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Preliminary Official Statement dated October 28, 2009 NEW ISSUES – BOOK ENTRY ONLY RATINGS: Aa2; AA+; AA+ Moody’s/Standard & Poor’s/Fitch Ratings See “RATINGS” herein In the opinion of Co-Bond Counsel, based on existing laws, regulations and judicial decisions and as of the date of original issuance of the Series 2009E Bonds and Series 2009F Bonds, and subject to the conditions set forth in "TAX TREATMENT" herein, the interest on the Series 2009E Bonds is excludable from gross income for federal and Kentucky income tax purposes. Co-Bond Counsel is further of the opinion that the interest on the Series 2009E Bonds will not be an item of tax preference for purposes of computing the federal alternative minimum tax. Interest on the Series 2009F Bonds is included in gross income for federal income tax purposes. Co-Bond Counsel is further of the opinion that the Bonds are exempt from ad valorem taxation, and the interest thereon is exempt from income taxation, by the Commonwealth of Kentucky and all its political subdivisions and taxing authorities. See "TAX TREATMENT" herein. buy be accepted prior to the time the buy be accepted prior to the time buy, nor shall there be any sale of these these be any sale of there shall nor buy, s laws of such jurisdiction. LOUISVILLE/JEFFERSON COUNTY (KENTUCKY) METRO GOVERNMENT $40,935,000∗ General Obligation Bonds, Series 2009E $62,950,000∗ General Obligation Bonds, Series 2009F (Taxable) ities may not be sold nor an offer to r Dated: Date of Delivery Bonds Due: As set forth on the inside cover offer to sell or the solicitation of an offer tooffer of an to sell or the solicitation The Series 2009E Bonds (the “Series 2009E Bonds”) and the Series 2009F Bonds (the “Series 2009F Bonds” and collectively with or exemption under the securitie the Series 2009E Bonds, the "Bonds"), are issuable as fully registered bonds and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York, to which principal and interest payments on the Bonds will be made so long as Cede & Co. is the registered owner of the Bonds. Individual purchases of the Bonds will be made in Book-Entry Only form, and individual purchasers (“Beneficial Owners”) of the Bonds will not receive physical delivery of bond certificates. Interest will be payable on the Bonds on May 15 and November 15, commencing May 15, 2010 as described herein. Principal will be payable on November 15 as described herein. U.S. Bank National Association has been designated as Paying Agent and Bond Registrar. The Bonds will be issued and registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York fficial Statement constitute an ("DTC"). DTC will act as securities depository for the Bonds. Purchasers will not receive certificates representing their ownership interest in the Bonds. Accordingly, principal, interest and premium, if any, on the Bonds will be paid by U.S. Bank National Association as Paying Agent and Registrar, directly to DTC or Cede & Co., its nominee. DTC will in turn remit such principal, interest or premium to the DTC to completion or amendment. These secu Participants (as defined herein) for subsequent distribution to the Beneficial Owners (as defined herein) of the Bonds. The Bonds will be awful prior to registration, qualification issued in denominations of $5,000 each or integral multiples thereof. The Bonds will be direct general obligations of the Louisville/Jefferson County (Kentucky) Metro Government (the "Metro Government"). The full faith, credit and taxing power of the Metro Government are irrevocably pledged for the prompt payment of the principal of and interest on the Bonds. The Bonds are payable from taxes levied on all taxable property of the Metro Government without limitation as to rate or amount. stances shall this Preliminary O The Bonds will not be subject to optional redemption; however the Series 2009F Bonds are subject to extraordinary optional redemption as described herein. __________________________________________________________________________________________________________________________________ FOR MATURITIES, INTEREST RATES AND PRICES/YIELDS, PLEASE REFER TO THE INSIDE OF THIS COVER PAGE e information contained herein are subject are herein contained e information ___________________________________________________________________________________________________________________________________ offer, solicitation or sale would be unl The Bonds are offered when, as and if issued, subject to prior sale, to withdrawal or modification of the offer without notice, to the approval of validity by Co-Bond Counsel, Stites & Harbison PLLC, Louisville, Kentucky and Wyatt, Tarrant & Combs, LLP, Louisville, Kentucky, and to certain other conditions. Certain legal matters will be passed on for the Metro Government by James Carey, Esquire, of the Jefferson County Attorney’s Office. It is expected that the Bonds in definitive form will be available for delivery through the facilities of The Depository Trust Company in New York, New York on or about November 18, 2009. The cover page contains certain information for quick reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. Dated: ______, 2009 Official form. Under no circum Statement is delivered in final securities in any jurisdiction which such This Preliminary Official Statement and th ∗ Preliminary, subject to change. Louisville/Jefferson County (Kentucky) Metro Government Maturity Schedules $40,935,000∗ General Obligation Bonds, Series 2009E Maturing Interest Price/ Maturing Interest Price/ Cusip November 15 Amount Rate Yield Cusip November 15 Amount Rate Yield 2010 3,485,000 2015 4,175,000 2011 3,595,000 2016 4,390,000 2012 3,700,000 2017 4,615,000 2013 3,815,000 2018 4,850,000 2014 3,970,000 2019 4,340,000 $62,950,000∗ General Obligation Bonds, Series 2009F (Taxable) Maturing Interest Price/ Maturing Interest Price/ Cusip November 15 Amount Rate Yield Cusip November 15 Amount Rate Yield 2019 755,000 2025 6,305,000 2020 5,300,000 2026 6,535,000 2021 5,480,000 2027 6,760,000 2022 5,670,000 2028 6,980,000 2023 5,870,000 2029 7,210,000 2024 6,085,000 (The Remainder of This Page Intentionally Left Blank) ∗ Preliminary, subject to change. ______________________________ LOUISVILLE/JEFFERSON COUNTY (KENTUCKY) METRO GOVERNMENT MAYOR The Honorable Jerry E. Abramson METRO COUNCIL Brent Ackerson Madonna Flood James Peden Jon Ackerson Judith Green Barbara Shanklin Stuart Benson Doug Hawkins Glen Stuckel Rick Blackwell Hal Heiner David Tandy Cheri Bryant Hamilton Robert Henderson George Unseld Marianne Butler Dan Johnson Tina Ward-Pugh Kelly Downard Jim King Vicki Welch Robin Engel Kevin Kramer Mary Woolridge Kenneth Fleming Tom Owen ADMINISTRATIVE William Summers, IV. .............................................................................................................................. Deputy Mayor Rick Johnstone .................................................................................................................... Director, Louisville at Work Mary Lou Northern .............................................................. Senior Advisor, Parks, Cultural Affairs & Faith Initiatives Mary Gwen Wheeler ............................................................ Senior Advisor, Director, Office of Policy & Management Christina Heavrin ............................... Special Counsel to the Mayor and Interim Director, Housing & Family Services Robert White .................................................................................................................... Chief, Louisville Metro Police Bruce Traughber .........................................................................................................Director, Economic Development Adewale Troutman, MD .......................................................................................... Director, Public Health & Wellness Bill Schreck ................................................................................................................. Director, Codes and Regulations Mike Heitz ......................................................................................................................... Director, Parks & Recreation Melissa Mershon ............................................................................... Director, Neighborhoods & Community Outreach Ted Pullen .................................................................................................................... Director, Public Works & Assets Jane Driskell Sistrunk .................................................................................. Director, Office of Management & Budget Beth Niblock .................................................................................................................... Director, Technology Services Bill Hornig ........................................................................................................................... Director, Human Resources James Carey, Esquire ............................................................................................. Assistant Jefferson County Attorney _______________________________ CO-BOND COUNSEL Stites & Harbison PLLC Louisville, Kentucky Wyatt, Tarrant & Combs, LLP Louisville, Kentucky _______________________________ CO-FINANCIAL ADVISORS Morgan Keegan & Company,
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