PRELIMINARY OFFICIAL STATEMENT DATED AUGUST 15, 2018 New Issue – Book-Entry Only Ratings: Moody’s: “Aa1” S&P: “AA+” In the opinion of Ballard Spahr LLP, Note Counsel, interest on the Notes is excludable from gross income for purposes of federal income tax, assuming continuing compliance with the requirements of the federal tax laws. Interest on the Notes is not a preference item for purposes of the individual federal alternative minimum tax; however, interest paid to certain corporate holders of the Notes indirectly may be subject to alternative minimum tax under circumstances described under “TAX EXEMPTION” herein. Note Counsel is also of the opinion that interest on the Notes is exempt from Pennsylvania personal income tax and corporate net income tax, and the Notes are exempt from personal property taxes in Pennsylvania. See “TAX EXEMPTION” herein. $110,000,000* UNIVERSITY OF PITTSBURGH - Of the Commonwealth System of Higher Education PANTHERS™ (Pitt Asset Notes – Tax-Exempt Higher Education Registered Series of 2018) Dated: Date of Delivery Interest Payable: First Business Day of each Month Due: September 15, 2021* The PANTHERS™ (Pitt Asset Notes - Tax-Exempt Higher Education Registered Series of 2018) (the “Notes”), when issued will be general obligations of the University of Pittsburgh - Of the Commonwealth System of Higher Education (the “University”). The Notes will be issuable as fully registered notes without coupons, and when issued, will be registered in the name of Cede & Co., as registered owner and nominee for The Depository Trust Company (“DTC”), New York, New York in the denomination of $5,000 or any integral multiple thereof. DTC will act as Securities Depository for the Notes. Purchasers will not receive certificates representing their beneficial ownership in the Notes. References herein to registered owners shall mean Cede & Co., as aforesaid, and shall not mean the actual purchasers of the Notes. So long as DTC or its nominee, Cede & Co., is the registered owner of the Notes, payments of the principal of and interest on the Notes will be made, when due, directly to DTC by U.S. Bank National Association, as Paying Agent (the “Paying Agent”), and the Paying Agent will have no obligation to make payments to any Beneficial Owner (as defined herein) of any Notes. Disbursement of such payments to the Beneficial Owners is the responsibility of DTC Direct and Indirect Participants, as more fully described herein. See “THE NOTES - Book-Entry Only System” herein. The Notes will be dated the date of initial issuance and delivery thereof. The Notes will mature on the date set forth above. The Notes will bear interest from their delivery date at a variable rate equal to the Adjusted SIFMA Rate, as further described herein. See “THE NOTES – Determination of Interest Rate for the Notes” for a description of the SIFMA Rate, the Adjusted SIFMA Rate and the determination thereof. The Adjusted SIFMA Rate shall adjust on each Adjustment Date, based upon the SIFMA Rate published for such week, with the effective date for each adjustment of the Adjusted SIFMA Rate to be each Thursday. Interest on the Notes will be computed based on the actual number of days elapsed over a year of 365 or 366 days, as the case may be. See “THE NOTES – Determination of Interest Rate for the Notes.” Interest on the Notes will be payable monthly on the first Business Day of each calendar month, commencing October 1, 2018, and at maturity or earlier redemption. THE NOTES ARE UNSECURED GENERAL OBLIGATIONS OF THE UNIVERSITY. THE NOTES DO NOT CONSTITUTE AN OBLIGATION OR INDEBTEDNESS OF THE COMMONWEALTH OF PENNSYLVANIA (THE “COMMONWEALTH”) OR ANY POLITICAL SUBDIVISION, AGENCY OR INSTRUMENTALITY THEREOF (OTHER THAN THE UNIVERSITY). NEITHER THE COMMONWEALTH NOR ANY POLITICAL SUBDIVISION, AGENCY OR INSTRUMENTALITY THEREOF (OTHER THAN THE UNIVERSITY) SHALL BE LIABLE FOR THE PAYMENT OF PRINCIPAL OF OR INTEREST ON THE NOTES. NEITHER THE FULL FAITH AND CREDIT NOR THE TAXING POWER OF THE COMMONWEALTH OR ANY POLITICAL SUBDIVISION, AGENCY OR INSTRUMENTALITY THEREOF (OTHER THAN THE UNIVERSITY) IS PLEDGED FOR THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THE NOTES. THE UNIVERSITY HAS NO POWER AT ANY TIME OR IN ANY MANNER TO PLEDGE THE CREDIT OR THE TAXING POWER OF THE COMMONWEALTH OR ANY POLITICAL SUBDIVISION, AGENCY OR INSTRUMENTALITY THEREOF (OTHER THAN THE UNIVERSITY). THE UNIVERSITY HAS NO TAXING POWER. The Notes are being issued to: (i) reimburse the University for certain capital expenditures; and (ii) pay the costs of issuance of the Notes. The Notes are subject to redemption prior to maturity as described herein. See “THE NOTES - Redemption.” Principal Interest Rate Amount* (Variable) Price CUSIP† $110,000,000 SIFMA Rate plus ___ The Notes are offered subject to the approving legal opinion of Ballard Spahr LLP, Philadelphia, Pennsylvania, Note Counsel, to be furnished upon delivery of the Notes. Certain legal matters will be passed upon for the University by its Office of General Counsel. Certain legal matters will be passed upon for the Underwriters by their counsel, Greenberg Traurig, LLP, Boston, Massachusetts. The Notes are expected to be available for delivery to DTC in New York, New York on or about August __, 2018. Barclays Wells Fargo Securities The date of this Official Statement is August __, 2018. * Preliminary, subject to change. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (“CGS”) is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. Copyright© 2018 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. The CUSIP® number listed above is being provided solely for the convenience of Noteholders only at the time of issuance of the Notes, and no representation is made with respect to the correctness thereof. The CUSIP® number is subject to being changed after the issuance of the Notes as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of the Notes. Neither the University nor the This Preliminary Official Statement and the information contained herein are subject to completion, amendment or other change without notice. The securities described herein may not be sold nor may offers to buy be accepted prior to the to offers The securitiesnot be sold nor may described herein may This Preliminary contained herein are subject to completion, amendment or other change without notice. Official Statement and the information securitiesany of these sale any in jurisdiction be shall there nor buy, offer to an solicitation of or the to sell offer shall this Preliminary no circumstances Under an Statement constitute Official form. in final is delivered Official Statement date the such jurisdiction. prior of any or qualification under the securities to registration be unlawful laws solicitation or sale would in which such offer, Underwriters have agreed to, nor is there any duty or obligation to, update this Official Statement to reflect any change or correction in the CUSIP® number printed above. ISSUER University of Pittsburgh – Of the Commonwealth System of Higher Education Pittsburgh, Pennsylvania NOTE COUNSEL Ballard Spahr LLP Philadelphia, Pennsylvania UNDERWRITERS Barclays Capital Inc. New York, New York Wells Fargo Securities New York, New York UNDERWRITERS’ COUNSEL Greenberg Traurig, LLP Boston, Massachusetts PAYING AGENT U.S. Bank National Association Pittsburgh, Pennsylvania Information contained in this Official Statement was obtained in part from officials of the University of Pittsburgh - Of the Commonwealth System of Higher Education (the “University”), trade and statistical services, and from other sources which are deemed to be reliable. In accordance with its responsibilities under the federal securities laws, the Underwriters have reviewed the information in this Official Statement but do not guarantee its accuracy or completeness. All quotations from and summaries and explanations of provisions of laws and documents in this Official Statement do not purport to be complete and reference is made to such laws and documents for full and complete statements of their provisions. Any statements made in this Official Statement involving estimates or matters of opinion, whether or not expressly so stated, are intended merely as estimates or opinions and not as representations of fact. The information and expressions of opinion contained herein are subject to change without notice; neither the delivery of this Official Statement nor any sale of the Notes shall under any circumstances create any implication that there has been no change in matters described herein since the date of this Official Statement. This Official Statement and the information herein are subject to completion or amendment without notice. Under no circumstances shall this Official Statement constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No dealer, broker, salesman or any other person has been authorized by the University or the Underwriters to give any information or make any representation, other than those contained in this Official Statement, in connection with the offering of or solicitation of offers for the Notes. If given or made, such information or representation must not be relied upon as having been authorized by the University or the Underwriters. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE NOTES AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME WITHOUT NOTICE.