NEW ISSUE – Book-Entry-Only Rating: Moody’s “Aa2” See “RATING” herein The interest on the 2019 Series A Bonds is included in gross income for federal income tax purposes. In the opinion of Gilmore & Bell, P.C., Bond Counsel to UHC, under existing law, the interest on the 2019 Series A Bonds is exempt from Utah individual income taxes. See “TAX MATTERS” herein. $162,505,000 UTAH HOUSING CORPORATION Single Family Mortgage Bonds 2019 Series A (Federally Taxable) Interest from: Date of Delivery Due: see inside front cover The Utah Housing Corporation Single Family Mortgage Bonds, 2019 Series A (Federally Taxable) (the “2019 Series A Bonds”) are being issued under and pursuant to a General Indenture of Trust, dated as of October 1, 2019, between Utah Housing Corporation (“UHC”) and Zions Bancorporation, National Association, as trustee (the “Trustee”), and a 2019 Series A Indenture, dated as of October 1, 2019, between UHC and the Trustee. The 2019 Series A Bonds are issuable only as fully registered bonds without coupons and will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the 2019 Series A Bonds. Individual purchases will be made in book-entry form only in the principal amount of $5,000 and integral multiples thereof. Purchasers will not receive certificates representing their interest in 2019 Series A Bonds. Interest on the 2019 Series A Bonds is payable semiannually on January 1 and July 1 of each year, commencing July 1, 2020. Principal and interest on the 2019 Series A Bonds are payable by the Paying Agent to DTC, which will be responsible for remitting such principal and interest to its Participants, which will be responsible for remitting such principal and interest to the Beneficial Owners of such Bonds, as described under the caption “Book-Entry Provisions” herein. The 2019 Series A Bonds are subject to redemption prior to maturity, including special redemption at par under certain circumstances, as described herein. Maturity Schedule located on inside front cover The 2019 Series A Bonds are limited obligations of UHC, payable solely from and secured by the pledge pursuant to the Indenture of the revenues and assets derived from the proceeds of the Bonds and other revenues as provided in the Indenture, including the money and securities held in the Funds and Accounts created by the Indenture other than money and securities held in the Rebate Account, any Issuer Payment Account, any Bond Purchase Fund and the Short Term Bond Account, and the Rebate Requirement to be deposited in the Rebate Account. Neither the State of Utah nor any political subdivision thereof is obligated to pay the 2019 Series A Bonds and neither the faith and credit nor the taxing power of the State of Utah or of any political subdivision thereof is pledged to the payment of the principal or redemption price of or interest on the 2019 Series A Bonds. UHC has no taxing power. The 2019 Series A Bonds are offered when, as and if received by the Underwriters, subject to the approval of legality by Gilmore & Bell, P.C., Salt Lake City, Utah, Bond Counsel to UHC, and certain other conditions. Certain legal matters will be passed upon for the Underwriters by their counsel Orrick, Herrington & Sutcliffe LLP, San Francisco, California. It is expected that definitive 2019 Series A Bonds will be available for delivery in New York, New York, on or about October 2, 2019. BARCLAYS ZIONS BANK Dated: September 12, 2019 MATURITY SCHEDULE $162,505,000 2019 Series A Bonds $86,345,000 Serial Bonds Maturity Amount Interest Rate Price CUSIP† July 1, 2020 $2,775,000 1.97% 100% 9174367E1 January 1, 2021 2,285,000 2.02 100 9174367F8 July 1, 2021 2,345,000 2.07 100 9174367G6 January 1, 2022 2,410,000 2.10 100 9174367H4 July 1, 2022 2,465,000 2.15 100 9174367J0 January 1, 2023 2,525,000 2.21 100 9174367K7 July 1, 2023 2,590,000 2.28 100 9174367L5 January 1, 2024 2,650,000 2.34 100 9174367M3 July 1, 2024 2,715,000 2.39 100 9174367N1 January 1, 2025 2,755,000 2.46 100 9174367P6 July 1, 2025 2,810,000 2.51 100 9174367Q4 January 1, 2026 2,855,000 2.56 100 9174367R2 July 1, 2026 2,920,000 2.61 100 9174367S0 January 1, 2027 2,980,000 2.65 100 9174367T8 July 1, 2027 3,015,000 2.70 100 9174367U5 January 1, 2028 3,055,000 2.75 100 9174367V3 July 1, 2028 3,065,000 2.80 100 9174367W1 January 1, 2029 3,105,000 2.85 100 9174367X9 July 1, 2029 3,160,000 2.90 100 9174367Y7 January 1, 2030 3,195,000 2.95 100 9174367Z4 July 1, 2030 3,235,000 2.98 100 9174368A8 January 1, 2031 3,310,000 3.01 100 9174368B6 July 1, 2031 3,365,000 3.03 100 9174368C4 January 1, 2032 3,405,000 3.05 100 9174368D2 July 1, 2032 3,230,000 3.07 100 9174368E0 January 1, 2033 3,450,000 3.10 100 9174368F7 July 1, 2033 3,450,000 3.12 100 9174368G5 January 1, 2034 3,480,000 3.14 100 9174368H3 July 1, 2034 3,745,000 3.14 100 9174368J9 $26,705,000 3.38% Term Bonds Due January 1, 2039 Price 100% CUSIP†: 9174368K6 $49,455,000 3.875% “PAC” Term Bonds Due January 1, 2050 Price 103.524% CUSIP†: 9174368L4 † CUSIP numbers have been assigned by an independent company not affiliated with UHC and are included solely for the convenience of the owners of the 2019 Series A Bonds. UHC is not responsible for the selection or uses of these CUSIP numbers, and no representation is made as to their correctness on the 2019 Series A Bonds or as indicated above. The CUSIP number for a specific maturity is subject to being changed after the issuance of the 2019 Series A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of certain maturities of the 2019 Series A Bonds. No dealer, broker, salesperson or other person has been authorized by UHC or the Underwriters 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 2019 Series A Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been obtained from UHC and other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness and is not to be construed as a representation by the Underwriters. 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 affairs of UHC or any other parties described herein since the date as of which such information is presented. In connection with this offering, the Underwriters may over-allot or effect transactions which stabilize or maintain the market price of the 2019 Series A Bonds at a level above that which might otherwise prevail in the open market. Such stabilizing, if commenced, may be discontinued at any time. [THIS PAGE INTENTIONALLY LEFT BLANK] NOTICE TO INVESTORS IN CANADA NO PROSPECTUS HAS BEEN FILED WITH ANY SECURITIES COMMISSION OR SIMILAR REGULATORY AUTHORITY IN CANADA IN CONNECTION WITH THE OFFERING OF THE 2019 SERIES A BONDS. NO SECURITIES COMMISSION OR SIMILAR REGULATORY AUTHORITY IN CANADA HAS REVIEWED OR IN ANY WAY PASSED UPON THIS OFFICIAL STATEMENT OR THE MERITS OF THE 2019 SERIES A BONDS AND ANY REPRESENTATION TO THE CONTRARY IS AN OFFENCE. THIS OFFICIAL STATEMENT IS NOT, AND UNDER NO CIRCUMSTANCES IS TO BE CONSTRUED AS, AN ADVERTISEMENT OR A PUBLIC OFFERING OF THE 2019 SERIES A BONDS IN CANADA. THE 2019 SERIES A BONDS MAY BE SOLD IN CANADA ONLY TO PURCHASERS PURCHASING, OR DEEMED TO BE PURCHASING, AS PRINCIPAL THAT ARE ACCREDITED INVESTORS, AS DEFINED IN NATIONAL INSTRUMENT 45-106 PROSPECTUS EXEMPTIONS OR SUBSECTION 73.3(1) OF THE SECURITIES ACT (ONTARIO), AND ARE PERMITTED CLIENTS, AS DEFINED IN NATIONAL INSTRUMENT 31-103 REGISTRATION REQUIREMENTS, EXEMPTIONS AND ONGOING REGISTRANT OBLIGATIONS. ANY RESALE OF THE 2019 SERIES A BONDS MUST BE MADE IN ACCORDANCE WITH AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE PROSPECTUS REQUIREMENTS OF APPLICABLE SECURITIES LAWS. SECURITIES LEGISLATION IN CERTAIN PROVINCES OR TERRITORIES OF CANADA MAY PROVIDE A PURCHASER WITH REMEDIES FOR RESCISSION OR DAMAGES IF THIS OFFICIAL STATEMENT (INCLUDING ANY AMENDMENT THERETO) CONTAINS A MISREPRESENTATION, PROVIDED THAT THE REMEDIES FOR RESCISSION OR DAMAGES ARE EXERCISED BY THE PURCHASER WITHIN THE TIME LIMIT PRESCRIBED BY THE SECURITIES LEGISLATION OF THE PURCHASER’S PROVINCE OR TERRITORY. THE PURCHASER SHOULD REFER TO ANY APPLICABLE PROVISIONS OF THE SECURITIES LEGISLATION OF THE PURCHASER’S PROVINCE OR TERRITORY FOR PARTICULARS OF THESE RIGHTS OR CONSULT WITH A LEGAL ADVISOR.