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2003 Bonds

PREPARED BY: KLETT ROONEY LIEBER & SCHORLING

a professional corporation
$165,550,000 Special Tax Revenue Refunding Bonds
(City of Philadelphia Funding Program)
Series of 2003

Closing Documents List

Bond Documents

A. BACKGROUND DOCUMENTS

1. Copy of the Amended and Restated Indenture of Trust dated as of December 1, 1994
2. Copy of the First Supplement to the Amended and Restated Indenture of Trust dated as of May 15, 1996
3. Copy of the Second Supplement to the Amended and Restated Indenture of Trust dated as of April 1 , 1999
4. DTC Blanket Letter of Representation (executed in 1999)

B. BASIC BOND DOCUMENTS

1. Third Supplement to the Amended and Restated Indenture of Trust dated as of June 1,2003

2. Consent of FGIC to Amendments in 3rd Supplement
3. Bond Purchase Contract

a. Exhibit A: Letter of Representations
b. Exhibit B: Supplemental Legal Opinion of Bond Counsel
c. Exhibit C: Opinion of Counsel to Authority addressed to Representative
d. Exhibit D: Opinion of City Solicitor addressed to Representative
e. Exhibit E: Opinion of Special Counsel to the City addressed to Representative

4. Remarketing Agreement
5. Standby Bond Purchase Agreement

6. Custody Agreement
7. Confirming Agreement
8. Preliminary Official Statement
9. Official Statement

a. Exhibit A: Sources and Uses
b. Exhibit B: Certificate of Underwriter
c. Exhibit C: Certificate of Bank
d. Exhibit D: Certificate of Bond Insurer
e. Exhibit E: Opinion of Ballard Spahr Andrews and Ingersoll, LLP
f. Exhibit F: Pricing Certificate of JPMorgan Chase Bank, and Integration Certificate of IMAGE

10. Tax Compliance Agreement

11. Internal Revenue Service Form 8038-G
12. Closing Receipt

13. UCC Financing Statement
14. Specimen Bonds

C. DOCUMENTS PROVIDED BY THE AUTHORITY

1. Disbursement Letter Agreement with the State Treasurer
2. Proof of Publication Notice pursuant to §303 (b) of the Act.
3. Letters of appointing authorities concerning appointment of Authority Board Members
4. Certificate of Secretary of Authority relating to By-Laws, Resolutions and forms of Bonds, with Exhibits

5. Certificate of Authority pursuant to the Bond Purchase Contract and Section 2.11(f) of the Indenture

a. Exhibit A: Verification Report of Deloitte and Touch

6. Consent of Financial Guaranty Insurance Company to Third Supplement to Amended and Restated Indenture of Trust
7. Letter of Authority to City regarding Amended and Restated Indenture of Trust with Consent by City
8. Certificate of JPMorgan Chase Bank (the “Liquidity Provider”) as required by Section 9(e)(xxi) of the Bond Purchase Contract
9. Certificate of Assistance Corporate Secretary of JPMorgan Chase Bank to authority of officer to execute documents on behalf of JPMorgan Chase Bank
10. Consent of Accountants, Deloitte and Touche, as to inclusion of Audit Report in OS and POS

D. DOCUMENTS PROVIDED BY THE CITY

1. Certificate as to Incumbency and Signatures of City officials
2. Certificate of Director of Finance required by Section 9(e)(viii) of the Bond Purchase Contract
3. Certificate of Director of Finance certifying the most recent Financial plan of the City (the “Plan”), as required by Section 9(e)(iii) of the Bond Purchase Contract

a. Five Year plan of City for fiscal years 2002 through 2007

4. Certificate of Chief Clerk as to effectiveness of ordinances and Resolutions, with Exhibits

5. Copy of Tax Collection Agency Agreement, certified by the Commissioner of the City and the City Solicitor

E. DOCUMENTS PROVIDED BY REPRESENTATIVE OF UNDERWRITERS

1. Letter of Representations of City
2. Blue Sky Memorandum
3. Rating Letters

F. DOCUMENTS DELIVERED BY TRUSTEE

1. General Certificate of Trustee with respect to the Indenture, with exhibits
2. Redemption Notice regarding 1993A Bonds

G. DOCUMENTS DELIVERED BY BOND INSURER

1. Bond Insurance Policy
2. Tax Certificate of Bond Insure

H. OPINIONS OF COUNSEL

1. General Counsel to the Authority
2. City Solicitor
3. Special Counsel to the City
4. Counsel to the Trustee
5. Co-Counsel to the Underwriters
6. Counsel for Bond Insurer
7. Approving Opinion of Bond Counsel

a. Reliance letter addressed to the Underwriters

8. Supplemental Opinion of Bond Counsel
9. Opinion of Counsel to Liquidity Provider

I. DOCUMENTS RELATING TO SWAP

1. Option On Interest Rate Swap Transaction Agreement (December 6, 2001)
2. Certificate Identifying Anticipatory Hedge (December 2001)
3. Opinion of Ballard Spahr Andrews & Ingersoll, LLP re: Integration of Hedge (December 2001)
4. Swap Provider’s Certificate
5. Swap Broker’s Certificate