$118,785,000 Los Angeles County Metropolitan

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$118,785,000 Los Angeles County Metropolitan NEW ISSUE—BOOK‑ENTRY ONLY RATINGS: Moody’s: A1 S&P: AA+ (See “RATINGS” herein) In the opinion of Bond Counsel, under existing law and assuming compliance with the tax covenants described herein, and the accuracy of representations and certifications made by LACMTA described herein, interest on the Series 2009‑D 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 2009‑D 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 interest on the Series 2009‑D Bonds is exempt from personal income taxes of the State of California under present state law. See “TAX MATTERS” in this Official Statement regarding certain other tax considerations. $118,785,000 LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY Proposition C Sales Tax Revenue Refunding Bonds Second Senior Bonds Series 2009‑D Dated: Date of Delivery Due: As shown on inside cover The Los Angeles County Metropolitan Transportation Authority (“LACMTA”) is issuing its Proposition C Sales Tax Revenue Refunding Bonds, Second Senior Bonds, Series 2009‑D (the “Series 2009‑D Bonds”). LACMTA is issuing the Series 2009‑D Bonds pursuant to a Trust Agreement, as amended and supplemented (the “Agreement”), by and between LACMTA and U.S. Bank National Association (the “Trustee”). The Series 2009‑D Bonds are limited obligations of LACMTA payable solely from and secured by a pledge of the “Pledged Revenues” and by other amounts held by the Trustee under the Agreement. “Pledged Revenues” are moneys collected as a result of the imposition of the Proposition C Sales Tax, less amounts described in this Official Statement. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2009‑D BONDS” and “PROPOSITION C SALES TAX AND COLLECTIONS” in this Official Statement. LACMTA will use the proceeds of the Series 2009‑D Bonds and other available funds to (a) refund a portion of its outstanding Proposition C Sales Tax Revenue Refunding Bonds, Second Senior Bonds, Series 2003‑C, (b) make a deposit to the Reserve Fund, (c) pay amounts due in connection with the partial termination of an interest rate swap, and (d) pay the costs of issuing the Series 2009‑D Bonds and the Series 2009-C Bonds (as defined herein). The Series 2009‑D Bonds will bear interest at the rates set forth on the inside cover. LACMTA will pay interest on the Series 2009‑D Bonds on January 1 and July 1, commencing on January 1, 2010. LACMTA will issue the Series 2009‑D Bonds in book‑entry form. The Series 2009‑D Bonds are not subject to optional or mandatory redemption prior to maturity. Neither the faith and credit nor the taxing power of the County of Los Angeles, the State of California or any political subdivision or agency thereof, other than LACMTA to the extent of the Pledged Revenues and certain other amounts held by the Trustee under the Agreement, is pledged to the payment of the principal of or interest on the Series 2009‑D Bonds. LACMTA has no power to levy property taxes to pay the principal of or interest on the Series 2009‑D Bonds. The Series 2009‑D Bonds are limited obligations of LACMTA and are payable, both as to principal and interest, solely from the Pledged Revenues and certain other amounts held by the Trustee under the Agreement. Other than Pledged Revenues and such other amounts, the general fund of LACMTA is not liable, and the credit or the taxing power of LACMTA is not pledged, for the payment of the Series 2009‑D Bonds or their interest. LACMTA is offering the Series 2009‑D Bonds when, as and if it issues, and the Underwriters receive, the Series 2009‑D Bonds. The issuance of the Series 2009‑D Bonds is subject to the approval as to their legality by Nixon Peabody LLP, Bond Counsel to LACMTA. The Los Angeles County Counsel, as General Counsel to LACMTA, and Nixon Peabody LLP, as Disclosure Counsel, will pass on certain legal matters for LACMTA. O’Melveny & Myers LLP, as counsel to the Underwriters, will pass on certain legal matters for the Underwriters. LACMTA anticipates that the Series 2009‑D Bonds in book-entry form will be available for delivery in New York, New York, on or about August 6, 2009. Barclays Capital J.P. Morgan Ramirez & Co., Inc. Siebert Brandford Stone & Youngberg Shank & Co., LLC Dated: July 23, 2009. MATURITY SCHEDULE $118,785,000 LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY Proposition C Sales Tax Revenue Refunding Bonds Second Senior Bonds Series 2009-D Maturity Date Principal Interest (July 1) Amount Rate Yield CUSIP No.† 2010 $10,140,000 2.000% 0.510% 544712 P89 2011 3,405,000 1.400 1.370 544712 P97 2011 6,540,000 5.000 1.370 544712 R20 2012 2,745,000 3.000 1.690 544712 Q21 2012 7,620,000 5.000 1.690 544712 R38 2013 1,200,000 4.000 2.130 544712 Q39 2013 9,655,000 5.000 2.130 544712 R46 2014 1,345,000 3.000 2.600 544712 Q47 2014 10,020,000 5.000 2.600 544712 R53 2015 1,450,000 3.250 2.920 544712 Q54 2015 10,510,000 5.000 2.920 544712 R61 2016 400,000 3.500 3.190 544712 Q62 2016 12,130,000 5.000 3.190 544712 R79 2017 300,000 3.750 3.440 544712 Q70 2017 12,880,000 5.000 3.440 544712 R87 2018 2,000,000 4.000 3.650 544712 Q88 2018 11,865,000 5.000 3.650 544712 R95 2019 2,000,000 4.000 3.830 544712 Q96 2019 12,580,000 5.000 3.830 544712 S29 † CUSIP data is provided by Standard and Poor’s, CUSIP Services Bureau, a Division of The McGraw-Hill Companies Inc. CUSIP numbers are provided only for the convenience of the reader. Neither LACMTA nor any of the Underwriters undertake any responsibility for the accuracy of such CUSIP numbers or for any changes or errors in this list of CUSIP numbers. Go Metro metro. net Antelope Valley Line Ventura County Line p P Pierce P P Valley PASADENA Canoga College Reseda Woodley Van Nuys College North Hollywood P ~~~~~~~~~~~ Memorial Warner DeSoto Tampa Balboa Sepulveda Woodman Laurel Fillmore Park Allen Center P Canyon Del Mar Lake Sierra PIJ Madre Villa Highland Park p SAN FERNANDO Southwest Museum VALLEY P Heritage Square P Lincoln/ Cypress Chinatown Union Station PO San Bernardino Lme ~ LAC+USC CSULA El Monte Pershing Civic Ctr P [) Med Ctr Sq P:J Little Tokyo/ EAST LA Arts District• .. Pica Solo Maravilla Atlantic MID-WILSHIRE N Pica/Aliso ....... ,.,.... ..,,. num _: Grand La Cienega/ Expo/ Mariachi Indiana EaSt LA Plaza Civic Center San Pedro Riverside Line Washington 37th St Vernon CULVER P Slauson Slauson CITY Florence P P Manchester Firestone LAX x rr Fn!4!' Stlutt(p 103rd Street P Imperial/ . Hawthorne Vermont A\laton Wilmington P P Aviation/LAX Crenshaw Harbor Long Beach Lakewood Norwalk p Freeway p p SOUTH Mariposa p Compton P BAY P Rosecrans P El Segundo NORWALK Artesia P P Artesia P Douglas Transit Center Del Amo P Redondo P Wardlow P Orange County Beach & 91 Lines Willow P Pacific Coast Highway Anaheim Metro Ra il PO Pacific - 5th Street - Trans1 tway 1st Street P Metrolink & Amtrak =:= TransferStatJOn PC Transit Mall __.__ Stati on LONG BEACH .. Unde r Constructio n p Pa rkmg P O Pa rking (Pa id] JAN 2008 Sub ectto Chan3e Metro LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY Board Members Ara Najarian, Chair Don Knabe, First Vice-Chair Antonio R. Villaraigosa, Second Vice-Chair Michael D. Antonovich Diane Dubois John Fasana José Huizar Richard Katz Gloria Molina Pam C. O’Connor Mark Ridley-Thomas Rita Robinson Zev Yaroslavsky Douglas R. Failing, Non-Voting Member LACMTA Officers Arthur T. Leahy, Chief Executive Officer Terry Matsumoto, Chief Financial Services Officer and Treasurer LACMTA GENERAL COUNSEL FINANCIAL ADVISOR Office of the County Counsel Public Financial Management, Inc. Los Angeles, California Los Angeles, California BOND COUNSEL AND TRUSTEE AND ESCROW AGENT DISCLOSURE COUNSEL U.S. Bank National Association Nixon Peabody LLP Los Angeles, California Los Angeles, California Neither LACMTA nor any of the Underwriters has authorized any dealer, broker, salesperson or other person to give any information or to make any representation in connection with the offer or sale of the Series 2009-D Bonds other than as set forth in this Official Statement and, if given or made, such other information or representation must not be relied upon. 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 Series 2009-D Bonds, by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not a contract with the purchasers or owners of the Series 2009-D Bonds. Statements contained in this Official Statement which involve estimates, projections or matters of opinion, whether or not expressly so described in this Official Statement, are intended solely as such and are not to be construed as representations of facts.
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