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281165000 Dormitory Authority of the State Of NEW ISSUE Moody’s: “Aa2” Standard & Poor’s: “AA” FitchRatings: “AA” (See “Ratings” herein) $281,165,000 DORMITORY AUTHORITY OF THE STATE OF NEW YORK MEMORIAL SLOAN-KETTERING CANCER CENTER REVENUE BONDS, SERIES 2008A2 Dated: Date of Delivery Due: July 1, as shown on inside cover Payment and Security: The Memorial Sloan-Kettering Cancer Center Revenue Bonds, Series 2008A2 Bonds (the “Series 2008A2 Bonds”) are special obligations of the Dormitory Authority of the State of New York (the “Authority”) payable from and secured by a pledge of (i) certain payments to be made under the Loan Agreement (the “2002 Loan Agreement”), dated as of December 5, 2001, as amended, between Memorial Sloan-Kettering Cancer Center (the “Center”) and the Authority and Guaranties (the “Guaranties”), dated as of December 5, 2001, from the Sloan-Kettering Institute for Cancer Research and S.K.I. Realty, Inc. to the Authority (the “Revenues”) and (ii) all funds and accounts (excluding the Arbitrage Rebate Fund and any fund established for the payment of the Purchase Price of Option Bonds tendered for purchase) established under the Authority’s Memorial Sloan-Kettering Cancer Center Revenue Bond Resolution adopted December 5, 2001 and the Series 2008A Resolution adopted March 26, 2008 (collectively, the “Resolution”). The 2002 Loan Agreement is a general, unsecured obligation of the Center and requires the Center to pay, in addition to the fees and expenses of the Authority and the Trustee, amounts sufficient to pay the principal and Redemption Price of and interest on all Bonds issued under the Resolution, including the Series 2008A2 Bonds, as such payments become due. The Series 2008A2 Bonds are not a debt of the State of New York (the “State”), nor is the State liable thereon. The Authority has no taxing power. Description: The Series 2008A2 Bonds will be issued as fully registered bonds in denominations of $5,000 and any integral multiple thereof. Interest (due July 1, 2008 and each January 1 and July 1 thereafter) will be payable by check or draft mailed to the registered owners of the Series 2008A2 Bonds at their addresses as shown on the registration books held by the Trustee or, at the option of a holder of at least $1,000,000 in principal amount of Series 2008A2 Bonds, by wire transfer to the holder of such Series 2008A2 Bonds, each as of the close of business on the fifteenth day of the month next preceding an interest payment date. The principal or Redemption Price of the Series 2008A2 Bonds will be payable at the principal corporate trust office of The Bank of New York, New York, New York, the Trustee and Paying Agent (as defined herein) or, with respect to Redemption Price, at the option of a holder of at least $1,000,000 in principal amount of Series 2008A2 Bonds, by wire transfer to the holders of such Series 2008A2 Bonds as more fully described herein. The Series 2008A2 Bonds will be issued initially under a Book-Entry Only System, registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”). Individual purchases of beneficial interests in the Series 2008A2 Bonds will be made in Book-Entry form (without certificates). So long as DTC or its nominee is the registered owner of the Series 2008A2 Bonds, payments of the principal and Redemption Price of and interest on such Series 2008A2 Bonds will be made directly to DTC or its nominee. Disbursement of such payments to DTC participants is the responsibility of DTC and disbursement of such payments to the beneficial owners is the responsibility of DTC participants. See “PART 3 – THE SERIES 2008A2 BONDS – Book-Entry Only System” herein. Redemption: The Series 2008A2 Bonds are subject to redemption or purchase prior to maturity, as more fully described herein. Tax Exemption: In the opinion of Bond Counsel, under existing law and assuming compliance with the tax covenants described herein, and the accuracy of certain representations and certifications made by the Authority and the Center described herein, interest on the Series 2008A2 Bonds is excluded from gross income for Federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”). Bond Counsel is also of the opinion that such interest is not treated as a preference item in calculating the alternative minimum tax imposed under the Code with respect to individuals and corporations. Interest on the Series 2008A2 Bonds is, however, included in the adjusted current earnings of certain corporations for purposes of computing the alternative minimum tax imposed on such corporations. Bond Counsel is further of the opinion that, by virtue of the Act, interest and original issue discount on the Series 2008A2 Bonds is exempt from personal income taxes of the State of New York and its political subdivisions. See “PART 10 – TAX MATTERS” herein regarding certain other tax considerations. MATURITY SCHEDULE – See Inside Cover Page The Series 2008A2 Bonds are offered when, as and if issued and received by the Underwriters. The offer of the Series 2008A2 Bonds may be subject to prior sale, or may be withdrawn or modified at any time without notice. The offer is subject to the approval of legality of the Series 2008A2 Bonds by Nixon Peabody LLP, New York, New York, Bond Counsel, and to certain other conditions. Certain legal matters will be passed upon for the Underwriters by their counsel, Orrick, Herrington & Sutcliffe LLP, New York, New York; and for the Center and its related corporations by its counsel, Paul, Weiss, Rifkind, Wharton & Garrison LLP, New York, New York. The Authority expects to deliver the Series 2008A2 Bonds in definitive form in New York, New York, on or about May 13, 2008. Goldman, Sachs & Co. Citi UBS Investment Bank JPMorgan Lehman Brothers Loop Capital Markets, LLC Merrill Lynch Morgan Stanley MR Beal & Company Sterne, Agee & Leach, Inc. May 2, 2008 PRINCIPAL AMOUNTS, INTEREST RATES AND YIELDS OR PRICES $281,165,000 Series 2008A2 Bonds Maturity Principal Interest July 1 Amount Rate Yield or Price CUSIP 1 2013 $ 22,855,000 4.000% 3.290% 649903A35 2013 5,330,000 5.000 3.290 649903A43 2014 10,940,000 4.000 3.420 649903A50 2014 18,390,000 5.000 3.420 649903A68 2015 3,800,000 3.550 3.560 649903A76 2015 4,785,000 5.000 3.560 649903A84 2016 3,860,000 4.000 3.700 649903A92 2016 5,175,000 5.000 3.700 649903B26 2017 34,290,000 5.000 3.840 649903B34 2018 25,195,000 4.000 3.980 649903B42 2019 16,500,000 4.100 100.000 649903B59 2024 21,385,000 4.500 100.000 649903B67 2025 4,590,000 4.550 100.000 649903B75 2026 15,625,0000 4.600 100.000 649903B83 $88,445,000 5.000% Term Bonds Due July 1, 2026, Yield 4.580% CUSIP: 649903B91 1 Yield to first optional redemption date. 1 The CUSIP number has been assigned by an independent company not affiliated with the Authority and is included solely for the convenience of the owners of the 2008A2 Bonds. The Authority is not responsible for the selection or uses of the CUSIP number, and no representation is made as to its correctness on the 2008A2 Bonds or as indicated above. The CUSIP number is subject to being changed after the issuance of the 2008A2 Bonds as a result of various subsequent actions including, but not limited to, a refunding of a portion of the 2008A2 Bonds. No dealer, broker, salesperson or other person has been authorized by the Authority, MSKCC (defined herein) or the Underwriters to give any information or to make any representations with respect to the Series 2008A2 Bonds, other than the information and representations contained in this Official Statement. If given or made, any such information or representations must not be relied upon as having been authorized by the Authority, MSKCC or the Underwriters. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be a sale of the Series 2008A2 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. Certain information in this Official Statement has been supplied by the Center and other sources that the Authority believes are reliable. The Authority does not guarantee the accuracy or completeness of such information and such information is not to be construed as a representation of the Authority. The Underwriters have provided the following sentence for inclusion in this Official Statement. The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, its responsibility to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of such information. The Center reviewed the parts of this Official Statement describing MSKCC, the Refunding Plan and Appendix B. The Center shall certify as of the date hereof and as of the date of issuance of the Series 2008A2 Bonds that such parts do not contain any untrue statements of a material fact and do not omit to state a material fact necessary in order to make the statements made therein, in light of the circumstances under which the statements are made, not misleading. The Center makes no representations as to the accuracy or completeness of any other information included in this Official Statement. References in this Official Statement to the Act, the Resolution, the 2002 Loan Agreement, the Guaranties, the Inducement Agreement and the Intercreditor Agreement do not purport to be complete.
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