UBS Painewebber Inc. Dated: June 5, 2002

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UBS Painewebber Inc. Dated: June 5, 2002 Moodfs: Aaa (Insured) Standard & Poor's: AAA (Insured) (See "RATINGS" herein) NEW ISSUE BOOK-El'ffRY ONLY In the opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation. under existing stat111c_1. rcg11la1io11.1·. nilings and judicial decisions. and assuming cenain representations and compliance with cenain cm·enants and requircmet11s described herein. interesl (and original issue discount) on the 2002 Bonds is excluded from gross income for federal income tax purposes and is nor an item of tax preference for purposes of calculating the federal alternative minimum tat imposed on indii-iduals and wrporation.1. In rhc fimher opinion of Bond Counsel. inrerest (and original issue discount) on the 2002 Bonds is exempt from Stateof Califomia personal income tar:. See the caption "TAX MATTERS'" herein with respect to olher tax consequences with respect w the 2002 Bonds. $26,820,000 SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT BUILDING CORPORATION INSTALLMENT SALE REVENUE BONDS REFUNDING SERIES 2002 (HEADQUARTERS FACILITIES) Dated: June l, 2002 Due: August l, as shown below The Series 2002Bonds are being issued in fully registered form, without coupons, in denominations of $5.000 each or any whole multiple thereof, registered initially in the name of Cede & Co., as nominee of The Depository Trust Company. New York, New York ("DTC"). OTC will act as securities depository for the Series 2002 Bonds. See ""BOOK-E'\/TRY SYSTEM" herein. The Series 2002 Bonds are dated June 1. 2002, and interest on the Series 2002 Bonds is payable on each February 1 and August 1. commencing February l. 2003. Principal of the Series 2002 Bonds will be payahle at maturity or upon redemption at the principal corporate trust office of U.S. Bank, N.A. in St. Paul. Minnesota. the trustee for the Series 2002 Bonds. Payment of the principal of and interest on the Bonds will be insured by a financial guaranty insurance policy to be issued simultaneously with the delivery of the Bonds by Ambac Assurance Corporation. IIIIIAC The Series 2002 Bonds are subject to redemption prior to maturity as described herein. The Bonds due on or after August 1. 2011 are subject to optional redemption on any interest payment date beginning August I. 2010. The Series 2002 Bonds are being issued to refund a portion of the Installment Sale Revenue Bonds. Series 1992 (the "1992 Bonds") of the South Coast Air Quality Management District Building Corporation (the ""Corporation"). and to pay certain costs of issuance of the Bonds. as more particularly described herein under the caption ·THE PLAN OF REFUNDING." The Series 2002 Bonds will be on a parity with the Corporation's remaining outstanding $22, 140Jl00aggregate final value at maturity of Installment Sale Revenue Bonds, 1989 Series B (the ··series B Bonds"). and its remaining outstanding $8.615,000 aggregate principal amount of 1992 Bonds maturing August 1, 2011. The Series 2002 Bonds. the Series B Bonds and the 1992 Bonds are payable solely from and secured by certain trust funds and certain revenues received by the Corporation from the District pursuant to an Installment Purchase Agreement. as amended hy Addendum No. I. Addendum No. 2 and Addendum '.\lo. 3 thereto, between the Corporation and the South Coast Air Quality \.fanagement District (the "District"), including Installment Payments, all as more fully described herein. MATURI1Y SCHEDULE Maturity Yield Maturity Yield Date Principal Interest or Dale Principal Interest or (August 1) Amount Rate Price (August]) Amount Rate Price 2003 $635,000 2.750% 1.70% 2009 $4,665.000 4.0Wr 3.53'1- 2004 825.000 2.875 2.00 2011 2.000.000 4.00 3.90 2005 850,000 3.000 2.33 2012 5,515.000 4.10 4.00 (c) 2006 875,000 3.000 2.70 2013 5.740.000 4.10 4.15 (c) 2007 905,000 3.750 2.97 2014 3,875.000 4.25 4.27 (c) 2008 935,000 4.000 3.25 (c) Priced to call. (Plus accrued interest from June I, 2002) This cover page contains information for reference only. Investors must read the entire Official Statement to obtain information essential in making and informed investment decision. See "BOND OWNER"S RISKS" for a discussion of factors that should be considered. in addition to the other matters set forth herein. in evaluating the investment quality of the Series 2002 Bonds. The Sen"es 2002 Bonds will be offered when. as and if issued and receii·ed bv the Undenvriter subjeer /0 the appmrnl of rnlidity by Stradling Yocca Carlson & Rauth, a Professional Corporation, NewportBe ach, Califomia. as Counsel. Cenain legal matters will be passed on for the Tmstee by Dorsey& Whitney. LLP, Costa Mesa, Califomia, for the District by District Counsel, and for the Corporation by its counsel. Steve DorseJ: Esq., Los Angeles, California. ft is anticipated that the Series 2002 Bonds. in definitii·c fonn, will be arnilable for deliver)" through 1he facilities of DTC in New York, New York on or abocu June 25. 2002. UBS PaineWebber Inc. Dated: June 5, 2002 SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT BUILDING CORPORATION GOVERNING BOARD Raymond E. Robinson, President Jay W. Bond, Vice President John Donaldson, Secretary-Treasurer SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT GOVERNING BOARD Norma J. Glover, Chairman Ronald 0. Loveridge Dr. William A. Burke, Vice-Chairman Jon D. Mikels Michael D. Antonovich Cynthia Verdugo-Peralta Hal Bernson Leonard Paulitz Jane W. Camey James W. Silva Beatrice J .S. Lapisto-Kirtley Dr. S. Roy Wilson Barry R. Wallerstein, Executive Officer Barbara Baird, District Counsel Patrick H. Pearce, Chief Financial Officer Elisa L. Virgo, Controller Jackie Dix, Clerk of the Board BOND COUNSEL Stradling Y occa Carlson & Rauth, a ProfessionalCorporation, NewportBeach, California FINANCIAL ADVISOR SperryCapital Inc. Sausalito, California TRUSTEE U.S. Bank, N .A. Los Angeles, California VERIFICATION AGENT Causey Demgen & Moore Inc. Denver, Colorado No dealer. broker, salesperson or other person has been authorized by the Corporation, the District or the Financial Advisor to give any information or to make any representations other than those contained in this Official Statement and. if given or made, such other information or representations 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 Series 2002 Bonds by any person in any jurisdiction in which it is unlawfulfor such person to make such an offer, solicitation or sale. The information contained in this Official Statement has been furnished by the Corporation, the District, the Depository Trust Company and other sources which are believed to he reliable, but is not guaranteed as to accuracy or completeness. Summaries and references to statutes and documents in this Official Statement do not purport to be comprehensive or definitive and are qualified in their entireties by reference to each such statute or document. Statements contained in this Official Statement which involve estimates, forecastsor matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of facts. The information and expressions of opinions herein are subject to change without notice and neither 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 affairs of the District since the date hereof. This Official Statement does not constitute a contract between any purchaser of the Series 2002 Bonds and the Corporation or the District. This Official Statement is submitted in connection with the sale of the Series 2002 Bonds referred to herein and may not be reproduced or used, in ,v hole or in part, for any other purpose. Certain statements included or incorporated by reference in this Official Statement constitute --ronvard-looking statements." Such statements are generally identifiable by the terminology used such as .. plan," "expect," "estimate," "project,'' "'budget" or other similar words. Such forward-looking statements include. but are not limited to. certain statements contained in the information under "THE DISTRICT' and .. DISTRICT FI1\'ANCIAL INFORMATION." THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CO:'ITAI:'/ED IN SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UN�"\10\VI\ RISKS. UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS. PERFORMANCE OR ACHIEVEMENTS DESCRIBED TO BE MATE RIA LL Y DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE DISTRICT DOES NOT PLAN TO ISSUE AJ\'YCPD ATES OR REVISIONS TO THE FORWARD-LOOKING STATEMENTS SET FORTH IN THIS OFFIC IAL STATEMENT. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 2002 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 UNDERWRITER '.\1 A \' OFFER A'.'ID SELL THE SERIES 2002 BO'.'IDS DESCRIBED HEREI:\TO CERT Al:\DEALER S A.:\DDEALER BANKS A:\DBA:\'K S ACTI:\'GAS AGENT A'.'ID OTHERS AT PRICES LOWER THAN THE PUBLIC OFFERI�G PRICES STA TED IN THIS OFFICIAL STA.TE'.\ 1E:\'T A:\'D SAID PUBLIC OFFERING PRICES MAY BE CHA'.'IGED FROM TIME TO TL\1E BY THE UNDERWRITER. In reliance upon an exemption contained in such act, the Series 2002 Bonds have not been registered under the Securities Act of 1933. The registration or qualification of the Series 2002 Bonds in accordance with applicable provisions of securities laws of any state in which the Series 2002 Bonds have been registered or qualified and the exemption from registration or qualification in other states cannot be regarded as a recommendation.
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