$10,800,000 UTILITY REVENUE REFUNDING BONDS CADDO-BOSSIER PARISHES PORT COMMISSION, STATE OF LOUISIANA SERIES 2011

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1 REFUNDING ISSUE BOOK-ENTRY ONLY RATING: S&P: A The delivery of the Series 2011 Bonds is subject to the opinion of Crawford Lewis, P.L.L.C., Bond Counsel, to the effect that, under existing law, interest on the Series 2011 Bonds is excluded from gross income of the owners thereof for federal income tax purposes. Bond Counsel is further of the opinion that, under existing law, interest on the Series 2011 Bonds is not a specific tax preference item for purposes of calculating the federal alternative minimum tax imposed on individuals and corporations. The Series 2011 Bonds and the interest thereon are exempt from all taxation in the State of Louisiana. See Tax Exemption herein for a discussion of the opinion of Bond Counsel, including a description of alternative minimum tax consequences for certain corporations. See Appendix C for the proposed form of the Bond Counsel s opinion. Dated: Date of Delivery $10,800,000 UTILITY REVENUE REFUNDING BONDS CADDO-BOSSIER PARISHES PORT COMMISSION, STATE OF LOUISIANA SERIES 2011 Due: April 1, as shown below Caddo-Bossier Parishes Port Commission, State of Louisiana (the Issuer or the Port ) is issuing $10,800,000 aggregate principal amount of its Utility Revenue Refunding Bonds, Series 2011 (the Series 2011 Bonds ), for the purpose of currently refunding its $11,950,000 Water Revenue Bonds, Series 1997 (the Prior Bonds ) having a current outstanding balance of approximately $10,410,000, funding a debt service reserve fund and paying the costs incurred with the issuance of the Series 2011 Bonds (the Project ). The Series 2011 Bonds are being issued on a parity with the Issuer s outstanding Series 2003 Water Revenue Bonds issued in the original amount of $3,200,000 (the Parity Bonds ). The proceeds of the Prior Bonds were used to finance acquisitions, construction and improvements to the water component of the water and sewer system at the Port (the System ). The Series 2011 Bonds are special and limited obligations of the Issuer and are secured by and payable from revenues derived from the ownership and operation of the System (the Net Revenues ), including payments from the Cooperative Endeavor Agreements dated May 16, 1995, as amended and March 20, Pursuant to the Ordinance the Bonds are further secured, to the extent the Net Revenues are insufficient, by a pledge of Excess Revenues accruing to the Issuer s General Fund in each of the years in which the Bonds mature (the Cooperative Endeavor Agreements ) by and between the Issuer and the City of Shreveport (the City ), as further described herein. Purchasers of the Series 2011 Bonds will not receive certificates representing their interest in the Series 2011 Bonds purchased. The Series 2011 Bonds will be issued in authorized denominations of $5,000 and any integral multiple thereof and will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ( DTC ). Principal of and premium, if any, and interest on the Series 2011 Bonds will be payable by Regions Bank, in the City of Baton Rouge, Louisiana (the Paying Agent/Registrar ) to Cede & Co., which will remit such payments to the DTC Participants (as defined herein) for subsequent disbursement to purchasers of the Series 2011 Bonds. See BOOK-ENTRY ONLY SYSTEM herein. Interest on the Series 2011 Bonds will be payable on each April 1 and October 1, commencing October 1, 2011, until maturity or prior redemption. The Series 2011 Bonds are subject to optional and mandatory sinking fund redemption prior to maturity. MATURITY SCHEDULE (Base CUSIP: ) Date (April 1) Principal Amount Interest Rate Yield CUSIP 2012 $260, % 0.80% AA , AB , AC , AD , AE , AF , AG , AH , AJ , AK , AL , AM , AN , AP , AQ , AR , AS , AT , AU , AV3 $1,800, % Term Bonds Due April 1, 2034; Price: % CUSIP: AW1 $1,580, % Term Bonds Due April 1, 2037; Price % CUSIP: AX9 The Series 2011 Bonds are offered subject to the approving opinion of Crawford Lewis, P.L.L.C., Baton Rouge, Louisiana, Bond Counsel and Jacqueline A. Scott & Associates, APLC, Bossier City, Louisiana, Co-Bond Counsel and certain other conditions. Certain legal matters will be passed upon for the Underwriter by its counsel, Washington and Wells, Bossier City, Louisiana. Government Consultants of Louisiana, Inc., Baton Rouge, Louisiana is acting as independent financial advisor to the Issuer. It is expected that the Series 2011 Bonds will be available for delivery in book-entry only form to DTC, New York, New York, on or about July 29, 2011, against payment therefor. The date of this Official Statement is July 14, 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 STEPHENS INC. Copyright 2009, American Bankers Association. CUSIP data herein is provided by Standard and 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. The CUSIP number is provided for convenience of reference only. Neither the Port, the Financial Advisor nor the Purchasers take any responsibility for the accuracy of such CUSIP.

2 NO DEALER, BROKER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED BY THE BOARD OF COMMISSIONERS, THE GOVERNING AUTHORITY OF THE CADDO-BOSSIER PARISHES PORT COMMISSION (THE "ISSUER"). 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 ISSUER. THE INFORMATION SET FORTH HEREIN HAS BEEN OBTAINED FROM SOURCES WHICH ARE BELIEVED TO BE RELIABLE BUT IS NOT GUARANTEED AS TO ACCURACY OR COMPLETENESS. 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. THE UNDERWRITER HAS REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE WITH, AND AS PART OF, ITS RESPONSIBILITIES 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. ALL OTHER 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 BY, 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 SALES MADE HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE ISSUER OR DTC SINCE THE DATE HEREOF. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 2011 BONDS OFFERED HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET, AND SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITER MAY OFFER AND SELL THE SERIES 2011 BONDS TO CERTAIN DEALERS AND OTHERS AT PRICES OR YIELDS LOWER THAN THE PUBLIC OFFERING PRICES OR YIELDS STATED ON THE COVER PAGE OF THIS OFFICIAL STATEMENT, AND SUCH PUBLIC OFFERING PRICES OR YIELDS MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER. THE REGISTRATION, QUALIFICATION OR EXEMPTION OF THE SERIES 2011 BONDS IN ACCORDANCE WITH THE APPLICABLE SECURITIES LAW PROVISIONS OF THE JURISDICTIONS IN WHICH THESE SECURITIES HAVE BEEN REGISTERED,

3 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 SERIES 2011 BONDS AS AN INVESTMENT, UPON THE PROBABILITY OF ANY EARNINGS THEREON OR UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. THE SERIES 2011 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 ISSUER 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.

4 TABLE OF CONTENTS INTRODUCTION... 1 THE ISSUER... 1 GOVERNING AUTHORITY... 1 AMOUNT OF BONDS... 2 AUTHORITY FOR ISSUE... 2 SECURITY FOR THE ISSUE... 2 THE SYSTEM... 2 COOPERATIVE ENDEAVOR AGREEMENTS... 2 GRAY WATER COOPERATIVE ENDEAVOR AGREEMENT... 3 PURPOSE OF ISSUE... 3 THE SERIES 2011 BONDS... 4 THE BONDS... 4 DATE OF THE BONDS... 4 FORM AND DENOMINATIONS... 4 PLACE OF PAYMENT... 4 PAYMENT OF INTEREST... 4 BOOK-ENTRY ONLY SYSTEM... 4 USE OF CERTAIN TERMS IN OTHER SECTIONS OF THIS OFFICIAL STATEMENT... 7 REDEMPTION PROVISIONS... 7 OPTIONAL REDEMPTION... 7 MANDATORY SINKING FUND REDEMPTION... 7 TAX STATUS... 8 INTEREST ON BONDS... 8 LOUISIANA TAXES... 8 QUALIFIED TAX-EXEMPT BONDS (NON-BANK DEDUCTIBILITY)... 8 ADDITIONAL INFORMATION... 8 i

5 DATE, MANNER AND PLACE OF DELIVERY... 8 ADDITIONAL INFORMATION... 8 CONTINUING DISCLOSURE... 9 SECURITIES BEING OFFERED AUTHORITY FOR ISSUE SECURITY FOR ISSUE PURPOSE OF ISSUE ESTIMATED SOURCES & USES OF FUNDS THE ISSUER DESCRIPTION OF THE ISSUER GOVERNING AUTHORITY FINANCIAL AND STATISTICAL DATA DEFAULT RECORD SECURITY PROVISIONS AND PROTECTIVE COVENANTS BOND RESOLUTION PLEDGE AND DEDICATION OF REVENUES SINKING FUND RESERVE FUND PROCEEDS FUND GENERAL PROVISIONS ADDITIONAL BONDS HISTORICAL REVENUES OF THE SYSTEM ESTIMATED DEBT SERVICE COVERAGE* ADDITIONAL PROVISIONS BOND RESOLUTION TO CONSTITUTE A CONTRACT TAX COVENANTS AMENDMENTS TO RESOLUTION EVENTS OF DEFAULT ii

6 DISCHARGE OF RESOLUTION; DEFEASANCE LEGAL MATTERS FEDERAL TAX EXEMPTION GENERAL ALTERNATIVE MINIMUM TAX CONSIDERATIONS TAX TREATMENT OF ORIGINAL ISSUE DISCOUNT AND OF PREMIUM NON-QUALIFIED TAX EXEMPT OBLIGATIONS FOR FINANCIAL INSTITUTIONS UNDERWRITING FINANCIAL ADVISOR MISCELLANEOUS BOND RATING ADDITIONAL INFORMATION CONTINUING DISCLOSURE CERTIFICATION AS TO OFFICIAL STATEMENT APPENDICIES APPENDIX A - STATISTICAL DATA APPENDIX B AUDITED FINANCIAL STATEMENT OF THE ISSUER FOR YEAR ENDED DECEMBER 31, 2010 APPENDIX C PROPOSED FORM OF OPINION OF BOND COUNSEL APPENDIX D FORM OF CONTINUING DISCLOSURE CERTIFICATE iii

7 BOARD OF COMMISSIONERS OF THE CADDO-BOSSIER PARISHES PORT COMMISSION James Hall, President Erica Bryant, Vice President Capt. Thomas F. Murphy, Secretary-Treasurer Lynn Austin Ernest Baylor, Jr. Sam N. Gregorio James Pannell Rick C. Prescott Steve Watkins Executive Port Director Eric England Bond Counsel Crawford Lewis, P.L.L.C. Baton Rouge, Louisiana Co-Bond Counsel Jacqueline A. Scott & Associaties, APLC Bossier City, Louisiana Counsel to the Underwriter Washington and Wells, LLC Bossier City, Louisiana Financial Advisor Government Consultants of Louisiana, Inc. Baton Rouge, Louisiana

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9 OFFICIAL STATEMENT $10,800,000 UTILITY REVENUE REFUNDING BONDS CADDO-BOSSIER PARISHES PORT COMMISSION, STATE OF LOUISIANA SERIES 2011 INTRODUCTION This Official Statement of the Caddo-Bossier Parishes Port Commission, State of Louisiana (herein sometimes referred to either as the "Issuer," the Port or the "Port Commission") provides information with respect to the $10,800,000 of the Issuer s Utility Revenue Refunding Bonds, Series 2011 (the Series 2011 Bonds ). This "INTRODUCTION" is subject in all respects to more complete information contained in this Official Statement and should not be considered to be a complete statement of the facts necessary for making an investment decision. Capitalized terms used, but not defined, in this Introduction are defined elsewhere in this Official Statement or in the hereinafter defined Bond Resolution. The material contained herein is presented in conjunction with the sale of the Series 2011 Bonds in order that those interested in their purchase may have available adequate information on which to judge their merits. Brief descriptions of the Parishes of Caddo and Bossier, Louisiana (the "Port Area"), the Series 2011 Bonds, and the Resolution No. 4 of 2011 adopted on February 17, 2011 and a Bond Resolution adopted on July 21, 2011 by the Board of Commissioners of the Issuer (the "Governing Authority" or the "Board of Commissioners") issuing the Series 2011 Bonds herein described (collectively, the "Bond Resolution") are contained in this Official Statement. Such descriptions do not purport to be comprehensive or definitive and are qualified in their entirety by reference to such documents. The Financial and Statistical Data relative to the Issuer and the Port Area are included as Appendix "A" hereto. The most recent Audited Financial Statements of the Issuer are included as Appendix "B" hereto. The proposed form of opinion of Crawford Lewis, P.L.L.C., Bond Counsel and Jacqueline Scott & Associates, Co-Bond Counsel is included as Appendix "C" hereto. The form of the Continuing Disclosure Certificate is included as Appendix "D" hereto. The Issuer Caddo-Bossier Parishes Port Commission, State of Louisiana. (See "THE ISSUER") Governing Authority The governing authority of the Port Commission is the Board of Commissioners of the Caddo-Bossier Parishes Port Commission. 1

10 Amount of the Series 2011 Bonds Ten Million Seven Hundred Fifteen Thousand Dollars ($10,800,000) of Utility Revenue Refunding Bonds, Series 2011 of the Caddo-Bossier Parishes Port Commission. Authority for Issue The Series 2011 Bonds are authorized under the provisions of Chapter 14-A of Title 39 of the Louisiana Revised Statutes of 1950, as amended (collective, the "Act"), and other constitutional and statutory authority. Security For the Issue The Series 2011 Bonds are special and limited obligations of the Issuer and are secured by and payable solely from revenues derived from the ownership and operation of the System (the "Net Revenues"), including the revenues received from Cooperative Endeavor Agreements dated May 16, 1995, as amended and March 20, 2009 (the Cooperative Endeavor Agreements ) by and between the Issuer and the City of Shreveport (the City ). The Issuer and the City amended the May 16, 1995 Cooperative Endeavor Agreement on October 17, 2002 to finance and provide additional water services and expand water lines to adjacent areas of the Port in the southeastern part of the City. The System The Port constructed the System in 1995 and continues to own the assets comprising the water and sewer System. The proceeds of the Prior Bonds were used to finance acquisition, construction and improvements to the water component of the water and sewer System. The City pays operation and maintenance costs of the water System. The water System is an intergral part of the City s comprehensive water and sewer system and provides utilities to the many businesses and industries located in the Port Area. Cooperative Endeavor Agreements The Louisiana Local Services Law (La. R.S. 33:1321, et. seq.) authorizes any two or more political corporations or subdivisions, in order to effect economy of operation, to contract with each other to combine the use of administrative and operative personnel and equipment upon such basis of compensation therefor as may be mutually agreed to by such political corporations and subdivisions. The City entered into Cooperative Endeavor Agreements to provide water and sewerage service to the Port of Shreveport-Bossier, both of which recognized that it would be beneficial to both the City and the Issuer to connect the Issuer s water and sewerage facilities to facilities owned and operated by the City. The City is responsible for the testing, operation and maintenance of the water and sewerage systems constructed by the Issuer, thereby reducing the Issuer s administrative and operational expenses while at the same time increasing the City s service to its southeast section. 2

11 Under the terms of the Cooperative Endeavor Agreement, the City will operate and maintain the Issuer s water system, bill water customers and collect rates and charges from customers for water services according to current and any new rates established in Chapter 94 of the Code of Ordinances of the City, using the rates set forth therein. Under the terms of the Cooperative Endeavor Agreement, the City will agree to remit to the Issuer, on the last day of each month, the lesser of (i) an amount equal to 90% of all collections of revenue by or through delivery of water services to the Issuer and its users and (ii) an amount equal to the then pro rata amount of the next ensuing scheduled payment of principal and/or interest on the Issuer s water system, such payments by the City to the Issuer to be solely from surplus moneys remaining at the end of each month in the City s water and sewer revenue fund after making all required payments to such date in connection with any outstanding water and sewer revenue bonds of the City. The Issuer has pledged the revenues of the System, including the revenues received from the City pursuant to the Cooperative Endeavor Agreement to the payment of the Prior Bonds and Parity Bonds. Gray Water Cooperative Endeavor Agreement On March 6, 2009 the City and the Issuer entered into a Gray Water Cooperative Endeavor Agreement (the Gray Water Co-Op ), wherein the Issuer agrees to dispose of sewer disposal effluent ( gray water ) discharged from its sewer plant. The Issuer and its industrial users can use gray water in their operations. The Issuer certifies that all discharged gray water meets the minimum regulatory requirements. The City agrees to provide minimum levels of gray water pursuant to the Gray Water Co- Op. In the Gray Water Co-Op, the City agrees to remit to the Issuer, by the 15 th day of each month, an amount equal to fifty percent (50%) of all collections of revenue by or through delivery of gray water through the Gray Water Line durning the first ten (10) years of the Gray Water Co-Op and thereafter so long as the sale of reuse water through the Gray Water Line equals or exceeds 750,000 gallons per day ( gpd ). In the event sales of gray water shall be less that 750,000 gpd for a period of at least 365 consecutive days, then the City and the Port agree to negotiate in good faith amounts from the proceeds from sale of gray water through the Gray Water Line to contribute to a sinking fund not to be used to replace the Gray Water System. The City agrees to charge not less than $1.50 per one thousand (1,000) gallons of gray water. The revenues derived from the Gray Water Co-Op constitute a portion of the Net Revenues used to secure the Bonds. Purpose of Issue The Series 2011 Bonds are being issued for the purpose of currently refunding its $11,950,000 Water Revenue Bonds, Series 1997 (the Prior Bonds ) with an outstanding balance of approximately $10,410,000, funding a debt service reserve fund and paying the costs incurred with the issuance of the Series 2011 Bonds. The Prior Bonds were issued to finance acquisitions, 3

12 construction and improvements to the water component of the water and sewer system at the Port (the System ). Date of the Series 2011 Bonds THE SERIES 2011 BONDS The Series 2011 Bonds will be dated the date of delivery. Form and Denominations The Series 2011 Bonds are being issued as fully registered bonds in book-entry only form and 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 Series 2011 Bonds, and purchasers of the Series 2011 Bonds will not receive certificates representing their interest in the Series 2011 Bonds purchased. The Series 2011 Bonds are in the denomination of $5,000 and integral multiples thereof. Place of Payment Principal of the Series 2011 Bonds is payable by check or draft or wire transfer by Regions Bank, in the City of Baton Rouge, Louisiana, or any successor thereto (hereinafter referred to as the Paying Agent or the Paying Agent/Registrar ) to Cede & Co., as nominee of DTC. Any successor Paying Agent/ Registrar shall (i) be a bank or trust company in good standing, located in or incorporated under the laws of the State, duly authorized to exercise trust powers and subject to examination by federal or state authorities, and (ii) have a reported capital and surplus of not less than $50,000,000 at the time of its appointment. Payment of Interest Interest on the Series 2011 Bonds is payable on October 1, 2011, and semiannually thereafter on April 1 and October 1, with interest falling due on and prior to maturity to be payable by check mailed by the Paying Agent/Registrar to the Beneficial Owners (determined as of the 15th calendar day of the month next preceding said interest payment date) in accordance with the terms of the DTC Representation Letter. (See BOOK-ENTRY ONLY SYSTEM herein.) BOOK-ENTRY ONLY SYSTEM The Depository Trust Company ( DTC ), New York, NY, will act as securities depository for the Series 2011 Bonds. The Series 2011 Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered Bond 4

13 will be delivered for each maturity of the Series 2011 Bonds in the aggregate principal amount of such maturity, and will be deposited with DTC. DTC, the world s largest depository, is a limited-purpose trust company organized under the New York Banking Law, a banking organization within the meaning of the New York Banking Law, a member of the Federal Reserve System, a clearing corporation within the meaning of the New York Uniform Commercial Code, and a clearing agency registered pursuant to the provisions of Section 17A of the Securities Exchange Act of DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-u.s. equity issues, corporate and municipal debt issues, and money market instruments from over 100 countries that DTC s participants ( Direct Participants ) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-u.s. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ( DTCC ). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-u.s. securities brokers and dealers, banks, trust companies and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ( Indirect Participants ). DTC has Standard & Poor s highest rating: AAA. The DTC Rules applicable to its Participants are on file with the Securities and Exchange District. More information about DTC can be found at and Purchases of Series 2011 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Series 2011 Bonds on DTC s records. The ownership interest of each actual purchaser of each Bond ( Beneficial Owner ) is in turn to be recorded on the Direct and Indirect Participants records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interest in the Series 2011 Bonds are to be accomplished by entries made on the books of Direct or Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive bonds representing their ownership interests in Series 2011 Bonds, except in the event that use of the book-entry system for the Series 2011 Bonds is discontinued. To facilitate subsequent transfers, all Series 2011 Bonds deposited by the Direct Participants with DTC are registered in the name of DTC s partnership nominee, Cede & Co. or such other name as may be requested by an authorized representative of DTC. The deposit of Series 2011 Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2011 Bonds; DTC s records reflect only the identity of 5

14 the Direct Participants to whose accounts such Series 2011 Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Redemption notices shall be sent to DTC. If less than all the Series 2011 Bonds within an issue are being redeemed, DTC s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Series 2011 Bonds unless authorized by a Direct Participant in accordance with DTC s procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Paying Agent as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co. s consenting or voting rights to those Direct Participants to whose accounts the Series 2011 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments on the Series 2011 Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC s practice is to credit Direct Participants accounts upon DTC s receipt of funds and corresponding detail information from the Paying Agent, on each payable date in accordance with their respective holdings shown on DTC s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in street name, and will be the responsibility of such Participant and not of DTC, nor its nominee, the Paying Agent or the Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC is the responsibility of the Paying Agent; disbursement of such payments to Direct Participants shall be the responsibility of DTC; and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Series 2011 Bonds at any time by giving reasonable notice to the Paying Agent. Under such circumstances, in the event that a successor depository is not named, Series 2011 Bonds are required to be printed and delivered. The Issuer may decide to discontinue use of the system of book-entry transfers through DTC (or a successor securities depository). In that event, Series 2011 Bonds will be printed and delivered. 6

15 The information in this section concerning DTC and DTC s book-entry only system has been obtained from DTC and is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by the Paying Agent or the Issuer. Use of Certain Terms in Other Sections of this Official Statement In reading this Official Statement, it should be understood that while the Series 2011 Bonds are in the book-entry only system, references in other sections of this Official Statement to Registered Owners should be read to include the person for which the Participant acquires an interest in the Series 2011 Bonds, but (i) all rights of ownership must be exercised though DTC and the book-entry only system, and (ii) except as described above, notices that are to be given to Registered Owners under the Bond Resolution will be given only to DTC. Redemption Provisions Optional Redemption The Series 2011 Bonds maturing on and after April 1, 2022 may be callable for redemption at the option of the Issuer in whole or in part at any time on or after April 1, 2021 at a redemption price equal to 100% of the principal amount of the Series 2011 Bonds to be redeemed plus accrued interest on the Series 2011 Bonds, if any, to the redemption date, and if less than all of the Series 2011 Bonds of a particular maturity are to be redeemed then by lot within such maturity or by such other method as the Paying Agent shall deem fair and appropriate. Mandatory Sinking Fund Redemption (i) The Series 2011 Bonds maturing on April 1, 2034 will be subject to mandatory sinking fund redemption by the Issuer prior to their scheduled maturity at a redemption price equal to 100% of the principal amount thereof plus accrued interest to the redemption dates and in the principal amounts as follows: Redemption Dates (April 1) * Principal Amount $570, , ,000 *Final maturity 7

16 (ii) The Series 2011 Bonds maturing on April 1, 2037 will be subject to mandatory sinking fund redemption by the Issuer prior to their scheduled maturity at a redemption price equal to 100% of the principal amount thereof plus accrued interest to the redemption dates and in the principal amounts as follows: Redemption Dates (April 1) * Principal Amount $665, , ,000 *Final maturity TAX STATUS Interest on the Series 2011 Bonds The delivery of the Series 2011 Bonds is subject to the approving opinion of Crawford Lewis, P.L.L.C., Baton Rouge, Louisiana, Bond Counsel and Jacqueline A. Scott & Associates, APLC, Bossier City, Louisiana, to the effect that interest on the Series 2011 Bonds is excluded from gross income of the owners for federal income tax purposes under existing law. (See "LEGAL MATTERS" herein and Appendix "C" hereto). Louisiana Taxes The opinion of Bond Counsel will state that under the Act, the Series 2011 Bonds are exempt from all taxation in the State of Louisiana and any political subdivision thereof. Qualified Tax-Exempt Bonds (Non-Bank Deductibility) The Issuer will not designate the Series 2011 Bonds "qualified tax-exempt bonds" within the meaning of section 265(b) of the Code. Date, Manner and Place of Delivery ADDITIONAL INFORMATION It is expected that the Series 2011 Bonds will be delivered at the facilities of DTC in New York, New York, on or about July 29, 2011, against payment therefor. Additional Information For any additional information concerning the Issuer, please address Mr. Eric England, Executive Port Director, Caddo-Bossier Parishes Port Commission, P.O. Box 52071, Shreveport, 8

17 Louisiana (telephone ) or the Port s Financial Advisor, Government Consultants of Louisiana, Inc. (Attention: John Holt), 700 North 10 th Street, Annex Building, Baton Rouge, Louisiana (telephone (225) or address jwholt@bellsouth.net). Continuing Disclosure The Issuer will enter into an undertaking for the benefit of the owners of the Series 2011 Bonds to provide certain financial information and operating data to certain information repositories annually and to provide notice to the Municipal Securities Rulemaking Board and a state information depository, if any, of certain events, pursuant to the requirements of Section (h)(5) of Securities and Exchange Commission Rule 15c2-12 (17 C.F.R. Part 240, c2-12). (See "MISCELLANEOUS-Continuing Disclosure" herein and Appendix "D" - Form of Continuing Disclosure Certificate hereto.) 9

18 Authority for Issue OFFICIAL STATEMENT $10,800,000 UTILITY REVENUE REFUNDING BONDS CADDO-BOSSIER PARISHES PORT COMMISSION, STATE OF LOUISIANA SERIES 2011 SECURITIES BEING OFFERED The Series 2011 Bonds are authorized under the provisions of Chapter 14-A of Title 39 of the Louisiana Revised Statutes of 1950, as amended (the "Act"), and other constitutional and statutory authority. Security for Issue The Series 2011 Bonds are special and limited obligations of the Issuer and are secured by and payable solely from revenues derived from the ownership and operation of the System (the "Net Revenues"). The Net Revenues include revenues received from the City under the Cooperative Endeavor Agreements. The Series 2011 Bonds will be issued on a complete parity as to security and source of payment with the Issuer's outstanding Series 2003 Water Revenue Bonds issued in the original amount of $3,200,000 (the "Parity Bonds"). The Series 2011 Bonds are special and limited obligations of the Issuer and are secured by and payable from revenues derived from the ownership and operation of the System (the "Net Revenues"), including the Cooperative Endeavor Agreements dated May 16, 1995, as amended and March 20, 2009 (the Cooperative Endeavor Agreements ) by and between the Issuer and the City. Pursuant to the Ordinance the Bonds are further secured, to the extent the Net Revenues are insufficient, by a pledge of Excess Revenues accruing to the Issuer s General Fund in each of the years in which the Bonds mature. THE SERIES 2011 BONDS ARE SECURED SOLELY BY THE NET REVENUES AND DO NOT CONSTITUTE AN INDEBTEDNESS OR PLEDGE OF THE GENERAL CREDIT OF THE ISSUER, THE PARISHES OF CADDO OR BOSSIER OR THE STATE OF LOUISIANA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISIONS RELATING TO THE INCURRING OF INDEBTEDNESS. Purpose of Issue The Series 2011 Bonds are being issued for the purpose of currently refunding its $11,950,000 Water Revenue Bonds, Series 1997 (the Prior Bonds ), having a current outstanding balance of approximately $10,410,000, funding a debt service reserve fund and paying the costs incurred with the issuance of the Series 2011 Bonds. 10

19 ESTIMATED SOURCES & USES OF FUNDS SOURCES Par Amount of Series 2011 Bonds $10,800, Transfer from prior debt service 373, reserve fund Total $11,173, USES Deposit to Refunding Account $10,464, Deposit to Reserve Fund Net Original Issue Discount 373, , Cost of Issuance including underwriter s discount 254, Total $11,173, Description of the Issuer THE ISSUER The Port Commission was created by Act No. 504 of 1962 which added Section 32 to Article VI of the Louisiana Constitution of 1921, continued as a statute by Article 14, Section 16(A)(3) of the Louisiana Constitution of 1974 and incorporated into the Louisiana Revised Statutes of 1950 as R.S. 34:3158 to 34:3165 by Act 1975, No. 66. The Port Commission has general authority to regulate the commerce and traffic within the Port Area and specific authority to construct or acquire, equip and administer public wharves, docks, landings, sheds, industrial parks, industrial buildings and other facilities, title to which shall be in the public. A general description of the Port Area appears in the Financial and Statistical Data set forth in Appendix "A". Governing Authority The Port Commission is governed by the Board of Commissioners consisting of nine (9) members. The names of the members of the Governing Authority appear at the beginning of this Official Statement. Financial and Statistical Data See Appendix "A" for Financial and Statistical Data relating to the Issuer. 11

20 Default Record According to the Secretary-Treasurer of the Governing Authority of the Issuer, the Issuer has never defaulted in the payment of outstanding bonds or obligations. Bond Resolution SECURITY PROVISIONS AND PROTECTIVE COVENANTS The Series 2011 Bonds are being issued pursuant to resolutions adopted on February 17, 2011 and July 21, 2011, by the Governing Authority (collectively, the "Bond Resolution"). Pledge and Dedication of Revenues The Series 2011 Bonds are secured by and payable solely from Net Revenues including payments received under the Cooperative Endeavor Agreements. Pursuant to the Ordinance the Bonds are further secured, to the extent the Net Revenues are insufficient, by a pledge of Excess Revenues accruing to the Issuer s General Fund in each of the years in which the Bonds mature. THE SERIES 2011 BONDS ARE SECURED SOLELY BY THE NET REVENUES AND DO NOT CONSTITUTE AN INDEBTEDNESS OR PLEDGE OF THE GENERAL CREDIT OF THE ISSUER, THE PARISHES OF CADDO OR BOSSIER OR THE STATE OF LOUISIANA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISIONS RELATING TO THE INCURRING OF INDEBTEDNESS. Sinking Fund For the payment of the principal of and the interest on the Series 2011 Bonds and the Parity Bonds, the Bond Resolution provides for the maintenance of a special fund known as "Caddo-Bossier Parishes Port Commission Utility Revenue Refunding Bond Sinking Fund" (the "Sinking Fund"), previously established and maintained with the regularly designated fiscal agent bank of the Issuer (the "Fiscal Agent Bank"). All of the principal and interest for each subsequent payment will be set aside in the Sinking Fund until such time as there is on deposit in the Sinking Fund sufficient funds to pay all principal and interest falling due on the next payment date. After such time as there has been accumulated in the Sinking Fund the amount described in the preceding sentence, any surplus moneys derived from the System may be used by the Governing Authority for any of the purposes authorized by law. The Fiscal Agent Bank will make available from the Sinking Fund to the Paying Agent at least three (3) days in advance of the date on which each payment of principal and interest on the Series 2011 Bonds falls due, funds fully sufficient to pay promptly the principal and interest, and other moneys payable in connection therewith, falling due on such date. 12

21 Reserve Fund In order to further secure the Series 2011 Bonds, the Issuer shall establish a Debt Service Reserve Fund (the Reserve Fund ), and deposit Series 2011 Bond proceeds with the Fiscal Agent Bank so that an amount equal to the Reserve Fund Requirement (hereinafter defined) is on deposit therein. The moneys in the Reserve Fund are to be used solely for the purpose of paying the principal of and the interest on the Series 2011 Bonds otherwise payable from the aforesaid Sinking Fund as to which there would otherwise be default. The Reserve Fund Requirement is 50% of the maximum principal and interest coming due on the Series 2011 Bonds in any Bond Year. If moneys are applied from the Reserve Fund, the Issuer shall replenish such moneys in monthly installments so that the Reserve Fund is funded to the Debt Service Requirement within one (1) year of any withdrawal. Proceeds Fund The Bond Resolution provides that the proceeds from the sale of the Series 2011 Bonds will be deposited in a special fund established and designated the "Caddo-Bossier Parishes Port Commission Utility Revenue Refunding Bonds, Series 2011 Proceeds Fund" (the "Proceeds Fund"), held by the Paying Agent. The Paying Agent shall transfer sufficient moneys to a Cost of Issuance Account and make payments pursuant to Requisitions to pay costs incured in the issuance of the Series 2011 Bonds. The balance of the proceeds will be in the Refunding Account and used to currently refund the Prior Bonds. General Provisions All moneys deposited with the regularly designated Fiscal Agent Bank or banks of the Issuer or the Paying Agent under the terms of the Bond Resolution constitute sacred funds for the benefit of the owners of the Series 2011 Bonds, and are secured by said fiduciaries at all times to the full extent thereof in the manner required by law for the securing of deposits of public funds. All or any part of the moneys in the Sinking Fund, Reserve Fund and the Proceeds Fund, at the written request of the Issuer, will be invested in accordance with the provisions of the laws of the State, and any investment earnings are retained in the respective Fund for the purposes thereof. Additional Bonds The Issuer covenants that it will issue no other bonds or obligations of any kind or nature payable from or enjoying a lien on the revenues of the System having priority over or on parity with the Series 2011 Bonds and Parity Bonds, including interest and redemption premiums thereon, except that additional Parity Obligations may be issued hereafter if the following conditions are met: 1. The Series 2011 Bonds or any part thereof, including interest and redemption premium thereon, may be refunded (except that as to Series 2011 Bonds which are then subject to redemption and have been properly called for redemption, 13

22 such consent will not be necessary) and the refunding bonds so issued will enjoy complete equality of lien with the portion of the Series 2011 Bonds which is not refunded, if there be any, and the refunding bonds will continue to enjoy whatever priority of lien over subsequent issues as may have been enjoyed by the Series 2011 Bonds refunded, provided, however, that if only a portion of the Series 2011 Bonds outstanding is so refunded and if the refunding bonds require total principal and interest payments during any Bond Year in excess of the principal and interest which would have been required in such sinking fund year to pay the Series 2011 Bonds refunded thereby, then such Series 2011 Bonds may not be refunded without the consent of the Owners of the unrefunded portion of the bonds issued hereunder provided such consent shall not be required if such refunding bonds meet the requirements set forth in clause 2 below; or 2. Parity Obligations may also be issued on a parity with the Series 2011 Bonds if all of the following conditions are met; (a) The average Net Revenues for the two (2) completed Fiscal Years immediately proceeding the issuance of the Bonds must have been not less than 1.25 times the highest combined principal and interest requirements for any succeeding Bond Year on all bonds then outstanding, including any pari passu additional bonds theretofore issued and then outstanding and any other bond or obligations whatsoever then outstanding which are payable from the income and revenues of the System (but not including Series 2011 Bonds which have been refunded or provisions otherwise made for their full and complete payment and redemption), and the bonds so proposed to be issued. In making the calculation required by this subparagraph 2(a), if the Issuer has adopted higher rates for services of the System on or before the date of issuance of the Parity Obligations, the calculation of average annual Net Revenues of the System for the previous two completed Fiscal Years may be made assuming such rates had been in effect during such period. (b) The payments required to be made into the various funds provided in parity bond ordinances must be current. (c) The existence of the facts required by paragraphs (a) and (b) above must be determined by the finance director of the Issuer. 14

23 HISTORICAL REVENUES OF THE SYSTEM FYE Revenues of the System 2010 $1,641, ,639, , , ,691 ESTIMATED DEBT SERVICE COVERAGE The highest debt service requirement on the Series 2011 Bonds and the Parity Bonds is $918,157. The System s revenues were approximately $1,641,323 for the fiscal year ended December 31, This amount will provide coverage of 1.79 times the maximum debt service requirements on the Series 2011 Bonds and the Parity Bonds in any future fiscal year. Additionally, the Issuer s Excess Revenues accuring to the General Fund were approximately $1,007,471 for the year ending December 31, This amount, together with the Systems s Revenues, will provide coverage of 3.32 times maximum debt service requirements on the Series 2011 Bonds and the Parity Bonds in any future fiscal year. Additional Provisions Bond Resolution to Constitute a Contract The provisions of the Bond Resolution shall constitute a contract between the Issuer and the Owners from time to time of the Series 2011 Bonds; and the pledge and assignment made in the Bond Resolution and the covenants and agreements therein set forth to be performed by the Issuer are for the equal benefit, protection and security of the Owners of any and all of the Series 2011 Bonds, all of which, regardless of the time or times of their authentication and delivery or maturity, are equal rank without preference, priority or distinction of any of the Series 2011 Bonds over any other thereof, except as expressly provided in or permitted by the Bond Resolution. Tax Covenants The Issuer covenants to take no action or fail to take any action which would cause the Series 2011 Bonds to be "arbitrage bonds" within the meaning of Section 148(a) of the Code; and to use no part of the proceeds of the Series 2011 Bonds or any other funds of the Issuer directly or indirectly to acquire any securities or bonds the acquisition of which would cause any of the Series 2011 Bonds to be an "arbitrage bond" within the meaning of Section 148(a) of the Code. 15

24 Amendments to Resolution The Issuer may, without consent of, or notice to, any of the Bondholders, adopt a resolution or resolutions supplemental to the Bond Resolution or amend the Bond Resolution for any one or more of the following purposes: (a) To cure any ambiguity or formal defect or omission in the Bond Resolution; (b) To grant or to confer upon the Paying Agent for the benefit of the Bondholders any additional rights, remedies, powers or authorities that may lawfully be granted to or conferred upon the Bondholders or the Paying Agent. (c) To subject to the Bond Resolution additional revenues, properties or collateral; (d) To modify, amend or supplement the Bond Resolution or any resolution supplemental thereto in such manner as to permit the qualification thereof under the Trust Indenture Act of 1939, as amended or any similar federal statute in effect or to permit the qualification of the Series 2011 Bonds for sale under the securities laws of any of the states of the United States of America; (e) To evidence the succession of a new Paying Agent; or (f) To make any other amendment to the terms and provisions of the Bond Resolution as, in the reasonable judgment of the Paying Agent, is not adverse to the interests of the Registered Owners of the Series 2011 Bonds. Exclusive of certain supplemental resolutions and amendments permitted as described in the preceding paragraph, the Registered Owners of not less than two-thirds (2/3) in aggregate principal amount of the Outstanding Bonds shall have the right, from time to time, to consent to and approve the execution by the Issuer of such amendments or other resolution or resolutions supplemental hereto as shall be deemed necessary and desirable by the Issuer for the purpose of modifying, altering, amending, adding to or rescinding, in any particular, any of the terms and provisions set forth in the Bond Resolution or in any supplemental resolution; provided, however, that nothing shall permit, without the consent of the Registered Owners of all Series 2011 Bonds Outstanding, (a) an extension of the maturity of the principal of, or the interest on, any Series 2011 Bond, or (b) a reduction in the principal amount of, or redemption premium on, any Series 2011 Bond or the rate of interest thereon, or (c) a privilege or priority of any Series 2011 Bond or Series 2011 Bonds over any other Series 2011 Bond or Series 2011 Bonds or (d) a reduction in the aggregate principal amount of the Series 2011 Bonds required for consent to such supplemental resolution; or (e) the creation of any lien ranking prior to or on a parity with the lien of the Bond Resolution on the Net Revenues or any part thereof, or (f) the deprivation of the Registered Owner of any Outstanding Bond of the lien created on the Net Revenues. If at any time the Issuer adopts any such amendment or supplemental resolution for any of the purposes described above, the Paying Agent shall, upon being satisfactorily indemnified with respect to reasonable actual expenses, cause notice of the proposed execution of such 16

25 supplemental resolution to be given by registered or certified mail to the Registered Owner of each Series 2011 Bond. Such notices shall briefly set forth the nature of the proposed amendment or supplemental resolution and shall state that copies thereof are on file at the principal corporate trust office of the Paying Agent for inspection by all Bondholders. If, within 60 days or such longer period as shall be prescribed by the Issuer following such notices, the Registered Owners of not less than two-thirds (2/3) in aggregate principal amount of the Series 2011 Bonds Outstanding at the time of the execution of any such amendment or supplemental resolution have consented to and approved the execution thereof as provided herein, no Registered Owner of any Series 2011 Bonds shall have any right to object to any of the terms and provisions contained therein, or the operation thereof, or in any manner to question the propriety of the execution thereof, or to enjoin or restrain the Issuer from adopting the same or from taking any action pursuant to the provisions thereof. Upon the execution of any such permitted amendment or supplemental resolution, the Bond Resolution shall be and be deemed to be modified and amended in accordance therewith. Events of Default The following events constitute an Event of Default under the Bond Resolution: (a) if default shall be made in the due and punctual payment of the principal or premium, if any, of any Bond or any other outstanding Parity Bond when and as the same shall become due and payable, whether at maturity or by call for redemption, or otherwise; (b) if default shall be made in the due and punctual payment of interest on any Series 2011 Bonds or any other outstanding Parity Bond when and as such interest shall become due and payable; (c) if default shall be made by the Issuer in the performance or observance of any other of the covenants, agreements or conditions on its part in the Bond Resolution or in the Series 2011 Bonds or other Parity Bonds contained, and such default shall continue for a period of 30 days after written notice thereof to the Issuer by the Paying Agent or to the Issuer and to the Paying Agent by the Owners of not less than 10% in principal amount of the Series 2011 Bonds Outstanding or other series of Parity Bonds outstanding; or (d) if the Issuer shall file a petition or otherwise seek relief under any Federal or State bankruptcy law or similar law; then, and in each and every such case, so long as such Event of Default shall not have been remedied, unless the principal of all the Series 2011 Bonds or other Parity Bonds shall have already become due and payable, the owners of the Series 2011 Bonds, or the Paying Agent on its behalf shall be entitled to exercise all rights and powers for which provision is made under Louisiana law. 17

26 The failure of the Issuer to comply with the provisions of the Rule or the Bond Resolution providing for Continuing Disclosure shall not be an Event of Default. Discharge of Resolution; Defeasance If the Issuer shall pay or cause to be paid, or there shall otherwise be paid or provision for payment made, to the Registered Owners of the Series 2011 Bonds the principal of, premium, if any, and interest due or to become due thereon at the times and in the manner stipulated therein, and if the Issuer shall not then be in Default in any of the other covenants and promises in the Series 2011 Bonds and in the Bond Resolution expressed as to be kept, performed and observed by it or on its part, and if the Issuer shall pay or cause to be paid to the Paying Agent all sums of money due or to become due according to the provisions of the Bond Resolution, then the presents and the estate and rights granted therein shall cease, terminate and be void, whereupon the Paying Agent shall be directed by the Issuer to cancel and discharge the lien of the Bond Resolution, and execute and deliver to the Issuer such instruments in writing as shall be requisite to release the lien of the Bond Resolution, and reconvey, release, assign and deliver unto the Issuer any and all of the estate, right, title and interest in and to any and all rights or property conveyed, assigned or pledged to the Paying Agent or otherwise subject to the lien of the Bond Resolution, except moneys held by the Paying Agent for the payment of the principal of, premium, if any, and interest on the Series 2011 Bonds. Any Series 2011 Bond shall be deemed to be paid within the meaning of the Bond Resolution and for all purposes of the Bond Resolution when (a) payment of the principal of and premium, if any, on such Series 2011 Bond, plus interest thereon to the due date thereof (whether such due date is by reason of maturity or upon redemption as provided in the Bond Resolution either (i) shall have been made or caused to be made in accordance with the terms thereof, or (ii) shall have been provided by irrevocably depositing with the Paying Agent or any other commercial bank or trust company organized under the laws of the United States of America or any state thereof, in trust and irrevocably set aside exclusively for such payment, (A) moneys sufficient to make such payment, (B) Investment Securities, maturing as to principal and interest in such amount and at such time as will insure the availability of sufficient moneys to make such payment, or (C) a combination of cash and Investment Securities, and (b) all necessary and proper reasonable fees, compensation and expenses of the Paying Agent pertaining to the Series 2011 Bonds with respect to which such deposit is made shall have been paid or the payment thereof provided for to the reasonable satisfaction of the Paying Agent, any escrow agent for the Series 2011 Bonds and the Paying Agent. At such times as a Series 2011 Bond shall be deemed to be paid hereunder, as aforesaid, such Series 2011 Bond shall no longer be secured by or entitled to the benefits of the Bond Resolution, except for the purpose of any such payment from such moneys or Investment Securities. Notwithstanding the foregoing, no deposit under clause (a)(ii) of the immediately preceding paragraph shall be deemed a payment of such Series 2011 Bonds as aforesaid until: (a) proper notice of redemption of such Series 2011 Bonds shall have been previously given in accordance with the Bond Resolution or in the event the Series 2011 Bonds are not by their terms subject to redemption within the next succeeding 30 days, until the Issuer shall have given the Paying Agent, in a form reasonably satisfactory to the Paying Agent, irrevocable instructions 18

27 to notify, as soon as practicable, the Registered Owners of the Series 2011 Bonds, in accordance with the notice provisions of the Bond Resolution, that the deposit required by (a)(ii) above has been made with the Paying Agent and that the Series 2011 Bonds are deemed to have been paid in accordance with Article X of the Bond Resolution and stating the maturity or redemption date upon which moneys are to be available for the payment of the principal of and the applicable redemption premium, if any, on the Series 2011 Bonds, plus interest thereon to the due date thereof; or (b) the maturity of the Series 2011 Bonds. LEGAL MATTERS No litigation has been filed or is pending questioning the validity of the Series 2011 Bonds or the security therefor and a certificate to that effect will be delivered to the purchaser of the Series 2011 Bonds upon the issuance of the Series 2011 Bonds. The Series 2011 Bonds are being issued subject to the approval of legality by Crawford Lewis, P.L.L.C., Baton Rouge, Louisiana, Bond Counsel and Jacqueline A. Scott & Associates, APLC, Bossier City, Louisiana, Co-Bond Counsel. See Appendix "C" hereto for the proposed form of the opinion of Co-Bond Counsel. Federal Tax-Exemption The delivery of the Series 2011 Bonds is subject to the opinion of Crawford Lewis, P.L.L.C., Baton Rouge, Louisiana, Bond Counsel and Jacqueline A. Scott & Associates, APLC, Bossier City, Louisiana, Co-Bond Counsel, to the effect that under existing law, interest on the Series 2011 Bonds is excluded from gross income of the owners thereof for federal income tax purposes. (See Appendix C ). General The Code imposes a number of requirements that must be satisfied for interest on state and local government obligations to be excludable from gross income for federal income tax purposes. These requirements include limitations on the use of bond proceeds and the source of repayment of bonds, limitations on the investment of bond proceeds prior to expenditure, a requirement that excess arbitrage earned on the investment of certain bond proceeds be paid periodically to the United States, except under certain circumstances, and a requirement that information reports be filed with the Internal Revenue Service. Noncompliance with such requirements could cause the interest on the Series 2011 Bonds to be included in gross income of the owners thereof for federal income tax purposes retroactive to the date of execution and delivery of the Series 2011 Bonds, regardless of the date on which the event causing taxability occurs. The Issuer has covenanted that it will comply with the requirements of the Code in order to maintain the exclusion from gross income of interest on the Series 2011 Bonds. The opinion of Bond Counsel will assume continuous compliance with covenants in the Bond Resolution pertaining to those sections of the Code which affect the exclusion from gross income of interest on the Series 2011 Bonds for federal income tax purposes and, in addition, 19

28 will rely on representations by the Issuer with respect to matters solely within the knowledge of the Issuer, which Bond Counsel has not independently verified. If the Issuer should fail to comply with covenants in the Bond Resolution or if the foregoing representations should be determined to be inaccurate or incomplete, interest on the Series 2011 Bonds could become taxable from the date of original delivery of the Series 2011 Bonds, regardless of the date on which the event causing such taxation occurs. Bond Counsel has not undertaken to determine (or to inform any person) whether any action taken (or not taken) or events occurring (or not occurring) after the date of issuance of the Series 2011 Bonds may affect the tax-exempt status of interest on the Series 2011 Bonds. Except as stated above, Bond Counsel will express no opinion as to any federal, state or local tax consequences resulting from the ownership of, receipt of interest on, or disposition of the Series 2011 Bonds. Owners of the Series 2011 Bonds should be aware that (i) the ownership of tax-exempt obligations, such as the Series 2011 Bonds, may result in collateral federal income tax consequences to certain taxpayers, and (ii) certain other federal, state and/or local tax consequences may also arise from the ownership and disposition of the Series 2011 Bonds or the receipt of interest on the Series 2011 Bonds. Furthermore, future laws and/or regulations enacted by federal, state or local authorities may affect certain owners of the Series 2011 Bonds. PROSPECTIVE PURCHASERS OF THE SERIES 2011 BONDS ARE ADVISED TO CONSULT THEIR OWN TAX ADVISORS PRIOR TO ANY PURCHASE OF THE SERIES 2011 BONDS AS TO THE IMPACT OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UPON THEIR ACQUISITION, HOLDING OR DISPOSITION OF THE SERIES 2011 BONDS. Alternative Minimum Tax Considerations The Series 2011 Bonds are not private activity bonds and, except as hereinafter described, interest on the Series 2011 Bonds will not be an item of tax preference for purposes of computing the federal alternative minimum tax on individuals and corporations. The Code, however, imposes a 20% alternative minimum tax on the alternative minimum taxable income of a corporation, if the amount of such alternative minimum tax is greater than the amount of the corporation s regular income tax. Generally, a corporation s alternative minimum taxable income will include 75% of the amount by which a corporation s adjusted current earnings exceeds a corporation s alternative minimum taxable income. Because interest on tax-exempt obligations is included in a corporation s adjusted current earnings, ownership of the Series 2011 Bonds could subject a corporation to alternative minimum tax consequences. 20

29 Tax Treatment of Original Issue Discount and of Premium The Series 2011 Bonds maturing April 1, 2022 to and including April 1, 2037 (the Series 2011 OID Bonds ) are offered and sold to the public at an original issue discount ( OID ). OID is the excess of the stated redemption price at maturity over the issue price of the Series 2011 OID Bonds. The issue price of the Series 2011 OID Bonds is the initial offering price to the public (other than to bond houses, brokers or similar persons acting in the capacity of underwriters or wholesalers) at which a substantial amount of the Series 2011 OID Bonds of the same maturity is sold pursuant to that offering. For federal income tax purposes, OID accrues to the owner of a Series 2011 OID Bond over the period to its maturity based on the constant interest rate method, compounded semiannually. With respect to a purchaser of a Series 2011 OID Bond, the portion of OID that accrues during the period such purchaser owns the Series 2011 OID Bond (i) interest is excludable from that purchaser s gross income for federal income tax purposes to the same extent and subject to the same considerations discussed above and (ii) is added to that purchaser s tax basis for purposes of determining gain or loss on the maturity, redemption, sale or other disposition of the Series 2011 OID Bond. Thus, an owner who purchased a Series 2011 OID Bond in the initial public offering at its issue price and holds such Series 2011 OID Bond to its stated maturity will realize no taxable gain for federal income tax purposes upon payment of the stated redemption price of the Series 2011 OID Bond at maturity. The portion of the amount of OID that accrues each year to a corporate owner of a Series 2011 OID Bond is taken into account in computing the corporation s federal alternative minimum tax liability and federal environmental tax liability, although no corresponding cash payment will be received with respect to a Series 2011 OID Bond until its stated maturity or early redemption prior to stated maturity. Owners of the Series 2011 OID Bonds (including owners that purchase a Series 2011 OID Bond other than pursuant to the initial public offering) should consult their own tax advisors as to the determination for federal income tax purposes of the amount of OID properly accruable each year with respect to the Series 2011 OID Bond, the adjusted basis on the Series 2011 OID Bond for purposes of determining taxable gain or loss upon the sale or other disposition of the Series 2011 OID Bond (including sale, redemption or other disposition of the Series 2011 OID Bonds at maturity) and as to other federal tax consequences and any state and local tax aspects of owning the Series 2011 OID Bonds. The Series 2011 Bonds maturing April 1, 2012 to and including April 1, 2021 (the "Series 2011 Premium Bonds") are offered and sold to the public at a premium. The premium is the excess of the price over the stated redemption price at maturity. This premium is not deductible for federal income tax purposes, and owners of such Series 2011 Premium Bonds are required to reduce their basis in such Series 2011 Premium Bonds for the amount of premium that accrued while they owned such Series 2011 Premium Bonds. Owners of the Series 2011 Premium Bonds (including owners that purchase Series 2011 Premium Bonds other than pursuant to the initial public offering) should consult their own tax advisors as to the determination for federal income tax purposes of the amount of premium properly accruable each year with respect to the Series 2011 Premium Bonds, the adjusted basis of the Series 2011 Premium Bonds (including sale, redemption or other disposition of the Series 2011 Premium 21

30 Bonds at maturity) and as to other federal tax consequences and other state and local tax aspects of owning the Series 2011 Premium Bonds. Non-Qualified Tax-Exempt Obligations for Financial Institutions Section 265(a) of the Code provides, in pertinent part, that interest paid or incurred by a taxpayer, including a financial institution, on indebtedness incurred or continued to purchase or carry tax-exempt obligations is not deductible by such taxpayer in determining taxable income. Section 265(b) of the Code provides an exception to the disallowance of such deduction for any interest expense paid or incurred on indebtedness of a taxpayer which is a financial institution allocable to tax-exempt obligations, other than private activity bonds, which are designated by an issuer as qualified tax-exempt obligations. Section 265(b)(5) of the Code defines the term financial institution as referring to any corporation described in Section 585(a)(2) of the Code, or any person accepting deposits from the public in the ordinary course of such person s trade or business which is subject to federal or state supervision as a financial institution. The Series 2011 Bonds exceed $10,000,000 in aggregate principal amount and thus the Issuer cannot designate the Series 2011 Bonds as qualified tax-exempt obligations within the meaning of Section 265(b) of the Code. UNDERWRITING The Series 2011 Bonds are being purchased by Stephens Inc. (the Underwriter ). The purchase price of the Series 2011 Bonds is $10,610, (representing $10,800, as payment of the principal portion of the Series 2011 Bonds, less Underwriters discount of $108,000.00, and less $81, representing the net original discount). The Bond Purchase Agreement executed by the Underwriter provides that the Underwriter will purchase all of the Series 2011 Bonds, if any are purchased. The Underwriter intends to offer the Series 2011 Bonds to the public initially at the offering prices set forth on the cover page of this Official Statement, which may subsequently change without any requirement of prior notice. The Underwriter reserves the right to join with dealers and other underwriters in offering the Series 2011 Bonds to the public. In connection with this offering, the Underwriter may overallot or effect transactions which stabilize or maintain the market price of the Series 2011 Bonds offered hereby at a level above that which might otherwise prevail in the open market. Such stabilizing, if commenced, may be discontinued at any time. FINANCIAL ADVISOR The Caddo-Bossier Parishes Port Commission has retained Government Consultants of Louisiana, Inc., Baton Rouge, Louisiana, as independent financial advisor (the "Financial Advisor") in connection with the sale and issuance of the Series 2011 Bonds. The Financial Advisor has not been engaged, nor has it undertaken, to independently verify the accuracy of information contained in this Official Statement. The Financial Advisor is not a public accounting firm and has not been engaged by the Issuer to compile, review, examine or audit 22

31 any information in this Official Statement in accordance with accounting standards. The Financial Advisor is an independent advisory firm and will not participate in the underwriting of the Series 2011 Bonds. Bond Rating MISCELLANEOUS Standard & Poor s Ratings Services, a Standard & Poor s Financial Services, Inc. business ( S&P ) has assigned its rating of A to the Series 2011 Bonds. Such rating reflects only the views of such organization and is not a recommendation to buy, sell or hold the Series 2011 Bonds. Any desired explanation of the significance of such rating should be obtained from the rating agency furnishing the same, at the following address: Standard & Poor s Ratings Service 55 Water Street New York, New York Telephone: (212) Generally a rating agency bases its rating on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance such rating will continue for any given period of time or that such rating will not be revised downward or withdrawn entirely by the rating agencies, if in the judgment of such rating agencies, circumstances so warrant. Any such downward revision or withdrawal of such rating may have an adverse effect on the market price of the Series 2011 Bonds. Additional Information For any additional information concerning the Port Commission, please address Mr. Eric England, Executive Port Director, Caddo-Bossier Parishes Port Commission, P.O. Box 52071, Shreveport, Louisiana (telephone ) or the Port s Financial Advisor, Government Consultants of Louisiana, Inc. (Attention: John Holt), 700 North 10 th Street, Annex Building, Baton Rouge, Louisiana (telephone (225) or address jwholt@bellsouth.net). The information contained in this Official Statement has been obtained primarily from Issuer records and from other sources which are believed to be reliable, including financial records of the Issuer and other entities which may be subject to interpretation. No guarantee is made as to the accuracy or completeness of any information obtained from sources other than the Issuer. Any summaries of excerpts of statutes, ordinances, resolutions or other documents do not purport to be completed statements of same and reference is made to such original sources in all aspects. 23

32 Continuing Disclosure The Issuer will enter into an undertaking (the "Undertaking") for the benefit of the owners of the Series 2011 Bonds to provide certain financial information and operating data to certain information repositories annually and to provide notice to the Municipal Securities Rulemaking Board and a state information depository, if any, of certain events, pursuant to the requirements of Section (b)(5) of Securities and Exchange Commission Rule 15c2-12 (17 C.F.R. Part 240, c2-12) (the "Rule"). See Appendix "D" Form of Continuing Disclosure Certificate hereto. The Issuer has not failed to comply with any prior such undertaking under the Rule. A failure by the Issuer to comply with the Undertaking will not constitute an Event of Default under the Bond Resolution (although Bondholders will have any available remedy at law or in equity). Nevertheless, such a failure must be reported in accordance with the Rule and must be considered by a broker dealer or municipal securities dealer before recommending the purchase of sale of the Series 2011 Bonds in the secondary market. Consequently, such a failure may adversely affect the transferability and liquidity of the Series 2011 Bonds and their market price. 24

33 CERTIFICATION AS TO OFFICIAL STATEMENT At the time of payment for and delivery of the Series 2011 Bonds, the Governing Authority of the Issuer will furnish the Underwriter a certificate signed by the Executive Port Director of the Issuer to the effect that (i) the descriptions and statements, including financial data, of or pertaining to the Issuer, on the date of the Official Statement, on the date of the sale of the Series 2011 Bonds and on the date of the delivery thereof, were and are true in all material respects, and, insofar as such matters are concerned, the Official Statement did not and does not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, (ii) insofar as the descriptions and statements, including financial data, of or pertaining to governmental and/or non-governmental entities other than the Issuer and their activities contained in the Official Statement are concerned, such descriptions, statements, and data have been obtained from sources which the Governing Authority believed to be reliable and the Governing Authority has no reason to believe that they are untrue or incomplete in any material respect, and (iii) there has been no adverse material change in the affairs of the Issuer or the Governing Authority between the date of the Official Statement and the date of delivery of the Series 2011 Bonds. CADDO-BOSSIER PARISHES PORT COMMISSION, STATE OF LOUISIANA /s/eric England Eric England, Executive Port Director 25

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35 APPENDIX "A" STATISTICAL DATA RELATIVE TO THE PORT COMMISSION AND THE PARISHES OF CADDO AND BOSSIER, STATE OF LOUISIANA

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37 FINANCIAL AND STATISTICAL DATA RELATIVE TO THE PARISH OF CADDO, STATE OF LOUISIANA Background Caddo Parish, Louisiana (the Parish ) is located in the northwestern corner of the State of Louisiana and is governed by the Caddo Parish Commission (the Governing Authority ). The Parish Seat is the City of Shreveport. Other municipalities lying within the boundaries of the Parish include Belcher, Blanchard, Gilliam, Greenwood, Hosston, Ida, Morringsport, Oil City, Rodessa, and Vivian. Most of the population of Caddo Parish lives within the boundaries of the incorporated municipalities located in the Parish. The Parish covers an area of approximately 937 square miles. Population of Caddo Parish Source: U.S. Census Year Population , , , , , , , ,969 FINANCIAL INFORMATION Tax Collection Record Fiscal Year The Parish reported the following ad valorem tax collection record: Collections in Subsequent Yrs. Total Tax Collected to Date Total Tax Levy Current Tax Collections Percent of Levy Collected Percentage of Tax Levy 2000 $33,128,458 $30,554, % $838,886 $31,392, % ,935,138 32,391, ,095 33,215, ,571,267 31,487, ,297 32,365, ,795,524 33,684, ,747 34,547, ,611,408 35,646, ,142 36,509, ,073,673 37,825, ,232,266 39,057, ,688,297 39,870, ,451,729 41,322, ,032,925 41,421, ,695,382 43,117, ,041,789 45,050, ,597,573 46,647, ,321,828 46,464, ,464, Source: Caddo Parish Commission A-1

38 Assessed Valuations of the Parish The trend in the assessed valuations of the Parish follows: Year Taxable Assessed Valuation Homestead Exemptions Total Assessed Valuation 2000 $837,994,450 $293,890,560 $1,131,885, ,976, ,524,450 1,148,501, ,415, ,867,080 1,151,282, ,219, ,544,450 1,190,764, ,036,269, ,812,250 1,364,082, ,079,948, ,918,880 1,401,867, ,148,315, ,772,250 1,473,087, ,182,737, ,772,720 1,513,460, ,365,884, ,601,270 1,707,485, ,400,328, ,555,070 1,742,883,830 Source: Louisiana Tax Commission A summary of the assessed valuation of the Parish for the last five years by classification of property follows: Classification Assessed Valuation Real Property $955,884,780 $996,687,890 $1,021,996,020 $1,160,421,020 $1,177,739,090 Personal Property 321,808, ,472, ,162, ,588, ,873,260 Public Service Property 124,173, ,927, ,301, ,476, ,271,480 Total $1,401,867,050 $1,473,087,590 $1,513,460,630 $1,707,485,910 $1,742,883,830 Source: Louisiana Tax Commission A breakdown of the assessed valuation of property in the Parish by classification for the years 2005 to 2009, inclusive, follows: Land $194,157,510 $199,646,630 $205,784,410 $238,331,360 $238,150,010 Improvements 761,727, ,041, ,211, ,089, ,589,080 Inventories 126,391, ,960, ,449, ,736, ,447,210 Machinery and Equipment 19,942,580 22,695,210 12,939,600 12,121,800 11,530,400 Business Furniture & Fixtures 16,537,670 18,560,200 20,174,450 24,087,090 25,771,080 Miscellaneous Personal Property 93,676,200 98,680, ,829, ,540, ,305,400 Aircraft 1,420,200 1,459,350 1,805,810 2,062,080 1,896,920 Credits 1,595,850 2,043,350 1,641,140 1,466, ,850 Financial Institutions 37,755,090 34,941,910 35,142,950 33,247,680 33,327,730 Leased Equipment 11,744,760 12,759,750 11,496,130 12,079,960 10,128,120 Pipelines 1,194,060 1,675,630 1,727,730 2,667,670 3,232,950 Oil & Gas Wells 2,950,980 4,280,090 4,628,780 9,485,280 10,449,050 Oil & Gas Surface Equipment 8,599,610 15,415,660 23,327,240 43,093,950 45,399,550 Public Service Equipment 124,173, ,927, ,301, ,476, ,271,480 Total $1,401,867,050 $1,473,087,590 $1,513,460,360 $1,707,485,910 $1,742,883,830 A-2

39 Leading Taxpayers The ten largest property taxpayers of the Parish and their 2009 assessed valuations follows: Name of Taxpayer Type of Business 2009 Assessed Valuation 1. Swepco/AEP Utility $61,994, BellSouth Utility 26,503, General Motors Automobile Manufacturer 24,439, Centerpoint Entergy Utility 20,169, Universal Oil Products Petroleum Refinery 15,913, Sam s Town Casino 14,341, Calumet Oil/Lubricant Refinery 12,542, Regions Bank Banking 11,945, WalMart Retail 11,284, Capital One, National Association Banking 7,906,550 $207,041,430* *Approximately 14.79% of the 2009 taxable assessed valuation of the Issuer. Source: Caddo Parish Assessor s Office. Per Capita Personal Income ECONOMIC INDICATORS A comprehensive revision of the estimates of Per Capita Personal Income were published in April 2010 by the Bureau of Economic Analysis of the U.S. Department of Commerce. The recent trends in revised per capita personal income for Caddo Parish, Louisiana and the Nation are indicated in the following table: Per Capita Personal Income Caddo Parish $30,935 $33,111 $35,611 $35,692 $37,319 Louisiana 28,057 30,086 33,776 35,340 36,091 United States 33,881 35,424 37,698 39,392 40,166 Source: U.S. Department of Commerce, Bureau of Economic Analysis. April 22, (The personal income level for the United States is derived as the sum of the county estimates; it differs from the national income and product accounts (NIPA) estimate of personal income because by definition, it omits the earnings of Federal civilian and military personnel stationed abroad and others. It can also differ from the NIPA estimate because of data sources and revision schedules.) A-3

40 Employment The Louisiana Workforce Commission has issued revised seasonally adjusted annual average statistics for various employment areas within Louisiana. The revised not seasonally adjusted average figures for Caddo Parish and Louisiana were reported as follows: Year Labor Force Employment Unemployment Parish Rate State Rate , ,155 6, , ,817 4, , ,432 5, , ,831 6, , ,602 9, Source: Louisiana Workforce Commission. October 27, Largest Employers The names of several of the largest employers located in Caddo Parish follow: Name of Employer Type of Business Approximate No. of Employees Caddo Parish School Board School System 6,587 LSU Health Sciences Center Healthcare 6,094 Willis Knighton Health System Healthcare 5,490 City of Shreveport Government 2,691 Christus Schumpert Health System Healthcare 2,018 U.S. Support Company Call Center 1,618 Overton Brooks VA Medical Center Healthcare 1,533 Eldorado Resort Casino Gaming Casino & Hotel 1,400 Sam s Town Hotel & Casino Shreveport Gaming Casino & Hotel 1,265 Source: Chamber of Commerce, State of Louisiana There can be no assurance that any employer listed will continue to locate in Caddo Parish or continue employment at the level stated. The above list excludes Barksdale Air Force Base Military personnel of approximately 9,018 that are primarily located in Bossier Parish. A-4

41 Sales Tax Revenues The trend in the Caddo Parish sales and use tax revenues is indicated in the table below: Fiscal Year (Ended 12/31) Sales Tax Revenues 2000 $5,076, ,696, ,285, ,421, ,858, ,145, ,788, ,282, ,959, ,509,082 Source: Caddo Parish Commission Annual Financial Reports. Banking Facilities The Caddo Parish area is served by the following banks: Banks Bancorp South Bank Business First Bank Capital One, National Association Citizens & Trust Company of Vivian, Louisiana, Inc. Citizens National Bank, National Association Community Bank of Louisiana First Guaranty Bank First Louisiana Bank Home Federal Bank Iberia Bank JPMorgan Chase Bank, National Association National Independent Trust Company Quachita Independent Bank Peoples State Bank of Many Progressive Bank Progressive National Bank of Desoto Parish Red River Bank Regions Bank Tri-State Bank and Trust Citizens, National Bank, National Association A-5

42 FINANCIAL AND STATISTICAL DATA RELATIVE TO THE PARISH OF BOSSIER, STATE OF LOUISIANA Location and Area The Parish of Bossier, State of Louisiana (the Parish ) is located in northwestern Louisiana and has an area of approximately 867 square miles. The land area of the Parish is approximately square miles, according to Census data. Located within the District are the incorporated municipalities of Benton (the Parish Seat, population 2, 817), Bossier City (population 63, 258), Haughton (population 3, 014), Plain Dealing (population 1,030), and a small portion of the City of Shreveport (population 845). Population of the Parish Source: U.S. Census Year Population , , , , , , ,979 Assessed Valuations of the Parish The trend in the assessed valuations of the Parish follows: Tax Year Taxable Assessed Valuation Homestead Exemptions Total Assessed Valuation 2000 $330,792,840 $119,849,120 $450,641, ,996, ,793, ,789, ,171, ,146, ,317, ,683, ,017, ,700, ,229, ,345, ,574, ,245, ,361, ,606, ,508, ,273, ,781, ,498, ,120, ,619, ,792, ,853, ,646, ,413, ,553, ,967,440 Sources: Bossier Parish Assessor s Office and Louisiana Tax Commission A-6

43 Assessed Valuation By Classification of Property A summary breakdown of the assessed valuations of the Parish by classification of property follows: Classification 2009 Assessed Valuation Real Estate $622,091,020 Personal Property 297,675,400 Public Service Property 59,201,020 Total $978,967,440 Source: Bossier Parish Assessor s Office. Tax Collection Record Year Amount of Taxes Levied (a) Deductions for Pensions (b) Net Taxes Levied Net Taxes Collected (c) Percentage of Levy Millage Rate 2005 $6,840,875 $218,288 $6,622,587 $6,540, % ,102, ,666 7,845,007 6,514, ,617, ,056 8,346,431 8,458, ,055, ,674 9,741,702 8,727, ,155, ,887 10,804,440 10,305, Sources: (a) Louisiana Tax Commission. (b) Legislative Auditor. Includes deductions for Pensions and Assessors Retirement Fund pursuant to Opinion Number of the Louisiana Attorney General. (c) Parish of Bossier. Figures unaudited. A-7

44 Leading Taxpayers The largest property taxpayers of the Parish and their assessed valuations follow: Name of Taxpayer Type of Business 2009 Assessed Valuation 1. Petrohawk Operating Co. Gas Pipeline $45,211, Harrah s Bossier City Gaming 29,053, J-W Operating Co. Utility/ Oil & Gas 19,621, Southwestern Electric Power Utility 15,804, Louisiana Riverboat Gaming 11,617, Gulf Crossing Pipeline Gas Pipeline 11,154, City of Shreveport Government 9,445, Boomtown Casino Gaming 8,055, AT&T Telecommunications 7,513, Questar Expl and Productions Gaming 7,480,560 Total $164,958,450* *Approximately 20.56% of the 2009 taxable assessed valuation of the Parish. Source: Bossier Parish Assessor s Office. Per Capita Personal Income ECONOMIC INDICATORS A comprehensive revision of the estimates of Per Capita Personal Income by State was published in April 2010 by the Bureau of Economic Analysis of the U.S. Department of Commerce. The recent trends in revised per capita personal income for Bossier Parish, The Shreveport-Bossier City-Minden Economic Area, Louisiana, and the Nation are indicated in the following table: Per Capita Personal Income Bossier Parish $27,184 $28,962 $30,661 $31,753 $33,570 Louisiana 28,057 30,086 33,776 35,340 36,091 United States 33,881 35,424 37,698 39,392 40,166 Source: U.S. Department of Commerce, Bureau of Economic Analysis. April 22, (The personal income level for the United States is derived as the sum of the county estimates; it differs from the national income and product accounts (NIPA) estimate of personal income because by definition, it omits the earnings of federal civilian and military personnel stationed abroad and others. It can also differ from the NIPA estimate because of different data sources and revision schedules.) A-8

45 Employment The Louisiana Workforce Commission has issued revised not seasonally adjusted annual average statistics for various employment areas within Louisiana. The annual average figures for Bossier Parish and Louisiana were reported as follows: Year Labor Force Employment Unemployment Parish Rate State Rate ,661 49,053 2, ,971 50,240 1, ,754 50,841 1, ,356 52,146 2, ,454 50,209 3, Source: Louisiana Workforce Commission. October, The names of several of the largest employers located in the Parish follow: Name of Employer Type of Business Approximate No. of Employees 1. Barksdale Air Force Base Military 9, Bossier Parish School Board School System 2, Harrah s/ Louisiana Downs- Bossier City Gaming 2, State of Louisiana Government 1, Diamond Jack s Casino Gaming Willie Knighton Health System Healthcare City of Bossier City Government Boomtown Casino Gaming McElroy Metals, Inc. Roofing WalMart Supercenter Retail 639 Source: Parish of Bossier There can be no assurance that any employer listed will continue to locate in the Parish or continue to employ at the level stated. A-9

46 Banking Facilities The Caddo Parish area is served by the following banks: Banks Bancorp South Bank Business First Bank Capital One, National Association Citizens & Trust Company of Vivian, Louisiana, Inc. Citizens National Bank, National Association Community Bank of Louisiana First Guaranty Bank First Louisiana Bank Home Federal Bank Iberia Bank JPMorgan Chase Bank, National Association National Independent Trust Company Quachita Independent Bank Peoples State Bank of Many Progressive Bank Progressive National Bank of Desoto Parish Red River Bank Regions Bank Tri-State Bank and Trust Citizens, National Bank, National Association A-10

47 APPENDIX "B" AUDITED FINANCIAL STATEMENT OF THE ISSUER FOR YEAR ENDED DECEMBER 31, 2010

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49 CADDO-BOSSIER PORT COMMISSION SHREVEPORT. LOUISIANA TABLE OF CONTENTS CADDO-BOSSIER PORT COMMISSION SHREVEPORT, LOUISIANA DECEMBER 31, 2010 AND 2009 Management's Discussion and Analysis AUDITED FINANCIAL STATEMENTS Independent Auditor's Report on Financial Statements Financial Statements: Statements of Net Assets Statements of Revenues and Expenses Statements of Changes in Net Assets i -iv B-1 Statements of Cash Flows Notes to Financial Statements Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Schedule of Findings and Questioned Costs Schedule of Prior Year Findings Board of Commissioners Schedule of Insurance

50 CADDO-BOSSIER PORT COMMiSSION SHREVEPORT. LOUISIANA MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED DECEMBER B-2 MANAGEMENT'S DISCUSSION AND ANALYSIS This section of the Ports aimual financial report presents a discussion and analysis of the Port's financial performance for the year ended December 31, Please read it in conjunction with the Port's fmancial statements, which follow this section. FINANCIAL IHGRLLGHTS The Port's equity increased $17.0 million resulting primarily from the construction of additional Port projects. The Port generates revenue from Port operations and receives funds from the State of Louisiana, ad valorem taxes and various agencies for the development of the Port complex. Ordinary business activity resulted in an increase in net assets of $4.9 million. OVERVIEW OF THE FINANCIAL STATEMENTS This financial report consists of three parts: management's discussion and analysis (this section), the basic fmancial statements, and the notes to the financial statements. The Port's financial statements are prepared on an accrual basis in conformity with accounting principles generally accepted in the United States of America (GAAP) as applied to government units. Under this basis of accounting, revenues are recognized in the period in which they are earned, expenses are recognized in the period in which they are incurred, and depreciation of assets is recognized in the Statements of Revenues and Expenses. All assets and liabilities associated with the operation of the Port are included in the Statements of Net Assets. The financial statements provide both long-term and short-tenn information about the Port's overall financial status. The financial statements also include notes that explain some of the information in the financial statements and provide more detailed data. FINANCIAL ANALYSIS Equity The Port's total assets at December 31, 2010 reached $192.7 million. This represents an increase of $18.3 million or 10.5 percent from the prior year. Total liabilities increased 1.3 million to $74.8 million and total net assets are $117.9 million for an increase of $17.0 million or 16.8 percent (See Table 1), Table 1 Net Assets Percentage Change Current assets 29,182,810 14,560, % Restricted assets 10,053,399 26,549,417 (621%) Property-net 152,914, ,669, % Other assets 516, ,715 (18.2%) Total assets J241I %

51 B-3 Current liabilities Non-current liabilities Total liabilities Net assets: Invested in capital assets, net of related debt Restricted Unrestricted Total net assets Total liabilities and net assets Changes in Net Assets Table 1 (Continued) Net Assets ,439,778 65,316,278 74,756, ,445 8,567,291 25,063, ,911, ,652,784 66,825,102 73,477,886 66, ,549,417 8,280, ,933, Percentage Chanee 4 1.9% (2.3%) 1.7% 27.5% (67.7%) 202.7% 16.8% 105% The change in net assets for 2010 was an increase of $17.0 million or 16.8 percent. The Port's total operating revenues increased $2.0 million or 16.8 percent. Total operating expenses increased $1.7 million or 19.0 percent. The changes in net assets for operations are detailed in Table 2 and operating expenses are detailed in Table 3. The increase in current assets, property, and decrease in restricted assets, relates to construction of various projects which were funded by restricted assets. Table 2 Changes in Net Assets Percentage Change Operating revenues: Ad valorem taxes 5,357,044 5,008,101 7,0% Lease rentals 4,158,288 3,112, % Port operations 2,321,647 1,656, % Miscellaneous 1,827,531 1,921,686 (4.9%) Total operating revenues 13,664,510 11,698, % Operating expenses: Operating expenses 6,136,145 5,196, % Depreciation and amortization 4,622, , % Total expenses 10,758, , % Operating income 2,906,191 2,658, % Nonoperating revenues and (expenses) (2234,682) (2, ) (10.1%) Net income % Operating revenues increased by $2.0 million or 16.8 percent. The increase in lease rentals can mainly be attributed to a step-up in monthly rentals for certain existing tenants. Port operations revenue has increased due to additional traffic that has come with expansion of operations. Operating expenses increased by $1.7 million or 19.0 percent, mainly due loan overall increase in the cost of operating the port facility as the entity expands its operations as well as additional depreciation expense related to increase in property. Salaries and employee benefits increased 14.2 percent to $1,724,887 resulting from payroll growth as the Port expands its operations. Professional services expense increased due to fees associated with special projects such as the Port's master plan and drainage analysis plan. Also, a cost was occurred in 2010 for the cancellation of a lease in order For the Port to retain certain property for future use. General and administrative expenses: Salaries and employee benefits Contract labor Human resources Dues and subscriptions Office supplies and postage Fuel and lubes Telephone Utilities Insurance Rentals Bad debts Supplies and materials Maintenance and repairs Gear and equipment Miscellaneous Total general and administrative expenses Fire station operations Security boat operations Port maintenance Legal Travel, promotional and marketing Professional services Cancellation of lease Interest rate swap CAPITAL ASSET A'W DEBT ADMINISTRATION Capita! Assets Table 3 Operating Expenses Percentage Change 1,724,887 20,842 29,704 33,591 66,113 5 I ,307 42, ,763 46,579 41,452 44,940 24,796 10,574 2,499, ,868 5, , , ,788 1,007, , ,511,025 33,784 77,285 38,033 36,396 28, ,159 45,512 10,940 21,222 29,138 16, ,121, , , , ,369 1, % 0% 0% (0.6%) (14.5%) 34.1% 190% 49.3% 26.4% 2.3% (100.0%) 95.3% 542% 54.9% (49.3%) 178% 4.7% 1,304.6% (68.9%) 141% 5.9% 3700% 0% (43.4%) 181% As of December 31, 2010, the Port had invested $152.9 million in capital assets net of accumulated depreciation. As compared to the prior year, this amount represents an increase of $20.2 million. Such increase is primarily attributed to the ADS Warehouse and Steelscape projects, as well as construction of the Regional Commerce Center. Total additions amounted to $24.4 million less depreciation of $4.2 million. II III

52 Additional iifformation on the Caddo-Bossier Port Commissions capita] assets can be found in Note 5 on Page 10 of this report. Long-Term Debt The Port refinanced Louisiana Local Government Environmental Facilities and Community Development Authority Revenue and Refunding Bonds Series 2008A during the year to attain a more competitive interest rate for the long-term. No other refinances and no new bond issuances were originated during the year in addition to the bond referenced above. The Port has made its regularly scheduled payments on all of its long-term debt. During 2010, $3,013,806 in principal payments (not including payoff of refinanced bonds) and $2,441,872 in interest payments were made. All bond debt covenants have been met. Additional information on the Caddo-Bossier Port Commissions debt can be found in Note 10 on Pages of this report. CONTACTING THE PORTS FINANCIAL MANAGEMENT This financial report is designed to provide our bondholders, patrons, and other interested parties with a general overview of the Port's finances and to demonstrate the Port's accountability for the money it receives. If you have any questions about this report or need additional financial information, contact the Port at (318) B-4 AUDITED FINANCIAL STATEMENTS iv

53 HEARD, MCELROY, & VESTAL The Board of Commissioners Caddo-Bossier Port Commission Shreveport, Louisiana CERTIFIED PUBLIC ACCOUNTANTS 333 Ttxs STREET, SLUm 525 SIIREvEi'oRT, L0LISIANA 7! PHoNE ' FAx June 6,2011 We have applied certain limited procedures which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit the information and express no opinion on it. Our audits were conducted for the purpose of forming an opinion on the financial statements that collectively comprise the Ports basic financial statements. The accompanying other information listed in the table of contents is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Caddo-Bossier Port Commission. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as whole. Vu.AJ1 IL,0 ~ Independent Auditor's Report We have audited the accompanythg statements of net assets of the Caddo-Bossier Port Commission as of December 31, 2010 and 2009, and the statements of revenues and expenses, changes in net assets, and cash flows for the years then ended. These financial statements are the responsibility of the Caddo-Bossier Port Commission's management. Our responsibility is to express an opinion on these financial statements based on our audits. B-5 We conducted our audits in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable asstrance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. hi our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Caddo-Bossier Port Commission as of December 31, 2010 and 2009, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. lii accordance with GovernmentAuditing Standards, we have also issued our report dated June 6,2011, on our consideration of the Ports internal control over financial reporting, and on its compliance with certain provisions of laws, regulations, contracts, grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. The Management's Discussion and Analysis on Pages i through iv is not a required pan of the basic financial statements but is supplementary thformation required by accounting principles generally accepted in the United States of America. FfvlV A PRoFESSIONAl, SERvIcES F,]ol hrnv@hrnvcpa.com SHREVEPORT MONxor Dcuii WEB ADDRESS

54 STATEMENTS OF NET ASSETS DECEMBER 31, 2010 AND 2009 ASSETS CADDO-BOSSIER PORT COMMISSION STATEMENTS OF REVENUES AND EXPENSES FOR THE YEARS ENDED DECEMBER AND 2009 B-6 Current assets: Cash and interest-bearing deposits-note 2 14,649,959 4,483,835 Investments-Note 3 9,102,490 4,916,690 Accounts receivable-ad valorem taxes, net of allowance for uncollectibles of $313,875 and $208,579, respectively-note 7 4,917,375 3,257,512 Accounts receivable-other 503,086 1,829,687 Prepaid expenses ,862 Total current assets 29,182,810 14,560,586 Non-current assets: Cash-restricted-Note 10 10,053,399 Debt issuance costs 516,865 Land, buildings and equipment (net of accumulated depreciation)-note 5 152, Total non-current assets 163,485,068 Total assets LJABILITIES Current liabilities: Accounts payable 4,576,268 Accrued liabilities payable 534,793 Long-term debt-note ,717 Total current liabilities 9,439,778 Non-current liabilities: Deferred revenue-notes 7 and Ii 5,746,565 Interest rate swap valuation - Long-term debt-note Total non-current liabilities ,549, , ,669, , ,1 83, ,408 3,106,591 6,652,784 4,355,613 1,513, , ,102 Operating revenues: Ad valorem taxes-note 7 Lease rentals and oil and gas royalty income-note 13 Safety tariff revenue-note 15 Waler and sewer revenue-note 14 Port operations revenue Gain (loss) on investments Miscellaneous income Total operating revenues Operating expenses: General and administrative Port maintenance Fire station operations Security boat operations Legal Travel promotional and marketing Professional services Lease cancellation Loss on interest rate swap-note 18 Total operating expenses before depreciation and amortization Operating income before depreciation and amortization Depreciation and amortization expense ,357,044 5,008,101 4,158,288 3,112, , ,279 1,641,323 1,639,330 2,321,647 1,656,501 (62,225) ,664,510 11,698,315 2,499,524 2,121, , , , ,816 5, , , , ,972 1,007, , , ,132 1,513,868 6,136,145 5,196,697 7,528,365 6,501, ,174 3,843,119 Total liabilities 74,756,056 73,477,886 Operating income 2,906,191 2,658,499 NET ASSETS Net assets: Invested in capital assets, net of related debt 84,281,445 Restricted 8,567,291 Unrestricted ,086 Total net assets 117,911,822 Total liabilities and net assets The accompanying notes are an integral part of these fmancial statements. 66,104,080 26,549, ,933, Nonoperatin revenues (expenses): Interest and dividend income 199, ,735 Interest expense (2, ) (2, ) Total nonoperating revenues (expenses) (2,234,682) (2,484,381) Net income The accompanying notes are an integral part of these financial statements. 3

55 CADDO-BOSSIER PORT COMMISSION STATEMENTS OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER AND 2009 CADDO-BOSSIER PORT COMMISSION STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2010 AND B-7 Ending balance-december 31, ,284,140 Net income 174,118 Contributed capital-note ,547 Ending balance-december 31, ,933,805 Net income 671,509 Contributed capital-note 4 16, Ending balance-december 31, ,822 Cash flows from operatin! activities: Net income Adjustments to reconcile net income from operations to net cash provided by operating activities: Depreciation and amortization Unrealized loss on investments Realized and unrealized loss on interest rate swap Changes in assets and liabilities relating to operating activities: Accounts receivable Prepaid expenses Accounts payable and accrued liabilities Deferred revenue Net cash provided by operating activities 671, ,118 4,622,174 3,843,119 62, ,132 1,513,868 (333,262) (1,192,920) 62,962 (19,938) 1, ,500,739 1, (75,629) 8,897,560 5,743,357 Cash flows from capital and related iinanci,w activities: Contributed capital Expenditures for acquisition and construction of capital assets Purchases of investments Proceeds from issuance of debt Repayments of principal borrowed to finance acquisition and construction of capital assets Net cash (used) for capital and related financing activities 16,306,508 7,475,547 (24,491,133) (21, 193, 121) (4,248,025) (48,162) 22,364,002 6,025,000 (25.158,806) (9,146,752) ( ) (16.887,488) Net (decrease) in cash and cash eciuivalents (6,329,894) (11,144,131) Cash and cash equivalents, beginning of year , 38 3 Cash and cash equivalents, end of year m Interest paid Noncash financin! OCX) The accompanying notes are an integral part of these financial statements. The accompanying notes are an integral pan of these financial statements. 6

56 B-8 DECEMBER AND 2009 Organization and Significant Accounting Policies Organization The Caddo-Bossier Port Commission ('Port') is an independent political subdivision of the State ollouisiana and was created by Act 1975 No. 66 and numbered Chapter 37 Sections 34:3158 through 34:3165 under authority of R.S. 24:253 continued as a statute from Article VI, Section 32 of the Constitution of the State of Louisiana of The Port has all the powers and privileges granted to it by the constitution and statutes of the State of Louisiana including, but not limited to, the authority to incur debt, to issue bonds, to construct and maintain facilities and to regulate the commerce and traffic within the Caddo-Bossier Port area. The Port is governed by a Board of nine Commissioners; one is appointed by the Bossier Parish Police Jury, two by the Caddo Parish Commission, four are appointed by the governing authority of the City of Shreveport, and two are appointed by the City of Bossier City- The Commissioners are not compensated for their services. They are, however! reimbursed in full for travel expenditures. Title to all property and improvements operated by the Port is held for the public and vests in the Port for public administration, subject to the right of the Port to lease, sell or otherwise dispose of the property with proper public notice. Significant Accountin2 Policies The accounting and reporting policies of the Port conform to generally accepted accounting principles as applied to governmental units. The Governmental Accounting Standards Board is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. (a) Basis of Presentation - Fund Accounting The Ports operations are accounted for in a proprietary fund type--the enterprise fund. The proprietary fund type is accounted for using the flow of economic resources measurement focus. With this measurement focus, all assets and liabilities associated with the operations are included on the balance sheet. Fund equity is segregated into contributed capital and retained earnings. The operating statement presents increases (revenues) and decreases (expenses) in net total assets. The Port's operations are financed and operated in a manner similar to private business enterprises. The intent of the governing body is that the costs (expenses, including depreciation) of providing services on a continuing basis be financed or recovered primarily through user charges. The measurement focus emphasizes the determination of net income- The Port follows the accrual basis of accounting for its proprietary fund. Under this method, revenues are recorded when earned and expenses are recorded at the time liabilities are incurred. Under the provisions of GASB Statement No. 20, "Accounting and Financial Reporting for Proprietary Fund Accounting, the Port has elected not to follow Financial Accounting Standards Board guidance issued subsequent to November 30, Organization and Signilicant AccountinE Policies (Continued) (b) Property. Plant and Enuipment Prior to January 1, 2000, fixed assets used in governmental fund type operations were accounted for in the general fixed assets account group. All fixed assets were valued at historical cost or estimated historical cost if actual historical cost was not available. No depreciation was provided on general fixed assets through December 31, Effective January 1,2000, the fixed assets recorded in the General Fixed Assets Group of Accounts were transferred to the Enterprise Fund. These assets are in service and the majority of resources generated by them are obtained from fees charged to those entities that utilize these fixed assets. Additions are recorded at cost or, if contributed property, at their estimated fair value at time of contribution. Repairs and maintenance are recorded as expenses; renewals and betterments are capitalized. The sale or disposal of fixed assets is recorded by removing cost and accumulated depreciation from the accounts and charging the resulting gain or loss to income. Depreciation has been calculated on each class of depreciable property using the straight-line method. Estimated useful lives are as follows: Water and Sewer Facility Port Facility Intermodal Container Facility Access Roads Railroads Interniodal Equipment Furniture and Fixtures 50 years 40 years 30 years 25 years 20 years 10 years 7 years (c) Statement of Cash Flows For the purposes of the Statement of Cash Flows, the Port considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. (d) Estimates Management uses estimates and assumptions in preparing financial statements in accordance with accounting principles generally accepted in the United States of America. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingencies and litigation arising in the ordinary course of business. It is possible that managements estimates will change in the near term. (e) Derivative Financial Instruments The Port makes limited use of derivative instruments for the purpose of managing interest rate risks. The derivative was held only for the purpose of hedging such risks, not for speculation, and is being treated as a fair value hedge for financial reporting purposes. Interest rate agreements were used to convert the Port's floating rate long-term debt to a fixed rate (Note 18). The differentials paid or received on interest rate swap agreements are accrued and recognized as adjustments to interest expense; gains and losses on the hedging instrument are recorded in earnings and any change in fair value adjusts the carrying amount of the hedged item. During 2010, the interest rate swap agreements were terminated. 2. Cash and Interest-BearinE Deposits Deposits of the Port are held at various financial institutions. At December 31,2010, the canying amounts of the Port cash demand deposits were $24,703,358 and the bank balance was $24,704,411. This difference is due to deposits in transit and outstanding checks. At year end, all deposits were entirely covered by federal depository insurance, U. S. Government Securities, and/or collateralized with securities, as required by state Law.

57 B-9 2. Cash and Interest-Bearing Deposits (Continued) Included in cash and interest-bearing deposits is $1,569,920 and $1,567,209 at December 31, 2010 and 2009, respectively, in the Louisiana Asset Management Pool (LAMP), a local government investment pooi. In accordance with OASB Codification Section , the investment in LAMP is not categorized in the three risk categories provided by GASE Codification Section because the investment is in the pool of funds and therefore not evidenced by securities that exist in physical or book entry form. LAMP is administered by LAMP, Inc., a nonprofit corporation organized under the laws of the State of Louisiana. Only local government entities having contracted to participate in LAMP have an investment interest in its po& of assets. The primary objective of LAMP is to provide a safe environment for the placement of public funds in short-term, high quality investments. The LAMP portfolio includes only securities and other obligations in which local governments in Louisiana are authorized to invest in accordance with LSA - R.S. 33:2955. Accordingly, LAMP investments are restricted to securities issued, guaranteed, or backed by the U.S. Treasury, the U.S. Government, or one of its agencies, enterprises, or instrumentalities, as well as repurchase agreements collateralized by those securities. Effective August 1, 2001, LAMP's investment guidelines were amended to permit the investment in government-only money market funds. In its 2001 Regular Session, the Louisiana Legislature (Senate Bill No. 512, Act 701) enacted LSA-R.S. 33:2955(A)(1)(h) which allows all municipalities, parishes, school boards, and any other political subdivisions of the State to invest in "Investment grade (A-I/P-I) commercial paper of domestic United States corporations." Effective October 1, 2001, LAMPs Investment Guidelines were amended to allow the limited investment in A-i or A-1~ commercial paper. The dollar weighted average portfolio maturity of LAMP assets is restricted to not more than 90 days, and consists of no securities with a maturity in excess of 397 days. LAMP is designed to be highly liquid to give its participants immediate access to their account balances. The investments in LAMP are stated at fair value based on quoted market rates. The fair value is determined on a weekly basis by LAMP and the value of the position in the external investment pool is the same as the value of the pool shares. LA1vIP, Inc. is subject to the regulatory oversight of the state treasurer and the board of directors. LAMP is not registered with the SEC as an investment company. LAMP is rated AAAni by Standard & Poor's. 3. Investments At December 31,2010 and 2009, investments consisted of the following: Bonds: Government and agency securities 2010 Market Value Market Value S2S22i Fair values for longteim investments are determined by reference to quoted market prices and other relevant information generated by market transactions. 4. Contributed Capital State grants are made available to the Port for the acquisition, improvement or construction of property and equipment and planning studies. Unrestricted operating grants and grants restricted as to purpose, but not contingent on the actual expenditures of funds, are recognized at that point in time when the right to the funds becomes inevocable. Where the expenditure of funds is the prime factor for determining the eligibility for the grant proceeds, the grant is recognized at the time when the expense is incurred. Operating grants are credited to income, and capital grants are credited to contributed capital. 4. Contributed Capital (Continued) The following governmental entities provided funding for the Pod during the years ended December 31,2010 and 2009: Louisiana Department of Economic Development State of Louisiana Department of Transportation and Development Red River Waterway Commission ,500,000 8,266,654 1,620,102 8,039,854 3,355, These funds were provided specifically for capital projects and are shown as a direct contribution to net assets. 5. Property, Plant and Equipment EFfective January 1,2000, the general fixed asset account group assets were transferred to the Enterprise Fund as these assets were substantially complete and in operation. These fixed assets consist of Port facilities including land, buildings, wharfs, docks, rail, switchyard, access roads, tank and storage facilities, water and sewer facilities, and a fire station. During the year ended December 31, 2010, capital expenditures consisted mainly of additions to the Regional Commerce Center, ADS Warehouse project, and Steelscape project. In addition, $180,399 of interest related to debt used to fund projects was capitalized. During the year ended December 31, 2009, capital expenditures consisted mainly of additions to the Pratt project, TruSouth Oil project, and Steelscape project. Depreciation expense totaled $4,246,302 and $3,793,075 for the years ended December 31, 2010 and 2009, respectively. Commitments for construction projects started but not yet complete total approximately $6,808,463 at December 31, Refer to Note 10. The following is a summary of Port fixed assets at December 31, 2010 and 2009: Land, including acquisition costs Buildings and operating facilities Equipment, furniture and fixtures Less-accumulated depreciation Net property, plant and equipment ,869,229 11,694, ,405, ,152, , , , ,037,878 (33.614,207) (29, ) Compensated Absences The Port has the following policy relating to personal time off (vacation and sick leave): Personal Time Off (PTO - Full time employees, after a ninety day introductory period, will accrue PTO at the following rates: 1) 1-3 years of employment 1.5 days per month 2) 4-5 years of employment 1.75 days per month 3) 6-10 years of employment 2 days per month 4) years of employment 2.25 days per month 5) 21+ years of employment 2.50 days per month 10

58 B Compensated Absences (Continued) Part time employees accrue vacation on a pro rata basis. Though employees may accumulate PTO days for retirement calculation and other purposes, the Port will only compensate up to a maximum of 30 days upon termination of employment. Employees may take pay for up to five (5) FF0 days annually. 7. Property Taxes On April 3, 1993, the voters of Caddo and Bossier parishes approved a special tax of 2½ mills to be levied on the property subject to taxation in the port area consisting of Caddo and Bossier Parishes for a period of twenty-five years, commencing with the year 1993, for the purpose of site acquisition and for constructing, acquiring, improving and equipping docks and wharves, transfer and storage facilities, commercial and industrial facilities and other port, transportation and infrastructure facilities and improvements within the Port area, and for paying the commission's expenses of administering, maintaining, operating and marketing its facilities in the Port area. Anticipated revenues from the 2010 assessment have been recorded as deferred revenue at December 31,2010 in the amount of $4,917,375 as these taxes relate to Deferred revenue at December31, 2009 amounted to $3,257,512. See Note 11 for an explanation of other deferred revenue. Property taxes are assessed on a calendar year basis, become due on November 15 of each year, and become delinquent on January 1 of the following year. An allowance is established for delinquent taxes to the extent that their coilectibility is estimated to be improbable. 8. Leases The Port leased equipment during the year, under operating leases. Rental expense was $59,958 and $54,228 in 2010 and 2009, respectively. Future minimum lease payments under these operating leases are as follows: , , , , ,755 Thereafter Profit-Sharing Plan Beginning January 1, 2000, the Port adopted and initiated a Qualified 401(a) Retirement Program for all eligible employees who are 21 years of age, completed 12 months of service, and are credited with 1,000 hours of service. Beginning January 2007, no new employees were eligible to participate in this plan. Under this plan, the Board of Commissioners may determine a discretionary contribution percent of gross salary for each budget year. It is set at a contribution of ten percent of gross salary for 2010 and Contributions to the Plan totaled $43,239 and $39,419 for the years ended December 31, 2010 and 2009, respectively. The Port also adopted a plan under Code Section 457, Salary Deferral Plan, for employee contribution, effective January 1, The Port does not contribute to this plan. Beginning January 2007, the Port adopted a PERS (Parochial Employees Retirement) for all eligible employees who have completed twelve months of service and who work at least twenty-eight hours per week. Under this plan, the amount of employee contributions is fixed by law. For 2010 and 2009, the Plan A employee rate was 9.5%. Employer contributions are determined every fiscal year according to statutory process. li 2010 and 2009, this rate was 15.75% and 12,25% for Plan A, respectively. Employer contributions to this plan totaled $107,725 for Lone-Term Debt Following is a summary of bonds payable: Description Water Revenue Bonds, Series 1997, principal payments began , interest payments began 4/24/98, secured and payable from water revenue, interest at 5.5%, final maturity 5/24/2037 Sewer Limited Tax Bonds, Series 1995, principal payments began March 1, 1997, interest payments began September 1, 1995, secured and payable from the proceeds of 2½ mill ad valorem tax, interest rate 245%,.5% annual administration fee, final maturity 3/1/2016 (Refinanced in 2005) Water Revenue Bonds Series 2003, principal payments begin July 2005, interest payments begin June 2005, interest rate 4.375% for 40 years Limited Tax Revenue and Refunding Bonds, Series 2005A, principal payments begin 3/1/2006; interest paid March 1 and September 1; secured and payable from the proceeds of 2.5 mu ad valorem tax; interest rate 3.2% to 40%; final maturity March 1,2017 Limited Tax Revenue and Refunding Bonds, Series 2005B, principal payments begin 3/1/2006; interest paid March I and September 1; secured and payable from the proceeds of 2.5 mil ad valorem tax; interest rate 3.25% to 4.125%; final maturity March 1,2017 Revenue and Refunding Bonds Series 2008A, 20M principal and interest payments begin March 31, 2008; interest paid Amount of Balance Original Issue January Principal (Bonds Only) 1,2010 Payments 11,950,000 10,675, ,388 6,250,329 2,615, ,000 3,200,000 3,031,656 39,418 3,530,000 2,330, ,000 4,745,000 3,145, ,000 Balance Issued December ,500,902 2,275,000 2,992,238 2,030,000 2,745,000 12

59 10. LonE-Term Debt (Continued) 10. Lone-Term Debt (Continued) B-11 Description quarterly on January 1. April 1, July I, and October 1; variable interest rate; fina' maturity January 1,2038, Refinanced in Revenue and Refunding Bonds Series 2008A, 3M principal and interest payments begin June 30, 2008; interest paid quarterly on January 1 Apr11 1, July I, and October 1; variable interest rate; final maturity January 1,2038. Refinanced in Limited Tax Revenue Series 2008, principal and interest payments begin March 1,2009; interest paid March I and September 1; interest rate 4.0%; final maturity March 1,2018. Unearned bond discount balance of$112,173 at December 31, Louisiana Local Government Environmental Facilities and Community Development Authority Revenue Bonds Series 2009, principal payments begin 4/1/2010. interest rate 2-4%, final maturity April I, Bond premium balance of $112,721 at 12131/10. Louisiana Local Government Environmental Facilities and Community Development Authority Revenue Refunding Bonds Series 2010, principal payments begin 4/1/2011, interest rate %, final maturity April 1,2038. Bond premium balance of $24742 at 12/31/10. Total general long-term debt Amount of Balance Balance Original Issue January Principal Issued December (Bonds Only) 1,2010 Payments ,000,000 19,475,000 19,475,000 3,000,000 2,940,000 2,940,000 15,000,000 13,697, ,707,827 6,025,000 6,153, ,371 5,652,721 24,970, ,198 24, flfl&Q Description Water Revenue Bonds, Series 1997, principal payments began , interest payments began 4/24198, secured and payable from water revenue, interest at 5.5%, final maturity 5124/2037 Sewer Limited Tax Bonds, Series 1995, principal payments began March 1, 1997, interest payments began September 1,1995, secured and payable from the proceeds of 2½ mill ad valorem tax, interest rate 245%,.5% annual administration fee, final maturity 3/1/2016 (Refinanced in 2005) Louisiana Local Government Environmental Facilities and Community Development Authority Revenue Bonds Series 2000, principal payments begin 3/1/2006, variable interest not to exceed 12% (Refinanced in 2009) Water Revenue Bonds Series 2003, principal payments begin July 2005, interest payments begin June 2005, interest rate 4.375% for 40 years Limited Tax Revenue and Refunding Bonds, Series 2005A, principal payments begin 3/1/2006; interest paid March 1 and September 1; secured and payable from the proceeds of 2.5 ml! ad valorem tax; interest rate 3.2% to 4.0%; final maturity March 1, 2017 Limited Tax Revenue and Refunding Bonds, Series 2005B, principal payments begin 3/1/2006; interest paid March 1 and September 1; secured and payable from the proceeds of 2.5 mil ad valorem tax; interest rate 3.25% to 4.125%; final maturity March 1,2017 Amount of Balance Original Issue January Principal (Bonds Only) 1,2009 Payments 11,950,000 10,840, ,077 6,250,329 2,945, ,000 7,500,000 6,388,000 6,388,000 3,200,000 3,075,331 43,675 3,530,000 2,630, , ,000 3,545, ,000 Balance Issued December ,675,290 2,615,000 3,031,656 2,330,000 3,145,

60 B Long-Term Debt (Continued) Amount of Balance Balance Original Issue January Principal Issued December Description (Bonds Only) 1,2009 Payments , 2009 Revenue and Refunding Bonds Series 2008A, 20M principal and interest payments begin March 31, 2008; interest paid quarterly on January I, April 1, July 1, and October 1; variable interest rate; final maturity January 1, ,000,000 19,780, ,000-19,475,000 Revenue and Refunding Bonds Series 2008A, 3M principal and interest payments begin June 30, 2008; interest paid quarterly on January 1, April 1. July 1, and October I; variable interest rate; final maturity January 1, ,000,000 2,980,000 40,000-2,940,000 Limited Tax Revenue Series 2008, principal and interest payments begin March 1,2009; interest paid March 1 and September I; interest rate 4.0%; final maturity March 1, Unearned bond discount balance of$127,826 at December 31, ,000,000 14,856,523 1,159,349-13,697,174 Louisiana Local Government Environmental Facilities and Community Development Authority Revenue Bonds Series 2009, principal payments begin I0, interest rate 2-4%, Bond premium balance of$128,092 at ,025, ,092 6,153,092 Total general long-term debt j The annual debt service requirements to maturity, including principal, interest, and bond amortization for long-term debt as of December 31, 2010 are as follows: Year Ending December General Long-Term Debt Interest 4,328,717 2,445,607 4,455,844 2,354,358 Total 6,774,324 6,810, Lone-Term Debt (Continued) Year Ending December Total General Long-Term Debt 4,573,636 4,717,130 4,911,362 17,507,502 4,848,525 6,167,631 7, 859,48 8 3,995, ,000 Interest 2,206,649 2,074,694 1,901,408 6,814,614 5,042,756 3,773,060 2,091, ,704 43,824 Total 6,780,285 6,791,824 6,812,770 24,322,116 9,891,281 9,940,691 9,951,372 4,366, , S8 There are a number of limitations and restrictions contained in the bond indentures. The Port is in compliance with all significant limitations and restrictions. Certain cash accounts are restricted for the repayment of bond principal and interest. Also included in restricted cash in 2010 is bond proceeds of $5,293,209 that are restricted in use to various construction projects for which they were issued (refer to Note 17). Restricted cash totaled $10,053,399 and $26,549,417 at December 31, 2010 and 2009, respectively. 11. Deferred Revenue During 1996, the Port entered into a lease agreement with Quaker State Corporation for the lease of a 94.5 acre tract of land at the Port site. The lease was for a term of twenty years from November 1, 1994, and the total rent of $1,030,540 was prepaid. In 1998, the Port partially canceled the lease in order to acquire acreage back for additional constmction. The Port paid $95,491 to Quaker State, leaving a balance of $814,013 prepaid as of December 31, During 2010, the Port canceled the remaining lease in order to acquire all acreage back for future use, paying Quaker $922,801. Due to the lease being tenninated, the deferred revenue balance was recognized on the income statement during the current year as a reduction of the cost to cancel the lease. Rental income of $-0- and $50,876 was recognized in 2010 and 2009 for this lease. Deferred revenue for the Quaker State agreement totaled $-0- and $254,378 as of December 31,2010 and 2009, respectively. During 1998, the Port entered into a lease agreement with Oakley Louisiana, Inc. for a term of forty years. Total rent of $200,000 was prepaid. Rental income of $5,000 was recognized in 2010 and Deferred revenue for the Oakley agreement totaled $134,039 and $139,039 as of December 31, 2010 and During 2006, the Port entered into a lease agreement with JW Gathering Company for the lease of a compressor station fortwenty-five years, and the total rent of $67,875 was prepaid. Rental income of $2,715 and $2,715 was recognized in 2010 and 2009 for this lease, and deferred revenue amounted to $55,378 and $58,093 as of December 31, 2010 and 2009, respectively. The Port entered into another long-term lease agreement in 2005 with Steelscape for a term of ninety-nine years for the lease of acreage at the Port site. Steelscape paid $337,500 during 2006 with the remaining balance of $337,500 paid in Rental income of $6,818 and $6,818 was recognized in 2010 and 2009, and deferred revenue amounted to $639,773 and $646,591 as of December 31, 2010 and 2009, respectively. 12. Litization As of December31, 2010, the Port was not engaged in any litigation in which it is a defendant or in which a claim has been made against it. 16

61 B Litigation (Continued) There remains one claim against the Port which has not risen to the level of a lawsuit, involving an alleged discharge onto private property from a pipeline owned by the Port and operated by the City of Shreveport. The matter remains under investigation by the Louisiana Department of Environmental Quality and the Fort. Due to the stage of the investigation, it is not possible to estimate with any degree of certainty the amount of investigative or remedial costs that may be required or whether LDEQ will assess penalties against persons determined to be responsible parties. 13. Rental Income Under Operating Leases The Port is a lessor of certain property which consists principally of acreage and marine terminal docks. Some leases contain option renewal periods. Following is a schedule by year of future rental income to be received under noncancellable operating leases in effect as of December 31, 2010; Year Ending December 31: ,185, ,955, ,857, ,857, ,857,310 Thereafter , Water and Sewerage Revenue The Port receives revenue from the City of Shreveport which it collects from water and sewerage customers who use the waterworks system which was constructed by proceeds received by the Port from the issuance of water revenue bonds. As of December 31, 2010 and 2009, there were twenty-eight commercial users and -eleven residential users of the waterworks system. Total revenue received in 2010 and 2009 was $1,641,323 and $1,639,330, respectively. Following is a schedule of water rates charged by the City of Shreveport: Monthly customer service fee on sewerage 7.74 Sewer charges per 1,000 gallons 7.16 Water chargesper 1,000 gallons: Residential 5.40 Commercial 5.40 Industrial 5.40 Note: Port customers are charged double since the system is located outside the city limits. 15. Safety Tariff Revenue The Port receives revenue related to Ordinance No. 1 enacted in 2000 to partially fund fire, emergency medical and security services provided by the Port. The Safety Tariff is equal.2% of the asset value of the Forts complex occupants and totaled $169,146 and $168,279 for the years ended December 31, 2010 and 2009, respectively. 16. Conduit Debt From time to time, the Port has issued revenue bonds to provide assistance for private-sector entities for projects that are deemed to be in the public interest. The Port is not obligated for repayment of the bonds. Accordingly, the bonds are not reported in the accompanying financial statements Conduit Debt (Continued) Revenue bonds in the amount of $10,000,000 were issued by the Port on August 1,2003, for the account of Morris & Dickson Co., L.L,C. (MD) for the purpose of fmancing leasehold improvements, equipment and machinery. During this same period, the Port entered into a lease with MD for the facilities in which it operates. The Port also agreed to complete certain improvements to the property (roadlsewer) in the amount of $1,000,000. The aggregate amount of bonds outstanding at December 31, 2010 and 2009, totaled $500,000. The Port issued $5,500,000 of revenue bonds on November 1,2004, for the account of Arkia Disposal, L.L.C. for the purpose of financing leasehold improvements. During the same period, the Port also entered into a lease with Arkia Disposal, L.L.C. for the facilities in which it operates. The bonds are due in 240 monthly installments, beginning December 1, 2004, at 5% interest. The aggregate amount of bonds outstanding at December 31, 2010 and 2009 totaled $4,645,776 and $4,871,334, respectively. Revenue bonds in the amount of $10,000,000 were issued by the Port on May 1,2006 for the account of Sports South, L.L.C. for the purpose of financing the cost of acquiring, constructing, installing, and equipping a warehouse and distribution facility and related facilities within the jurisdiction of the Port. The aggregate amount of the bonds outstanding at December 31, 2010 and 2009 totaled $500,000. The Port entered into a lease with Sports South, L.L.C. with payments beginning in Revenue bonds in the amount of $112,000,000 were issued by the Port on June 12, 2008 for the account of Pratt Paper (LA) for the purpose of financing the cost of constructing a paper mill. The aggregate amount of the bonds outstanding at December31, 2010 and 2009 was $109,000,000 and $112,000,000, respectively. Taxable revenue bonds in the amount of $11,000,000 were issued by the Port on August 31, 2009 for the account of Coca-Cola Bottling Company, LLC for the purpose of constructing a new warehouse distribution facility. The aggregate amount of bonds outstanding at December 31, 2010 and 2009 totaled $11,000,000 and $10,584,272, respectively. Recovery zone facility bonds in the amount of $10,000,000 were issued by the Port on September 25, 2009 for the account of Northwest Pipe Company for the purpose of refurbishing an existing manufacturing facility and machinery. The aggregate amount of bonds outstanding at December 31,2010 and 2009 totaled $10,000,000 and $8,817,583, respectively. 17. Construction Prolects The Port currently has over $5.3 million of bond proceeds in restricted cash accounts to use for construction projects. The projects are Regional Commerce Center and ADS Warehouse, and are anticipated to be completed in The Port has plans to start a rail project in 2011 with a projected cost of $6.6 million. Approximately $5 million of the cost would be from unrestricted cash. 18. Interest Rate Swaps In prior years, the Port entered into interest rate swap agreements to reduce the impact of changes in interest rates on its floating rate long-term debt. At December 31, 2009, the Port had outstanding two interest rate swap agreements with a commercial bank, having a total notional amount of $22,415,000. Those agreements changed the Port's interest rate exposure on its $19,475,000 floating rate notes due 2038 to a fixed 3.755% and its $2,940,000 floating rate notes due 2038 to a fixed 3.755%. The increase to the Port (increase in interest expense) for the above interest rate swaps for 2010 and 2009 was $380,950 and $758,245, respectively. The fair market value of the interest rate swaps at December 3 I, 2009 resulted in an unrealized loss and change in the carrying amount of the hedges of $1,513,868. During 2010, the interest rate swap agreements were terminated in conjunction with the refmancing of the above referenced bonds. As a result of the termination of the swap agreements, the Port incurred a cost of $2,370,000. This loss was recognized on the financial 18