NEW ISSUE - BOOK-ENTRY ONLY NO RATING In the opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California (“Bond Counsel”), under existing statutes, regulations, rulings and judicial decisions, and assuming certain representations and compliance with certain covenants and requirements described more fully herein, interest on the 2014 Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals and corporations although such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. In the further opinion of Bond Counsel, interest on the 2014 Bonds is exempt from State of California personal income tax. See “LEGAL MATTERS — Tax Exemption” herein. $19,320,000 NORTHSTAR COMMUNITY SERVICES DISTRICT COMMUNITY FACILITIES DISTRICT NO. 1 SPECIAL TAX REFUNDING BONDS, SERIES 2014 Dated: Date of Delivery Due: September 1, as shown on the inside cover page The Northstar Community Services District Community Facilities District No. 1 Special Tax Refunding Bonds, Series 2014 (the “2014 Bonds”) are being issued and delivered by Northstar Community Services District Community Facilities District No. 1 (the “District”) to provide funds to be used, along with other funds available for such purpose, for the defeasance of all or a portion of the District’s outstanding Special Tax Bonds, Series 2005 and Series 2006. See “THE REFUNDING PLAN” herein. The Community Facilities District was formed by Northstar Community Services District (“NCSD”) in 2005 and is located in the County of Placer, California, within the Northstar community. The 2014 Bonds are authorized to be issued pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (Sections 53311 et seq. of the Government Code of the State of California), a Trust Indenture between the District and Wells Fargo Bank, National Association, as trustee, dated as of November 1, 2005 and a Second Supplemental Trust Indenture, dated as of July 1, 2014 by and between the District and Wells Fargo Bank, National Association, as trustee (the “Trustee”) (collectively, and as otherwise supplemented, the “Trust Indenture”). The 2014 Bonds are special obligations of the District and are payable solely from revenues derived from certain annual Special Taxes (as defined herein) to be levied on parcels within the District subject to the Special Tax and from certain other funds pledged under the Trust Indenture, all as further described herein. The Special Taxes are to be levied according to the amended rate and method of apportionment approved by the Board of Directors of NCSD and the qualified electors within the District. See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS — Special Taxes” and APPENDIX A — “AMENDED RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX.” The Board of Directors of NCSD is the legislative body of the District. The 2014 Bonds are issuable in fully registered form and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). Individual purchases of ownership interests in the 2014 Bonds may be made in principal amounts of $5,000 and integral multiples thereof in book-entry form only. Purchasers of 2014 Bonds will not receive certificates representing their beneficial ownership of the 2014 Bonds but will receive credit balances on the books of their respective nominees. The 2014 Bonds will not be transferable or exchangeable except for transfer to another nominee of DTC or as otherwise described herein. Interest on the 2014 Bonds will be payable on September 1, 2014 and semiannually thereafter on each March 1 and September 1. Principal of and interest on the 2014 Bonds will be paid by the Trustee to DTC for subsequent disbursement to DTC Participants, who are to remit such payments to the beneficial owners of the 2014 Bonds. See “THE 2014 BONDS — General Provisions” and APPENDIX G — “BOOK-ENTRY ONLY SYSTEM” herein. Neither the faith and credit nor the taxing power of NCSD, the County of Placer, the State of California or any political subdivision thereof other than the District (and then to the limited extent described in this Official Statement) is pledged to the payment of the 2014 Bonds. Except for the Net Taxes (as defined herein), no other taxes are pledged to the payment of the 2014 Bonds The 2014 Bonds are not general or special obligations of NCSD or general obligations of the District, but are special obligations of the District payable solely from Net Taxes and amounts held under the Trust Indenture as more fully described herein. The 2014 Bonds are subject to optional redemption, mandatory sinking fund payment redemption and extraordinary mandatory redemption from prepayments of Special Taxes as set forth herein. See “THE 2014 BONDS — Redemption” herein. Certain events could affect the ability of the District to pay the principal of and interest on the 2014 Bonds when due. Moreover, the 2014 Bonds are not rated by any nationally recognized rating organization. The purchase of the 2014 Bonds involves significant investment risks, and the 2014 Bonds are not suitable investments for many investors. See the section of this Official Statement entitled “SPECIAL RISK FACTORS” for a discussion of certain risk factors that should be considered, in addition to the other matters set forth herein, in evaluating the investment quality of the 2014 Bonds. THE UNDERWRITER IS RESTRICTING INITIAL SALES OF THE 2014 BONDS TO “QUALIFIED INSTITUTIONAL BUYERS” AS DEFINED IN RULE 144A PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND WILL REQUIRE EACH INITIAL PURCHASER TO DELIVER TO IT A LETTER REPRESENTING THAT IT IS SUCH A QUALIFIED INSTITUTIONAL BUYER IN SUBSTANTIALLY THE FORM ATTACHED HERETO AS APPENDIX H. This cover page contains certain information for general reference only. It is not intended to be a summary of the security or terms of this issue. Investors are advised to read the entire Official Statement to obtain information essential to the making of an informed investment decision. ____________________ MATURITY SCHEDULE (See Inside Cover Page) ____________________ The 2014 Bonds are offered when, as and if issued and accepted by the Underwriter, subject to approval as to their legality by Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California, Bond Counsel, and subject to certain other conditions. Stradling Yocca Carlson & Rauth, a Professional Corporation is serving as Disclosure Counsel to the District with respect to the 2014 Bonds. Certain legal matters will be passed on for the Underwriter by Jones Hall, A Professional Law Corporation, San Francisco, California. Certain legal matters will be passed on for NCSD and the District by Downey Brand LLP, Sacramento, California. It is anticipated that the 2014 Bonds in book-entry form will be available for delivery through the facilities of DTC on or about July 30, 2014. Dated: July 24, 2014 MATURITY SCHEDULE (Base CUSIP†: 66704P) Serial Bonds Maturity Date Principal (September 1) Amount Interest Rate Yield Price CUSIP No. † 2015 $ 375,000 4.00% 1.85% 102.300 BS2 2016 1,450,000 4.00 2.00 104.065 BF0 2017 1,650,000 4.00 2.37 104.821 BG8 2018 1,860,000 4.00 2.75 104.798 BH6 2019 2,085,000 5.00 3.14 108.677 BJ2 2020 2,340,000 5.00 3.49 108.212 BK9 2021 1,220,000 5.00 3.78 107.518 BL7 2022 1,360,000 5.00 4.04 106.562 BM5 2023 1,500,000 5.00 4.26 105.523 BN3 2024 1,660,000 5.00 4.43 104.592 BP8 2025 1,825,000 5.00 4.64 102.8691 BQ6 2026 1,995,000 5.00 4.74 102.0611 BR4 † Copyright 2014, American Bankers Association. CUSIP data herein is provided by Standard & Poor’s, CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. The District takes no responsibility for the accuracy of such data. 1 Priced to the first optional redemption date of September 1, 2024. NORTHSTAR COMMUNITY SERVICES DISTRICT COMMUNITY FACILITIES DISTRICT NO. 1 BOARD OF DIRECTORS OF NORTHSTAR COMMUNITY SERVICES DISTRICT Serving as the Legislative Body of Community Facilities District No. 1 Nancy Ives, President Frank Seelig, Vice President Jeann Green, Member Darrell Smith, Member Cathy Stewart, Member DISTRICT STAFF Mike Staudenmayer, General Manager GENERAL COUNSEL TO THE DISTRICT Downey Brand LLP, Sacramento, California BOND COUNSEL AND DISCLOSURE COUNSEL Stradling Yocca Carlson & Rauth, a Professional Corporation Newport Beach, California SPECIAL TAX CONSULTANT Goodwin Consulting Group Sacramento, California REAL ESTATE APPRAISER Cushman & Wakefield of Colorado, Inc. Denver, Colorado TRUSTEE Wells Fargo Bank, National Association Los Angeles, California VERIFICATION AGENT Causey Demgen & Moore Denver, Colorado (THIS PAGE INTENTIONALLY LEFT BLANK) TABLE OF CONTENTS Page INTRODUCTION ................................................................................................................................................ 1 General ........................................................................................................................................................... 1 The District .................................................................................................................................................... 1 Security and Sources of Payment for the Bonds ............................................................................................ 4 Description of the 2014 Bonds