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$125,000,000* CITY of PITTSBURGH (Commonwealth of Pennsylvania)

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$125,000,000* CITY of PITTSBURGH (Commonwealth of Pennsylvania) Preliminary Official Statement Dated January 23, 2012 New Issue—Book Entry Only This Official Statement has been prepared by the City of Pittsburgh to provide information on the Bonds. Selected information is presented on this cover page for the convenience of the user. To make an informed decision regarding the Bonds, a prospective investor should read this Official Statement in its entirety. $125,000,000* CITY OF PITTSBURGH (Commonwealth of Pennsylvania) $45,000,000 $80,000,000 SERIES A OF 2012 SERIES B OF 2012 GENERAL OBLIGATION BONDS GENERAL OBLIGATION BONDS Dated: Date of Delivery Maturity Dates and Prices — See inside front cover Bond Ratings “A1, stable outlook” Moody’s Investors Service (Underlying Rating) “Aa3 negative outlook” (Rating Based Upon Insurance) “BBB, stable outlook” Standard & Poor’s (Underlying Rating) “AA- stable outlook” (Rating Based Upon Insurance “A stable outlook” Fitch Rating (Underlying Rating) No Fitch Rating Based Upon Insurance Tax Matters In the opinion of Bond Counsel, assuming compliance with certain covenants of the City, interest on the Bonds (as herein defined) is excluded from gross income of the owners of the Bonds for federal income tax purposes under existing law, as currently enacted and construed. Interest on the Bonds is not an item of tax preference for purposes of either individual or corporate alternative minimum tax. Interest on the Bonds may be indirectly subject to corporate alternative minimum tax and certain other taxes imposed on certain corporations as more fully described under the caption “TAX MATTERS – FEDERAL” herein. Under the laws of the Commonwealth of Pennsylvania, as currently enacted and construed, the Bonds are exempt from personal property taxes in Pennsylvania, and the interest on the Bonds is exempt from Pennsylvania personal income tax and Pennsylvania corporate net income tax. Redemption The Bonds are subject to redemption prior to maturity. See “THE BONDS — Redemption” herein. Security The Bonds are general obligations of the City of Pittsburgh payable from its tax and other general revenues and to which the full faith, ided in the final Official Statement. credit and taxing power of the City are pledged. See “THE BONDS — Security” herein. Bond Insurance The scheduled payment of principal of and interest on the Bonds when due will be guaranteed under an insurance policy to be issued concurrently with the delivery of the Bonds by ASSURED GUARANTY MUNICIPAL CORP. Purpose Proceeds of the Bonds will be used to (1) finance miscellaneous capital projects within the City, (2) finance the Refunding Program as defined herein, and (3) pay the costs and expenses of issuing the Bonds. Interest Payment Dates March 1 and September 1 First Interest Payment Date September 1, 2012 Denominations $5,000 and integral multiples thereof een omitted in accordance with such Rule and which will be prov Book-Entry-Only Form The Depository Trust Company Delivery On or about _________, 2012 in New York, New York Bond Counsel Pepper Hamilton LLP Underwriters’ Counsel Schnader Harrison Segal & Lewis LLP Paying Agent and Sinking U.S. Bank National Association Fund Depository BOENNING & SCATTERGOOD, INC. RBC CAPITAL MARKETS This Preliminary Official Statement is deemed final for purposes of SEC Rule 15c2-12. Certain information contained herein is subject to completion and amendment or other change without notice. The securities may not be sold nor may an offer to buy be accepted be buy to offer an may nor sold be not may securities The notice. without change other or amendment and completion to subject is herein contained information Certain 15c2-12. Rule SEC of purposes for final deemed is Statement Official Preliminary This in which jurisdiction in any securities of these sale be any there shall nor buy, to offer an of solicitation or the to sell offer an constitute Statement Official Preliminary the shall circumstances no Under form. final in delivered is Statement Official the time the to prior such solicitation offer, or sale would be unlawful, prior to registration or qualification under the securities laws of any such jurisdiction. The City has deemed this Preliminary Official Statement to be final for purposesExchange Commission, except for certain information which has b of Rule 15c2-12(b)(1) of the Securities and * Preliminary, subject to change Assured Guaranty Municipal Corp. (“AGM” or the “Bond Insurer”) makes no representation regarding the Bonds or the advisability of investing in the Bonds. In addition, AGM has not independently verified, makes no representation regarding, and does not accept any responsibility for the accuracy or completeness of this Official Statement or any information or disclosure contained herein, or omitted herefrom, other than with respect to the accuracy of the information regarding AGM supplied by AGM and presented under the heading “Municipal Bond Insurance” and “Appendix D - Specimen Municipal Bond Insurance Policy.” MATURITY SCHEDULE * $125,000,000 CITY OF PITTSBURGH (Commonwealth of Pennsylvania) GENERAL OBLIGATION BONDS, SERIES A OF 2012 Maturity Principal Rate of (September 1) Amounts Interest Yield Price Cusip 2012 $________ ____% ____% ____% 2013 $________ ____% ____% ____% 2014 $________ ____% ____% ____% 2015 $________ ____% ____% ____% 2016 $________ ____% ____% ____% 2017 $________ ____% ____% ____% 2018 $________ ____% ____% ____% 2019 $________ ____% ____% ____% 2020 $________ ____% ____% ____% 2021 $________ ____% ____% ____% GENERAL OBLIGATION BONDS, SERIES B OF 2012 Maturity Principal Rate of (September 1) Amounts Interest Yield Price Cusip 2012 $________ ____% ____% ____% 2013 $________ ____% ____% ____% 2014 $________ ____% ____% ____% 2015 $________ ____% ____% ____% 2016 $________ ____% ____% ____% 2017 $________ ____% ____% ____% 2018 $________ ____% ____% ____% 2019 $________ ____% ____% ____% 2020 $________ ____% ____% ____% 2021 $________ ____% ____% ____% 2022 $________ ____% ____% ____% 2023 $________ ____% ____% ____% 2024 $________ ____% ____% ____% 2025 $________ ____% ____% ____% 2026 $________ ____% ____% ____% _______________ * Preliminary, subject to change. CITY OF PITTSBURGH, PENNSYLVANIA www.pittsburghpa.gov MAYOR Luke Ravenstahl MEMBERS OF CITY COUNCIL Darlene M. Harris, President Theresa Kail-Smith Bruce A. Kraus Natalia Rudiak Corey O’Connor R. Daniel Lavelle Patrick Dowd William Peduto Rev. Ricky V. Burgess CONTROLLER Michael Lamb DIRECTOR OF FINANCE Scott Kunka CITY SOLICITOR Daniel D. Regan, Esquire FINANCIAL ADVISOR The Huntington Investment Company Pittsburgh, Pennsylvania BOND COUNSEL Pepper Hamilton LLP Pittsburgh, Pennsylvania UNDERWRITERS’ COUNSEL Schnader Harrison Segal & Lewis LLP Pittsburgh, Pennsylvania UNDERWRITERS Boenning & Scattergood, Inc. Pittsburgh, Pennsylvania RBC Capital Markets, LLC Philadelphia, Pennsylvania PAYING AGENT AND SINKING FUND DEPOSITORY U.S. Bank National Association Pittsburgh, Pennsylvania No dealer, broker, salesperson or other person has been authorized by the City or the Underwriters to give any information or to make any representation in connection with the Bonds or the matters described herein, other than those contained in this Official Statement, and, if given or made, such other information or representation must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation, or sale. 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, their respective responsibilities 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. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITERS MAY OFFER AND SELL THE BONDS TO CERTAIN DEALERS AT PRICES LOWER THAN THE OFFERING PRICES STATED ON THE INSIDE COVER PAGE HEREOF AND SAID OFFERING PRICES MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITERS WITHOUT NOTICE. THE BONDS ARE NOT AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY STATE SECURITIES LAWS AND THE RESOLUTION HAS NOT BEEN AND WILL NOT BE QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, BECAUSE OF AVAILABLE EXEMPTIONS THEREFROM. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY FEDERAL, STATE, MUNICIPAL OR OTHER GOVERNMENTAL AGENCY WILL PASS UPON THE ACCURACY, COMPLETENESS OR ADEQUACY OF THIS OFFICIAL STATEMENT. Other than with respect to information concerning AGM contained under the caption “MUNICIPAL BOND INSURANCE” and “Appendix D - Specimen Municipal Bond Insurance Policy” herein, none of the information in this Official Statement has been supplied or verified by AGM and AGM makes no representation or warranty, express or implied, as to: (i) the accuracy or completeness of such information; (ii) the validity of the Bonds; or (iii) the tax exempt status of the interest on the Bonds. TABLE OF CONTENTS INTRODUCTORY STATEMENT
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