NEW ISSUE OFFICIAL STATEMENT RATING: Book-Entry Only S&P “A+” (Stable Outlook) In the opinion of Bond Counsel, under existing law, the interest on the Bonds is excluded from gross income for Federal income tax purposes; it should be noted, however, that for the purpose of computing the alternative minimum tax imposed on certain corporations, such interest is taken into account in determining adjusted current earnings as provided in Appendix “G.” See “TAX EXEMPTION” herein. Under the provisions of Chapter 1 of Title 47 of the Louisiana Revised Statutes of 1950, as amended, interest on the Bonds owned by corporations or residents of the State of Louisiana is exempt from Louisiana state income taxation to the extent such interest is exempt from federal income taxation. $28,075,000 UTILITIES REVENUE BONDS, SERIES 2014 CITY OF ALEXANDRIA, STATE OF LOUISIANA Dated: Date of Delivery Due: May 1 as shown below The referenced Bonds (the “Bonds”) of the City of Alexandria, State of Louisiana (the “Issuer”) are being initially issued as fully registered bonds without coupons in denominations of $5,000 each, or any integral multiple thereof within a single maturity, and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository for the Bonds. Purchasers of the Bonds will not receive certificates representing their interest in the Bonds purchased. Purchases of the Bonds may be made only in book-entry form in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein. Principal of and interest on the Bonds will be payable by Argent Trust Company, N.A., in the City of Ruston, Louisiana, or any successor paying agent (the “Paying Agent”), to DTC, which will remit such payments in accordance with its normal procedures, as described herein. Interest on the Bonds is payable on May 1, 2014, and semiannually thereafter on May 1 and November 1 of each year. See “BOOK-ENTRY ONLY SYSTEM” herein. The Bonds are subject to optional and mandatory sinking fund redemption prior to maturity at the times, in the manner and at the redemption prices set forth herein. The Bonds constitute legally binding and special limited obligations of the Issuer and are payable equally with the Outstanding Parity Bonds (as hereinafter defined), solely from the income and revenues to be derived from the operation of the combined electric power and light plant and system, waterworks plant and system, natural gas system and sewer system of the Issuer (collectively, the “Utilities System”), after provisions have been made for payment therefrom of the reasonable expenses of administering, operating and maintaining the Utilities System, and shall enjoy complete parity of lien on said revenues of the Utilities System with the Issuer’s Utilities Revenue Bonds, Series 2010B, Utilities Revenue Bonds, Series 2011, Utilities Revenue Bond (DHH), Series 2012A, Utilities Revenue Bond (DEQ), Series 2012B, Utilities Revenue Refunding Bonds, Series 2013A, Taxable Utilities Revenue Refunding Bonds, Series 2013B and Utilities Revenue Bonds, Series 2013A, as more fully described herein. The Bonds are being issued for the purpose of constructing, acquiring, extending and/or improving the Utilities System, paying capitalized interest with respect to the Bonds, and paying the costs of issuance of the Bonds. MATURITY SCHEDULE (Base CUSIP No. 015086) Due Interest Due Interest May 1 Amount Rate Yield CUSIPs May 1 Amount Rate Yield CUSIPs 2016 $325,000 2.00% 0.600% MQ1 2021 $425,000 3.50% 2.670% MV0 2017 355,000 2.00% 0.875% MR9 2022 445,000 5.00% 2.950% MW8 2018 365,000 2.50% 1.300% MS7 2023 470,000 4.00% 3.200% MX6 2019 380,000 3.00% 1.750% MT5 2024 780,000 4.00% 3.360% MY4 2020 405,000 3.00% 2.220% MU2 2025 815,000 4.00% 3.500%* MZ1 $3,605,000 4.00% Term Bonds due May 1, 2029, Yield 4.111%, CUSIP NA5 $5,530,000 5.00% Term Bonds due May 1, 2034, Yield 4.380%*, CUSIP NB3 $7,100,000 5.00% Term Bonds due May 1, 2039, Yield 4.630%*, CUSIP NC1 $7,075,000 4.75% Term Bonds due May 1, 2043, Yield 4.814%, CUSIP ND9 * Priced to May 1, 2024 par call. The Bonds are offered subject to the joint approving opinion of Foley & Judell, L.L.P., New Orleans, Louisiana, and Roedel, Parsons, Koch, Blache, Balhoff & McCollister, A.L.C., Baton Rouge, Louisiana, Co-Bond Counsel. Certain legal matters will be passed upon for the Underwriter by its Counsel, Breazeale, Sachse & Wilson, L.L.P., Baton Rouge, Louisiana, and the Law Office of Bernard L. Charbonnet, Jr., New Orleans, Louisiana, Co-Underwriter’s Counsel. It is expected that the Bonds will be delivered in New Orleans, Louisiana, and will be available for delivery to DTC in New York, New York, on or about February 25, 2014, against payment therefor. Stephens Inc. The date of this Official Statement is January 15, 2014. This cover page contains 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. CUSIP Numbers © Copyright 2014, American Bankers Association. CUSIP data herein is provided by CUSIP Global Services, which is managed on behalf of the American Bankers Association by S&P Capital IQ., a business line of The McGraw-Hill Companies, Inc. Neither the Issuer nor the Underwriter and its agents take responsibility for the accuracy of the CUSIP numbers, now or at any time in the future, which are included solely for the convenience of the owners of the Bonds. The CUSIP number for a specific maturity is subject to being changed after the issuance of the 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 Bonds. NO DEALER, BROKER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED BY THE CITY COUNCIL OF THE CITY OF ALEXANDRIA, STATE OF LOUISIANA (THE “GOVERNING AUTHORITY”), THE CITY OF ALEXANDRIA, STATE OF LOUISIANA (THE “ISSUER”) , OR STEPHENS INC. (THE “UNDERWRITER”), TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS WITH RESPECT TO THE OBLIGATIONS HEREIN DESCRIBED 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 THE GOVERNING AUTHORITY. THE INFORMATION SET FORTH HEREIN HAS BEEN OBTAINED FROM THE ISSUER AND OTHER SOURCES WHICH ARE BELIEVED TO BE RELIABLE BUT IS NOT GUARANTEED AS TO ACCURACY OR COMPLETENESS, AND IS NOT TO BE CONSTRUED AS A REPRESENTATION BY THE UNDERWRITER. 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 THE ISSUER SINCE THE DATE HEREOF. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUER OR THE UNDERWRITER AND ANY OF THE PURCHASERS OR REGISTERED OWNERS OF THE BONDS. THE UNDERWRITER HAS REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE WITH, AND AS PART OF, ITS RESPONSIBILITY TO INVESTORS UNDER THE FEDERAL SECURITIES LAWS AS APPLIED TO THE FACTS AND CIRCUMSTANCES OF THIS TRANSACTION, BUT THE UNDERWRITER DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. BY ITS PURCHASE OF THE BONDS, AN INVESTOR IS ACKNOWLEDGING THAT IT HAS REVIEWED ALL THE INFORMATION IT DEEMS NECESSARY TO MAKE AN INFORMED DECISION, AND THAT IT IS NOT RELYING ON ANY REPRESENTATION OF THE UNDERWRITER OR ANY OF ITS OFFICERS, REPRESENTATIVES, AGENTS OR DIRECTORS IN REACHING ITS DECISION TO PURCHASE THE BONDS. THE INVESTOR, BY ITS PURCHASE OF THE BONDS, ACKNOWLEDGES ITS CONSENT FOR THE UNDERWRITER TO RELY UPON THE INVESTOR’S UNDERSTANDING OF AND AGREEMENT TO THE PRECEDING PARAGRAPH AS SUCH RELATES TO THE DISCLOSURE AND FAIR DEALING OBLIGATIONS THAT MAY BE APPLICABLE TO THE UNDERWRITER UNDER APPLICABLE SECURITIES LAWS AND REGULATIONS. THIS OFFICIAL STATEMENT IS BEING PROVIDED TO PROSPECTIVE PURCHASERS EITHER IN BOUND PRINTED FORM (“ORIGINAL BOUND FORMAT”) OR IN ELECTRONIC FORMAT ON THE FOLLOWING WEBSITE: http://www.i-dealprospectus.com. THIS OFFICIAL STATEMENT MAY BE RELIED UPON ONLY IF IT IS IN ITS ORIGINAL BOUND FORMAT OR AS PRINTED IN ITS ENTIRETY DIRECTLY FROM SUCH WEBSITE. Cautionary Statements Regarding Forward-Looking Statements in this Official Statement This Official Statement is marked with a dated date and speaks only as of that dated date. Readers are cautioned not to assume that any information has been updated beyond the dated date except as to any portion of the Official Statement that expressly states that it constitutes an update concerning specific recent events occurring after the dated date of the Official Statement. Any information contained in the portion of the Official Statement indicated to concern recent events speaks only as of its date. The Issuer expressly disclaims any duty to provide an update of any information contained in this Official Statement, except as agreed upon by said parties pursuant to the Continuing Disclosure Certificate included herein as Appendix “H.” The information contained in this Official Statement may include forward looking statements by using forward-looking words such as “may,” “will,” “should,” “expects,” “believes,” “anticipates,” “estimates,” “budgets” or others.