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DEC 10 '98 14~56 FR PRU SECiPUB FINiSEA 206 340 4076 TO 915035885237 P.02i03 .~ ~ To: Biily Wasson Cazl PittS From: Nancy Watkins Post-it~ Fax NOte 7671 Date Z L ~ pa°ges ~ To n,,1 ~ 0 ~ov From Co./Dept. Co. Phone # Phone # Fax # Fau # Re: Sup~lemental to Official Statement -- 1998 ,Audited Financial Statemcnts Date: December 10, 1998 I have spoken witb, Pz~udential Securities' ie~al department, Salomon Smith Barney and Underwriters' Counsel, Harvcy Rogers, regarding ~he County's ciisclosure requirements once the 1998 audited fin~ncia~ statements bewme available. 1 have also spokcn with the auditors, K~nneth Kuluxs, as well as Cazl Pitts. There arE two issues to resolve. The frsl issue i5 what to disclose aa~d the second issue is who ~eLs the discl~sure. Fach are addressed below. What to Disclose. In terms af the disclosure requirements, we would like to do the followiag: rirst, mail out the Fina1 ~icial Sta.tement (including the 1997 audited financial statements) this week_ Second, when the 1998 audiied financial sta~temez~ts become available, send the original Final Oi~icial Statement with a Supplement that includes just the 1998 audited itnancial statemcnts. For this purpose, the l 998 audited financial sta.tements includc only the Auditors Letter and Cambinec~ Statements plus footnotes (this is similar to Appendix D xn the POS). Harvey Ro~ers has indicated that he will help us draft the Supplement to thc Final Official Statement. I am lold that this can t~ke the form of a covcr letter with the 1498 audiied financial statements attacl~.ed. WLo Gets the Disclosure. Based on representations from the County as we~l as frozn the auditozs, we do not expect to see any materia,l changcs bctwccn thc 1997 and 1998 audited financial statements. Therefure, to comply with the Municipai Securities I)isefosure Rules, we will send the supplemental disclosure to those investors with a settlement date on their invcstm~nt that occ«rs aftear the 1998 audited financial s#atemcnts ar~ available, bui before 25 days from the "end of the undervvriting period" (assuming the und~vv,riter sends a copy of tbe Official Statement to a naliondlly reco~;ni~.ed ~nutticipal cecurities uiformation repository). Catl Pitts and the auditurs have indie3ted that they ~xpect that the 1998 audi.ted finai~cial statements will become avaiiable on or abaut December 31. The 25 day period runs from the date of settlc;ment or such lat~r date when the end of the nnderwriting period has occurred. Ass~ur3rng the end of the undezwrixing period is Dcccmber 16 {closing date), our obfigation wi~ll expire January I0. With these dates, we will want to make available the Supplement to the Fina1 Official Stat~ment to any inveslc?r (i) whose investment in Marion Cuunty COPs setiles between Decen~ber 3l and Januaiy ~ 0; a~nd {ii) wl~o requests, at any time for. up to and including the "end of the underwritin~ p~riad", a.n Oificial Stateme~tt be sent by either Prudential Securitics ur S~ilom~n Smith Bdmey. At this point, I do not know how many, if any, investors will fall within those paramete.rs.