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279300000 the ILLINOIS STATE TOLL HIGHWAY AUTHORITY Bofa Merrill Lynch Siebert Brandford Shank & Co

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279300000 the ILLINOIS STATE TOLL HIGHWAY AUTHORITY Bofa Merrill Lynch Siebert Brandford Shank & Co NEW ISSUE – BOOK-ENTRY ONLY RATINGS: See “RATINGS” herein. Subject to compliance by the Authority with certain covenants, in the opinion of Pugh, Jones, Johnson & Quandt, P.C., Chicago, Illinois, Bond Counsel, under present law interest on the 2010A Bonds will not be includible in the gross income of the owners thereof for Federal income tax purposes. Interest on the 2010A Bonds will not be treated as an item of tax preference in computing the alternative minimum tax for individuals and corporations. See the heading “TAX MATTERS” herein for a more detailed discussion of some of the federal tax consequences of owning the 2010A Bonds. The interest on the 2010A Bonds is not exempt from present Illinois income taxes. $279,300,000 THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY Toll Highway Senior Refunding Revenue Bonds, 2010 Series A-1 Maturities, Principal Amounts, Interest Rates, Yields and CUSIP Numbers are shown on the Inside of the Front Cover This Official Statement contains information relating to The Illinois State Toll Highway Authority (the “Authority”) and the Authority’s Toll Highway Senior Refunding Revenue Bonds, 2010 Series A-1 (the “2010A Bonds”). The 2010A Bonds are being issued under a Trust Indenture dated as of December 1, 1985 (as amended, restated and supplemented, the “Indenture”) from the Authority to The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”). The 2010A Bonds will be issuable as fully registered bonds in the name of Cede & Co., as registered owner and nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository for the 2010A Bonds. Purchasers of the 2010A Bonds will not receive certificates representing their interests in the 2010A Bonds purchased. Principal of and interest on the 2010A Bonds will be paid by the Trustee to DTC, which in turn will remit such principal and interest payments to its participants for subsequent disbursement to the beneficial owners of the 2010A Bonds. As long as Cede & Co. is the registered owner as nominee of DTC, payments on the 2010A Bonds will be made to such registered owner, and disbursement of such payments to beneficial owners will be the responsibility of DTC and its participants. See APPENDIX E – “BOOK-ENTRY SYSTEM” herein. The 2010A Bonds will mature on January 1 of the years and in the amounts and will bear interest at the rates per annum set forth on the inside cover page, payable on January 1 and July 1 of each year, commencing January 1, 2011. As described herein, certain of the 2010A Bonds are subject to optional redemption. All Bonds issued under the Indenture, including the 2010A Bonds, are payable solely from and secured solely by a pledge of and lien on the Net Revenues (as defined herein) and certain other funds as provided in the Indenture. See “SECURITY AND SOURCES OF PAYMENT FOR THE 2010A BONDS” herein. THE 2010A BONDS AND ANY OTHER BONDS ISSUED UNDER THE INDENTURE DO NOT REPRESENT OR CONSTITUTE A DEBT OF THE AUTHORITY OR OF THE STATE OF ILLINOIS WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION, OR PLEDGE OF THE FAITH AND CREDIT OF THE AUTHORITY OR OF THE STATE OF ILLINOIS, OR GRANT TO THE OWNERS OR HOLDERS THEREOF ANY RIGHT TO HAVE THE AUTHORITY OR THE ILLINOIS GENERAL ASSEMBLY LEVY ANY TAXES OR APPROPRIATE ANY FUNDS FOR THE PAYMENT OF THE PRINCIPAL THEREOF OR THE INTEREST THEREON, OTHER THAN AS MAY BE AUTHORIZED UNDER THE TOLL HIGHWAY ACT. The 2010A Bonds are offered for delivery when, as and if issued and received by the Underwriters, subject to withdrawal and modification of the offer without notice and approval of legality by Pugh, Jones, Johnson & Quandt, P.C., Chicago, Illinois, Bond Counsel. Certain legal matters in connection with the 2010A Bonds will be passed upon for the Authority by Thomas Bamonte, Esq., Assistant Attorney General and the Authority’s General Counsel, and by the Authority’s special counsel, Perkins Coie LLP, Chicago, Illinois and for the Underwriters by their counsel, Katten Muchin Rosenman LLP, Chicago, Illinois and Sanchez Daniels & Hoffman LLP, Chicago, Illinois. Certain documents to which the Authority is a party will be approved as to form and constitutionality by the Attorney General of Illinois. It is expected that the 2010A Bonds in definitive form will be available for delivery to DTC on or about July 1, 2010. BofA Merrill Lynch Siebert Brandford Shank & Co., L.L.C. Morgan Stanley William Blair & Company Baird Estrada Hinojosa & Company, Inc. George K. Baum & Company KeyBanc Capital Markets Inc. Raymond James & Associates, Inc. Stifel Nicolaus Dated: June 10, 2010 MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND CUSIP NUMBERS $279,300,000 THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY Toll Highway Senior Refunding Revenue Bonds, 2010 Series A-1 Dated: Date of Delivery Due: January 1, as shown below Maturity Principal Interest (January 1) Amount Rate Yield CUSIP* 2018 $ 1,480,000 3.750% 3.370% 452252FL8 2019 1,260,000 3.500 3.570 452252FM6 2020 1,620,000 4.125 3.780 452252FN4 2021 1,700,000 4.000 3.920† 452252FP9 2022 1,740,000 4.000 4.040 452252FQ7 2023 1,825,000 4.125 4.150 452252FR5 2024 1,905,000 4.250 4.270 452252FS3 2025 41,880,000 5.000 4.390† 452252FT1 2026 22,500,000 5.000 4.490† 452252GA1 2026 18,600,000 5.250 4.390† 452252FU8 2027 16,665,000 4.500 4.670 452252FV6 2027 27,585,000 5.000 4.560† 452252GB9 2028 29,295,000 5.000 4.620† 452252FW4 2029 15,000,000 5.000 4.660† 452252FX2 2029 18,160,000 5.250 4.540† 452252GC7 2030 37,045,000 5.250 4.590† 452252FY0 2031 41,040,000 5.000 4.740† 452252FZ7 * Copyright 2010, American Bankers Association. CUSIP data herein are provided by CUSIP Global Services LLC managed on behalf of the American Bankers Association by Standard and Poor’s, a subsidiary of The McGraw-Hill Companies, Inc. The CUSIP numbers listed above are being provided solely for the convenience of the holders of the 2010A Bonds at the time of issuance of the 2010A Bonds and the Authority does not make any representation with respect to such numbers or undertake any responsibility for the accuracy of such numbers. CUSIP numbers are subject to being changed after the issuance of the 2010A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of the 2010A Bonds. † Yield to the first optional redemption date of January 1, 2020. THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY 2700 OGDEN AVENUE DOWNERS GROVE, ILLINOIS 60515-1703 (630) 241-6800 DIRECTORS Patrick J. Quinn Governor of Illinois, ex officio director Gary Hannig Secretary of the Illinois Department of Transportation, ex officio director Paula Wolff Chair James J. Banks James M. Roolf Thomas Canham Maria Saldaña William Morris Carl O. Towns Arthur George Pradel Thomas Weisner Lisa Madigan Attorney General of Illinois and ex officio Attorney for the Authority Alexi Giannoulias Treasurer of the State of Illinois and ex officio Custodian of the Illinois State Toll Highway Authority Fund EXECUTIVE STAFF Kristi Lafleur Doug Kucia Executive Director Chief of Staff Michael J. Colsch Paul Kovacs Thomas Bamonte Chief of Finance Chief Engineer Assistant Attorney General and General Counsel FINANCIAL ADVISOR First Southwest Company SWAP ADVISOR PFM Asset Management LLC CONSULTING AND TRAFFIC ENGINEERS AECOM USA, Inc. Wilbur Smith Associates, Inc. Consulting Engineer Traffic Engineer This Official Statement, which includes the cover page and inside front cover page and appendices, is being used in connection with the offer and sale of the 2010A Bonds and may not be reproduced or be used, in whole or in part, for any other purpose. The information set forth herein is believed to be reliable but is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation of, the Underwriters. The Underwriters have provided the following sentence for inclusion in this Official Statement. Each Underwriter has reviewed the information in this Official Statement in accordance with and as part of its respective responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but no Underwriter guarantees the accuracy or completeness of such information. The information and expressions of opinion contained herein are subject to change without notice and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the information herein pertaining to the Authority and the Tollway System as of any time subsequent to the date of such information. No dealer, sales representative or any other person has been authorized by the Authority or the Underwriters to give any information or to make any representation other than as contained in this Official Statement in connection with the offering it describes and, if given or made, such other information or representation must not be relied upon as having been authorized by the Authority or the Underwriters. This Official Statement does not constitute an offer of any securities other than those described on the cover page or an offer to sell or a solicitation of an offer to buy in any jurisdiction in which it is unlawful to make such offer, solicitation or sale. This Official Statement should be considered in its entirety. No information or portion of information in this Official Statement should be considered less important than any other by reason of its position in this Official Statement.
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