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Greater Orlando Aviation Authority, Florida

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NEW ISSUE – BOOK-ENTRY ONLY RATINGS: See “RATINGS” herein In the opinion of Co-Bond Counsel, under existing statutes, regulations, rulings and court decisions, and subject to the conditions described herein under “TAX MATTERS,” interest on the Series 2011B Bonds (as hereinafter defined) is excluded from gross income of the holders of such Series 2011B Bonds for federal income tax purposes, except that such exclusion shall not apply during any period such Series 2011B Bonds are held by a “substantial user” of the facilities refinanced with proceeds of the Series 2011B Bonds or a “related person” within the meaning of Section 147(a) of the Internal Revenue Code of 1986, as amended. Interest on the Series 2011B Bonds is an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. Such interest may be subject to other federal income tax consequences referred to herein under “TAX MATTERS.” GREATER ORLANDO AVIATION AUTHORITY $70,040,000 Airport Facilities Refunding Revenue Bonds, Series 2011B (AMT) of the City of Orlando, Florida Dated: Date of Delivery Due: October 1, as shown on inside cover The $70,040,000 Greater Orlando Aviation Authority Airport Facilities Refunding Revenue Bonds, Series 2011B (AMT) of the City of Orlando, Florida (the “Series 2011B Bonds”) are revenue bonds issued by the Greater Orlando Aviation Authority (the “Authority”), an agency of the City of Orlando, Florida (the “City”), under and pursuant to the Constitution and laws of Florida, including particularly, the Act (as defined herein), and other applicable provisions of law, and pursuant to the Airport Facilities Revenue Bond Resolution, the codified version of which was adopted by the Authority on September 17, 2008, as amended and supplemented from time to time (the “Airport Facilities Revenue Bond Resolution”), and as specifically supplemented by that certain Supplemental Airport Facilities Revenue Bond Resolution, authorizing the issuance of the Series 2011B Bonds, adopted by the Authority on October 20, 2010, (the “2010 Supplemental Resolution,” and together with the Airport Facilities Revenue Bond Resolution, the “Bond Resolution”). See “SUMMARY OF CERTAIN PROVISIONS OF THE AIRPORT FACILITIES BOND RESOLUTION” attached hereto as APPENDIX A. The Series 2011B Bonds are being issued for the purpose of providing funds sufficient, together with other available funds of the Authority, to: (a) currently refund and redeem all of the outstanding Greater Orlando Aviation Authority’s Airport Facilities Revenue Bonds, Series 1999A of the City of Orlando, Florida, (the “Refunded Bonds”), and (b) pay certain costs of issuance of the Series 2011B Bonds. See “THE REFUNDING PROGRAM” and “ESTIMATED SOURCES AND USES OF FUNDS” herein. The Series 2011B Bonds are being issued as fully registered bonds and will initially be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). Individual purchases of beneficial interests in the Series 2011B Bonds will be made in book-entry only form, in the principal amount of $5,000 and any integral multiple of $5,000. Interest on the Series 2011B Bonds will accrue from their dated date and will be payable on April 1 and October 1 of each year commencing on April 1, 2012. Purchasers of beneficial interests in the Series 2011B Bonds will not receive physical delivery of certificates. Transfers of beneficial interests in the Series 2011B Bonds will be effected through the DTC book-entry system as described herein. The Series 2011B Bonds will not be transferable or exchangeable, except for transfer to another nominee of DTC or otherwise as described herein. Principal, interest, and the redemption price, if any, with respect to the Series 2011B Bonds will be payable by The Bank of New York Mellon Trust Company, N.A, as paying agent, in Jacksonville, Florida for the Series 2011B Bonds to Cede & Co., as nominee of DTC. See “BOOK-ENTRY ONLY SYSTEM” herein. The Series 2011B Bonds are subject to redemption prior to maturity as more fully described herein. See “DESCRIPTION OF SERIES 2011B BONDS” herein. The Series 2011B Bonds are limited obligations, payable solely from and secured by a pledge of certain Revenues (as defined herein) derived by the Authority from the operation of the Airport System (as defined herein) and other funds as described herein. The pledge and lien of the Series 2011B Bonds upon the Revenues is on a parity as to payment with the Outstanding Airport Facilities Revenue Bonds and any Additional Bonds (as each is defined herein) hereafter issued under the Bond Resolution. See “SECURITY FOR THE SERIES 2011B BONDS” herein. The Authority has entered into Lease and Use Agreements (as defined herein) with certain airlines serving the Orlando International Airport that provide for the payment of fees and charges by such airlines as more fully described herein. See “AIRLINE REVENUES AND OTHER REVENUE SOURCES” herein. THE SERIES 2011B BONDS ARE NOT OBLIGATIONS OF THE STATE OF FLORIDA OR GENERAL OBLIGATIONS OF THE AUTHORITY, THE CITY OR ANY POLITICAL SUBDIVISION OF THE STATE OF FLORIDA. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF THE SERIES 2011B BONDS, OR THE INTEREST OR PREMIUM, IF ANY, THEREON. THE AUTHORITY HAS NO TAXING POWER. THE PRINCIPAL OF AND INTEREST ON THE SERIES 2011B BONDS SHALL NOT BE PAYABLE FROM OR BE A CHARGE OR LIEN ON ANY FUNDS OF THE CITY OR THE AUTHORITY OTHER THAN THOSE PLEDGED UNDER THE BOND RESOLUTION TO THE PAYMENT THEREOF. This cover page contains certain information for quick reference only. It is not a summary of the Series 2011B Bonds. Investors should read this entire Official Statement to obtain information essential to the making of an informed investment decision. The Series 2011B Bonds are offered when, as and if issued, and subject to the approval of legality by Nabors, Giblin & Nickerson, P.A., Tampa, Florida and Ruye H. Hawkins, P.A., Orlando, Florida as Co-Bond Counsel. Certain legal matters will be passed on for the Authority by Broad and Cassel, Orlando, Florida as Issuer’s Counsel to the Authority. Marchena and Graham, P.A., Orlando, Florida, has served as Disclosure Counsel. Certain legal matters in connection with the Series 2011B Bonds will be passed upon for the Underwriters by Robert P. Saltsman, P.A., Winter Park, Florida, counsel to the Underwriters. Morgan Keegan & Company, Inc., Winter Park, Florida and National Minority Consultants, Inc., Winter Park, Florida are Co-Financial Advisors to the Authority. It is expected that the Series 2011B Bonds in definitive form will be available for delivery through DTC on or about September 20, 2011. Loop Capital Markets BofA Merrill Lynch Citigroup J.P. Morgan Dated: September 8, 2011 GREATER ORLANDO AVIATION AUTHORITY $70,040,000 Airport Facilities Refunding Revenue Bonds, Series 2011B (AMT) of the City of Orlando, Florida Maturities, Principal Amounts, Interest Rates, Yields, Prices and Initial CUSIP Numbers Maturity Principal Interest Initial CUSIP (October 1) Amount Rate Yield Price Numbers* 2019 $1,360,000 5.000% 3.190% 112.732 392274ZN9 2020 $1,430,000 3.250% 3.450% 98.458 392274ZP4 2021 $1,470,000 5.000% 3.700% 110.809 392274ZQ2 2022 $6,265,000 4.000% 3.940% 100.492** 392274ZR0 2023 $6,160,000 4.000% 4.140% 98.682 392274ZS8 2024 $6,390,000 5.000% 4.320% 105.486** 392274ZT6 2025 $3,000,000 4.250% 4.460% 97.825 392274ZU3 2025 $3,665,000 5.000% 4.460% 104.327** 392274ZY5 2026 $6,935,000 5.000% 4.580% 103.346** 392274ZV1 2027 $7,245,000 4.500% 4.700% 97.763 392274ZW9 2028 $26,120,000 4.500% 4.790% 96.647 392274ZX7 * CUSIP Numbers are included solely for the convenience of the reader of this Official Statement. The Authority takes no responsibility for the accuracy or use of the CUSIP numbers in this Official Statement. ** Priced to first optional redemption date of October 1, 2021. Greater Orlando Aviation Authority One Airport Boulevard Orlando, Florida 32827-4399 (407) 825-2001 Authority Board Members Cesar E. Calvet, Chairman The Honorable Buddy Dyer, Mayor, City of Orlando, Vice-Chairman Jose Colon, Treasurer The Honorable Teresa Jacobs, Mayor, Orange County Frank Kruppenbacher, Member James Palmer, Member Dr. Jason Pirozzolo, Member City Council Commissioners Buddy Dyer, Mayor Phil Diamond Daisy W. Lynum Tony Ortiz Patty Sheehan Robert F. Stuart Samuel B. Ings Authority Management Phillip N. Brown, Executive Director Brigitte Goersch, Deputy Executive Director-Administration James Rose, Deputy Executive Director-Business Services/Facilities Ronald Lewis, Deputy Executive Director-Airport Operations Dayci S. Burnette-Snyder, Assistant Secretary and Manager of Board Services Jacki M. Churchill, Chief Financial Officer Issuer's Counsel BROAD AND CASSEL Orlando, Florida Co-Bond Counsel NABORS, GIBLIN AND NICKERSON, P.A. RUYE H. HAWKINS, P.A. Tampa, Florida Orlando, Florida Disclosure Counsel MARCHENA AND GRAHAM, P.A. Orlando, Florida Co-Financial Advisors MORGAN KEEGAN & COMPANY, INC. NATIONAL MINORITY CONSULTANTS, INC Winter Park, Florida Winter Park, Florida Independent Auditors ERNST & YOUNG LLP* MOORE STEPHENS LOVELACE, P.A. Orlando, Florida Winter Park, Florida *Auditors through September 30, 2009. NO DEALER, BROKER, SALESMAN OR ANY OTHER PERSON HAS BEEN AUTHORIZED BY THE AUTHORITY, THE CITY OR THE UNDERWRITERS TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATION, OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT, IN CONNECTION WITH THE OFFERING OF THE SERIES 2011B BONDS AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FOREGOING. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY THE SERIES 2011B BONDS AND THERE SHALL BE NO SALE OF THE SERIES 2011B BONDS BY ANY PERSON IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE.
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