$8,650,000 Township of Monroe Cumberland County, Pennsylvania General Obligation Bonds, Series of 2011

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1 NEW ISSUE BOOK-ENTRY ONLY RATINGS: S&P: A+ (Stable Outlook) Underlying AA+ (CreditWatch negative) Assured Guaranty Municipal Insured (See RATINGS herein) In the opinion of Bond Counsel, under existing statutes, regulations and judicial decisions, interest on the Bonds is excluded from gross income for purposes of federal income taxation and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, although in the case of corporations (as defined for federal income tax purposes) such interest is taken into account in determining adjusted current earnings for purposes of such alternative minimum tax. This opinion of Bond Counsel is subject to continuing compliance by the Township with its covenants in the Ordinance and other documents to comply with requirements of the Internal Revenue Code of 1986, as amended, and applicable regulations thereunder. Bond Counsel is also of the opinion that under the laws of the Commonwealth of Pennsylvania (the Commonwealth ) as presently enacted and construed, the Bonds are exempt from personal property taxes in the Commonwealth and the interest on the Bonds is exempt from the Commonwealth s Personal Income Tax and the Commonwealth s Corporate Net Income Tax. The Bonds are qualified tax-exempt obligations, for purposes and effect contemplated by Section 265 of the Internal Revenue Code of 1986, as amended (relating to expenses and interest relating to tax-exempt income of certain financial institutions). For further information concerning federal and state tax matters relating to the Bonds, see Tax Exemption and Other Tax Matters herein. $8,650,000 Township of Monroe Cumberland County, Pennsylvania General Obligation Bonds, Series of 2011 Dated: Date of Delivery Principal Due: August 1, as shown on inside cover Interest Payable: February 1 and August 1 First Interest Payment: February 1, 2012 The General Obligation Bonds, Series of 2011 (hereinafter referred to as the Bonds ), in the aggregate principal amount of $8,650,000 of the Township of Monroe, Cumberland County, Pennsylvania (the Township ) are issuable as fully registered Bonds, without coupons, and when issued, will be registered in the name of CEDE & CO., as nominee for The Depository Trust Company, New York, New York ( DTC ), which will act as securities depository for the Bonds. Beneficial ownership interest in the Bonds will be recorded in book-entry-only form in denominations of $5,000 principal amount and any integral multiple thereof. Interest on the Bonds will be payable semi-annually on February 1 and August 1, of each year, commencing on February 1, 2012, at the annual rates shown on the inside cover hereof. The Township has appointed Manufacturers and Traders Trust Company (the Paying Agent ), as paying agent an sinking fund depository for the Bonds. So long as DTC or its nominee, Cede & Co., is the registered owner of the Bonds, payments of the principal of and interest on the Bonds will be made directly to Cede & Co., which will remit such payments to the DTC participants, which will in turn remit such payments to the beneficial owners of the Bonds. Purchasers will not receive physical delivery of the Bonds. See Book Entry Only System herein. If the use of the Book-Entry Only System for the Bonds is ever discontinued, bond certificates will be issued, and the principal of and redemption premium, if any, on each of the Bonds will be payable, when due, upon surrender of such Bond to the Paying Agent at its corporate trust office in Harrisburg, Pennsylvania, at its principal corporate trust office in Buffalo, New York, or at such other office designated by the Paying Agent (or any successor paying agent at its designated office(s)), and interest on such Bond will be payable by check mailed to the person(s) in whose name(s) such Bond is registered as of the Record Date with respect to the particular interest payment date (See THE BONDS, infra). The Bonds are subject to redemption prior to maturity as described herein. THE BONDS ARE GENERAL OBLIGATIONS OF THE TOWNSHIP, PAYABLE FROM ITS TAX AND GENERAL REVENUES, AND THE FULL FAITH, CREDIT AND TAXING POWER OF THE TOWNSHIP WILL BE PLEDGED IRREVOCABLY FOR PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS WHEN DUE. THE BONDS ARE OBLIGATIONS SOLELY OF THE TOWNSHIP AND ARE NOT OBLIGATIONS OF THE COMMONWEALTH OF PENNSYLVANIA OR ANY POLITICAL SUBDIVISION THEREOF OTHER THAN THE TOWNSHIP. Proceeds of the Bonds will be used to provide funds for and toward the following: (a) payment of the costs and expenses of a capital project that consists of payment of a capital contribution for and toward a portion of the costs of planning, designing, acquiring and constructing upgrades and other improvements to the South Middleton wastewater treatment plant and related facilities through which sewage and wastes collected in portions of the sanitary sewage collection systems owned by the Monroe Township Municipal Authority and leased to the Township for operation and use are transported and treated, (b) refunding, on a current basis, the Township s outstanding General Obligation Bonds, Series of 2003, General Obligation Bonds, Series A of 2003, and General Obligation Bonds, Series of 2005; and (c) payment of related costs and expenses, including the costs and expenses of financing. The Bonds are legal investments for fiduciaries in the Commonwealth under Probate, Estates and Fiduciaries Code Act of June 30, 1972, No. 164, P.L. 508, as amended and supplemented. The scheduled payment of principal of and interest on the Bonds when due will be guaranteed under an insurance policy to be issued concurrently with the delivery of the Bonds by ASSURED GUARANTY MUNICIPAL CORP. See BOND INSURANCE herein. MATURITIES, AMOUNTS, RATES AND PRICES (As Shown on Inside Cover) The Bonds are offered for delivery when, as and if issued by the Township and received by the Underwriter subject to the approving legal opinion of Rhoads & Sinon LLP, Bond Counsel, of Harrisburg, Pennsylvania. Certain legal matters will be passed upon for the Township by its Solicitor, James D. Bogar, Esquire, Shiremanstown, Pennsylvania. It is expected that the Bonds will be available for delivery through DTC or its agent, on or about November 22, Dated: October 20, 2011

2 $8,650,000 Township of Monroe Cumberland County, Pennsylvania General Obligation Bonds, Series of 2011 Dated: Date of Delivery Principal Due: August 1, as shown below Interest Due: February 1 and August 1 First Interest Payment: February 1, 2012 MATURITY SCHEDULE Maturity Date (August 1) Principal Amounts Interest Rate Yield 2012 $175, % 0.650% , , , , , , * , , , , , $970, % Term Bonds due August 1, 2024 at 3.350% $910, % Term Bonds due August 1, 2026 at 3.500% $855, % Term Bonds due August 1, 2028 at 3.800% $750, % Term Bonds due August 1, 2030 at 3.950% $635, % Term Bonds due August 1, 2032 at 4.050% $470, % Term Bonds due August 1, 2035 at 4.150% * Yield to first optional redemption date.

3 TOWNSHIP OF MONROE Cumberland County, Pennsylvania TOWNSHIP BOARD OF SUPERVISORS Name Office Term Expires Samuel M. Simmons, III Chairperson December 31, 2015 John B. Dwyer Vice Chairperson December 31, 2013 A.W. Castle, III Member December 31, 2011 TOWNSHIP SOLICITOR JAMES D. BOGAR, ESQUIRE Shiremanstown, Pennsylvania BOND COUNSEL RHOADS & SINON LLP Harrisburg, Pennsylvania PAYING AGENT MANUFACTURERS AND TRADERS TRUST COMPANY Harrisburg, Pennsylvania and Buffalo, New York UNDERWRITER PNC CAPITAL MARKETS LLC Philadelphia, Pennsylvania CONSULTING ENGINEER REMINGTON, VERNICK & BEACH ENGINEERS Mechanicsburg, Pennsylvania TOWNSHIP ADDRESS 1220 Boiling Springs Road Mechanicsburg, Pennsylvania 17055

4 No dealer, broker, salesman or other person has been authorized by the Township or the Underwriter to give any information or to make any representations, other than those contained in this Official Statement. If given or made, such other information or representations must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy any security other than the Bonds, nor shall there be any sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth in this Official Statement has been obtained from the Township and other sources which are believed to be reliable. Such information is not guaranteed as to accuracy or completeness. The information and expressions of opinion in this Official Statement are subject to change without notice and neither the delivery of this Official Statement nor any sale made under it shall, under any circumstances, create any implication that there have been no changes in the affairs of the Township since the date hereof. Assured Guaranty Municipal Corp. ( AGM ) makes no representation regarding the Bonds or the advisability of investing in the Bonds. In addition, AGM has not independently verified, makes no representation regarding, and does not accept any responsibility for the accuracy or completeness of this Official Statement or any information or disclosure contained herein, or omitted herefrom, other than with respect to the accuracy of the information regarding AGM supplied by AGM and presented under the heading BOND INSURANCE and APPENDIX C - Specimen Municipal Bond Insurance Policy. The quotations from and summaries and explanation of provisions of laws and documents contained herein, including the cover page and Appendices attached hereto, do not purport to be complete. Reference is made to such laws and documents for full and complete statements of their provisions. Any statements made in this Official Statement involving estimates or matters of opinion, whether or not expressly so stated, are intended merely as estimates or opinions and not as representations of fact. The information and expressions of opinion herein are subject to change without notice. Neither the delivery of this Official Statement nor any sale of the Bonds shall under any circumstances create any implication that there has been no change in the affairs of the Township since the date of this Official Statement. The Underwriter may offer and sell the Bonds to certain dealers (including dealers depositing the Bonds into investment trust(s)) and others at prices lower than the public offering prices stated on the cover hereof. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVER ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET, SUCH STABILIZING, IF COMMENCED MAY BE DISCONTINUED AT ANY TIME, WITHOUT PRIOR NOTICE. INTRODUCTORY STATEMENT... 1 AUTHORITY FOR THE ISSUANCE... 1 PURPOSE OF THE ISSUE AND PLAN OF FINANCE... 1 THE BONDS... 2 BOOK-ENTRY ONLY SYSTEM... 3 REDEMPTION PROVISIONS... 5 SECURITY FOR THE ISSUE... 7 BOND INSURANCE... 7 BOND INSURANCE RISK FACTORS... 9 SOURCES AND USES OF FUNDS BOND AMORTIZATION SCHEDULE THE TOWNSHIP THE AUTHORITY THE SEWER SYSTEM THE AGREEMENTS OF LEASE TOWNSHIP FINANCES GENERAL FUND STATEMENT OF REVENUES AND EXPENDITURES DEBT LIMIT AND REMAINING BORROWING CAPACITY BORROWING CAPACITY TABLE OF CONTENTS Page Page PRIOR AND CURRENT FINANCING CERTAIN FINANCIAL MATTERS RELATING TO THE TOWNSHIP LOCAL TAX ANALYSIS TOWNSHIP EMPLOYEES FUTURE FINANCING LITIGATION CONTINUING DISCLOSURE UNDERTAKING TAX EXEMPTION AND OTHER TAX MATTERS DEFAULTS AND REMEDIES LIMITATIONS ON REMEDIES MISCELLANEOUS RATINGS UNDERWRITING CERTAIN MATTERS APPENDIX A Demographic and Economic Information APPENDIX B Proposed Form of Opinion of Bond Counsel APPENDIX C Specimen Municipal Bond Insurance Policy

5 OFFICIAL STATEMENT $8,650,000 Township of Monroe Cumberland County, Pennsylvania General Obligation Bonds, Series of 2011 INTRODUCTORY STATEMENT This Official Statement, including the cover page and the attached appendices, is to provide information regarding the offering by the Township of Monroe, Cumberland County, Pennsylvania (the "Township") of its General Obligation Bonds, Series of 2011, dated the Dated Date of the Bonds (hereinafter defined) (hereinafter referred to as the "Bonds"). The Bonds are being issued in accordance with the requirements of the Local Government Unit Debt Act, 53 Pa.C.S. Chs (the "Act"), of the Commonwealth of Pennsylvania (the "Commonwealth"), and pursuant to an ordinance of the Township enacted October 13, 2011 (the "Ordinance"). Manufacturers and Traders Trust Company (the "Paying Agent"), which has corporate trust offices in Harrisburg, Pennsylvania, and Buffalo, New York, will act as the Paying Agent and Sinking Fund Depository for the Bonds. The Bonds are general obligations of the Township, payable from the tax and other general revenues of the Township. The Township has covenanted, in the Ordinance, that the Township shall do the following: (1) include the amount of the debt service for the Bonds for each fiscal year in which such sums are payable in its budget for that year, (2) appropriate those amounts from its general revenues for the payment of such debt service, and (3) duly and punctually pay or cause to be paid from its Sinking Fund, as hereinafter defined, or any other of its revenues or funds, the principal of and interest on each of the Bonds at the dates and places and in the manner stated in the Bonds, according to the true intent and meaning thereof. For such budgeting, appropriation and payment in respect of the Bonds, the Township, under the Ordinance, has irrevocably pledged its full faith, credit and taxing power. Under the provisions of the Pennsylvania Second Class Township Code, as presently enacted and construed, the Township has the power to levy an annual ad valorem tax on all taxable real property within the Township, presently without limitation as to rate or amount, for the purpose of paying debt service on the Bonds. Sewer rates and charges imposed upon and payable by the users of the public sanitary sewage collection systems operated by the Township are intended to be the primary source of revenue for the payment of the principal of and interest on the Bonds, although such revenues have not been specifically pledged for such payment (see The Sewer System herein). Neither the delivery of this Official Statement nor any sale of the Bonds made hereunder shall, under any circumstances, create an implication that thereafter there have been no changes in the affairs of the Township since the date of this Official Statement or the earliest date as of which certain information contained herein is given. AUTHORITY FOR THE ISSUANCE The Bonds are issued in accordance with the requirements of the Act and pursuant to the Ordinance. Issuance of the Bonds will be approved by the Department of Community and Economic Development (the Department ) of the Commonwealth pursuant to the Act. Purpose of the Issue PURPOSE OF THE ISSUE AND PLAN OF FINANCE Proceeds of the Bonds will be used to provide funds for and toward the following: (a) payment of the costs and expenses of a capital project that consists of payment of a capital contribution for and toward a portion of the costs of planning, designing, acquiring and constructing upgrades and other improvements to the South Middleton wastewater treatment plant and related facilities through which sewage and wastes collected in portions of the sanitary sewage collection systems owned by the Monroe Township Municipal Authority and leased to the Township for operation and use are transported and treated, (b) refunding, on a current basis, the Township s outstanding General Obligation Bonds, Series of 2003 (the 2003 Bonds ), General Obligation Bonds, Series A of 2003 (the 2003A Bonds ), and General Obligation Bonds, Series of 2005 (the 2005 Bonds and together with the 2003 Bonds and the 2003A Bonds, the Refunded Bonds ); and (c) payment of related costs and expenses, including the costs and expenses of financing. Sewer rates and charges imposed upon and payable by the users of the public sanitary sewage collection systems operated by the Township are intended to be the primary source of revenue for the payment of the principal of and interest on the Bonds, although such revenues have not been specifically pledged for such payment (see The Sewer System herein). The Series 2003 Refunding The refunding of the 2003 Bonds consists of the refunding, on a current basis for federal tax purposes, of $2,370,000 aggregate principal amount of the 2003 Bonds, being those 2003 Bonds maturing August 1, 2013 through August 1, 2033 inclusive (the "Series 2003 Refunded Bonds"). Upon issuance of the Bonds, a portion of the proceeds of the Bonds will be 1

6 deposited with Manufacturers and Traders Trust Company, Buffalo, New York, to provide sufficient funds to redeem the Series of 2003 Refunded Bonds by optional redemption on November 22, 2011 at a redemption price of 100%, plus accrued interest to the date of redemption. The Series A of 2003 Refunding The refunding of the 2003A Bonds consists of the refunding, on a current basis for federal tax purposes, of $2,050,000 aggregate principal amount of the 2003A Bonds, being those 2003A Bonds maturing August 1, 2013 through August 1, 2029 inclusive (the "Series 2003A Refunded Bonds"). Upon issuance of the Bonds, a portion of the proceeds of the Bonds will be deposited with Manufacturers and Traders Trust Company, Buffalo, New York, to provide sufficient funds to redeem the Series 2003A Refunded Bonds by optional redemption on November 22, 2011 at a redemption price of 100%, plus accrued interest to the date of redemption. The Series 2005 Refunding The refunding of the 2005 Bonds consists of the refunding, on a current basis for federal tax purposes, of $2,880,000 aggregate principal amount of the 2005 Bonds, being those 2005 Bonds maturing August 15, 2012 through August 15, 2033 inclusive (the "Series 2005 Refunded Bonds"). Upon issuance of the Bonds, a portion of the proceeds of the Bonds will be deposited with Manufacturers and Traders Trust Company, Buffalo, New York, to provide sufficient funds to redeem the Series 2005 Refunded Bonds by optional redemption on November 22, 2011 at a redemption price of 100%, plus accrued interest to the date of redemption. Description THE BONDS The Bonds will be issued in fully registered form in denominations of $5,000 principal amount and integral multiples thereof, will be in the aggregate principal amount of $8,650,000, will be dated as of the date of original issuance and delivery to the Underwriter (the Dated Date of the Bonds ), and will bear interest at the rates and mature in the amounts and on the dates set forth on the inside cover hereof. Interest on each of the Bonds will be payable initially on February 1, 2012, and thereafter, semiannually on each February 1 and August 1 until the maturity date of such Bond or, if such Bond is subject to redemption prior to maturity, until the date fixed for redemption thereof, if payment of the redemption price has been duly made or provided for. When issued, the Bonds will be registered in the name of Cede & Co., as nominee for The Depository Trust Company ( DTC ), New York, New York. Purchasers of the Bonds (the Beneficial Owners ) will not receive any physical delivery of bond certificates, and beneficial ownership of the Bonds will be evidenced only by book entries. See BOOK ENTRY ONLY SYSTEM herein. Payment of Principal and Interest So long as Cede & Co., as nominee of DTC, is the registered owner of the Bonds, payments of principal of, redemption premium, if any, and interest on the Bonds, when due, are to be made to DTC and all such payments shall be valid and effective to satisfy fully and to discharge the obligations of the Township with respect to, and to the extent of, principal, redemption premium, if any, and interest so paid. If the use of the Book-Entry Only System for the Bonds is discontinued for any reason, bond certificates will be issued and payment of principal and interest on the Bonds shall be made as described in the following paragraphs: The principal of certificated Bonds, when due upon maturity or upon any earlier redemption, will be paid to the registered owners of the Bonds, or registered assigns, upon surrender of such Bonds to Manufacturers and Traders Trust Company (the Paying Agent ), acting as paying agent and sinking fund depositary for the Bonds, at its designated office(s), currently the corporate trust office of the Paying Agent in Harrisburg, Pennsylvania, or its principal corporate trust office in Buffalo, New York (or to any successor paying agent at its designated office(s)). Interest on the Bonds will be payable to the registered owner of a Bond from the interest payment date next preceding the date of registration and authentication of the Bond, unless: (a) such Bond is registered and authenticated as of an interest payment date, in which event such Bond shall bear interest from said interest payment date, or (b) such Bond is registered and authenticated after a Record Date (hereinafter defined) and before the next succeeding interest payment date, in which event such Bond shall bear interest from such interest payment date, or (c) such Bond is registered and authenticated on or prior to the Record Date preceding February 1, 2012, in which event such Bond shall bear interest from the Dated Date of the Bonds, or (d) as shown by the records of the Paying Agent, interest on such Bond shall be in default, in which event such Bond shall bear interest from the date to which interest was last paid on such Bond. Interest on a certificated Bond will be payable by check drawn on the Paying Agent, which shall be mailed to the registered owner whose name and address shall appear, at the close of business on the fifteenth (15 th ) day (whether or not a day on which the Paying Agent is open for business) next preceding each interest payment date (the Record Date ), on the registration books maintained by the Paying Agent, irrespective of any transfer or exchange of the Bond subsequent to such Record Date and prior to such interest payment date, unless the Township shall be in default in payment of interest due on such interest payment date. In the event of any such default, such defaulted interest shall be 2

7 payable to the person in whose name the Bond is registered at the close of business on a special record date for the payment of such defaulted interest established by notice mailed by the Paying Agent to the registered owner of such Bond not less than fifteen (15) days preceding such special record date. Such notice shall be mailed to the person in whose name such Bond is registered at the close of business on the fifth (5 th ) day preceding the date of mailing. If the date for payment of the principal of or interest on any Bonds shall be a Saturday, Sunday, legal holiday or a day on which banking institutions in the Commonwealth are authorized or required by law or executive order to close, then the date for payment of such principal or interest shall be the next succeeding day which is not a Saturday, Sunday, legal holiday or a day on which such banking institutions are authorized or required to close, and payment on such date shall have the same force and effect as if made on the nominal date established for such payment. Transfer, Exchange and Registration of Bonds Subject to the provisions described below under BOOK-ENTRY ONLY SYSTEM, the Bonds are transferable or exchangeable by the registered owners thereof upon surrender of the Bonds to the Paying Agent at its designated corporate trust office, accompanied by a written instrument or instruments in form, with instructions, and with guaranty of signature satisfactory to the Paying Agent, duly executed by the registered owner of such Bond or the owner s attorney-in-fact or legal representative. The Paying Agent shall enter any transfer of ownership of Bonds in the registration books and shall authenticate and deliver at the earliest practicable time in the name of the transferee or transferees a new fully registered Bond of authorized denominations of the same maturity and interest rate for the aggregate amount which the registered owner is entitled to receive. The Township and the Paying Agent may deem and treat the registered owner of any Bond as the absolute owner thereof (whether or not a Bond shall be overdue) for the purpose of receiving payment of or on account of principal and interest and for all other purposes, and the Township and the Paying Agent shall not be affected by any notice to the contrary. The Township and the Paying Agent shall not be required: (i) to issue or to register the transfer of or exchange any Bonds then considered for redemption during a period beginning at the close of business on the fifteenth (15th) day next preceding any date of selection of Bonds to be redeemed and ending at the close of business on the day on which the applicable notice of redemption is given, or (ii) to register the transfer of or exchange any portion of any Bond selected for redemption, in whole or in part until after the date fixed for redemption. Bonds may be exchanged for a like aggregate amount of Bonds of other authorized denominations of the same maturity and interest rate. BOOK-ENTRY ONLY SYSTEM DTC will act as securities depository for the Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co., DTC s nominee. One fully-registered Bond will be issued for each maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC or its agent. 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 (the DTC Direct Participants ) deposit with DTC. DTC also facilitates the post-trade settlement among DTC Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between DTC Direct Participants accounts. This eliminates the need for physical movement of securities certificates. DTC 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. DTC is owned by the users of its 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 DTC Direct Participant, either directly or indirectly ( DTC Indirect Participants ). DTC has Standard & Poor s Rating of AA. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at and Purchases of the Bonds under the DTC system must be made by or through DTC Direct Participants, which will receive a credit for the 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 DTC Direct Participants and DTC 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 DTC Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accomplished by entries made on the books of DTC Direct or Indirect Participants acting on behalf of Beneficial Owners. BENEFICIAL OWNERS WILL NOT RECEIVE CERTIFICATES REPRESENTING THEIR OWNERSHIP INTERESTS IN THE BONDS, EXCEPT IN THE EVENT THAT USE OF THE BOOK-ENTRY SYSTEM FOR THE BONDS IS DISCONTINUED. 3

8 To facilitate subsequent transfers, all Bonds deposited by DTC Direct Participants with DTC are registered in the name of DTC s partnership nominee, Cede & Co., or such other name as requested by an authorized representative of DTC. The deposit of the 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 Bonds; DTC s records reflect only the identity of the DTC Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The DTC 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 DTC Direct Participants, by DTC Direct Participants to DTC Indirect Participants, and by DTC Direct Participants and DTC 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. Beneficial Owners of Bonds may wish to take certain steps to augment transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the security documents. For example, Beneficial Owners to Bonds may wish to ascertain that the nominee holding the bonds for their benefit has agreed to obtain and transmit notices of Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Paying Agent and request that copies of the notices be provided directly to them. THE TOWNSHIP AND THE PAYING AGENT WILL NOT HAVE ANY RESPONSIBILITY OR OBLIGATION TO SUCH DTC DIRECT OR INDIRECT PARTICIPANTS OR THE PERSONS FOR WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE BONDS. While the Bonds are in the book-entry system and DTC is the Securities Depository with respect to the Bonds, redemption notices shall be sent to DTC. If less than all of the Bonds are being redeemed, DTC s practice is to determine by lot the amount of the interest of each DTC Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a DTC Direct Participant in accordance with DTC s MMI 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 DTC Direct Participants to whose accounts the Bonds are credited on a record date (established by DTC and identified in a listing attached to the Omnibus Proxy). So long as the Bonds are held by DTC under a book-entry only system, principal, redemption and interest payments on the 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 DTC Direct Participants accounts upon DTC s receipt of funds and corresponding detail information from the Paying Agent on payment dates in accordance with their respective holdings shown on DTC s records. Payments by DTC Direct or Indirect 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 DTC Direct or Indirect Participant and not of DTC (nor its nominee), the Paying Agent or the Township, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal, redemption payments 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 in accordance with the Ordinance. Disbursement of such payments to DTC Direct Participants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of DTC Direct and Indirect Participants. The foregoing description of the procedures and recordkeeping with respect to beneficial ownership interests in the Bonds, payment of principal, interest and other payments on the Bonds to DTC Direct or Indirect Participants or Beneficial Owners, confirmation and transfer of beneficial ownership interest in such Bonds and other related transactions by and between DTC, the DTC Direct or Indirect Participants and the Beneficial Owners is based solely on information provided by DTC. Accordingly, no representations can be made concerning these matters, and the Beneficial Owners should not rely on the foregoing information with respect to such matters, but should instead confirm the same with DTC or the DTC Direct or Indirect Participants, as the case may be. THE TOWNSHIP AND THE PAYING AGENT SHALL HAVE NO RESPONSIBILITY OR OBLIGATION TO ANY DTC DIRECT OR INDIRECT PARTICIPANT, ANY BENEFICIAL OWNER OR ANY OTHER PERSON CLAIMING A BENEFICIAL OWNERSHIP INTEREST IN THE BONDS UNDER OR THROUGH DTC OR ANY DTC DIRECT OR INDIRECT PARTICIPANT, OR ANY OTHER PERSON WHICH IS NOT SHOWN ON THE REGISTRATION BOOKS OF THE PAYING AGENT AS BEING A BONDHOLDER, WITH RESPECT TO: THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DTC DIRECT OR INDIRECT PARTICIPANT; THE PAYMENT BY DTC OR ANY DTC PARTICIPANT OF ANY AMOUNT IN RESPECT OF THE PRINCIPAL OF AND PREMIUM, IF ANY, PURCHASE PRICE OR INTEREST ON THE BONDS; ANY NOTICE WHICH IS PERMITTED OR REQUIRED TO BE GIVEN TO BONDHOLDERS UNDER THE ORDINANCE; THE SELECTION BY DTC OR ANY DTC DIRECT OR INDIRECT PARTICIPANT OF ANY PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE BONDS; ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS BONDHOLDER; OR ANY OTHER PROCEDURES OR OBLIGATIONS OF DTC UNDER THE BOOK-ENTRY SYSTEM. SO LONG AS CEDE & CO. IS REGISTERED OWNER OF THE BONDS, AS NOMINEE OF DTC, REFERENCES HEREIN TO THE BONDHOLDERS OR REGISTERED HOLDERS OF THE BONDS SHALL MEAN CEDE & CO., AS AFORESAID, AND SHALL NOT MEAN THE BENEFICIAL OWNERS OF THE BONDS. 4

9 Discontinuation of Book-Entry Only System DTC may determine to discontinue providing its service with respect to the Bonds at any time by giving notice to the Township and the Paying Agent and discharging its responsibilities with respect thereto under applicable law. Under such circumstances, in the event that a successor depository is not obtained, Bonds are required to be printed and delivered. In addition, under certain circumstances set forth in the Ordinance, the Township may determine to discontinue the book-entry-only system. In the event that the book-entry-only system for the Bonds is discontinued, the registration, transfer, and related provisions set forth in the Ordinance would apply. In that event, Bonds will be printed and delivered to DTC. Optional Redemption REDEMPTION PROVISIONS Bonds stated to mature on and after August 1, 2017 are subject to redemption prior to maturity, at the option of the Township, as a whole, on February 1, 2017, or on any date thereafter, upon payment of the principal amount thereof, together with accrued interest to the date fixed for redemption. Bonds stated to mature on and after August 1, 2017, are subject to redemption prior to maturity, at the option of the Township, from time to time, in part, on February 1, 2017, or on any date thereafter, in any order of maturity selected by the Township. If less than all Bonds of any one maturity are to be redeemed, the Bonds of such maturity or the portions thereof to be redeemed shall be drawn by lot by the Paying Agent. Any such redemption shall be upon payment of the principal amount to be redeemed, together with accrued interest thereon to the date fixed for redemption. Mandatory Redemption The Bonds stated to mature on August 1, 2024, August 1, 2026, August 1, 2028, August 1, 2030, August 1, 2032 and August 1, 2035 are subject to mandatory redemption prior to maturity, by lot, at a redemption price equal to 100% of the principal amount to be redeemed plus accrued interest to the date fixed for redemption, on August 1 of the years and in the aggregate principal amounts set forth for the Bonds of each such maturity below. As to the Bonds stated to mature on August 1, 2024: *Maturity August 1 Redemption Date Aggregate Principal Amount of the Bonds to be Redeemed 2023 $480, ,000* As to the Bonds stated to mature on August 1, 2026: *Maturity August 1 Redemption Date Aggregate Principal Amount of the Bonds to be Redeemed 2025 $500, ,000* As to the Bonds stated to mature on August 1, 2028: *Maturity August 1 Redemption Date Aggregate Principal Amount of the Bonds to be Redeemed 2027 $420, ,000* As to the Bonds stated to mature on August 1, 2030: *Maturity August 1 Redemption Date Aggregate Principal Amount of the Bonds to be Redeemed 2029 $455, ,000* 5

10 As to the Bonds stated to mature on August 1, 2032: *Maturity August 1 Redemption Date Aggregate Principal Amount of the Bonds to be Redeemed 2031 $310, ,000* As to the Bonds stated to mature on August 1, 2035: *Maturity August 1 Redemption Date Aggregate Principal Amount of the Bonds to be Redeemed 2033 $335, , ,000* Such mandatory redemption shall be made by application of money in the Mandatory Sinking Fund established under the Ordinance and shall be upon payment of the principal amount redeemed, plus accrued interest to the date fixed for redemption. In lieu of such mandatory redemption, the Paying Agent, on behalf of the Township, may purchase from money in the Sinking Fund established under the Ordinance, at a price not to exceed the principal amount plus accrued interest, or the Township may tender to the Paying Agent, all or part of the Bonds subject to being drawn for redemption on any such date. In the case of any optional redemption in part of a Bond that is subject to future mandatory redemption pursuant to the operation of the Mandatory Sinking Fund for the Bonds, the Township shall be entitled to designate whether the principal amount of such Bond redeemed upon optional redemption shall be credited against the principal amount of such Bond to be paid by the Township at the stated maturity of such Bond or credited against the principal amount of such Bond scheduled to be called for mandatory sinking fund redemption on any particular date or dates, in each case in an integral multiple of $5,000 principal amount. Notice of Redemption So long as Cede & Co., as nominee of DTC, is the registered owner of the Bonds, the Township and the Paying Agent shall send redemption notices only to Cede & Co. See BOOK-ENTRY ONLY SYSTEM herein for further information regarding conveyance of notices to Beneficial Owners. Notice of any redemption shall be given by depositing a copy of the redemption notice in first class mail not less than thirty (30) days prior to the date fixed for redemption, addressed to each of the registered owners of any certificated Bonds to be redeemed, at the addresses shown on the registration books kept by the Paying Agent as of the date such Bonds are selected for redemption; provided, however, that failure to give such notice by mailing, or any defect therein or in the mailing thereof, shall not affect the validity of any proceeding for redemption of other Bonds so called for redemption as to which proper notice has been given. On the date designated for redemption, notice having been provided as aforesaid, and money for payment of the principal and interest being held by the Paying Agent, interest on the Bonds or portions thereof so called for redemption shall cease to accrue, such Bonds or portions thereof shall cease to be entitled to any benefit or security under the Ordinance, and registered owners thereof shall have no rights with respect thereto, except to receive payment of the principal to be redeemed and accrued interest thereon to the date fixed for redemption. If at a time of mailing of a notice of redemption the Township has not deposited with the Paying Agent (or, in the case of a refunding, with another bank or depositary acting as refunding escrow agent) money sufficient to redeem all Bonds called for redemption, the notice of redemption may state that is it is conditional, i.e., that it is subject to the deposit of sufficient redemption money with the Paying Agent not later than the redemption date, and such notice shall be of no effect unless such money is so deposited. Manner of Redemption While Cede & Co., as nominee of DTC, is the registered owner of the Bonds, payment of the redemption price shall be made by Cede & Co. in accordance with the existing arrangements by and among the Township, the Paying Agent and DTC and, if less than all of the Bonds in a particular maturity are to be redeemed, the amount of the interest of each DTC Participant, Indirect Participant and Beneficial Owner of such Bonds to be redeemed shall be determined by the governing arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. See 6

11 BOOK-ENTRY ONLY SYSTEM herein for further information regarding redemption of Bonds registered in the name of Cede & Co. If a Bond is of a denomination larger than $5,000, a portion of such Bond may be redeemed. For the purposes of redemption, a Bond shall be treated as representing the number of Bonds that is equal to the principal amount thereof divided by $5,000, each $5,000 portion of such Bond being subject to redemption. In the case of partial redemption of a certificated Bond, payment of the redemption price shall be made only upon surrender of such Bond in exchange for certificated Bonds of authorized denominations in an aggregate principal amount equal to the unredeemed portion of the principal amount thereof. If the redemption date for any Bonds shall be a Saturday, Sunday, legal holiday or on a day on which banking institutions in the Commonwealth are authorized or required by law or executive order to close, then the date for payment of such principal, premium, if any, and interest upon such redemption shall be the next succeeding day which is not a Saturday, Sunday, legal holiday or a day on which such banking institutions are authorized or required to close, and payment on such date shall have the same force and effect as if made on the nominal date of redemption. General Obligations of the Township SECURITY FOR THE ISSUE The Bonds are general obligations of the Township, payable from the tax and other general revenues of the Township. The Township has covenanted, in the Ordinance, that the Township shall do the following: (1) include the amount of the debt service for the Bonds for each fiscal year in which such sums are payable in its budget for that year, (2) appropriate those amounts from its general revenues for the payment of such debt service, and (3) duly and punctually pay or cause to be paid from its Sinking Fund, as hereinafter defined, or any other of its revenues or funds, the principal of and interest on each of the Bonds at the dates and places and in the manner stated in the Bonds, according to the true intent and meaning thereof. For such budgeting, appropriation and payment in respect of the Bonds, the Township, under the Ordinance, has irrevocably pledged its full faith, credit and taxing power. Under the provisions of the Pennsylvania Second Class Township Code, as presently enacted and construed, the Township has the power to levy an annual ad valorem tax on all taxable real property within the Township, presently without limitation as to rate or amount, for the purpose of paying debt service on the Bonds. The Sinking Fund A sinking fund, designated "Sinking Fund - General Obligation Bonds, Series of 2011" (the "Sinking Fund") shall be held by the Paying Agent segregated from all other funds of the Township. The Township shall deposit in the Sinking Fund no later than the date when principal of and/or interest on the Bonds is to become due a sufficient sum so that on each such payment date the Sinking Fund will contain, together with any other available funds in it, sufficient money to pay all principal of and interest on the Bonds then due. The Sinking Fund shall be secured and invested, to the extent practicable, by the Paying Agent in securities or deposits authorized by the Act, upon direction of the Township, all as provided in the Act. Such deposits and securities shall be in the name of the Township but subject to withdrawal or collection only by the Paying Agent. Such deposits and securities, together with the interest earned thereon, shall be a part of such Sinking Fund. The Paying Agent is authorized and directed to pay from the Sinking Fund the principal of and interest on the Bonds when due and payable. Bond Insurance Policy BOND INSURANCE Concurrently with the issuance of the Bonds, Assured Guaranty Municipal Corp. ("AGM") will issue its Municipal Bond Insurance Policy for the Bonds (the "Policy"). The Policy guarantees the scheduled payment of principal of and interest on the Bonds when due as set forth in the form of the Policy included as an exhibit to this Official Statement. The Policy is not covered by any insurance security or guaranty fund established under New York, California, Connecticut or Florida insurance law. Assured Guaranty Municipal Corp. AGM is a New York domiciled financial guaranty insurance company and a wholly owned subsidiary of Assured Guaranty Municipal Holdings Inc. ("Holdings"). Holdings is an indirect subsidiary of Assured Guaranty Ltd. ( AGL ), a Bermuda-based holding company whose shares are publicly traded and are listed on the New York Stock Exchange under the symbol AGO. AGL, through its operating subsidiaries, provides credit enhancement products to the U.S. and global public finance, infrastructure and structured finance markets. No shareholder of AGL, Holdings or AGM is liable for the obligations of AGM. 7

12 AGM s financial strength is rated AA+ (CreditWatch negative) by Standard and Poor s Ratings Services, a Standard & Poor s Financial Services LLC business ( S&P ) and Aa3 (negative outlook) by Moody s Investors Service, Inc. ( Moody s ). An explanation of the significance of the above ratings may be obtained from the applicable rating agency. The above ratings are not recommendations to buy, sell or hold any security, and such ratings are subject to revision or withdrawal at any time by the rating agencies, including withdrawal initiated at the request of AGM in its sole discretion. In addition, the rating agencies may at any time change AGM s long-term rating outlooks or place such ratings on a watch list for possible downgrade in the near term. Any downward revision or withdrawal of any of the above ratings, the assignment of a negative outlook to such ratings or the placement of such ratings on a negative watch list may have an adverse effect on the market price of any security guaranteed by AGM. AGM does not guarantee the market price of the securities it insures, nor does it guarantee that the ratings on such securities will not be revised or withdrawn. Current Financial Strength Ratings On September 27, 2011, S&P published a Research Update in which it placed AGM s AA+ (negative outlook) financial strength rating on CreditWatch negative, meaning that S&P may downgrade AGM s financial strength rating in the near future. According to S&P, the CreditWatch placement is due to significant concentration risk in AGM s insured portfolio that is not consistent with S&P s new bond insurance rating criteria. However, based on discussions with AGM management, S&P further reported that AGM intends to take action to mitigate these concentration risks, and that it is likely such actions, if taken, would support financial strength ratings in the AA category. S&P noted that it expects to resolve this CreditWatch placement no later than November 30, Reference is made to the Research Update, a copy of which is available at for the complete text of S&P s comments. On August 25, 2011, S&P published Bond Insurance Rating Methodology and Assumptions, a criteria article that follows S&P s Request for Comment: Bond Insurance Criteria, published January 24, The criteria described in the article update and supersede S&P s previous criteria for rating bond insurers. S&P noted that the impact of new bond insurance rating criteria could result in financial strength ratings on investment-grade bond insurers (such as AGM) being lowered by one or more rating categories. The article states that the criteria are effective immediately and that S&P expects any rating changes as a result of the new methodology and assumptions would occur after its review of third quarter 2011 financial statements, but no later than November 30, However, as noted above, a rating agency may place a company s financial strength rating on credit watch for a downgrade at any time. For the complete text of S&P s comments, both publications are available at AGM and its affiliates are currently reviewing S&P s revised bond insurance rating criteria. The final criteria contain a number of changes from the proposals submitted in January 2011 for comment from market participants, including a new Largest Obligors Test that was not included in the January 2011 Request for Comment. This test appears to have the effect of significantly reducing AGM and its affiliates allowed single risk limits and limiting their financial strength rating level. On August 8, 2011, S&P published a Research Update in which it affirmed the AA+ financial strength rating of AGM. Reference is made to the Research Update, a copy of which is available at for the complete text of S&P s comments. On December 18, 2009, Moody s issued a press release stating that it had affirmed the Aa3 insurance financial strength rating of AGM, with a negative outlook. Reference is made to the press release, a copy of which is available at for the complete text of Moody s comments. There can be no assurance as to any further ratings action that S&P or Moody s may take with respect to AGM. Capitalization of AGM At June 30, 2011, AGM s consolidated policyholders surplus and contingency reserves were approximately $3,050,613,849 and its total net unearned premium reserve was approximately $2,254,726,646, in each case, in accordance with statutory accounting principles. AGM s statutory financial statements for the fiscal year ended December 31, 2010 and for the quarterly periods ended March 31, 2011 and June 30, 2011, which have been filed with the New York State Department of Financial Services and posted on AGL s website at are incorporated by reference into this Official Statement and shall be deemed to be a part hereof. 8