to this subscription, to be used as entries on tht books of the tsure,u of the Public Debt. Department of the Treasury. 2. The undersigned certifies that the total Investm!nb (1) consists only of the Proceeds of obligations described in Section 103(a of the Internal Revenue Code, and 12) is not more nor less within authorised multiples (51,000 minimum and increments o $100 over such amount), directly Subject to yield reslrjCliOM under Section 103(cI Of the Code, and the regulations issuet thereunder except for any portion tnereof required for a payment due Irss than 45 days from the date setttemenl 1s made to the securities subscribed tor, , 3. The undersigned requests that book-entry accounts be established ton Name of owner rITY OF OFNTONr_T XAS d, The undersigned. a. C3 submits payment in lull herewith for the above securities, as shown below. b, 0 requests that issuance be deterred until Mnrrh 29 1 QA4 - fnot to exceed by more than 60 days the date o which this subscription is received at a Federal Reserve Bank or Branch or, where maibud, by the stamp date appearing on th registered or certified mail envelope in which it is received), and agrees to make payment on that date. The urdersigned further Certifies that the following official(s), by title(s), are authorized, subject to the Provisions of the abos circular, to request redemption prior to maturity of the securities (if no one has been so authorized, enter the word "none"). MAYQP CITY MANARFR Oatedthis9th day 01 Marsh 19 ~tN a fftaleOr sour wr~mnteooyl 817'366-8307 By rlr none •,n ,wee Prtl l nor ).son u ,Lr FOR USE BY BANK IN TRANSMITTING PAYMENT FOR ABOVE SECURITY (The Issue date of the account will be the dale specHied in this subscription, provided payment therefor in readily available funs Is niceived heriwlth or within the time limitation specified above, Where payment is submitted separately, It should be sccompanie by acopy of IhIssubscription.) Name of Institution M AI.; AMERICAN RASKranoT WORTH.N,A. 0 Check enclosed RTg S 610 X3 Charge our reserve a/c on arrh Is 1 QR3 City FA-QT fJQ S)ate 76 102 0 Other lo,lrj Authorized signature and title 1 / !rl•' ' ~ P. D del OR U F F SERVE BANK ACCOUNT NUMBERS APPllcab'r Interest issue Date Date Credited to Tress Through: Rate Table No. Acct, (cannot be subst C OF I'S: Fro quent to Issue Dale) NOTES: From: Through: 60NDSs Froms.~. Ihrough: FOR USE OF THE DIVISION OF SECURITIES OPERATIONS A00rewe Dale , By ..ter ~h z z rz n3 sn i O ®-1 > a Ti O t ~'p v C1 m e 1^4 C 11 t7C b m C 0 m► e O A m rn O a = t; ro mC w 9 .-4 D ~ m x~ 7 m 3 0 v~ m w 7 c $00 *a o; Dm O C3 o n1 0~ C) rn -n r :0 Z y m m7ACm m I m cu n m d" °i r M N 'n 7 C1 O n Vf m Z ° C w n ~s 04Z (n A aN z g~ • < co ~ ° 7.1 .i Q N-4m m on t m o, Z o-omn o- d Z rn O r ► _ 'n > C O Z 30 q "S 'M -i y M i i C a 3 = •o ° CL m fi o z ` o )o O y M < M 57 - In _ .4 r n 0 In m CL AM r w m ~ C W H c ` K i 7 p D e j n I c° m m ^c > LA -~1 rrr f ~ y v t w 3 z i Z C1 ~ yr w 3 ~ ~ v D~ C a; 2 a 8 o m m N ~ i I .Fi ~ (A w s °O~ y ~ n ~ A n m °o ~d OD p~cr 3 ON C 1" C T v w' -Ai O A m n m a -zia to 3 :w > > 3c H z N 2 .~c A C =xm v O } uD~ W 9y to~ m 1 SNP $Q y O7 C yyy~~ w< • c A P+ s s a N co M Y1 S j Cf ->i o O R b y. R .yi m m m m O' y. 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