NEW ISSUE — BOOK-ENTRY ONLY RATINGS: Moody’s: “Aaa” (Jointly supported); “VMIG 1” (Short-term); “A2” (Underlying) S&P: “AAA/A-1+” (Structured) (See “Ratings” herein) In the opinion of Hawkins Delafield & Wood LLP, Bond Counsel to the Issuer, under existing statutes and court decisions and assuming continuing compliance with certain tax covenants described herein, (i) interest on the 2008 Bonds is excluded from gross income for Federal income tax purposes pursuant to Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”), and (ii) interest on the 2008 Bonds is not treated as a preference item in calculating the alternative minimum tax imposed on individuals and corporations under the Code; such interest, however, is included in the adjusted current earnings of certain corporations for purposes of calculating the alternative minimum tax imposed on such corporations. In addition, in the opinion of Bond Counsel to the Issuer, under existing statutes, interest on the 2008 Bonds is exempt from State of California personal income taxes. See “TAX MATTERS” herein. $383,000,000 California Statewide Communities Development Authority Refunding Revenue Bonds (Los Angeles County Museum of Art Project) (Variable Rate Demand Obligations) $100,000,000 $100,000,000 $95,000,000 $60,000,000 $28,000,000 Series 2008A Series 2008B Series 2008C Series 2008D Series 2008E Dated: Date of Delivery Price: 100% Due: December 1, as shown on inside front cover The $383,000,000 California Statewide Communities Development Authority Refunding Revenue Bonds (Los Angeles County Museum of Art Project), Series 2008A (the “2008A Bonds”), Series 2008B (the “2008B Bonds”), Series 2008C (the “2008C Bonds”), Series 2008D (the “2008D Bonds”) and Series 2008E (the “2008E Bonds,” each a “Series” and collectively, the “2008 Bonds”) are limited obligations of the California Statewide Communities Development Authority (the “Issuer”) and are issued and secured under the provisions of an Indenture, dated as of September 1, 2008 (the “Indenture”), by and between the Issuer and U.S. Bank National Association, as trustee (the “Trustee”), as described herein. The Issuer will lend the proceeds of the sale of the 2008 Bonds to Museum Associates (doing business as the Los Angeles County Museum of Art) (“LACMA”), pursuant to a Loan Agreement, dated as of September 1, 2008 (the “Loan Agreement”) between the Issuer and LACMA, as described herein. The 2008 Bonds are limited obligations of the Issuer payable solely from and secured by Revenues pledged under the Indenture, consisting primarily of Loan Payments made by LACMA under the Loan Agreement and certain other funds as provided in the Indenture. The proceeds of the 2008 Bonds will be issued to (i) refund the outstanding California Statewide Communities Development Authority Revenue Bonds (Los Angeles County Museum of Art Project), Series 2007A, Series 2007B, Series 2007C and Series 2007D and the outstanding California Statewide Communities Development Authority Revenue Bonds (Los Angeles County Museum of Art Project), Series 2004A, Series 2004B and Series 2004C, (ii) to pay capitalized interest on the 2008 Bonds, (iii) to finance costs of issuance of the 2008 Bonds, and (iv) to finance other expenses and costs related to the Project, all as further described herein. See “THE REFUNDING PLAN” and “ESTIMATED SOURCES AND USES OF FUNDS” herein. The 2008A Bonds, the 2008B Bonds, the 2008C Bonds and the 2008E Bonds (the “Weekly 2008 Bonds”) will initially bear interest at the Weekly Interest Rate,as described herein, and will continue to bear interest at the Weekly Interest Rate to, but not including, the date upon which the interest rate borne by such bonds is adjusted, if ever, to the Daily Interest Rate, the Bond Interest Term Rate or the Long-Term Interest Rate in accordance with the terms of the Indenture as described herein. During a Weekly Interest Rate Period, interest on the Weekly 2008 Bonds is payable on the first Wednesday of each month, or if such Wednesday is not a Business Day, the next succeeding Business Day. The first Interest Payment Date for the Weekly 2008 Bonds is October 1, 2008. The 2008D Bonds will initially bear interest at the Daily Interest Rate, as described herein, and will continue to bear interest at the Daily Interest Rate to, but not including, the date upon which the interest rate borne by the 2008D Bonds is adjusted, if ever, to the Weekly Interest Rate, the Bond Interest Term Rate or the Long-Term Interest Rate in accordance with the terms of the Indenture as described herein. During a Daily Interest Rate Period, interest on the 2008D Bonds is payable the first Business Day of each month. The first Interest Payment Date for the 2008D Bonds is October 1, 2008. The 2008 Bonds are issuable as fully registered bonds without coupons and, when issued, will be registered in the name of Cede & Co., as Bondholder and nominee for The Depository Trust Company (“DTC”), New York, New York. DTC will act as Securities Depository for the 2008 Bonds. Purchases of beneficial ownership interests will be made in book-entry only form. Purchasers (“Beneficial Owners”) will not receive certificates representing their beneficial interest in the 2008 Bonds. So long as Cede & Co., as nominee of DTC, is the Bondholder, references herein to Bondholders or registered owners shall mean Cede & Co. and shall not mean the Beneficial Owners of the 2008 Bonds. See APPENDIX G — “BOOK-ENTRY ONLY SYSTEM” attached hereto. While the 2008 Bonds bear interest at the Weekly Interest Rate or the Daily Interest Rate, the 2008 Bonds will be available to purchasers in denominations of $100,000 or any integral multiple of $5,000 in excess thereof. The 2008 Bonds are subject to optional and mandatory redemption, optional tender for purchase during a Daily Interest Rate Period or a Weekly Interest Rate Period and mandatory tender for purchase prior to maturity, as described herein. See “THE 2008 BONDS” herein. Payments of principal of and interest on the 2008 Bonds will be initially supported by an irrevocable, direct-pay letter of credit (the “Credit Facility”) upon which the Trustee is instructed to draw to pay principal and interest on the 2008 Bonds. The Trustee may also draw funds under the Credit Facility to pay the purchase price of 2008 Bonds tendered for payment and not remarketed to the extent other moneys are not available therefor. The initial Credit Facility with respect to the 2008 Bonds will be issued by Wells Fargo Bank, National Association (the “Credit Facility Provider”). The Credit Facility issued by Wells Fargo Bank, National Association, has a scheduled termination date of September 9, 2011, subject to earlier termination under conditions described herein, and may be extended or replaced by an alternate letter of credit or other security at or prior to termination. Union Bank of California, N.A. will act as administrative agent and as co-lead arranger and bookrunner with respect to the Credit Facility. See “THE CREDIT FACILITY PROVIDER AND THE CREDIT FACILITY” herein. The 2008 Bonds do not constitute a debt or liability of the State of California or of any political subdivision thereof (including the County of Los Angeles), other than the Issuer, but shall be payable solely from the funds provided therefor. The Issuer shall not be obligated to pay the principal of the 2008 Bonds, or any premium or interest thereon, except from the funds provided under the Indenture and the Loan Agreement, and neither the faith and credit nor the taxing power of the State of California or of any political subdivision thereof, including the County of Los Angeles and the Issuer, is pledged to the payment of the principal of or any premium or interest on the 2008 Bonds. The issuance of the 2008 Bonds shall not directly or indirectly or contingently obligate the State of California or any political subdivision thereof, including the County of Los Angeles, to levy or to pledge any form of taxation or to make any appropriation for their payment. The Issuer has no taxing power. This Official Statement generally describes the 2008 Bonds only while bearing interest at a Weekly Interest Rate or a Daily Interest Rate. Prospective purchasers of the 2008 Bonds bearing interest at a rate other than a Weekly Interest Rate or a Daily Interest Rate should not rely on this Official Statement. This cover page contains certain information for quick reference only. It is not intended to be a summary of the security or terms of this issue. Investors are instructed to read the entire Official Statement to obtain information essential to the making of an informed investment decision. The 2008 Bonds are offered by the Underwriters when, as and if issued by the Issuer and accepted by the Underwriters, subject to the approval of legality and certain other legal matters by Hawkins Delafield & Wood LLP, San Francisco, California, Bond Counsel, and subject to certain other conditions. Certain legal matters will be passed upon for the Underwriters by Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California. Certain legal matters will be passed upon for the Issuer by Orrick Herrington & Sutcliffe LLP. Certain legal matters will be passed upon for LACMA by Nixon Peabody LLP. Certain legal matters will be passed upon for the Credit Facility Provider by Chapman and Cutler LLP. It is expected that the 2008 Bonds in book-entry form will be available for delivery through the facilities of DTC in New York, New York, on or about September 10, 2008. Citi Wells Fargo Institutional Securities, LLC Date: September 5, 2008 Selected Artwork from the Permanent Collection of the Los Angeles County Museum of Art Rivera, Diego Flower Day 1925 Mexico Oil on canvas 58 x 47 1/2 in.