$45,490,000 ILLINOIS FINANCE AUTHORITY Revenue Bonds, Series 2007 (Roosevelt University Project)

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1 NEW ISSUE (BOOK-ENTRY ONLY) RATINGS (See Ratings herein) In the opinion of Katten Muchin Rosenman LLP, Bond Counsel, under existing law and subject to the conditions described under the caption TAX EXEMPTION herein, interest on the Series 2007 Bonds is excludable from the gross income of the owners thereof for federal income tax purposes and is not an item of specific tax preference for purposes of computing individual or corporate alternative minimum taxable income. Interest on the Series 2007 Bonds is includable in corporate earnings and profits when computing, for example, corporate alternative minimum taxable income for purposes of the corporate alternative minimum tax and may be subject to other federal tax consequences as described under the caption TAX EXEMPTION herein. Interest on the Series 2007 Bonds is not exempt from income taxation in the State of Illinois. Dated: Date of Delivery $45,490,000 ILLINOIS FINANCE AUTHORITY Revenue Bonds, Series 2007 (Roosevelt University Project) Due: April 1, as shown below The Illinois Finance Authority Revenue Bonds, Series 2007 (Roosevelt University Project) (the Series 2007 Bonds ) to be issued by the Illinois Finance Authority (the Authority ) will be issued under a Trust Indenture, dated as of December 1, 2007, between the Authority and The Bank of New York Trust Company, N.A., as trustee, and pursuant to the Illinois Finance Authority Act. The Series 2007 Bonds are issuable only as fully registered bonds in denominations of $5,000 or any integral multiple thereof. When issued, the Series 2007 Bonds will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ( DTC ). Purchases of beneficial interests in the Series 2007 Bonds will be made in book-entry-only form. Purchasers of beneficial interests in the Series 2007 Bonds (the Beneficial Owners ) will not receive physical delivery of certificates representing their interests in the Series 2007 Bonds. Interest on the Series 2007 Bonds, together with the principal of and redemption premium, if any, on the Series 2007 Bonds, will be paid directly to DTC, so long as the Series 2007 Bonds are held in book-entry-only form. The final disbursements of such payments to the Beneficial Owners of the Series 2007 Bonds will be the responsibility of DTC, the DTC Participants and the Indirect Participants, all as defined and more fully described herein. See DESCRIPTION OF THE SERIES 2007 BONDS Book-Entry-Only System. The Series 2007 Bonds are subject to optional and mandatory redemption prior to maturity as described herein. See DESCRIPTION OF THE SERIES 2007 BONDS Redemption Provisions. Maturity April 1 Principal Amount $5,315,000 Series 2007 Serial Bonds Interest Rate Yield Price CUSIP 2017 $1,230, % 4.800% % 45200FCF ,295, % 4.890% %* 45200FCG ,360, % 4.970% %* 45200FCH ,430, % 5.040% %* 45200FCJ6 $3,080, % Series 2007 Term Bond Due April 1, 2022 (Yield 5.150%) (Price %)* CUSIP 45200FCK3 $9,260, % Series 2007 Term Bond Due April 1, 2027 (Yield 5.400%) (Price %) CUSIP 45200FCL1 $12,065, % Series 2007 Term Bond Due April 1, 2032 (Yield 5.450%) (Price %)* CUSIP 45200FCM9 $15,770, % Series 2007 Term Bond Due April 1, 2037 (Yield 5.500%) (Price %) CUSIP 45200FCN7 *Priced to the April 1, 2017 par call. The Series 2007 Bonds are limited obligations of the Authority, payable solely from the payments to be made on the Promissory Note, Series 2007, issued by Roosevelt University, an Illinois not-for-profit corporation (the University ), on the date of issuance of the Series 2007 Bonds pursuant to a Loan Agreement dated as of December 1, 2007, between the Authority and the University and from certain funds pledged under the Indenture. THE SERIES 2007 BONDS AND THE INTEREST THEREON DO NOT CONSTITUTE AN INDEBTEDNESS OR AN OBLIGATION, GENERAL OR MORAL, OR A PLEDGE OF THE FULL FAITH OR A LOAN OF CREDIT OF THE AUTHORITY, THE STATE OF ILLINOIS OR ANY POLITICAL SUBDIVISION THEREOF, WITHIN THE PURVIEW OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION OR PROVISION. THE AUTHORITY IS OBLIGATED TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE SERIES 2007 BONDS AND OTHER COSTS INCIDENTAL THERETO ONLY FROM THE SOURCES SPECIFIED IN THE INDENTURE. NEITHER THE FULL FAITH OR A LOAN OF CREDIT NOR THE TAXING POWERS, IF ANY, OF THE AUTHORITY OR THE STATE OF ILLINOIS OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE SERIES 2007 BONDS OR OTHER COSTS INCIDENTAL THERETO, EXCEPT AS OTHERWISE PROVIDED IN THE INDENTURE. NO OWNER OF ANY SERIES 2007 BOND SHALL HAVE THE RIGHT TO COMPEL THE TAXING POWER, IF ANY, OF THE AUTHORITY, THE STATE OF ILLINOIS OR ANY POLITICAL SUBDIVISION THEREOF TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE SERIES 2007 BONDS. THE AUTHORITY DOES NOT HAVE THE POWER TO LEVY TAXES FOR ANY PURPOSE WHATSOEVER. The Series 2007 Bonds are being issued to (i) finance the costs of the construction, acquisition, renovation, improvement and equipping of certain of the educational facilities of the University (the Project ) and (ii) pay certain costs of issuing the Series 2007 Bonds. See PLAN OF FINANCING and ESTIMATED SOURCES AND USES OF FUNDS. THIS COVER PAGE CONTAINS ONLY A SUMMARY OF INFORMATION REGARDING THE SERIES 2007 BONDS. POTENTIAL INVESTORS SHOULD READ THE ENTIRE OFFICIAL STATEMENT PRIOR TO MAKING AN INVESTMENT DECISION. The Series 2007 Bonds are being offered when, as and if issued by the Authority and received by the Underwriter, subject to prior sale, to withdrawal or modification of the offer without notice, and subject to the approval of legality by Katten Muchin Rosenman LLP, Chicago, Illinois, Bond Counsel to the Authority. Certain legal matters will be passed upon for the Authority by its special counsel, Burke, Burns & Pinelli, Ltd., Chicago, Illinois; for the University by its counsel, Holland & Knight LLP, Chicago, Illinois; and for the Underwriter by its counsel, Foley & Lardner LLP, Chicago, Illinois. John S. Vincent & Company LLC is serving as financial advisor to the University. It is expected that the Bonds will be available for delivery in New York, New York, through the facilities of DTC on or about December 14, Dated: December 5, 2007

2 NO DEALER, BROKER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED BY THE ILLINOIS FINANCE AUTHORITY (THE AUTHORITY ), ROOSEVELT UNIVERSITY (THE UNIVERSITY ) OR LEHMAN BROTHERS (THE UNDERWRITER ) TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT (WHICH TERM, WHENEVER USED HEREIN, WILL BE DEEMED TO INCLUDE THE FRONT COVER, THE TABLE OF CONTENTS AND ALL OF THE APPENDICES TO THIS OFFICIAL STATEMENT), AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE AUTHORITY, THE UNIVERSITY OR THE UNDERWRITER. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE SERIES 2007 BONDS BY ANY PERSON IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE. THE INFORMATION SET FORTH HEREIN RELATING TO THE AUTHORITY UNDER THE HEADINGS THE AUTHORITY AND LITIGATION THE AUTHORITY HAS BEEN OBTAINED FROM THE AUTHORITY. ALL OTHER INFORMATION HEREIN HAS BEEN OBTAINED BY THE UNDERWRITER FROM THE UNIVERSITY, THE UNDERWRITER AND OTHER SOURCES DEEMED BY THE UNDERWRITER TO BE RELIABLE, AND IS NOT TO BE CONSTRUED AS A REPRESENTATION BY, THE AUTHORITY OR UNDERWRITER. THE AUTHORITY HAS NOT REVIEWED OR APPROVED ANY INFORMATION IN THIS OFFICIAL STATEMENT EXCEPT INFORMATION RELATING TO THE AUTHORITY UNDER THE HEADINGS THE AUTHORITY AND LITIGATION THE AUTHORITY. THE UNDERWRITER HAS PROVIDED THE FOLLOWING SENTENCE FOR INCLUSION IN THIS OFFICIAL STATEMENT. 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. THIS OFFICIAL STATEMENT IS SUBMITTED IN CONNECTION WITH THE SALE OF THE SECURITIES DESCRIBED IN IT, AND MAY NOT BE REPRODUCED OR USED, IN WHOLE OR IN PART, FOR ANY OTHER PURPOSES. THE INFORMATION, ESTIMATES 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 OF THE SERIES 2007 BONDS SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE AUTHORITY, THE UNIVERSITY OR ANY OTHER PERSON DESCRIBED HEREIN SUBSEQUENT TO THE DATE AS OF WHICH SUCH INFORMATION IS PRESENTED. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVER-ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 2007 BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE SERIES 2007 BONDS HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR HAS THE INDENTURE BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE AUTHORITY, THE UNIVERSITY AND THE TERMS OF THE OFFERING, INCLUDING THE MERIT AND RISK INVOLVED. THESE SECURITIES HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

3 TABLE OF CONTENTS Page INTRODUCTION...1 PLAN OF FINANCING...2 DESCRIPTION OF THE SERIES 2007 BONDS...3 General Description...3 Payment of Principal and Interest...3 Redemption Provisions...4 Exchange and Transfer...7 Mandatory Tender for Purchase in Lieu of Redemption...7 State of Illinois Not Liable on the Series 2007 Bonds...8 Book-Entry-Only System...8 SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2007 BONDS...11 General...11 Refunding...11 AGGREGATE DEBT SERVICE ON THE SERIES 2007 BONDS...12 ESTIMATED SOURCES AND USES OF FUNDS...13 BONDHOLDERS RISKS...13 Uncertainty of Revenues...13 Tuition and Other Revenues...13 Possible Changes in Tax Exempt Status...14 Enforceability of Remedies...14 THE AUTHORITY...14 Description of the Authority...14 Bonds of the Authority...15 Other Matters...15 Authority Advisors...15 TAX EXEMPTION...15 Summary of Bond Counsel Opinion...15 Series 2007 Bonds Purchased at a Premium or at a Discount...16 Exclusion from Gross Income: Requirements...16 Covenants to Comply...17 Risks of Non-Compliance...17 Other Federal Income Tax Consequences...17 Change of Law...18 LITIGATION...18 The Authority...18 The University...18 i

4 LEGAL MATTERS...19 RATINGS...19 FINANCIAL ADVISOR...19 UNDERWRITING...19 CONTINUING DISCLOSURE...20 AUDITED FINANCIAL STATEMENTS...21 MISCELLANEOUS...21 APPENDIX A -- ROOSEVELT UNIVERSITY APPENDIX B -- FINANCIAL STATEMENTS OF THE UNIVERSITY APPENDIX C -- DEFINITIONS OF CERTAIN TERMS AND SUMMARIES OF THE INDENTURE AND THE LOAN AGREEMENT APPENDIX D -- PROPOSED FORM OF BOND COUNSEL OPINION ii

5 OFFICIAL STATEMENT relating to $45,490,000 Illinois Finance Authority Revenue Bonds, Series 2007 (Roosevelt University Project) INTRODUCTION The purpose of this Official Statement is to set forth certain information concerning the issuance and sale by the Illinois Finance Authority (the Authority ) of its $45,490,000 Illinois Finance Authority Revenue Bonds, Series 2007 (Roosevelt University Project), dated their date of delivery (the Series 2007 Bonds ). The Series 2007 Bonds are being issued pursuant to a Bond Trust Indenture dated as of December 1, 2007 (the Indenture ), between the Authority and The Bank of New York Trust Company, N.A., as trustee (the Trustee ), and pursuant to the Illinois Finance Authority Act (the Act ). The Series 2007 Bonds are being issued to (i) finance the costs of the construction, acquisition, renovation, improvement and equipping of certain of the educational facilities of Roosevelt University (the University ), an Illinois not-for-profit corporation (the Project ) and (ii) pay certain costs of issuing the Series 2007 Bonds. See PLAN OF FINANCING and ESTIMATED SOURCES AND USES OF FUNDS. The Authority will lend the proceeds of the Series 2007 Bonds to the University through the purchase of the Promissory Note, Series 2007, issued by the University on the date of issuance of the Series 2007 Bonds (the Series 2007 Note ) pursuant to a Loan Agreement dated as of December 1, 2007 (the Loan Agreement ), between the Authority and the University. The Authority was created by the Act for the purpose, among others, of assisting private, not for profit institutions of higher education in the State of Illinois in financing the construction, acquisition and renovation of educational facilities and refinancing outstanding debt incurred for such purposes. The Authority is governed by a fifteen member board appointed by the Governor of the State of Illinois with the advice and consent of the Senate. All members of the Authority receive no compensation for the performance of their duties but are entitled to reimbursement for all necessary expenses incurred in connection with the performance of their duties under the Act. See THE AUTHORITY. The University is a private non-sectarian university established in It is an Illinois not-forprofit corporation, and exempt from federal tax under Section 501(c)(3) of the Internal Revenue Code. The University s main campus is located in downtown Chicago, and it also owns and operates a suburban campus located in Schaumburg, Illinois, a northwest suburb of Chicago. The University provides both traditional liberal arts education and professional preparation through its five colleges: the Chicago College of Performing Arts; the College of Arts and Sciences; the College of Education; the Evelyn T. Stone College of Professional Studies; and the Walter E. Heller College of Business Administration. The University is accredited by the North Central Association of Colleges and Schools, the Council for Accreditation of Counseling and Related Educational Programs, the Council of Higher Education, the Illinois State Board of Higher Education, the Illinois Veterans Commission, the National Association of Schools of Music, the National Council for Accreditation of Teacher Education, and the American Chemical Society. The University was created in 1945 on the premise that higher education should be made available to all students who qualify academically, regardless of considerations of social and economic class, racial or ethnic origin, sex or age. The University prides itself on the growing national reputation of its College of Performing Arts, the quality of its faculty, its role as owner and preserver of the historically and architecturally significant Auditorium Building in downtown Chicago, and its efforts

6 to provide educational opportunities to under-served populations. See APPENDIX A, ROOSEVELT UNIVERSITY and APPENDIX B, FINANCIAL STATEMENTS OF THE UNIVERSITY. The Series 2007 Bonds are limited obligations of the Authority and will be payable solely from the payments to be made on the Series 2007 Note, amounts payable under the Loan Agreement (except for certain Unassigned Rights), certain funds pledged under the Indenture and certain income from the investment of the foregoing. The Series 2007 Bonds do not represent or constitute an indebtedness or obligation of the State of Illinois within the purview of any limitation or provision of the Constitution of the State of Illinois or a pledge of the full faith and credit of the Authority or of the State of Illinois or grant to the owners thereof any right to have the Authority or the General Assembly of the State of Illinois levy any taxes or appropriate any funds for the payment thereof. The Authority does not have the power to levy taxes for any purpose whatsoever. See SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2007 BONDS. The information contained under the caption INTRODUCTION is qualified by reference to the entire Official Statement, including the Appendices hereto. This introduction is only a brief description, and a full review should be made of the entire Official Statement, including the Appendices, as well as the documents summarized or described herein. The summaries and descriptions of and references to all of the documents, statutes and other instruments referred to in this Official Statement, including the Appendices, do not purport to be complete and are qualified in their entirety by reference to the full text of each such document, statute or instrument. The order and placement of materials in this Official Statement, including the Appendices, are not to be deemed to be a determination of relevance, materiality or relative importance, and this Official Statement, including the Appendices, which are integral parts of this Official Statement, must be considered in its entirety. Definitions of certain terms used herein are set forth in APPENDIX C, DEFINITIONS OF CERTAIN TERMS AND SUMMARIES OF THE INDENTURE AND THE LOAN AGREEMENT. All capitalized terms used in this Official Statement that are not otherwise defined herein shall have the meanings ascribed to them in the Indenture. PLAN OF FINANCING Proceeds of the Series 2007 Bonds will be used by the University to (i) finance a portion of the costs of the construction, acquisition, renovation and equipping of the Project and (ii) pay certain expenses incurred in connection with the issuance of the Series 2007 Bonds. The Authority makes no warranty or representation, whether express or implied, with respect to the Project or the location, use, operation, design, workmanship, merchantability, fitness, suitability or use for particular purpose, condition or durability thereof or title thereto. The Project consists of: (i) the acquisition, renovation, new construction/build-out, and equipping of certain floors (approximately 126,000 square feet) of the Gage Building located at South Michigan Avenue, Chicago, Illinois; (ii) the acquisition, demolition and site clearing of structures relating to the Fine Arts Annex building and the Herman Crown Center located at South Wabash Avenue, Chicago, Illinois; (iii) various renovations, including upgrades and replacements, to the Auditorium Building s HVAC system located at 430 South Michigan Avenue, Chicago, Illinois; (iv) various life safety improvements, as well as other renovations and remodeling, at the Auditorium Building, located at 430 South Michigan Avenue, Chicago, Illinois; (v) the acquisition of certain land (approximately 14,100 square feet) and related development rights located at the southeast corner of Congress Parkway and Wabash Avenue, Chicago, Illinois and (vi) various capital improvements at the University s Chicago campus locations and the University s Schaumburg campus site located at 1400 North Roosevelt Boulevard, Schaumburg, Illinois. 2

7 The University anticipates additional development of strategic properties at its Chicago Campus over the next three to five years as part of its ongoing capital plan. The total cost of these additions and improvements will depend on the final scope of redeveloping these properties to meet academic, administrative and student housing needs. Such cost could range between $45,000,000 and $70,000,000, which the University intends to fund through the issuance of additional debt, private gifts and other University resources. DESCRIPTION OF THE SERIES 2007 BONDS The following is a summary of certain provisions applicable to the Series 2007 Bonds. Reference is made to the Indenture and to the summary of certain provisions of the Indenture included in APPENDIX C for a more complete description of the Series 2007 Bonds. The discussion herein is qualified by such reference. General Description The Series 2007 Bonds will be issued only in fully registered form in denominations of $5,000 or any integral multiple thereof ( Authorized Denominations ). The Series 2007 Bonds will bear interest (based on a 360-day year of twelve 30-day months) at the respective rates per annum and mature, subject to earlier redemption, in the amounts and on the dates set forth on the cover page of this Official Statement. The Series 2007 Bonds will bear interest from their dates, payable on April 1 and October 1 (the Interest Payment Dates ) of each year, commencing April 1, The Series 2007 Bonds, as initially issued, will be dated their date of delivery. The Series 2007 Bonds will be issued in fully registered form and, when issued, will be registered in the name of Cede & Co., as nominee of DTC. DTC will act as securities depository for the Series 2007 Bonds. Individual purchases of interests in the Series 2007 Bonds will be made in book-entry form only, in Authorized Denominations. Purchasers of such interests will not receive certificates representing their interest in the Series 2007 Bonds. So long as Cede & Co. is the registered owner, the Trustee will pay such principal of and redemption price, if any, and interest on the Series 2007 Bonds to DTC, which will remit such principal, redemption price, if any, and interest to the Beneficial Owners (as hereinafter defined) of the Series 2007 Bonds. For a description of the method of payment of principal, and interest on the Series 2007 Bonds and matters pertaining to transfers and exchanges while in the book-entry only system, see the information herein under the heading DESCRIPTION OF THE SERIES 2007 BONDS Book-Entry-Only System. For additional information with respect to the payment of the principal and interest on the Series 2007 Bonds, see DESCRIPTION OF THE SERIES 2007 BONDS Payment of Principal and Interest. Payment of Principal and Interest The principal of, premium, if any, and interest on the Series 2007 Bonds are payable solely from (a) payments or prepayments on the Series 2007 Note, (b) payments or prepayments made under the Loan Agreement (other than Unassigned Rights), (c) moneys and investments held by the Trustee under, and to the extent provided in, the Indenture and (d) in certain circumstances, proceeds from insurance, condemnation awards and proceeds from sales made under threat of condemnation, which Series 2007 Note and payments are hereby specifically assigned and pledged to the payment of the Series 2007 Bonds in the manner and to the extent herein specified, and nothing in the Series 2007 Bonds or in the Indenture shall be considered as assigning or pledging any funds or assets of the Authority (except the moneys, the Series 2007 Note and the Loan Agreement pledged under the Indenture). 3

8 In the event the book-entry only system is discontinued, the following provisions would apply. The principal of, premium, if any and interest on the Series 2007 Bonds at maturity or redemption shall be payable (i) upon presentment at the designated corporate trust office of the Trustee, initially in Chicago, Illinois, or its agent or successor as Trustee or any alternate paying agent, if any, named in the Series 2007 Bonds or (ii) as to any registered owner of $500,000 or more in aggregate principal amount of Series 2007 Bonds who so elects by wire transfer of funds sent on the principal payment date to such wire transfer address within the continental United States as such registered owner shall have furnished to the Trustee in writing on or prior to the Record Date for the principal payment date and upon compliance with the reasonable requirements of the Trustee. Payment of interest on any Bond on any Interest Payment Date will be made to the person appearing on the Bond Register as the registered owner at the close of business on the Record Date for such interest payment and shall be paid (i) by check or draft mailed to such registered owner on the applicable Interest Payment Date at such owner s address as it appears on the Bond Register or at such other address as is furnished to the Trustee in writing by such registered owner prior to the applicable Record Date, or (ii) as to any registered owner of $500,000 or more in aggregate principal amount of Series 2007 Bonds who so elects by wire transfer of funds to such wire transfer address within the continental United States as such registered owner shall have furnished to the Trustee in writing by the Record Date for such interest payment and upon compliance with the reasonable requirements of the Trustee. In the event of default in the payment of interest due on such Interest Payment Date, defaulted interest will be payable to the person in whose name such Series 2007 Bond is registered at the close of business on a special record date. The Trustee shall fix a special record date which shall be not more than 15 or less than 10 days prior to the date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the University of such special record date and cause notice to be mailed, first-class postage prepaid, not less than 10 days prior to such special record date to each owner of the Series 2007 Bonds. Notwithstanding the foregoing, payments of the principal of and interest on any Series 2007 Bonds and all notices with respect to the Series 2007 Bonds that are subject to the book-entry system as provided in the Indenture shall be made in accordance with the rules, regulations and procedures established by the securities depository in connection with the book-entry system. See DESCRIPTION OF THE SERIES 2007 BONDS Book-Entry-Only System in this Official Statement. Redemption Provisions The Series 2007 Bonds will be subject to optional, mandatory and extraordinary redemption, all as described below. Optional Redemption. Outstanding Series 2007 Bonds maturing on or after April 1, 2018 are subject to redemption prior to maturity on or after April 1, 2017 at the option of the Authority upon direction of the University out of amounts prepaid on the Series 2007 Note and deposited in the Optional Redemption Fund, in whole or in part at any time, and if in part by maturities or portions thereof designated by the University (and if less than all of a single maturity is being redeemed, in such manner as the Trustee shall deem appropriate), at a redemption price equal to 100% of the principal amount of the Series 2007 Bonds to be redeemed plus accrued interest thereon to the date of redemption, without premium. Bond Sinking Fund Redemption. The Series 2007 Bonds maturing on April 1, 2022 are subject to mandatory Bond Sinking Fund redemption at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date. The Authority shall cause to be deposited into the Bond Sinking Fund a sum that is sufficient to redeem on April 1 of each of the following years (after credit as 4

9 provided below) the following principal amounts of Series 2007 Bonds, plus accrued interest to the redemption date: Year Amount 2021 $1,500, * 1,580,000 The Series 2007 Bonds maturing on April 1, 2027 are subject to mandatory Bond Sinking Fund redemption at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date. The Authority shall cause to be deposited into the Bond Sinking Fund a sum that is sufficient to redeem on April 1 of each of the following years (after credit as provided below) the following principal amounts of Series 2007 Bonds, plus accrued interest to the redemption date: Year Amount 2023 $1,665, ,755, ,845, ,945, * 2,050,000 The Series 2007 Bonds maturing on April 1, 2032 are subject to mandatory Bond Sinking Fund redemption at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date. The Authority shall cause to be deposited into the Bond Sinking Fund a sum that is sufficient to redeem on April 1 of each of the following years (after credit as provided below) the following principal amounts of Series 2007 Bonds, plus accrued interest to the redemption date: Year Amount 2028 $2,160, ,280, ,405, ,540, * 2,680,000 The Series 2007 Bonds maturing on April 1, 2037 are subject to mandatory Bond Sinking Fund redemption at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date. The Authority shall cause to be deposited into the Bond Sinking Fund a sum that is sufficient to redeem on April 1 of each of the following years (after credit as provided below) the following principal amounts of Series 2007 Bonds, plus accrued interest to the redemption date: * Final maturity. Year Amount 2033 $2,825, ,980, ,145, ,320, * 3,500,000 5

10 The deposits described in this section shall be reduced (i) by the amount of Series 2007 Bonds acquired and delivered in accordance with the provisions of the Indenture in satisfaction of such Bond Sinking Fund requirements and (ii) in connection with a partial redemption of Series 2007 Bonds if the University elects to reduce mandatory Bond Sinking Fund redemptions for the Series 2007 Bonds in the manner provided in the Indenture. Extraordinary Optional Redemption. The Series 2007 Bonds shall be subject to extraordinary optional redemption by the Authority prior to their scheduled maturities, in whole or in part and if in part by maturities or portions thereof designated by the University (and if less than all of a maturity is being redeemed, in such manner as the Trustee shall deem appropriate), at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date without premium following the occurrence of any of the following events: (1) in the event of damage to or destruction of, or the condemnation of, or sale consummated under threat of condemnation of, the Project or any part thereof, if the Net Proceeds of insurance, condemnation or sale received in connection therewith and applied to make prepayments on the Series 2007 Note exceed $500,000; or (2) in the event the University shall exercise its option to prepay the Series 2007 Note in an amount sufficient to redeem all or a portion of the Series 2007 Bonds then outstanding. If called for redemption in the events referred to in (1) above, the Series 2007 Bonds shall be subject to redemption at any time in whole or in part, and if in part by maturities or portions thereof designated by the University (and if less than all of a maturity is being redeemed, in such random manner as the Trustee shall deem appropriate), at the principal amount thereof plus accrued interest to the redemption date and without premium from the Net Proceeds of such insurance or condemnation award but not in excess of the amount of such Net Proceeds applied to such purpose. If called for redemption in the event referred to in (2) above, the Series 2007 Bonds shall be subject to redemption at the times and in the manner as if such Series 2007 Bonds were being redeemed at the option of the Authority in whole or in part, at the times and in the manner and with the same premium set forth under the caption Optional Redemption as if such Series 2007 Bonds were being redeemed at the option of the Authority. Selection for Redemption. No optional or extraordinary optional redemption of less than all of the Series 2007 Bonds at the time outstanding shall be made unless the total amount of funds available and to be used for such partial redemption for the Series 2007 Bonds is equal to or more than $100,000 and is an integral multiple of $5,000. In lieu of redeeming Series 2007 Bonds, the Trustee may, at the request of the University, use such funds otherwise available under the Indenture for redemption of Series 2007 Bonds to purchase for cancellation Series 2007 Bonds specifically designated by the University in the open market at a price not exceeding the redemption price then applicable under the Indenture. In the case of any optional or extraordinary redemption or purchase and cancellation of Series 2007 Bonds with serial maturities, the Authority shall receive credit against its required Bond Sinking Fund payments with respect to such Series 2007 Bonds. In the case of any optional or extraordinary redemption or any purchase and cancellation of term Series 2007 Bonds, the Authority shall receive credit against its required Bond Sinking Fund deposits with respect to the Series 2007 Bonds of the same maturity in such order as the University shall designate prior to such optional or extraordinary redemption or purchase and cancellation or, if no such election is made, in the inverse order thereof. Notice of Redemption. Notice of the call for any redemption shall state the following: (i) the name of the bond issue, (ii) the CUSIP number and bond certificate number of the Series 2007 Bonds to be redeemed, (iii) the original dated date of the bond issue, (iv) the interest rate and maturity date of the Series 2007 Bonds to be redeemed, (v) the date of the redemption notice, (vi) the redemption date, (vii) 6

11 the redemption price and (viii) the address and telephone number of the designated corporate trust office of the Trustee. The redemption notice shall be given by mailing a copy of such notice of redemption by first class mail, postage prepaid, not less than 30 nor more than 60 days prior to the redemption date to the registered owners of the Series 2007 Bonds to be redeemed to the address shown on the Bond Register; provided, however, that failure to give such notice by mailing or a defect in the notice or the mailing as to any Series 2007 Bond will not affect the validity of any proceedings for redemption as to any other Series 2007 Bond for which notice is properly given. While the Series 2007 Bonds are subject to the book-entry system of the Securities Depository, redemption notices will be given to the Securities Depository. Except for a mandatory sinking fund redemption, prior to the date that the redemption notice is mailed as aforesaid, funds shall be placed with the Trustee to pay such Series 2007 Bonds and accrued interest thereon to the redemption date and the premium, if any, or such notice shall state that the redemption is conditional on such funds being deposited on the redemption date and that failure to make such a deposit shall not constitute an event of default under the Indenture. Upon the happening of the above conditions, the Series 2007 Bonds, or portions thereof, thus called for redemption shall not bear interest after the applicable redemption date, shall no longer be protected by the Indenture and shall not be deemed to be outstanding under the provisions of the Indenture. The Trustee shall redeem or purchase, in the manner provided in the Indenture, such an aggregate principal amount of Series 2007 Bonds at the principal amount thereof plus accrued interest to the redemption date, and premium, if any, as will exhaust as nearly as practicable such funds. At the direction of the University, such funds may be invested in Government Obligations until needed for such redemption. If any owner of $500,000 or more in aggregate principal amount of Series 2007 Bonds to be redeemed on a single day delivers such Series 2007 Bonds for redemption on or prior to such redemption date, payment of such redemption price for such Series 2007 Bonds shall be made, if such owner so elects, by wire transfer of funds to such wire transfer address within the continental United States as such registered owner shall have furnished to the Trustee in writing and upon compliance with the reasonable requirements of the Trustee. Each redemption payment shall indicate the dollar amount of each CUSIP identification number being redeemed. Exchange and Transfer Upon surrender for transfer of any Series 2007 Bond at the designated corporate trust office of the Trustee, the Authority shall execute and the Trustee shall authenticate and deliver in the name of the transferee or transferees a new fully registered Series 2007 Bond or Series 2007 Bonds in Authorized Denominations of and the same maturity for a like aggregate principal amount. Series 2007 Bonds may be exchanged at said office of the Trustee for a like aggregate principal amount of registered Series 2007 Bonds of other Authorized Denominations of the same maturity. All Series 2007 Bonds presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and with guaranty of signature satisfactory to the Trustee, duly executed by the registered owner or by such owner s duly authorized attorney. Mandatory Tender for Purchase in Lieu of Redemption Pursuant to the Indenture, the Authority and, by their acceptance of the Series 2007 Bonds, the Bondholders, irrevocably grant to the University and any assigns of the University with respect to this right, the option to purchase, at any time and from time to time, any Series 2007 Bond which is subject to optional redemption pursuant to the Indenture at a purchase price equal to the redemption price therefor. To exercise such option, the University shall give the Trustee a Written Request exercising such option as though such Written Request were a written request of the Authority for optional redemption, and the Trustee shall thereupon give the Bondholders of the Series 2007 Bonds to be purchased notice of such 7

12 mandatory tender and purchase in the same manner as a notice of redemption specified in the Indenture. The purchase of such Series 2007 Bonds shall be mandatory and enforceable against the Bondholders and the Bondholders will not have a right to retain their Series 2007 Bonds. On the date fixed for purchase pursuant to any exercise of such option, the University shall pay or cause to be paid the purchase price of the Series 2007 Bonds then being purchased to the Trustee in immediately available funds, and the Trustee shall pay the same to the sellers of such Series 2007 Bonds against delivery thereof. Following such purchase, the Trustee shall cause such Series 2007 Bonds to be registered in the name of the University or its nominee or as otherwise directed by the University and shall deliver them to the University or its nominee or as otherwise directed by the University. In the case of the purchase of less than all of the Series 2007 Bonds, the particular Series 2007 Bonds to be purchased shall be selected in accordance with the procedures in the Indenture for selection of Series 2007 Bonds for redemption. No purchase of the Series 2007 Bonds as described in this paragraph shall operate to extinguish the indebtedness of the Authority evidenced thereby. Notwithstanding the foregoing, no such purchase shall be made unless the University shall have delivered to the Trustee and the Authority concurrently with such purchase an Opinion of Bond Counsel to effect that such purchase and any resale thereof will not affect the validity of the Series 2007 Bonds or any exemption from federal income taxation to which the interest on the Series 2007 Bonds would otherwise be entitled. State of Illinois Not Liable on the Series 2007 Bonds The Series 2007 Bonds and the obligation to pay principal and interest thereon and any premium with respect thereto do not constitute an indebtedness or an obligation, general or moral, or a pledge of the full faith or loan of credit of the Authority, the State of Illinois or any public subdivision thereof, within the purview of any constitutional or statutory limitation or provision. The Authority is obligated to pay the principal of, premium, if any, and interest on the Series 2007 Bonds and other costs incidental thereto only from the sources specified in the Indenture. Neither the full faith and credit nor the taxing powers, if any, of the Authority or the State of Illinois or any political subdivision thereof is pledged to the payment of the principal of, premium, if any, and interest on the Series 2007 Bonds. No owner of any Bond shall have the right to compel the taxing power, if any, of the Authority, the State of Illinois or any political subdivision thereof to pay the principal of, premium, if any, or interest on the Series 2007 Bonds. The Authority does not have the power to levy taxes for any purpose whatsoever. Book-Entry-Only System The following information concerning DTC has been extracted from a schedule prepared by DTC entitled Sample Offering Document Language Describing Book-Entry Only Issuance. Neither the Authority nor the University makes any representation as to the completeness or accuracy of such information or as to the absence of material adverse changes in such information subsequent to the date hereof. DTC will act as securities depository for the Series 2007 Bonds. The Series 2007 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 certificate will be issued for each annual maturity of each series of the Series 2007 Bonds, each in the aggregate principal amount of such annual maturity, and such certificates will be deposited with DTC. DTC, the world s largest depository, is a limited-purpose trust company organized under 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 8

13 of the Securities Exchange Act of 1934, as amended. DTC holds and provides asset servicing for over 2.2 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, in turn, is owned by a number of Direct Participants of DTC and Members of the National Securities Clearing Corporation, Fixed Income Clearing Corporation and Emerging Markets Clearing Corporation (NSCC, FICC and EMCC, also subsidiaries of DTCC), as well as by the New York Stock Exchange, Inc., the American Stock Exchange LLC and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as 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 Commission. More information about DTC can be found at and Purchases of securities under the DTC system must be made by and through Direct Participants, which will receive a credit for the Series 2007 Bonds on DTC s records. The ownership interest of each actual purchaser of each Series 2007 Bond (the 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 of Series 2007 Bonds. 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 interests in the Series 2007 Bonds are to be accomplished by entries made on the books of the Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Series 2007 Bonds, except in the event that the use of the book-entry system for the Series 2007 Bonds is discontinued. To facilitate subsequent transfers, all Series 2007 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 the Series 2007 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 2007 Bonds; DTC s records reflect only the identity of the Direct Participants to whose account such Series 2007 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. Beneficial Owners of Series 2007 Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Series 2007 Bonds, such as redemptions, defaults and proposed amendments to the bond documents. For example, Beneficial Owners of Series 2007 Bonds may wish to ascertain that the nominee holding the Series 2007 Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners, or in the alternative, 9

14 Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Series 2007 Bonds of a series are being redeemed, DTC s practice is to determine by lot the amount of the interest of each Direct Participant in such series and maturity to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Series 2007 Bonds unless authorized by a Direct Participant in accordance with DTC s Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Authority as soon as practicable after the record date. The Omnibus Proxy assigns Cede & Co. s consenting or voting rights to those Direct Participants to whose account the Series 2007 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Payments of principal and interest on the Series 2007 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 Authority or the Trustee on the 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, the Trustee, or the Authority, 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 Authority or the Trustee, disbursements of such payments to the Direct Participants is the responsibility of DTC and disbursements of such payments to the Beneficial Owners is the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as a securities depository with respect to the Series 2007 Bonds at any time by giving reasonable notice to the Authority or the Trustee. Under such circumstances, in the event that a successor securities depository is not obtained, Series 2007 Bond certificates are required to be printed and delivered. The Authority may discontinue use of the system of book-entry transfers through DTC (or a successor securities depository). In that event, Series 2007 Bond certificates will be printed and delivered. NEITHER THE AUTHORITY, THE TRUSTEE, THE UNIVERSITY NOR THE UNDERWRITER WILL HAVE ANY RESPONSIBILITY OR OBLIGATION TO DIRECT PARTICIPANTS, TO INDIRECT PARTICIPANTS OR TO ANY BENEFICIAL OWNER WITH RESPECT TO: (1) THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC, ANY DIRECT PARTICIPANT, OR ANY INDIRECT PARTICIPANT INCLUDING WITHOUT LIMITATION AS TO THE BENEFICIAL OWNERSHIP OF ANY SERIES 2007 BONDS; (2) THE PAYMENT BY DTC, ANY DIRECT PARTICIPANT OR ANY INDIRECT PARTICIPANT OF ANY AMOUNT WITH RESPECT TO PRINCIPAL OF, OR INTEREST ON, THE SERIES 2007 BONDS; (3) ANY NOTICE WHICH IS PERMITTED OR REQUIRED TO BE GIVEN TO OWNERS; OR (4) ANY CONSENT GIVEN BY DTC OR OTHER ACTION TAKEN BY DTC AS AN OWNER. 10