School District of Manatee County, Florida Sales Tax Revenue Bonds, Series 2017

AMENDMENT TO PRELIMINARY OFFICIAL STATEMENT DATED JANUARY 25, 2017 Relating to $132,155,000* SCHOOL DISTRICT OF MANATEE COUNTY, FLORIDA SALES TAX REVENUE BONDS, SERIES 2017 This amendment provides information amendatory to the Preliminary Official Statement, dated January 25, 2017 (as herein amended, the "Preliminary Official Statement"), relating to the School District of Manatee County, Florida Sales Tax Revenue Bonds, Series 2017 (the "Series 2017 Bonds"), and should be reviewed only in conjunction with a review of the entire Preliminary Official Statement. Capitalized undefined terms used herein shall have the meanings ascribed thereto in the Preliminary Official Statement. The information in the table entitled "Sales Tax Revenues Receipts" on page 13 of the Preliminary Official Statement is hereby amended and restated in its entirety to read as follows: School District of Manatee County, Florida Sales Tax Revenues Receipts Fiscal Year Sales Tax Revenues 2016-17 $31,265,399(1) 2015-16 30,062,884 2014-15 28,209,372 2013-14 26,436,232 2012-13 24,379,569 2011-12 23,269,839 2010-11 21,740,639 2009-10 20,324,150 2008-09 20,893,833 2007-08 22,111,203 2006-07 23,846,026 2005-06 23,843,178 ____________________ (1) Budgeted. The District has received $11,415,477 of the Sales Tax Revenues for Fiscal Year 2016-17 as of December 23, 2016. Source: Comprehensive Annual Financial Report of the School District of Manatee County for the Fiscal Year ended June 30, 2016. For Fiscal Year 2016-17, School District of Manatee County, Final Annual Budget 2016- 2017. THE SCHOOL DISTRICT OF MANATEE COUNTY, FLORIDA The date of this amendment is January 30, 2017. * Preliminary, subject to change. 1 of 1 PRELIMINARY OFFICIAL STATEMENT DATED JANUARY 25, 2017 ® NEW ISSUE BOOK-ENTRY ONLY RATINGS: See “Ratings” herein. In the opinion of Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Bond Counsel, assuming continuing compliance by the District with various covenants in the Bond Resolution, under existing federal tax law, the interest on the Series 2017 Bonds (a) is excludable from gross income of the holders of the Series 2017 Bonds, except as otherwise described under the caption “TAX EXEMPTION” herein and (b) is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. Such interest, however, will be includable in the calculation of a corporation’s alternative minimum taxable income and may be subject to other federal income tax consequences referred to herein under “TAX EXEMPTION.” See “TAX EXEMPTION” herein for a general discussion of Bond Counsel’s opinion. $132,155,000* SCHOOL DISTRICT OF MANATEE COUNTY, FLORIDA SALES TAX REVENUE BONDS, SERIES 2017 Dated: Date of Delivery Due: October 1, as set forth below The School District of Manatee County, Florida (the “District”), acting by and through The School Board of Manatee County, Florida (the “Board”), its governing body, is issuing its Sales Tax Revenue Bonds, Series 2017 (the “Series 2017 Bonds”), in fully registered form without coupons, in denominations of $5,000 and any integral multiple thereof. Interest will be payable semi-annually mailed on each Interest Date (April 1 and October 1 of each year commencing April 1, 2017). Interest on the Series 2017 Bonds will be payable by check or draft of Zions Bank, a division of ZB, National Association, as Paying Agent, mailed to the Holders thereof, and principal of the Series 2017 Bonds will be payable upon presentation, when due, at the designated corporate trust office of the Paying Agent located in Denver, Colorado. Interest payable on the Series 2017 Bonds on any Interest Date will be paid to the Holder in whose name such Series 2017 Bond shall be registered at the close of business on the date which shall be the fifteenth (15th) day (whether or not a business day) of the calendar month next preceding such Interest Date, or, at the request and expense of such Holder, by bank wire transfer for the account of such Holder. The Series 2017 Bonds initially will be registered in the name of Cede & Co., as registered owner and nominee for The Depository Trust Company, New York, New York (“DTC”), which will act as securities depository for the Series 2017 Bonds. The Series 2017 Bonds will be available to purchasers under the book-entry system maintained by DTC through brokers and dealers who are, or act through, Participants (as defined herein). Purchasers of the Series 2017 Bonds (the “Beneficial Owners”) will not receive physical delivery of bond certificates. Ownership by the Beneficial Owners of the Series 2017 Bonds will be initially evidenced by book-entry only. As long as Cede & Co. is the registered owner as nominee of DTC, payments of principal, interest, and premium, if any, will be made directly to such registered owner which will in turn remit such payments to the Participants for subsequent disbursement to the Beneficial Owners. See “DESCRIPTION OF THE SERIES 2017 BONDS – Book-Entry Only System of Registration” herein. The principal of, and interest on, the Series 2017 Bonds are payable solely from and secured by a lien upon and pledge of (i) the proceeds received by the District from the levy and collection of the one-half cent school capital outlay discretionary sales surtax pursuant to Section 212.055(6), Florida Statutes, and (ii) until applied in accordance with the provisions of the Bond Resolution (defined herein), all moneys, including investments thereof, in the funds and accounts established pursuant to the Bond Resolution except for the Unrestricted Revenue Account and the Rebate Fund (collectively, the “Pledged Funds”), on a parity with the District’s outstanding Series 2005 Bonds (defined herein) and Series 2012 Bonds (defined herein), except that the Series 2017 Bonds are not secured by the Reserve Account or any subaccount therein other than the Series 2017 Subaccount of the Reserve Account. Pursuant to the Bond Resolution, the Superintendent is authorized and directed to determine, upon the advice of the Financial Advisor (as defined herein) and in consultation with the Underwriters (as defined herein), the Reserve Account Requirement for the Series 2017 Subaccount of the Reserve Account, which amount may be zero ($0.00). For a description of the security and sources of payment for the Series 2017 Bonds, see “SECURITY FOR THE SERIES 2017 BONDS” herein. The Series 2017 Bonds are being issued for the principal purpose of (i) financing the cost of construction, reconstruction or improvement of school facilities and campuses which have a useful life expectancy of five or more years and any land acquisition, land improvement, design and engineering cost related thereto and for costs of retrofitting and providing for technology implementation including hardware and software for various sites within the District; (ii) funding the Reserve Account Requirement, if any, for the Series 2017 Subaccount of the Reserve Account; and (iii) paying certain costs and expenses incurred in connection with the issuance of the Series 2017 Bonds, including the premium for the municipal bond insurance policy, if any. The scheduled payment of principal and interest on the Series 2017 Bonds, when due may be guaranteed under a municipal bond insurance policy to be issued concurrently with the delivery of the Series 2017 Bonds by Assured Guaranty Municipal Corp. (the “Insurer”). For a discussion of the terms and provisions of such policy, including the limitation thereof, see “MUNICIPAL BOND INSURANCE POLICY OPTION” herein. The Superintendent, upon the advice of the Financial Advisor and in consultation with the Underwriters, will make the determination whether to purchase such policy to insure all or a portion of the Series 2017 Bonds, if any, at the time the Series 2017 Bonds are priced. THE FULL FAITH AND CREDIT OF THE BOARD, THE STATE OF FLORIDA, OR ANY POLITICAL SUBDIVISION OR AGENCY THEREOF, ARE NOT PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2017 BONDS AND THE HOLDERS WILL NEVER HAVE THE RIGHT TO REQUIRE OR COMPEL THE EXERCISE OF ANY TAXING POWER OF THE BOARD, THE STATE OF FLORIDA, OR ANY POLITICAL SUBDIVISION OR AGENCY THEREOF, TO THE PAYMENT OF SUCH PRINCIPAL AND INTEREST. THE SERIES 2017 BONDS AND THE OBLIGATION EVIDENCED THEREBY SHALL NOT CONSTITUTE A LIEN UPON ANY PROPERTY OF THE BOARD, BUT SHALL CONSTITUTE A LIEN ONLY ON, AND SHALL BE PAYABLE SOLELY FROM, THE PLEDGED FUNDS. Certain of the Series 2017 Bonds are subject to optional redemption prior to their stated maturities as set forth herein. See “DESCRIPTION OF THE SERIES 2017 BONDS – Optional Redemption” herein. The cover page contains certain information for quick reference only. It is not, and is not intended to be, a summary of the transaction. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. The Series 2017 Bonds are offered when, as and if delivered and received by the Underwriters, subject to an approving legal opinion of Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Bond Counsel, and certain other conditions. Bryant Miller Olive P.A., Tampa, Florida is acting as Disclosure Counsel to the Board. Certain legal matters will be passed upon for the District by its Counsel, Dye, Deitrich, Petruff & St. Paul, P.L., Bradenton, Florida. Certain legal matters will be passed upon for the Underwriters by their Counsel, Greenberg Traurig, P.A., Miami, Florida. PFM Financial Advisors LLC, Orlando, Florida will act as Financial Advisor to the Board. It is expected that the Series 2017 Bonds, in book-entry only form, will be available through the facilities of DTC for delivery in New York, New York on or about February __, 2017.

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