NEW ISSUE — BOOK-ENTRY ONLY RATINGS: Standard & Poor’s: AAA/A+ (SPUR) (See “BOND INSURANCE” and “MISCELLANEOUS — Rating” herein). In the opinion of Kronick, Moskovitz, Tiedemann & Girard, a Professional Corporation, Sacramento, California, Bond Counsel, based upon an analysis of existing statutes, regulations, rulings, and court decisions and assuming, among other things, the accuracy of certain representations and compliance with certain covenants, interest on the Bonds is excludable from gross income for federal income tax purposes and is exempt from State of California personal income taxes. In the further opinion of Bond Counsel, interest on the Bonds is not an item of tax preference for purposes of the alternative minimum tax imposed on individuals and corporations, nor is such interest taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on certain corporations. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the accrual or receipt of interest on, the Bonds. See “Tax Matters” herein. $15,000,000 CERES UNIFIED SCHOOL DISTRICT (Stanislaus County, California) GENERAL OBLIGATION BONDS, ELECTION OF 2008, SERIES 2009A Dated: Date of Delivery Due: August 1, as shown below The Ceres Unified School District (the “District”) is issuing the Ceres Unified School District (Stanislaus County, California) General Obligation Bonds, Election of 2008, Series 2009A (the “Bonds”) in the aggregate principal amount of $15,000,000. The Bonds were authorized at a Election of the registered voters of the District held on November 4, 2008, at which 55% or more of the persons voting on the proposition voted to authorize the issuance and sale of $60,000,000 principal amount of general obligation bonds of the District to acquire, construct, repair, renovate, and improve school facilities. The Board of Supervisors of Stanislaus County is empowered and is obligated to annually levy ad valorem taxes, without limitation as to rate or amount, upon all property subject to taxation within the District (except certain personal property which is taxable at limited rates), for the payment of interest on, and principal of, the Bonds, all as more fully described herein under “The Bonds” and “Ad Valorem Property Taxation.” Interest on the Bonds is payable semiannually on each February 1 and August 1, commencing February 1, 2010. The Bonds, when delivered, will be registered initially 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 Bonds as described herein under “The Bonds — Book-Entry System.” The Bonds due on or before August 1, 2018, are not subject to optional redemption; the Bonds due on and after August 1, 2019 are subject to optional redemption on or after August 1, 2018 as described herein. The following firm, serving as financial advisor to the District, has structured this issue: The scheduled payment of principal of and interest on the Bonds when due will be guaranteed under a financial guaranty insurance policy to be issued concurrently with the delivery of the Bonds by Assured Guaranty Corp. MATURITY SCHEDULE (Base CUSIP No.: 156753) (1) Maturity Principal Interest Maturity Principal Interest (August 1) Amount Rate Yield CUSIP(1) (August 1) Amount Rate Yield CUSIP(1) 2010 $205,000.00 4.000% 1.250% EJ0 2022 $420,000.00 5.250% 4.650%C EW1 2011 220,000.00 4.000 1.750 EK7 2023 440,000.00 5.250 4.780C EX9 2012 235,000.00 4.000 2.000 EL5 2024 465,000.00 5.250 4.940C EY7 2013 250,000.00 4.000 2.500 EM3 2025 490,000.00 5.250 5.060C EZ4 2014 270,000.00 4.000 3.000 EN1 2026 515,000.00 5.250 5.160C FA8 2015 290,000.00 4.000 3.250 EP6 2027 545,000.00 5.250 5.250 FB6 2016 305,000.00 5.000 3.500 EQ4 2028 575,000.00 5.250 5.340 FC4 2017 330,000.00 5.000 3.700 ER2 2029 610,000.00 5.300 5.420 FD2 2018 350,000.00 5.000 3.850 ES0 2030 645,000.00 5.375 5.480 FE0 2019 370,000.00 5.000 4.060 ET8 2031 680,000.00 5.400 5.550 FF7 2020 385,000.00 5.000 4.300C EU5 2032 720,000.00 5.500 5.600 FG5 2021 405,000.00 5.250 4.510C EV3 C = Priced to call at August 1, 2019 $5,280,000.00 6.000% Term Bonds due August 1, 2038 – Yield 5.650% CUSIP(1): 156753 FN0 Pursuant to the terms of a Purchase Contract dated as of March 11, 2009, the Bonds were awarded to Southwest Securities, Inc., as Underwriter, at a true interest cost of 5.552%. The Bonds will be offered when, as and if issued by the District and received by the Underwriter, subject to the approval of legality by Kronick, Moskovitz, Tiedemann & Girard, a Professional Corporation, Sacramento, California, Bond Counsel. It is anticipated that the Bonds, in book-entry form, will be available for delivery through The Depository Trust Company in New York, New York, on or about March 31, 2009. THIS COVER PAGE CONTAINS CERTAIN 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. This Official Statement is dated March 11, 2009 (1) Copyright 2009, American Bankers Association. CUSIP data herein is provided by Standard & Poor's CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. This Data is not intended to create a database and does not serve in any way as a substitute for the CUSIP Service. CUSIP numbers are provided for convenience of reference only. Neither the District nor the Underwriter takes any responsibility for the accuracy of such numbers. No dealer, broker, salesperson or other person has been authorized by the Ceres Unified School District (the “District”) to give any information or to make any representations other than those contained herein and, if given or made, such other information or representation must not be relied upon as having been authorized by the District. This Official Statement does not constitute an offer to sell or the solicitation of any offer to buy nor shall there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the Bonds. Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as a representation of facts. The summaries and descriptions of documents, statutes and constitutional provisions referred to herein do not purport to be comprehensive or definitive, and are qualified in their entireties by reference to each such document, statute and constitutional provision. The information set forth herein, other than that provided by the District, has been obtained from sources which the District believes to be reliable. The information and expressions of opinion herein are subject to change without notice and neither 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 District since the date hereof. This Official Statement is submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. THE PRICES AND OTHER TERMS OF THE OFFERING AND SALE OF THE BONDS MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER AFTER SUCH BONDS ARE RELEASED FOR SALE AND SUCH BONDS MAY BE OFFERED AND SOLD AT PRICES OTHER THAN THE INITIAL OFFERING PRICES, INCLUDING SALES TO DEALERS WHO MAY SELL SUCH BONDS INTO INVESTMENT ACCOUNTS. IN CONNECTION WITH THE OFFERING OF BONDS, THE UNDERWRITER MAY OVER-ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICES FOR SUCH BONDS AT A LEVEL ABOVE THAT WHICH MIGHT PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE BONDS HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, IN RELIANCE UPON THE EXEMPTION CONTAINED IN SECTION 3(a)(2) OF SUCH ACT. ASSURED GUARANTY MAKES NO REPRESENTATION REGARDING THE BONDS OR THE ADVISABILITY OF INVESTING IN THE BONDS. IN ADDITION, ASSURED GUARANTY HAS NOT INDEPENDENTLY VERIFIED, MAKES NO REPRESENTATION REGARDING, AND DOES NOT ACCEPT ANY RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT OR ANY INFORMATION OR DISCLOSURE CONTAINED HEREIN, OR OMITTED HEREFROM, OTHER THAN WITH RESPECT TO THE ACCURACY OF THE INFORMATION REGARDING ASSURED GUARANTY SUPPLIED BY ASSURED GUARANTY AND PRESENTED UNDER THE HEADING “BOND INSURANCE” AND “EXHIBIT E - SPECIMEN FINANCIAL GUARANTY INSURANCE POLICY”. CERES UNIFIED SCHOOL DISTRICT Board of Trustees Teresa Guerrero, President Eric Ingwerson, Clerk Faye Lane, Board Member Jim Kinard, Board Member Mike Welsh, Board Member Edgar Romo, Board Member Betty Davis, Board Member District Administration Dr. Walt L. Hanline, Superintendent Scott Siegel, Deputy Superintendent Business Services Division Dr. Mary Jones, Assistant Superintendent, Educational Services Dr. Denise Wickham, Assistant Superintendent, Personnel Services Stanislaus County Treasurer/Tax Collector Gordon B. Ford ________________________ PROFESSIONAL SERVICES Financial Advisor KNN Public Finance, A Division of Zions First National Bank Oakland, California Bond Counsel Kronick, Moskovitz, Tiedemann & Girard, a Professional Corporation Sacramento, California Disclosure Counsel Kronick, Moskovitz, Tiedemann & Girard, a Professional Corporation Sacramento, California Paying Agent The Bank of New York Mellon Trust Company, N.