Siebert Brandford Shank & Co., LLC

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1 NEW ISSUE - BOOK-ENTRY ONLY Ratings: Fitch: AA- Moody s: A1 S&P: A+ (See RATINGS herein) In the opinion of Breazeale, Sachse & Wilson, L.L.P., Bond Counsel, under existing law and assuming continuing compliance with certain covenants designed to satisfy the applicable requirements of the Internal Revenue Code of 1986, as amended (the Code ), interest on the Bonds is excluded from the gross income of the owners thereof for federal income tax purposes within the meaning of the Code. Bond Counsel is further of the opinion that, under existing laws, regulations, rulings and judicial decisions, interest on the Bonds is not an item of tax preference for purposes of calculating the alternative minimum tax imposed applicable to individuals and corporations. In addition, Bond Counsel is further of the opinion that, under the Act, the Bonds, together with the interest thereof, income therefrom and gain upon the sale thereof are exempt from all State of Louisiana and local taxes. See TAX MATTERS and the proposed form of opinion of Bond Counsel attached hereto as APPENDIX F. $126,260,000 LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY SUBORDINATE LIEN REVENUE BONDS (EAST BATON ROUGE SEWERAGE COMMISSION PROJECTS) SERIES 2013A Dated: Date of Delivery $92,500,000 LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY SUBORDINATE LIEN REVENUE BONDS (EAST BATON ROUGE SEWERAGE COMMISSION PROJECTS) SERIES 2013B (LIBOR INDEX) Due: February 1, as shown on the inside cover The Louisiana Local Government Environmental Facilities and Community Development Authority (the Authority ), a political subdivision of the State of Louisiana (the State ), is issuing $126,260,000 of its Subordinate Lien Revenue Bonds (East Baton Rouge Sewerage Commission Projects), Series 2013A (the Series 2013A Bonds ) and $92,500,000 of its Subordinate Lien Revenue Bonds (East Baton Rouge Sewerage Commission Projects), Series 2013B (LIBOR Index) (the Series 2013B Bonds and, together with the Series 2013A Bonds, the Bonds ). The Series 2013A Bonds will initially be issued in the denomination of $5,000 or any integral multiple of $5,000 in excess thereof and will be initially registered in the name of CEDE & Co., as the registered owner and nominee for The Depository Trust Company ( DTC ), New York, New York. The Series 2013B Bonds will initially be issued in the denomination of $100,000 or any integral multiple of $5,000 in excess thereof and will be initially registered in the name of CEDE & Co., as the registered owner and nominee for DTC. Purchases of 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. Purchasers will not receive certificates representing their interest in the Bonds purchased. So long as DTC or its nominee is the registered Owner of the Bonds, payment of the principal of and interest on the Bonds will be made directly to DTC. Disbursements of such payments to DTC participants is the responsibility of DTC, and disbursement of such payments to beneficial owners is the responsibility of DTC participants. See BOOK-ENTRY ONLY SYSTEM herein. The Bonds are authorized by resolutions adopted by the Executive Committee of the Authority on March 7, 2013 and April 11, 2013 and secured by a Trust Indenture dated as of May 1, 2013 (the Indenture ) by and between the Authority and The Bank of New York Mellon Trust Company, N.A., Baton Rouge, Louisiana (the Trustee ), all pursuant to the laws of the State of Louisiana, particularly Chapter 10 D of Title 33 of the Louisiana Revised Statutes of 1950, as amended. The proceeds of the Bonds will be loaned by the Authority to the East Baton Rouge Sewerage Commission (the Commission or the Borrower ) pursuant to a Loan Agreement dated as of May 1, 2013, by and between the Authority and the Borrower (the Agreement ). The proceeds of the Bonds will be used by the Borrower for the purpose of: (i) financing the costs of upgrading, rehabilitating, improving and extending the sewerage disposal system owned and/or operated by the Commission as the same is or may be hereafter constituted, whether owned by the Parish, the City or the District, title to which shall be held in the public (the Project ); (ii) funding a deposit to a debt service reserve fund; (iii) funding capitalized interest on the Series 2013A Bonds; and (iv) paying the costs of issuance of the Bonds. The Bonds will be dated May 9, 2013, their date of delivery. Interest on the Series 2013A Bonds will be payable on each February 1 and August 1, or if such day is not a Business Day, interest shall be paid on the Business Day next succeeding such day, commencing August 1, 2013, until maturity or prior redemption. Interest on the Series 2013B Bonds will be payable on the first Business Day of each month, commencing June 3, 2013, until maturity or prior redemption. The Series 2013A Bonds will bear interest at per annum rates as set forth on the inside cover herein. Initially, the Series 2013B Bonds will bear interest at a per annum rate as set forth on the inside cover herein (the Index Floating Rate ), reset monthly, for the Initial Interest Period and for each applicable Interest Reset Date commencing on or after June 3, The Initial Interest Period will be the period from and including the date of original issuance to, but excluding, the first Interest Reset Date. The interest rate for each Interest Reset Period shall be determined by The Bank of New York Mellon Trust Company, N.A., Baton Rouge, Louisiana, or any successor thereto, as calculation agent for the Series 2013B Bonds. See THE SERIES 2013B BONDS - Determination of Index Floating Rate Prior to Conversion herein. The Bonds will mature in each of the years and with the interest rates included on the schedule which appears on the inside cover page hereof. The Series 2013B Bonds are subject to mandatory tender and purchase on August 1, 2018 (the Mandatory Tender Date ). See THE SERIES 2013B BONDS Mandatory Tender, Purchase and Refunding of Series 2013B Bonds Prior to Conversion herein. The Series 2013B Bonds are subject to redemption at the option of the Borrower prior to the Mandatory Tender Date in whole or in part, on any date, on and after February 1, 2018, at a redemption price equal to 100% of the principal amount of the Series 2013B Bonds being redeemed, together with accrued and unpaid interest to the date fixed for redemption, without premium. Subsequent to Conversion, the Series 2013B Bonds are subject to optional redemption and mandatory sinking fund redemption in the manner and at the times described herein. See THE SERIES 2013B BONDS Redemption of the Series 2013B Bonds herein. The Series 2013A Bonds are subject to optional redemption prior to maturity and mandatory sinking fund redemption in the manner and at the times described herein. The Bonds are limited and special obligations of the Authority payable solely from and secured by an assignment and a pledge by the Authority to the Trustee of: (i) payments and other revenues to be received by the Authority under the Agreement, as described herein, and (ii) certain funds held by the Trustee under the Indenture pursuant to which Bonds are issued and secured. No other assets of the Authority are available for payment of the principal of or interest on the Bonds. The payment obligations of the Borrower under the Agreement are payable and secured on a junior and subordinate lien basis by an irrevocable pledge and dedication of Pledged Revenues of the Commission, which consist of (i) those certain fees and charges levied and collected from the customers of the System (the Sewer User Fees ) authorized to be imposed and collected in accordance with the authority granted in La. R.S. 33:1331 and La. R.S. 33:4256, and levied and collected in accordance with the Sewer User Fee Ordinance; (ii) an irrevocable pledge and dedication of the net avails or proceeds of the special one-half of one percent (½%) sales and use tax (the Tax ) now being levied and collected within the Parish pursuant to an election held therein on April 16, 1988 after payment of the reasonable and necessary expenses of collecting and administering the Tax (the Net Sales Tax Revenues ); (iii) less the reasonable and necessary expenses of operating and maintaining the System not otherwise paid by the Parish as required by the Local Services Agreement. See Security For The Bonds and INFORMATION RELATING TO THE PLEDGED REVENUES herein. The payment obligations of the Borrower under the Agreement are junior and subordinate as to security and payment with the Borrower s Outstanding Senior Lien Obligations. Additional bonds may be issued or additional indebtedness may be incurred by the Borrower under the Amended and Restated General Bond Resolution on a senior lien basis or on a complete parity with the payment obligations of the Borrower under the Agreement and the Outstanding Senior Lien Obligations as described under the caption SECURITY FOR THE BONDS Issuance of Additional Bonds, Other Indebtedness by the Borrower herein. The Bonds and the Interest thereon are special, limited obligations of the Authority payable solely from payments derived by the Authority under the Agreement. The Bonds shall not be deemed to constitute a debt or liability of the State or any political subdivision thereof, except the Borrower TO THE EXTENT SET FORTH HEREIN, within the meaning of any constitutional provisions or statutory limitation and shall not constitute a pledge of the faith and credit of the State or of any political subdivision thereof but shall be payable solely from the funds provided for in the Agreement and the Indenture. The issuance of the Bonds shall not, directly, indirectly or contingently obligate the State or any political subdivision to levy any taxes or to make any appropriation for their payment. The Authority has no power to tax. 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. Capitalized terms used on this cover page are defined herein. This Official Statement summarizes certain terms of the Series 2013B Bonds only while the Series 2013B Bonds bear interest at an Index Floating Rate. Should the Series 2013B Bonds be converted to a different Interest Rate Period, the Series 2013B Bonds will be subject to mandatory tender and purchase and, at that time, it is expected that a new official statement or other disclosure document will be prepared. The Bonds are offered when, as and if issued and received and subject to the approving legal opinion of Breazeale, Sachse & Wilson, L.L.P., Baton Rouge, Louisiana, Bond Counsel. Certain legal matters will be passed upon for the Underwriters by their counsel, Jones Walker LLP, Baton Rouge, Louisiana. Certain legal matters will be passed upon for the Authority by its counsel Joseph A. Delafield, APC, Lake Charles, Louisiana. Government Consultants, Inc., Baton Rouge, Louisiana, serves as the independent financial advisor for the Borrower. It is expected that the Bonds will be available for delivery on May 9, 2013 to DTC in New York, New York, against payment therefor. Citigroup Raymond James Siebert Brandford Shank & Co., LLC The date of this Official Statement is May 2, J.P. Morgan Loop Capital Markets Stephens Inc.

2 MATURITY SCHEDULE $126,260,000 LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY SUBORDINATE LIEN REVENUE BONDS (EAST BATON ROUGE SEWERAGE COMMISSION PROJECTS) SERIES 2013A Base CUSIP * : $19,275, % Term Bonds due February 1, 2035; Price: % (1) CUSIP: UR3 $33,095, % Term Bonds due February 1, 2043; Price: % (1) CUSIP: US1 $16,000, % Term Bonds due February 1, 2048; Price: % (1) CUSIP: UU6 $57,890, % Term Bonds due February 1, 2048; Price: % CUSIP: UT9 (1) Priced to February 1, 2023 optional par call date. $92,500,000 LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY SUBORDINATE LIEN REVENUE BONDS (EAST BATON ROUGE SEWERAGE COMMISSION PROJECTS) SERIES 2013B (LIBOR INDEX) Due (February 1) Principal Amount Interest Rate (Variable) Price Mandatory Tender Date Initial CUSIP* 2049 $92,500,000 70% of One-Month LIBOR plus 0.70% 100% August 1, UV4 * Copyright 2013, American Bankers Association. CUSIP data herein is provided by CUSIP Global Services, which is managed on behalf of S&P Capital I.Q., a business line 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 CUISP Service. CUSIP data herein is provided for convenience of reference only. Neither the Issuer, the Financial Advisor, nor the Underwriters and their agents take any responsibility for the accuracy of such data. See THE SERIES 2013B BONDS Determination of Index Floating Rate Prior to Conversion herein for a description of the LIBOR Rate and the determination thereof. The Series 2013B Bonds are subject to optional redemption prior to Mandatory Tender Date. See THE SERIES 2013B BONDS Optional Redemption herein.

3 NO DEALER, BROKER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED BY THE LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY (THE AUTHORITY ), THE EAST BATON ROUGE SEWERAGE COMMISSION (THE BORROWER ), OR CITIGROUP GLOBAL MARKETS INC., J.P.MORGAN SECURITIES LLC, RAYMOND JAMES & ASSOCIATES, INC., LOOP CAPITAL MARKETS, LLC, SIEBERT BRANDFORD SHANK & CO., INC. AND STEPHENS INC. (COLLECTIVELY, 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 THE AUTHORITY, BORROWER OR THE UNDERWRITERS. 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 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 CONCERNING THE DEPOSITORY TRUST COMPANY ( DTC ) HAS BEEN FURNISHED BY DTC, AND NO REPRESENTATION IS MADE BY THE AUTHORITY, THE BORROWER OR THE UNDERWRITERS AS TO THE COMPLETENESS OR ACCURACY OF SUCH INFORMATION. THE UNDERWRITERS HAVE REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE WITH, AND AS PART OF, THEIR RESPONSIBILITIES TO INVESTORS UNDER THE FEDERAL SECURITIES LAWS AS APPLIED TO THE FACTS AND CIRCUMSTANCES OF THIS TRANSACTION, BUT THE UNDERWRITERS DO 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 UNDERWRITERS 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 UNDERWRITERS TO RELY UPON THE INVESTOR S UNDERSTANDING OF AND AGREEMENT TO THE PRECEDING TWO PARAGRAPHS AS SUCH RELATES TO THE DISCLOSURE AND FAIR DEALING OBLIGATIONS THAT MAY BE APPLICABLE TO THE UNDERWRITERS UNDER APPLICABLE SECURITIES LAWS AND REGULATIONS. ALL OTHER INFORMATION SET FORTH HEREIN HAS BEEN OBTAINED FROM THE AUTHORITY, THE BORROWER, DTC AND OTHER SOURCES WHICH ARE BELIEVED TO BE RELIABLE BUT IS NOT GUARANTEED AS TO ACCURACY OR COMPLETENESS BY, 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 SALES MADE HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE AUTHORITY, THE BORROWER OR DTC SINCE THE DATE HEREOF. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS OFFERED HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET, AND SUCH STABILIZING, IF COMMENCED, MAY BE

4 DISCONTINUED AT ANY TIME. THE UNDERWRITERS MAY OFFER AND SELL THE BONDS TO CERTAIN DEALERS AND OTHERS AT PRICES OR YIELDS LOWER THAN THE PUBLIC OFFERING PRICES OR YIELDS STATED ON THE INSIDE COVER PAGE OF THIS OFFICIAL STATEMENT, AND SUCH PUBLIC OFFERING PRICE OR YIELDS MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITERS. THE REGISTRATION, QUALIFICATION OR EXEMPTION OF THE BONDS IN ACCORDANCE WITH THE APPLICABLE SECURITIES LAW PROVISIONS OF THE JURISDICTIONS IN WHICH THESE SECURITIES HAVE BEEN REGISTERED, QUALIFIED OR EXEMPTED DOES NOT MEAN THAT EITHER THESE JURISDICTIONS OR ANY OF THEIR AGENCIES HAVE PASSED IN ANY WAY UPON THE MERITS OR QUALIFICATIONS OF, OR RECOMMENDED, THE SECURITIES, OR THEIR OFFER OR SALE. NEITHER THESE JURISDICTIONS NOR ANY OF THEIR AGENCIES HAVE GUARANTEED OR PASSED UPON THE SAFETY OF THE BONDS AS AN INVESTMENT, UPON THE PROBABILITY OF ANY EARNINGS THEREON OR UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. THE BONDS HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATIONS OF THE BORROWER AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THIS OFFICIAL STATEMENT CONTAINS STATEMENTS THAT ARE FORWARD- LOOKING STATEMENTS AS DEFINED IN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF WHEN USED IN THIS OFFICIAL STATEMENT, THE WORDS ESTIMATE, INTEND AND EXPECT AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTEMPLATED IN SUCH FORWARD-LOOKING STATEMENTS. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE HEREOF.

5 TABLE OF CONTENTS Page INTRODUCTION... 1 THE AUTHORITY... 3 THE BORROWER... 4 Governing Authority... 4 Comprehensive Annual Financial Report... 5 Financial and Statistical Data... 5 Debt Structure... 5 Default Record... 5 PURPOSE OF ISSUE... 5 THE SERIES 2013A BONDS... 5 General... 5 Limited Obligations... 6 Redemption of Series 2013A Bonds... 6 THE SERIES 2013B BONDS... 9 Description of Series 2013B Bonds... 9 Determination of Index Floating Rate Prior to Conversion Determination of Index Floating Rate Subsequent to Conversion Conversion of Interest Rate Periods Weekly Interest Rate and Weekly Interest Rate Period Daily Interest Rate and Daily Interest Rate Period Long-Term Interest Rate and Long-Term Interest Rate Period Remarketing of Series 2013B Bonds; Notice of Interest Rates Redemption of Series 2013B Bonds Mandatory Tender, Purchase and Refunding of Series 2013B Bonds Prior to Conversion Interest Rate Hedge Agreement BOOK-ENTRY ONLY SYSTEM SECURITY FOR THE BONDS General Limited Liability The Indenture The Agreement Credits Against Payments Obligation to Make Payments Pledged Revenues Rate Covenant Issuance of Additional Bonds, Other Indebtedness by the Borrower FLOW OF FUNDS Creation and Use of Funds and Accounts Flow of Funds SOURCES AND USES OF FUNDS THE SYSTEM Department of Public Works i

6 Background Current Description of the System Customers of the System Sewer Capital Improvement Programs INFORMATION CONCERNING THE SEWER USER FEES SECURING THE BONDS Authority to Collect the Sewer User Fees and the Sewer User Fee Ordinance Current Rates and Charges for Sewer Services Largest Customers of the System for Historical Sewer User Fee Collections INFORMATION RELATING TO THE SALES AND USE TAX SECURING THE BONDS Authority for Levy of Sales Tax Description of Sales Tax Levy and Collection of Sales and Use Tax Sales Tax Collections BONDHOLDER RISKS TAX MATTERS ABSENCE OF LITIGATION The Authority The Borrower FINANCIAL ADVISOR FORWARD LOOKING STATEMENTS BOND RATINGS CONTINUING DISCLOSURE UNDERWRITING LEGAL MATTERS MISCELLANEOUS INVESTMENTS ADDITIONAL INFORMATION APPENDICES APPENDIX A APPENDIX B APPENDIX C APPENDIX D APPENDIX E APPENDIX F APPENDIX G DEFINITIONS AND SUMMARY OF THE FINANCING DOCUMENTS FINANCIAL AND STATISTICAL DATA RELATIVE TO THE CITY OF BATON ROUGE AND THE PARISH OF EAST BATON ROUGE AUDITED FINANCIAL STATEMENTS OF THE CITY OF BATON ROUGE AND THE PARISH OF EAST BATON ROUGE (INCLUDING THE BORROWER) ANNUAL OPERATING BUDGET SUMMARY OF THE CITY OF BATON ROUGE AND THE PARISH OF EAST BATON ROUGE (INCLUDING THE BORROWER) DEBT STATEMENT OF THE BORROWER PROPOSED FORM OF OPINION OF BOND COUNSEL FORM OF CONTINUING DISCLOSURE AGREEMENT ii

7 OFFICIAL STATEMENT $126,260,000 LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY SUBORDINATE LIEN REVENUE BONDS (EAST BATON ROUGE SEWERAGE COMMISSION PROJECTS) SERIES 2013A $92,500,000 LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY SUBORDINATE LIEN REVENUE BONDS (EAST BATON ROUGE SEWERAGE COMMISSION PROJECTS) SERIES 2013B (LIBOR INDEX) INTRODUCTION The purpose of this Official Statement, including the cover page and the attached Appendices, is to set forth information concerning the Louisiana Local Government Environmental Facilities and Community Development Authority (the Authority ), the East Baton Rouge Sewerage Commission (the Borrower ), and the $126,260,000 aggregate principal amount of the Authority s Subordinate Lien Revenue Bonds (East Baton Rouge Sewerage Commission Projects) Series 2013A (the Series 2013A Bonds ) and the $92,500,000 aggregate principal amount of the Authority s Subordinate Lien Revenue Bonds (East Baton Rouge Sewerage Commission Projects) Series 2013B (LIBOR Index) (the Series 2013B Bonds and, together with the Series 2013A Bonds, the Bonds ) to be issued pursuant to and secured under a Trust Indenture dated as of May 1, 2013 (the Indenture ), by and between the Authority and The Bank of New York Mellon Trust Company, N.A., as trustee (the Trustee ). The Bonds are issued by the Authority, pursuant to and in accordance with the provisions of Chapter 10-D of Title 33 of the Louisiana Revised Statutes of 1950, as amended (the Act ) and the proceeds of Bonds will be loaned by the Authority to the Borrower pursuant to a Loan Agreement dated as of May 1, 2013 (the Agreement ) by and between the Authority and the Borrower to be used for the purpose of: (i) financing the costs of upgrading, rehabilitating, improving and extending the sewerage disposal system owned and/or operated by the Commission as the same is or may be hereafter constituted, whether owned by the Parish, the City, the District (each as hereinafter defined), title to which shall be held in the public (the Project ); (ii) funding a deposit to a debt service reserve fund; (iii) funding capitalized interest on the Series 2013A Bonds; and (iv) paying the costs of issuance of the Bonds. The Act authorizes the Authority to issue bonds for the purpose of providing funds for and to fulfill and achieve its authorized public functions or corporate purposes, including but not limited to the payment of all or a portion of the Project costs. See SOURCES AND USES OF FUNDS herein. The Bonds are secured pursuant to the Indenture by (i) an assignment and pledge by the Authority to the Trustee, for the benefit of the Bondholders, of all of its right, title and interest in and to the Agreement and all payments and other revenues to be received thereunder (excepting the Authority s rights to exculpation, indemnification and payment of expenses thereunder), and (ii) certain funds held by the Trustee pursuant to the Indenture (collectively, the Trust Estate ). 1

8 The payment obligations of the Borrower under the Agreement are payable from and secured by, on a junior and subordinate lien basis to the lien in favor of the Outstanding Senior Lien Obligations (as hereinafter defined), an irrevocable pledge and dedication of Pledged Revenues (as hereinafter defined) of the Commission, which consist of (i) those certain fees and charges levied and collected from the customers of the System (as hereinafter defined) (the Sewer User Fees ) authorized to be imposed and collected in accordance with the authority granted in La. R.S. 33:1331 and La. R.S. 33:4256, and levied and collected in accordance with the Sewer User Fee Ordinance (as hereinafter defined); (ii) an irrevocable pledge and dedication of the net avails or proceeds of the special one-half of one percent (½%) sales and use tax (the Tax ) now being levied and collected within the Parish pursuant to an election held therein on April 16, 1988 after payment of the reasonable and necessary expenses of collecting and administering the Tax (the Net Sales Tax Revenues ); (iii) less the reasonable and necessary expenses of operating and maintaining the System not otherwise paid by the Parish as required by the Local Services Agreement (as hereinafter defined). The payment obligations of the Borrower under the Agreement are junior and subordinate as to security and payment with (i) the Commission s $154,915,000 Revenue Refunding Bonds, Series 2006A, dated August 17, 2006, currently outstanding in an aggregate principal amount of $128,880,000 (the Series 2006A Bonds ), (ii) the Commission s $42,015,000 Revenue Bonds, Series 2006B, dated August 17, 2006, currently outstanding in the aggregate principal amount of $42,015,000 (the Series 2006B Bonds ), (iii) the Commission s $164,965,000 Revenue Bonds, Series 2009A, dated May 14, 2009, currently outstanding in an aggregate principal amount of $164,965,000 (the Series 2009A Bonds ), (iv) the Commission s $8,300,000 Revenue Bonds (Department of Environmental Quality Project), Series 2010, dated April 29, 2010, currently outstanding in an aggregate principal amount of $7,920,000 (the Series 2010 DEQ Bonds ), (v) the Commission s $17,140,000 Revenue Bonds, Series 2010A (Tax- Exempt), dated May 27, 2010, currently outstanding in the aggregate principal amount of $4,540,000 (the Series 2010A Bonds ), (vi) the Commission s $357,840,000 Revenue Bonds, Series 2010B (Taxable Direct Pay Build America Bonds), dated May 27, 2010, currently outstanding in the aggregate principal amount of $357,840,000 (the Series 2010B Bonds ), (vii) the Commission s $202,500,000 Revenue Bonds, Series 2011A (LIBOR Index), dated July 28, 2011, currently outstanding in the aggregate principal amount of $195,760,000 (the Series 2011A Bonds ), (viii) the Commission s $45,000,000 Taxable Revenue Bonds, Series 2013A, dated March 6, 2013, currently outstanding in the aggregate principal amount of $45,000,000 (the Series 2013A DEQ Bonds ) and (ix) the Commission s $25,390,000 Taxable Revenue Refunding Bonds, Series 2013B, dated May 2, 2013 currently outstanding in the aggregate principal amount of $25,390,000 (the Series 2013B Taxable Refunding Bonds and, together with the Series 2006A Bonds, the Series 2006B Bonds, the Series 2009A Bonds, the Series 2010 DEQ Bonds, the Series 2010A Bonds, the Series 2010B Bonds, the Series 2011A Bonds and the Series 2013A DEQ Bonds, the Outstanding Senior Lien Obligations ). Additional bonds may be issued on a complete parity with the Outstanding Senior Lien Obligations and superior to the payment obligations of the Borrower under the Agreement as described under the caption SECURITY FOR THE BONDS - Issuance of Additional Bonds, Other Indebtedness by the Borrower and INFORMATION RELATING TO THE SALES AND USE TAX SECURING THE AGREEMENT herein. Junior lien bonds may be issued on a parity with the payment obligations of the Borrower under the Agreement. See SECURITY FOR THE BONDS Issuance of Additional Bonds, Other Indebtedness by the Borrower herein. The Bonds, together with any additional junior lien bonds issued under the Amended and Restated General Bond Resolution, are hereafter collectively referred to as the Outstanding Parity Bonds. The payment obligations of the Borrower under the Agreement are being incurred pursuant to the provisions of the General Sales Tax Bond Resolution (Resolution No ) adopted by the Board of Commissioners of the Governing Authority of East Baton Rouge Sewerage Commission, the governing authority of the Borrower (the Governing Authority ) on February 8, 2006 (the General Sales Tax Bond 2

9 Resolution ), which provides that the Parish may incur additional indebtedness payable from the Pledged Revenues on a parity with or subordinate to the lien securing the Outstanding Senior Lien Obligations upon satisfaction of certain conditions set forth therein. The Bonds are limited and special obligations of the Authority payable solely from and secured by an assignment and pledge of the Trust Estate pursuant to the Indenture. No other assets of the Authority are available for payment of the principal of, or interest on the Bonds. Certain capitalized terms used in this Official Statement and not otherwise defined herein shall have the meaning given to such terms in APPENDIX A - DEFINITIONS AND SUMMARY OF THE FINANCING DOCUMENTS attached hereto. THE AUTHORITY The Louisiana Local Government Environmental Facilities and Community Development Authority is a political subdivision of the State of Louisiana, organized under the provisions of Chapter 10-D of Title 33 of the Louisiana Revised Statutes of 1950, as amended (La R.S. 33: through 33: ) (the Act ). The purpose of the Authority is, among others enumerated in the Act, to assist in financing programs or loans to political subdivisions (as defined in the Act) in the State of Louisiana. The Authority is governed by a Board of Directors whose membership is limited to those representatives of political subdivisions of the State maintaining membership in the Authority (each a Participating Political Subdivision ) whose governing authorities have adopted a resolution indicating their intention to participate in the Authority. Each Participating Political Subdivision may appoint a Director in accordance with the Act, Directors are appointed for two (2) year terms and may be removed for just cause. Officers are elected by and from the ranks of the members of the Board of Directors and consist of a Chairman, Vice-Chairman and Secretary-Treasurer. Officers serve one (1) year terms and may not be re-elected for successive terms in any one office. Pursuant to the Authority s by-laws, the Board of Directors has established an Executive Committee and, in accordance with the Act, delegated certain duties and authorities to the Executive Committee. The Executive Committee consists of seven members, three of whom are the officers of the Authority and serve as ex-officio members for as long as they remain officers of the Board of Directors. The remaining four (4) members are elected at an annual meeting of the Board of Directors and serve as at-large members with one member elected for a term of one (1) year, one member elected for a term of two (2) years, one member elected for a term of three (3) years and one member elected for a term of four (4) years. An at-large member may not be re-elected to the Executive Committee as an at-large member and his successor shall be elected for a four (4) year term. The Executive Committee is required to make an annual report to the Board of Directors at its annual meeting. Provision is made in the by-laws to make the minutes of all Executive Committee meetings available to members of the Board of Directors. There is currently one vacancy on the Executive Committee. The current members of the Executive Committee, their positions, terms of office and respective Participating Political Subdivision are as follows: 3

10 Present Committee Members Position Term Expires Participating Political Subdivision Mr. William A. Lazaro, Jr. Chairman 12/31/13 Jefferson Parish Mr. Lynn Austin Vice Chairman 12/31/13 City of Bossier City Mayor Billy D Aquilla Secretary-Treasurer 12/31/13 Town of St. Francisville Ms. Mary S. Adams Member 12/31/13 Varnado Waterworks District Mr. Julian E. Dufreche Member 12/31/14 Tangipahoa Parish Clerk of Court Mr. Mack Delafosse Member 12/31/15 Calcasieu Parish School Board Mayor David Camardelle Member 12/31/16 Town of Grand Isle The address of the Authority is 8712 Jefferson Highway, Suite A, Baton Rouge, LA The Executive Director of the Authority is Steve A. Dicharry. Mr. Dicharry received his degree in finance from Louisiana State University. He worked as a cash and investment manager for Cajun Electric Power Co-Op, and as debt analyst and senior debt analyst for the Louisiana State Bond Commission. In February 2003, Mr. Dicharry joined the staff of the Authority as Assistant Director and has served as Executive Director of the Authority since March The Bonds were authorized by resolutions adopted by the Executive Committee on March 7, 2013 and April 11, 2013 in an amount not to exceed $230,000,000. The Bonds are secured solely by the Trust Estate and, no financial or operating data concerning the Authority is being provided to investors. THE BORROWER The Borrower is a body corporate and political subdivision of the State duly created in accordance with the Local Services Law, being La. R.S. 33:1321, et seq. (the Local Services Law ), and by virtue of an Intergovernmental Agreement dated October 1, 1986, by and among the City of Baton Rouge, State of Louisiana (the City ), the Parish of East Baton Rouge, State of Louisiana (the Parish and, together with the City, the City-Parish ) and the Greater Baton Rouge Consolidated Sewerage District (the District ), as amended by the Amendatory Intergovernmental Agreement dated as of June 1, 1987, the Second Amendatory Intergovernmental Agreement dated as of September 1, 1987, the Third Amendatory Intergovernmental Agreement dated as of May 4, 1992, the Fourth Amendatory Intergovernmental Agreement dated as of December 12, 2001, and the Fifth Amendatory Intergovernmental Agreement dated as of June 29, 2006 (the Fifth Amendatory Agreement ), each by and among the City, the Parish, the District and the Borrower (collectively, the Agreement ). Pursuant to the Agreement, all of the publicly owned sewerage systems in the Parish were consolidated into a single public utility (the System ) and placed under the jurisdiction and control of the Borrower. Governing Authority The Borrower is governed by a Board of Commissioners (the Governing Authority ). The Governing Authority is comprised of the members who, from time to time, make up the membership of the Metropolitan Council of the Parish of East Baton Rouge and City of Baton Rouge, the governing authority of the Parish of East Baton Rouge and the City of Baton Rouge, State of Louisiana (the Metropolitan Council ). 4

11 Comprehensive Annual Financial Report Audited Financial Statements of the Parish, including the Borrower, for the year ended December 31, 2011, are included as APPENDIX C COMPREHENSIVE ANNUAL FINANCIAL REPORT hereto. For the actual revenues, expenditures, and other financing sources and uses of the Parish Sewer Sales Tax Fund and the Sewer User Fee Fund of the Borrower for the Fiscal Year ending December, 2011, see APPENDIX C COMPREHENSIVE ANNUAL FINANCIAL REPORT. Financial and Statistical Data See APPENDIX B - FINANCIAL AND STATISTICAL DATA RELATING TO THE CITY OF BATON ROUGE AND THE PARISH OF EAST BATON ROUGE, STATE OF LOUISIANA. Debt Structure Default Record A Debt Statement for the Borrower appears as APPENDIX E. According to the President of the Borrower, the Borrower has never defaulted in the payment of outstanding bonds or indebtedness. PURPOSE OF ISSUE The proceeds of the Bonds will be loaned by the Authority to the Borrower pursuant to the Agreement. The proceeds of the Bonds will be used by the Borrower for the purpose of: (i) providing funds to enable the Borrower to finance the Project, (ii) funding a deposit to a debt service reserve fund; (iii) funding capitalized interest on the Series 2013A Bonds; and (iv) paying costs of issuance of the Bonds. For additional information concerning capital improvements being undertaken by the Borrower, including the Project, please refer to the following link See also THE SYSTEM Sewer Capital Improvement Programs herein generally. General THE SERIES 2013A BONDS The Series 2013A Bonds shall be dated the date of issuance and delivery of the Series 2013A Bonds, and will bear interest at the rates per annum and mature on February 1 in the years and in the principal amounts indicated on the inside cover page of this Official Statement. Interest on the Series 2013A Bonds will be payable each February 1 and August 1, commencing August 1, If the Interest Payment Date falls on a day that is not a Business Day, the payment will be made on the next Business Day as if it were made on the date the payment was due, and no interest will accrue on the amount so payable for the period from and after that Interest Payment Date to the date the payment is made. The Series 2013A Bonds will be issued in fully registered form, without coupons in denominations of $5,000 or any integral multiple thereof, and shall be numbered from No. AR-1 upwards issued initially as one certificate per maturity as set forth on the inside cover page hereof. The Series 2013A Bonds will be registered in the name of Cede & Co., as nominee for the Depository Trust Company ( DTC ), New York, New York, which will act as the securities depository for the Series 5

12 2013A Bonds. Purchasers of the Series 2013A Bonds will not receive certificates representing their interest in the Bonds purchased. Purchases of the beneficial interests in the Series 2013A Bonds will be made in book-entry only form in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein. Any purchaser of beneficial interests in the Series 2013A Bonds must maintain an account with a broker or dealer who is, or acts through, a DTC Participant in order to receive payment of the principal or premium, if any, and interest on such Series 2013A Bonds. See BOOK-ENTRY ONLY SYSTEM below. The principal of and premium, if any, on the Series 2013A Bonds shall be payable to the registered owners thereof upon surrender of the Series 2013A Bonds at the principal corporate trust office of the Trustee. The interest on the Series 2013A Bonds, when due and payable, shall be paid by check or draft mailed by the Trustee on such due date to each person in whose name a Series 2013A Bond is registered, at the address(es) as they appear on the Bond Register maintained by the Trustee at the close of business on the applicable Record Date irrespective of any transfer or exchange of the Series 2013A Bonds subsequent to such Record Date and prior to such Interest Payment Date, unless the Authority shall default in payment of interest due on such Interest Payment Date, provided that the owners of $1,000,000 or more in aggregate principal amount of Series 2013A Bonds may receive payment by wire transfer if such owners have requested such payment in writing to the Trustee, which request shall be made no later than two (2) Business Days preceding the Record Date and shall include all relevant bank account information and shall otherwise be acceptable to the Trustee. Such notice shall be irrevocable until a new notice is delivered not later than two (2) Business Days preceding a Record Date. In the event of any such default, such defaulted interest shall be payable on a payment date established by the Trustee to the persons in whose names the Series 2013A Bonds are registered at the close of business on a special record date for the payment of such defaulted interest established by notice mailed by the Trustee to the registered owners of the Series 2013A Bonds not less than 15 days preceding such special record date. Payment as aforesaid shall be made in such coin or currency of the United States of America as, at the respective times of payment, is legal tender for the payment of public and private debts. Limited Obligations THE SERIES 2013A BONDS AND THE INTEREST THEREON ARE SPECIAL, LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY FROM PAYMENTS DERIVED BY THE AUTHORITY UNDER THE AGREEMENT. THE SERIES 2013A BONDS SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OR LIABILITY OF THE STATE OR ANY POLITICAL SUBDIVISION THEREOF, EXCEPT THE BORROWER TO THE EXTENT SET FORTH HEREIN, WITHIN THE MEANING OF ANY CONSTITUTIONAL PROVISIONS OR STATUTORY LIMITATION AND SHALL NOT CONSTITUTE A PLEDGE OF THE FAITH AND CREDIT OF THE STATE OR OF ANY POLITICAL SUBDIVISION THEREOF BUT SHALL BE PAYABLE SOLELY FROM THE FUNDS PROVIDED FOR IN THE AGREEMENT AND THE INDENTURE. THE ISSUANCE OF THE SERIES 2013A BONDS SHALL NOT, DIRECTLY, INDIRECTLY OR CONTINGENTLY OBLIGATE THE STATE OR ANY POLITICAL SUBDIVISION TO LEVY ANY TAXES OR TO MAKE ANY APPROPRIATION FOR THEIR PAYMENT. THE AUTHORITY HAS NO POWER TO TAX. Redemption of Series 2013A Bonds Optional Redemption. The Series 2013A Bonds are subject to redemption prior to maturity by the Authority, at the written direction of the Borrower, in whole or in part on any date on or after February 1, 2023, in the order determined by the Borrower, in minimum aggregate principal amounts of $5,000 and integral 6

13 multiples thereof, from available moneys made available for such purpose, at the Redemption Price. The Authority shall give the Trustee at least forty-five (45) days notice (or such shorter period acceptable to the Trustee) of any Optional Redemption to be made specifying the redemption date and principal amounts to be redeemed. Mandatory Sinking Fund Redemption. The Series 2013A Bonds maturing February 1, 2035, will be subject to mandatory redemption and payment prior to maturity on February 1 in each of the years set forth below, at 100% of the principal amounts plus accrued interest to the redemption date, without premium, as follows: Payment Date (February 1) Principal Amount *Final maturity $ 5,300, ,580, * 8,395,000 The Series 2013A Bonds maturing February 1, 2043, will be subject to mandatory redemption and payment prior to maturity on February 1 in each of the years set forth below, at 100% of the principal amounts plus accrued interest to the redemption date, without premium, as follows: Payment Date (February 1) Principal Amount *Final maturity $ 1,980, ,085, ,200, ,325, ,670, ,970, ,270, * 6,595,000 The Series 2013A Bonds maturing February 1, 2048 (bearing interest at a rate of 5.00% per annum),, will be subject to mandatory redemption and payment prior to maturity on February 1 in each of the years set forth below, at 100% of the principal amounts plus accrued interest to the redemption date, without premium, as follows: Payment Date (February 1) Principal Amount *Final maturity $ 4,880, ,420, * 5,700,000 7

14 The Series 2013A Bonds maturing February 1, 2048 (bearing interest at a rate of 4.00% per annum), will be subject to mandatory redemption and payment prior to maturity on February 1 in each of the years set forth below, at 100% of the principal amounts plus accrued interest to the redemption date, without premium, as follows: Payment Date (February 1) Principal Amount *Final maturity $ 11,530, ,690, * 23,670,000 Notice of Redemption. At least thirty (30) days before the redemption date of any Series 2013A Bonds, the Trustee shall cause a notice of any such redemption to be mailed, postage prepaid, to all Bondholders of record owning Series 2013A Bonds to be redeemed in whole or in part, at their addresses as they appear on the Bond Register, but any defect in such mailing of any such notice shall not affect the validity of the proceedings for such redemption. Each such notice shall set forth the date fixed for redemption and the Redemption Price to be paid. Notwithstanding the foregoing, no notice of redemption (other than redemption of Series 2013A Bonds pursuant to an advance refunding) shall be given unless there shall have first been deposited with the Trustee funds sufficient to effect said redemption. Effect of Redemption. On the date so designated for redemption, notice having been given in the manner and under the conditions hereinabove provided and money for payment of the Redemption Price being held in the Debt Service Fund in trust for the owners of the Series 2013A Bonds or portions thereof to be redeemed, the Series 2013A Bonds or portions of Series 2013A Bonds so called for redemption shall become and be due and payable at the Redemption Price provided for redemption of such Series 2013A Bonds or portions of Series 2013A Bonds on such date, interest on the Series 2013A Bonds or portions of Series 2013A Bonds so called for redemption shall cease to accrue, such Series 2013A Bonds or portions of Series 2013A Bonds shall cease to be entitled to any benefit or security under the Indenture, and the owners of such Series 2013A Bonds or portions of Series 2013A Bonds shall not have rights in respect thereof except to receive payment of the Redemption Price thereof and, to the extent provided in the next paragraph, to receive Series 2013A Bonds for any unredeemed portions of Series 2013A Bonds. Series 2013A Bonds which have been duly called for redemption under the provisions of this Article, or with respect to which irrevocable instructions to call for redemption have been given to the Trustee in form satisfactory to it, and for the payment of the Redemption Price for which moneys, or Defeasance Obligations, shall be held by the Trustee in a segregated account in trust for the owners of the Series 2013A Bonds or portions thereof to be redeemed, shall not thereafter be deemed to be Outstanding under the provisions of the Indenture and shall cease to be entitled to any security or benefit under the Indenture other than the right to receive payment from such moneys. If less than all Series 2013A Bonds outstanding are to be redeemed through optional redemption, the principal amount of Series 2013A Bonds of each maturity to be redeemed may be specified by the Borrower by written notice to the Trustee, or, in the absence of timely receipt by the Trustee of such notice, shall be selected by the Trustee by lot or by such other method as the Trustee shall deem fair and appropriate; provided, however, that the principal amount of Series 2013A Bonds of each maturity to be 8

15 redeemed may not be larger than the principal amount of Series 2013A Bonds of such maturity then eligible for redemption and may not be smaller than the smallest Authorized Denomination. If less than all Series 2013A Bonds with the same maturity are to be redeemed through optional redemption, the particular Series 2013A Bonds of such maturity to be redeemed shall be selected by the Trustee by lot or by such other method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (in Authorized Denominations) of the principal of Series 2013A Bonds of such maturity of a denomination larger than the smallest Authorized Denomination. Upon any partial redemption of any Series 2013A Bond, the same shall, except as otherwise permitted by the Indenture, be surrendered in exchange for one or more new Series 2013A Bonds of the same maturity and interest rate and in authorized form for the unredeemed portion of principal. Description of Series 2013B Bonds THE SERIES 2013B BONDS This Official Statement summarizes certain terms of the Series 2013B Bonds only while the Series 2013B Bonds bear interest at an Index Floating Rate. Should the Series 2013B Bonds be converted to a different Interest Rate Period, the Series 2013B Bonds will be subject to mandatory tender and purchase and, at that time, it is expected that a new official statement or other disclosure documents will be prepared. The Series 2013B Bonds shall be issued initially in the Index Floating Rate mode, shall be fully registered bonds without coupons in denominations of $100,000 or any integral multiple of $5,000 in excess of $100,000. The Series 2013B Bonds shall be dated the date of delivery, shall bear interest at the Index Floating Rate not exceeding twelve percent (12%) per annum (the Maximum Interest Rate ) and shall accrue on the basis of the actual number of days elapsed during the Interest Rate Period and a year of 360 days. While in the Index Floating Rate Mode, interest on the Series 2013B Bonds shall be payable on the first Business Day of each month, commencing June 3, 2013, the Mandatory Tender Date, any redemption date, any Purchase Date and on the Maturity Date. See THE SERIES 2013B BONDS Determination of Index Floating Rate Prior to Conversion herein. If Mandatory Tender Date, any redemption date, any Purchase Date and the Maturity Date falls on a day that is not a Business Day, the payment will be made on the next Business Day as if it were made on the date the payment was due, and no interest will accrue on the amount so payable for the period from and after that Mandatory Tender Date, any redemption date, any Purchase Date and the Maturity Date to the date the payment is made. The Series 2013B Bonds shall be numbered BR-1, and shall become due and payable and mature on February 1, THE INTEREST RATE PERIOD FOR THE SERIES 2013B BONDS MAY NOT BE ADJUSTED AS SET FORTH IN THE INDENTURE PRIOR TO FEBRUARY 1, 2018, THE FIRST DATE ON WHICH THE SERIES 2013B BONDS MAY BE OPTIONALLY REDEEMED. The interest rate and Interest Rate Period on and for the Series 2013B Bonds may be adjusted as set forth below. All Series 2013B Bonds shall bear the same interest rate for the same Interest Rate Period. Interest on the Series 2013B Bonds shall be paid on each Interest Payment Date, the Mandatory Tender Date, any redemption date, any Purchase Date and on the Maturity Date therefor. 9

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