OFFICIAL STATEMENT DATED NOVEMBER 1, 2011 THE DELIVERY OF THE BONDS IS SUBJECT TO THE OPINION OF ANDREWS KURTH LLP, BOND COUNSEL, TO THE EFFECT THAT INTEREST ON THE BONDS IS EXCLUDABLE FROM GROSS INCOME FOR FEDERAL INCOME TAX PURPOSES UNDER EXISTING LAW, SUBJECT TO THE MATTERS DESCRIBED UNDER “TAX MATTERS FOR BONDS” HEREIN, AND IS NOT INCLUDED IN THE ALTERNATIVE MINIMUM TAXABLE INCOME OF INDIVIDUALS. SEE “TAX MATTERS FOR BONDS” HEREIN FOR A DISCUSSION OF BOND COUNSEL’S OPINION AND OTHER FEDERAL TAX CONSEQUENCES, INCLUDING THE ALTERNATIVE MINIMUM TAX CONSEQUENCES FOR CORPORATIONS. NEW ISSUES - Book-Entry-Only RATING: S&P: “BBB-” (See “RATING” herein) TEXAS PUBLIC FINANCE AUTHORITY CHARTER SCHOOL FINANCE CORPORATION $4,055,000 Education Revenue Bonds (Orenda Education) Series 2011A Interest Accrues From Date of Delivery Due: August 15 (as shown on the inside cover page) Interest on the $4,055,000 Texas Public Finance Authority Charter School Finance Corporation Education Revenue Bonds (Orenda Education), Series 2011A (the ―Bonds‖) will accrue from the date of delivery of the Bonds, and is payable February 15, 2012, and each August 15 and February 15 thereafter until the earlier of maturity or redemption. The definitive Bonds will be initially registered and delivered only to Cede & Co., the nominee of The Depository Trust Company (―DTC‖), pursuant to the Book-Entry-Only System described herein. Beneficial ownership of the Bonds may be acquired in denominations of $5,000. No physical delivery of the Bonds will be made to the beneficial owners thereof. Principal of, premium, if any, and interest on the Bonds will be payable by the Trustee, initially, BOKF, NA dba Bank of Texas, as trustee (the ―Trustee‖), to Cede & Co., which will make distribution of the amounts so paid to the beneficial owners of the Bonds. See ―BOOK-ENTRY-ONLY SYSTEM‖ herein. The Bonds are subject to optional and mandatory redemption, as described herein. See ―THE BONDS—Mandatory Sinking Fund Redemption‖ and ―—Redemption Provisions.‖ The Bonds are being issued by, and are special and limited obligations of, the Texas Public Finance Authority Charter School Finance Corporation (the ―Issuer‖), and the proceeds thereof will be loaned to Orenda Education (the ―Borrower‖), which operates open enrollment charter schools under the laws of the State of Texas (the ―State‖), to finance the cost of acquiring, constructing, equipping, and renovating certain ―educational facilities‖ (as that term is defined within Chapter 53, Texas Education Code, as amended) and facilities incidental, subordinate, or related thereto or appropriate in connection therewith at the Borrower’s campus (see ―PLAN OF FINANCING - Project‖ herein), to fund a debt service reserve fund, and to pay the costs of issuing the Bonds for the benefit of the Borrower. The Bonds are being issued on a parity basis under the hereinafter described Master Indenture with those certain $5,250,000 Texas Public Finance Authority Charter School Finance Corporation Taxable Education Revenue Bonds (Orenda Education), Series 2011Q (Qualified School Construction Bonds – Direct Pay) (the ―Series 2011Q Bonds‖), being issued contemporaneously with the Bonds and a taxable bridge loan in the amount of $1,285,000, which is expected to close contemporaneously with the Bonds (the ―Bridge Loan‖). The Borrower expects to refinance the Bridge Loan by January 31, 2012 with the issuance of $1,285,000 Newark Cultural Education Facilities Finance Corporation Taxable Education Revenue Bonds (Orenda Education), Series 2011B (the ―Series 2011B Bonds‖). The Bonds, the Series 2011Q Bonds, the Bridge Loan, the Series 2011B Bonds (when issued) and any other parity bonds issued hereafter are collectively referred to as the ―Debt.‖ The Bonds are limited obligations of the Issuer, payable solely from revenues received by the Issuer pursuant to a Loan Agreement dated as of October 1, 2011 (the ―Loan Agreement‖), between the Issuer and the Borrower, as amended from time to time, and the promissory note (the ―Master Note‖) to be issued under the Master Trust Indenture and Security Agreement, dated as of October 1, 2011, as supplemented by Supplemental Master Trust Indenture No. 2 dated as of October 1, 2011 (collectively, the ―Master Indenture‖), all between the Borrower and BOKF, NA dba Bank of Texas, as master trustee (the ―Master Trustee‖), and delivered to the Issuer pursuant to the Loan Agreement, and, in certain circumstances, further payable out of amounts secured by the exercise of remedies provided in the Trust Indenture and Security Agreement, dated as of October 1, 2011 (the ―Indenture‖), between the Issuer and the Trustee, the Loan Agreement, and the Master Note. The Borrower has issued the Deed of Trust, as such term is defined in the Master Indenture, covering its real property comprising the campus, in favor of the Master Trustee for the benefit of the holders of the Master Note. THE BONDS ARE NOT OBLIGATIONS OF THE STATE, OR ANY ENTITY OTHER THAN THE ISSUER. NONE OF THE STATE, OR ANY POLITICAL CORPORATION, SUBDIVISION, OR AGENCY OF THE STATE SHALL BE OBLIGATED TO PAY THE BONDS OR THE INTEREST THEREON AND NEITHER THE FULL FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE, OR ANY OTHER POLITICAL CORPORATION, SUBDIVISION, OR AGENCY OF THE STATE IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS. THE ISSUER HAS NO TAXING POWER. THE PURCHASE AND OWNERSHIP OF THE BONDS ARE SUBJECT TO SPECIAL RISK FACTORS. ALL PROSPECTIVE PURCHASERS ARE URGED TO EXAMINE CAREFULLY THIS ENTIRE OFFICIAL STATEMENT WITH RESPECT TO THE INVESTMENT SECURITY OF THE BONDS, PARTICULARLY THE SECTION CAPTIONED “RISK FACTORS.” The Bonds are offered by the Underwriter shown below, subject to prior sale, when, as, and if issued by the Issuer and accepted by the Underwriter, subject, among other things, to the approval of the initial Bond by the Attorney General of Texas and the approval of certain legal matters by Andrews Kurth LLP, Houston, Texas, Bond Counsel. Certain other matters will be passed upon for the underwriter shown below (the ―Underwriter‖) by Vinson & Elkins L.L.P., Houston, Texas. Delivery of the Bonds is expected on or about November 15, 2011. PIPER JAFFRAY & CO. MATURITY SCHEDULE $4,055,000 Education Revenue Bonds, Series 2011A(a) (b) (c) $4,055,000 7.250% Term Bond due August 15, 2041, Yield 7.750%(d), CUSIP 88276P DB9(e) (Interest to accrue from the date of delivery of the Bonds) ________________ (a) The Bonds are subject to optional redemption prior to scheduled maturity, in whole or in part, on August 15, 2021, and on any date thereafter at par plus accrued interest. (See ―THE BONDS – Redemption Provisions‖ herein). (b) The Bonds are subject to Mandatory Sinking Fund Redemption as described herein (see ―THE BONDS - Mandatory Sinking Fund Redemption‖ herein). (c) The Bonds are subject to mandatory tender for purchase in whole on August 15, 2026. If the Bonds are not purchased on August 15, 2026, the interest rate on the Bonds will increase to 10.25% per annum until maturity. (d) The Bonds are priced are established by and are the sole responsibility of the Underwriter and may be changed at any time at the discretion of the Underwriter. (e) CUSIP numbers have been assigned to the Bonds by the CUSIP Global Service managed by Standard and Poor’s Financial Services LLC on behalf of the American Bankers Association and are included solely for the convenience of the purchasers of the Bonds. Neither the Issuer, the Borrower, nor the Underwriter shall be responsible for the selection or correctness of the CUSIP numbers set forth herein. -ii- USE OF INFORMATION IN OFFICIAL STATEMENT No dealer, broker, salesman, or other person has been authorized by the Issuer or the Underwriter 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 representation must not be relied upon as having been authorized by the Issuer or the Underwriter. This Official Statement is not to be used in an offer to sell or the solicitation of an offer to buy in any state in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation. References to or descriptions of financing documents, resolutions, contracts, and other related reports made in this Official Statement are subject to all of the provisions of such documents. These summaries do not purport to be complete statements of such provisions, and reference is made to such documents, copies of which are available from the Issuer or from Andrews Kurth LLP, 600 Travis, Suite 4200, Houston, Texas 77002, Attention: Todd Brewer, Telephone: 713.220.3872. The information set forth herein has been obtained from sources which are believed to be reliable; however, such information is not guaranteed as to accuracy or completeness by, and is not to be relied upon as, or construed as a promise or representation by, the Issuer or the Underwriter. All summaries herein of documents and agreements are qualified in their entirety by reference to such documents and agreements, and all summaries herein of the Bonds are qualified in their entirety by reference to the form thereof included in the Indenture and the provisions with respect thereto included in the aforesaid documents and agreements. The information and expressions of opinion herein are subject to change without notice and neither the 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 information or opinions set forth herein after the date of this Official Statement.