$69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s:...

294
NEW ISSUE RATINGS: Moody’s: Aa2 BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws, regulations, rulings and judicial decisions, interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, except that interest on the Bonds must be included in the “adjusted current earnings” of certain corporations for purposes of calculating alternative minimum taxable income. Bond Counsel also is of the opinion that, under existing laws of the State of Nebraska, interest on the Bonds is exempt from Nebraska state income taxation as long as it is exempt for purposes of the federal income tax. See “TAX EXEMPTION” herein. $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE SYSTEM REVENUE BONDS SERIES OF 2011 Dated: Date of Delivery Due: November 15, as shown on reverse cover page The above-captioned series of bonds (the Bonds‖) are issuable in fully registered form in the denomination of $5,000 and integral multiples thereof. Interest is payable semiannually on May 15 and November 15 of each year, commencing May 15, 2012, by check or draft mailed to the registered owner as of the applicable record date at the address shown on the books of registry maintained by First National Bank of Omaha, as Registrar, in Omaha, Nebraska. Principal of the Bonds is payable upon presentation and surrender of the Bonds at the principal corporate trust office of First National Bank of Omaha, as Paying Agent, in Omaha, Nebraska. The Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as described herein. The Bonds initially 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. Purchases of the Bonds may be made only in book-entry form in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein. Purchasers will not receive certificates evidencing the Bonds. Principal of and interest on the Bonds will be payable by the Paying Agent directly to DTC as the registered owner thereof. Disbursement of such payments to the DTC Participants is the responsibility of DTC, and disbursement of such payments to the beneficial owners is the responsibility of the DTC Participants and the Indirect Participants, as more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is, or acts through, a DTC Participant to receive payment of the principal of, premium, if any, and interest on such Bonds. See ―THE BONDS—Book-Entry-Only System‖ herein. The Bonds will be issued by the City of Omaha, Nebraska (the ―City‖) for the purpose of (i) financing the cost of acquisition, construction, improving and equipping of capital improvements for the City’s sanitary sewerage system, including, in particular, costs of a portion of the City’s multiyear combined sewer overflow control program, (ii) establishing a reserve for the Bonds in an amount equal to the Reserve Account Requirement and (iii) paying issuance costs. See ―OMAHA COMBINED SEWER OVERFLOW CONTROL PROGRAM‖ herein. The Bonds are payable from and secured by a pledge of the revenues of the City’s sanitary sewerage system (the ―Revenues‖). The City has covenanted to fix and maintain rates for sanitary sewer services which shall provide Revenues of at least 110% of the amount required to pay principal of and interest on the Bonds, any outstanding issues of parity bonds and any additional parity bonds and other parity obligations then outstanding after deducting all costs of operation and maintenance and costs of a prior City obligation secured by a pledge of such Revenues. See ―SECURITY FOR AND SOURCE OF PAYMENT OF BONDS‖ herein. THE BONDS ARE SPECIAL OBLIGATIONS OF THE CITY PAYABLE SOLELY FROM THE REVENUES OF THE SANITARY SEWERAGE SYSTEM OF THE CITY. THE BONDS ARE NOT A DEBT OF THE CITY WITHIN THE MEANING OF ANY CONSTITUTIONAL, STATUTORY OR CHARTER LIMITATION UPON THE CREATION OF GENERAL OBLIGATION INDEBTEDNESS OF THE CITY AND DO NOT IMPOSE ANY GENERAL LIABILITY ON THE CITY. MATURITY SCHEDULE (on reverse of cover page) This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtain information essential and material to the making of an informed investment decision. The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be made on or about December 1, 2011, at DTC in New York, New York against payment therefor. Dated: November 16, 2011

Transcript of $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s:...

Page 1: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

NEW ISSUE RATINGS: Moody’s: Aa2 BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein)

In the opinion of Bond Counsel, under existing laws, regulations, rulings and judicial decisions, interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, except that interest on the Bonds must be included in the “adjusted current earnings” of certain corporations for purposes of calculating alternative minimum taxable income. Bond Counsel also is of the opinion that, under existing laws of the State of Nebraska, interest on the Bonds is exempt from Nebraska state income taxation as long as it is exempt for purposes of the federal income tax. See “TAX EXEMPTION” herein.

$69,560,000

CITY OF OMAHA, NEBRASKA

SANITARY SEWERAGE SYSTEM REVENUE BONDS

SERIES OF 2011

Dated: Date of Delivery Due: November 15, as shown on reverse cover page

The above-captioned series of bonds (the ―Bonds‖) are issuable in fully registered form in the denomination of $5,000 and integral multiples thereof. Interest is payable semiannually on May 15 and November 15 of each year, commencing May 15, 2012, by check or draft mailed to the registered owner as of the applicable record date at the address shown on the books of registry maintained by First National Bank of Omaha, as Registrar, in Omaha, Nebraska. Principal of the Bonds is payable upon presentation and surrender of the Bonds at the principal corporate trust office of First National Bank of Omaha, as Paying Agent, in Omaha, Nebraska. The Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as described herein.

The Bonds initially 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. Purchases of the Bonds may be made only in book-entry form in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein. Purchasers will not receive certificates evidencing the Bonds. Principal of and interest on the Bonds will be payable by the Paying Agent directly to DTC as the registered owner thereof. Disbursement of such payments to the DTC Participants is the responsibility of DTC, and disbursement of such payments to the beneficial owners is the responsibility of the DTC Participants and the Indirect Participants, as more fully described herein. Any purchaser of a beneficial interest in the Bonds must maintain an account with a broker or dealer who is, or acts through, a DTC Participant to receive payment of the principal of, premium, if any, and interest on such Bonds. See ―THE BONDS—Book-Entry-Only System‖ herein.

The Bonds will be issued by the City of Omaha, Nebraska (the ―City‖) for the purpose of (i) financing the cost of acquisition, construction, improving and equipping of capital improvements for the City’s sanitary sewerage system, including, in particular, costs of a portion of the City’s multiyear combined sewer overflow control program, (ii) establishing a reserve for the Bonds in an amount equal to the Reserve Account Requirement and (iii) paying issuance costs. See ―OMAHA COMBINED SEWER OVERFLOW CONTROL PROGRAM‖ herein.

The Bonds are payable from and secured by a pledge of the revenues of the City’s sanitary sewerage system (the ―Revenues‖). The City has covenanted to fix and maintain rates for sanitary sewer services which shall provide Revenues of at least 110% of the amount required to pay principal of and interest on the Bonds, any outstanding issues of parity bonds and any additional parity bonds and other parity obligations then outstanding after deducting all costs of operation and maintenance and costs of a prior City obligation secured by a pledge of such Revenues. See ―SECURITY FOR AND SOURCE OF PAYMENT OF BONDS‖ herein.

THE BONDS ARE SPECIAL OBLIGATIONS OF THE CITY PAYABLE SOLELY FROM THE REVENUES OF THE SANITARY SEWERAGE SYSTEM OF THE CITY. THE BONDS ARE NOT A DEBT OF THE CITY WITHIN THE MEANING OF ANY CONSTITUTIONAL, STATUTORY OR CHARTER LIMITATION UPON THE CREATION OF GENERAL OBLIGATION INDEBTEDNESS OF THE CITY AND DO NOT IMPOSE ANY GENERAL LIABILITY ON THE CITY.

MATURITY SCHEDULE

(on reverse of cover page)

This cover page contains information for convenient reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtain information essential and material to the making of an informed investment decision.

The Bonds are being offered when, as and if issued by the City and accepted by the Underwriter, subject to the approval of legality of the Bonds by Kutak Rock LLP, Bond Counsel, and to certain other conditions. It is expected that delivery of the Bonds will be made on or about December 1, 2011, at DTC in New York, New York against payment therefor.

Dated: November 16, 2011

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MATURITIES, AMOUNTS AND INTEREST RATES

$69,560,000

City of Omaha, Nebraska

Sanitary Sewerage Revenue Bonds Series of 2011

Maturity

(November 15) Amount Interest Rate Price

CUSIP

681810

2012 $1,180,000 2.00% 101.524% GY7

2013 240,000 2.00 102.717 HX8

2013 1,010,000 4.00 106.599 GZ4

2014 1,300,000 3.00 106.111 HA8

2015 1,340,000 5.00 114.636 HB6

2016 1,410,000 5.00 116.706 HC4

2017 1,480,000 5.00 118.242 HD2

2018 300,000 4.00 112.787 HE0

2018 1,255,000 5.00 119.245 HF7

2019 1,625,000 4.00 112.371 HG5

2020 1,690,000 3.00 103.744 HH3

2021 445,000 3.00 102.779 HJ9

2021 1,300,000 4.00 111.466 HK6

2022 1,810,000 5.00 118.711 HL4

2023 1,625,000 4.00 107.391 HM2

2023 275,000 5.00 116.726 HN0

2024 1,980,000 3.125 96.728 HP5

2025 2,040,000 3.50 98.639 HQ3

2026 2,110,000 5.00 112.874 HR1

2027 2,215,000 5.00 111.891 HS9

2028 2,325,000 4.00 99.147 HT7

$7,550,000 4.00% Term Bonds Due November 15, 2031—Price 97.500% CUSIP 681810 HU4

$21,660,000 4.25% Term Bonds Due November 15, 2038—Price 97.953% CUSIP 681810 HV2

$11,395,000 4.25% Term Bonds Due November 15, 2041—Price 97.514% CUSIP 681810 HW0

(Accrued Interest To Be Added)

Priced to November 15, 2021 redemption date

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CITY OF OMAHA, NEBRASKA

JIM SUTTLE, MAYOR

CITY COUNCIL

Thomas Mulligan, President

Chris Jerram Pete Festersen Jean Stothert Franklin Thompson Ben Gray Garry Gernandt

DEPARTMENT DIRECTORS

Pam Spaccarotella ................................................................................................................ Finance Director Paul D. Kratz ............................................................................................................................. City Attorney R.E. Cunningham ................................................................................................................ Planning Director Alex Hayes ................................................................................................................................. Police Chief Michael McDonnell ........................................................................................................................ Fire Chief Melinda Pearson................................................................... Parks, Recreation and Public Property Director Robert Stubbe.............................................................................................................. Public Works Director Richard O’Gara. ................................................................................................... Human Resources Director Gary Wasdin ........................................................................................................................ Library Director Dana Markel.............................................................................................. Convention and Tourism Director Richard O’Gara ................................................................................... Human Rights and Relations Director

Allen Herink, City Comptroller

Buster Brown, City Clerk

AUDITOR

KPMG LLP

BOND COUNSEL Kutak Rock LLP

UNDERWRITER

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No dealer, broker, salesman or other person has been authorized by the City or the Underwriter to give any

information or to make any representations in connection with the Bonds or the matters described herein, other than

those contained in this Official Statement; and, if given or made, such other information or representations must not

be relied upon as having been authorized by the City or the Underwriter. This Official Statement does not constitute

an offer to sell or the solicitation of an offer to buy, nor shall there by 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 and

expressions of opinion contained herein are subject to change without notice, and neither the delivery of this Official

Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no

change in the matters described herein since the date hereof. This Official Statement is submitted in connection with

the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other

purpose. The Underwriter may offer and sell Bonds to certain dealers and others at prices lower than the offering

prices stated on the cover page hereof. The offering prices may be changed from time to time by the Underwriter.

TABLE OF CONTENTS

Page Page

INTRODUCTORY STATEMENT ...........................1

THE FINANCING PROGRAM ................................2

OMAHA COMBINED SEWER

OVERFLOW CONTROL PROGRAM .............2

THE BONDS .............................................................3

Description of the Bonds ....................................3

Place of Payment ................................................3

Book-Entry Only System ...................................3

Optional Redemption..........................................6

Mandatory Sinking Fund Redemption................6

Notice of Redemption.........................................6

SECURITY FOR AND SOURCE OF

PAYMENT OF BONDS .............................7

Flow of Revenues ...............................................7

Rate Covenant ....................................................8

Sewer Revenue Bond Reserve Account .............9

SOURCES AND USES OF FUNDS .........................9

THE SANITARY SEWERAGE SYSTEM ...............9

Description of the System ..................................9

Sewer Service Charges ..................................... 10

Special Rates .................................................... 10

Current Sewer Service Rates ............................ 10

Nebraska Department of Environmental

Quality Loan Notes ................................... 11

Construction Program ....................................... 12

Number of Customers....................................... 12

Statement of Revenue, Expenditures

and Changes in Fund Net Assets ............... 13

Statement of Fund Net Assets .......................... 14

Statement of Cash Flows .................................. 15

Debt Service Requirements .............................. 16

Receipts & Debt Service Coverage .................. 17

Projected Financial Information ....................... 18

THE ORDINANCE ................................................. 18

Additional Bonds .............................................. 18

Subordinated Indebtedness ............................... 19

Additional Covenants ....................................... 19

Investment of Moneys ...................................... 20

Defeasance........................................................ 21

Enforcement of Ordinance ............................... 22

Amendment to the Ordinance ........................... 22

ONGOING DISCLOSURE ..................................... 23

UNDERWRITING .................................................. 23

TAX EXEMPTION ................................................. 24

Federal and State Tax Exemption ..................... 24

Original Issue Discount .................................... 24

Original Issue Premium .................................... 25

Future Legislation ............................................. 25

Legal Matters .................................................... 26

Pending Litigation ............................................ 26

RATINGS ................................................................ 26

CAUTIONARY STATEMENTS

REGARDING FORWARD-LOOKING

STATEMENTS IN THIS OFFICIAL

STATEMENT .................................................. 26

FINANCIAL STATEMENTS ................................. 27

MISCELLANEOUS ................................................ 27

APPENDIX A City of Omaha Financial

Information: Comprehensive

Annual Financial Report

APPENDIX B City of Omaha—General

Information

APPENDIX C Form of Continuing Disclosure

Undertaking

APPENDIX D Form of Bond Counsel Opinion

IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR EFFECT

TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT

LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH

STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.

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OFFICIAL STATEMENT

$69,560,000

CITY OF OMAHA, NEBRASKA

SANITARY SEWERAGE SYSTEM REVENUE BONDS

SERIES OF 2011

INTRODUCTORY STATEMENT

This Official Statement, including the cover page and appendices hereto, is furnished in

connection with the offering by the City of Omaha, Nebraska (the ―City‖) of its $69,560,000 Sanitary

Sewerage System Revenue Bonds, Series of 2011 (the ―Bonds‖).

The Bonds will be issued in strict compliance with the Constitution and laws of the State of

Nebraska and particularly Sections 18-501 to 18-512, Reissue Revised Statutes of Nebraska, as amended

(the ―Act‖), Section 1.03 of Article I and Sections 5.29, 5.30 and 5.31 of Article V of the Home Rule

Charter of the City of Omaha, as amended (the ―Charter‖), Ordinance No. 37507 (the ―General

Ordinance‖) passed by the City Council (the ―Council‖) of the City on October 24, 2006 and

Ordinance No. 39149 (the ―Third Supplemental Ordinance‖ and, together with the General Ordinance,

Ordinance No. 38565 passed by the Council on November 10, 2009 (under which the City issued the

hereinafter-defined 2009 Bonds), Ordinance No. 38845 passed by the Council on October 26, 2010

(under which the City issued the hereinafter-defined 2010 Bonds) the ―Ordinance‖) passed by the Council

on November 1, 2011. The Bonds are ―Additional Bonds‖ within the meaning of the General Ordinance,

secured on a parity with the City’s $50,250,000 outstanding aggregate principal amount Sanitary

Sewerage System Revenue Bonds, Series of 2006 (the ―2006 Bonds‖), $29,295,000 outstanding

aggregate principal amount Sanitary Sewerage System Revenue Bonds, Taxable Series of 2009B (Build

America Bonds—Direct Payment) (the ―2009 Bonds‖), $33,800,000 outstanding aggregate principal

amount Sanitary Sewerage System Revenue Refunding Bonds, Series of 2010A and $34,079,570

outstanding aggregate principal amount Taxable Sanitary Sewerage System Revenue Bonds (Recovery

Zone Economic Development Bonds–Direct Payment), Series of 2010B (together, the ―2010 Bonds‖) and

certain other obligations of the City with respect to its sanitary sewerage system. See ―SECURITY FOR

AND SOURCE OF PAYMENT OF BONDS‖ herein. Certain provisions of the Ordinance are set forth

later in this Official Statement. See ―THE ORDINANCE‖ herein.

The proceeds of the Bonds will be used to finance a portion of the costs of the City’s multiyear

combined sewer overflow control program (the ―Program‖) and other capital improvements for the City’s

sanitary sewerage system, to establish a reserve for the Bonds and to pay costs of issuance. See ―THE

FINANCING PROGRAM‖ and ―SOURCES AND USES OF FUNDS‖ herein.

This Official Statement contains brief descriptions or summaries of, among other matters, the

Bonds, the City, the City’s sanitary sewerage system, consisting of wastewater collection and treatment

facilities (the ―System‖), the Program and the Ordinance. Such descriptions and information do not

purport to be comprehensive or definitive. All references herein to the Ordinance are qualified in their

entirety by reference to such document, and references herein to the Bonds are qualified in their entirety

by reference to the form thereof included in the Ordinance. Copies of such documents may be obtained

from the City by writing to the attention of Finance Director, and, during the initial offering period only,

from the Underwriter, D.A. Davidson & Co., 1111 North 102nd Court, Suite 300, Omaha,

Nebraska 68114.

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THE FINANCING PROGRAM

The Bonds offered pursuant to this Official Statement are the fourth issue by the City in

conjunction with its multiyear combined sewer overflow (―CSO‖) control program (the ―Program‖). The

first issue was the 2006 Bonds, the second issue was the 2009 Bonds and the third issue was the 2010

Bonds. See ―OMAHA COMBINED SEWER OVERFLOW CONTROL PROGRAM‖ herein. The total

cost of the Program, which the City anticipates will extend over approximately 15 years, is estimated at

$1.66 billion in 2009 dollars. The City anticipates that it will issue additional parity sanitary sewerage

system revenue and refunding bonds, such as the Bonds offered hereby, on an annual or semiannual basis

during the next approximately 15 years to finance costs of the Program and other capital improvements

and further anticipates that it will enter into further revolving loan contracts with the Nebraska

Department of Environmental Quality (―NDEQ‖) such as the loan notes (the ―NDEQ Notes‖) described

under ―THE SANITARY SEWERAGE SYSTEM — Nebraska Department of Environmental Quality

Loan Notes‖. As described under ―THE SANITARY SEWERAGE SYSTEM—Sewer Service Charges,‖

the City has increased and is increasing its rates and charges for the System on an annual basis for each of

the fiscal years 2010 to 2014, inclusive, primarily for the purpose of paying for the costs of the Program

and other capital improvements, including debt service payments on the 2006 Bonds, the 2009 Bonds, the

2010 Bonds, the NDEQ Notes, the Elkhorn Bonds (as hereinafter defined) and the anticipated additional

bonds, including the Bonds. See ―SECURITY AND SOURCE OF PAYMENT OF BONDS—Rate

Covenant‖ herein.

OMAHA COMBINED SEWER OVERFLOW CONTROL PROGRAM

Like hundreds of communities across the nation, the City of Omaha is addressing its CSO

problem by implementing a CSO Long Term Control Plan (―LTCP‖). CSOs occur when untreated

wastewater and stormwater commingle in a single pipe and spill untreated into Omaha’s rivers and

creeks. The intent of the CSO LTCP is to reduce the occurrence of untreated overflows from Omaha’s

combined sewer system to area waterways (such as the Missouri River and Papillion Creek).

On October 1, 2002, Omaha was issued a National Pollutant Discharge Elimination System

(―NPDES‖) permit from the NDEQ, which included a five-year term and specific requirements that must

have been met by the end of September 2007. The permit required implementation of certain control

measures and a schedule for submission of components of the LTCP for CSOs. The City has satisfied all

requirements of the 2002 permit. In 2005, the NDEQ sent a letter to the City that identified deadlines for

developing and implementing a CSO LTCP as follows:

(a) submit a ―substantively complete‖ CSO LTCP by October 2007;

(b) submit a final CSO LTCP by October 2009; and

(c) implement CSO controls by 2024.

These deadlines were formalized through a Consent Order between the NDEQ and the City in

August 2007. The 2002 NPDES permit was replaced in 2007 with one which extended through

September of 2010. The City satisfied the first two deadlines listed above, and the NDEQ reissued the

permit through September of 2015 and in February of 2010 approved the final CSO LTCP.

In June of 2009 the Omaha City Council approved a sewer rate ordinance that provided for

significant increases (twenty to thirty percent per year) for the period from 2011 through 2014. These rate

increases were based on an updated financial plan and cost of service rate model provided by Red Oak

Consulting. The rate model distributed total CSO costs equitably over all users of the wastewater

collection and treatment system.

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On September 25, 2009 the final LTCP was submitted to NDEQ. Design and construction of

short-term projects has commenced, and design and construction of the long-term control projects is

commencing with the approval by NDEQ of the LTCP. The LTCP includes a schedule for a series of

projects to be constructed by October of 2024 in compliance with the Consent Order.

THE BONDS

Description of the Bonds

The Bonds, in the aggregate principal amount of $69,560,000, will be dated their date of delivery,

will be issued in fully registered form without coupons, and will be in the denomination of $5,000 or any

integral thereof. Interest will be payable semiannually on May 15 and November 15 of each year,

commencing May 15, 2012. The Bonds will mature serially and as term bonds in the principal amounts

set forth on the reverse of the cover page.

Place of Payment

The principal of the Bonds will be payable in lawful money of the United States of America at the

corporate trust office of First National Bank of Omaha, as Paying Agent (the ―Paying Agent‖). Interest

on the Bonds will be paid by wire transfer, check or draft mailed to the person in whose name a Bond is

registered as of May 1 or November 1, as the case may be, immediately preceding each interest payment

date.

Book-Entry Only System

The Bonds initially are being issued solely in book-entry form to be held in the book-entry only

system maintained by The Depository Trust Company (―DTC‖), New York, New York. So long as such

book-entry system is used, only DTC will receive or have the right to receive physical delivery of Bonds

and Beneficial Owners (as hereinafter defined) will not be or be considered to be, and will not have any

rights as, owners or holders of the Bonds under the Ordinance. The following information about the

book-entry only system applicable to the Bonds has been supplied by DTC. Neither the City nor the

Paying Agent makes any representations, warranties or guarantees with respect to its accuracy or

completeness.

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 partnership nominee) or such other name as may

be requested by an authorized representative of DTC. One fully-registered Bond certificate will be issued

for each maturity of the Bonds, each in the aggregate principal amount of such maturity and will be

deposited with DTC.

DTC, the world’s largest depository, is a limited-purpose trust company organized under the

New York Banking Law, a ―banking organization‖ within the meaning of the New York Banking Law, a

member of the Federal Reserve System, a ―clearing corporation‖ within the meaning of the New York

Uniform Commercial Code, and a ―clearing agency‖ registered pursuant to the provisions of Section 17A

of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million

issues of U.S. and non-U.S. equity, corporate and municipal debt issues, and money market instruments

(from over 100 countries) that DTC’s participants (―Direct Participants‖) deposit with DTC. DTC also

facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in

deposited securities, through electronic computerized book-entry transfers and pledges between Direct

Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct

Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies,

clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The

Depository Trust & Clearing Corporation (―DTCC‖). DTCC is the holding company for DTC, National

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4

Securities Clearing Corporation and Fixed Income Clearing Corporation all of which are registered

clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system

is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust

companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct

Participant, either directly or indirectly (―Indirect Participants‖). DTC has a 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 www.dtcc.com.

Purchases of Bonds under the DTC system must be made by or through 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 Direct and Indirect

Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their

purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of

the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant

through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the

Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on

behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership

interests in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued.

To facilitate subsequent transfers, all Bonds deposited by 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 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 Direct Participants to whose accounts such 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 Bonds may wish to take certain

steps to augment the transmission to them of notices of significant events with respect to the Bonds, such

as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example,

Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit

has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may

wish to provide their names and addresses to the Paying Agent and request that copies of notices be

provided directly to them.

Redemption notices shall be sent to DTC. If less than all of the Bonds within an issue are being

redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in

such issue to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to

the Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under

its usual procedures, DTC mails an Omnibus Proxy to the City, as issuer of the Bonds, as soon as possible

after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those

Direct Participants to whose accounts Bonds are credited on the record date (identified in a listing

attached to the Omnibus Proxy).

Principal and interest payments, redemption proceeds and distributions 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 Direct Participants’ accounts upon DTC’s receipt of funds and corresponding

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detail information from the City or the Paying Agent, on 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 Bonds 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 Paying Agent or the City, subject to any statutory or regulatory requirements as may

be in effect from time to time. Payment of redemption proceeds, distributions, and interest payments to

Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the

responsibility of the City or the Paying Agent, disbursement of such payments to Direct Participants will

be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the

responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the Bonds at any time

by giving reasonable notice to the City or the Paying Agent. Under such circumstances, in the event that

a successor depository is not obtained, Bond certificates are required to be printed and delivered.

The City may decide to discontinue use of the system of book-entry transfers through DTC (or a

successor securities depository). In that event, Bond certificates will be printed and delivered.

NEITHER THE CITY NOR THE PAYING AGENT WILL HAVE ANY RESPONSIBILITY

OR OBLIGATION TO ANY DIRECT PARTICIPANT, INDIRECT PARTICIPANT OR ANY

BENEFICIAL OWNER OR ANY OTHER PERSON NOT SHOWN ON THE REGISTRATION

BOOKS OF THE PAYING AGENT AS BEING A HOLDER WITH RESPECT TO: (1) THE BONDS;

(2) THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DIRECT

PARTICIPANT OR INDIRECT PARTICIPANT; (3) THE PAYMENT BY DTC OR ANY DIRECT

PARTICIPANT OR INDIRECT PARTICIPANT OF ANY AMOUNT DUE TO ANY BENEFICIAL

OWNER IN RESPECT OF THE PRINCIPAL OR REDEMPTION PRICE OF OR INTEREST ON THE

BONDS; (4) THE DELIVERY BY ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT OF

ANY NOTICE TO ANY BENEFICIAL OWNER WHICH IS REQUIRED OR PERMITTED UNDER

THE TERMS OF THE ORDINANCE TO BE GIVEN TO HOLDERS; (5) THE SELECTION OF THE

BENEFICIAL OWNERS TO RECEIVE PAYMENT IN THE EVENT OF ANY PARTIAL

REDEMPTION OF THE BONDS; OR (6) ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY

DTC AS HOLDER.

Each Beneficial Owner for whom a Direct Participant or Indirect Participant acquires an interest

in the Bonds, as nominee, may desire to make arrangements with such Direct Participant or Indirect

Participant to receive a credit balance in the records of such Direct Participant or Indirect Participant, to

have all notices of redemption, elections to tender Bonds or other communications to or by DTC which

may affect such Beneficial Owner forwarded in writing by such Direct Participant or Indirect Participant,

and to have notification made of all debt service payments.

Beneficial Owners may be charged a sum sufficient to cover any tax, fee, or other governmental

charge that may be imposed in relation to any transfer or exchange of their interests in the Bonds.

THE CITY AND PAYING AGENT CANNOT AND DO NOT GIVE ANY ASSURANCES

THAT THE DIRECT PARTICIPANTS OR THE INDIRECT PARTICIPANTS WILL DISTRIBUTE TO

THE BENEFICIAL OWNERS OF THE BONDS (i) PAYMENTS OF PRINCIPAL OF AND

INTEREST ON THE BONDS, (ii) BONDS REPRESENTING AN OWNERSHIP INTEREST OR

OTHER CONFIRMATION OF BENEFICIAL OWNERSHIP INTERESTS IN THE BONDS OR

(iii) REDEMPTION OR OTHER NOTICES SENT TO DTC OR CEDE & CO., ITS NOMINEE, AS

THE REGISTERED OWNERS OF THE BONDS, OR THAT THEY WILL DO SO ON A TIMELY

BASIS OR THAT DTC, DIRECT PARTICIPANTS OR INDIRECT PARTICIPANTS WILL SERVE

AND ACT IN THE MANNER DESCRIBED IN THIS OFFICIAL STATEMENT. THE CURRENT

―RULES‖ APPLICABLE TO DTC ARE ON FILE WITH THE SECURITIES AND EXCHANGE

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COMMISSION, AND THE CURRENT ―PROCEDURES‖ OF DTC TO BE FOLLOWED IN DEALING

WITH DIRECT PARTICIPANTS ARE ON FILE WITH DTC.

Optional Redemption

The Bonds maturing November 15, 2022 and thereafter are subject to redemption at the option of

the City at any time on or after November 15, 2021, in whole or in part, in such order of maturities as the

City may elect, at a price of par, without premium, plus accrued interest to the date of redemption.

Mandatory Sinking Fund Redemption

The Bonds maturing on November 15 in the years 2031, 2038 and 2041 are term bonds and shall be

subject to mandatory sinking fund redemption prior to their respective term maturity dates on November

15 of each of the years and in the principal amount specified below (with no redemption premium), plus

accrued interest to the redemption date:

2031 Term Bonds 2038 Term Bonds

Years Principal Amount Years Principal Amount

2029 $2,420,000 2032 $2,720,000

2030 2,515,000 2033 2,835,000

2031 (maturity) 2,615,000 2034 2,960,000

2035 3,085,000

2036 3,215,000

2037 3,350,000

2038 (maturity) 3,495,000

2041 Term Bonds

Years Principal Amount

2039 $3,640,000

2040 3,795,000

2041 (maturity) 3,960,000

To the extent that such Bonds have been previously called for redemption in part and otherwise

than from the sinking fund, each related aforesaid annual sinking fund payment for the Bonds of such

maturity shall be reduced by the amount obtained by multiplying the principal amount of such Bonds of

such maturity so called for redemption, by the ratio which each annual sinking fund payment for the

Bonds of such maturity bears to the total sinking fund payments of such Bonds subject to sinking fund

redemption, and by rounding each sinking fund payment to the nearest $5,000 multiple. On or before the

30th day prior to each such sinking fund payment date, the Paying Agent shall proceed to select for

redemption from all outstanding Bonds subject to sinking fund redemption, a principal amount of such

Bonds, equal to the aggregate principal amount of such Bonds redeemable with the required sinking fund

payment, and shall call such Bonds or portions thereof ($5,000 or any integral multiple thereof) for

redemption from such sinking fund on the next November 15 and give notice of such call

Notice of Redemption

At least 30 days’ notice of redemption will be mailed to the person whose name appears in the

bond registration books as the registered owner of a Bond as of the close of business on the forty-fifth day

next preceding the date fixed for redemption.

If less than all the Bonds of any maturity are to be redeemed, the Paying Agent shall determine, in

its sole discretion, in any manner deemed by it to be fair and equitable, the particular portions of Bonds of

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such maturity so to be redeemed. Any Bond shall be subject to redemption in part in a principal amount

equal to $5,000 or any integral multiple thereof

SECURITY FOR AND SOURCE OF PAYMENT OF BONDS

The Bonds are payable from and secured by a pledge of the Revenues which are derived from the

operation of the System. The portion of the Revenues available to pay the Bonds and the City’s related

rate covenant are described under ―Flow of Revenues‖ below.

The Ordinance defines ―Revenues‖ as being all income, revenue and moneys derived by the City

from the ownership, possession, operation, management or control of the System and, without limiting

the generality of the foregoing, shall include all moneys and receipts derived by the System from rates

and charges maintained and collected for the use and services of the System, and earnings on the

investment of moneys held under the Ordinance and the proceeds of the sale of any such investments, to

the extent such earnings and proceeds are deposited in the Sewer Revenue Fund or an account therein

other than a construction account or a capitalized interest account; provided, however, that the term

―Revenues‖ shall not include moneys received as proceeds from the sale of the Bonds or Additional

Bonds, if any, issued pursuant to the Ordinance or as grants or gifts the use of which is limited by the

grantor or donor to the construction of capital improvements, except to the extent any such moneys shall

be received as payments for the use and services of the System.

The Bonds are special obligations of the City payable solely from the Revenues of the System.

The Bonds are not a debt of the City within the meaning of any constitutional, statutory or charter

limitation upon the creation of general obligation indebtedness of the City and do not impose any general

liability on the City.

Flow of Revenues

The Ordinance continues the following fund and special account previously created by the City

which are maintained as separate book-entry accounts on the records of the City: the Sewer Revenue

Fund and the Sewer Revenue Bond Reserve Account.

The City has covenanted in the Ordinance to collect Revenues in amounts sufficient to pay the

costs and expenses of the System. The Council will annually adopt a budget for the next succeeding

fiscal year of the System premised on the City’s collection during such fiscal year of sufficient Revenues

to pay such costs and expenses for such fiscal year. The Council will annually appropriate in accordance

with such budget sufficient funds in such fiscal year, first, to pay the costs of operation and maintenance

of the System; second, to make payments of up to $1,500,000 annually pursuant to Ordinance No. 35840

with respect to the City’s Special Obligation Bonds (Riverfront Redevelopment Project) Series 2002A

(the ―2002 Bond Obligation‖); third, to pay the principal of and interest on the 2006 Bonds, the 2009

Bonds, the 2010 Bonds, the Bonds, any Additional Bonds and the City of Elkhorn, Nebraska Sewer

Revenue Refunding Bonds, Series 2003, dated May 20, 2003, assumed by the City upon its annexation of

the former City of Elkhorn, Nebraska which are outstanding in the aggregate principal amount of

$440,000 (the ―Elkhorn Bonds‖); fourth, to pay any other indebtedness of the System, including the

NDEQ Notes, secured by the Revenues thereof; fifth, to provide and maintain the Sewer Revenue Bond

Reserve Account; and sixth, to provide all costs of renovations, replacements and renewals of the System

and for any other lawful purpose in connection with the System. Payments in accordance with such

appropriations from the moneys on deposit in the Sewer Revenue Fund will be made in accordance with

the following provisions and in the following order of priority:

FIRST, there shall be paid the amounts necessary, as and when determined by the City, to pay the

costs of operation and maintenance of the System, such costs of operation and maintenance including, but

not limited to, salaries, wages, costs of materials and supplies, costs of routine repairs, renewals,

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replacements and alterations occurring in the usual course of business, costs of insurance and costs of

audits, taxes and payments in lieu of taxes;

SECOND, there shall be paid in each year up to $1,500,000 to pay the 2002 Bond Obligation;

THIRD, (a) there next shall be paid on each interest payment date specified in the Ordinance for

the 2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds and in proceedings pursuant to which the

City issues Additional Bonds or were issued the Elkhorn Bonds the amount or amounts equal to the

installment or installments of interest falling due on such interest payment date; (b) there next shall be

paid, for the purpose of retiring the 2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds, any

Additional Bonds and the Elkhorn Bonds, on each principal payment date specified herein and on each

principal payment date or mandatory sinking fund redemption date specified in the proceedings pursuant

to which the City issues Additional Bonds or were issued the Elkhorn Bonds, the amount or amounts

equal to the principal amount of the 2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds, any

Additional Bonds or the Elkhorn Bonds becoming due on such principal payment date or mandatory

sinking fund redemption date, as the case may be; and (c) there next shall be paid any other indebtedness,

including the NDEQ Notes, against the System or against the Revenues of the System;

FOURTH, there next shall be credited from the moneys in the Sewer Revenue Fund to the Sewer

Revenue Bond Reserve Account moneys in such amounts and at such times as may be determined by the

City so that the aggregate of the amounts so credited to the Sewer Revenue Bond Reserve Account will,

by no later than the day on which the first installment of principal of the bonds outstanding under the

General Ordinance are due and payable, be equal to the Reserve Account Requirement with respect to

such bonds; and

FIFTH, there next shall be set aside all moneys remaining in the Sewer Revenue Fund for

renovations, replacements, renewals, repairs, furnishing and equippings of the System as are necessary to

maintain the System in good repair, working order and condition or as are necessary to produce and

maintain the Revenues required by or for the purposes of the Ordinance. Such moneys may also be used,

as directed by the Council, for paying the costs of acquisition or construction of plants and properties to

comprise part of the System or for any other lawful purpose in connection with the System. In the event

the moneys on hand in the Sewer Revenue Fund at any time are insufficient to make the payments

required by parts FIRST through FOURTH above, such insufficiencies shall be made up in full before

any moneys are set aside for such replacements and other purposes.

Rate Covenant

The City covenants in the Ordinance that it will establish, maintain, revise and collect just and

equitable rates or charges for the use and services of the System, so that the Revenues of the System shall

at all times be at least sufficient (a) to pay all costs of operation and maintenance of the System; (b) to pay

the 2002 Bond Obligation; (c) to pay the principal of and interest on all 2006 Bonds, the 2009 Bonds, the

2010 Bonds, the Bonds, any Additional Bonds and the Elkhorn Bonds; (d) to pay any other indebtedness

against the System or against the Revenues of said System; (e) to provide and maintain the Sewer

Revenue Bond Reserve Account; and (f) to provide for all costs of renovations, replacements and

renewals necessary or required to be made to the System; and to otherwise carry out the provisions of the

Ordinance, including, without limiting the generality of the foregoing, the maintenance of the accounts

created thereby; provided, however, that such charges and rates shall never be less than would produce in

any fiscal year Revenues at least equal to 110% of the Aggregate Debt Service Requirement (as

hereinafter defined) for such year on all 2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds, the

NDEQ Notes, any Additional Bonds and the Elkhorn Bonds then outstanding, after deducting from such

Revenues all costs of operation and maintenance and payments made in respect of the 2002 Bond

Obligation for such year.

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Sewer Revenue Bond Reserve Account

The Ordinance requires that the City make deposits in amounts sufficient so that the balance in

the Sewer Revenue Bond Reserve Account is equal to the maximum annual debt service (or such lesser

maximum amount as shall be required or permitted under applicable provisions of the Code) on the 2006

Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds and any Additional Bonds outstanding (the ―Reserve

Account Requirement‖). Upon the issuance of the Bonds, the balance in the Sewer Revenue Bond

Reserve Account will be at least equal to the Reserve Account Requirement.

Moneys credited to the Sewer Revenue Bond Reserve Account are to be transferred as necessary

to provide for the payment of the principal of, premium, if any, and interest on the Bonds and Additional

Bonds, if any, when due.

Moneys credited to the Sewer Revenue Bond Reserve Account in excess of the Reserve Account

Requirement are transferred to the Sewer Revenue Fund.

SOURCES AND USES OF FUNDS

Sources:

Bond Proceeds $69,560,000.00

Net Premium 1,589,872.40

Total Sources $71,149,872.40

Uses:

Construction Account $66,388,124.00

Underwriter’s Discount 486,920.00

Costs of Issuance 145,415.90

Sewer Revenue Bond Reserve Account 4,129,412.50

Total Uses $71,149,872.40

THE SANITARY SEWERAGE SYSTEM

Description of the System

The Public Works Department of the City of Omaha operates the System serving a population of

600,000 in the 275 square mile greater Omaha region. The City owns, operates and maintains about

2000 linear miles of sewer lines and two regional treatment plants with an aggregate secondary treatment

capacity of 116 million gallons per day. In 2010, total operating expenditures for the System were

$48.3 million, of which $14.8 million represented payroll and benefits for approximately 153 employees.

Portions of the System, primarily in older areas of Omaha, have combined sanitary sewer and

storm sewer lines. As described under ―OMAHA COMBINED SEWER OVERFLOW CONTROL

PROGRAM,‖ the City has undertaken a multiyear sewer separation project for the purpose of physically

separating targeted combined lines into their sanitary sewer and storm sewer components. The City

finances the costs of its storm sewer capital improvements by the issuance of general obligation sewer

bonds. The proceeds of the 2006 Bonds, 2009 Bonds and 2010 Bonds were not, and the Bonds and any

Additional Bonds will not, be used to pay the capital costs of the City’s storm sewers exempt insofar as

such costs relate to sewer separation projects.

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Sewer Service Charges

Rates for the use of the System are fixed by ordinance of the City Council. In 2005, the City of

Omaha employed CH2M Hill, Engineers and Consultants (―CH2M Hill‖), and Integrated Utilities Group,

Inc., Consultants (―IUG‖), to conduct studies and analyses concerning revenue requirements and sewer

service charges. The result of these studies not only set cost of service rates for fiscal years 2007 through

2010 but also established a rate setting model to be used to establish future rates. Based on this model,

the City Council passed Ordinance No. 37495 dated September 26, 2006 that set rates for the period

January 1, 2007 through December 31, 2010. The City levies the sewer service charges shown under

―Sewer Service Rate Schedule‖ against the users of premises, property or structures of every kind, nature

and description which have water service from any supply sources and are connected directly or indirectly

with the System.

In 2008, the City again retained CH2M Hill and IUG (which was acquired by Malcolm Pirnie and

is now operating as Red Oak Consulting) to update certain elements of the financial plan and rate study to

reflect final LTCP cost estimates and to recommend rates through 2014. On June 2, 2009, the City

Council approved the Rate Ordinance (as hereinafter defined), which provides for twenty to thirty percent

annual rate increases from 2011 through 2014. These rate increases will impact all System users. A

typical residential user’s monthly sewer charge will go from around $15 per month in 2010 to over

$37 per month in 2014.

Because the basic rate structure is tied to water usage, the sewer use fee is computed and billed to

the customer by The Metropolitan Utilities District of the City of Omaha, a public service corporation and

a political subdivision of the State of Nebraska (―M.U.D.‖), which operates the City’s water system (as

well as the gas distribution system). The sewer use fee and charges for water service are billed

concurrently and must be paid at the same time. The City pays to M.U.D. a fee based on the number of

billings and proportion of charges for its service in billing and collecting the sewer use fee.

Special Rates

The City’s Sewer Rate Ordinance No. 29809, passed July 20, 1982, as amended, provides that:

Whenever by reason of special conditions, the application of the rates specified in

sections 31-145 through 31-147 would be inequitable or unfair to either the City or the

user, or in cases where the character of the sewage from sewer users is such that an

additional burden is placed upon the Sewage System greater than that imposed by the

average sewage delivered to the Sewage Disposal Plant, the Finance Director, with the

approval of the Mayor, shall recommend special rates which are equitable and fair to all

parties concerned and when approved by resolutions of the City Council, such special

rates shall control. When special rates are requested to allow for in-plant use of water

which does not go to the sewer system, it shall be mandatory that a sewage meter or

separate water meter be installed whenever reasonably possible and in all other instances,

the burden shall be upon the user requesting such special rate to prove said in-plant

usage.

Current Sewer Service Rates

Sewer service charges are determined in accordance with rate schedules which recognize several

classes of customers. The components of these charges are: (1) customer charge, (2) flow charge and

(3) abnormal charges. The monthly sewer service charge for a sewer service user may not be less than the

customer charge. Ordinance No. 38427 (the ―Rate Ordinance‖), passed June 2, 2009, established for the

fiscal years 2010 to 2014, inclusive, the schedule of charges set forth in the following table.

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Sewer Service Rate Schedule

Effective January 1

2010 2011 2012 2013 2014

(a) The customer charge is as follows:

(1) (a) For residential sewer service users,

per month $9.19 $11.26 $14.61 $18.54 $23.45

(b) For commercial residential sewer

service users, per month 9.19 11.26 14.61 18.54 23.45

(2) For general commercial sewer service

users, per month 9.97 11.90 15.28 19.23 24.17

(3) For large commercial sewer service

users, per month 9.97 11.91 15.30 19.26 24.22

(4) For general industrial sewer service

users, per month 462.61 598.48 632.94 667.54 706.91

(5) For large industrial sewer service users,

per month 462.61 598.48 632.94 667.54 706.91

(6) For bulk I sewer service users, per

account, per month 458.38 332.38 352.27 372.76 396.31

(7) For bulk II sewer service users, per

account, per month 2.28 2.57 3.01 3.26 3.53

(b) The flow charge for all sewer service users,

except bulk I, shall be per 100 cubic feet 0.862 1.052 1.301 1.597 1.968

The flow charge for bulk I sewer service

users shall be, per 100 cubic feet 0.588 0.752 0.951 1.220 1.551

(c) The abnormal charge for all sewer service

users shall be the sums of the following:

(1) For abnormal suspended solids, per ton 192.69 199.05 211.22 220.47 239.68

(2) For abnormal BOD, per ton 326.48 325.65 350.10 367.22 399.73

(3) For abnormal grease, per ton – - - - -

(d) The charge per day for extra sampling days

shall be 473.31 527.68 555.78 586.10 618.90

(e) The charge for installation of a temporary

primary device 983.67 1034.79 1089.88 1149.35 1213.66

(f) Industrial pretreatment monitoring charge,

per month 64.44 63.59 66.96 70.28 74.01

(g) The charge for septic tank contents disposal

shall be, per 1,000 gallons 22.18 22.80 24.57 26.02 28.61

(h) City of Omaha hand-billing charge 8.20 8.63 9.09 9.58 10.12

The sewer service charges prescribed by the Rate Ordinance are applicable to water use per meter

readings taken or estimates calculated January 1 through December 31 of the calendar year indicated at

the top of each column above, except the sewer service charges for the year 2014, which will remain

applicable in subsequent calendar years unless and until the Rate Ordinance is amended.

The sewer service charges provided by the Rate Ordinance for the years 2010, 2011, 2012, 2013

and 2014 may be reallocated among the components of the charge, specifically the customer charge, flow

charge and abnormal charge, when and if it is determined that the allocations provided for by the Rate

Ordinance should be amended to provide for an equitable distribution of the costs of providing such

service.

Nebraska Department of Environmental Quality Loan Notes

The City, by authority of ordinances other than the Ordinance, and the NDEQ have entered into

the two NDEQ Notes, dated December 24, 2009, one in the aggregate principal amount of $7,500,000 and

one in the amended aggregate principal amount of $8,500,000. Each works as a revolving loan contract.

The City pledged its Revenues to the repayment of the NDEQ Notes, but the NDEQ Notes are not

Additional Bonds secured on a parity with the Bonds under the terms of the Ordinance. The City is

drawing down and applying the proceeds of the NDEQ Notes to improve the City’s wastewater treatment

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facilities and to pay for other System improvements. The NDEQ Notes have 20-year terms and bear

interest on drawndown amounts (including NDEQ fees) of 2% per annum. The City’s repayment

obligations do not commence until the respective projects funded by the NDEQ Notes go into service,

which is expected to be in 2012. The City and NDEQ may enter into further such contracts in the future.

It is not anticipated that such additional revolving loan contracts will be Additional Bonds secured on a

parity with the 2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds, any Additional Bonds and the

Elkhorn Bonds.

Construction Program

In addition to the System improvements undertaken in respect of the CSO mandates, Omaha’s

Capital Improvement Plan (CIP) includes funding for a number of other necessary construction projects.

The 2010-2015 Omaha CIP lists the following capital projects, which are to be funded directly from

Revenues or by bonds including Additional Bonds, to be repaid from Revenues:

Sewer Separation Projects

○ Replacement or rehabilitation of old or inadequate combined sewers

○ Projects that encourage infill and redevelopment

○ Localized elimination of sewer backups and increase sewer capacity

Capital Asset Replacement Program

○ Digester rehabilitation

○ Clarifier, solids handlings and pumping improvements

○ Odor control enhancements

○ Plant influent piping replacements

○ Lift station and grit removal upgrades

Sewer Reconstruction and Rehabilitation

○ Repair of failed sewer lines

○ Rehabilitation of aging or un-maintainable sewers and manholes

Number of Customers—Collection Record

2002 2003 2004

2005 2006 2007 2008 2009 2010

Twelve Month Average

# of Customers (1) 145,279 149,311 152,069 152,685 159,248 168,217 165,807 166,729 167,153

Average Monthly Billing (1) 17.43 17.09 16.80 17.03 17.19 18.21 18.96 20.55 21.92

Average Monthly Delinquency (Net) (1) 21,811 17,935 7,708 9,087 11,993 14,445 25,001 11,106 8,231

Collection Factor 0.991 0.993 0.997 0.997 0.996 0.995 0.992 0.997 0.998

(1) Source: City of Omaha (Confirmation Data file for each year)

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City of Omaha, Nebraska

Statement of Revenue, Expenditures and Change in Fund Net Assets

Sewer Revenue Fund

For Five Years Ended December 31, 2010

2006 2007 2008 2009 2010

Operating revenue:

Service charges $34,876,357 $38,474,534 $41,194,630 $43,633,767 $49,944,627

Total operating revenues 41,194,630 43,633,767 38,474,534 41,194,630 49,944,627

Operating expenses:

Personal services 8,297,078 10,921,710 10,880,486 10,921,710 14,793,840

Outside services 7,950,487 5,479,893 4,606,550 5,479,893 8,977,602

Operation and Maintenance 5,368,539 9,772,969 13,854,721 9,772,969 8,858,511

Cost of sales and services 2,818,609 3,206,721 - 3,206,721 -

Depreciation and amortization 13,175,110 14,997,267 15,537,152 14,997,267 15,676,720

Total operating expenses 44,378,560 44,878,909 40,425,819 44,378,560 48,306,673

Operating income (loss) (2,733,466) (1,951,285) (3,183,930) (1,245,142) 1,637,954

Non operating revenues (expenses):

Investment earnings (116,415) 774,496 70,426 774,496 (161,584)

Miscellaneous Rent and Royalties 16,153 13,355 - 13,355

Interest expense (1,972,823) (5,154,634) (2,177,617) (5,154,634) (3,222,484)

Gain (loss) on sale of fixed assets - - (524,228) - -

Total of operating revenues

(expenses) (4,366,783) (2,631,419) (2,971,698) (4,366,783) (3,384,068)

Income (loss) before

Contributions and transfers (7,550,713) (3,876,561) (4,922,983) (7,550,713) (1,746,114)

Capital contributions 9,011,366 4,474,536 4,551,927 5,491,917 -

Transfers in - 1,635,123 504,148 3,481,580 9,395,098

Transfers out (50,000) (250,000) (86,932) (2,316,095) (5,097,375)

Change in net assets (2,581,570) 2,780,841 936,676 (2,581,570) 2,551,609

Net assets at beginning of year 282,852,440 292,677,065 293,613,741 291,032,171 293,813,012

Net assets at end of year $287,007,255 $293,613,741 $291,032,171 $293,813,012 $296,364,621

Note: The Net Assets beginning balance was restated in 2007 due the mid year annexation of the City of Elkhorn.

Source: Records of Finance Department, City of Omaha

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14

City of Omaha, Nebraska

Statement of Fund Net Assets—Sewer Revenue Fund

For Five Years Ended December 31, 2010

Assets 2006 2007 2008 2009 2010 Current Assets: Cash and cash equivalents $11,265,984 $28,562,643 $22,754,120 $29,826,630 $45,654,884 Investments 47,552,666 18,184,863 6,690,323 6,690,323 5,452,752 Accounts receivable (net of allowance for

uncollectibles)

3,098,962 3,923,304 4,289,930 4,637,129 2,519,105 Prepaid assets - 3,197 - - Due from other funds - 150,894 206,001 - Due from other governments - - - - 3,648,159 Accrued interest - - 9,264 - 30,842 Inventories 733,734 702,969 787,507 890,684 789,483 Other Assets - - - - 431,761 Total current assets 62,651,346 51,527,870 34,737,145 42,044,766 58,526,986 Noncurrent assets Restricted assets: Cash and cash equivalents - - - 1,681,000 5,066,757 Investments 3,309,677 3,309,677 3,309,677 3,309,677 5,087,807 Deposits with trustee 428,363 - - - Deferred charges 807,635 792,170 764,134 1,018,064 1,162,125 Total noncurrent assets 4,545,675 4,101,847 4,073,811 6,008,741 11,316,689 Capital assets: Land 2,216,860 2,525,422 2,682,270 2,682,270 2,705,920 Buildings and systems 517,949,911 562,405,901 578,380,528 584,214,793 597,246,008 Machinery and Equipment 15,134,562 15,955,554 16,907,916 8,588,383 9,027,526 Construction in progress 35,722,218 32,216,512 45,783,909 76,827,280 103,891,375 571,023,551 613,103,389 643,754,623 672,312,726 712,870,829 Less accumulated depreciation 235,497,454 253,774,818 270,654,681 277,902,755 293,444,762 Capital assets, net 335,526,097 359,328,571 373,099,942 394,409,971

419,426,067 Total noncurrent assets 340,071,772 363,430,418 377,173,753 400,418,712

430,742,756 Total Assets 402,723,118 414,958,288 411,910,898 442,463,478 489,269,742 Liabilities and Net Assets Current liabilities: Accounts payable and other 3,956,359 3,647,242 5,400,482 5,538,228 5,740,188 Current installments of long-term debt 2,335,411 3,832,682 3,968,039 4,790,946 6,183,692 Workers' compensation and healthcare claims 298,583 366,032 437,679 426,244 455,420 Accrued interest payable 692,984 696,461 770,539 834,586 1,075,404 Due to other funds - - 26,759 21,139 1,131,613 Compensated absences 119,119 73,583 73,513 75,051 79,436 Total current liabilities 7,402,456 8,616,000 10,677,011 11,686,194 14,665,753 Noncurrent

liabilities:

Long-term debt, excluding current

installments

105,300,055 108,551,088 104,583,049 129,691,635 167,800,884 Pension obligations 1,471,962 1,744,283 2,184,420 2,953,403 4,541,636 Post retirement benefit obligation - 620,687 1,563,339 2,246,934 3,566,267 Workers' compensation and healthcare claims 323,465 414,416 474,152 646,327 821,298 Compensated absences 1,217,925 1,398,073 1,396,756 1,425,973 1,509,283 Total noncurrent liabilities 108,313,407 112,728,547 110,201,716 136,964,272 178,239,368 Total

liabilities

115,715,863 121,344,547 120,878,727 148,650,466 192,905,121 Net assets: Invested in capital assets, net of related debt 273,412,939 247,736,971 264,586,588 259,927,930 245,441,491 Restricted for debt service 3,309,677 3,309,677 - 4,990,677 10,154,564 Unrestricted 10,284,639 42,567,093 26,445,583 28,894,405 40,768,566 Total net assets 287,007,255 293,613,741 291,032,171 293,813,012

296,364,621 Total liabilities and net assets $402,723,11

8

$414,958,28

8

$411,910,89

8

$442,463,47

8

$489,269,74

2 Source: Records of Finance Department, City of Omaha

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City of Omaha, Nebraska

Statement of Cash Flows—Sewer Revenue Fund

For Five Years Ended December 31, 2010

2006 2007 2008 2009 2010

Cash flows from operating activities:

Receipts from customers $34,831,118 $37,733,561 $40,828,004 $43,315,374 $52,062,651

Payments to suppliers (8,218,672) (16,728,995) (16,753,147) (18,464,435) (17,964,713)

Payments to employees (14,833,756) (8,511,971) (9,408,925) (9,236,413) (11,594,432)

Net cash provided by (used in) operating activities 11,778,690 12,492,595 14,665,932 15,614,526 22,503,506

Cash flows provided by noncapital financing activities:

Transfers in/out (50,000) 1,385,123 417,216 1,165,485 4,297,723

Advances from other funds - (150,894) (28,348) 200,383 (2,537,685)

Net cash provided by noncapital financing activities (50,000) 1,234,229 388,868 1,365,868 1,760,038

Cash flows from capital and related financing activities:

Capital expenditures (27,895,817) (26,588,593) (24,216,711) (31,355,265) (40,692,816)

Capital contributions 9,011,366 - - -

Proceeds from sale of fixed assets - 12,188 - (524,228)

Prepaid expenses and deferred charges - (556) (6,501) (1,976,758) (746,078)

Miscellaneous rents and royalties - - 13,355 -

Payments on long-term debt (481,458) (2,436,679) (1,655,818) (3,968,039) (34,528,407)

Payments on notes payable (1,994,396) - (2,176,864) 4,092 102,857

Issuance of long-term debt 54,890,218 - - 29,975,000 74,529,562

Issuance of notes payable 17,908,940 5,767,716 - -

Bond issuance costs (807,635) - - -

Interest Paid (2,558,781) (5,078,921) (5,080,556) (2,113,570) (2,981,666)

Net cash used in capital and related

financing activities 48,072,437 (28,324,845) (33,123,095) (9,958,768) (4,316,548)

Cash flows from investing activities:

Proceeds from sales of investment securities - 29,796,168 11,494,540 - (3,926,316)

Purchase of investment securities (51,290,706) - - -

Interest received 111,201 2,098,512 765,232 50,884 (192,426)

Net cash provided by (used in) investing activities (51,179,505) 31,894,680 12,259,772 50,884 (4,118,742)

Net increase (decrease) in cash and

cash equivalents 8,621,622 17,296,659 (5,808,523) 7,072,510 15,828,254

Cash and cash equivalents, beginning of year 2,644,362 11,265,984 28,562,643 22,754,120 29,826,630

Cash and cash equivalents, end of year 11,265,984 28,562,643 22,754,120 29,826,630 45,654,884

Supplemental disclosure of noncash investing and

financing activities:

Annexation of Elkhorn:

Capital asset additions - 4,482,575 - - -

Liabilities assumed - (1,455,000) - - -

Other assets - 88,272 - - -

- 3,115,847 - - -

Reconciliation of operating loss to net cash

provided by (used in) operating activities:

Operating income (loss) (2,733,466) (1,951,285) (3,183,930) (1,245,142) 1,637,954

Adjustments to reconcile operating income (loss) to net

cash provided by (used in) operating activities:

Depreciationandamortization 13,175,110 14,277,185 14,997,267 15,537,153 15,676,720

Cash flows impacted by changes in:

Accounts receivable (2,589,489) (740,973) (366,626) (318,395) 2,118,024

Inventories 144,977 30,765 (84,538) (103,177) (330,560)

Due from other governments 2,544,250 - - -

Accounts Payable and other 1,158,902 (309,117) 1,790,904 100,014 201,960

Claims Payable (105,263) 158,400 131,383 160,740 204,147

Pension obligation 344,470 272,321 440,137 768,983 1,588,233

Postretirement benefit obligation - 620,687 942,652 683,595 1,319,333

Compensated absences - - - - 87,695

Accrued expenses (160,801) 134,612 (1,317) 30,755 -

Net cash provided by (used in)

operating activities $11,778,690 $12,492,595 $14,665,932 $15,614,526 $22,503,506

Source: Records of Finance Department, City of Omaha

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16

Debt Service Requirements

The aggregate annual debt service requirements on the 2002 Bonds, 2006 Bonds, the 2009 Bonds,

the 2010 Bonds, the Elkhorn Bonds and the NDEQ Notes are shown below, together with the debt service

requirements on the Bonds:

Debt Service on Outstanding Sanitary

Sewerage System Obligations

Debt Service on Sanitary Sewerage System

Revenue Bonds

FISCAL

YEAR

ANNUAL

PRINCIPAL

ANNUAL

INTEREST

ANNUAL

DEBT

SERVICE

ANNUAL PRINCIPAL

ANNUAL

INTEREST

ANNUAL

DEBT

SERVICE TOTAL

2011 $6,123,872 $7,369,029 $13,492,901 $ 0.00 $ 0.00 $ 0.00 $13,492,901

2012 6,904,479 7,371,446 14,275,926 1,180,000 2,765,103 3,945,103 18,221,029

2013 7,032,433 7,193,494 14,225,927 1,250,000 2,870,113 4,120,113 18,346,040

2014 5,826,997 6,998,572 12,825,568 1,300,000 2,824,913 4,124,913 16,950,481

2015 5,976,041 6,821,585 12,797,626 1,340,000 2,785,913 4,125,913 16,923,538

2016 6,140,301 6,621,082 12,761,384 1,410,000 2,718,913 4,128,913 16,890,296 2017 6,319,051 6,401,797 12,720,848 1,480,000 2,648,413 4,128,413 16,849,261 2018 5,669,167 6,192,279 11,861,445 1,555,000 2,574,413 4,129,413 15,990,858 2019 5,810,681 6,002,945 11,813,625 1,625,000 2,499,663 4,124,663 15,938,288 2020 5,972,429 5,798,326 11,770,754 1,690,000 2,434,663 4,124,663 15,895,417

2021 6,144,415 5,583,533 11,727,949 1,745,000 2,383,963 4,128,963 15,856,911

2022 6,326,646 5,342,460 11,669,106 1,810,000 2,318,613 4,128,613 15,797,718

2023 6,514,125 5,100,791 11,614,916 1,900,000 2,228,113 4,128,113 15,743,028

2024 6,706,858 4,845,151 11,552,009 1,980,000 2,149,363 4,129,363 15,681,371

2025 6,914,849 4,578,250 11,493,099 2,040,000 2,087,488 4,127,488 15,620,586

2026 7,365,267 4,252,703 11,617,970 2,110,000 2,016,088 4,126,088 15,744,057

2027 6,771,306 3,921,572 10,692,878 2,215,000 1,910,588 4,125,588 14,818,466

2028 7,034,755 3,606,748 10,641,503 2,325,000 1,799,838 4,124,838 14,766,340 2029 7,309,889 3,279,135 10,589,024 2,420,000 1,706,838 4,126,838 14,715,861 2030 7,604,577 2,938,212 10,542,789 2,515,000 1,610,038 4,125,038 14,667,827 2031 7,913,828 2,574,080 10,487,908 2,615,000 1,509,438 4,124,438 14,612,345 2032 7,403,418 2,191,368 9,594,786 2,720,000 1,404,838 4,124,838 13,719,624

2033 5,385,000 1,863,461 7,248,461 2,835,000 1,289,238 4,124,238 11,372,699

2034 5,605,000 1,581,836 7,186,836 2,960,000 1,168,750 4,128,750 11,315,586

2035 5,835,000 1,288,873 7,123,873 3,085,000 1,042,950 4,127,950 11,251,823

2036 6,215,000 984,039 7,199,039 3,215,000 911,838 4,126,838 11,325,876

2037 3,010,000 660,583 3,670,583 3,350,000 775,200 4,125,200 7,795,783

2038 3,120,000 479,831 3,599,831 3,495,000 632,825 4,127,825 7,727,656

2039 3,235,000 292,458 3,527,458 3,640,000 484,288 4,124,288 7,651,745

2040 1,675,000 98,155 1,773,155 3,795,000 329,588 4,124,588 5,897,743 2041 3,960,000 168,300 4,128,300 4,128,300

Total $179,865,384 $122,233,794 $302,099,178 $69,560,000 $54,050,278 $123,610,278 $425,709,456

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17

Receipts and Debt Service Coverage

Calculation of Coverage 2010 Actual/2011 through 2018 Projected

Description 2010 Actual FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018

Debt Service by Issue Subject to Coverage

Requirements

Project No. C317079 (NDEQ) $ 1,193,917 $ - $ - $ - $

-

$

- $ - $ - $ -

Project No. C317319 (NDEQ) 1,545,624

- - -

-

- - - -

Project No. C317375 (NDEQ) 950,562

- - -

-

- - - -

Series 2006 Revenue Bonds 3,305,750 3,305,350 3,306,650 3,308,850 3,308,050 3,308,450 3,307,700 3,307,200 3,308,450

Elkhorn Sewer Revenue Bond 236,875 229,735 232,100 224,070 0 0 0 0 0

Series 2009 Taxable Revenue Bond 2,218,049 2,230,448 2,225,977 2,222,610 2,215,215 2,209,138 2,200,499 2,187,342 2,175,376

Series 2010 Revenue Bond 0 3,838,131 3,812,138 3,778,238 2,578,838 2,567,238 2,550,138 2,532,638 2,515,263

Series 2010 Refunding Bonds 0 2,567,067 2,532,831 2,533,086 2,526,444 2,517,789 2,510,653 2,499,987 2,488,861

Loan 1 - SRF (CSO) C317432 2%

$3,750,000 0 0 228,417 228,417 228,417 228,417 228,417 228,417 228,417

Loan 1 - ARRA (CSO) C317432 0% $819,500 0 0 40,975 40,975 40,975 40,975 40,975 40,975 40,975

Loan 1 - ARRA (CSO) C317432 0% $1,908,000

0 0 51,125 51,125 51,125 51,125 51,125 51,125 51,125

Loan 1 - ARRA (CSO) C317432 2.25%

$1,000,000 0 0 72,267 71,864 71,452 71,030 70,599 70,158 69,707

Loan 2 - SRF (WTF) C317476 0 456,834 456,834 456,834 456,834 456,834 456,834 456,834 456,834

Series 2011 Revenue Bond 0 0 3,945,103 4,120,113 4,124,913 4,125,913 4,128,913 4,128,413 4,129,413

----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- -----------

Total Debt Service $ 9,450,777 $ 12,627,565 $16,904,417 $17,036,182 $ 15,602,263 $ 15,576,909 $ 15,545,853 $ 15,503,089 $ 15,464,421

Calculation of Coverage

Rate Revenues $ 49,668,567 $ 56,907,860 $70,565,746 $87,501,525 $109,494,315 $ 127,071,162 $144,905,990 $ 163,782,889 $ 185,120,266

Build America Bonds Interest Credit 538,317 549,657 546,342 541,664

535,575

528,198 519,925 510,070 498,881

RZEDB BAB Credit for 2010B - 797,624 766,274 761,889

756,650

750,505 742,794 733,494 721,737

Interest Earnings (161,584) 100,000 100,000 100,000 100,000

100,000

100,000 100,000 100,000

Misc Earnings - 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000

----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- -----------

Total Revenue 50,045,300 58,365,141 71,988,362 88,915,078 110,896,540 128,459,865 146,278,709 165,136,453 186,450,884

Operating Expenditures

Operations & Maintenance $32,892,210 $32,287,785 $36,440,882 $38,000,715 $40,089,777 $43,596,414 $46,112,984 $48,852,348 $48,852,348

Special Obligation Bonds (2002) 1,515,164 1,515,196 1,513,723 1,510,374 1,508,652

1,508,802 1,506,838 1,506,912 688,848

----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- -----------

Revenue Available for Debt Service $15,099,609 $23,214,879 $32,721,141 $48,100,436 $68,005,886 $82,075,946 $97,396,168 $113,533,629 $135,689,070

Coverage Calculation

Revenue Available for Debt Service $15,099,609 $23,214,879 $32,721,141 $48,100,436 $68,005,886 $82,075,946 $97,396,168 $113,533,629 $135,689,070

Debt Service Subject to Coverage 9,450,777 12,627,565 16,904,417 17,036,182 15,602,263 15,576,909 15,545,853 15,503,089 15,464,421

----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- -----------

Coverage 1.60 1.84 1.94 2.82 4.36 5.27 6.27 7.32 8.77

Required Coverage 1.10 1.10 1.10 1.10 1.10 1.10 1.10 1.10 1.10

Additional Bonds Test 1.25 1.25 1.25 1.25 1.25 1.25 1.25 1.25 1.25

Note: Rate revenues through 2014 have already been set by Ordinance. Revenues from 2015 forward are based on a 1% system-wide growth

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18

Projected Financial Information

The projected financial information set forth above has been prepared by management of the City

and its consultant, Red Oak Consulting, to present the projected revenues, expenses and debt service of

the City’s Sewer Revenue Fund. The projection is based on management’s assumptions reflecting

conditions it expects to exist and the course of action it expects to take during the projection period.

Management of the City is responsible for representations about its plans and expectations and for

disclosure of significant information that might affect the ultimate realization of the projected results.

There will usually be differences between projected and actual results because events and circumstances

frequently do not occur as expected, and those differences may be material.

The City’s independent auditors have not compiled, examined or performed any procedures with

respect to the accompanying projected financial information or expressed any assurance of any kind on it

or its achievability.

THE ORDINANCE

The following is a summary of certain provisions of the Ordinance. Reference should be made to

the Ordinance itself for a complete statement of its provisions.

Additional Bonds

The City will be entitled to issue and incur indebtedness secured on a parity with the 2006 Bonds,

the 2009 Bonds, the 2010 Bonds and the Bonds to refund any outstanding 2006 Bonds, 2009 Bonds, 2010

Bonds, Bonds or Additional Bonds or to pay the cost of constructing or completing the construction of

any future extensions and improvements to, and equipping of, the System which are described in a

subsequent resolution or ordinance of the Council (the ―Improvements‖). The Bonds are Additional

Bonds under the General Ordinance, secured on a parity with the 2006 Bonds, the 2009 Bonds and the

2010 Bonds.

Prior to issuing Additional Bonds to pay the cost of completing Improvements to the System with

respect to which the City has previously issued bonds, the City Council shall find and determine that the

aggregate principal amount of the Additional Bonds shall not exceed the amount required to complete the

Improvements, to pay the costs of issuance and to provide for payments into the Sewer Revenue Bond

Reserve Account in the Sewer Revenue Fund, as provided in the Ordinance, and shall deposit the

proceeds of the Additional Bonds in the Construction Account created pursuant to the Ordinance.

Prior to issuing Additional Bonds to pay the cost of constructing future Improvements to the

System, the City must obtain a certificate of an independent certified public accountant or firm of

independent certified public accountants stating that the Net Revenues (as defined below) of the System

for 12 consecutive months out of the 24 months preceding the month in which the Additional Bonds are

taken up and paid for shall have at least been 1.25 times the maximum Aggregate Debt Service

Requirement in any future fiscal year on all 2006 Bonds, 2009 Bonds, 2010 Bonds, Bonds and Elkhorn

Bonds then outstanding (less any bonds to be refunded) and the Additional Bonds proposed to be issued;

provided, however, if new rates and charges have been established during the completed 12 months

immediately preceding the issuance of the Additional Bonds, the Net Revenues of the System may be

adjusted (and shall be adjusted if such new rates and charges represent a net reduction of the former rates

and charges) by applying the new rates as if such rates had been in effect for the entire 12-month period.

The consent of National Public Finance Guarantee Corporation (the reinsurer of the 2006 Bonds)

must be obtained prior to the issuance of any Additional Bonds, including the Bonds.

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19

―Net Revenues‖ means the Revenues of the System after deducting therefrom all operation and

maintenance expenses and the City’s payments for the 2002 Bond Obligation, adjusted (i) in the case of

the certification of the independent certified public accountant required by the preceding paragraph to

reflect, throughout the period to which such certification pertains, any increases in the rates and charges

for the use and services of the System imposed during such period or imposed thereafter and prior to the

issuance of the proposed Additional Bonds.

―Aggregate Debt Service Requirement‖ for any calendar or fiscal year with respect to any series

of bonds means the total of (i) the interest on all such bonds outstanding accruing during such year, less

the amount of such interest for which payment is provided from accrued interest received on the sale of

such bonds or as capitalized interest from the proceeds of such bonds and (ii) the amount required to be

paid or credited during such year to the Principal Account to provide for the retirement of any of such

bonds.

Subordinated Indebtedness

The City may incur indebtedness secured by a lien on Revenues subordinate to that securing the

2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds, the Elkhorn Bonds and the NDEQ Notes.

Additional Covenants

Arbitrage Covenant. The City covenants in the Ordinance not to use the proceeds of the Bonds

in a manner that would cause the Bonds to be ―arbitrage bonds‖ under Section 148 of the Code. To that

end, the City shall comply throughout the term of the Bonds with the requirements of said Section 148 of

the Code and the applicable regulations of the Internal Revenue Service adopted thereunder.

Insurance. The City covenants in the Ordinance to carry insurance on the works, plants,

facilities and properties comprising the System of the kinds, against such risks, accidents or casualties,

and in at least the amounts, which are usually and customarily carried upon similar plants, properties and

systems, including, without limiting the generality of the foregoing, fire, extended coverage and general

liability, and also all additional insurance covering such risks as shall be deemed necessary or desirable

by the City or recommended by a competent independent engineer employed for the purpose of making

such recommendations. The City may be the self-insurer against all or any of the risks, accidents or

casualties for which insurance is required to be carried pursuant to the immediately preceding sentence.

The proceeds of any and all policies for general liability shall be paid into the Sewer Revenue Fund and

used in paying the claims (which shall be considered operation and maintenance expenses within the

meaning of part FIRST under the caption ―Flow of Revenues‖ herein) on account of which they were

received. All moneys received for other losses under such insurance policies shall be credited to the

Sewer Revenue Fund and used only for making good the loss or damage (which shall be considered a

replacement expense within the meaning of part FIFTH under the caption ―Flow of Revenues‖ herein) in

respect to which they were paid, either by repairing the property damaged or replacing the property

destroyed, and provision for making good such loss or damage shall be made within 90 days from the

date of the loss. Surplus insurance proceeds remaining after the loss and damage covered thereby have

been satisfied or restored shall, unless already credited to the Sewer Revenue Construction Account, be

deposited in the Sewer Revenue Construction Account and applied as are other moneys credited to said

Account. The payment of premiums for all insurance policies required under the provisions of this

Section shall be considered an operation and maintenance expense.

Books and Accounts; Independent Audit. The City covenants in the Ordinance to keep or cause

to be kept, separate and apart from all other records and accounts, proper books and accounts showing

correct and complete entries of all financial transactions pertaining to the System and also such other

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books and accounts which may otherwise be required by law. The holders of any of the Bonds or of any

Additional Bonds or any duly authorized agent or agents of such holders shall have the right at any and all

reasonable times to inspect such books, records and accounts and to inspect the System. Within 270 days

following the close of each fiscal year, the City shall cause an audit of such books and accounts to be

completed and issued by an independent certified public accountant or a firm of independent certified

public accountants, showing the receipts and disbursements for and on account of the System.

All expenses incurred in the making of the aforesaid audit shall be regarded and paid as an

operation and maintenance expense. A copy of each such audit shall be available for inspection at any

time by the holder of any Bond or Additional Bond, or his agent, and a summary thereof shall be

furnished to the holder of any of said Bonds at his request.

Additional Covenants of the City. The City (i) shall proceed with all reasonable dispatch with

any Improvements to be financed from the proceeds of Additional Bonds; (ii) shall obtain all franchises,

licenses and permits necessary to the operation of the System as are or may be required by applicable law,

and shall file, with such governmental boards, agencies and bodies where such filing is required by law,

all statements, maps and other documents as may be required by law; (iii) shall continuously operate the

System as a revenue-producing facility; (iv) shall maintain the System in good repair and working order

and condition, including the making of all renovations, repairs, renewals, replacements, equippings and

furnishings thereto, necessary or advisable to maintain and produce the Revenues required by and for the

purposes of the Ordinance; (v) shall retain management of, and control over, the System and all functions

associated with, inherent in or incidental to such management and control, including (without limiting the

generality of the foregoing), in such functions, control over the imposition of rates and charges for the use

and services of the System, control over the collection, receipt, application and disbursement of the

Revenues of the System and over the authorization of such disbursements and control over the planning,

authorization and making of repairs, renewals, replacements, renovations, additions, extensions,

furnishings and equippings to the System; and (vi) shall not abandon, sell or otherwise dispose of, lease or

transfer possession of or mortgage or otherwise encumber the System or any plant or property thereof;

provided, however, the foregoing provisions of this section shall not prevent or prohibit the City from

leasing, selling or otherwise disposing of any property which in the judgment of the City is no longer

useful or profitable in the operation of the System, or necessary to produce or maintain the Revenues

thereof, or which is to be or has been replaced by other property or equipment so as not to impair the

operations of the System. Any money received from such disposition may be used to acquire or construct

new properties or equipment to replace the properties or equipment disposed of or to acquire or construct

other new properties to constitute part of the System, and the surplus, if any, shall be credited to the

Sewer Revenue Fund to be applied as are other moneys credited to said Fund.

Investment of Moneys

Moneys on deposit in the Sewer Revenue Fund may, to the extent practicable and reasonable, be

invested in Investment Securities (as defined below). Moneys credited to the Sewer Revenue Bond

Reserve Account shall, to the extent reasonable and practicable, be invested in Investment Securities

maturing by not later than 10 years from the date of such investment. All interest and income from

investments made pursuant to the foregoing provision of this section shall, when realized and collected,

be credited to the Sewer Revenue Fund and used and applied in the manner and for the same purposes as

are other moneys in that Fund. Moneys held in any fund or account created or established in proceedings

authorizing the issuance of Additional Bonds or created or established in any other ordinance or

resolution supplemental hereto may be invested, and the earnings on such investments applied, as

provided in such proceedings, ordinances or resolutions.

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Unless invested as aforesaid, all moneys in the foregoing funds and accounts and subaccounts

shall be secured in the manner provided by law for the securing of public funds of cities of the class of

which the City is one.

Until used and applied in accordance with the Ordinance and any ordinance or resolution

supplemental thereto, all moneys held in the Sewer Revenue Fund, including any of the accounts therein,

all moneys held in the Construction Account and all moneys held in any other funds and accounts created

or established in any proceedings authorizing the issuance of additional Bonds or created or established in

any other ordinances or resolutions supplemental thereto and the securities in which such moneys may

from time to time be invested shall be held in trust for the equal and ratable benefit and security of the

holders of the Bonds and Additional Bonds then outstanding. All moneys held by any paying agent for

the payment of principal, interest and premium of said Bonds, including any moneys held by the City

Treasurer for such purpose, shall be held by such agent or treasurer in trust for the equal and ratable

benefit and security of the Bonds for which moneys have been so set aside.

―Investment Securities‖ means any investments which at the time are legal investments under the

laws of the State of Nebraska and the Home Rule Charter of the City of Omaha, as amended from time to

time, for the moneys held under the Ordinance then proposed to be invested therein.

Defeasance

If, when the Bonds secured by the Ordinance shall have become due and payable in accordance

with their terms or shall have been duly called for redemption or either irrevocable instructions to call the

Bonds for redemption or to pay the Bonds at their respective maturities or redemption dates or any

combination of such payment and redemption shall have been given by the City to the Paying Agent or an

appropriate fiduciary institution acting as escrow agent, the whole amount of the principal and the interest

and premium, if any, so due and payable upon all the Bonds then outstanding shall be paid or sufficient

moneys or Governmental Obligations (as hereinafter defined), the principal of and the interest on which

when due will provide sufficient moneys to pay at maturity or to redeem all of the Bonds together with all

interest accrued and to accrued thereon to dates of maturity, or redemption, shall be held by such escrow

agent or the Paying Agent for such purpose under the provisions of the Ordinance, and provision shall

also be made for paying all other sums payable hereunder by the City, then, and in that case, the right,

title and interest of the Bondholders of the Bonds secured by the Ordinance in the revenues, funds and

accounts mentioned in the Ordinance shall thereupon cease, determine and become void on that date

without further action of the Council, and the Finance Director may apply any surplus in any account in

the Sewer Revenue Fund and all balances remaining in any other funds or accounts, other than moneys

held for the redemption or payment of Bonds, to any lawful purpose of the City as the Council shall

determine; otherwise, the Ordinance shall be, continue and remain in full force and effect; provided,

however, that in the event Governmental Obligations shall be deposited with and held by such escrow

agent or the Paying Agent as hereinabove provided, and in addition to the redemption notice requirements

set forth in the Ordinance, the Finance Director shall, within 30 days after such Governmental Obligations

shall have been deposited with such escrow agent or the Paying Agent, cause a notice signed by the

Finance Director to be filed with such escrow agent, the Paying Agent and the Nebraska State Auditor of

Public Accounts and to be published once in a daily newspaper of general circulation published in the

City and in a daily newspaper of general circulation or a financial journal published in the Borough of

Manhattan, City and State of New York setting forth (a) the date designated for the redemption of the

Bonds or a statement to the effect that such Bonds are to be paid at their respective maturities or

mandatory redemption dates, (b) a description of the Governmental Obligations so held by such escrow

agent or the Paying Agent and (c) that the Ordinance has become void and is discharged in accordance

with the provisions of this section.

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All moneys and obligations held by such escrow agent or the Paying Agent for the purposes set

forth above shall be held in trust and the principal and interest of said obligations, when received, and said

moneys applied to the payment, when due, of the principal and the interest and the premium, if any, of the

Bonds so called for redemption.

The term ―Governmental Obligations‖ means direct obligations of, or obligations the principal of

and interest on which are unconditionally guaranteed by, the United States of America, provided such

Governmental Obligations are noncallable or callable only at the option of the holder thereof.

In the event of a defeasance, the City has agreed to provide National Public Finance Guarantee

Corporation (as the reinsurer of the 2006 Bonds) with an opinion of counsel acceptable to National Public

Finance Guarantee Corporation that the Bonds have been legally defeased and that the escrow agreement

establishing such defeasance operates legally to defease the Bonds within the meaning of the Ordinance,

together with an accountant’s report verifying the sufficiency of the escrow deposit to defease the Bonds.

Enforcement of Ordinance

So long as any of the 2006 Bonds, the 2009 Bonds, the 2010 Bonds, the Bonds or any Additional

Bonds are outstanding, each of the obligations, duties, limitations and restraints imposed upon the City by

the Ordinance shall be deemed to be a covenant between the City and every holder of said bonds, and the

Ordinance and every provision and covenant hereof, the Act and the Charter shall constitute a contract of

the City with every holder from time to time of said bonds. Any holder of a 2006 Bond, a 2009 Bond, a

2010 Bond, a Bond or of any Additional Bond or Bonds may, by mandamus or other appropriate suit,

action or proceeding at law or in equity in any court of competent jurisdiction, enforce and compel

performance of the Ordinance and every provision and covenant hereof, including, without limiting the

generality of the foregoing, the enforcement of the performance of all duties required of the City by the

Ordinance, by the Charter and by applicable laws of the State of Nebraska, including in such duties the

making and collecting of sufficient rates and charges for the use and services of the System, the

segregation of the Revenues of the System and the application thereof as provided in the Ordinance.

Amendment to the Ordinance

The City shall not amend the Ordinance, except in accordance with the following provisions:

1. The City may from time to time and without the consent of any holder of the

Bonds, make any amendments or modifications to the Ordinance which may be required to

(a) permit the Ordinance to be qualified under the Trust Indenture Act of 1939, as amended;

(b) modify or amend the Ordinance in a manner not inconsistent with the Ordinance as required

for the correction of language or to cure any ambiguity or defective provision, omission, mistake

or manifest error therein contained; (c) enact ordinances supplemental to the Ordinance

authorizing the issuance of Additional Bonds; (d) grant to or confer upon the Bondholders

additional rights, remedies, power and authority, or to grant to or confer upon any Bondholders’

committee or trustee for the Bondholders any additional rights, remedies, power or authority;

(e) preserve the exclusion from gross income of the interest on the Bonds for federal income tax

purposes; (f) provide for compliance with secondary market disclosure requirements promulgated

by the Securities and Exchange Commission; and (g) provide for the use of a book-entry system

of registration; and

2. From time to time the holders of 66⅔% in principal amount of the Bonds then

outstanding, by an instrument or instruments in writing signed by such holders and filed with the

City, shall have power to assent to and authorize any modification or amendment that shall be

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proposed by the City of the provisions of the Ordinance or of the rights and obligations of the

City and of the holders of the Bonds, and any action herein authorized to be taken with the assent

and authority given as aforesaid of the holders of 66 2/3% in principal amount of said Bonds at

the time outstanding shall be binding upon the holders of all of said Bonds outstanding and upon

the City as fully as though such actions were specifically and expressly authorized by the terms of

the Ordinance, provided always, that, without the consent of the holder of each Bond affected

thereby, no such modification shall be made which will (a) extend the time of payment of the

principal of or the interest on any Bond or reduce the principal amount thereof or the rate of

interest thereon or the premium payable upon the redemption thereof, (b) give to any of said

Bonds any preference over any other Bond or Bonds secured equally and ratably therewith,

(c) authorize the creation of any pledge prior to or except as provided in the Ordinance for the

issuance of Additional Bonds, on a parity with the pledge afforded by the Ordinance, (d) deprive

any holder of said Bonds of the security afforded by the pledge of the Ordinance, or (e) reduce

the percentage in principal amount of the said Bonds required to assent to or authorize any such

modification to the Ordinance. For the purpose of computations required by this section, Bonds

directly or indirectly owned or controlled by the City shall be disregarded (unless the City

directly or indirectly owns or controls all of the Bonds).

The City has agreed that notice shall be given to National Public Finance Guarantee Corporation

(as the reinsurer of the 2006 Bonds) of any amendment to or supplement of the Ordinance, and the prior

consent of National Public Finance Guarantee Corporation is required for all amendments or supplements

described in paragraph 1(c) and paragraph 2 above.

Any modification or amendment or supplement of the provisions of the Ordinance or of any

ordinance supplemental hereto shall be set forth in an ordinance to be enacted by the City.

ONGOING DISCLOSURE

The Third Supplemental Ordinance includes the City’s undertaking (the ―Undertaking‖) for the

benefit of the holders and beneficial owners of the Bonds to send certain financial information and

operating data to the Municipal Securities Rulemaking Board (―MSRB‖) annually and to provide notice

to the MSRB of certain events, pursuant to the requirements of Section (b)(5)(i) of Securities and

Exchange Commission Rule 15c2-12 (17 C.F.R. § 240.15c2-12) (the ―Rule‖). See ―APPENDIX C—

FORM OF CONTINUING DISCLOSURE UNDERTAKING.‖

A failure by the City to comply with the Undertaking will not constitute an event of default with

respect to the Bonds, although any holder will have any available remedy at law or in equity, including

seeking specific performance by court order, to cause the City to comply with its obligations under the

Undertaking. Any such failure must be reported in accordance with the Rule and must be considered by

any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds

in the secondary market. Consequently, such a failure may adversely affect the transferability and

liquidity of the Bonds and their market price. The City is in compliance with its continuing disclosure

obligations under its existing undertakings entered into pursuant to the Rule.

UNDERWRITING

Under a Bond Purchase Agreement (the ―Agreement‖) entered into by and between the City and

D.A. Davidson & Co., the underwriter (the ―Underwriter‖), the Bonds are being purchased at an

aggregate discount of $486,920.00 (including expenses) from the initial public offering prices set forth on

the reverse of the cover page of this Official Statement, for public reoffering by the Underwriter. The

Agreement provides that the Underwriter will purchase all of the Bonds if any are purchased. The

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obligation of the Underwriter to accept delivery of the Bonds is subject to various conditions contained in

the Agreement, including the absence of pending or threatened litigation questioning the validity of the

Bonds or any proceedings in connection with the issuance thereof and the absence of material adverse

changes in the financial or business condition of the City.

The Underwriter intends to offer the Bonds to the public initially at the offering prices set forth

on the reverse of the cover page of this Official Statement, which prices may subsequently change

without any requirement of prior notice. The Underwriter reserves the right to join with dealers and other

underwriters in offering the Bonds to the public. The Underwriter may offer and sell Bonds to certain

dealers (including dealers depositing Bonds into investment trusts) at prices lower than the public offering

price.

TAX EXEMPTION

Federal and State Tax Exemption

In the opinion of Kutak Rock LLP, Bond Counsel, to be delivered at the time of original issuance

of the Bonds, under existing laws, regulations, rulings and judicial decisions, interest on the Bonds

(including any original issue discount treated as interest) (a) is excludable from gross income for federal

income tax purposes and (b) is not a specific item of tax preference for purposes of calculating the federal

alternative minimum tax imposed on individuals and corporations. Interest on the Bonds, however, must

be included in the ―adjusted current earnings‖ of certain corporations (i.e., alternative minimum taxable

income as adjusted for certain items, including those items that would be included in the calculation of a

corporation’s earnings and profits under Subchapter C of the Code) and such corporations are required to

include in the calculation of alternative minimum taxable income 75% of the excess of each such

corporation’s adjusted current earnings (which includes tax-exempt interest) over its alternative minimum

taxable income (determined without regard to this adjustment and prior to reduction for certain net

operating losses).

The opinions set forth above are subject to continuing compliance by the City with its covenants

regarding federal tax laws in the Ordinance. Failure to comply with such covenants could cause interest

on the Bonds to be included in gross income retroactive to the date of issue of the Bonds.

The accrual or receipt of interest on the Bonds may otherwise affect the federal income tax

liability of certain recipients, such as banks, thrift institutions, property and casualty insurance companies,

corporations (including S corporations and foreign corporations operating branches in the United States),

Social Security or Railroad Retirement benefit recipients, taxpayers otherwise entitled to claim the earned

income credit or taxpayers who may be deemed to have incurred (or continued) indebtedness to purchase

or carry tax-exempt obligations. The nature and extent of these other tax consequences will depend upon

the recipients’ particular tax status or other items of income or deduction. Bond Counsel expresses no

opinion regarding any such consequences, and investors should consult their own tax advisors regarding

the tax consequences of purchasing or holding the Bonds.

In Bond Counsel’s further opinion, under the existing laws of the State of Nebraska, the interest

on the Bonds is exempt from Nebraska state income taxation so long as it is exempt for purposes of the

federal income tax.

Original Issue Discount

The Bonds maturing in the years 2024, 2025, 2028, 2031, 2038 and 2041, (collectively, the

―Discount Bonds‖), are being sold at an original issue discount. The difference between the initial public

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offering prices, as set forth on the reverse cover page, of such Discount Bonds and their stated amounts to

be paid at maturity constitutes original issue discount treated as interest which is excluded from gross

income for federal income tax purposes, as described above.

The amount of original issue discount which is treated as having accrued with respect to such

Discount Bonds is added to the cost basis of the owner in determining, for federal income tax purposes,

gain or loss upon disposition of such Discount Bonds (including its sale, redemption or payment at

maturity). Amounts received upon disposition of such Discount Bonds which are attributable to accrued

original issue discount will be treated as tax-exempt interest, rather than as taxable gain, for federal

income tax purposes.

Original issue discount is treated as compounding semiannually, at a rate determined by reference

to the yield to maturity of each individual Discount Bond, on days which are determined by reference to

the maturity date of such Discount Bond. The amount treated as original issue discount on such Discount

Bond for a particular semiannual accrual period is equal to the product of (i) the yield to maturity for such

Discount Bond (determined by compounding at the close of each accrual period) and (ii) the amount

which would have been the tax basis of such Discount Bond at the beginning of the particular accrual

period if held by the original purchaser, less the amount of any interest payable for such Discount Bond

during the accrual period. The tax basis is determined by adding to the initial public offering price on

such Discount Bond the sum of the amounts which have been treated as original issue discount for such

purposes during all prior periods. If such Discount Bond is sold between semiannual compounding dates,

original issue discount which would have been accrued for the semiannual compounding period for

federal income tax purposes is to be apportioned in equal amounts among the days in such compounding

period.

Owners of Discount Bonds should consult their tax advisors with respect to the determination and

treatment of original issue discount accrued as of any date and with respect to the state and local tax

consequences of owning a Discount Bond.

Original Issue Premium

The Bonds maturing in the years 2012 through 2023, inclusive, and in the years 2026 and 2027

(collectively, the ―Premium Bonds‖), are being sold at a premium. An amount equal to the excess of the

issue price of a Premium Bond over its stated redemption price at maturity constitutes premium on such

Premium Bond. An initial purchaser of a Premium Bond must amortize any premium over such Premium

Bond’s term using constant yield principles, based on the purchaser’s yield to maturity (or, in the case of

Premium Bonds callable prior to their maturity, by amortizing the premium to the call date, based on the

purchaser’s yield to the call date and giving effect to the call premium). As premium is amortized, the

purchaser’s basis in such Premium Bond is reduced by a corresponding amount resulting in an increase in

the gain (or decrease in the loss) to be recognized for federal income tax purposes upon a sale or

disposition of such Premium Bond prior to its maturity. Even though the purchaser’s basis may be

reduced, no federal income tax deduction is allowed. Purchasers of Premium Bonds should consult with

their tax advisors with respect to the determination and treatment of amortizable premium for federal

income tax purposes and with respect to the state and local tax consequences of owning a Premium Bond.

Future Legislation

From time to time, there are legislative proposals in the Congress and in the states that, if enacted,

could alter or amend the federal and state tax matters referred to above or adversely affect the market

value of the Bonds. An example is the American Jobs Act of 2011 (S. 1549), proposed by the President

and introduced in the Senate on September 13, 2011. If enacted as introduced, a provision of S. 1549

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would limit the amount of exclusions (including tax-exempt interest) and deductions available to certain

high income taxpayers for taxable years after 2012, and as a result could affect the market price or

marketability of the Bonds. It cannot be predicted whether or in what form any such proposal might be

enacted or whether if enacted it would apply to bonds issued prior to enactment. In addition, regulatory

actions are from time to time announced or proposed and litigation is threatened or commenced which, if

implemented or concluded in a particular manner, could adversely affect the market value of the Bonds.

It cannot be predicted whether any such regulatory action will be implemented, how any particular

litigation or judicial action will be resolved, or whether the Bonds or their market value would be affected

thereby. Purchasers of the Bonds should consult their tax advisors regarding any pending or proposed

legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are based upon

existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the

date of issuance and delivery of the Bonds, and Bond Counsel has expressed no opinion as of any date

subsequent thereto or with respect to any pending legislation, regulatory initiatives or litigation.

Legal Matters

Legal matters incident to the authorization and issuance of the Bonds are subject to the

unqualified approving opinion of Kutak Rock LLP, Bond Counsel, a copy of whose approving opinion

will be delivered with the Bonds. Certain legal matters will be passed upon for the City by Paul D. Kratz,

Esq., its City Attorney.

Pending Litigation

The City of Omaha is subject to litigation from time to time in connection with the day-to-day

operation of the City generally and with respect to the day-to-day operation of the System specifically.

The City Attorney advises that there is no litigation now pending or threatened restraining or enjoining

the issuance and delivery of the Bonds or the power and authority of the City of Omaha to establish,

maintain and collect the rates for the use of the System or in any manner questioning the power and

authority of the City to establish, maintain and collect such rates or issue and deliver the Bonds or

affecting the validity of the Bonds.

RATINGS

Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies (―S&P‖), and

Moody’s Investors Service (―Moody’s‖) have assigned the Bonds the ratings of ―AA‖ and ―Aa2,‖

respectively. Such credit ratings of the Bonds by S&P and Moody’s reflect only the views of such credit

rating agencies. An explanation of the significance of such credit ratings may be obtained from S&P or

Moody’s, as the case may be. There is no assurance that such credit ratings will continue for any given

period of time or that they will not be reviewed or withdrawn entirely by such credit rating agencies, if, in

their judgment, circumstances so warrant. Neither the City nor the Underwriter has undertaken any

responsibility either to bring to the attention of the owners of the Bonds any proposed change in or

withdrawal of such credit ratings or to oppose any such proposed revision. Any such downward change

in or withdrawal of such credit ratings may have an adverse effect on the market price of the Bonds.

CAUTIONARY STATEMENTS REGARDING

FORWARD-LOOKING STATEMENTS IN THIS OFFICIAL STATEMENT

Certain statements included or incorporated by reference in this Official Statement constitute

―forward-looking statements.‖ Such statements are generally identifiable by the terminology used, such

as ―plan,‖ ―expect,‖ ―estimate,‖ ―budget‖ or similar words.

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The achievement of certain results or other expectations contained in such forward-looking

statements involve known and unknown risks, uncertainties and other factors which may cause actual

results, performances or achievements described to be materially different from any future results,

performances or achievements expressed or implied by such forward-looking statements. The City does

not plan to issue any updates or revisions to those forward-looking statements if and when changes to its

expectations, or events, conditions or circumstances on which such statements are based, occur, unless

such updates or revisions are made in the course of fulfilling its continuing disclosure obligation.

FINANCIAL STATEMENTS

The comprehensive annual financial report of the City as of and for the year ended December 31,

2010 included as Appendix A have been audited by KPMG LLP, independent certified public

accountants, as stated in their report appearing therein.

Reference is made to such general purpose financial statements for information about the Sewer

Revenue Fund, a ―proprietary fund‖ of the City.

MISCELLANEOUS

Any statements made in this Official Statement involving matters of opinion or of estimates,

whether or not so expressly stated, are set forth as such and not as representations of fact, and no

representation is made that any of the estimates will be realized. This Official Statement is not to be

construed as a contract or agreement between the City and the purchasers or owners of any of the Bonds.

The information contained in this Official Statement has been taken from sources considered to

be reliable, but is not guaranteed. To the best of the knowledge of the undersigned, the Official Statement

does not include any untrue statement of a material fact nor does it omit the statement of any material fact

required to be stated therein, or necessary to make the statements therein, in light of the circumstances

under which they were made, not misleading.

The execution and delivery of this Official Statement have been duly authorized by the City as of

the date shown on the cover hereof.

CITY OF OMAHA, NEBRASKA

By /s/ Jim Suttle

Mayor

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APPENDIX A

CITY OF OMAHA COMPREHENSIVE ANNUAL FINANCIAL REPORT

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CIT

Compr

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Prepared by

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Annual Fin

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port

010

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Office of the Mayor 1819 Farnam Street, Suite 300

Omaha, Nebraska 68183-0300 (402) 444-5000 (402) 444-6059

City of Omaha Jim Suttle, Mayor

Dear Citizens and Public Officials: I am pleased to submit the City of Omaha’s Comprehensive Annual Financial Report for the fiscal year ending December 31, 2010. This report is an essential part of our effort to provide accurate financial reporting that ensures fiscal and operational accountability in our use of public resources. It provides a complete picture of the City’s financial status and allows us to meet our continuing disclosure responsibilities in accordance with governmental reporting standards. Our ability to manage the City’s fiscal affairs and provide a full disclosure of the City’s fiscal condition is exhibited by the opinion that follows. I am proud to convey that the 2009 report submitted to the Government Finance Officers Association was recognized with the prestigious Certificate of Achievement for Excellence in Financial Reporting. This recognition is a credit to the City and a compliment to the dedication of our Finance Department. I would like to thank the Finance Department employees for their commitment in dealing with these complex accounting issues and to all city departments for their cooperation in the preparation of this document. Sincerely,

Jim Suttle Mayor City of Omaha

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A

Pete Festerse

Ben Gray

Chris Jerram

Garry Gerna

Jean Stothert

Franklin Tho

Thomas Mull

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Pam Spaccar

Michael McD

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Introductory

OrganizaLetter of GFOA C

Financial Se

IndependManagem

Basic FinGover

StaSta

Fund FGo

Pro

Fid

Notes

Required SuBudgeNotes BudgeBudgeSched

y Section:

ation Chart f Transmittal Certificate of A

ection:

dent Auditorsment’s Discus

nancial Statemrnmentwide Fatement of Neatement of Ac

Financial Staovernmental F

Balance SheStatement ofReconciliatio

Statement

oprietary FunStatement ofStatement ofStatement of

duciary FundsStatement ofStatement of

to Basic Fina

upplementary etary Comparto Budgetary

etary Comparetary Compardules of Fundi

Achievement

’ Report ssion and Ana

ments: Financial Statet Assets ctivities

atements: Funds: eet f Revenues, Eon of the Chat of Activities

nds: f Fund Net Asf Revenues, Ef Cash Flows

s: f Fiduciary Nf Changes in F

ancial Statem

Information (rison Scheduly Comparisonrison Schedulrison Scheduling Progress a

CITY OF OM

Tabl

alysis (Unaud

ements:

Expenditures, ange in Fund Bs

ssetsExpenses, and

Net AssetsFiduciary Net

ments

(Unaudited):le – General Fn Schedule – Gle – Debt Servle – Downtowand Employe

MAHA, NEB

le of Content

dited)

and ChangesBalances of G

d Changes in F

t Assets

FundGeneral Fundvice Fund

wn Stadium aner Contributio

BRASKA

ts

s in Fund BalaGovernmental

Fund Net Ass

d

nd Companions

ancesl Funds to the

sets

n Projects Fu

1

e

3

9

und 100

Page(s)

1 2 – 6

7

8 – 9 10 – 22

23 24

25 26

27

28 29 30

31 32

33 – 94

95

96 – 97 98 99

0 – 101

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Supplement

Combining BCombining S

GovernmNonmajor Go

CombininCombinin

NonmBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetarBudgetar

Nonmajor GoBalance Statemen

ServicBudgetarBudgetar

Nonmajor GoCombininCombinin

NonmBudgetarBudgetarBudgetarBudgetarBudgetarBudgetar

al Informatio

Balance SheetStatement of Rmental Funds overnmental Fng Balance Sng Statement

major Special Rry Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisory Comparisoovernmental FSheet – Nonmnt of Revenuece Fund ry Comparisory Comparisoovernmental Fng Balance Sng Statement

major Capital Pry Comparisory Comparisory Comparisory Comparisory Comparisory Compariso

on:

t – Nonmajor Revenues, Ex

Funds – Specheet – Nonm

t of RevenuesRevenue Fun

on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –Funds – Debtmajor Debt Sees, Expenditur

on Schedule –on Schedule –Funds – Capiheet – Nonm

t of RevenuesProject Funds

on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –on Schedule –

CITY OF OM

Tabl

Governmentxpenditures, an

cial Revenue Fmajor Special Rs, Expenditurends – Judgment Fu– Contingent L– Cash Reserv– Library Fine– Douglas Cou– Keno/Lottery– SID Admini– Storm Water– City Street M– Street and H– Community – State Turn B– Keno/Lottery– Greater Oma– Interceptor S– Household Ct Service Fundervice Fundres, and Chan

– Debt Service– Riverfront Rital Project Fu

major Capital Ps, Expenditures

– Advanced A– City Capital – 2006 Enviro– 2006 Transp– 2006 Public – 2006 Public

MAHA, NEB

le of Content

al Fundsnd Changes in

Funds: Revenue Fundes, and Chang

undLiability Reseve Funde and Fees Fuunty Library Sy Proceeds Fustrative Fees r Fee RevenuMaintenance F

Highway AllocPark Develop

Back Revenuey Reserve Fuaha ConventioSewer ConstruChemical Dispds:

nges in Fund B

e FundRedevelopmenunds: Project Fundses, and Chang

Acquisition FuImprovemen

onmental Bonportation Bond

Safety Bond Facilities Bo

BRASKA

ts

n Fund Balan

dsges in Fund B

erve Fund

undSupplement FundRevenue Fun

ue FundFundcation Fundpment Funde Fundundon and Visitouction Fundposal Fund

Balances – N

nt Special Tax

sges in Fund B

undnt Fundnd Fundd FundFundnd Fund

nces – Nonma

Balances –

Fund

nd

ors Bureau Fu

Nonmajor Deb

x Fund

Balances –

ajor

107

11

und

bt

139

142

Page(s)

102

103

7 – 110

1 –114 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130

132

133 134 135

9 – 141

2 – 144 145 146 147 148 149 150

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BudgetarBudgetarBudgetarBudgetar

Nonmajor GoCombininCombinin

NonmBudgetar

Nonmajor EnCombininCombinin

EnterpCombinin

Pension TrusCombininCombinin

Agency FundCombininCombinin

Statistical Se

Net AsseChanges Fund BalChanges Tax ReveAssessedDirect anPrincipalProperty Total CitDirect anRatios ofRatios ofDirect anLegal DePledged RDemograPrincipal

ry Comparisory Comparisory Comparisory Comparisoovernmental Fng Balance Sng Statement

major Permanery Comparisonterprise Fundng Statementng Statementprise Funds ng Statement

st Funds: ng Statementng Statementds: ng Statementng Statement

ection (Unau

ets by Compoin Net Assets

lances of Govin Fund Bala

enues by Soud Value and End Overlappinl Property TaxTax Levies a

ty Taxable Sand Overlappinf Outstandingf General Oblnd Overlappinebt Margin InRevenue Covaphic and Ecol Employers

on Schedule –on Schedule –on Schedule –on Schedule –Funds – Permheet – Nonm

t of Revenuesent Funds on Schedule –ds: t of Net Assett of Revenues

t of Cash Flow

t of Fiduciaryt of Changes i

t of Fiduciaryt of Changes i

udited):

nent s vernmental Fuances of Goveurce Estimated Actng Governmenx payers and Collectionales ng Governmeng Debt by Typligation Debt ng Governmennformation verage onomic Statist

CITY OF OM

Tabl

– 2006 Parks a– Stadium Exp– Library Faci– Special Assemanent Funds

major Permanes, Expenditure

– Western Her

ts – Nonmajors, Expenses, a

ws – Nonmajo

Net Assets –in Fiduciary N

Assets and Lin Assets and

undsernmental Fun

tual Value of nts

ns

nts pe Outstandingntal Activitie

tics

MAHA, NEB

le of Content

and Recreatiopansion/Improilities Capital essment Fund:

ent Fundses, and Chang

ritage Perman

r Enterprise Fand Changes i

or Enterprise

– Pension TruNet Assets – P

Liabilities – ALiabilities –

nds

Taxable Prop

es Debt

BRASKA

ts

on Bond Fundovement FunFund

ds

ges in Fund B

nent Fund

Fundsin Net Assets

Funds

ust FundsPension Trust

Agency FundsAgency Fund

perty

dd

Balances –

– Nonmajor

t Funds

sds

168170

175

190

Page(s)

151 152 153 154

156

157 158

160

161 162

164 165

8– 169 0 – 172

174 5 – 176

177 178 179 180 181 182 183 184 185 186 187 188 189

0 – 191 192 193

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Full-TimOperatinCapital A

me Equivalent g Indicators b

Asset Statistic

City Governmby Function/Pcs by Function

CITY OF OM

Tabl

ment EmployProgramn/Program

MAHA, NEB

le of Content

yees by Funct

BRASKA

ts

tion/Program

Page(s)

194 195 196

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INNTRODUCCTORY SSECTION

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Law

Fire

AdministratStaff

HRe

tive

Human sources

Police

CITY OF OM

Organ

Executive

Human Rights and Relations

Pu

MAHA, NEBRA

nizational Chart

1

Citizens

e and Legislativ

Mayor

Finan

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ASKA

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City Clerk

nce

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Planning

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l

AdministrativStaff

Parks, Recreation aPublic Prope

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and erty

ary

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FINANCCIAL SECCTION

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8

Independent Auditors’ Report

The Honorable Mayor and Members of the City Council City of Omaha, Nebraska:

We have audited the accompanying financial statements of the governmental activities, the business-type activities, the discretely presented component unit, each major fund, and the aggregate remaining fund information of the City of Omaha, Nebraska (the City) as of and for the year ended December 31, 2010, which collectively comprise the City’s basic financial statements as listed in the table of contents. These financial statements are the responsibility of the City’s management. Our responsibility is to express opinions on these financial statements based on our audit. We did not audit the financial statements of Metropolitan Entertainment and Convention Authority (MECA), which represent 100% of the total assets and revenues of the discretely presented component unit. Those financial statements were audited by other auditors whose report thereon has been furnished to us, and our opinion, insofar as it relates to the amounts included for MECA, is based solely on the report of the other auditor.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The financial statements of MECA were not audited in accordance with Government Auditing Standards. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit and the report of other auditors provide a reasonable basis for our opinions.

In our opinion, based on our audit and the report of other auditor, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business-type activities, the discretely presented component unit, each major fund, and the aggregate remaining fund information of the City of Omaha, Nebraska as of December 31, 2010, and the respective changes in financial position and where applicable, cash flows thereof for the year then ended, in conformity with U.S. generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued a report dated June 30, 2011 on our consideration of the City’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over

KPMG LLP Suite 1501 222 South 15th Street Omaha, NE 68102-1610 Suite 1600 233 South 13th Street Lincoln, NE 68508-2041

KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative (“KPMG International”), a Swiss entity.

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financiwith G

The mpages 9progresstatemeWe haregardiHowev

Our aucompristatisticfinanciby us aaudit afinancisubjectstateme

OmahaJune 30

ial reporting oGovernment Au

management’s 95, 98 – 99, ss and emploents, but are ave applied cing the methver, we did no

udit was condise the City’scal section arial statementsand the other and the reportial statementsted to the audents and, acco

a, Nebraska 0, 2011

or on compliuditing Stand

discussion anotes to budg

oyer contribusupplementar

certain limitehods of measot audit the in

ducted for thes basic financre presented fs. The supplemauditors in th

ts of the othes taken as a diting proceduordingly, we e

iance. That redards and shou

and analysisgetary compa

utions on pagry informatioed proceduressurement andformation and

e purpose of fcial statementfor purposes omentary inforhe audit of theer auditors, is

whole. The ures applied bexpress no op

9

eport is an inuld be consid

on pages 10arison schedu

ges 100 – 101on required bys, which cond presentatiod express no

forming opinits. The introdof additional rmation has be basic financfairly stated,introductory

by us and thepinion on them

ntegral part ofdered in asses

– 22, the buule on pages1 are not a ry U.S. generansisted princion of the reqopinion on it.

ions on the fiductory sectioanalysis and

been subjectedcial statement, in all matery section ande other auditorm.

f an audit persing the resul

udgetary com96 – 97, and

required part ally accepted ipally of inqquired supple.

inancial statemon, supplemen

are not a reqd to the auditts and, in our

rial respects, id statistical srs in the audi

rformed in aclts of our audi

mparison sched schedules o

of the basicaccounting puiries of maementary inf

ments that contary informa

quired part ofing procedurer opinion, basin relation tosection have it of the basic

ccordance it.

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principles. anagement formation.

ollectively ation, and f the basic es applied sed on our the basic not been

c financial

Page 63: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

The discussioof the City’sanalysis is tostatements to

Financial Hi

The asclose odeficit,for spe

The Ciwas a ddecreasfor netgrant acontribbusinesof $2.6amoun

As of $93.2 mproceeactivityFund abalanceending

The gelapsed and exin the a

At the 9.2% o

As of DMoody

Overview of

This discussiCity’s basic financial statinformation i

on and analys financial act

o look at the Co enhance thei

ighlights for

sets of the Ciof fiscal year, while $523.ecific purpose

ity’s total netdecrease in gse in net asset pension oblaward of $17butions for thss-type activi6 million. Th

nt of $0.6 mill

December 31million, a deds primarily y in the Dowand the Debt es of the Oth

g fund balance

eneral fund, oencumbrance

xpenditures ovamount of $0

end of the cuof general fun

December 31y’s Investor S

f the Financia

ion and analyfinancial stattements, and in addition to

M

sis of the Citytivities for thCity’s financiir understandi

Fiscal Year

ty, on a goverr 2010 by $54 million is in

es.

t assets decreovernmental ets related to igations by $

7.9 million tohe Downtownities is primar

his was offsetlion.

1, 2010, the crease of $2account for

wntown StadiuService fund

her Governmees, approxima

on a current es, and transfver budget, la.6 million acc

urrent fiscal yend expenditure

, 2010, the CiService rated t

al Statement

ysis is intendeements comp(3) notes to the basic fina

CITY OF OM

Management’s

Year ended

(U

y of Omaha’se fiscal year ial performaning of the Cit

2010

rnmentwide b11.1 million nvested in ca

eased by $44.activities andgovernmenta

$37.2 milliono Zoological n Stadium corily attributabt by decrease

City’s gover0.0 million inthis increase.

um Fund. Fund balances incental Funds dately 52%, or

fiscal resourcfers of $1.1 mapsed encumbcount for a 20

ear, the unreses.

ity’s general othe City’s bon

ts

ed to serve asprise three com

the financialancial stateme

MAHA, NEB

Discussion a

d December 3

Unaudited)

10

s (the City) fiended Decem

nce as a wholety’s financial

basis excludin(net assets).

apital assets, n

.0 million frod $2.2 millional activities is

n, postretiremSociety. The

onstruction inble to the incre of net asset

rnmental fundn comparison. The primarynd balance focreased $1.5 mdecreased $5.

$48.9 million

ces basis, repmillion. Revenbrances, a sho011 year-end

served fund b

obligation bonds Aaa.

s an introductmponents: (1l statements. ents themselv

BRASKA

and Analysis

31, 2010

financial perfomber 31, 2010e. Readers shperformance.

ng componenOf this amounet of related

om the prior yn was an incres primarily atent benefits oese decreasesn the amountrease by the Sts by the Con

ds reported cn with the pry reason for

or this fund dmillion and $1 million. Ofn, is unreserv

ported a surpnues above buortfall in the carryover res

alance for the

ond rating from

tion to the Ci) governmentThis report

ves.

ormance prov0. The intent

hould also rev.

nt units, exceeunt $49.9 mildebt and $37

year. Of this ease in businettributable to obligations bs were somewt of $24.5 miSewer Revenunvention Cen

combined endrior year. Issthis decrease

decreased by $$3.2 million, f the combine

ved.

plus of revenuudget in the ainitial credit erve of $3 mi

e general fund

m Standard &

ity’s basic fintwide financialso contain

(C

vides an overaof this discu

view the basic

eded its liabilillion is an un7.6 million is

amount, $46ess-type activcurrent year y $27.4 milliwhat offset billion. The inue Fund in thnter Hotel Fu

ding fund baued but unspe was the con$19.5 millionrespectively. ed governmen

ues over expamount of $3and year-endillion.

d was $25.9 m

& Poor’s was

nancial statemial statementss other suppl

Continued)

all review ussion and c financial

ities at the nrestricted

restricted

6.2 million vities. The

increases ion, and a by private ncrease in he amount und in the

alances of pent bond nstruction n. General

The fund ntal funds

enditures, .6 million

d transfers

million, or

AAA and

ments. The s, (2) fund lementary

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The basic fin

The fiinform

The regovern

– Gf

– PtC

– Fs

The financialprovide morefurther expla

Government

The governmfinances, usinand the statemusing the accAll changes iof the timingthat will onlvacation leav

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In the statem

Governmentworks, parksprincipally su

nancial statem

rst two statemation about th

emaining statnment, reporti

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l statements ae detailed datins and suppo

twide Financ

mentwide finang accountingment of activcrual basis of in net assets ag of related cly result in

ve).

overnmentwidetween the Csition. Over talth is improv

the conditionh of the City.

ment of net ass

tal Activitiess and recreatupport these f

M

ments include t

ements are ghe City’s over

tements are ing the City’s

al fund statemhe short term,

und statementent operates

Center Hotel.

nd statementsustee or agent

also include na. The statemorts the inform

cial Statemen

ancial statemeg methods simities, which a

f accounting, ware reported aash flows. Thcash flows i

de statementsCity’s assets atime, increas

ving or deterion of the City

sets and the st

s – Most of thtion, and genfunctions.

CITY OF OM

Management’s

Year ended

(U

two kinds of

governmentwirall financial

fund financis operations in

ments tell hoas well as wh

ts offer short-similar to a

provide infofor the benef

notes that expments are follomation in the

nts

ents are desigmilar to those are the governwhich is simi

as soon as thehus, revenuesin future fisc

s report the Cand liabilitiees or decreaorating. Other’s roads and

tatement of ac

he City’s basneral adminis

MAHA, NEB

Discussion a

d December 3

Unaudited)

11

statements th

ide statementstatus.

al statementsn more detail

w general gohat amounts r

-term and lona business, s

ormation aboufit of others, t

plain some ofowed by a secfinancial stat

gned to proviused by priva

nmentwide stilar to the acc

e underlying es and expensecal periods (

City’s net asses – is one wses in the Cr nonfinanciaother infrastr

ctivities, the C

sic services artration depar

BRASKA

and Analysis

31, 2010

hat present dif

ts that provi

s that focus than the gove

overnment seremain for fut

ng-term financuch as the C

ut financial rto whom the p

f the informaction of requitements.

ide readers wate sector comatements, inccounting usedevent giving res are reportee.g., uncollec

ets and how tway of measu

ity’s net asseal factors, sucructure, may

City is divided

re included hrtments. Taxe

fferent views

ide both long

on individuaernmentwide

ervices such ture spending

cial informatiCity’s sewag

relationships pertaining res

ation in the finired suppleme

with a broad ompanies. The clude the Cityd by most privrise to the chaed in this statcted taxes an

they have chauring the Cityets are an inch as changesneed to be co

d into three c

here, such as es and interg

(C

of the City:

g-term and s

al parts of tstatements.

as public sag.

ion about thege treatment

in which the sources belon

nancial statementary inform

overview of tstatement of

y’s assets and vate sector coange occurs, rtement for sond earned bu

anged. Net asy’s financial

ndicator of ws in the City’sonsidered to a

ategories:

the police, figovernmental

Continued)

short-term

the City’s

fety were

e activities plants or

City acts g.

ments and mation that

the City’s net assets liabilities

ompanies. regardless ome items ut unused

ssets – the health or

whether its s property assess the

ire, public revenues

Page 65: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Business-Typrovides. Thtennis operathere.

Component Convention financially ac

The governm

Fund Financ

The fund finaCity as a whoand spendingCity Council show that the

The City has

Government(1) the flow balances remaccrual accoufund statemefewer financbetween govgovernmenta

The City maisheet and in general fund,the other gov

The City adostatement is pthe followingbetween the accrual basis

The governm

Proprietary funds. Propriinformation.

pe Activitieshe City’s sewtion, parking

Unit – The CAuthority. Accountable fo

mentwide finan

cial Statemen

ancial statemeole. Funds areg for particula

or Administre City is prope

three kinds o

tal Funds – Min and out o

maining at yeunting basis aents provide aial resources

vernmental acal funds is des

intains 92 govthe governm

, downtown svernmental fu

opts an annuapresented for g: (a) the origfinal budget aused in the fu

mental fund fin

Funds – Serietary funds, The City ma

M

s – The City cwer system, ai

facilities, prin

City includes Although lega

r it and provi

ncial stateme

nts

ents provide me accounting ar purposes. Tration establiserly using cer

of funds:

Most of the Cof cash and ear-end that aand a currenta detailed shothat can be

ctivities (reposcribed in a re

vernmental fumental fund ststadium fund,nds are comb

l budget for tthe general fu

ginal budget,and actual res

funds statemen

nancial statem

rvices for whsuch as the

aintains 13 en

CITY OF OM

Management’s

Year ended

(U

charges fees ir quality connting service

one separate ally separatedes debt serv

nts can be fou

more detailedmechanisms The City Chashes other funrtain taxes an

City’s basic sother financi

are available t financial resort-term viewspent in the orted in the seconciliation t

unds. Informatatement of re and debt serv

bined into a si

the general fufund using the, (b) the finalsults. Becausents, a reconci

ments can be f

hich the City cgovernmentw

nterprise fund

MAHA, NEB

Discussion a

d December 3

Unaudited)

12

to customers ntrol enforcems, river plaza

legal entity i, this “comp

vice funding fo

und on pages

d information that the City

arter, state lawnds to controld grants.

services are iial assets thafor spending

sources measw that helps tnear future tostatement of that follows t

ation is presenevenues, expvice fund, whingle, aggrega

und, as require City’s budgel budget as ae the budgetailiation is prov

found on pag

charges custowide statemends, which are

BRASKA

and Analysis

31, 2010

in order to cment, compo

a facility, city

in its report, tponent unit”for the arena a

23 and 24 of

about the Cituses to keep w, and bond l and manage

included in goat can readilyg. These fundurement focuthe reader deo finance thenet assets an

the governme

nted separatelenditures, an

hich are consiated presentat

red by the Citetary basis of

amended, (c)ary basis of acvided at the e

ges 25 through

omers a fee ants, provide ba type of pro

cover the costost operation,ywide sports,

the Metropoliis important

and conventio

f this report.

ty’s most signtrack of speccovenants remoney for pa

overnmental y be converteds are reporteus. Consequenetermine whete City’s progrnd the statemntal fund fina

ly in the govend changes inidered to be mtion.

ty Charter. A f accounting. actual resultsccounting dif

end of the stat

h 27 of this re

are generally rboth short- anoprietary fund

(C

ts of certain s, marina, golfand hotel are

itan Entertaint because th

on center (see

nificant fundscific sources oquire some fuarticular purp

funds, whiched to cash aned using the ntly, the govether there arerams. The re

ment of activancial stateme

ernmental funn fund balancmajor funds. D

budgetary coThis statemens, and (d) theffers from thetement.

eport.

reported in pnd long-termd. Enterprise

Continued)

services it f courses, e included

nment and he City is note 1).

s – not the of funding funds. The poses or to

h focus on nd (2) the modified

ernmental e more or lationship

vities) and ents.

nd balance es for the Data from

omparison nt reflects e variance e modified

roprietary m financial

funds are

Page 66: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

used to repostatements. Tcompost opefacility, parki

The proprieta

Fiduciary Ffiduciary funthe trust bentheir intendeexcludes thisfinance its op

The fiduciary

Notes to the

The notes prgovernmentwpages 33 thro

Other Inform

In addition tosupplementarobligation in on pages 95 t

City Govern

As noted earfinancial pos2010. All ofinfrastructureThe City usefuture spendiother sources

ort the sameThe City useeration, marining facilities,

ary fund finan

Funds – The nds. It is also eficiaries. Thd purpose. T

s activity fromperations. The

y fund financi

Basic Finan

rovide additiowide and funough 94 of thi

mation

o the basic firy informatioboth pension

through 101 o

nmentwide Fi

rlier, net assetition. In the c

f the City’s ne), less accumes these assetsing. The resos.

M

e functions pes enterprise na dredge opprinting serv

ncial statemen

City is the responsible f

he City is resThese activitiem its governme accounting u

ial statements

cial Statemen

onal informatd financial sis report.

inancial staten concerning

n and other poof this report.

inancial Ana

ts (assets ovecase of the Cnet assets reflmulated depres to provide sources needed

CITY OF OM

Management’s

Year ended

(U

presented as funds to accperations, go

vices, citywid

nts can be fou

trustee, or fifor other asseponsible for es are reportementwide finaused for fiduc

s can be found

nts

tion that is estatements. Th

ments and acg the City’s 20ostemploymen

alysis

er liabilities) ity, assets exc

flect its inveseciation, and lservices to itsd to repay th

MAHA, NEB

Discussion a

d December 3

Unaudited)

13

business-typcount for its olf concessioe sports, and

und on pages

fiduciary, for ets that, becauensuring thated in a separancial statemciary funds is

d on pages 31

essential to a he notes to t

ccompanying 010 budget innt benefits. R

may serve ovceeded liabilitment in capless any relates citizens, ande debt related

BRASKA

and Analysis

31, 2010

pe activities sewer systemns, golf couhotel.

28 through 30

certain donause of a trustt the assets rerate statemen

ments because s much like th

1 and 32 of th

full understathe basic fina

notes, this renformation an

Required suppl

ver time as a ities by $511

pital assets (eed outstandind consequentld to these ca

in the govem, air qualityurses, tennis

0 of this repo

ated funds. Tt arrangementeported in th

nt of fiduciarythe City can

hat used for pr

his report.

anding of theancial statem

eport also prend the City’s lementary inf

useful indica.1 million at t.g., land, bui

ng debt used tly, these asse

apital assets m

(C

ernmentwide y control enfoperation, ri

ort.

The City mait, can be usedese funds arey net assets.

nnot use theseroprietary fun

e data providments can be

esents certainprogress in fu

formation can

ator of a govethe close of filding, equipmto acquire thots are not ava

must be provi

Continued)

financial forcement, iver plaza

intains 15 d only for e used for The City

e assets to nds.

ded in the found on

n required funding its n be found

ernment’s fiscal year ment, and ose assets. ailable for ided from

Page 67: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

The followin

Current and otherCapital assets

To

Current and otherLong-term liabili

To

Net assets:Invested in cap

related debtRestricted net Unrestricted n

To

To

Government

Net assets ofsignificant poinvested in cshowed a $8resources avagreater than amounts nee($30.1 milliopostemploymbecome due.

Business-Ty

The net assetCity generallelement of th

ng table reflec

r assets

otal assets

r liabilitiesties

otal liabilities

pital assets net oftassets

net assets

otal net assets

otal liabilities andnet assets

tal Activities

f the City’s gortion of thoapital assets (8 million defailable to paycurrent avail

eded to finaon), Civilian ment benefits

pe Activities

ts of the Cityly can only ushis increase is

M

cts the conden

2

$

$

$

$

s

governmentalose net assets(building, roaficit at the eny its current liable resource

ance future lemployees, P($81.7 millio

s

y’s business-tyse these net as the $2.6 mill

CITY OF OM

Management’s

Year ended

(U

nsed summary

C

Summ

Governmentaactivities

2010

311 1,092

1,403

35 1,122

1,157

328 6

(88)

246

1,403

l activities de are either re

ads, bridges, end of this yeariabilities. Rates. Specificalliabilities ariPolicemen’s on). The City

ype activitiesssets to financlion increase

MAHA, NEB

Discussion a

d December 3

Unaudited)

14

y of net assets

City of Omaha

mary of Net Assets

al

2009

307 1,044

1,351

35 1,023

1,058

309 8

(24)

293

1,351

ecreased $46estricted as toetc.) net of rer. This defici

ther, it is the rly, the City dising from wand Firemen

y will include

increased apce the continuin net assets i

BRASKA

and Analysis

31, 2010

s (in millions)

s

Business-typactivities

2010

126 525

651

11 375

386

196 31 38

265

651

.2 million (15o the purposeelated debt. Cit does not mresult of havidid not includworker’s comn’s net pensioe these amoun

pproximately uing operatioincurred by th

):

pe

2009

69 501

570

10 298

308

229 8

25

262

570

5%) to $246.e they can b

Consequently, mean that the C

ing long-termded in past a

mpensation aon obligationnts in future

$2.2 million n of its enterphe Sewer Fun

(C

Total primagovernmen

2010

437 1,617

2,054

46 1,497

1,543

524 37

(50)

511

2,054

.4 million. Hoe used for or unrestricted City does not

m commitmentannual budgetand healthcarn ($146.8 milyears’ budge

to $264.8 miprise operationd.

Continued)

arynt

2009

376 1,545

1,921

45 1,321

1,366

538 16

1

555

1,921

owever, a r they are net assets t have the ts that are ts the full re claims llion) and

ets as they

llion. The ons. A key

Page 68: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

The followin

Revenues:Program reven

Charges forOperating gCapital gran

General revenuSales and uProperty taxOther taxesUnrestricteOther

To

Expenses:General governPublic safetyTransportationOther public sCommunity deCulture and paInterest on lonConvention CeSewage treatmOther

To

De

Transfers

Inc

Net assets at begi

Net assets at end

Government

The City’s December 31tax increased

ng table shows

nues:r servicesgrants and contribunts and contributioues:

use taxxsd investment earni

otal revenues

nment

n servicesservicesevelopmentarks

ng-term debtenter Hotel

ment

otal expenses

ecrease in net assetransfers

crease (decrease) inet assets

inning of year

of year

tal Activities

total revenu1, 2010. The ld $8.3 million

M

s the revenue

2

$utionsons

ings

ts before

in

$

s

ues from golargest source

n (6.4%) durin

CITY OF OM

Management’s

Year ended

(U

and expense

City of Omah

Governmentaactivities

2010

69.1 65.6 31.7

126.9 138.3

52.1 1.4

(0.3)

484.8

116.7 193.0

60.4 21.0 32.0 64.9 38.3

— — —

526.3

(41.5)

(4.7)

(46.2)

292.5

246.3

vernmental e of revenue (ng 2010. The

MAHA, NEB

Discussion a

d December 3

Unaudited)

15

of the govern

ha’s Changes in N

(In millions)

al

2009

63.9 70.6 27.3

120.7 130.0

48.2 1.7 1.3

463.7

100.4 188.6

61.1 17.6 27.4 47.5 37.4

— — —

480.0

(16.3)

(1.7)

(18.0)

310.5

292.5

activities we($138.3 millioCity has incr

BRASKA

and Analysis

31, 2010

nmental and b

Net Assets

Business-typactivities

2010

68.4 — —

— — —

0.2 —

68.6

— — — — — — —

8.9 51.5 10.7

71.1

(2.5)

4.7

2.2

262.6

264.8

ere $484.8 mon in 2010) foreased the rea

business-type

pe

2009

61.0 —

5.5

— — —

0.3 —

66.8

— — — — — — —

10.1 47.6 12.1

69.8

(3.0)

1.7

(1.3)

263.9

262.6

million for thfor the City isal estate tax ra

(C

activities:

Total primagovernmen

2010

137.5 65.6 31.7

126.9 138.3

52.1 1.6

(0.3)

553.4

116.7 193.0

60.4 21.0 32.0 64.9 38.3

8.9 51.5 10.7

597.4

(44.0)

(44.0)

555.1

511.1

he fiscal ye property taxate (4.2 cents

Continued)

arynt

2009

124.9 70.6 32.8

120.7 130.0

48.2 2.0 1.3

530.5

100.4 188.6

61.1 17.6 27.4 47.5 37.4 10.1 47.6 12.1

549.8

(19.3)

(19.3)

574.4

555.1

ear ended . Property s per $100

Page 69: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

of assessed vwith 2009 va

The City’s exfiscal year 2services. Ovecan be largelculture and p

Business-Ty

Net assets ofenterprise fun

The Conventthe Hotel wilIn Septembeguestrooms. T

The Parking surface lots tstructures.

In May 2009through 2014

The City’s enecessary to subsidize thebetter identify

Financial An

As noted earrequirements

value to 47.58aluations.

xpenses for g2010 related erall, the exply, attributed

parks expense

pe Activities

f the City’s bnds and the ot

CoPaSeOt

tion Center Hll eliminate thr 2010, workThe expansio

Facilities Funthroughout th

, the City Cou4. The action

enterprise opemaintain an

ese funds. Thefy the cost of t

nalysis of the

lier, the City s.

M

87 cents or 9.

governmental to public saf

penses for govto a $16.3 m

s.

s

usiness-type ther nonmajo

onvention Cearking facilitiewer revenuether nonmajo

Hotel Fund behis deficit. Ank began on aon project is s

nd was estabhe City. Lease

uncil enactedprovides fund

erations are n adequate ame City has dethe services a

e Governmen

uses fund ac

CITY OF OM

Management’s

Year ended

(U

7%). Property

activities covfety and 11%vernmental a

million increa

activities incor enterprise fu

Fund

enter Hotelies

or enterprise f

egan operationnual appropra 150-room echeduled for

lished as a toe purchase de

d an ordinanceding for the se

reviewed on mount of wocided to acco

and for better

nt’s Funds

counting to e

MAHA, NEB

Discussion a

d December 3

Unaudited)

16

y tax valuatio

ver a wide ran%, or $60.4 mactivities incrase in genera

rease by $2.2funds is presen

funds

ons in April 2riations from txpansion procompletion in

ool to manageebt has been i

e increasing sewer system’

an ongoing orking capitaount for thesemanagement

ensure and de

BRASKA

and Analysis

31, 2010

ons for 2010

nge of servicemillion, for feased by 9.6

al government

2 million. Thented as follow

A(In

$

004. The Citthe City will

oject bringingn December 2

e the City’s eissued to fina

sewer use feess capital impr

basis. Revenal. Annual ape activities byt control.

emonstrate co

decreased by

es, with 37%,fiscal year 2% or $46.3 mt expenses an

e change of nws:

Amountn millions)

(0.6) 0.2 2.6 0.1

ty believes thsubsidize any

g the hotel’s 2011.

eight parking ance the cons

s by 9% annurovements.

nues and expppropriations y the use of en

ompliance wit

(C

y 0.7% when

, or $193.0 m010 for trans

million in 20nd a $17.4 in

net assets by

hat future opey debt servicetotal invento

structures antruction of th

ually beginnin

penses are admay also be

nterprise acco

th finance-rel

Continued)

compared

million, for sportation 10, which ncrease in

the major

erations of e shortfall. ory to 600

nd various he parking

ng in 2010

djusted as e used to ounting to

lated legal

Page 70: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Government

The focus obalances of sparticular, unspending at tDecember 31decrease of $decrease in fAllocation Fumillion. The million, respe

Approximategenerally is indicate that

Liquid

Pay de

Invento

Providpurpos

The general $25.9 millionit may be uexpenditureswhereas the tincreased bymillion is ava

Another majo$16.7 millionfor payment o

The Downtoapproximatelfund approxiballpark was World Series

tal Funds

f the City’s spendable resnreserved funthe end of th1, 2010, the $19.9 million fund balanceund and Interfund balance

ectively.

ely 45% or $4available for it is not avail

date contracts

bt service ($2

ory stocks and

de income for ses ($2.8 milli

fund’s unresn. The Generauseful to com. The unresertotal fund ba

y $1.5 millionailable for gov

or governmenn, all of whichof debt issuan

wn Stadium ly 25,000 seaimately $94.8completed in

s in the new b

M

governmentasources. Suchd balances m

he fiscal yeargovernmentain compariso

e in the Majorceptor Sewee in the Gene

42.3 million ospending at

able for new

and purchase

21.3 million)

d supplies ($.

the purpose ion).

served fund bal Fund is thempare both trved fund balance represe

n for fiscal yvernmental u

ntal fund is thh will be usednce costs. The

Fund is a mats. The cost 8 million of n April 2011. ballpark for 26

CITY OF OM

Management’s

Year ended

(U

al funds is toh information

may serve as a , except wheal funds repoon with the por Downtowner Constructioeral Fund and

of the combinthe City’s d

spending, bec

e orders of the

.7 million)

of maintainin

balance at Dee City’s chief the unreservelance represe

ents 10% of thyear 2010. Fouse.

he Debt Servd either for pae Debt Servic

major capital of the projecthe project aThe City and

6 years. The f

MAHA, NEB

Discussion a

d December 3

Unaudited)

17

o provide infn is useful in

useful measuere prohibitedorted combin

prior year. Con Stadium Fuon Fund also d Major Deb

ned fund baladiscretion. Thcause it has a

e prior period

ng the City’s

ecember 31, f operating funed fund balaents 9% of thhat same amoor budgeting

vice Fund. Thayment of debce Fund increa

construction ct is budgeteand the remad NCAA entefund balance a

BRASKA

and Analysis

31, 2010

formation onassessing the

ure of a goverd by the City ned ending fonstruction cound of $19.5

had a combibt Service Fun

ance constituthe remainder already been c

d ($19.5 millio

coin collecti

2010, not dend. As a meaance and thehe total fund ount. The totpurposes on

he Debt Servicbt service on tased by $3.2 m

fund. The Cd at $127.8 m

aining cost isred into an agat the Decem

n near-term ie City’s finanrnment’s net Charter. For

fund balanceosts for the st million. Thined fund balnd increased

tes unreserveof the fund

committed to:

on)

ion and a var

esignated for asure of the gee total fund balance to toal fund balan

nly, the 2010

ce Fund has the City’s genmillion for fi

City is construmillion. Leas funded by pgreement to h

mber 31, 2010

(C

inflows, outflncing requireresources avar the fiscal yes of $93.2 m

tadium accoune Street and lance decreas$1.5 million

ed fund balanbalance is re

:

riety of other

a specific pueneral fund’sbalance to t

otal fund expnce of the gen

budget surp

a total fund bneral obligatioscal year 201

ucting a ballpse purchase bprivate donathold the Men’is $12.1 milli

Continued)

lows, and ements. In ailable for ear ended million, a nted for a Highway

se of $6.7 n and $3.2

nce, which eserved to

restricted

urpose, is liquidity, total fund enditures, neral fund plus of $3

balance of on debt or 0.

park with bonds will tions. The ’s College ion.

Page 71: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Proprietary

The City’s pstatements, b

Net assets oenterprise fuDecember 31the discussion

Revenues:TaxesIntergoveOther

Expenditureand transf

There are thrany time, trandivision. SecCouncil. Thir2010, only onLibrary’s cap

Significant vare summariz

Sales t

Utility

Busine

Unbud

Funds

proprietary fubut in more de

of the Convenunds amounte1, 2010. Addin of the City’

ernmental

Total

s, lapsed encufers

Changes in

ree types of bnsfer an unenond, transfersrd, transfers bne transfer to

pital account.

variances betwzed as follows

ax revenue w

Occupation T

ess Taxes wer

dgeted Restaur

M

unds provideetail.

ntion Center ed to $(29.0) itional discus’s business-ty

G

umbrances,

n fund balance

budget transfencumbered aps between divbetween depa

ook place. Th

ween the genes:

was $3.2 millio

Taxes were $

re $1.6 million

rant Tax reve

CITY OF OM

Management’s

Year ended

(U

e the same ty

Hotel Fund,million $(5.6sion concerni

ype activities.

General Fund

Dece

(I

e

ers, each requppropriation bvisions in the artments/agene mayor trans

eral fund’s ac

on above bud

1.3 million be

n below budg

enues were $4

MAHA, NEB

Discussion a

d December 3

Unaudited)

18

ype of inform

, Parking Fa6) million, $2ing the financ

d Budgetary

ember 31, 201

In millions)

Origibudg

$

$

uiring a succesbalance or porsame departm

ncies may be sferred $950,

ctual revenues

dget

elow budget

get

4.4 million

BRASKA

and Analysis

31, 2010

mation found

cilities Fund296.4 millionces of these f

Highlights

10

inalget

239.3 9.3

32.3

280.9

283.3

(2.4)

ssive level ofrtion thereof ment may be authorized b

,000 from the

s and expendi

d in the gove

, Sewer Revn, and $3.0 mfunds has alre

Finalbudget

239.39.3

32.3

280.9

283.3

(2.4)

f authority. Fibetween apprauthorized byy ordinance o

e Library’s pe

itures and the

(C

ernmentwide

venue Fund, million, respeceady been add

Ac

3 3 3

9

3

)

irst, the Mayoropriations ofy resolution oof the City Cersonnel acco

e final amend

Continued)

financial

and other ctively, at dressed in

ctual

248.4 3.4

32.7

284.5

283.4

1.1

or may, at f the same of the City

Council. In ount to the

ed budget

Page 72: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Interes

Licens

Charge

The CiParks Other c

The FimillionRelatioover bu

The Po

Capital Asse

Capital Asse

The City’s inis $1.6 billioimprovementwastewater trnet increase oactivities).

LandCultural assetsConstruction in pBuildingsMachinery and eqInfrastructure

To

st earnings we

es and permit

es for services

ity Clerk, Citand Recreaticollectively w

ire Departmenn was record ons regardingudget.

olice Departm

et and Debt A

ts

nvestment in con (net of acts, machineryreatment planof 4.6% (an i

progress

quipment

otal

M

ere $2.2 millio

ts were $1.2 m

s were $2.1 m

ty Council, Lion, Library were $4.9 mill

nt ended the to the Fire D

g 2009 wages.

ment was $2.5

Administrati

capital assets ccumulated dy and equipmnts. The total increase of 4.

2

$

$ 1

CITY OF OM

Management’s

Year ended

(U

on below bud

million below

million above

Law, Human departments, lion below bu

year $0.3 miDepartment a. As a result o

million over

ion

for its governepreciation).

ment, streets, change in the.6% for gover

City of O

(Net of acc

Governmentaactivities

2010

138.1 5.8

102.3 374.6

20.7 450.4

1,091.9

MAHA, NEB

Discussion a

d December 3

Unaudited)

19

dget

w budget

budget

Resources, HRetiree Ben

udget.

illion under bs a result of of this order,

budget.

nmental and bThis investmbridges, stor

e City’s invesrnmental acti

maha’s Capital A

cumulated depreci

(In millions)

al

2009

138.1 5.8

59.0 382.1

21.3 437.3

1,043.6

BRASKA

and Analysis

31, 2010

Human Rightsnefits, Outsid

budget. In Mthe final ordthe Fire Depa

business-typement in capitrm sewers, sastment in capiivities and an

Assets

iation)

Business-typactivities

2010

5.2 0.5

106.7 304.8

3.9 104.0

525.1

s and Relatiode Agencies a

March, 2011, ader of the Comartment ende

e activities as tal assets incanitary sewerital assets for

n increase of 4

pe

2009

5.2 0.5

76.9 310.5

3.7 104.9

501.7

(C

ons, Finance, and Continge

an expenditurmmission of d the year $3

of Decembercludes land, brs, event facilr the current y4.7% for busi

Total2010

143.3 6.3

209.0 679.4

24.6 554.4

1,617.0

Continued)

Planning, ency, and

re of $3.6 Industrial .2 million

r 31, 2010 buildings, lities, and year was a iness-type

2009

143.3 6.3

135.9 692.6

25.0 542.2

1,545.3

Page 73: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Major capital

Constrmillion

Constr$.3 mil

Constrmillion

Constrcapital

Purchaexpend

Renova

Constr$.4 mil

Constr

Constr

Constr$.5 mil

Constr

Annua

Additional inpages 76 thro

l asset events

ruction continn.

ruction continllion.

ruction impron.

ruction continoutlays of $4

ases of fire ditures were $

ation continu

ruction continllion.

ruction contin

uction contin

ruction continllion.

ruction in prog

l citywide dep

nformation oough 80 of thi

M

during 2010

nued on the 1

nued on the H

vements cont

nued on the C40.7 million.

fighting veh$1.1 million.

ed at Florenc

nued on the C

nued on the Zo

nued on the D

nued on the

gress citywid

preciation exp

on the City’sis report.

CITY OF OM

Management’s

Year ended

(U

included the

56th and We

Harrison Street

tinued at the

ity’s sewer sy

hicles includi

e Library; cur

Cunningham

orinsky Lake

owntown Bal

City’s Publi

de totaled $20

pense for gov

capital asse

MAHA, NEB

Discussion a

d December 3

Unaudited)

20

following:

est Center Ro

t – 47th to 71

W. Dale Cla

ystem includi

ing pumpers

rrent year exp

Lake Rehabi

Waterpark: c

llpark Project

ic Safety Tra

9.0 million.

vernmental ac

ets can be fo

BRASKA

and Analysis

31, 2010

oad Project; c

st streets proj

ark Library; c

ing the Comb

and ladder

penditures we

ilitation Proje

current year e

t; current year

aining Cente

ctivities totale

ound in note

current year e

ject; current y

current year e

ined Sewer O

vehicles co

ere $.9 million

ect; current y

xpenditures w

r expenditure

er; current ye

ed $34.0 milli

10 to the fi

(C

expenditures w

year expendit

expenditures w

Overflow Prog

ontinued; cur

n.

year expenditu

were $.7 milli

s were $54.9

ear expenditu

ion.

inancial state

Continued)

were $1.3

tures were

were $1.8

gram with

rrent year

ures were

ion.

million.

ures were

ements on

Page 74: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Long-Term D

At DecemberOf this amo$296.4 milliobonds backedrevenue bondannual Gener

General obligatioRevenue bondsSpecial obligationSpecial tax revenLease purchase bNotes payable

To

During 2010completion leconstruction These three i

At Decemberfrom Moody

Under the Cishall not exceDecember 31

Additional inpages 51 thro

Debt

r 31, 2010, thount, $526.2 mon of revenued by a varietyds backed by ral Fund appr

on bonds

n bondsnue bondsbonds

otal

, the City’s tease purchaseof the combissues accoun

r 31, 2010, th’s Investors S

ty’s Home Rueed 3.5% of t1, 2010 is $43

nformation onough 66 of thi

M

he City had tomillion is gee bonds securey of revenue a redevelopm

ropriations; an

2

$

$

total debt incre bonds to funined sewer set for the incre

he City maintaService on gen

ule Charter, tthe actual val31.7 million.

n the City’s lois report.

CITY OF OM

Management’s

Year ended

(U

otal bonded deeneral obligated solely by ssources, inclu

ment propertynd $9.1 millio

City of Om

Governmentaactivities

2010

526.2 1.9

61.8 45.5

141.1 2.4

778.9

reased by $83nd the remaineparation projease in outstan

ained a AAAneral obligatio

the total amoulue of taxable

ong-term deb

MAHA, NEB

Discussion a

d December 3

Unaudited)

21

ebt outstandintion debt baspecified reveuding sales tay tax levy; $1on of notes pa

maha’s Outstandin

(In millions)

al

2009

545.8 2.1

63.1 47.8

107.1 2.9

768.8

3.8 million (7ning constructject and $37.0nding debt.

A rating from on bonds.

unt of generale real and pers

t can be foun

BRASKA

and Analysis

31, 2010

ng of $1,140.cked by the enue sources;ax and proper183.1 millionayable backed

ng Debt

Business-typactivities

2010

— 294.5

18.2 —

42.0 6.7

361.4

7.9%). In 201tion of a new0 million to f

Standard & P

l obligation insonal property

nd in notes 6 a

3 million (incfull faith an

; $80.0 milliorty tax; $45.5of lease purc

d by a variety

pe

2009

— 191.8

18.8 —

44.5 32.6

287.7

10, the City i baseball stadfund the 150-

Poor’s Corpor

ndebtedness oy in the City.

and 7 to the f

(C

cluding notes nd credit of on of special o5 million of schase bonds b

y of revenue so

Total2010

526.2 296.4

80.0 45.5

183.1 9.1

1,140.3

issued $36.0 mdium, $34.1 m-room hotel e

ration and a A

outstanding at The debt ma

financial state

Continued)

payable). the City;

obligation pecial tax backed by ources.

2009

545.8 193.9

81.9 47.8

151.6 35.5

1,056.5

million of million for expansion.

Aaa rating

t any time argin as of

ements on

Page 75: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Economic Fa

The City’s p0.7%. This iproperty tax r

Sales tpast tw2010 o

In the 2011, t$18.6 m

Overalprimar

All of these f

During 20102010 budget will be budgebalance was budget balanfor the fiscal

Requests for

This financiaoverview of concerning abe addressed68183.

actors and N

roperty tax bincludes revarate for 2011

tax collectionwo years withof (2.4)%.

fall of 2010,the City budgmillion or $3.

ll general funily to Restaur

factors were c

0, the unreserbalance carr

eted to spendcarried forwace, as of the cyear two yea

r Information

al report is dethe City’s fin

any of the infod to the City

M

Next Year’s B

base for 2011aluations of increased 2.3

ns for 2009 anh current net c

the City enageted restaura.8 million ove

d revenue corant tax receip

considered in

rved fund balried forward id in 2012. In arded and buclose of any pars subsequen

n

signed to pronances and toformation prov

of Omaha, F

CITY OF OM

Management’s

Year ended

(U

Budgets and R

is $26.9 billexisting prop335 cents or 4

nd 2010 havecollections thr

acted a 2.5% ant tax revenuer budget.

llections for 2pts.

preparing the

lance in the gin the amoun2009, the Ge

udgeted to speparticular fisct to that fisca

ovide citizens, demonstratevided in this Finance Depa

MAHA, NEB

Discussion a

d December 3

Unaudited)

22

Rates

ion. This is aperties, annex4.9%.

e changed, resrough June 2

restaurant ocues at $14.8 m

2011 are proj

e City’s budg

general fund nt of $3.0 mieneral Fund pend in 2011. al year, shall l year.

, taxpayers, c the City’s acreport or requ

artment, Suite

BRASKA

and Analysis

31, 2010

a slight decrexations, and

spectively, by011 showing

ccupation taxmillion. Collec

jected to be $

et for the 201

was $25.9 mllion. The 20

produced no bThe City Chbe applied as

customers, invccountability uests for adde 1004, 1819

ease over 201new growth

y (0.2)% and a decrease o

x charge on fctions for 201

$.3 million ov

11 fiscal year.

million. This 010 budget babudget surpluharter requiress general fund

vestors, and cfor the fundsitional financ

9 Farnam Str

0 of $187.8 mwithin the C

4.0% over eaover the same

food and beve11 are now pr

ver budget or

.

amount reprealance carrieds, therefore, ns that the gend revenue in t

creditors withs it receives. Qcial informatireet, Omaha,

million or City. The

ach of the period in

erages. In rojected at

0.1% due

esents the d forward no budget neral fund the budget

h a general Questions on should Nebraska

Page 76: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

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BASICC FINANCIAL STAATEMENNTS

Page 78: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

This page intentionally left blank

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23

CITY OF OMAHA, NEBRASKA

Statement of Net Assets

December 31, 2010

ComponentPrimary government unit

Governmental Business-typeAssets activities activities Total MECA

Cash and pooled investments $ 36,226,663 47,144,812 83,371,475 10,044,468 Investments 16,975,473 5,452,752 22,428,225 21,197,136 Receivables (net of allowance for uncollectibles) 181,304,717 3,018,712 184,323,429 298,901 Due from other governments 45,480,712 3,673,072 49,153,784 — Internal balances 2,127,553 (2,127,553) — — Accrued interest 207,451 133,580 341,031 — Inventories 682,867 799,342 1,482,209 — Other assets 8,191,469 2,351,441 10,542,910 1,617,820 Deferred charges — 2,719,798 2,719,798 — Restricted assets:

Cash — 5,066,757 5,066,757 — Investments — 5,087,807 5,087,807 — Deposits with trustee 15,850,046 52,241,027 68,091,073 —

Note receivable 4,157,730 — 4,157,730 — Capital assets:

Nondepreciable 246,204,367 112,354,920 358,559,287 — Depreciable 845,658,697 412,775,973 1,258,434,670 15,351,755

Total assets $ 1,403,067,745 650,692,440 2,053,760,185 48,510,080

Liabilities and Net Assets

Liabilities:Accounts payable and other $ 25,059,175 7,429,067 32,488,242 11,315,440 Accrued interest payable 7,152,769 3,835,209 10,987,978 — Due to other governments 777,946 — 777,946 — Unearned revenue 1,885,843 — 1,885,843 — Long-term liabilities:

Net pension obligation due in more than one year 146,766,334 5,746,651 152,512,985 — Postretirement benefit obligation due in more than one year 81,657,307 4,512,487 86,169,794 — Other liabilities — — — 1,886,926 Compensated absences:

Due within one year 2,882,107 99,375 2,981,482 — Due in more than one year 54,760,029 1,888,102 56,648,131 —

Grants payable:Due within one year 2,287,000 — 2,287,000 — Due in more than one year 18,063,750 — 18,063,750 —

Claims and judgments:Due within one year 5,349,000 5,349,000 —

Workers’ compensation and healthcare claims:Due within one year 10,752,005 624,756 11,376,761 — Due in more than one year 19,390,002 1,126,675 20,516,677 —

Bonds, notes, and leases payable:Due within one year 40,497,258 9,238,692 49,735,950 1,002,226 Due in more than one year 739,429,831 351,400,711 1,090,830,542 4,810,305

Total liabilities 1,156,710,356 385,901,725 1,542,612,081 19,014,897

Net assets:Invested in capital assets, net of related debt 327,786,022 195,594,307 523,380,329 9,539,224 Restricted for:

Debt service — 31,292,774 31,292,774 — Other – Keno 3,146,295 — 3,146,295 — Perpetual care:

Expendable 428,925 — 428,925 — Nonexpendable 2,775,389 — 2,775,389 —

Unrestricted (87,779,242) 37,903,634 (49,875,608) 19,955,959

Total net assets 246,357,389 264,790,715 511,148,104 29,495,183 Total liabilities and net assets $ 1,403,067,745 650,692,440 2,053,760,185 48,510,080

See accompanying notes to basic financial statements.

Page 80: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

24

CITY OF OMAHA, NEBRASKA

Statement of Activities

Year ended December 31, 2010

Program revenues Net revenue (expense) and changes in net assetsComponent

Operating Capital Primary government unitCharges for grants and grants and Governmental Business-type

Expenses services contributions contributions activities activities Total MECA

Functions/programs:Primary government:

Governmental activities:General government $ 116,720,038 11,432,415 8,730,023 — (96,557,600) — (96,557,600) — Public safety 193,001,551 18,373,482 5,537,577 — (169,090,492) — (169,090,492) — Transportation services 60,380,233 22,167,354 28,071,800 5,885,330 (4,255,749) — (4,255,749) — Other public services 21,001,115 2,582,651 3,014,071 — (15,404,393) — (15,404,393) — Community development 31,987,295 5,748,813 20,210,844 — (6,027,638) — (6,027,638) — Culture and parks 64,931,722 8,772,389 60,316 25,785,887 (30,313,130) — (30,313,130) — Interest on long-term debt 38,360,978 — — — (38,360,978) — (38,360,978) —

Total governmental activities 526,382,932 69,077,104 65,624,631 31,671,217 (360,009,980) — (360,009,980) —

Business-type activities:Convention Center Hotel 8,905,205 7,824,146 — — — (1,081,059) (1,081,059) — Parking 4,376,749 4,170,400 — — — (206,349) (206,349) — Sewer 51,529,157 49,944,627 — — — (1,584,530) (1,584,530) — Citywide Sports 149,529 193,202 — — — 43,673 43,673 — Marinas 414,719 446,039 — — — 31,320 31,320 — Tennis operations 362,148 263,691 — — — (98,457) (98,457) — Golf operations and Concessions 3,270,547 3,421,704 — — — 151,157 151,157 — Air quality 809,331 802,199 — — — (7,132) (7,132) — Compost 942,074 835,696 — — — (106,378) (106,378) — Printing and graphics 404,622 474,093 — — — 69,471 69,471 — River Front Plaza and Marina 15,250 48,532 — — — 33,282 33,282 —

Total business-type activities 71,179,331 68,424,329 — — — (2,755,002) (2,755,002) — Total primary government $ 597,562,263 137,501,433 65,624,631 31,671,217 (360,009,980) (2,755,002) (362,764,982) —

Component unit:MECA $ 26,355,147 28,717,594 — — — — — 2,362,447

General revenues:Property taxes 138,320,939 — 138,320,939 — Motor vehicle taxes 9,309,995 — 9,309,995 — Sales and use taxes 126,910,238 — 126,910,238 — Business taxes 38,228,765 — 38,228,765 — Payments in lieu of taxes 4,538,014 — 4,538,014 — Unrestricted investment earnings 1,440,989 267,736 1,708,725 — Loss on sale of capital assets (252,225) — (252,225) —

Transfers (4,723,408) 4,723,408 — —

Total general revenues and transfers 313,773,307 4,991,144 318,764,451 —

Change in net assets (46,236,673) 2,236,142 (44,000,531) 2,362,447

Net assets – beginning of year 292,594,062 262,554,573 555,148,635 27,132,736 Net assets – end of year $ 246,357,389 264,790,715 511,148,104 29,495,183

See accompanying notes to basic financial statements.

Page 81: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

25

CITY OF OMAHA, NEBRASKA

Balance Sheet – Governmental Funds

December 31, 2010

Debt Other TotalService Downtown governmental governmental

Assets General Fund Stadium funds funds

Cash and pooled investments $ — 1,325,828 — 34,900,835 36,226,663 Investments 10,371,980 — — 6,603,493 16,975,473 Receivables (net of allowance for uncollectibles) 91,684,909 54,370,995 21,500,000 13,748,813 181,304,717 Due from other governments 23,071,384 382,095 — 22,027,233 45,480,712 Due from other funds 128,007 15,055,210 — 1,896,269 17,079,486 Accrued interest 114,334 — — 93,117 207,451 Inventories 682,867 — — — 682,867 Other assets 5,303 — — 498,902 504,205 Restricted assets:

Deposits with trustee 20,748 — 12,281,985 3,547,313 15,850,046 Total assets $ 126,079,532 71,134,128 33,781,985 83,315,975 314,311,620

Liabilities and Fund Balances

Liabilities:Accounts payable and other $ 15,786,717 100,852 208,247 7,884,316 23,980,132 Due to other governments 709,284 — — 68,662 777,946 Due to other funds 1,021,681 — 2,860 15,006,435 16,030,976 Unearned revenue 5,948 4,392 — 1,875,503 1,885,843 Deferred revenue 78,978,391 54,335,407 21,500,000 23,631,352 178,445,150

Total liabilities 96,502,021 54,440,651 21,711,107 48,466,268 221,120,047

Fund balances:Reserved for:

Encumbrances 2,954,432 — 348,525 16,207,111 19,510,068 Inventories 682,867 — — — 682,867 Reserve for endowment — — — 2,775,389 2,775,389 Debt service — 16,693,477 — 4,634,559 21,328,036

Unreserved, designated for, reported in:Special revenue funds — — — 6,552,487 6,552,487

Unreserved, undesignated reported in:General fund 25,940,212 — — — 25,940,212 Special revenue funds — — — (1,279,186) (1,279,186) Capital projects funds — — 11,722,353 5,530,422 17,252,775 Permanent funds — — — 428,925 428,925

Total fund balances 29,577,511 16,693,477 12,070,878 34,849,707 93,191,573 Total liabilities and fund balances $ 126,079,532 71,134,128 33,781,985 83,315,975

Amounts reported for governmental activities in the statementof net assets are different because:

Capital assets used in governmental activities arenot financial resources and, therefore, are notreported in the funds 1,091,863,064

Long-term note receivable is not due and payable in thecurrent period and, therefore, is not reported inthe funds 4,157,730

Revenues earned during the current period are notavailable as resources and, therefore, are recognizedas deferred revenue in the funds 178,445,150

Bond costs of issuance are capitalized at thegovernmentwide level and amortized over the life of therelated bonds 7,687,264

Long-term liabilities, including bonds and interest payable,are not due and payable in the current period and,therefore, are not reported in the funds (1,128,987,392)

Net assets of governmental activities $ 246,357,389

See accompanying notes to basic financial statements.

Page 82: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

26

CITY OF OMAHA, NEBRASKA

Statement of Revenues, Expenditures, and Changes in Fund Balances –Governmental Funds

Year ended December 31, 2010

Debt Other TotalService Downtown governmental governmental

General Fund Stadium funds funds

Revenues:Taxes:

Property $ 70,912,514 52,067,868 — 7,644,898 130,625,280 Motor vehicle 9,309,995 — — — 9,309,995 City sales and use 126,910,238 — — — 126,910,238 Business 37,607,464 — — 621,301 38,228,765 In lieu 4,474,712 56,028 — 7,274 4,538,014

Special assessments — — — 346,326 346,326 Licenses and permits 7,935,989 — — — 7,935,989 Intergovernmental 3,421,652 2,737,173 — 32,784,649 38,943,474 Investment income 504,035 437,998 21,989 327,913 1,291,935 Revenue from Keno 535,996 — — 6,423,049 6,959,045 Charges for services 22,003,940 2,663,559 — 25,252,596 49,920,095 Rents and royalties 1,076,158 — — 999,504 2,075,662 Contributions and grants 469,175 391,028 3,000,000 41,104,394 44,964,597

Total revenues 285,161,868 58,353,654 3,021,989 115,511,904 462,049,415

Expenditures:Current:

General government 35,941,173 700,804 — 8,838,181 45,480,158 Public safety 186,114,812 — — 6,567,080 192,681,892 Transportation services 485,735 — — 46,610,132 47,095,867 Other public services 16,128,578 — — 3,884,152 20,012,730 Community development 6,622,732 — — 21,367,304 27,990,036 Culture and parks 26,961,289 — — 4,955,375 31,916,664

Debt service:Principal 2,525,145 29,344,194 — 4,064,911 35,934,250 Interest 7,281,912 25,072,592 11,973 5,994,501 38,360,978 Bond issuance costs — 429,311 311,237 — 740,548

Capital outlay 665,510 — 54,879,877 23,733,392 79,278,779

Total expenditures 282,726,886 55,546,901 55,203,087 126,015,028 519,491,902

Excess (deficiency) of revenuesover expenditures 2,434,982 2,806,753 (52,181,098) (10,503,124) (57,442,487)

Other financing sources (uses):Transfers in 413,373 — — 6,029,402 6,442,775 Transfers out (1,360,815) — (20,748) (9,787,723) (11,169,286) Sale of capital assets — — — 647,484 647,484 Proceeds from issuance of bonds — 35,950,000 33,035,000 8,500,000 77,485,000 Proceeds from bond premium — 2,435,125 — — 2,435,125 Payment to refunded bond escrow agent — (37,988,113) — — (37,988,113) Discount on sale of bonds — — (346,191) — (346,191)

Total other financing sources (947,442) 397,012 32,668,061 5,389,163 37,506,794

Net change in fund balances 1,487,540 3,203,765 (19,513,037) (5,113,961) (19,935,693)

Fund balances – beginning of year 28,089,971 13,489,712 31,583,915 39,963,668 113,127,266 Fund balances – end of year $ 29,577,511 16,693,477 12,070,878 34,849,707 93,191,573

See accompanying notes to basic financial statements.

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27

CITY OF OMAHA, NEBRASKA

Reconciliation of the Change in Fund Balances of Governmental Fundsto the Statement of Activities – Governmental Funds

Year ended December 31, 2010

Amounts reported for governmental activities in the statement of activitiesare different because:

Net change in fund balances – total governmental funds $ (19,935,693) Governmental funds report capital outlays as expenditures. However, in the

statement of activities, the cost of those assets is allocated over their estimateduseful lives and reported as depreciation expense. This is the amount by whichcapital outlays exceeded depreciation expense in the current period. 48,241,839

Revenues in the statement of activities that do not provide current financialresources are not reported as revenues in the funds. 23,871,938

The issuance of long-term debt (e.g., bonds, leases, etc.) and long-term liabilitiesprovides current financial resources to governmental funds, whereas therepayment of the principal of long-term debt consumes the current financialresources of governmental funds. Neither transaction, however, has any effecton net assets. Also, governmental funds report the effect of issuance costs,premiums, discounts, and similar items when debt is first issued, whereas theseamounts are deferred and amortized in the statement of activities. This amountis the net effect of these differences in the treatment of long-term debt andrelated items. (8,912,212)

Some expenses reported in the statement of activities do not require the use ofcurrent financial resources and, therefore, are not reported as expenditures inthe governmental funds. (89,502,545)

Change in net assets of governmental activities $ (46,236,673)

See accompanying notes to basic financial statements.

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28

CITY OF OMAHA, NEBRASKA

Statement of Fund Net Assets –Proprietary Funds

December 31, 2010

Sewer Other TotalConvention Parking revenue enterprise proprietary

Assets Center Hotel facilities fund funds funds

Current assets:Cash and cash equivalents $ — 249,104 45,654,884 1,240,824 47,144,812 Investments — — 5,452,752 — 5,452,752 Receivables (net of allowance for uncollectibles) 52,046 267,444 2,519,105 180,117 3,018,712 Due from other governments — — 3,648,159 24,913 3,673,072 Accrued interest receivable 102,738 — 30,842 — 133,580 Inventories — — 789,483 9,859 799,342 Other assets 1,916,806 431,761 2,874 2,351,441 Restricted assets:

Deposits with trustee 21,138,210 — — — 21,138,210

Total current assets 23,209,800 516,548 58,526,986 1,458,587 83,711,921

Noncurrent assets:Restricted assets:

Cash and cash equivalents — — 5,066,757 — 5,066,757 Investments — — 5,087,807 — 5,087,807 Deposits with trustee 31,102,817 — — — 31,102,817

Deferred charges 1,214,070 343,603 1,162,125 — 2,719,798

Capital assets:Land — 2,473,344 2,705,920 — 5,179,264 Buildings and systems 72,123,541 61,344,255 597,246,008 9,933,926 740,647,730 Furniture and fixtures 5,616,471 — — — 5,616,471 Machinery and equipment 3,415,444 — 9,027,526 2,795,963 15,238,933 Cultural assets 498,366 — — — 498,366 Construction in progress 2,785,915 — 103,891,375 — 106,677,290

84,439,737 63,817,599 712,870,829 12,729,889 873,858,054

Less accumulated depreciation 20,229,968 28,329,934 293,444,762 6,722,497 348,727,161

Capital assets, net 64,209,769 35,487,665 419,426,067 6,007,392 525,130,893

Total noncurrent assets 96,526,656 35,831,268 430,742,756 6,007,392 569,108,072 Total assets $ 119,736,456 36,347,816 489,269,742 7,465,979 652,819,993

Liabilities and Net Assets

Current liabilities:Accounts payable and other current liabilities $ 1,384,203 160,198 5,740,188 106,978 7,391,567 Accrued interest payable 2,184,323 571,640 1,075,404 3,842 3,835,209 Current installments of long-term debt 470,000 2,560,000 6,183,692 25,000 9,238,692 Workers’ compensation and healthcare claims — 3,137 455,420 166,199 624,756 Due to other funds 100,000 135 1,131,613 933,305 2,165,053 Compensated absences — — 79,436 19,939 99,375

Total current liabilities 4,138,526 3,295,110 14,665,753 1,255,263 23,354,652

Noncurrent liabilities:Long-term debt, excluding current installments 144,580,281 38,647,534 167,800,884 372,012 351,400,711 Pension obligation — 14,336 4,541,636 1,190,679 5,746,651 Postretirement benefit obligation — 11,257 3,566,267 934,963 4,512,487 Workers’ compensation and healthcare claims — 5,658 821,298 299,719 1,126,675 Compensated absences — — 1,509,283 378,819 1,888,102

Total noncurrent liabilities 144,580,281 38,678,785 178,239,368 3,176,192 364,674,626

Total liabilities 148,718,807 41,973,895 192,905,121 4,431,455 388,029,278

Net assets:Invested in capital assets, net of related debt (49,737,695) (5,719,869) 245,441,491 5,610,380 195,594,307 Restricted for debt service 21,138,210 — 10,154,564 — 31,292,774 Unrestricted (382,866) 93,790 40,768,566 (2,575,856) 37,903,634

Total net assets (28,982,351) (5,626,079) 296,364,621 3,034,524 264,790,715 Total liabilities and net assets $ 119,736,456 36,347,816 489,269,742 7,465,979 652,819,993

See accompanying notes to basic financial statements.

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29

CITY OF OMAHA, NEBRASKA

Statement of Revenues, Expenses, and Changes in Fund Net Assets –Proprietary Funds

Year ended December 31, 2010

Convention Sewer Other TotalCenter Parking revenue enterprise proprietaryHotel facilities fund funds funds

Operating revenues:Charges for services $ 7,824,146 4,170,400 49,944,627 6,485,156 68,424,329

Total operating revenues 7,824,146 4,170,400 49,944,627 6,485,156 68,424,329

Operating expenses:Personal services 100,000 (693) 14,793,840 3,251,966 18,145,113 Outside services 144,384 1,903,808 8,977,602 883,217 11,909,011 Operation and maintenance 1,324,659 33,985 8,858,511 1,544,905 11,762,060 Cost of sales and services — — — 231,087 231,087 Depreciation and amortization 2,121,137 2,406,396 15,676,720 457,045 20,661,298

Total operating expenses 3,690,180 4,343,496 48,306,673 6,368,220 62,708,569

Operating income (loss) 4,133,966 (173,096) 1,637,954 116,936 5,715,760

Nonoperating revenues (expenses):Investment earnings 450,143 — (161,584) (20,823) 267,736 Interest expense (5,215,025) (33,253) (3,222,484) — (8,470,762)

Total nonoperating revenues (expenses), net (4,764,882) (33,253) (3,384,068) (20,823) (8,203,026)

Loss before contributions and transfers (630,916) (206,349) (1,746,114) 96,113 (2,487,266)

Transfers in — 428,788 9,395,098 — 9,823,886 Transfers out — — (5,097,375) (3,103) (5,100,478)

Change in net assets (630,916) 222,439 2,551,609 93,010 2,236,142

Net assets at beginning of year (28,351,435) (5,848,518) 293,813,012 2,941,514 262,554,573 Net assets at end of year $ (28,982,351) (5,626,079) 296,364,621 3,034,524 264,790,715

See accompanying notes to basic financial statements.

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30

CITY OF OMAHA, NEBRASKA

Statement of Cash Flows – Proprietary Funds

Year ended December 31, 2010

Convention Sewer Other TotalCenter Parking revenue enterprise proprietaryHotel facilities fund funds funds

Cash flows from operating activities:Receipts from customers $ 7,772,100 4,181,547 52,062,651 6,426,478 70,442,776 Payments to suppliers (1,439,136) (1,991,807) (17,964,713) (2,696,324) (24,091,980) Payments to employees (100,000) (57,211) (11,594,432) (3,282,223) (15,033,866)

Net cash provided by operating activities 6,232,964 2,132,529 22,503,506 447,931 31,316,930

Cash flows from noncapital financing activities:Transfers in/out — 428,788 4,297,723 (3,103) 4,723,408 Advances from (to) other funds (4,960) 105,095 (2,537,685) 903,477 (1,534,073)

Net cash provided by (used in) noncapital financing activities (4,960) 533,883 1,760,038 900,374 3,189,335

Cash flows from capital and related financing activities:Capital expenditures (3,132,133) — (40,692,816) (226,983) (44,051,932) Prepaid expenses and deferred charges 59,590 92,648 (746,078) (3,031) (596,871) Payments on long-term debt (315,000) (2,470,000) (34,528,407) (25,000) (37,338,407) Issuance of long-term debt 37,000,000 — 74,529,562 — 111,529,562 Premium received (discount paid) on issuance

of long-term debt (250,660) — 102,857 — (147,803) Interest paid (5,208,548) (58,814) (2,981,666) (16,981) (8,266,009)

Net cash provided by (used in) capital and related financing activities 28,153,249 (2,436,166) (4,316,548) (271,995) 21,128,540

Cash flows from investing activities:Sale of investment securities (34,728,658) — (3,926,316) — (38,654,974) Interest received 347,405 — (192,426) — 154,979

Net cash used in investing activities (34,381,253) — (4,118,742) — (38,499,995)

Net increase in cash and cash equivalents — 230,246 15,828,254 1,076,310 17,134,810

Cash and cash equivalents, beginning of year — 18,858 29,826,630 164,514 30,010,002 Cash and cash equivalents, end of year $ — 249,104 45,654,884 1,240,824 47,144,812

Reconciliation of operating loss to net cash provided byoperating activities:

Operating income (loss) $ 4,133,966 (173,096) 1,637,954 116,936 5,715,760 Adjustments to reconcile operating income (loss) to

net cash provided by operating activities:Depreciation and amortization 2,121,137 2,406,396 15,676,720 457,045 20,661,298 Cash flows impacted by changes in:

Accounts receivable (52,046) 11,147 2,118,024 (55,189) 2,021,936 Prepaid assets (1,189,895) — — 3,096 (1,186,799) Inventories — — (330,560) (3,489) (334,049) Accounts payable and other 1,219,802 (54,014) 201,960 (40,211) 1,327,537 Claims payable — (6,985) 204,147 (42,021) 155,141 Compensated absences — — 87,695 — 87,695 Pension obligation — (29,117) 1,588,233 (9,846) 1,549,270 Postretirement benefit obligation — (21,802) 1,319,333 21,610 1,319,141

Net cash provided by operating activities $ 6,232,964 2,132,529 22,503,506 447,931 31,316,930

See accompanying notes to basic financial statements.

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31

CITY OF OMAHA, NEBRASKA

Statement of Fiduciary Net Assets –Fiduciary Funds

December 31, 2010

Pension TrustFunds Agency

Assets:Cash and cash equivalents $ 1,546,450 4,397,460 Receivables:

Accounts receivable 92,361 65,872 Accrued interest 1,945,366 2,817

Due from other funds 1,116,543 — Investments, at fair value:

Government securities 53,226,263 1,158,509 Municipal issues 3,921,934 — Corporate bonds 99,665,561 — Domestic equities 248,845,850 — International equities 98,175,613 — Domestic real estate securities 106,381,144 — Commodities 37,090,123 — Private equity 3,866,754 — Cash and cash equivalents 30,242,230 —

Total assets 686,116,192 5,624,658

Liabilities:Accounts payable and other liabilities 1,129,305 5,624,658

Total liabilities 1,129,305 5,624,658

Net assets held in trust forpension benefits $ 684,986,887 —

See accompanying notes to basic financial statements.

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32

CITY OF OMAHA, NEBRASKA

Statement of Changes in Fiduciary Net Assets –Pension Trust Funds

Year ended December 31, 2010

Additions:Contributions:

Employer $ 29,901,224 Employee 21,129,870

Total contributions 51,031,094

Investment earnings:Dividends and interest 9,813,568 Net increase in the fair value of investments 93,495,717

Total investment earnings 103,309,285

Less investment expenses (4,009,082)

Net investment earnings 99,300,203

Total additions 150,331,297

Deductions:Benefit payments 83,954,080

Change in net assets 66,377,217

Net assets, beginning of year 618,609,670 Net assets, end of year $ 684,986,887

See accompanying notes to basic financial statements.

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(1) Summ

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MECA is a Convention Cassets are vesand general ofinancial stateseparate finan

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CITY OF OM

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MAHA, NEB

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33

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BRASKA

Statements

10

porated on Fcil form of goslative body, ent one of thepopular vote exempt from

ity (the primaganizations fd significant

ements to be mting majorityhe organizatie a financial b

ded componeunits, althou

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R

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CITY OF OM

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aska 68102.

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sets and stateonent unit. Thiduciary activs distinguish

ty and its disrted by taxes hich rely to a

presents a cos of the City that are specia particular

rvices offeredperation or caevenues, inclu

nts

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MAHA, NEB

ic Financial S

ember 31, 201

34

appointing manizations doeoard memberTransit Autho

mission (DOTand Douglas of the Coun

nication servbers to the Dand the City DOT.Comm

mm’s revenueancial stateme

nts

ement of acthese statemenvities. Eliminbetween the

scretely preseand intergovesignificant ex

omparison beand for each

ifically assocfunction. Pro

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information aategory – goial statementsAll remaining

BRASKA

Statements

10

members of thes not extendrs of the Omaority. The Cit

T.Comm) is aCounty (the

nty and the Cvices for govDOT.Comm

Council Prehas control o

es are primarents can be ob

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a governmentCounty). TheCity in connvernmental oboard, whichesident (or dover its operatrily derived fbtained from

ay informatiohe financial abeen made

al and businesnent unit. Govenues, are recharged to ex

expenses andf the City’s goprogram or fu

ues include (2) grants and articular progrted as genera

y’s funds, inclproprietary,

governmentatal funds are

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other organizaking the appoAuthority, th

ncially accou

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on about theactivities of thto minimize ss-type activitovernmental eported separaxternal parties

d program revovernmental

function and, 1) charges pacontribution

ram. Revenueal revenues.

luding fiducia, and fiduciaal and enterpr

separately a

Continued)

ations, but ointments. he Omaha untable for

med by an this entity electronic nd public

of seven the City

al matters nance fees 408 South

e primary he overall interfund

ties of the activities,

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Page 91: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Pape

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CITY OF OM

Notes to Basi

Dece

g revenues, supal activity oup essentiallyxchange trans

wing major go

used to accoactivities of th

nd is used tocipal, interest,

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wing major pr

ter hotel fundConvention C

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through user

MAHA, NEB

ic Financial S

ember 31, 201

35

uch as chargeof the fund. y equal valuesactions, or an

overnmental f

ount for all rehe City that a

o account for , and related c

used to accouand 13th Stre

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r assets held

o report resoube used for p

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unt for the pcified purpose

unt for all resmprovements

operations tha) where the the general

r charges or

BRASKA

Statements

10

s for servicesExchange traes. Nonoperancillary activi

funds:

evenues and eare not accoun

the resourcecosts.

unt for the ceets between C

ds:

ccount for co.

ty from parkinof parking gar

from sewer senance, and cants.

:

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d by the Cit

urces that are purposes that

proceeds fromes.

sources receiv(other than th

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s, result from ansactions areating revenueities.

expenditures nted for throu

es for, and th

onstruction oCuming and W

sts associated

ng revenue anrages.

service chargeapital improv

m the City anmade from the

ty as an ag

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exchange trae those in whes, such as in

necessary to ugh other fund

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of a new CityWebster Stree

d with the con

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Continued)

ansactions hich each nvestment

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uisition or tary funds

ner similar he costs of nanced or cided that

Page 92: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(c) B

Tewrwgia

Gmassiof

PgeAps

Pririre

(d) E

Epor

periodicfor capi

Basis of Acco

The governmeconomic resowhen earned related cash fwithout direcgrants, entitlein the fiscal yare recognized

Governmentamodified accrand availableservices are aso as to be boincurred, exceonly when dufunds. Procee

Private sectorgenerally are extent that thAccounting Sprivate sectorsame limitatio

Proprietary furevenues and in connectionrevenues of thinclude the corevenues andexpenses.

Encumbranc

Encumbrancepurchase ordeorder to resereservations o

N

c determinatiital maintenan

ounting

mentwide, proources measuand expenses

flows take plactly receivingements, and dyear for whichd in the fiscal

l funds are rerual basis of a. Property an

accrued when oth measurabept for debt ue. General cds and payme

r standards ofollowed in bhose standar

Standards Boar guidance foon. The City h

unds distinguexpenses gen

n with a prohe enterprise fost of sales and expenses n

es

e accounting ers, contractserve that poof net assets si

CITY OF OM

Notes to Basi

Dece

on of revenuence, public po

oprietary, andurement focuss are recorde

ace. Nonexchg (or giving) donations. Onh the taxes arl year in whic

eported usingaccounting. Und sales taxetheir receipt

ble and availaservice expecapital assetsents of long-t

of accountingboth the goverds do not card (GASB).

or their businhas elected no

ish operatingnerally result oprietary funfunds are chand service, adnot meeting t

is employed s, and other cortion of theince they do n

MAHA, NEB

ic Financial S

ember 31, 201

36

es earned, expolicy, manage

d fiduciary fus and the acced at the timeange transactequal value

n an accrual bre levied. Re

ch all eligible

g the current Under this mees, interest, ce

occurs withiable. Expendnditures and

s acquisitionserm debt are

g and financiernmentwide conflict with

Governmentness-type activot to follow su

g revenues anfrom providi

nd’s principalarges to customdministrative this definitio

in the governcommitments

e applicable not constitute

BRASKA

Statements

10

penses incurreement control

und financial rual basis of

e liabilities artions, in whicin exchange,

basis, revenuevenues from requirements

financial resethod, revenuertain state an 60 days aftitures are genother long-t

s are reportedreported as o

ial reporting and proprietaor contradic

ts also have tvities and theubsequent pri

nd expenses fing services al ongoing opmers for goodexpenses, and

on are report

nmental funds for the expappropriation

e liability.

ed, and/or netl, accountabil

statements aaccounting. R

re incurred, rch the City giv, include proe from propergrants, entitl

s have been m

sources measuues are recognand federal gter the end ofnerally recorderm liabilitied as expendither financing

issued prior ary fund finact guidance the option ofeir enterpriseivate sector gu

from nonoperand producingperations. Thds and serviced depreciationted as nonop

ds. Under encpenditures of n. Encumbra

(C

t income is aplity, or other p

are reported Revenues areregardless of ves (or receiv

operty and sarty taxes is relements, and

met.

urement focunized when mgrants, and chf the accountided when a les, which areitures in goveg sources and

to Decembeancial stateme

of the Govef following sue funds, subjeuidance.

rating items. Og and deliverhe principal es. Operatingn on capital aperating reve

cumbrance acfunds are re

ances are rep

Continued)

ppropriate purposes.

using the e recorded

when the ves) value ales taxes, ecognized donations

us and the measurable harges for ing period liability is recorded ernmental

d uses.

er 1, 1989 ents to the ernmental ubsequent ect to this

Operating ing goods operating

g expenses assets. All enues and

ccounting, corded in ported as

Page 93: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(e) P

TcttFCIB

(f) C

Fhc

(g) I

IvlIf

(h) I

Ifa

(i) P

Nll$

Tcnaaaw

TbD

Pooled Cash

The City maincustody of thethe pool. Interthe City, exceFund, WesterConstruction Interest is impBlock Grant f

Cash and Cas

For purposes highly liquid dcash equivalen

Investments

Investments avalued at the listed on an eIncome from funds is recor

Inventories

Inventories ofirst-out methand expended

Property Tax

Nebraska Leglevy certified levy ($0.261$51,144,383.

The Home Rucertified in annecessary to administrativeand litigation assessed valuwhich the 201

The tax leviesbefore OctobDecember 31.

N

and Investme

ntains a poolee City Treasurest earned onept for the Don Heritage/ByFund, and Aputed and tranfunds, and We

sh Equivalen

of the accomdebt instruments.

are stated at last reported exchange, quinvestments nded in the res

f materials ahod. The costsd as used.

xes

gislative Bill in any year s12 per $100

ule Charter ofny year shall n

provide for e expenses in

expenses in ation) was be

10 levy was b

s for all politiber 15. Real . The first ha

CITY OF OM

Notes to Basi

Dece

ents

ed cash and inurer. Each funn the City’s pon Hayes Memyron Reed Fu

Aksarben Bonnsferred to thestern Heritag

nts

mpanying staents with an o

fair value. Ssales prices a

uotations are not included ispective funds

and supplies as of governm

(LB) 1114 ishall not exce0 of assesse

f the City impnot exceed $0principal an

ncurred in issuconnection t

elow the legabased was $27

cal subdivisioestate taxes

alf of real esta

MAHA, NEB

ic Financial S

ember 31, 201

37

nvestment accnd reports its pooled cash amorial Fund,und, Asarco R

nd Fund, whiche Keno fundge fund.

tement of caoriginal matur

ecurities tradat current excobtained fromin pooled cass as it is earne

are stated at mental fund in

imposes a taxeed $0.45 pered valuation)

poses a tax ce0.6125 per $1nd interest puing and maintherewith. Thal limit by $.37,077,712,200

ons in Douglaare due and

ate taxes bec

BRASKA

Statements

10

count for all fundistributed

and investmen Ralph AnderRemediation ch are credites, Police Seiz

sh flows, therity of three m

ded on a natichange rates wm brokerage h and investmed.

the lower ofventories are

x ceiling for r $100 of actu) was below

eiling for gen100 of actual

payments on ntaining bond

he 2010 gener35138, or $950.

as County ared become anomes delinqu

funds. These d interest in thnts is creditedrson MemoriFund, Sewer ed directly tozed Assets fun

e City enterprmonths or less

ional or interwhere markefirms or nat

ments that are

f cost or marrecorded as

general revenual valuation

w the legal

eral revenue valuation pluthe indebted

ds and for satral tax levy (5,145,665. Th

e certified by n enforceableuent on April

(C

funds are plahe principal b

d to the general Fund, CashRevenue Fun

o the respectinds, Law Enf

rise funds cos when purcha

rnational exchtable securiti

tional pricinge held by the i

rket using thassets when p

nue purposes. The 2010 glimit by $.1

purposes. Thus whatever tdness of the tisfaction of j($0.26112 pehe assessed va

the county boe lien on prol 1 and the se

Continued)

aced in the balance of al fund of h Reserve nd, Sewer ive funds. forcement

onsider all ased to be

hange are es are not

g services. individual

he first-in, purchased

s. The tax eneral tax 18888, or

e tax levy tax levy is

City for udgments

er $100 of alue upon

oard on or operty on econd half

Page 94: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

bDt

M

(j) D

Ffr

(k) C

Winddisgh

T

(l) C

EeTaboaoTwt

becomes deliDecember 31 taxes bear 14%

Motor vehicle

Deferred Cha

For governmefrom the issuremaining life

Capital Asset

Within the ginfrastructure,not available.donation. Capdefines capitain excess of straight-line mgovernmentwhalf-year conv

The estimated

Compensated

Employees eaemployment. This balance iand civilian mbargaining emof 2,000 houraccruing compof the paymenThe compenswhich it is eathe right to ca

N

inquent on Aand become

% interest.

e taxes are du

arges

entwide finanuance of revee of the bonds

ts

governmentwi, are recorded Contributed

pital assets inal assets as asone year. Ca

method over twide and pro

vention in the

d useful lives

InfrasBuildiImproMachVehic

d Absences

arn annual vIn the event is the total of

management employees are rs (612.5 houpensatory leant of overtimesatory time marned and anyash out the com

CITY OF OM

Notes to Basi

Dece

August 1 folldelinquent o

ue when an ap

ncial statemenenue and gens on a straight

ide and propd at historicalfixed assets

nclude public sets with indiapital assets the lesser of

oprietary fune first and last

are as follow

structureings and syste

ovementsinery and equ

cles

vacation and of terminatio

f a yearly carremployees, plreimbursed f

urs). Civilian ave time at a re. Employees

must be takeny remaining ampensatory le

MAHA, NEB

ic Financial S

ember 31, 201

38

lowing the leon April 1 an

pplication is m

nts and proprieneral obligatit-line basis.

prietary fund l cost or at esare valued atdomain infraividual costs used in opethe capital led financial t years of the

ws:

ems

uipment

sick leave an, an employryover, up to lus the currenfor a percenta

and nonexemrate of one ans may accrue n within threamounts are peave balance

BRASKA

Statements

10

evy date. Pend August 1 f

made for regis

etary fund finion bonds are

financial stastimated histot their estimatastructure, incof more thanrations are d

ease period ostatements. Aasset’s usefu

at various spyee is reimbur

a maximum ont year’s leaveage of accumumpt managemnd one half tima maximum oe months aftpaid out in caat any time.

ersonal propefollowing the

stration of a m

nancial stateme deferred an

atements, caporical cost if ated fair markcluding roads n $10,000 anddepreciated or their estimaAssets are dl life.

15 – 50 years15 – 40 years5 – 30 years5 – 20 years5 – 15 years

ecific rates drsed for accumof 280 hours e balance. Civulated sick le

ment employemes the actuaof 120 hours ter the end oash. However

(C

erty taxes arlevy date. D

motor vehicle.

ments, chargesnd amortized

pital assets, actual historicet value on thand bridges.

d estimated usr amortized ated useful livdepreciated u

ss

during their mulated vacafor civilian b

vilian manageeave up to a mees have the al hours workof compensa

of the calendar, the employ

Continued)

e due on Delinquent

.

s resulting d over the

including cal cost is he date of The City seful lives using the ves in the using the

period of ation time. bargaining ement and maximum option of

ked in lieu atory time. ar year in

yee retains

Page 95: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Imaaa2hetmeaDoea

Folssfr

(m) S

Tvcoi

(n) L

IsgBti

Iaaso

In the event omaximum of after 20 yearsand 1 for 4 hoaccrue a maxi24-hour shift hours, plus cuemployees artermination, Fmaximum ofemployees areall hours greDepartment 4of 240 hoursemployees arabove.

For the goverother compenleave is attribusuch benefits.such as the emfor compensareported only

Self-Insuranc

The City selfvehicles, medcontents coveof $100,000 insurance to c

Long-Term O

In the goverstatements, logovernmentalBond premiumthe bonds. Bissuance costs

In the fund fias well as bonas other finansources, wheror not withhel

N

of termination320 hours, p

s, police emplours thereafteimum of 360 employees a

urrent year acre reimbursedFire Managemf 280 hours, e reimbursed

eater than 1,20-hour shift es, plus currere converted

rnmentwide, nsated absenceutable to past. Such accrua

mployer’s matted absences if they have m

ce

f-insures all cdical, dental,erage. The Cit

on buildingscover helicopt

Obligations

rnmentwide fong-term debt l activities, bms and discou

Bonds payables are reported

inancial statemnd issuance cncing sourcesreas discountsld from the ac

CITY OF OM

Notes to Basi

Dece

n, police emplus the currenloyees receiver up to a mahours of com

are reimburseccumulation. Ud for accumument employ

plus currenfor accumula

201 to 3,200employees areent year accto 24-hour

proprietary, es with similat service and als are based tching Socialon terminatiomatured.

claims related and workerty has purchas and contenters used by th

financial statt and other lonbusiness-type unts, as well e are reporte

d as deferred c

ments, governosts, during ts. Premiums s on debt issuctual debt pro

MAHA, NEB

ic Financial S

ember 31, 201

39

ployees are rent year leave

ve 1 for 1 for aximum of 3,mpensatory timed for accumUpon retiremulated sick lyees are reimnt year accumated sick leav0 for a maxie reimbursed cumulation. Ushift employ

and fiduciaryar characterisit is probableon current s

l Security andon. In the gov

d to personalrs’ compensaased separate nts. The Cityhe Police Dep

tements and ng-term obligactivities, oras issuance c

ed net of thecharges and a

nmental fundthe current pereceived on

uances are repoceeds receive

BRASKA

Statements

10

eimbursed forbalance. Upthe first 1,20

200 hours (1me. In the ev

mulated vacatiment or resign

eave at 57%mbursed for a

mulation. Upve 1 for 1 for mum 1,700. for accumula

Upon retiremyees reimburs

y fund financstics are accrue that the Cityalary rates an

d Medicare covernmental fu

l liability andation and the

commercial y has purchapartment.

proprietary gations are repr proprietary costs, are defee applicable mortized ove

d types recogneriod. The fac

debt issuancported as finaed, are reporte

r accumulatedon retirement00 hours of a,700 hours). ent of terminion time up tation, Fire Ba

% of actual haccumulated vpon retiremethe first 1,20In the even

ated vacation ment or resigsed for accum

cial statementued as the be

y will compennd include saosts, associateunds, a liabilit

d property dae first $100,insurance to

ased separate

fund types ported as liabfund type st

erred and ambond premiu

er the term of

nize bond prece amount of ces are reportancing uses. Ied as current

(C

d vacation timt, death, or reaccumulated sPolice emploation, Fire Deto a maximuargaining 24-hours. In the vacation time

ent, Fire Ma0 hours and 1

nt of terminatime up to a m

gnation, 40-hmulated sick

ts, vacation lnefits are ear

nsate the emplalary-related ped with paymety for these a

amage for Ci,000 of buildcover losses

e commercia

in the fund ilities in the atatement of n

mortized over tum or discouthe related de

emiums and ddebt issued isted as other ssuance costsexpenditures

Continued)

me up to a esignation sick leave

oyees may epartment

um of 360 -hour shift

event of e up to a

anagement 1 for 4 for ation, Fire maximum hour shift k leave as

leave, and rned if the loyees for payments, ents made

amounts is

ity-owned dings and in excess l liability

financial applicable net assets. the life of unt. Bond ebt.

discounts, s reported financing

s, whether .

Page 96: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(o) I

ILa

Sebtr

(p) R

R

(q) R

A

IIisn

IDrmrsa

ICrblps

Iodsef

Interfund Tra

Interfund tranLoans, which and are referre

Services provexpenditures/ebenefiting funtreated as tranreconciliation

Restricted As

Restricted ass

Recent Accou

Adoption of N

In June 2007Intangible Asintangible asssuch assets amno impact on

In June 2008Derivative Inreport informmanage specirequires govestatements. Tadoption of th

In December Chapter 9 Bareporting guidbankruptcy unliabilities thatpayment planstatements.

In June 2010, of this statemdisclosure reqsignificant issended Decemfinancial state

N

ansactions

nsactions are are reported

ed to as either

vided, deemeexpenses. Rend, and reducnsfers. Trans

n to the govern

ssets

sets include de

unting Prono

New Accountin

7, GASB issussets. This stsets, thereby mong state anthe financial

8, GASB issunstruments. Tmation about ific risks or mernments to

The guidancehis accounting

2009, GASBankruptcies. dance for govnder Chaptert are adjustedn. The adopt

GASB issuement is to upquirements osues have bee

mber 31, 2010ements.

CITY OF OM

Notes to Basi

Dece

reflected as eas receivabler “due to/from

ed to be at eimbursementces its related fers between nmentwide pr

eposits with t

ouncements

ng Pronounce

ued GASB Satement estabenhancing th

nd local goverstatements.

ued GASB SThis statemen

derivative inmake investm

measure mo in this statg pronouncem

B issued GASBThe objectivvernments thar 9 of the U.

d in bankruptction of this a

d GASB Statpdate and imf certain fina

en identified i0. The adopti

MAHA, NEB

ic Financial S

ember 31, 201

40

either loans, es and payablm other funds

market or nts are when ocost as a reimgovernmenta

resentation.

trustees of var

ements

Statement Noblishes accou

he comparabilrnments. The

Statement Nont is intendednstruments, fi

ments, in their ost derivativeement also a

ment had no im

B Statement Nve of this staat have petiti.S. Bankruptccy when the baccounting p

tement No. 59mprove existinancial instrumin practice. Ton of this ac

BRASKA

Statements

10

services provles, are subjecs” or “advance

ear market rone fund incmbursement. al or propriet

rious enterpri

o. 51, Accoununting and fility of the ac adoption of

o. 53, Accound to improve inancial arranfinancial sta

e instrumentaddresses hedmpact on the

No. 58, Accoatement is toioned for procy Code. It rbankruptcy coronouncemen

9, Financial Ing standards ments and exhe guidance i

ccounting pro

vided, reimbuct to eliminaties to/from oth

rates, are treurs a cost, chAll other inte

tary funds ar

ise funds and

nting and Fiinancial reporcounting andthis accountin

nting and Fihow state a

ngements useatements. Thets at fair vadge accountifinancial state

ounting and Fo provide accotection from requires goveourt confirmsnt had no im

Instruments Oregarding fi

xternal investis effective fo

onouncement

(C

ursements, or ion upon conher funds.”

eated as reveharges the aperfund transae netted as p

capital projec

inancial Reporting requirem

d financial repng pronounce

inancial Repoand local goved by governe statement spalue in their ing requiremements.

Financial Repcounting and creditors by

ernments to rs (i.e., approvmpact on the

Omnibus. Thefinancial repotment pools for the City fohad no impa

Continued)

transfers. solidation

enues and ppropriate actions are part of the

cts.

orting for ments for porting of ement had

orting for vernments nments to pecifically

financial ments. The

porting for financial filing for

remeasure ves) a new

financial

objective orting and for which

or the year act on the

Page 97: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

N

IGfcserD

IErmbe

ISbpbwtcg

IOtGrDag

IFSPlpGO

New Accounti

In February Governmentafund balanceconsistently astatement estaextent to whicreported in gDecember 31,

In DecemberEmployers anrelated to thmeasurementsbenefit (OPEBending Decem

In November Service Conceby addressingpublic-privatebetween a trawhich (1) thethrough the uconsideration guidance is ef

In NovemberOmnibus, an to improve fiGASB Statemrequirements Discussion anand to addresguidance is ef

In DecemberFinancial ReStandards BoPronouncemeliterature certpronouncemeGASB pronoOpinions, or;

N

ing Pronounc

2009, GASl Fund Type D informationapplied and ablishes fundch a governmgovernmental, 2011.

r 2010, GASnd Agent Mulhe use of ths by employB) plans (i.e

mber 31, 2012

2010, GASBession Arrangg issues relae or public-puansferor (a goe transferor couse of infrast

and (2) the ffective for th

r 2010, GASamendment oinancial reporment No. 14

of GASB nd Analysis—fss reporting effective for th

r 2010, GASeporting Guioard (FASB)

ents. The objtain accountints issued on

ouncements: Accounting

CITY OF OM

Notes to Basi

Dece

cements Not A

SB issued GDefinitions. T

n by providinby clarifyin

d balance clasment is bound l funds. The

B issued Gltiple-Employ

he alternativeyers that part., agent emp

2.

B issued GASgements. Theated to servicublic partnerovernment) anonveys to an tructure or an

operator cohe City for the

SB issued Gof GASB Staterting for a g

4, The FinanStatement N

—for State andentity issues the City for the

B issued GAidance Conta) and Amerective of thising and finan

n or before NoFASB StateResearch Bu

MAHA, NEB

ic Financial S

ember 31, 201

41

Adopted

GASB StatemThe objectiveng clearer fu

ng the existissifications thto observe co

e guidance i

ASB Statemyer Plans. Thee measuremeticipate in aloyers). The

B Statement e objective ofce concessioship. As usend an operatooperator the

nother publicllects and is e year ending

GASB Statemements No. 1overnmental

ncial ReportiNo. 34, Basd Local Goverthat have arise year ending

ASB Statemained in Prrican Instituts Statement incial reportinovember 30, ements and ulletins of the

BRASKA

Statements

10

ment No. 54 of this statem

fund balance ing governmhat comprise onstraints imps effective f

ment No. 57,e objective ont method a

agent multiplguidance is

No. 60, Accof this Statemen arrangemed in this stator (governmeright and rel

c asset (a "faccompensatedDecember 31

ment No. 61,4 and No. 34financial rep

ing Entity, asic Financiarnments, weresen since theDecember 31

ment No. 62,re-November te of Certifis to incorporng guidance 1989, which Interpretatio

e AICPA Co

4, Fund Bament is to enh

classificatiomental fund t

a hierarchy bposed upon thfor the City

, OPEB Mef this statemeand the freqe-employer oeffective for

ounting and Fent is to improents (SCAs), tement, an SCental or nonglated obligaticility") in exd by fees fro1, 2012.

The Financ4. The objectiporting entityand the relateal Statementse amended to e issuance of 1, 2012.

, Codification30, 1989 F

fied Public Arate into the that is includoes not conns; Account

ommittee on

(C

alance Reporhance the useons that can type definitiobased primarihe use of the

for the yea

easurements ent is to addrquency and tother postemr the City for

Financial Repove financial which are a

CA is an arrgovernmental ion to providexchange for som third par

cial Reportinive of this sta

y. The requireed financial s—and Manabetter meet uthose statem

n of AccounFinancial AAccountants GASB’s aut

uded in the nflict with or cting PrinciplAccounting P

Continued)

rting and fulness of be more

ons. This ily on the resources

ar ending

by Agent ress issues timing of

mployment r the year

porting for reporting

a type of rangement entity) in

e services significant rties. This

ng Entity: atement is ements of reporting

agement's user needs

ments. The

nting and ccounting (AICPA)

thoritative following contradict es Board Procedure

Page 98: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(t

T

(r) U

Tecrt

(2) Interfu

Individ

PoliceCiviliaCiviliaCiviliaCiviliaDebt SDebt SDebt SDebt SDebt SNonmNonmGeneraGeneraGeneraGenera

All remprovide(3) pay

(collectively rthe City for th

The City has n

Use of Estima

The preparatioestimates andcontingent assrevenues and those estimate

und Receivab

dual interfund

Rec

/Fire Retireman Retirementan Retirementan Retirementan RetirementService FundService FundService FundService FundService Fund

major Debt Sermajor Special R

al Fundal Fundal Fundal Fund

maining balaned or reimbu

yments betwe

N

referred to ashe year ending

not completed

ates

on of the finad assumptionssets and liabiexpenditures

es.

bles, Payable

d receivables a

ceivable fund

ment Reserve Ft Reserve Funt Reserve Funt Reserve Funt Reserve Fun

rvice FundRevenue Fund

nces result frorsable expenden funds are m

CITY OF OM

Notes to Basi

Dece

the ―FASBg December 3

d its assessme

ancial statemes that affect thilities at the ds/expenses du

es, and Trans

and payables

d

Fundndndndnd

d

om the time laditures occurmade. All am

MAHA, NEB

ic Financial S

ember 31, 201

42

B and AICPA31, 2011.

ent of the imp

ents in conforhe reported amdate of the finuring the rep

sfers

at December

A

$

2

12

1

ag between th, (2) transacti

mounts are exp

BRASKA

Statements

10

A pronouncem

pact of the ad

rmity with GAmounts of assnancial statem

porting period

r 31, 2010 are

Amount

883,877 137,804

57,362 31,452

6,049 100,000

2,108,963 2,860

80,461 2,762,926

838,527 1,057,742

8,269 135

42,419 77,184

he dates that (ions are recopected to be p

ments). The gu

option of thes

AAP requiressets and liabiments, and thd. Actual res

e as follows:

P

General FuGeneral FuNonmajor SSewer ReveNonmajor EHotel FundNonmajor CDowntownNonmajor ENonmajor SNonmajor ESewer ReveNonmajor EParking FacSewer ReveNonmajor S

(1) interfund rded in the a

paid within on

(C

uidance is eff

se statements

s managemenlities and disc

he reported amsults could di

Payable fund

undundSpecial Revenenue FundEnterprise Fu

dCapital Proje

n Stadium FunEnterprise FuSpecial RevenEnterprise Fuenue FundEnterprise Fucilities Fundenue FundSpecial Reven

goods and seaccounting syne year.

Continued)

fective for

.

nt to make closure of mounts of iffer from

d

nue Fund

unds

cts Fundndundsnue Fund

unds

unds

nue Fund

ervices are ystem, and

Page 99: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Transfespecial

Major GenDow

Major Sew

Nonm

During

(3) Deposi

The Ciinvestmwith N

(a) D

Cih

(b) C

ISAbtfm

Ccsdas

fers are relatel revenues. Th

Transfers

governmentaneral fundwntown Stadiuenterprise fun

werajor governm

Total

g 2010, the Go

its and Inves

ity has generament purpose

Nebraska State

Deposits

Custodial credits deposits. Aheld by the Ci

City Investme

Investments aSecurity Act,Allowable invbonds and nothe State of Nfederal farm cmoney marke

Custodial Crcounterparty, securities thatdeposit with aany amount isecurities be h

N

ed to fundinghe following s

out

al funds:

umnds:

mental

olf Operation

stments

ally pooled ths. Interest ear

e Statute Secti

dit risk is the As of Decembity’s agent in

ents

are stated at , Chapter 77,vestments incotes, certain sNebraska andcredit system,t mutual fund

redit Risk – the City wo

t are in the poany financial insured by thheld in the Cit

CITY OF OM

Notes to Basi

Dece

g for capital schedule brie

Generalfund

$ — 20,748

— 392,625

$ 413,373

ns Fund transf

he cash resourned on pooleion 77-2315,

risk that in thber 31, 2010,the City’s na

fair value. C, Article 23,clude U.S. gostate and polid Nebraska p, FHLB, FNMd consists of o

Custodial crould not be ossession of institution be

he FDIC. Thety’s name in t

MAHA, NEB

ic Financial S

ember 31, 201

43

projects, leafly summariz

TrNonmajo

governmen

932,02—

5,097,37—

6,029,40

ferred $3,103

urces of the ved funds is cR.R.S. 1943.

he event of a , all of the Ciame.

City funds are, specificallyovernment boitical subdivi

political subdiMA, and the Sonly those sec

redit risk is table to recoan outside pae secured withe City’s invethe City’s saf

BRASKA

Statements

10

ase paymentszes the City’s

ransfer inorntal Sew

27 —

75 — 9,395,

02 9,395,

of capital ass

various fundsredited to the

bank failure,ity’s deposits

e invested iny 77-2387, oonds, U.S. Tresion bonds, rivisions, and Small Businecurities that ar

the risk that,over the valuarty. The Cityh securities eestment policfekeeping acc

s, debt servictransfer activ

wer Par

— 428—

— ,098

,098 428

sets to govern

s, except the pe City’s gene

the City wills were collate

n conformity of the Nebraeasury bills arepurchase agcertain instru

ess Administrre allowed by

, in the evenue of its invy’s policy reqqual or greate

cy also requircount.

(C

ce, or reallocvity:

rking T

,788 1,—

— 5,— 9,

,788 16,

nmental activi

pension trustral fund in ac

l not be able teralized with

with the pubaska Revised and notes, U.greements, wuments of thation. The go

y N.R.S. 77-2

nt of the failuvestments or quires that aller than the deres that all in

Continued)

cations of

Total

360,815 20,748

097,375 787,723

266,661

ities.

t fund, for ccordance

to recover securities

blic funds Statutes.

S. agency warrants of he FHLM, overnment 2387.

ure of the collateral

l funds on eposit less nvestment

Page 100: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

IdaUbf

T

UU

T

U

Cosq

T

UU

T

U

Cm

Interest Ratedecrease as a as follows: UU.S. Treasurybanks cannotfive-year matu

The City had

In

U.S. agenciesU.S. Treasuri

The City had

In

U.S. agencies

Credit Risk –of the countespecific invesquality rating.

The pooled in

U.S. agenciesU.S. Treasuri

The deposits w

U.S. agencies

Concentratiomagnitude of

N

e Risk – Interesult of an in

U.S. Treasuryy notes or bont exceed 30 urity from the

the following

nvestment typ

sies

the following

nvestment typ

s

– Credit risk ierparty to fustment vehicl.

nvestment’s qu

Inves

sies

with trustees’

Inves

s

on of Credit the City’s inv

CITY OF OM

Notes to Basi

Dece

erest rate riskncrease in int

y securities cnds cannot ex

months; all e date of purc

g maturities fo

pe

g maturities fo

pe

is the risk thaulfill their obles. There is

uality rating i

stment type

’ quality ratin

stment type

Risk – Convestment in a

MAHA, NEB

ic Financial S

ember 31, 201

44

k is the risk therest rates. Th

cannot exceedxceed two yea

other investchase.

or pooled inve

Fair v

$ 45,53448

or investment

Fair v

$ 28,483

at the City wibligation. Sta

no statutory

is as follows:

ng are as follo

ncentration ofa single issuer

BRASKA

Statements

10

hat the fair vhe City’s inved five years;ars; Certificattments not m

estments:

value

4,246 8,858

ts held by trus

value

3,161

ll not recoverate statute lim

requirement

$

ws:

$

f credit risk ir. State statut

value of the Cestment polic; Zero-coupotes of depositmentioned ab

InvesLess than

1 year

6,574,402 48,858

stees:

InvesLess than

1 year

10,846,316

r its investmemits investmet for investm

Fair value

45,534,246 48,858

Fair value

28,483,161

is the risk ofe does not res

(C

City’s investmcy related to mon or strippet issued by cobove cannot

stment term

1 – 5

38,9

stment term

1 – 5

17,6

ents due to theent options tents to meet

Quratin

A A

Qurating

A

f loss attributstrict the conc

Continued)

ments will maturity is d coupon

ommercial exceed a

5 years

959,844 —

5 years

636,845

e inability to certain a certain

ualityg AAA

AAAAAA

ualityg AAA

AA

ted to the centration

Page 101: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

obi

C

UU

Ct

U

Fac

S

of investmentbe invested inits agencies.

Concentration

U.S. agenciesU.S. Treasuri

Concentrationtable:

U.S. agencies

Foreign Curadversely impcurrency risk.

Summary – T

N

t in any issuern the issuance

ns of investme

Inves

sies

ns of investm

Inves

s

rency Risk –pact the fair v

The following

DeposPooleTrusteImpre

CITY OF OM

Notes to Basi

Dece

r. The City’s e of any singl

ent by issuer

stment type

ment by issuer

stment type

– Foreign Cuvalue of an in

g is a complet

Investm

sitsd investmentee accountsest funds

MAHA, NEB

ic Financial S

ember 31, 201

45

policy states le institution o

for pooled inv

r for deposits

urrency Risk nvestment. Th

te listing of d

ment type

s

BRASKA

Statements

10

that no moreother than sec

vestments are

$

s held by trus

$

is the risk thhe City does

eposits and in

$

$

than 25% ofcurities of the

e displayed in

Fair value

45,534,246 48,858

stees are disp

Fair value

28,483,161

hat changes inot have a po

nvestments of

Fair value

75,858,06245,583,10468,091,073

69,067

189,601,306

(C

f the total porte U.S. govern

n the followin

Perc

played in the

Perce

in exchange olicy related t

f the City:

4

6

Continued)

tfolio will nment and

ng table:

centage

100%100

following

entage

100.0%

rates will to foreign

Page 102: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Ta

IRRR

(c) P

TpSqtgpsmc

The deposits are reflected i

In

Cash and pooInvestmentsRestricted deRestricted invRestricted ca

Pension Trus

The pension pension progrState Statute quarterly by ethe parties reguidelines forperformance ostocks, corpomoney markecan be in mutu

N

and investmein the financia

nvestment typ

oled investme

eposits with trvestmentssh

st Funds

trust funds crams operate30-3209. City

each plan’s Inesponsible for the investmof the investmrate bonds, c

et funds, bankual funds or p

CITY OF OM

Notes to Basi

Dece

ents of the Cal statements

pe

ents

rustee

consist of twe in compliany pension funnvestment Coor managing ent of the fun

ment managercash-equivalek short-term iprivately man

MAHA, NEB

ic Financial S

ember 31, 201

46

ity, excludingas follows:

Governmstateme

net as

$ 83,3722,42868,095,0875,066

$ 184,045

wo funds: the nce with Omnds are investmmittee. Thethe investme

nd’s assets, ars. The plan a

ent securities,investment fu

naged account

BRASKA

Statements

10

g the pension

entwideent of sssets

1,475 8,225 1,073 7,807 6,757

5,337

Civilian Plamaha Municip

ted accordinge plans defineent process,

and establish authorizes inv, certificates unds, GICs, Bts.

n trust fund, a

Fiduciaryfunds

statement ofnet assets

4,397,460 1,158,509

— — —

5,555,969

an and the Upal Code Chag to a plan dee the purposesestablish bocriteria to movestments in cof deposits o

BICs, and go

(C

at December

fTo

87,7 23,5 68,0 5,0 5,0

189,6

Uniformed Plaapter 22 and eveloped and s of the assetsth broad andonitor and evcommon and of insured invernment bon

Continued)

31, 2010,

otal

768,935 586,734 091,073 087,807 066,757

601,306

an. These Nebraska reviewed

s, identify d specific

valuate the preferred

nstitutions, nds. They

Page 103: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

IIsta1gab

UUM

Interest RateInvestment Cspecific investhe general asassets is betw12% and 28%guidelines areaccounts manbond mutual f

Investm

U.S. treasurieU.S. agenciesMunicipal boCorporate bo

Ma

0 – 1 years1 – 5 years6 – 10 years10 + years

N

e Risk – The ommittee app

stment policiesset allocation

ween 16% and%. The City ie being establnaged by fourfunds. Maturi

ment type

essondsonds

aturity

CITY OF OM

Notes to Basi

Dece

Pension Boarproves fund mes each manan to fixed incod 28% of the s not within lished to taker managers: $ities of the sec

Less1 y

MAHA, NEB

ic Financial S

ember 31, 201

47

rd of each plamanager agreager must adhome. The unifportfolio valuguidelines du

e this into acc$134.6 millioncurities in the

Managed a

s thanyear

—%——3.0

Bond mutua

BRASKA

Statements

10

an with the reeements. Thehere to. The formed plan fue and the ciue to an updacount. Fixed in in managedese commingl

ccountsMaturity r

1 – 5

5.5%11.30.2

24.8

al funds

ecommendatise managemeRetirement C

fund’s target rivilian plan fuate of the assincome invesd accounts anled funds are

range (years)

6 – 10

4.1.1.

38.

(C

ion from the rent agreemenCommittees drange for fixeund’s range isset allocation,tments are he

nd $22.2 millias follows:

)

0 1

1%205

Peof

Continued)

respective nts outline do restrict ed income s between , and new eld in five on in two

10 +

3.5%0.91.74.5

ercentf total

9.3%68.310.012.4

Page 104: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Cimvmm

UUUM

AABN

Credit Risk –income invesmanagers basvarying type managed by mutual funds.

U.S. TreasuriU.S. agenciesU.S. agenciesMunicipal boCorporate boCorporate boCorporate bo

TSY/AGYAAA/AaaAA+/A3BBB/Ba2N/R

N

– Credit risk stments. The sed on an inv

of investmefour manage The quality r

Inves

iesssondsondsondsonds

CITY OF OM

Notes to Basi

Dece

involves the Investment

vestment policent style. Fixers: $134.6 mratings of the

stment type

Rating

MAHA, NEB

ic Financial S

ember 31, 201

48

potential of Committees

cy that diversxed income i

million in man securities in

Managed a

Bond mutu

BRASKA

Statements

10

loss of fair vof each pla

sifies the planinvestments anaged accounthese commi

accounts

al funds

value due to tan monitor an’s risks. Eacare held in fnts and $22.2ngled funds a

Ratings

AAAAAA/AA+

N/RAAA/A3AAA/A3

BAA1/BBBN/R

(C

the quality ofand select fich manager efive accounts2 million in are as follows

Percof

Percof

Continued)

f the fixed ixed fund employs a s and are two bond

s:

centagetotal

13.6%12.60.82.5

26.536.67.1

centagetotal

58.8%24.613.32.50.8

Page 105: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Ciep3eis

M

DID

P

Fefi

(4) Net As

The goNet ass

Iiot

Rcc

Up

In the availab

Concentratioindividual maeach portfolioportfolio. Equ35%), small cestate securitiin mutual funsingle issuer.

Government Municipal issCorporate boDomestic equInternational Domestic reaCommoditiesPrivate EquitCash and cas

Foreign Curequities. Forefair value of international e

ssets/Fund B

overnmentwidsets are catego

Invested in Cinfrastructureof debt that athe balance in

Restricted Ncontributors, constitutional

Unrestrictedproject or oth

fund financble or have be

N

on of Credit Ranagement coo. Combined uity investmencap domesticies shall be 9%nds and inves

Inves

securitiessues

ondsuitiesequities

al estate securstyh equivalents

Total

rrency Risk eign currency

an investmeequities are d

alances

de and busineorized as inve

Capital Asset, into one com

are attributabln this category

et Assets – Tor laws or re

l provisions o

Net Assets her purpose.

cial statementeen earmarke

CITY OF OM

Notes to Basi

Dece

Risk – Fixed ntract. This atarget allocants shall be 3

cs (10% to 20% to 21% of

stment pools.

stment type

rities

s

– The City y risk is the ri

nt. The City enominated in

ss-type activiested in capita

ts, Net of Relmponent of nle to the acquy.

This categoryegulations of r enabling leg

– This categ

ts, reservatiod for specific

MAHA, NEB

ic Financial S

ember 31, 201

49

income securallows a widetion for fixed9% to 87% o0%), and inte

f the portfolioThere are no

is exposed toisk that chandoes not ha

n U.S. dollars

ities fund finaal assets (net

lated Debt –et assets. Accuisition, cons

y presents exteother govern

gislation.

gory represen

ons segregatec purposes. Th

BRASKA

Statements

10

rities guideline variety of md income secof the portfoliernational eq

o. They may bo individual i

$

$

o foreign curges in exchan

ave policy res.

ancial statemeof related deb

This categorycumulated depstruction, or i

ernal restrictinments and re

nts net assets

e portions ofhe various re

nes are governmanagement st

urities shall bio with large

quities (9% tobe held indiviinvestments g

Fair value

53,226,263 3,921,934

99,665,561 248,845,850

98,175,613 106,381,144

37,090,123 3,866,754

30,242,230

681,415,472

rrency risk rnge rates wil

elated to fore

ents utilize a nbt), restricted

y groups all cpreciation animprovement

ions imposed estrictions im

s of the City

f fund balanceserves are est

(C

ned by each mtyles, thus divbe 12% to 28cap domestic

o 32%). Domidually or comgreater than 5

Perceallo

related to intell adversely imeign currency

net assets pred, and unrestri

capital assets, d outstandingof these asse

by creditors,mposed by law

not restricte

ce that are etablished by

Continued)

manager’s versifying 8% of the cs (20% to mestic real mmingled 5% with a

entagecated

7.8%0.6

14.636.614.415.65.40.64.4

100.0%

ernational mpact the

y risk. All

esentation. icted.

including g balances ets reduce

, grantors, w through

d for any

either not actions of

Page 106: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

the CoDecem

En

I

D

P

(5) Specia

The Cirequirein plac

ouncil and mmber 31, 2010

Encumbrancenot been recei

Inventories –

Debt service –

Perpetual car

al Assessmen

ity did not oements in the e that will ult

N

management a, reservations

es – to reflect ived.

to reflect the

– to reflect th

re – to reflect

t Note Payab

obtain a notespecial asses

timately be as

CITY OF OM

Notes to Basi

Dece

and can be ins of fund balan

the outstandi

portion of as

he portion of a

the portion o

ble

e for 2010, assment fund fssessed to the

MAHA, NEB

ic Financial S

ember 31, 201

50

ncreased, rednce are descr

ing contractu

ssets that do n

assets that are

of assets that a

as there werefor the purpose benefited pro

BRASKA

Statements

10

duced, or elimibed as follow

al obligations

not represent a

e held for pay

are held for p

e sufficient fuse of meetingoperty owner

minated by sws:

s for which go

available spen

yment of debt

erpetual care

funds availablg obligations ts.

(C

similar action

oods and serv

ndable resour

service.

costs.

le to fund thto contractors

Continued)

ns. As of

vices have

rces.

he current s for work

Page 107: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(6) Bonds

The fol

GovernmBond

GA

SpSpRD

Specpa

Leaspa

NoteGranComWork

heClaimNet pPostr

BusinesConv

RD

Payable and

llowing is a s

mental activitiesds payable:

General obligationAnnexed general

bondspecial tax revenupecial obligationevenue bonds

Deferred amountsUnamortized pUnamortized dLoss on refund

Total bon

cial assessment nayablee-purchase contrayablees payablents payable

mpensated absenckers’ compensatealthcare claimsms and judgmenpension obligatioretirement benef

Total govlong-tliabili

ss-type activitiesvention Center Hevenue bonds

Deferred amountsUnamortized pUnamortized dLoss on refund

N

d Other Long

summary of lo

s:

n bonds $obligation

ue bondsn bonds

s:premiumdiscountding

nds payable

notes

racts

cestion and

nts payableonfit obligation

vernmentaltermities 1,

s:Hotel:

s:premiumdiscountding

CITY OF OM

Notes to Basi

Dece

g-Term Obli

ong-term liab

Balances atJanuary 1,

2010

531,695,000

14,134,194 47,825,000 63,047,858

2,065,000

35,807,018 (103,153)

(34,325,256)

660,145,661

257,000

107,131,168 2,658,233 3,200,000

58,539,540

25,923,371 941,435

109,583,654 54,216,989

,022,597,051

109,750,000

2,886,406 —

(4,069,344)

108,567,062

MAHA, NEB

ic Financial S

ember 31, 201

51

igations

ility transacti

Issuancesor otheradditions

44,450,000

660,000———

2,435,125(346,191)

(2,573,113)

44,625,821

36,035,000—

19,975,750—

4,218,6364,407,565

37,182,68027,440,318

173,885,770

37,000,000

—(250,660)

36,749,340

BRASKA

Statements

10

ions for the ye

Retiremenor other

reduction

52,045,0

12,714,1— 2,315,0— 1,251,4— 145,0

2,307,8) (12,7) (2,395,1

68,370,6

— 257,0

2,068,2— 229,9

2,825,0— 897,4

74,648,1

315,0

— 118,4) (3

— (166,9

266,1

ear ended Dec

nts Balanr Decembns 20

000 524,10

94 2,08000 45,5492 61,79000 1,92

843 35,9317) (4382) (34,50

630 636,40

000

248 141,09916 2,42000 20,35404 57,64

— 30,14— 5,34— 146,76— 81,65

98 1,121,83

000 146,43

417 2,7649) (2547) (3,90

21 145,05

(C

cember 31, 20

ces at Amber 31, wi10

00,000 30

80,000 10,000 296,366 120,000

34,300 36,627) 03,187)

00,852 35

97,920 428,317 50,750 242,136 2

42,007 1049,000 566,334 57,307

34,623 61

35,000

67,989 50,311) 02,397)

50,281

Continued)

010:

mount dueithin one

year

0,845,000

840,000 2,390,000 1,300,878

65,000

— — —

5,440,878

4,818,875 237,505

2,287,000 2,882,107

0,752,005 5,349,000

— —

1,767,370

470,000

— — —

470,000

Page 108: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

ParkLe

D

W

PePo

SeweR

NSp

CW

PePo

NonmajLeas

paDefe

UComWork

hePensPostr

ob

ing Facilities Fuease-purchase co

payableDeferred amounts

Unamortized pUnamortized dLoss on refund

Workers’ compenhealthcare claim

ension obligatioostretirement be

obligation

er Revenue Fundevenue bonds

Plus unamortizpremium

Notes payablepecial obligation

Plus unamortizpremium

ompensated absWorkers’ compen

healthcare claimension obligatioostretirement be

obligation

jor business-typee-purchase contrayableerred amounts:

Unamortized premmpensated absenc

kers’ compensatealthcare claimssion obligationretirement benefbligation

Total busactivit

Total all

N

und:ontracts

$s:premiumdiscountdingnsation andmsnnefit

d:

zed

n bondszed

encesnsation andmsnnefit

e activities:racts

miumcestion and

fit

siness-typeties

funds $ 1,

CITY OF OM

Notes to Basi

Dece

Balances atJanuary 1,

2010

44,085,000

53,005 (8,029)

(511,256)

15,780 43,453

33,059

43,711,012

82,095,000

806,115 32,628,407 18,792,142

160,917 1,501,024

1,072,571 2,953,403

2,246,934

142,256,513

420,000

2,169 470,708

435,989 1,200,525

913,353

3,442,744

297,977,331

,320,574,382

MAHA, NEB

ic Financial S

ember 31, 201

52

Issuancesor otheradditions

———

——

67,879,570

102,8576,649,992

—87,695

204,1471,588,233

1,319,333

77,831,827

—20,204

37,634138,872

148,987

345,697

114,926,864

288,812,634

BRASKA

Statements

10

Retiremenor other

reduction

— 2,470,0

— 7,0— (9— (64,8

— 6,9— 29,1

— 21,8

— 2,469,0

1,900,0

31,1 32,628,4

— 563,5

— 7,3

35,130,4

— 25,0

— 1 92,1

7,7 148,7

127,3

401,1

38,266,7

112,914,9

nts Balanr Decembns 20

000 41,6

027 454) 87) (44

985 17

802

090 41,24

000 148,07

94 87407 6,64508 18,22

315 15— 1,58

— 1,27— 4,54

— 3,56

424 184,95

000 39

57 54 39

705 46718 1,19

377 93

11 3,38

746 374,63

944 1,496,47

(C

ces at Amber 31, wi10

15,000 2

45,978 (7,075) 46,369)

8,795 14,336

11,257

41,922 2

74,570 5

77,778 49,992 28,634

53,602 88,719

76,718 41,636

66,267

57,916 6

95,000

2,012 98,758

65,918 90,679

34,963

87,330

37,449 9

72,072 71

Continued)

mount dueithin one

year

2,560,000

— — —

3,137 —

2,563,137

5,594,570

— —

589,122

— 79,436

455,420 —

6,718,548

25,000

— 19,939

166,199 —

211,138

9,962,823

1,730,193

Page 109: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Govern

Long-t

Am$ 21,

16,30,

205,31,

42,

26,

46,

75,

17,37,

7,11,

8,35,

8,

nmental Activ

term debt at D

Omount i,000,000 11,000,000 03,175,000 03,875,000 04,660,000 04

,800,000 11

,625,000 10

,785,000 10

,540,000 10

,880,000 07,050,000 04,440,000 10,160,000 10,510,000 10,950,000 11,500,000 11

N

vities

December 31,

riginalssued

1/15/01 Vario3/01/03 Vario3/01/03 G.O. 4/01/04 G.O. 4/01/04 Vario

ser1/15/05 Vario

ser0/15/06 Vario

ser0/15/07 Vario

ser0/30/08 Vario

ser7/24/08 G.O. 4/06/09 G.O. 0/15/09 Vario0/15/09 Vario0/15/09 G.O. 1/10/10 G.O. 1/18/10 Vario

CITY OF OM

Notes to Basi

Dece

2010 compri

Gen

Issueous purposeous purpose– defeasance bond– defeasance bond

ous purpose – refuriesous purpose – refuriesous purpose – refuriesous purpose – refuriesous purpose – refuries– defeasance bond– defeasance bond

ous purposeous purpose– defeasance bond– defeasance bond

ous purpose

Total general obli

MAHA, NEB

ic Financial S

ember 31, 201

53

ises the follow

neral Obligation B

Effinter

paysemia

3.002.75

ds 1.50ds 5.25

und2.00

und4.00

und4.00

und4.00

und5.00

ds 3.75ds 3.125

2.004.229

ds 2.00ds 2.00

.70

gation bonds

BRASKA

Statements

10

wing individu

Bonds

fectiveest rateyable S

annually – 4.75 2002 – 5.00 2003 – 4.30 2003 – 5.25 2012

– 4.50 2005

– 4.75 2006

– 4.25 2007

– 4.75 2008

– 5.74 2009 – 5.00 2009

5 – 5.00 2010 – 3.00 2010 – 5.721 2018 – 5.00 2010 – 4.50 2011– 5.00 2011

ual issues:

FSeries d

due ca2 – 2021 23 – 2022 23 – 2021 22 – 2027 2

5 – 2024 2

6 – 2025 2

7 – 2026 2

8 – 2027 2

9 – 2028 29 – 2025 20 – 2025 20 – 2017 n8 – 2029 20 – 2026 21 – 2030 21 – 2030 2

(C

Firstdate Dece

allable2011 $20132013 12014 20

2014 1

2015 3

2016 1

2017 4

2018 62018 12019 3none2019 120192020 32020

52

Continued)

ember 31,20101,050,000 2,525,000

16,595,000 05,875,000

18,975,000

32,100,000

18,915,000

41,295,000

69,800,000 16,095,000 30,315,000

6,510,000 11,160,000

8,440,000 35,950,000

8,500,000

24,100,000

Page 110: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Am

$ 2,1,

1,2,2,3,1,4,2,

Omount i

,500,000 05,245,000 05780,000 12

,500,000 06,950,000 02,750,000 06,750,000 10,000,000 11,150,000 10,500,000 11

N

riginalssued

5/02/06 S.I.D5/01/08 S.I.D2/01/07 S.I.D6/15/06 S.I.D2/15/07 S.I.D6/15/06 S.I.D0/01/07 S.I.D1/01/06 S.I.D0/01/06 S.I.D1/15/06 S.I.D

CITY OF OM

Notes to Basi

Dece

Gen

Issue

AD. #272D. #353D. #406D. #423D. #449D. #459D. #459D. #461D. #470D. #498

Total annexed are

Total general obli

MAHA, NEB

ic Financial S

ember 31, 201

54

neral Obligation B

Effinter

paysemia

Annexed Area Bo3.653.10

6.4.003.754.154.404.104.104.00

ea bonds

gation and annexe

BRASKA

Statements

10

Bonds

fectiveest rateyable S

annually

onds – 4.45 2007 – 4.20 2009.25 2008 – 5.25 2006 – 5.05 2007 – 5.15 2007 – 5.35 2008 – 5.00 2007 – 5.15 2007 – 5.00 2007

ed area bonds

FSeries d

due ca

7 – 2016 29 – 2018 28 - 2020 26 – 2026 27 – 2027 27 – 2026 28 – 2027 27 – 2026 27 – 2031 27 – 2026 2

(C

Firstdate Dece

allable

2011 $201320122011201120112013201120112011

$ 52

Continued)

ember 31,2010

245,000 1,120,000

120,000 50,000 85,000 60,000

265,000 20,000 20,000 95,000

2,080,000

26,180,000

Page 111: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

A

$ 6

8

20

1

4

2

4

5

A

$1

Orimount iss

,195,000 11/

,670,000 02/

,325,000 09/

,095,000 12/

665,000 12/

,075,000 12/

,000,000 03/

,865,000 11/

385,000 10/

,170,000 10/

Orimount iss

760,000 03/,420,000 09/

N

iginalsued

/02/99 DowntoRede

/01/02 RiverfroProje

/01/04 PerformRede

/20/07 HomelaProje

/20/07 HomelaProje

/20/07 VariousRede

/25/08 Special Refun

/13/08 Special Rede

/29/09 Special Rede

/29/09 Special RedeSerie

iginalsued

/01/04 Highwa/30/06 Highwa

CITY OF OM

Notes to Basi

Dece

Spec

Issue

own Northeastevelopment Projectont Redevelopmenect Series 2002Aming Arts Complexevelopment Bondsand Redevelopmenect Series 2007Aand Redevelopmenect Series 2007Bs Projectsevelopment Series

Tax Revenuending Series 2008Tax Revenue

evelopment Series Tax Revenue

evelopment Series Tax Revenue

evelopment Taxables 2009A (BAB)

Governme

Issue

ay Allocationay Allocation

MAHA, NEB

ic Financial S

ember 31, 201

55

cial Tax Revenue

Eint

psem

t 4.0nt

5.1x

2.nt

4.nt

4.

2007 3.

8 3.

2008 4.

2009A

le1.1

ental Activities Re

Eint

psem

1.3.

BRASKA

Statements

10

e Bonds

Effectiveterest ratepayable

miannually

% – 6.25% 200

125 – 5.50 200

50 – 5.00 200

00 – 4.25 200

50 – 4.70 200

60 – 5.13 200

03 – 4.32 200

00 – 5.25 200

3.00 201

59 – 6.022 201

evenue Bonds

Effectiveterest ratepayable

miannually

20 – 3.65 20085 – 4.45 200

Seriesdue

00 – 2019

02 – 2031

05 – 2024

07 – 2016

07 – 2011

07 – 2027

09 – 2013

09 – 2028

11 – 2012

10 – 2023

Seriesdue

04 – 201407 – 2026

(C

Firstdate De

callable

2009 $

Various

2014 1

None

None

2017

None

2018

None

2019

$ 4

Firstdate De

callable

2009 $2011

$

Continued)

cember 31,2010

3,575,000

8,670,000

16,920,000

1,095,000

75,000

4,060,000

1,230,000

4,530,000

385,000

4,970,000

45,510,000

cember 31,2010

500,000 1,420,000

1,920,000

Page 112: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Am

$ 2,053,

109,7

37,0

29,9

33,

34,0

Am

$ 29

38

Busine

Long-t

Am

$ 22

Ormount is

010,000 05/170,000 11/

750,000 05/

000,000 12/

975,000 12/

800,000 11/

079,570 11/

Ormount is

9,800,000 02/

8,535,000 03/

ess-Type Acti

term debt at D

Ormount is

2,200,000 02/

N

riginalssued

/20/03 Elkhorn/15/06 Sanitar

Reve/15/07 Conven

Reve/15/10 Conven

Reve/10/09 Sanitar

Reve/18/10 Sanitar

Reve/18/10 Sanitar

Reve

riginalssued

/01/02 RiverfrProje

/25/08 RiverfrRefu

ivities

December 31,

Special Obl

riginalssued

/01/02 RiverfrProje

CITY OF OM

Notes to Basi

Dece

Enterp

Issue

n Sewer Revenuery Sewer Systemenue Bonds Seriesntion Center Hotelenue, Series 2007Antion Center Hotelenue, Series 2010Bry Sewer Systemenue Series 2009Bry Sewer Systemenue, Series 2010Ary Sewer Systemenue, Series 2010B

Special Obligati

Issue

ront Redevelopmenect Series 2002Aront Redevelopmenund Series 2008

2010 compri

ligation Bonds – B

Issue

ront Redevelopmenect Series 2002A

MAHA, NEB

ic Financial S

ember 31, 201

56

prise Funds Reve

Efinte

psemi

1.25%

s 2006 4.0lA 4.0lB (BAB) 3.90

B (BAB) 1.04

A 2.00

B (RZDB) .993

ion Bonds – Gove

Efinte

psemi

nt4.00%

nt4.0

ises the follow

Business-Type A

Efinte

psemi

nt4.00%

BRASKA

Statements

10

enue Bonds

ffectiveerest rateayable Siannually

% – 3.70% 200

00 – 4.50 200

00 – 5.00 201

05 – 7.125 201

4 – 6.153 201

0 – 3.625 201

3 – 5.076 201

ernmental Activit

ffectiveerest rateayable Siannually

% – 5.50% 200

00 – 6.40 200

wing individu

ctivities (Sewer R

ffectiveerest rateayable Siannually

% – 5.50% 200

Seriesdue ca

03 – 2013

06 – 2036

0 – 2035

6 – 2040

0 – 2039

1 – 2026

1 – 2040

ties

Seriesdue ca

03 – 2032

09 – 2026

ual issues:

Revenue Fund)

Seriesdue ca

03 – 2032

(C

Firstdate Dec

allable

2008 $

2016 5

2017 10

2010 3

2019 2

2010 3

2010 3

$ 29

Firstdate Dec

allable

2012 $ 2

None 3

$ 6

Firstdate Dec

allable

2012 $ 1

Continued)

cember 31,2010

650,000

50,250,000

09,435,000

37,000,000

29,295,000

33,800,000

34,079,570

94,509,570

cember 31,2010

24,471,366

37,325,000

61,796,366

cember 31,2010

18,228,634

Page 113: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

As of years a

Year e201201201201201201202202203

Year e201201201201201201202202203203

Generaimprov

December 31are as follows

ending Decem111213141516 – 202021 – 202526 – 203031 – 2035

ending Decem111213141516 – 202021 – 202526 – 203031 – 203536 – 2040

al obligation bvements. Thes

N

1, 2010, the d:

mber 31:

mber 31:

bonds have bse bonds repr

CITY OF OM

Notes to Basi

Dece

debt service r

been approvedresent indebte

MAHA, NEB

ic Financial S

ember 31, 201

57

requirements

Princ

$ 35,44039,25040,36239,2538,834

187,000170,080

76,2578,92

$ 635,406

Princi

$ 6,6537,0097,6526,5766,895

41,33451,88066,29788,20830,230

$ 312,738

d by the voteedness suppor

BRASKA

Statements

10

of the City

Govercipal

0,878 0,264 2,515 8,363 4,942 0,352 0,000 7,760 1,292

6,366

Businipal

3,692 9,736 2,485 6,637 5,058 4,648 0,000 7,240 8,708 0,000

8,204

ers and issuedrted by the ful

for principal

rnmental actInterest

29,907,225 28,265,102 26,647,366 24,980,528 23,297,296 89,803,779 45,201,550

9,166,268 463,157

277,732,271

ness-type actiInterest

14,215,835 14,860,185 14,655,246 14,421,065 14,204,562 66,559,816 56,842,325 42,374,880 23,086,325 5,491,991

266,712,230

d by the Cityll faith and cr

(C

l and interest

tivitiesT

65,3 67,5 67,0 64,2 62,1 276,8 215,2 85,4 9,3

913,1

ivitiesTo

20,8 21,8 22,3 20,9 21,0 107,8 108,7 108,6 111,2 35,7

579,4

y for various mredit of the Ci

Continued)

in future

otal

348,103 515,366 009,881 238,891 132,238 804,131 281,550 424,028 384,449

138,637

otal

69,527 69,921 07,731

997,702 099,620

94,464 722,325 672,120 295,033 721,991

450,434

municipal ity.

Page 114: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Notes P

Notes three lowith in

Year e201201201201201201202

Year e201201201201201201202202

Grants

The Cifollows

Payable

payable consoan contracts

nterest rates ra

ending Decem111213141516 – 202021 – 2025

ending Decem111213141516 – 202021 – 202526 – 2030

s Payable

ity has enteres:

N

sists of a loans between theanging from 0

mber 31:

mber 31:

ed into variou

201120122013201420152016 – 2020

CITY OF OM

Notes to Basi

Dece

n contract bee City and th0% to 3%. Ma

us agreement

0

MAHA, NEB

ic Financial S

ember 31, 201

58

etween the Che Nebraska aturities of th

Princ

$ 23724141531588060

$ 2,42

Princ

$ 292929299304

1,591,7161,85

$ 6,649

ts with not-fo

BRASKA

Statements

10

City and the UDepartment o

he notes payab

Govercipal

7,505 5,346 8,019 3,203 8,568 0,128 5,548

8,317

Busincipal

5,418 1,279 5,550 9,908 4,352 1,596 6,818 5,071

9,992

or-profit orga

$

$

U.S. Army Cof Environmble are as foll

rnmental actInterest

83,288 75,447 68,130 62,947 57,581

200,619 42,899

590,911

ness-type actiInterest

93,429 97,568 93,296 88,939 84,495

352,636 227,414

89,158

1,126,935

anizations to p

2,287,0002,300,0002,250,0001,635,2501,725,200

10,153,300

20,350,750

(C

orps of Engiental Qualityows:

tivitiesT

3 3 2 2 2 1,0 6

3,0

ivitiesT

3 3 3 3 3 1,9 1,9 1,9

7,7

provide grant

0 0 0 0 0 0

0

Continued)

neers and y (NDEQ)

otal

320,793 320,793 216,149 216,150 216,149 080,747 648,447

019,228

otal

388,847 388,847 388,846 388,847 388,847 944,232 944,232 944,229

776,927

t funds as

Page 115: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Tax In

At Decincremwithin base isvalue developduring propertis not lof paid

Tax inclisted a

O

$ 3

143

41

111

11

2

ncrement Fin

cember 31, 20ment financing

those district frozen at theare remitted per expresslythe 15-year p

ty values. Thliable for the od taxes.

crement notesas follows and

Originalamount

3,440,000 600,000

4,515,000 3,500,000

620,000 4,649,620 1,420,380 1,585,000 1,464,000

594,000 1,224,000 1,135,000

290,000 479,000 377,000 540,000

2,650,000 94,140

200,000 374,000

88,830 500,000

N

ancing Notes

010, $265,92g allows citits that will gee predevelopm

as payment y limit the Cperiod. At th

he related tax outstanding d

s and bonds od on the follow

FNB Data FNB Data FNB ToweFNB ToweChild CareRiverfront Riverfront ConventionRiverfront Riverfront Westin AquFood ServiOrchard MLozier IIIDrake WillRivergate AFirst Data RCaldwell LUpstream BSecurities BKellom PlaPremier Pla

CITY OF OM

Notes to Basi

Dece

s and Bonds

5,126 of tax es to create

enerate publicment level, an

on the noteCity’s commihe end of the

increment didebt. The City

outstanding atwing pages:

Tax Incr

Issue

Center – SeriCenter – Seri

er Project – Seer Project – See Facility Proj

RedevelopmeRedevelopme

n Center HotePlace RedevePlace Redeveuilaices of Ameri

Manor

liams SteelApartmentsResources

Limited PartneBrewing Co.Building Ltd.aza (26th St. Lace Developm

MAHA, NEB

ic Financial S

ember 31, 201

59

increment finspecial distr

c/private-sectond taxes genees and bondsitment for de15-year periostricts are not

y’s responsibi

t December 3

ement Notes

e

ies 1998ies 2004eries 1999Aeries 1999Bject – Series 2ent – Series 2ent – Series 2el Redevelopmelopment 200elopment 200

ica

ership

. PartnershipLimited Ptr.)ment

BRASKA

Statements

10

nancing notericts and to mor developmeerated from ths. The loan ebt repaymenod, the tax jut component uility for this li

1, 2010 comp

s and Bonds

i

66

20032A2Bment09A09B

s and bonds make public/

ent. For a perihe incrementaagreements b

nt to the incrurisdiction counits of the Ciability is lim

prise the follo

Effectiveinterest rateat issuance

6.25%5.90

6.965 – 7.6756.965 – 7.675

5.006.506.50

2.5 – 4.854.057.907.008.009.507.009.258.758.00

10.0010.13

8.0010.00

9.25

(C

were outstan/private impriod of 15 yearal increases inbetween the remental tax llects on the

City; thereforemited only to r

owing individ

Decem20

% $ 1,01

6,41,5

251

8,01,3

5

1,41251

2,1

12

4

Continued)

nding. Tax rovements rs, the tax n assessed

City and collected increased

e, the City remittance

dual issues

mber 31,010

54,000 26,500 90,000 60,000 70,800 55,350 69,650 50,000 54,000 60,000 76,855 51,477 27,296 75,375 85,212 55,866 80,928 44,208 44,401 01,448 20,175 91,096

Page 116: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

O

$1

7

2

521

4

Originalamount

42,885 1,519,000

424,000 110,000 139,000 195,000 400,000

7,200,000 419,000 202,000 243,600 175,000 180,225

76,000 790,000 378,000 918,400 118,000 894,600

2,087,400 186,000 180,000

5,972,725 2,098,000 1,553,000

77,950 495,000 100,000 285,000 100,000

50,000 71,000

4,100,000 202,000 238,000 150,000 285,000

N

Ames/FontDowntownBull DurhaGrace PlazRiverview Campus foAmerican LAksarben FSpagetti BuRiley BuildVillage DeImmaculateRobbins ScL&R HoldiBemis ComJoslyn LoftSt. Joseph South Oma707 South 1023 JonesE.A. Peder1234 SouthAmes CentAirlite PlasHilton GarRoman MaAbbot DrivMeredith M1613 FarnaCox/SuburT&B PropeBig Jim’s POmaha WoChanell CoCohen SquFullwood SO’Keefe E

Redevel

CITY OF OM

Notes to Basi

Dece

Tax Incr

Issue

tenelle LLCn Northeastamza/Twentieth PMeadowsr HopeLaboratoriesFuture Trustuilding Develding LLCevelopment – e Conceptionchool LLPings, LLC

mpany, Inc.fts Limited PaTerrace Apts

aha Affordabl11th Street Ls Street LLPrsen Redeveloh 13th Street Lter/Benson Plstics Companden Inn

arble Productsve Plaza RedeManoram Street LLCrban Electric Rerties, LLCPlus Gas & Corld Heraldonstructionuared LLCSquare Apartmlevator Complopment

MAHA, NEB

ic Financial S

ember 31, 201

60

ement Notes

e

Plaza

lopment

Lake Street Ln School

artnerships. LLCle Housing C

Limited Prtnr.

opmentLLClaza

ny

s, Inc.evelopment

CRedevelopme

Convenience S

ments Ltd Ptnpany Inc.

BRASKA

Statements

10

s and Bonds

i

LLC

orp

ent

Store

nrshp

Effectiveinterest rateat issuance

9.00%8.009.008.509.002.719.007.429.008.008.008.009.008.508.508.008.008.507.507.258.008.788.007.759.008.008.00

10.008.508.509.50

9.3759.008.008.758.75

8.50

(C

Decem20

% $7212

51,8

12121

1,63619

1,833

9,438

9

11

12,4

212

1

Continued)

mber 31,010

48,152 58,367 69,828 00,753 91,585 72,231 16,168 80,710 22,061 63,138 69,422 10,885 61,160 25,425 51,498 92,033 11,119 28,147 45,965 02,938 00,899 60,218 63,399 27,559 31,752 83,438 15,189 87,421 50,813 17,140 47,681 11,850 73,321 44,556 89,119 05,275

47,939

Page 117: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

O

$

1

1

1

1

24

1118

Originalamount

307,200 355,000 438,000 106,800 553,000

1,600,000 602,498 125,000 120,000

86,600 1,108,538

243,000 790,000

1,800,000 580,000

1,335,000 721,000 526,000 150,000

856,000 600,000 125,000

2,750,000 4,200,000

777,000

450,000 1,495,000 1,840,000 1,150,000 8,490,000

510,750 525,000 232,000 150,000

108,000

N

Ames AvenVillage DeTurner ParBradford InCintas Gro

BusinesDrake CouSigna DeveKellom VilKellom GaArmored KPhillips ReKing’s Her1000 DodgLivestock EMiami HeiGreater OmAirlite PlasCalifornia QRS (Qual

RedevelHy-Vee, InTwenty Fo701 South Courtland PRiverfront 1111 Jones

Kaneko)DTG LLC National PaModel ‘T’ T.S. McShSorenson PSutherlandU.S. Food The Villag5217 South

RedevelUnderwood

CITY OF OM

Notes to Basi

Dece

Tax Incr

Issue

nue LLCevelopmentk LLC Redevnvestment Gr

oup (North Oms Park)

urt Apts. (710 elopment Svclla Limited

ardens LimiteKnightsealty LLCritage Estatesge Street LLCExchange Bughts Area De

maha Packingstics CompanHousing LLClity Refrigeralopment IInc. Redevelopurth & Hamil15th LLCPlace No. I LPartners LLC

s Street LLC ()& Jobbers Caarks Service RFord Buildinane LLC (P.E

Park Plaza Cods Plaza LLCServicee at Omaha Lh 28th Street Llopmentd Properties,

MAHA, NEB

ic Financial S

ember 31, 201

61

ement Notes

e

velopmentroup (Bensonmaha

S 20th LLC)cs (Omaha Clu

d

ICuilding LLCevelopmentg IIny IICated Svcs)

pmentlton LLC

LLCC(Museum

anyon LLCRedevelopme

ng LLCE. Iler Bldg)ommercial

LPLLC

Inc.

BRASKA

Statements

10

s and Bonds

i

)

)ub)

ent

Effectiveinterest rateat issuance

8.00%8.008.009.00

8.507.007.507.257.255.005.008.006.507.005.706.006.007.50

8.257.007.008.008.005.25

7.007.005.507.007.006.006.508.004.90

7.007.00

(C

Decem20

% $ 2352

81,51,1

11

826

1,44

1,345

298

2,53,9

85

1,01,61,69,4

652

11

Continued)

mber 31,010

33,218 27,476 13,216 31,189

57,866 53,486 24,070 01,524 20,276 76,359 03,023 41,388 78,463 60,584 71,066 15,344 38,296 64,096

10,263 73,810 62,664 67,665 07,040 98,673

68,085 89,319 86,526 79,806 39,139 35,828 72,781 20,831 12,818

70,079 05,099

Page 118: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

O

$

33121

1

12

12

15

4

1

1

1

1

5

2

Originalamount

389,000 275,000 983,000

3,440,000 3,573,281 1,950,000 2,709,950 1,349,000

239,817 104,000

1,800,000 440,000

1,949,000 2,315,500

160,000 1,100,000 2,528,000 5,639,284

86,000 4,750,000

300,000 1,000,000

415,535 576,000

1,546,998 602,625 844,805

1,502,460 406,410

250,000

1,370,000

416,000 5,000,000

2,196,000

N

Rycan, IncRedevel

St Clair CoGrover StreBOCA DevBrandeis LJackson LoBenson ParBushido UnLa Cuadra Nathan LP/River City The Hill CoNorth CentNorth CentDEEL InveKimball LoDMK InveTownsend

Towers)CF StudiojLofts CondJames TinsDowntownP&A McGColumbo LZone 5 LLCNoddle AVNoddle AVNoddle AVZone Three

Project S&S Prope

Studios)RHW Man

Project 5Graham IceBroadmoor

Project 4Georgetow

Project 3

CITY OF OM

Notes to Basi

Dece

Tax Incre

Issue

. d/b/a West &lopmentondos LLCeet Acquisitiovelopment

Lofts LLC Conofts LLC Redrk Plaza Redeniversity LLCLLC/Nathan DeveLodging LLCondo Converstral Group Retral Group Reestments LLCofts LLCstments LLCInvestments (

)

dominiumssley Villas LLn Dodge Deveill LLC

LLC (AksarbeC (Aksarben

V2 LLC (AksaV3 LLC (AksaV4 LLC (Aksae Commons L1D)erties LLC (H)nagement Inc. 5)e Cream Builr Developmen4)

wn Properties (3)

MAHA, NEB

ic Financial S

ember 31, 201

62

ement Notes

e

& Willy

on LLC

ndominiumsevelopmentev Phase IIC

elopment LLCCsionsedev Phase Iedev Phase IIC

(Wallstreet

LCelopers LLC

en Place)Village)arben Projectarben Projectarben ProjectLLC (Aksarbe

Heartland Scen

(Aksarben

dingnt (Aksarben

(Aksarben

BRASKA

Statements

10

and Bonds

i

C

t 1A)t 1B)t 1C)en

nic

Effectiveinterest rateat issuance

6.70%6.007.007.007.006.508.007.257.807.506.007.507.257.258.008.506.50

8.506.257.397.508.256.007.507.507.627.627.62

7.62

8.00

7.508.00

7.50

7.25

(C

Decem20

% $ 4725

1,392,963,652,163,751,59

2512

2,155

2,222,77

151,493,23

22,6710

5,9732

1,034666

2,0073

1,01,85

45

25

1,6844

6,38

2,65

Continued)

mber 31,010

70,483 51,015 90,325 61,934 57,301 62,255 56,262 93,812 58,843 20,118 53,629 15,248 22,911 73,516 55,312 99,835 32,736

76,608 04,146 73,296 24,665 34,645 69,068 61,488 04,747 35,840 19,630 51,328

52,083

50,522

88,978 47,462

88,671

58,722

Page 119: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

O

$ 1

2

1

37

3

1

4

1

1

11

Originalamount

1,750,000 215,000 539,000

2,845,646

100,000 1,370,000

487,500

320,000 7,439,000

180,000

539,000

3,603,000

1,642,118

691,000

142,000 4,123,223

420,000 210,000 500,000

1,000,000 245,000 126,200 483,000

1,357,191 171,299 844,000 293,500 715,000 643,000 387,540

1,200,000 1,240,000

N

Ontrack DeSalem VillGiovanna R

RedevelDial-Kinse

ResidenAnzaldo SeCaniglia LiS&R Deve

OB-GYNClarinda CEast Camp

CrossingDEEL Inve

Row HoSheppard H

LLC)Skyline Re

DevelopCreighton U

EquipmeALDI, Inc.

RedevelSutherlandSouth 72ndStorage CaGreenviewCCL&B InDLR AK5 NATA BoaOmaha ColBlues LoftsRiverfront 2566 LeaveBuilding 50No Man’s LALDI, Inc.901 Land LBakers SupHelp the HCourtland P

CITY OF OM

Notes to Basi

Dece

Tax Incr

Issue

evelopment LageRows @6th &lopmenteth Developmnce Inn)econd Additioittle Italy LLClopment LLCN)

Condosus Realty (Mg @ Turner Pestments LLCouse)Heights (Incon

etirement CompmentUniversity (Ment Company (Sutherlandslopment

ds Plaza LLCd Street Assocanada LLC (D

w Estates LLCnc. (Johnstone

LLC (DLR Gard of Certificllision Comps, Inc. RedeveCompus Devenworth LLC00 LLC (500 Land LLC (2

LLCpply #2

Homeless of thPlace No. 2 L

MAHA, NEB

ic Financial S

ember 31, 201

63

ement Notes

e

LLC

& Pierce

ment (Marriott

on RedevC Redev

C (Metro

MidtownPark)C (18th Street

ntro Enterpri

mmunity

Moderny)s Plaza

ciates LLCDino’s StorageC Redevelopme Supply Co.)Group Buildincationany LLCelopment

velopers II LLC

South 18th S24th & Paul S

he Metro LLCLLC

BRASKA

Statements

10

s and Bonds

i

t

t

ses

e)ment)ng)

LC

St.)t.)

C

Effectiveinterest rateat issuance

8.50%8.75

8.00

7.508.008.00

5.258.00

5.13

8.00

8.00

8.00

6.00

—7.507.008.007.257.506.755.857.008.006.506.757.506.75

—8.006.507.008.00

(C

Decem20

% $ 2,51

5

3,71

1,4

53

43,2

2

7

4,5

1,7

61

4,8425

1,1215

1,5293774

1,31,5

Continued)

mber 31,010

12,201 97,669

02,699

31,561 01,051 30,675

26,176 67,346

86,122

10,964

16,023

51,638

81,559

71,030 65,684 48,330 79,320 11,531 06,581 89,923 55,619 36,355 66,297 83,769 04,369 78,354 35,821 15,000 69,909 26,035 00,006 23,019

Page 120: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

O

$ 12

1

1

Debt M

Accordbonds)until thCity. D

Revenuare paycontainmoneyIt is ma

In Sub

On Noresourcgeneratresult,

Originalamount

2,000,200 456,187 560,000

1,857,000 661,000 650,000 402,000

1,000,000 765,000 440,000 425,000 225,000

Margin/Coven

ding to the Ci outstanding

hey are issuedDebt margin a

ue bonds andyable solely fn limitations ys through varanagement’s o

bstance Defea

ovember 10, ces to purchating resourcethe refunded

N

Quad TechGahm’s BlForest Hill Zone 5 LLCLot 9 LLC OMAR-5 LHelp the HMarcy MasCapital Row828 S 17th 1009 CapitNotre Dam

nants

ity Charter, that any time,

d, shall not exas of Decembe

Debt limit

General oblGeneral deb

d certain otherfrom the reveand restricti

rious restricteopinion the C

asance

2010, the Ciase investmens for all futur

d bonds are c

CITY OF OM

Notes to Basi

Dece

Tax Incre

Issue

h LLC (Blue Cock LLCProperties LL

C (Phase II)(Bluestone D

LLCHomeless of th

son LLCws LLCSt LLC (Mi

tal Avenue LLme Apartments

he total amounwhich shall i

xceed 3.5% oer 31, 2010 is

igation debtbt service fund

Debt marg

r long-term oenues of the ions on annued accounts, aCity is in comp

ity issued $35nt securities re debt servicconsidered to

MAHA, NEB

ic Financial S

ember 31, 201

64

ement Notes

e

Cross Centre)

LC

Development)

he Metro LLC

Mama’s TortLCs LLC

nt of general include bond

of the actual vs calculated as

d balance

gin

obligations arerespective fu

ual debt servand minimumpliance with a

5,950,000 of that were pla

ce payments oo be defeased

BRASKA

Statements

10

and Bonds

i

)

)

C

tilla)

obligation inds issued, but value of taxabs follows:

$

$

e the obligatiunds. Provisiovice requiremm amounts to all such signi

f general obliaced in an irof $35,415,00d and the lia

Effectiveinterest rateat issuance

7.50%6.257.008.008.006.507.506.507.00

—6.508.00

ndebtedness (ishall not inc

ble real and p

941,146,622

526,180,00016,693,477

509,486,523

431,660,099

ion of specifions in the rev

ments, maintenbe maintaineficant provisi

igation refundrrevocable tru00 of general ability has be

(C

Decem20

% $ 13,94562

2,16736942

1,0678444422

$ 265,92

including annclude bonds aersonal prope

c Enterprise venue bond onance of anded in various ions.

ding bonds tust for the pobligation bo

een removed

Continued)

mber 31,010

48,461 11,326 28,715 63,715 38,509 98,537 25,955 69,096 89,236 40,000 48,538 27,811

25,126

nexed area authorized erty in the

funds and ordinances d flow of accounts.

o provide urpose of

onds. As a from the

Page 121: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

governcarryinamortizreduce of $3,0

In priobonds ithe trustatemefollows

nmental activing amount ofzed over the total debt ser

032,901.

r years, the Cin an irrevoca

ust account asents. The ams:

N

ities column f the old deb

shorter life orvice paymen

City defeased able trust to pssets and the

mount of in s

2004 Conven2001 Variou2003 Variou

S.I.D. #272S.I.D. #406S.I.D. #423S.I.D. #423S.I.D. #449S.I.D. #459S.I.D. #459S.I.D. #461S.I.D. #470S.I.D. #498S.I.D. #534

2001 Conven

CITY OF OM

Notes to Basi

Dece

of the statemt by $2,573,of the refundnts over the n

certain generprovide for all

liability for substance def

Gener

ntion Center Sus Purposeus Purpose

An

Total gener

Busines

ntion Center H

Total

MAHA, NEB

ic Financial S

ember 31, 201

65

ment of net as113. This amded debt or onext 22 years

ral obligation l future debt sthe defeased

feased debt o

ral Obligatio

Series A

nexed Area B

ral obligation

s-Type Reve

Hotel

BRASKA

Statements

10

ssets. The reamount is beinoriginal debt. by $3,486,51

and other boservice paym

d bonds are noutstanding a

on Bonds

$

Bonds

bonds

enue Bonds

$

acquisition prng netted aga

This refundi16 and resulte

onds by placinments on the olnot included at December

101,605,00010,500,000

7,560,000

119,665,000

1,390,000480,000

1,200,000110,000

2,610,0002,545,0003,075,000

925,0004,080,0002,065,0002,825,000

21,305,000

140,970,000

100,905,000

241,875,000

(C

riced exceedeainst the new ing was undeed in an econo

ng the proceeld bonds. Accin the City’s31, 2010 is

0 0 0

0

0 0 0 0 0 0 0 0 0 0 0

0

0

0

0

Continued)

ed the net debt and

ertaken to omic gain

ds of new cordingly, s financial shown as

Page 122: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(7) Leases

The Civariousassets requirean optiunpaid

The fotogethe

Fiscal 201201201201201201202202203203

Less a

The Cithat exare detpaymen

s

ity is leasing s times througis approxim

ements of certion to purcha

d lease obligat

ollowing scheer with the pre

year ending:111213141516 – 202021 – 202526 – 203031 – 203536 – 2040

Total

amount repres

Totalwi

ity leases spaxpires only uptermined basents for 2010 w

N

libraries and gh 2036, at w

mately $137 mtain nonprofitase the facilittions to the le

edule reflectsesent value o

l minimum le

senting interes

l principal obith rates of in

ace in the Ompon payment ed upon actuawere approxim

CITY OF OM

Notes to Basi

Dece

other facilitiewhich time titlmillion. The t organizationties at any tim

essor at that tim

s future minif the net mini

ease payments

st

ligation undenterest from 1

maha Douglasof all outstan

al space occupmately $1,400

MAHA, NEB

ic Financial S

ember 31, 201

66

es under noncle will be conrental paym

ns that financeme by payingme.

imum lease pimum lease p

s

er capital leas.10% to 6.19%

Civic Centernding bonds opied by the C0,000.

BRASKA

Statements

10

cancelable leanveyed to the

ments are deed the construg an amount

payments unayments as of

G

$

es% $

r and the adjoof the Comm

City for operat

ase-purchase e City. The neesigned to equction of the equal to the

nder the leasef December 3

Governmentaactivities

10,967,337 11,011,688 10,968,751 10,987,525 10,953,942 51,398,062 42,362,464 36,969,444 36,135,484 7,435,015

229,189,712

88,091,792

141,097,920

oining Hall omission. The a

tion and main

(C

agreements eet book valuequal the debfacilities. Thetotal of all r

e-purchase ag31, 2010:

al Busineactiv

4,5 4,5 4,5 4,3 4,3 16,8 10,2 9,2 5,4

64,2

22,2

42,0

of Justice undannual rental ntenance. Act

Continued)

expiring at of leased

bt service e City has remaining

greements

ess-typevities

54,331 44,198 48,217 81,035 97,178 25,662

203,549 298,822 482,604

235,596

225,596

010,000

der a lease payments tual rental

Page 123: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(8) Receiv

Receivincludi

ReceivablesProperty TelephonHotel moVehicle r

occupaRestauranCable TV

franchiMUD in lOPPD in Motor veSpecial aState aid Donor’s TCharges f

and oth

Governavailabdeferre

ProperProperSpeciaDonorProperSpeciaGrantsGrants

vables

vables at Decing the applic

s:taxes $ 7

ne occupation taxotel occupation taxrentalation taxnt Tax

V and Gasise feelieu of taxlieu of tax

ehicle taxssessmentdistributionTrustfor servicesher

Total receivables $ 9

nmental fundble to liquidated revenue an

rty tax receivarty tax receivaal assessmentsrs Trust (downrty tax receivaal assessmentss (general funs (other gover

N

cember 31, 2cable allowanc

DebtGeneral service

76,031,750 51,471,2732,713,700 —

378,044 —

193,024 —1,667,970 —

1,346,692 —837,756 —42,246 31,195

682,521 —— 2,868,527

1,427,261 —— —

6,363,945 —

91,684,909 54,370,995

s report deferte liabilities o

nd unearned re

able (general able (debt sers (debt servicntown stadiumable (other gos (other gover

nd)rnmental fund

CITY OF OM

Notes to Basi

Dece

2010 of the ces for uncoll

DowntownStadium Nonm

3 — 5,87— —— —

— —— —

— —— —

5 —— —

7 — 2,63— —— 21,500,000

— — 5,23

5 21,500,000 13,74

rred revenuesof the currenevenue are as

fund)rvice fund)ce fund)m)overnmental frnmental fund

ds)

MAHA, NEB

ic Financial S

ember 31, 201

67

City’s majorlectible accou

Totalgovernmental

major activities

71,526 133,374,549— 2,713,700— 378,044

— 193,024— 1,667,970

— 1,346,692— 837,756

3,550 76,991— 682,521

34,347 5,502,874— 1,427,261— 21,500,000

39,390 11,603,335

48,813 181,304,717

s in connectiont period. At follows:

funds)ds)

BRASKA

Statements

10

r funds and unts, are as fo

ConventionCenter ParkinHotel facilitiFund Fund

———

——

———————

52,046 267,4

52,046 267,4

on with receiDecember 31

U

$

$

nonmajor fuollows:

ngies Sewerd Fund No

— —— —— —

— —— —

— —— —— —— —— —— —— —

444 2,519,105

444 2,519,105

ivables for re1, 2010, the v

Unavailable

76,031,750 51,471,273 2,868,527

21,500,000 5,871,526 2,634,347 2,952,590

15,115,137

178,445,150

(C

unds in the a

Totalbusiness-

typeonmajor activities

— —— —— —

— —— —

— —— —— —— —— —— —— —

180,117 3,018,712

180,117 3,018,712

evenues not cvarious comp

Unea

1,87

1,88

Continued)

aggregate,

Total

— 133,374,549— 2,713,700— 378,044

— 193,024— 1,667,970

— 1,346,692— 837,756— 76,991— 682,521— 5,502,874— 1,427,261— 21,500,000

2 14,622,047

2 184,323,429

considered ponents of

arned

5,949 4,392

— — 500 — —

75,002

85,843

Page 124: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(9) Emplo

SubstanretiremOmahaaccoun

(a) C

PTecnaiPes

Fprfpe

P

M

TRRa

oyees’ Retire

ntially all Citment plans. Tha Police and nted for by the

Civilian Plan

Plan DescriptThe Civilian employees, excontractual ornot make writat the discretiois provided foPension Boarestablishing ostatements.

Funding Polipayroll deducrate of 10.275funds are finapaid by the employees an

Participant Da

Membership o

The Civilian Retirement InRetirement Inactuarially det

N

ment Plans

ty employeeshe City of OFirefighters

e City as pens

n

tion – The CiPlan providexcept the folr fee basis; setten application of the Cityor members wrd of the Citor amending

icy – Effectivction, 8.575%5% of annualanced throughCity’s gener

nd $5,717,610

ata

of the Civilian

Number ActiveServicSurvivDisabDeferr

Plan is notncome Securncome Securittermined usin

CITY OF OM

Notes to Basi

Dece

s are coveredmaha EmployRetirement

sion trust fund

vilian Plan iss retirement bllowing, are ceasonal, tempon. Cost-of-ly in accordanwho retired prty administer

plan provis

ve May 16, 2% of their ann

l covered salh investment al fund. Con

0 for the empl

n Plan consis

of:e membersce retirementsving spouses ledred vested

Total pa

t subject to rity Act of 1ty Act of 197ng the entry a

MAHA, NEB

ic Financial S

ember 31, 201

68

d by one of twyees’ RetiremSystem (the ds.

s a single-empbenefits to plcovered by t

porary, and paiving adjustmce with plan prior to Januarrs the Civiliasions. The C

2010, Civilianual covered sary. Adminisearnings. Oth

ntributions tooyer for the y

ts of the follo

sand children

articipants

either the m1974 or the 4 or the maxi

age-normal co

BRASKA

Statements

10

wo single emment System Uniformed P

ployer contriblan members the plan: poliart-time emplments are provprovisions. Ary 28, 1998 aan Plan. The

Civilian Plan

an Plan membsalary and thestrative costs her administr

o the Civilianyear ended De

owing at Dece

minimum funmaximum fuimum funding

ost method.

mployer contri(the Civilian

Plan), as desc

butory definedand benefici

ice; firefighteoyees; and elvided to mem

A cost-of-livinafter a five-ye Pension Bodoes not is

bers are reque City is requfor managem

rative costs on Plan totaleecember 31, 2

ember 31, 201

1,1924

2,4

nding standaunding standag limitations.

(C

ibutory define Plan) and thcribed as fol

d-benefit penaries. All eligers; persons plected official

mbers and benng adjustmentear waiting peoard is responsue separate

uired to contruired to contrment of the inof the Civilianed $4,858,092010.

10:

31 51 44 84 82

492

ards of the Eards of the E Funding stan

Continued)

ed-benefit he City of llows, are

nsion plan. gible City paid on a ls who do neficiaries t currently eriod. The nsible for

financial

ribute, by ribute at a nvestment n Plan are 97 for the

Employee Employee ndards are

Page 125: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Tii

Ao

To

F

The informatinformation winformation a

Valuation datActuarial cosAmortizationRemaining amAsset valuati

Actuarial assInvestmenProjected Cost of livAmortizat

Annual Pensioobligation to t

Annual requiInterest on neAdjustment t

Contribution

Net pension o

Net pension o

The annual pobligation for

Fiscal year en201020092008

N

tion presentewas determins of the latest

test methodn methodmortization pon method

sumptions:nt rate of retursalary increas

ving adjustmetion period

on Cost and Nthe Civilian P

ired contributet pension obto annual requ

Annual pen

s made

Increase in n

obligation, be

obligation, en

pension costs,r 2010, 2009,

nded:

CITY OF OM

Notes to Basi

Dece

ed in the nned as part ot actuarial val

period

rnsesents

Net Pension Plan for the fi

tionligationuired contribu

sion cost

net pension o

eginning of ye

nd of year

, the percentaand 2008 are

MAHA, NEB

ic Financial S

ember 31, 201

69

notes to finaof the actuarluation follow

Obligation –scal year end

ution

obligation

ear

age of annuae as follows:

Annupensi

cost (A

$ 13,92812,7379,089

BRASKA

Statements

10

ancial statemrial valuationws:

January 1Entry ageLevel per22 yearsAdjusted 75% of ex

market

8% per yeVarying 4Lesser of Open

The City’s aed December

al pension cos

Schedule of ualion

APC)

8,232 7,738 9,878

ments and ren at the date

1, 2010e normal methrcent closed

value of planxpected valuet value

ear4% to 10% pef 3% or $50 p

annual pensior 31, 2010 are

st contributed

f employer coPercentage

of APCcontributed

41%4259

(C

equired supplindicated. A

hod

n assetse, plus 25% o

er yearer month

on cost and nee as follows:

$ 14,12,0

(2,2

13,9

(5,7

8,2

(25,0

$ (33,2

d, and the ne

ontributionsN

penoblig

% $ (33,2(25,0(17,6

Continued)

lementary Additional

of

et pension

149,386 004,239 225,393)

928,232

717,610)

210,622

052,987)

263,609)

et pension

Netnsiongation

63,609) 52,987) 26,003)

Page 126: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Baocc

Mseq

F(

Basis of Accoaccounting anof the City. Pcontributions compensation

Method Usedsecurities andexchange are quoted marke

Funding Statu(dollars in mi

Actuariavaluation d

201020092008

Cash and casDue from othReceivables:

Accounts Accrued in

Investments

Accounts pay

Net assets:Held in tru

N

unting – The nd are presentPlan memberare due. Ben

n and are reco

d to Value Id are carried

valued at tht prices.

us and Fundllions)

Av

aldate

$

sh equivalentsher funds

receivablenterest

Total assets

yable and oth

Total liabili

ust for pensio

Total liabili

CITY OF OM

Notes to Basi

Dece

Civilian Planted as a pensir and employnefits are proognized when

Investments –at fair valu

he latest quot

ding Progress

AActuarial avalue of liabiassets en

(a)

232.4 213.2 204.5

s

s

er current liab

ities

on benefits

ities and net a

MAHA, NEB

ic Financial S

ember 31, 201

70

n’s financial sion trust fundyer contributiovided based

due and paya

– Civilian Pe. Investmented market p

s – The fund

Actuarialaccrued Uility (AAL)ntry age (

(b)

414.5 402.8 387.7

Asset

Liabili

bilities

Net Ass

assets

BRASKA

Statements

10

statements ared in the accomions are recoon a percent

able.

Plan assets ants in securitirices. Unliste

ding status an

UnfundedAAL

(UAAL)(b-a)

182.1 189.6 183.2

ts

ties

sets

e prepared usimpanying basognized in thtage of the m

re invested ies traded oned investmen

nd funding p

Fundedratio(a/b)

56.1 $52.952.7

(C

ing the accruasic financial se period in w

member’s fina

in readily mn a national nts are valued

progress is as

Up

Covered opayroll

(c)

56.7 55.7 56.4

$ 72

4231,2

$ 232,6

$ 3

3

232,3

$ 232,6

Continued)

al basis of statements which the al average

marketable securities

d at latest

s follows:

UAAL as apercentageof covered

payroll((b-a)/c)

321.2340.4328.8

765,729 232,666

3,990 456,729 224,640

683,754

337,170

337,170

346,584

683,754

Page 127: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

A

N

N

(b) U

PpabbtPes

Fp

FFPP

Ic

Additions:Contributi

EmployEmploy

InvestmenDividenNet appInvestm

DeductionBenefit

Net assets hel

Net assets hel

Uniformed Pl

Plan Descripplan. The Uniand Fire depabenefits to plabeneficiaries the authority Pension Boarestablishing ostatements.

Funding Polipercentage of

Fire SwornFire ManagemPolice SwornPolice Manag

In addition, thcosts for man

N

ons:yeryee

Total contrib

t income (losnds and interepreciation in fment expenses

Net investm

Total additio

ns:payments

Change in n

ld in trust for

ld in trust for

Plan

tion – The Uiformed Plan artments of tan members aat the discretto negotiate,

rd of the Cityor amending

icy – Uniformf their annual

Barga

mentngement

he City will mnagement of

CITY OF OM

Notes to Basi

Dece

butions

s):estfair value of ins

ment income

ons

net assets

r pension bene

r pension bene

Uniformed Placovers all eli

the City. Theand beneficiartion of the Ci

set, and amey administersplan provisi

med Plan mecovered salar

aining group

make contribthe investm

MAHA, NEB

ic Financial S

ember 31, 201

71

nvestments

efits, beginnin

efits, end of y

an is a singleigible probatie Uniformed ries. Cost-of-ity in accordaend contributs the Uniformons. The Un

embers are rry and the Cit

p

butions of $1,ent funds are

BRASKA

Statements

10

ng of year

year

e-employer coionary and regPlan provide

-living adjustmance with plation rates for

med Plan. Thniformed Plan

required to cty is also requ

E

,327,600 annue financed th

ontributory dgular sworn pes retirementments are pro

an provisions.the employe

e Pension Bon does not is

contribute, byuired to contri

Employee rat

15.40%15.4515.3514.57

ually throughhrough inves

(C

$ 5,714,85

10,57

3,8432,60(1,56

34,88

45,46

26,33

19,12

213,21

$ 232,34

defined benefipersonnel of tt, disability, aovided to mem. The City Coer and employoard is respossue separate

y payroll dedibute as follow

te City

%

h 2028. Admitment earnin

Continued)

17,610 58,097

75,707

41,307 09,186 61,382)

89,111

64,818

37,866

26,952

19,632

46,584

fit pension the Police and death mbers and ouncil has yees. The nsible for financial

duction, a ws:

y rate

21.02%21.0732.6720.19

inistrative ngs. Other

Page 128: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

aUy

P

M

TRRa

Tii

administrativeUniformed Plyear ended De

Participant Da

Membership o

The UniformRetirement InRetirement Inactuarially det

The informatiinformation winformation a

ValuActuAmoRemAsse

ActuInPFC

A

N

e costs of thelan totaled $ecember 31, 2

ata

of the Uniform

NumbActSerSurDisDe

med Plan is nncome Securncome Securittermined usin

ion presentedwas determins of the latest

uation dateuarial cost meortization me

maining amortet valuation m

uarial assumpnvestment rat

Projected annuFinal year wagCost-of-living

Amortization p

CITY OF OM

Notes to Basi

Dece

e Uniformed P16,271,773 fo2010.

med Plan con

ber of:tive membersrvice retiremerviving spoussabledferred vested

Tota

not subject tority Act of 1ty Act of 197ng the entry a

d in the notes ned as part ot actuarial val

ethodthodtization periomethod

ptions:te of returnual salary incge adjustmentadjustments

period

MAHA, NEB

ic Financial S

ember 31, 201

72

Plan are paidfor the emplo

nsists of the fo

sentsses and childr

d

al participants

o either the 1974 or the 4 or the maxi

age-normal co

to the basic fof the actuarluation follow

od

creasest

BRASKA

Statements

10

d by the city’soyees and $24

ollowing at Ja

ren

s

minimum fumaximum fuimum funding

ost method.

financial staterial valuationws:

January 1, 20Entry age noLevel percen23 yearsActuarial valOne-third of

two-thirds

8% per yearvarying 4% t10.0%Lesser of 3%

($65 for fJune 30, 2

Open

s general fund4,183,614 for

anuary 1, 201

1,422934271240

9

2,876

unding standaunding standag limitations.

ements and ren at the date

010rmal method

nt of pay

lue of assetsf market values of expected

through 6.5%

% or $50 per mfire retiremen2007)

(C

d. Contributior the employ

0:

2 4

0 9

6

ards of the Eards of the E Funding stan

equired supplindicated. A

e, plusd asset value

%

monthts after

Continued)

ons to the er for the

Employee Employee ndards are

lementary Additional

Page 129: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Ao

To

F

Bbswa

Mseq

Annual Pensioobligation to t

Annual requiInterest on neAdjustment t

Contribution

Net pension o

Net pension o

The annual pobligation for

Fiscal year en201020092008

Basis of Accobasis of accostatements ofwhich the conaverage comp

Method Usedsecurities andexchange are quoted marke

N

on Cost and Nthe Uniforme

ired contributet pension obto annual requ

Annual pen

s made

Increase in n

obligation, be

obligation, en

pension costs,r 2010, 2009,

nded:

ounting – Thounting and f the City. Plntributions arpensation and

d to Value Ind are carried

valued at tht prices.

CITY OF OM

Notes to Basi

Dece

Net Pension ed Plan for the

tionligationuired contribu

sion cost

net pension o

eginning of ye

nd of year

, the percentaand 2008 are

he Uniformedare presente

lan member are due. Benefi

are recognize

nvestments –at fair valu

he latest quot

MAHA, NEB

ic Financial S

ember 31, 201

73

Obligation –e year ended D

ution

obligation

ear

age of annuae as follows:

Annupensi

cost (A

$ 54,70449,96437,67

d Plan’s finaned as a pensand employe

fits are provided when due

Uniformed e. Investmented market p

BRASKA

Statements

10

The City’s aDecember 31

al pension cos

Schedule of ualion

APC)

4,821 4,986 1,425

ncial statemesion trust funer contributioded based on and payable.

Plan assets ants in securitirices. Unliste

annual pensio, 2010 are as

st contributed

f employer coPercentage

of APCcontributed

44%4558

ents are prepand in the acns are recogna percentage

are invested ies traded oned investmen

(C

on cost and nefollows:

$ 55,47,0

(7,8

54,7

(24,1

30,5

(88,7

$ (119,2

d, and the ne

ontributionsN

penoblig

% $ (119,2(88,7(61,4

ared using thccompanying nized in the of the memb

in readily mn a national nts are valued

Continued)

et pension

488,062 098,244 881,485)

704,821

83,493)

521,328

728,048)

249,376)

et pension

Netnsiongation

49,376) 28,048) 64,670)

he accrual financial

period in ber’s final

marketable securities

d at latest

Page 130: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

F(

2

2

2

S

Funding Stat(dollars in mi

Actuariavaluation d

2010

2009

2008

Summary fina

Cash and casDue from othReceivables:

Accounts Accrued in

Investments

Accounts pay

Net assets:Held in tru

N

tus and Prollions)

Acv

al adate

$

ancial informa

sh equivalentsher funds

receivablenterest

Total assets

yable and oth

Total liabili

ust for pensio

Total liabili

CITY OF OM

Notes to Basi

Dece

ogress – Th

Acctuarial aalue of liabilassets en

(a)

452.6

405.4

365.9

ation for the U

s

s

er current liab

ities

on benefits

ities and net a

MAHA, NEB

ic Financial S

ember 31, 201

74

he funding

ctuarialaccrued Unlity (AAL)

ntry age (U(b)

1,093.3

1,026.2

947.2

Uniformed Pl

Asset

Liabili

bilities

Net Ass

assets

BRASKA

Statements

10

status and

nfundedAAL F

UAAL)(b-a)

640.7

620.8

581.3

lan is as follo

ts

ties

sets

funding pro

Funded Cratio p(a/b)

41.4% $

39.5

38.6

ows:

(C

ogress is as

UApe

Covered ofpayroll p

(c) (

111.2

103.9

99.5

$ 78

1,4450,1

$ 453,4

$ 7

7

452,6

$ 453,4

Continued)

follows:

AAL as aercentagef coveredpayroll((b-a)/c)

576.2%

597.5

584.2

780,721 883,877

88,371 488,637 190,832

432,438

792,135

792,135

640,303

432,438

Page 131: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Additions:Contributi

EmployEmploy

InvestmenDividenNet appInvestm

DeductionBenefit

Net assets he

Net assets he

N

ions:yeryee

Total contri

nt income (losnds and interepreciation in fment expenses

Net investm

Total additi

ns:t payments

Change in n

eld in trust for

eld in trust for

CITY OF OM

Notes to Basi

Dece

ibutions

ss):estfair value of is

ment income

ons

net assets

r pension ben

r pension ben

MAHA, NEB

ic Financial S

ember 31, 201

75

investments

nefits, beginni

nefits, end of y

BRASKA

Statements

10

ing of year

year

(C

$ 24,116,2

40,4

5,960,8(2,4

64,4

104,8

57,6

47,2

405,3

$ 452,6

Continued)

183,614 271,773

455,387

972,261 886,531 447,700)

411,092

866,479

616,214

250,265

390,038

640,303

Page 132: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(10) Capita

Capital

GovernmCapi

d

CapiBMIn

LessBMIn

al Assets

l asset activity

mental activitiesital assets, not be

depreciated:LandCultural assetsConstruction i

Total canot bdepr

ital assets, beingBuildingsMachinery and eqnfrastructure

Total cabein

s accumulated deBuildingsMachinery and eqnfrastructure

Total acdepr

Total cabeinnet

Governactiv

capi

N

y for the year

s:eing

sin progress

apital assets,beingreciated

g depreciated:

quipment

apital assets,ng depreciated

epreciation for:

quipment

ccumulatedreciation

apital assets,ng depreciated,

nmentalvities

ital assets, net

CITY OF OM

Notes to Basi

Dece

r ended Decem

Beginnbalan

$ 138,095,83

59,04

202,97

579,5570,53

586,23

1,236,3

197,4949,27

148,90

395,67

840,64

$ 1,043,62

MAHA, NEB

ic Financial S

ember 31, 201

76

mber 31, 2010

ningnces

98,696 33,600 44,457

76,753

54,687 31,400 33,498

19,585

93,481 72,007 09,625

75,113

44,472

21,225

BRASKA

Statements

10

0 is as follow

Increases

82,087 —

43,262,903

43,344,990

8,592,377 3,883,839

26,666,012

39,142,228

16,072,021 4,301,605

13,619,529

33,993,155

5,149,073

48,494,063

ws:

Decreases

117,3

117,3

198,16,358,5

6,556,7

190,26,231,6

6,421,8

134,8

252,2

(C

Ens bal

376 138— 5— 102

376 246

180 587528 68

— 612

708 1,268

222 213638 47

— 162

860 423

848 845

224 1,091

Continued)

ndinglances

8,063,407 5,833,600 2,307,360

6,204,367

7,948,884 8,056,711 2,899,510

8,905,105

3,375,280 7,341,974 2,529,154

3,246,408

5,658,697

1,863,064

Page 133: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Deprec

GoverGenPubComOthCulTra

Capital

ConvenCap

d

CapBMF

LessBMF

ciation expens

rnmental activneral governmblic safetymmunity deveher public servlture and parkansportation s

Total

l asset activity

ntion Center Hital assets, not

depreciated:Cultural asseConstruction

ital assets, beinBuildingsMachinery and Furniture and fi

Total cbein

s accumulated BuildingsMachinery and Furniture and fi

Total adep

Total cbein

ConvenFunasse

N

se was charge

vities:ment

elopmentviceskservices

l depreciation

y of each maj

otel Fund:being

etsn in progress

ng depreciated

equipmentixtures

capital assets,ng depreciated

depreciation fo

equipmentixtures

accumulatedreciation

capital assets,ng depreciated,

ntion Center Hnd capitalets, net

CITY OF OM

Notes to Basi

Dece

ed to function

n expense – g

jor enterprise

Beb

$

:71

37

82

or:936

20

, net 62

Hotel

$ 63

MAHA, NEB

ic Financial S

ember 31, 201

77

ns/programs a

overnmental

fund is as fol

eginningbalances

498,366 —

1,895,336 3,764,436 7,250,807

2,910,579

9,845,750 3,530,301 6,834,121

0,210,172

2,700,407

3,198,773

BRASKA

Statements

10

as follows:

llows:

Increases

— 2,785,915

228,205 50,960 67,053

346,218

1,938,698 77,622

104,817

2,121,137

(1,774,919)

1,010,996

Decrea

399, 1,701,

2,101,

399, 1,701,

2,101,

)

(C

$ 93,4

79

13,913,7

$ 33,9

Enses ba

— — 2,

— 72,,952 3,,389 5,

,341 81,

— 11,,952 3,,389 5,

,341 20,

— 60,

— 64,

Continued)

92,600 70,625 95,201 83,953 56,697 94,079

93,155

ndingalances

498,366 ,785,915

,123,541 ,415,444 ,616,471

,155,456

,784,448 ,207,971 ,237,549

,229,968

,925,488

,209,769

Page 134: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

ParkingCap

d

CapL

LessL

g Facilities Funital assets, not

depreciated:Land

Total cnot

ital assets, beinLeased building

Total cbein

s accumulated Leased building

Total adep

Total cbein

Parkincapi

N

nd:being

capital assets,being deprecia

ng depreciatedgs & Buildings

capital assets,ng depreciated

depreciation fogs & Buildings

accumulatedreciation

capital assets,ng depreciated,

g Facilities Funital assets, net

CITY OF OM

Notes to Basi

Dece

Beb

$ 2

ated 2

:61

61

or:25

25

, net 35

nd$ 37

MAHA, NEB

ic Financial S

ember 31, 201

78

eginningbalances

2,473,344

2,473,344

1,344,255

1,344,255

5,923,538

5,923,538

5,420,717

7,894,061

BRASKA

Statements

10

Increases

2,406,396

2,406,396

(2,406,396)

(2,406,396)

Decrea

)

)

(C

Enses ba

— 2,

— 2,

— 61,

— 61,

— 28,

— 28,

— 33,

— 35,

Continued)

ndingalances

,473,344

,473,344

,344,255

,344,255

,329,934

,329,934

,014,321

,487,665

Page 135: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Sewer RCap

d

CapBM

LessInBM

Revenue Fundital assets, not

depreciated:LandConstruction

Total cnot

ital assets, beinBuildings and sMachinery and

Total cbein

s accumulated nfrastructure

Buildings and sMachinery and

Total adep

Total cbein

Sewer capi

N

:being

n in progress

capital assets,being deprecia

ng depreciatedsystemsequipment

capital assets,ng depreciated

depreciation fo

systemsequipment

accumulatedreciation

capital assets,ng depreciated,

Revenue Fundital assets, net

CITY OF OM

Notes to Basi

Dece

Beb

$ 276

ated 79

:584

8

592

or:237

345

277

, net 314

d$ 394

MAHA, NEB

ic Financial S

ember 31, 201

79

eginningbalances

2,682,270 6,827,280

9,509,550

4,214,793 8,588,383

2,803,176

7,082,787 4,871,300 5,948,668

7,902,755

4,900,421

4,409,971

BRASKA

Statements

10

Increases

23,650 37,948,116

37,971,766

13,031,215 573,856

13,605,071

14,049,221 1,110,750

516,749

15,676,720

(2,071,649)

35,900,117

Decrea

10,884,

10,884,

134,

134,

134,

134,

)

10,884,

(C

Enses ba

— 2,,021 103,

,021 106,

— 597,,713 9,

,713 606,

— 251,— 35,

,713 6,

,713 293,

— 312,

,021 419,

Continued)

ndingalances

,705,920 ,891,375

,597,295

,246,008 ,027,526

,273,534

,132,008 ,982,050 ,330,704

,444,762

,828,772

,426,067

Page 136: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

NonmaCap

d

CapBM

LessBM

ajor Enterprise ital assets, not

depreciated:Construction

ital assets, beinBuildings and sMachinery and

Total cbein

s accumulated Building and syMachinery and

Total adep

Nonmacapi

N

Funds:being

n in progress

ng depreciatedsystemsequipment

capital assets,ng depreciated

depreciation foystemsequipment

accumulatedreciation

ajor Enterpriseital assets, net

CITY OF OM

Notes to Basi

Dece

Beb

$

:93

13

or:33

7

e$ 6

MAHA, NEB

ic Financial S

ember 31, 201

80

eginningbalances

113,981

9,571,123 3,721,756

3,292,879

3,890,820 3,278,586

7,169,406

6,237,454

BRASKA

Statements

10

Increases

375,507 —

375,507

330,632 126,413

457,045

(81,538)

Decrea

113

12 925

938

903

903

) (148,

(C

Eases ba

,981

,704 9,,793 2,

,497 12,

— 4,,954 2,

,954 6,

,524) 6,

Continued)

ndingalances

,933,926 ,795,963

,729,889

,221,452 ,501,045

,722,497

,007,392

Page 137: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(11) Fund D

Fund d

Major ConPar

NonmKenParGraHou

NonmCity200199MisBacDowCap

NonmGolAirComPrin

(a) M

Toca

Tacs

(b) N

Tshfc

Deficits

deficits exist i

r Enterprise Fnvention Cenrking Facilitie

major Special Rno/Lottery Prrk Developmeantsusehold Chem

major Capital Py Capital Imp06 Environme98 Public Safessouri River Pck to the Rivewntown Devepital Special A

major Enterprilf Operationsr Qualitympostnting and Gra

Major Enterp

The Conventoperations of completed inappropriations

The Parking Fand various sconstruction subsidize the p

Nonmajor Sp

The Park Devsites are outsihas been estafund these acqcollection of d

N

n the followin

unds:nter Hoteles

Revenue Funroceedsent

mical Disposa

Projects Fundprovementental Bondsety Bond (TraPedestrian Brer ProjectelopmentAssessment

se Funds:

aphics

prise Funds

tion Center the hotel will

n 2011, is exs from the Cit

Facilities Funsurface lots thof the parkinpayment of th

pecial Revenu

velopment Funide of the Cityablished, whicquisitions. Thdeferred reven

CITY OF OM

Notes to Basi

Dece

ng funds:

ds:

al

ds:

aining Facilitridge

Hotel beganl eliminate thixpected to gty will subsid

nd was establhroughout thng structureshis debt will e

ue Funds

nd’s deficit isy and have bech will be cohe other Nonmnues from the

MAHA, NEB

ic Financial S

ember 31, 201

81

ty)

n operations is deficit. Thegenerate adddize any debt

lished as a tohe City. Leases. Annual apeliminate this

s a result of theen selected aollected from major Speciale sponsoring g

BRASKA

Statements

10

in April 200e addition of itional revenservice shortf

ol to managee purchase d

ppropriations s deficit.

he acquisitionas future regio

neighboring l Revenue Fugrantor agenc

04. The City150 rooms an

nue to reducfall.

e the City’s edebt has been

from the Ci

n of two largeonal parks. ASanitary Imp

und deficits wcy and reducti

(C

$ 28,95,6

12,68,3

4

94

3

1,222

y projects thnd meeting spe the deficit

ight parking n issued to finity’s General

e land purchasA park develop

provement Dwill be eliminion of expens

Continued)

982,251 626,079

52,686 608,559 311,940

8,046

33,941 481,055

99,561 969,619 428,785

26,163 301,529

243,207 291,175 274,201

28,404

hat future pace, to be t. Annual

structures nance the l Fund to

ses. These pment fee

Districts to ated upon ses.

Page 138: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(c) N

Tr

(d) N

Te

(12) Postre

Plan D

The Cihealthceligiblebenefitthey wconsidenot issu

Fundin

The cowith thNo. 38agreemplan ba2010, tannual $545,5Act.

Nonmajor Ca

The eliminatioreceipt of defe

Nonmajor En

The deficit ineliminated by

etirement He

Description

ity sponsors acare benefits e in accordants include me

would be undeered an Otherue separate fi

ng Policy

ontribution rehe Omaha Po5, the Omaha

ments are apprased on a paythe City paid

estimated p76. In additio

N

apital Funds

on of fund deerred revenue

nterprise Fun

n the Golf Opy fee increases

althcare Ben

a single-emploto eligible rence with pro

edical and preer individual r Postemploymnancial statem

equirements oolice Union La City Employroved and can-as-you-go ba

d $18,165,428premium depon, the City

CITY OF OM

Notes to Basi

Dece

eficits in the Nes, issuance o

nds

perations, Airs and reductio

nefits

oyer, defined etirees and thovisions estabescription covhealth insurament Benefit ments.

of plan membLocal No. 101yees Local Nn be amendedasis and the C8 for 1,111 repending on thof Omaha re

MAHA, NEB

ic Financial S

ember 31, 201

82

Nonmajor Capf bonds, and t

r Quality Funon of expense

benefit healtheir dependenblished in Chverage. The raance policies.(OPEB). The

bers and the 1, the Professo. 251, and otd by the Oma

City self-insuretirees. Retirehe bargaininceived a $1,0

BRASKA

Statements

10

pital Projectsthe collection

nds, Compost,es.

thcare plan thnts up to age hapter 23 of ates paid by r. This differee plan is adm

City are estasional Firefigther classifiedaha City Coures this benefiee contributiog group. Re097,461 reim

s Funds will bn of special as

, and Printing

at provides ce65 when thethe Omaha

retirees are suence is an imp

ministered by t

ablished throughters Associd civilian anduncil. Contribfit. For the yeaon rates vary etiree contribu

mbursement fo

(C

be accomplishssessments.

g and Graphic

ertain postemey would be Municipal C

ubstantially lomplicit rate sub

the City. The

ugh labor negation of Oma

d sworn emplobutions are maar ended Decefrom 0% to

utions for 2or the Afford

Continued)

hed by the

cs will be

mployment Medicare

Code. The ower than bsidy and plan does

gotiations, aha Local oyees. All ade to the ember 31, 5% of an 010 were

dable Care

Page 139: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Annua

The CiemployNo. 45Pensionormalto exccompothe cha

The neenterpr

The an2010, 2

Fiscal 201200200

al OPEB Cost

ity’s annual oyer (ARC), an Accounting ns. The ARCl cost each yeeed 30 yearsnents of the C

anges in the C

et OPEB cosrise funds.

nnual OPEB c2009, and 200

year ended:100908

N

t and Net OP

ther OPEB con amount actu

and FinancC represents aear and amorts. The remaiCity’s annual

City’s net OPE

Normal costAmortizatio

accrued lInterest on nAdjustment

Contribution

Net OPEB o

Net OPEB o

st is allocated

costs, the perc08 are as follo

CITY OF OM

Notes to Basi

Dece

PEB Obligatio

ost (expense)uarially determcial Reportinga level of funtize any unfunining amortiz OPEB costs EB obligation

ton of unfundeliabilitynet OPEB obls to annual re

Annual OP

ns made by em

Change in obligati

obligation, be

obligation, en

d to governm

centage of annows:

MAHA, NEB

ic Financial S

ember 31, 201

83

on

is calculatedmined in accog by Employ

nding that, if nded actuariazation periodfor the year,

n:

ed actuarial

ligationequired obliga

PEB

mployer

net OPEBons

eginning of ye

nd of year

mental activiti

nual OPEB c

Annual Ocos

$ 47,35937,66237,600

BRASKA

Statements

10

d based on theordance with yers for Pospaid on an o

al liabilities (od is 27 yearsthe amount a

$

ation

ear

$

ies, sewer en

ost contribute

POPEB ast

9,459 2,913 0,000

e annual requithe paramete

stemployment ongoing basisor funding exs. The followactually contr

28,771,877

18,417,478 2,296,413

(2,126,309)

47,359,459

(18,600,000)

28,759,459

57,410,335

86,169,794

nterprise fund

ed, and the ne

Percentage ofannual OPEBcontributed

39%4841

(C

ired contributers of GASB

Benefits Ots, is projectedcess) over a pwing table sributed to the

)

)

d, and other

et OPEB obli

fB

Net O

% $ 86,157,438,0

Continued)

tion of the Statement ther Than d to cover period not shows the

plan, and

nonmajor

gation for

OPEB

69,794 10,335 12,952

Page 140: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

The foactually

Funde

The fun

ActuaActua

FundeCoverUAAL

Actuar

Actuarassumpassumpregardicontinuthe fututhe notof plan

Projectunderstvaluatipoint. Tvolatiliperspecmethodannual years. Bliability

(13) Self-In

It is thexposeeconomfund seand ca

ollowing tabley contributed

ed Status and

nded status o

arial accrued larial value of p

Unfu

ed ratiored payrollL as a percent

rial Methods

rial valuationptions about ptions about ing the fundeual revision aure. The schetes to the finan assets is incr

tions of benetood by the on and the hiThe actuariality in actuarictive of the d was used. Thealthcare co

Both rates incy is calculated

nsurance

he policy of ted except formical to manaervices all claasualty up to

N

e shows the d to the plan, a

d Funding Pro

f the plan as o

liability (AALplan assets

unded actuaria

tage of covere

and Assumpt

ns on an onthe probabi

future emplod status of the

as actual resuledule of fund

ancial statemereasing or dec

efits for finanemployer andistorical pattel methods useal accrued licalculations. The actuarialost trend of 9clude a 3.00%d assuming 2

the City not r general liabage its risks inaims for risk o $100,000 p

CITY OF OM

Notes to Basi

Dece

components and changes i

ogress

of March 1, 2

L)

al accrued lia

ed payroll

tions

ngoing plan ility of occuoyment, more plan and thelts are compading progressents, presents creasing over

ncial reportind the plan m

ern of sharinged include teciabilities and

In the Marcl assumptions.30% initially

% inflation ass7 annual paym

to purchase bility for helinternally and of loss to wh

per occurrenc

MAHA, NEB

ic Financial S

ember 31, 201

84

of the City’in the City’s n

2010 is as foll

ability (UAAL

involve estimurrence of ertality, and the annual requ

ared with past, presented amultiyear tre

r time relative

ng purposes members) andg benefit costschniques that

the actuarialch 1, 2010 acs included a y, reduced by sumption. Thments increas

commercial icopters. Instset aside asse

hich the City ce; workers’

BRASKA

Statements

10

’s annual OPnet OPEB obl

lows:

L)

mates of theevents far inhe healthcare

uired contribut expectationss required sund informatio

e to the actuar

are based ond include bens between theare designed

l value of asctuarial valua4% projecteddecrements t

he amortizatiosing at 4% pe

insurance fortead, the Cityets for claim is exposed, incompensatio

PEB cost for ligation:

e value of rnto the future cost trend. utions of the es and new estupplementary on about whetrial accrued li

n the substannefits providee employer and to reduce thsets, consisteation, the unid investmentto an ultimateon of the unfur year.

r the risks ofy managemensettlement inncluding gen

on; employee

(C

the year, th

20

$ 478,1

$ 478,1

$ 167,9

reported amore. Example

Amounts deemployer are timates are minformation ther the actuaiabilities for b

ntive plan (thed at the timnd plan membhe effects of sent with the it credit actut rate of reture rate of 4.70%unded actuaria

f losses to wnt believes i

n the general fneral liability,e health and

Continued)

he amount

010

46,061 —

46,061

—%900,000

285%

ounts and s include etermined subject to

made about following

arial value benefits.

he plan as e of each ber to that short-term long-term

uarial cost rn and an % after 72 al accrued

which it is t is more fund. This property, accident;

Page 141: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

environ2009 a

20102009

(14) Comm

The Ci$5,349there i$9.6 m

The CConstruDepartfinanciagencieany, w

nmental; and re as follows:

mitments

ity is a defen9,000 recordedis a possibil

million.

ity participatuction Granttment of Tranial and comples is not deterould be signif

N

antitrust. Ch:

ndant in a nud by the City ity that the

tes in a numts, HUD Gr

nsportation Grliance audits.rminable at thficant.

CITY OF OM

Notes to Basi

Dece

hanges in the

Beginof yeliabil

$ 27,44722,171

umber of law as claims anCity will in

mber of federrants, Officerants, and oth. The amounthis time; how

MAHA, NEB

ic Financial S

ember 31, 201

85

balance of cl

ningearlity

7,711 51,406 5

wsuits in its nnd judgments ncur addition

rally assistede of Justice her local imprt of expenditu

wever, City ma

BRASKA

Statements

10

laims liabiliti

Currentyear

claims

5,116,142 7,161,937

normal courspayable, the

nal losses on

d grant progrPrevention

rovement proures, if any, tanagement do

ies during the

Claimpayment

50,670,4151,885,63

se of operatioCity Attorney

n these lawsu

rams, principGrants, Ho

ograms. The pthat may be does not believ

(C

e fiscal years

Eof

ts lia

17 31,832 27,4

ons. In additiy is of the opuits of appro

ally Federal omeland Secuprograms are disallowed byve that such am

Continued)

2010 and

Endf yearability

893,436 447,711

ion to the pinion that oximately

Highway urity and subject to

y granting mounts, if

Page 142: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

(15)) Pledged Reve

The City has revenues and tyear principal of the revenue

Is

Special tax revenueredevelopment (s2002A, 2002B, 22007A, 2007B, 22008 refunding, 2

Special obligation(series riverfrontand 2008 refundi

Highway allocation(series 1999, 200

Convention Center(series 2007A, 20

Sanitary sewer syst(series 2003, 200NE Department oEnvironmental Q(series C317079,C317375, C3174

nues

pledged specific the correspondingand interest on thstream that has b

ssue

eseries 1999,2004, 2007,2008,2009, 2009 taxable)

t 2002A,ing)

n04, 2006)

r Hotel010B)

tem06, 2009) andof

Quality, C317319,432, C317476)

revenues streamg debt issue alonhe debt, the amoubeen committed if

Type revenue pl

Community redeveloproperty tax

Cigarette tax, TIF revSewer revenue, lanand sales tax

Street and highwaygasoline taxes

Net operating revenuthe hotel

Operating revenue ofsanitary sewer syst

CITY OF OM

Notes to Basic

Decem

ms to secure the g with the purpo

unt of pledged revf estimable:

Amounreven

edged pledg

opment $ 69,319

venues, 136,663nd sales,

2,628

ue of 290,668

f the 264,484tem

MAHA, NEBRA

c Financial Statem

mber 31, 2010

86

repayment of cese of the debt, thvenue recognized

nt ofueed General pu

9,530 To finance inand capitalin redevelothroughout

3,360 To finance inand capitalin the RivePark

8,408 To finance stimproveme

8,164 To finance thof the ConvCenter Hot

4,984 To finance thand rehabilsanitary sew

ASKA

ments

rtain outstandinghe amount and terd during the curre

urpose for debt co

nfrastructure Thrl improvementsopment areast the City

nfrastructure Thrl improvementserfront Business

treet Thrents

he construction Thrventiontel

he construction Thrlitation of thewer system

g debt issues. Thrm of the pledge ent fiscal year and

Percenof

Term of revenommitment pledg

rough 2029 1

rough 2032 Var

rough 2026 1

rough 2035 1

rough 2039 1

he following tablremaining, the c

d the approximate

Principaland interest

ntage for thef year endednue December 31ged 2010

100% $ 4,617,714

rious 6,355,962

100% 229,503

100% 5,500,917

100% 7,139,302

(Continued)

e lists those current fiscal e percentage

t Recognizedfor the year

ended1, December 31,

2010

4,175,584

131,772,230

27,674,536

8,274,289

49,932,091

Page 143: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

87 (Continued)

(16) Subsequent Events

Above average snowpack and record spring rains in the Missouri River watershed have caused extensive flooding along the Nebraska /Iowa section of the Missouri River. Water releases from upstream dams are expected to remain at record levels until this September. The City and its properties are protected by 13 miles of levees. Thus far, the levees are holding and are expected to withstand the increased river flow. The City has incurred about $3 million of expenses to enhance the levee system and increase water pumping capacity. The City is covered by a $75 million insurance policy and the State has submitted a disaster declaration to the Federal Emergency Management Agency (FEMA) on behalf of the City. We expect these proactive costs to be covered by our insurance coverage or the FEMA declaration.

On March 9, 2011, the City of Omaha sold a baseball stadium commonly known as Omaha’s Johnny Rosenblatt Stadium to Donors’ Trust, a Nebraska nonprofit corporation. The stadium was situated on approximately 36 acres of land and located at 1202 Bert Murphy Avenue, Omaha, Nebraska. The sales price was $12,000,000. The City used these proceeds plus $604,638 to advance refund and defease $11,930,000 of outstanding lease purchase bonds issued for stadium improvements. No other stadium related debt remains outstanding.

(17) MECA

(a) Nature of Operations

MECA was incorporated under the Nebraska Nonprofit Corporation Act, Neb. Stat §21-1901, et seq. in the State of Nebraska. Formal operations of MECA commenced on August 25, 2000, when the City approved an Agreement and Lease between the City and MECA to implement the Convention Center/Arena Redevelopment Plan, to provide bond funds to MECA, to allow MECA to supervise the design and construction of the Convention Center/Arena Facility, to allow MECA to operate the Convention Center/Arena and Parking Facility for 99 years, and to provide a multiyear operating subvention from the City. The agreement and lease required the City to make annual subvention payments to MECA, initially to fund start-up, preconstruction, planning, and other preoperational activities, and thereafter to help offset anticipated annual operating losses. In 2004, MECA amended its agreement and lease with the City to provide for the repayment of construction funds. In 2006, MECA further amended the agreement and lease. Under the amended agreement and lease, the City agreed to transfer to MECA the final subvention amount of $1,815,000 in 2008. No further subvention payments are required under the agreement.

Title to the facility and all related infrastructure assets are vested with the City. Construction activities were principally funded by private donations and general obligation bonds of the City (the Project Funds). Construction costs, bond proceeds, and payments are not reflected in MECA’s financial statements as these assets, liabilities, revenues, and expenditures are accounted for separately by the City. Construction was completed and operations commenced for the Qwest Center Omaha facility during 2004.

In June 2004, MECA Authority entered into a facility management services and lease agreement with the City, to manage and operate the Civic Auditorium, the Music Hall, and the Mancuso Center (collectively referred to as the Civic Auditorium) for a three-year period beginning July 1, 2004. The City and MECA are required under the agreement to make advances to fund Civic Auditorium

Page 144: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

88 (Continued)

operations if the facility operates at a loss. Any advances made by MECA during the term of this agreement will be repaid through operating profits of the Civic Auditorium or through a subvention payment by the City in 2013. In March 2006, MECA and the City extended the Civic Auditorium lease agreement through June 30, 2012.

In May 2008, MECA entered into the Sixth Amendment to the Agreement and Lease with the City to implement the Downtown Omaha Stadium Project Plan by expanding the property currently leased to MECA under the agreement to provide adequate parking, to provide bond and donation funds to MECA, to allow MECA to cause the design and construction of the Omaha Baseball Stadium, and to allow MECA to operate the Omaha Baseball Stadium and additional parking areas. Construction of the stadium is expected to be completed by 2011. MECA also concurrently entered into agreements with the City, the National Collegiate Athletic Association, and College World Series, Inc. to clarify the terms by which the Men’s College World Series Baseball Championship will be held at the Omaha Baseball Stadium for a 25-year term.

(b) Summary of Significant Accounting Policies

Reporting Entity – MECA is a component unit of the City, for financial reporting purposes. The GASB establishes the criteria used in determining which organizations should be included in financial statements. Accounting principles generally accepted in the United States of America require the inclusion of the transactions of government organizations for which an organization is financially accountable.

The extent of financial accountability is based upon several criteria including: appointment of a voting majority, imposition of will, financial benefit to or burden on a primary government, and financial accountability as a result of fiscal dependency.

MECA’s financial statements are included in the City’s financial statements as a discretely presented component unit.

Measurement Focus Basis of Accounting – MECA accounts for its operations on the flow of economic resources measurement focus and uses the accrual basis of accounting. Under this method, revenues are recorded when earned and expenses are recorded at the time liabilities are incurred. MECA distinguishes operating revenues and expenses from nonoperating items. Operating revenues are those revenues that are generated from primary operations. Operating expenses are those that are essential to the primary operations of MECA. All other revenues and expenses are nonoperating.

Accounting Standards – In its accounting and financial reporting, MECA follows the pronouncements of the GASB. In addition, MECA follows the pronouncements of all applicable Financial Accounting Standards Board (FASB) Statements and Interpretations, Accounting Principles Board (APB) Opinions and Accounting Research Bulletins (ARBs) of the Committee on Accounting Procedure issued on or before November 30, 1989, unless they conflict with or contradict GASB pronouncements.

Revenue Recognition – MECA recognizes its suite license and club seat revenues over the life of the agreements. Amounts received in advance are recorded as deferred revenues based on the fair value of services to be provided to the licensee, as determined by management. Amounts received in

Page 145: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

89 (Continued)

excess of the fair value are recorded as donation revenue when received. Advance ticket sales, parking, facility rental deposits, and other event revenue received in advance are initially recorded as deferred revenues, which are recognized as revenues as the events take place or services are provided. Naming rights and advertising revenues will be recognized ratably over the life of the agreements.

Use of Estimates – The preparation of MECA’s financial statements in conformity with accounting principles generally accepted in the United States of America requires MECA’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents – MECA considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Accounts Receivable – Accounts receivable consist primarily of amounts receivable from various events. MECA provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. Management regularly reviews the accounts receivable listing to determine uncollectible amounts, at which time, any uncollectible receivables will be written off. Recoveries of accounts receivable previously written off are recorded when received.

Capital and Intangible Assets, Net – Capital assets are recorded at cost. Additions, renewals, and betterments are capitalized and recorded at cost. Expenses for maintenance and repairs are expensed as incurred. The cost and related accumulated depreciation of assets retired or sold is removed from the appropriate asset and contra asset accounts, with the resulting gain or loss recognized.

Depreciation is provided in amounts sufficient to relate the cost of the depreciable assets to operations over their estimated service lives on the straight-line method. Building rights are amortized over 15 years, leasehold improvements are depreciated over 2 to 25 years and furniture, fixtures, and equipment are depreciated over 5 to 10 years.

Compensated Absences – Eligible employees are entitled to an all-purpose time-off policy to use for vacation, illness, or injury, and any personal business. The amount of paid time-off employees receive each year increases with the length of their employment, with a maximum accrual of 35 days. MECA accrues accumulated unpaid time-off pay when earned by the employee.

Net Assets – Invested in Capital Assets, Net of Related Debt – This component of net assets consists of capital assets, net of accumulated depreciation and related debt.

Unrestricted Net Assets – This component of net assets consists of net assets not meeting the definition of invested in capital assets, net of related debt.

Capital Improvements and Repair and Civic Reserves – On June 14, 2007, the MECA Board established a Capital Improvement Reserve to be used to fund future upgrades and improvements to the facility in excess of $100,000. The MECA Board also established a Repair and Replacement Reserve to be used for all other capitalized asset purchases that are under $100,000. Amounts are

Page 146: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

90 (Continued)

added to the reserve at the end of each fiscal year. Fifteen percent (15%) of MECA’s net operating profit is allocated to the Capital Improvement Reserve and twenty percent (20%) of MECA’s net operating profit is allocated to the Repair and Replacement Reserve, with a minimum funding requirement of $600,000 per year broken out as follows: $270,000 to the Capital Improvements Reserve and $330,000 to the Repair and Replacement Reserve.

The Civic Auditorium also has a reserve established, which is calculated at 50% of the Civic’s cash basis net profit.

MECA’s reserves at June 30, 2010 are as follows:

Capital improvement reserve $ 7,677,631 Repair and replacement reserve 4,632,374 Civic Auditorium reserve 212,916

Total deposits $ 12,522,921

Income Taxes – MECA is a tax-exempt 501(c)(3) nonprofit corporation. In April 2006, MECA received a favorable ruling from the Internal Revenue Service (IRS) in response to a Private Letter Ruling request filed in July 2003. The ruling found that MECA is lessening the burdens of the City by managing the operations of Qwest Center Omaha. As a result of this finding, the IRS determined that the revenues derived from the facility’s operations are not subject to unrelated business income tax (UBIT).

(c) Deposits and Investments

Bank Deposits – MECA’s bank deposits are collateralized at June 30, 2010 as follows:

Deposits per bank $ 1,127,911 Money market 8,944,259

Total deposits 10,072,170

FDIC coverage 250,000

Uninsured anduncollateralized $ 9,822,170

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CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

91 (Continued)

Investments – As of June 30, 2010, MECA’s investments consist of various government agency discount notes, commercial paper and brokered certificates of deposit. In addition, MECA has various mutual fund investments in a deferred compensation account. MECA management adheres to an investment policy approved by the Board of Directors that describes what types of investments MECA is able to purchase, minimum rating criteria, reporting, and oversight responsibilities.

Investments Maturities Credit rating Fair value

Certificates of deposits 7/9/09 – 6/11/10 IDC >or = 200 $ 5,570,000 Commercial paper 8/21/09 A&P-A1 and Moody’s-P1 5,523,297 Government discount notes 11/2/09 – 6/11/10 N/A 10,009,025 Mutual funds None N/A 94,814

Total investments $ 21,197,136

(d) Property, Equipment, and Intangible Assets

Activity for the year ended June 30, 2010 for property, equipment, and intangible assets and accumulated depreciation and amortization are as follows:

July 1, June 30,2009 Additions Dispositions 2009

Leasehold improvements $ 5,196,443 166,092 74,739 5,437,274 Furniture, fixtures, and

equipment 9,173,776 377,177 (21,067) 9,529,886 Building rights 10,079,196 — — 10,079,196 Construction in progress 74,739 — (74,739) —

24,524,154 543,269 (21,067) 25,046,356

Accumulated depreciationand amortization (8,066,768) (1,648,900) 21,067 (9,694,601)

Total $ 16,457,386 (1,105,631) — 15,351,755

(e) Long-Term Debt

MECA’s long-term debt activity for the year ended June 30, 2010 is as follows:

BalanceBalance June 30,

July 1, 2009 Additions Reductions 2010

City $ 5,509,622 — (675,946) 4,833,676 Food service contract 1,305,135 — (326,280) 978,855

Total $ 6,814,757 — (1,002,226) 5,812,531

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CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

92 (Continued)

Through the amended agreement and lease with the City, MECA agreed to exercise good faith and best efforts to raise and pay over to the City the sum of $14,000,000 to offset additional funds provided by the City for the construction of the facility. Proceeds from the sale of Naming Rights were specifically identified as a source of repayment. The Naming Rights have been sold to Qwest Communications International, Inc. under a Convention Center/Arena Naming Rights Agreement, which terminates on September 1, 2018. As a result, the obligation for the repayment of this portion of the construction funds has been recorded as long-term debt payable to the City offset by recording intangible Building Rights.

Under a long-term contract for food service operations, MECA received a $4 million interest-free loan from the contractor for the purchase of food service equipment and leasehold improvements. The loan is to be repaid over the 10-year period of the contract, which began in July 2003.

Debt service payments for the City and food service contract debt are as follows:

Principal Interest

Years:2011 $ 1,002,226 149,054 2012 1,002,226 149,054 2013 1,002,241 149,054 2014 675,946 149,054 2015 675,946 149,054 2016 – 2018 – Contingencies Baseball Stadium 1,453,945 621,054

$ 5,812,530 1,366,324

(f) Commitments and Contingencies

Baseball Stadium Construction – TD Ameritrade Park Omaha

MECA, pursuant to the Sixth Amendment to the Agreement and Lease executed June 9, 2008 with the City, has entered into a number of agreements relating to the design, construction, and operation of TD Ameritrade Park Omaha. The commitments are estimated not to exceed $51,331,894. MECA will authorize such costs to be paid from the project funds.

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CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

93 (Continued)

Food Service Contract

MECA entered into a long-term contract for food service operations in November 2001. The terms of the contract commit MECA to a 10-year CPI indexed annual payment to the contractor of $718,044 and $691,500 for the year ended June 30, 2010 and 2009. There are incentive provisions in the contract that may result in additional payments to the contractor. Such incentives totaled $179,512 for the year ended June 30, 2010. The remaining cost of such commitments as of June 30, 2010 is as follows:

Year ending June 30:2011 $ 1,000,000 2012 1,000,000 2013 1,000,000

$ 3,000,000

(g) Employee Benefits

MECA has established a 401(k) profit sharing plan for all employees. Participants can contribute up to 15% of their pretax compensation, subject to IRS limitations. MECA, at its discretion, may make matching contributions equal to a discretionary percentage of the participant’s elective deferrals to be determined by MECA. Total matching contributions for the year ended June 30, 2010 were $114,491. MECA, at its discretion, may also make profit sharing contributions. No profit sharing contributions were made to the plan during the year ended June 30, 2010.

(h) Deferred Compensation

Effective November 18, 2004, certain MECA employees were able to participate in a nonqualified deferred compensation plan in the form of a Rabbi Trust. The plan is intended to qualify as a plan described in Section 201(2) of the Employee Retirement Security Act and is maintained primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees. MECA contributes a specified amount to the employees’ accounts on an annual basis. The value of debt and equity securities held in the Rabbi Trust at June 30, 2010 was $4,814 and is included in short-term investments.

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CITY OF OMAHA, NEBRASKA

Notes to Basic Financial Statements

December 31, 2010

94

(i) Project Oversight

MECA has been delegated fiscal oversight responsibility for TD Ameritrade Park Omaha construction activities by the City of Omaha. MECA disburses project funds to contractors and vendors in accordance with its established procedures for accounts payable. A summary of construction expenditures paid under MECA’s oversight responsibility for the year ended June 30, 2010 is as follows:

Construction costs $ 46,577,687 Professional fees 726,141 Other expenditures 953,014

Total expenditures $ 48,256,842

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REQUIRED SUPPLEMENTARY INFORMATION (Unaudited)

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CITY OF OMAHA, NEBRASKA

Required Supplementary Information (Unaudited)Budgetary Comparison Schedule – General Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Property tax $ 70,315,904 70,315,904 70,912,516 596,612 Motor vehicle taxes 9,300,000 9,300,000 9,309,995 9,995 City sales and use tax 122,954,000 122,954,000 126,138,188 3,184,188 Business taxes 34,812,000 34,812,000 37,607,464 2,795,464 Taxes in lieu — — 4,474,712 4,474,712 Licenses and permits 8,664,362 8,664,362 7,935,989 (728,373) Intergovernmental revenues 9,309,753 9,309,753 3,421,652 (5,888,101) Charges for services 19,547,602 19,547,602 21,961,139 2,413,537 Revenue for KENO — — 535,996 535,996 Interest income 2,850,000 2,850,000 646,181 (2,203,819) Rent and royalties 220,000 220,000 1,118,960 898,960 Miscellaneous 991,103 991,103 469,175 (521,928) Revenue from Stadium 1,921,110 1,921,110 — (1,921,110)

Total revenues 280,885,834 280,885,834 284,531,967 3,646,133

Expenditures:General government:

Mayor’s office 1,054,850 1,054,850 1,063,228 (8,378) City clerks 624,851 624,851 567,692 57,159 City council 1,017,313 1,017,313 990,599 26,714 Law 3,638,730 3,638,730 3,322,110 316,620 Human resources 1,918,540 1,918,540 1,896,137 22,403 Human rights and relations 672,270 672,270 673,790 (1,520) Finance 2,505,735 2,505,735 2,417,849 87,886 Planning 6,784,881 6,784,881 6,633,359 151,522 Employee benefits 23,252,805 23,252,805 20,289,850 2,962,955 Other agencies 29,899,855 29,899,855 29,172,082 727,773

Total general government 71,369,830 71,369,830 67,026,696 4,343,134

Public safety:Fire 68,782,298 68,782,298 71,977,607 (3,195,309) Police 98,289,052 98,289,052 100,729,317 (2,440,265)

Total public safety 167,071,350 167,071,350 172,706,924 (5,635,574)

Public works:Environmental 15,010,700 15,010,700 15,495,904 (485,204) Street and highway 1,261,910 1,261,910 1,235,748 26,162

Total public works 16,272,610 16,272,610 16,731,652 (459,042)

Culture and recreation:Parks and recreation 18,297,135 18,297,135 18,134,827 162,308 Libraries 10,294,689 10,294,689 9,874,149 420,540

Total culture and recreation 28,591,824 28,591,824 28,008,976 582,848

Total expenditures 283,305,614 283,305,614 284,474,248 (1,168,634)

(Deficiency) excess of revenuesover expenditures (2,419,780) (2,419,780) 57,719 2,477,499

Net changes in fund balances (2,419,780) (2,419,780) 57,719 2,477,499

Fund balances – beginning of year 2,769,442 2,769,442 1,873,465 (895,977) Lapsed encumbrances — — 1,603,249 1,603,249 Transfers out — — (932,027) (932,027) Transfers in — — 413,373 413,373

Fund balances – end of year $ 349,662 349,662 3,015,779 2,666,117

See accompanying notes to budgetary comparison schedule – general fund.

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CITY OF OMAHA, NEBRASKA

Notes to Budgetary Comparison Schedule – General Fund

Year ended December 31, 2010

96 (Continued)

(1) Budget and Budgetary Accounting

The Mayor is required by the City Charter to prepare and submit an annual budget to the City Council. A budget is prepared for the general fund and all special revenue funds, exclusive of all grant funds and the service-type special assessments fund. These budgets are prepared primarily on a cash basis for revenues and modified accrual basis for expenditures. The budget presented reflects the original budget and the revised budget prior to the closing ordinance. In addition, encumbrances are reported as expenditures for budgetary purposes. Under this system, purchase orders, contracts, and other commitments for the expenditure of funds are recorded as encumbrances in order to reserve a portion of the applicable appropriation.

Budgetary control is maintained by department/division and by the following category of expenditures: personnel services, nonpersonnel services, capital outlay, and debt service. All budget amendments must be approved by the Mayor and/or City Council. Unencumbered appropriations lapse at the end of the fiscal year. Encumbered funds are carried over to the ensuing fiscal year until utilized or canceled.

The City Charter also requires the City Council each year to make an ad valorem tax levy for a sinking fund (debt service fund) that shall provide for principal and interest payments on the general obligation bonded indebtedness of the City.

Appropriations for certain special revenue funds and capital projects funds are controlled on a project basis and are carried forward each year until the project is completed or grant funds are expended.

Budgets are also prepared for the proprietary funds as a management control device. The budgets for these funds are prepared on a revenue and expenditure basis similar to the budgets for the governmental fund types.

(2) Reconciliation of Budget-Basis Revenues and Expenditures to GAAP

Revenue and expenditures presented on a non-GAAP budget basis of accounting differ from the revenues and expenditures presented in accordance with GAAP because of the different treatment of encumbrances and accruals (revenue recognition).

In addition, Section 5.14 of the City of Omaha’s Home Rule Charter requires, in relevant part, that the year-end general fund balance “. . . be applied as general fund revenue in the budget for the fiscal year two years subsequent to that fiscal year.” Therefore, the amount of the general fund carryover coming into a particular fiscal year has already been determined. Any general fund encumbrances at the end of a fiscal year are not included in the year-end general fund balance because those encumbrances will normally need to be paid in the following fiscal year and cannot be held until the fiscal year two years subsequent to the fiscal year when the encumbrance was incurred.

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CITY OF OMAHA, NEBRASKA

Notes to Budgetary Comparison Schedule – General Fund

Year ended December 31, 2010

97

All general fund encumbrances are charged to the appropriate accounts at the end of the fiscal year. This allows those funds to be kept separate from the year-end general fund balance. Therefore, when the actual payments to the vendors are required in the following fiscal year, there are general fund moneys available. A reconciliation of the differences between the budgetary versus GAAP is presented as follows:

Generalfund

Budget basis:2009 carryover to 2011 $ — 2010 carryover to 2012 3,015,779

Total budget basis 3,015,779

Basis differences:Taxes accrued 22,810,099 Accrued interest 114,334 Encumbrances 2,954,432 Inventories 682,867

GAAP basis $ 29,577,511

(3) Expenditures in Excess of Budget

Budgeted expenditures were exceeded in the following departments/divisions:

Department/division Amount

General fund:Mayor's office $ (8,378) Human rights and relations (1,520) Public safety:

Fire (3,195,309) Police (2,440,265)

Public works:Environmental (485,204)

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Debt Service Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Taxes property $ 51,448,253 51,448,253 52,067,868 619,615 Taxes in lieu — 56,028 Intergovernmental — — 2,737,173 2,737,173 Investment income 150,000 150,000 437,998 287,998 Charges for services 2,473,898 2,473,898 2,663,559 189,661 Contributions and grants 2,451,470 2,451,470 391,028 (2,060,442)

Total revenues 56,523,621 56,523,621 58,353,654 1,830,033

Expenditures:General Government 475,071 475,071 700,804 (225,733) Debt service principal 29,214,194 29,214,194 29,344,194 (130,000) Debt service interest 25,702,425 25,702,425 25,072,592 629,833 Debt service bond issuance costs 250,000 250,000 429,311 (179,311)

Total expenditures 55,641,690 55,641,690 55,546,901 94,789

Excess of revenuesover expenditures 881,931 881,931 2,806,753 1,924,822

Other financing sources (uses):Proceeds from issuance of bonds — — 35,950,000 35,950,000 Proceeds from bond premium — — 2,435,125 2,435,125 Payment to refunded bond escrow agent — — (37,988,113) (37,988,113)

Total other financing sources — — 397,012 397,012

Net change in fund balance 881,931 881,931 3,203,765 2,321,834

Fund balances – beginning 13,795,210 13,795,210 13,489,712 (305,498) Fund balances – ending $ 14,677,141 14,677,141 16,693,477 2,016,336

See accompanying independent auditors’ report.

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Budgetary Comparison Schedule – Downtown Stadium and Companion Projects Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Investment income $ — — 21,989 21,989 Contributions and grants 3,000,000 3,000,000 3,000,000 —

Total revenues 3,000,000 3,000,000 3,021,989 21,989

Expenditures:Debt service interest 224,419 224,419 11,973 212,446 Debt service bond issuance costs — — 311,237 (311,237) Capital outlay 42,739,690 42,739,690 55,228,403 (12,488,713)

Total expenditures 42,964,109 42,964,109 55,551,613 (12,587,504)

Excess (deficiency) of revenuesover (under) expenditures (39,964,109) (39,964,109) (52,529,624) (12,565,515)

Other financing sources (uses):Transfers out — — (20,748) (20,748) Proceeds from sale of bonds 29,371,265 29,371,265 33,035,000 3,663,735 Discount on sale of bonds — — (346,191) (346,191)

Total other financing sources (uses) 29,371,265 29,371,265 32,668,061 3,296,796

Net change in fund balance (10,592,844) (10,592,844) (19,861,563) (9,268,719)

Fund balances – beginning 34,984,934 34,984,934 31,583,915 (3,401,019) Fund balances – ending $ 24,392,090 24,392,090 11,722,352 (12,669,738)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Schedules of Funding Progress and Employer Contributions

Year ended December 31, 2010

100 (Continued)

Civilian Plan Schedule of Funding Progress (Unaudited) (Dollars in millions)

Actuarial UAAL as aActuarial accrued Unfunded percentagevalue of liability (AAL) AAL Funded Covered of covered

Actuarial assets entry age (UAAL) ratio payroll payrollvaluation date (a) (b) (b-a) (a/b) (c) ((b-a)/c)

2010 $ 232.4 414.5 182.1 56.1% $ 56.7 321.2%2009 213.2 402.8 189.6 52.9 55.7 340.42008 204.5 387.7 183.2 52.7 56.4 324.82007 294.7 369.0 74.3 79.9 54.0 137.62006 292.0 361.7 69.7 80.7 48.2 144.62005 277.1 352.0 74.9 78.7 53.4 140.3

Civilian Plan Schedule of Employer Contributions (Unaudited)

Annual Percentage Netpension of APC pension

Fiscal year ended cost (APC) contributed obligation

2010 $ 13,928,232 41% $ (33,263,609) 2009 12,737,738 42 (25,052,987) 2008 9,089,878 59 (17,626,003) 2007 8,794,542 57 (13,910,207) 2006 6,135,462 67 (10,090,703) 2005 6,822,028 65 (8,100,275)

Uniformed Plan Schedule of Funding Progress (Unaudited) (Dollars in millions)

Actuarial UAAL as aActuarial accrued Unfunded percentagevalue of liability (AAL) AAL Funded Covered of covered

Actuarial assets entry age (UAAL) ratio payroll payrollvaluation date (a) (b) (b-a) (a/b) (c) ((b-a)/c)

2010 $ 452.6 1,093.3 640.7 41.4% $ 111.2 576.2%2009 405.4 1,026.0 620.6 39.5 104.0 596.72008 365.9 947.6 581.7 38.6 99.5 584.62007 530.8 882.7 351.9 60.1 99.6 353.32006 507.6 801.1 293.5 63.4 91.7 320.12005 453.3 703.8 250.5 64.4 86.8 288.6

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CITY OF OMAHA, NEBRASKA

Schedules of Funding Progress and Employer Contributions

Year ended December 31, 2010

101

Uniformed Plan Schedule of Employer Contributions (Unaudited)

Annual Percentage Netpension of APC pension

Fiscal year ended cost (APC) contributed obligation

2010 $ 54,704,821 44% $ (119,249,376) 2009 49,964,986 45 (88,728,048) 2008 37,671,425 58 (61,464,670) 2007 34,563,067 60 (45,494,051) 2006 30,917,700 65 (31,630,196) 2005 26,145,454 78 (20,884,106)

Postretirement Obligation Schedule of Funding Progress

(Dollars in millions)

Schedule of Funding Progress (Unaudited)

UAAL as aActuarial Actuarial Unfunded percentagevalue of accrued AAL Covered of covered

Actuarial assets liability (AAL) (UAAL) Funded ratio payroll payrollvaluation date (a) (b) (b-a) (a/b) (c) ((b-a)/c)

March 1, 2010 $ — 478.1 478.1 —% $ 167.9 285%March 1, 2008 — 388.5 388.5 — 153.6 249March 1, 2006 — 307.5 307.5 — 153.7 200

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NONMAAJOR GOVERNMEENTAL FUUNDS

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Combining Balance Sheet

Nonmajor Governmental Funds

December 31, 2010

Totalnonmajor

Special Debt Capital Permanent governmentalAssets revenue service projects funds funds

Cash and pooled investments $ 22,692,703 209,631 11,872,234 126,267 34,900,835 Investments 2,012,899 — 1,532,972 3,057,622 6,603,493 Receivables (net of allowance for uncollectibles) 4,329,816 5,316,500 4,102,497 — 13,748,813 Due from other governments 17,899,677 387,837 3,739,719 — 22,027,233 Due from other funds 1,057,742 3,092,086 — — 4,149,828 Accrued interest 45,821 — 5,152 42,144 93,117 Other assets — — 498,902 — 498,902 Restricted assets:

Deposits with trustee 3,146,295 — 401,018 — 3,547,313 Total assets $ 51,184,953 9,006,054 22,152,494 3,226,033 85,569,534

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 5,822,044 9,756 2,030,797 21,719 7,884,316 Due to other governments — — 68,662 — 68,662 Due to other funds 15,151,031 — 2,108,963 — 17,259,994 Unearned revenue 1,875,140 363 — — 1,875,503 Deferred revenue 11,673,513 4,361,376 7,596,463 — 23,631,352

Total liabilities 34,521,728 4,371,495 11,804,885 21,719 50,719,827

Fund balances (deficits):Reserved for:

Encumbrances 11,389,924 — 4,817,187 — 16,207,111 Endowment — — — 2,775,389 2,775,389 Debt service — 4,634,559 — — 4,634,559

Unreserved, designated for, reported in:Special revenue 6,552,487 — — — 6,552,487

Unreserved, undesignated reported in:Special revenue (1,279,186) — — — (1,279,186) Capital projects — — 5,530,422 — 5,530,422 Permanent — — — 428,925 428,925

Total fund balance 16,663,225 4,634,559 10,347,609 3,204,314 34,849,707 Total liabilities and fund balance $ 51,184,953 9,006,054 22,152,494 3,226,033 85,569,534

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Governmental Funds

December 31, 2010

Totalnonmajor

Special Debt Capital Permanent governmentalrevenue service projects funds funds

Revenues:Taxes:

Property $ 1,633,004 6,011,894 — — 7,644,898 Business 621,301 — — — 621,301 In lieu 1,649 5,625 — — 7,274

Special assessments — — 346,326 — 346,326 Intergovernmental 31,284,649 1,500,000 — — 32,784,649 Investment income (loss) 256,570 — 94,652 (23,309) 327,913 Revenue from Keno 6,423,049 — — — 6,423,049 Charges for services 24,763,882 — 488,714 — 25,252,596 Rents and royalties 174,504 825,000 — — 999,504 Contributions and grants 31,493,600 228,722 9,382,072 — 41,104,394

Total revenues 96,652,208 8,571,241 10,311,764 (23,309) 115,511,904

Expenditures:Governmental activities:

General government 8,425,055 59,707 353,419 — 8,838,181 Public safety 6,567,080 — — — 6,567,080 Transportation services 46,610,132 — — — 46,610,132 Other public services 3,884,152 — — — 3,884,152 Community development 21,287,549 — 79,755 — 21,367,304 Culture and parks 4,641,035 — 227,366 86,974 4,955,375 Investment expense — — — — —

Debt service:Principal 241,419 3,566,492 257,000 — 4,064,911 Interest 94,940 5,892,020 7,541 — 5,994,501

Capital outlay:Other public services 536,660 — 1,517,228 — 2,053,888 Public safety 1,160,811 — 2,704,082 — 3,864,893 Culture and parks 50,581 — 6,404,741 — 6,455,322 General government — — 1,448,640 — 1,448,640 Transportation 1,168,436 — 8,597,667 — 9,766,103 Community development — — 144,546 — 144,546

Total expenditures 94,667,850 9,518,219 21,741,985 86,974 126,015,028

Other financing sources (uses):Transfers in 7,815,581 — 3,541,320 — 11,356,901 Transfers out (11,494,023) — (3,621,199) — (15,115,222) Sale of capital assets — — 647,484 — 647,484 Proceeds from the sale of bonds — — 8,500,000 — 8,500,000 Premium on sale of bonds — — — — — Discount on sale of bonds — — — — —

Total other financing sources (uses) (3,678,442) — 9,067,605 — 5,389,163

Net change in fund balance (1,694,084) (946,978) (2,362,616) (110,283) (5,113,961)

Beginning fund balance 18,357,309 5,581,537 12,710,225 3,314,597 39,963,668 Ending fund balance $ 16,663,225 4,634,559 10,347,609 3,204,314 34,849,707

See accompanying independent auditors’ report.

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SPPECIAL RREVENUEE FUNDS

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Page 167: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

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Page 169: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

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Page 170: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

107

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Special Revenue Funds

December 31, 2010

Contingent Public Douglas CountyLiability Library Library Fines Library

Assets Judgment Reserve Cash Reserve Contribution and Fees Supplement

Cash and pooled investments $ 3,161,020 778,725 977,289 660,905 90,745 — Investments — — 2,012,899 — — — Receivables (net of allowance for uncollectibles) 1,601,882 — — — — — Due from other governments 5,189 — — — — 610,338 Due from other funds — — — — — — Accrued interest — — 5,365 — — — Restricted assets:

Deposits with trustee — — — — — — Total assets $ 4,768,091 778,725 2,995,553 660,905 90,745 610,338

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 1,433 — — 43,744 — — Due to other funds — — — — — 543,519 Unearned revenue 137 — — — — — Deferred revenue 1,600,774 — — — — —

Total liabilities 1,602,344 — — 43,744 — 543,519

Fund balances (deficits):Reserved for:

Encumbrances — — — 64,405 — — Unreserved, designated for, reported in:

Special revenue 3,165,747 — — — — — Unreserved, undesignated reported in:

Special revenue — 778,725 2,995,553 552,756 90,745 66,819

Total fund balance (deficit) 3,165,747 778,725 2,995,553 617,161 90,745 66,819 Total liabilities and fund balance $ 4,768,091 778,725 2,995,553 660,905 90,745 610,338

See accompanying independent auditors’ report. (Continued)

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108

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Special Revenue Funds

December 31, 2010

SID Street andMiscellaneous Keno/Lottery Administrative Storm Water City Street Highway

Assets Contribution Proceeds Fee Revenue Fee Revenue Maintenance Allocation

Cash and pooled investments $ 1,515,802 1,758 — 714,836 923,656 4 Investments — — — — — — Receivables (net of allowance for uncollectibles) 235,498 323,225 — — 1,337,315 213,511 Due from other governments — — — — 1,638,218 3,027,525 Due from other funds — — — — — — Accrued interest — — — — — — Restricted assets:

Deposits with trustee — — — — — — Total assets $ 1,751,300 324,983 — 714,836 3,899,189 3,241,040

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 3,520 477,669 — 31,066 265,232 1,867,023 Due to other funds — — — — — 126,021 Unearned revenue — — — — — — Deferred revenue 186,058 — — — 520,021 482,906

Total liabilities 189,578 477,669 — 31,066 785,253 2,475,950

Fund balances (deficits):Reserved for:

Encumbrances 25,732 — — 1,574 518,311 1,579,841 Unreserved, designated for, reported in:

Special revenue — — — — — — Unreserved, undesignated reported in:

Special revenue 1,535,990 (152,686) — 682,196 2,595,625 (814,751)

Total fund balance (deficit) 1,561,722 (152,686) — 683,770 3,113,936 765,090 Total liabilities and fund balance $ 1,751,300 324,983 — 714,836 3,899,189 3,241,040

(Continued)

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109

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Special Revenue Funds

December 31, 2010

Interceptor Community Federal Emergency StateSewer Park Management Police/FBI Metro Area Turn Back

Assets Construction Development Fund Seized Assets Seized Assets Revenue

Cash and pooled investments $ 8,619,647 — 1,747,336 561,772 397,653 161,036 Investments — — — — — — Receivables (net of allowance for uncollectibles) — 127,544 — — — — Due from other governments — — 50,000 — 2,715 — Due from other funds — — — — — — Accrued interest — — — — — — Restricted assets:

Deposits with trustee — — — — — — Total assets $ 8,619,647 127,544 1,797,336 561,772 400,368 161,036

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 667,646 — 14,871 8,592 3,316 142,500 Due to other funds — 2,635,101 — — — — Unearned revenue — — 1,762,465 — — — Deferred revenue — 101,002 20,000 — 800 —

Total liabilities 667,646 2,736,103 1,797,336 8,592 4,116 142,500

Fund balances (deficits):Reserved for:

Encumbrances 5,337,864 5,605 — 29,593 590 — Unreserved, designated for, reported in:

Special revenue — — — — — — Unreserved, undesignated reported in:

Special revenue 2,614,137 (2,614,164) — 523,587 395,662 18,536

Total fund balance (deficit) 7,952,001 (2,608,559) — 553,180 396,252 18,536 Total liabilities and fund balance $ 8,619,647 127,544 1,797,336 561,772 400,368 161,036

(Continued)

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110

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Special Revenue Funds

December 31, 2010

Greater Omaha TotalConvention Household Special

Keno Lottery and Visitors Chemical Development RevenueAssets Reserve Grants Bureau Disposal Revenue Funds

Cash and pooled investments $ 199,989 1,106,283 896,057 5,827 172,363 22,692,703 Investments — — — — — 2,012,899 Receivables (net of allowance for uncollectibles) — 468,216 3,965 — 18,660 4,329,816 Due from other governments — 11,955,570 610,122 — — 17,899,677 Due from other funds — 1,057,742 — — — 1,057,742 Accrued interest 40,456 — — — — 45,821 Restricted assets:

Deposits with trustee 3,146,295 — — — — 3,146,295 Total assets $ 3,386,740 14,587,811 1,510,144 5,827 191,023 51,184,953

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ — 2,206,852 76,225 12,355 — 5,822,044 Due to other funds — 11,837,865 7,007 1,518 — 15,151,031 Unearned revenue — 112,538 — — — 1,875,140 Deferred revenue — 8,742,496 796 — 18,660 11,673,513

Total liabilities — 22,899,751 84,028 13,873 18,660 34,521,728

Fund balances (deficits):Reserved for:

Encumbrances — 3,693,934 132,061 — 414 11,389,924 Unreserved, designated for, reported in:

Special revenue 3,386,740 — — — — 6,552,487 Unreserved, undesignated reported in:

Special revenue — (12,005,874) 1,294,055 (8,046) 171,949 (1,279,186)

Total fund balance (deficit) 3,386,740 (8,311,940) 1,426,116 (8,046) 172,363 16,663,225 Total liabilities and fund balance $ 3,386,740 14,587,811 1,510,144 5,827 191,023 51,184,953

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111

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Special Revenue Funds

December 31, 2010

DouglasContingent Public County

Liability Library Library Fines LibraryJudgment Reserve Cash Reserve Contribution and Fees Supplement

Revenues:Taxes:

Property $ 1,633,004 — — — — — Business — — — — — — In lieu 1,649 — — — — —

Intergovernmental — — — — — 1,234,716 Investment income — — 49,671 — — — Revenue from Keno — — — — — — Charges for services — — — — 428,583 — Rents and royalties — — — — — — Contributions and grants — — — 558,166 — —

Total revenues 1,634,653 — 49,671 558,166 428,583 1,234,716

Expenditures:Current:

General government 1,073,274 291,677 — — — — Public safety — — — — — — Transportation services — — — — — — Other public services — — — — — — Community development — — — — — — Culture and parks — — — 597,276 555,120 1,126,817

Debt service:Principal — — — — — — Interest — — — — — —

Capital outlay:Other public services — — — — — — Public safety — — — — — — Culture and parks — — — 14,445 — — Transportation — — — — — —

Total expenditures 1,073,274 291,677 — 611,721 555,120 1,126,817

Other financing sources (uses):Transfers in — 750,000 — — — — Transfers out — — — — — —

Total other financing sources (uses) — 750,000 — — — —

Excess (deficiency) revenues over expenditures (net change in fund balance) 561,379 458,323 49,671 (53,555) (126,537) 107,899

Beginning fund balance (deficit) 2,604,368 320,402 2,945,882 670,716 217,282 (41,080) Ending fund balance (deficit) $ 3,165,747 778,725 2,995,553 617,161 90,745 66,819

See accompanying independent auditors’ report. (Continued)

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112

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Special Revenue Funds

December 31, 2010

SID Street andMiscellaneous Keno/Lottery Administrative Storm Water City Street HighwayContribution Proceeds Fee Revenue Fee Revenue Maintenance Allocation

Revenues:Taxes:

Property $ — — — — — — Business — — — — — — In lieu — — — — — —

Intergovernmental — — — — — 27,674,538 Investment income 1,439 — — — — — Revenue from Keno — 6,423,049 — — — — Charges for services 381,084 — 4,700 1,307,879 21,152,706 679,230 Rents and royalties 21,830 — — — 29,359 103,227 Contributions and grants 497,594 — — — 300,000 48,918

Total revenues 901,947 6,423,049 4,700 1,307,879 21,482,065 28,505,913

Expenditures:Current:

General government 5,673 3,092,251 — — 388,453 3,206,789 Public safety 100,873 717,237 — — — — Transportation services — — — — 18,761,136 27,303,007 Other public services — 120,000 — 924,943 — — Community development 219,179 429,500 11,761 — — — Culture and parks 679,635 1,550,000 — — — 14,595

Debt service:Principal — — — — — 145,000 Interest — — — — — 84,503

Capital outlay:Other public services — — — — — — Public safety — 476,000 — — — — Culture and parks 36,136 — — — — — Transportation — — — — — 1,168,436

Total expenditures 1,041,496 6,384,988 11,761 924,943 19,149,589 31,922,330

Other financing sources (uses):Transfers in 25,094 — — — — 1,554,464 Transfers out (151,924) (5,186) — — (1,554,464) (100,000)

Total other financing sources (uses) (126,830) (5,186) — — (1,554,464) 1,454,464

Excess (deficiency) revenues over expenditures (net change in fund balance) (266,379) 32,875 (7,061) 382,936 778,012 (1,961,953)

Beginning fund balance (deficit) 1,828,101 (185,561) 7,061 300,834 2,335,924 2,727,043 Ending fund balance (deficit) $ 1,561,722 (152,686) — 683,770 3,113,936 765,090

(Continued)

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113

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Special Revenue Funds

December 31, 2010

Interceptor Community Federal Emergency StateSewer Park Management Police/FBI Metro Area Turn Back

Construction Development Fund Seized Assets Seized Assets RevenueRevenues:

Taxes:Property $ — — — — — — Business — — — — — — In lieu — — — — — —

Intergovernmental — — — — — — Investment income — — — 1,278 594 — Revenue from Keno — — — — — — Charges for services 511,534 151,280 — — — — Rents and royalties — — — — — — Contributions and grants — — 976,396 722,336 306,015 313,580

Total revenues 511,534 151,280 976,396 723,614 306,609 313,580

Expenditures:Current:

General government — — — — — — Public safety — — — 244,446 238,153 — Transportation services — — — — — — Other public services — — 439,736 — — — Community development — — — — — 481,989 Culture and parks — 11,534 — — — —

Debt service:Principal — 96,419 — — — — Interest — 10,437 — — — —

Capital outlay:Other public services — — 536,660 — — — Public safety — — — 215,796 40,396 — Culture and parks — — — — — — Transportation — — — — — —

Total expenditures — 118,390 976,396 460,242 278,549 481,989

Other financing sources (uses):Transfers in — — — — — — Transfers out (2,170,843) — — — — —

Total other financing sources (uses) (2,170,843) — — — — —

Excess (deficiency) revenues over expenditures (net change in fund balance) (1,659,309) 32,890 — 263,372 28,060 (168,409)

Beginning fund balance (deficit) 9,611,310 (2,641,449) — 289,808 368,192 186,945 Ending fund balance (deficit) $ 7,952,001 (2,608,559) — 553,180 396,252 18,536

(Continued)

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114

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Special Revenue Funds

December 31, 2010

Greater Omaha TotalConvention Household Special

Keno lottery and Visitors Chemical Development Revenuereserve Grants Bureau Disposal Revenue Funds

Revenues:Taxes:

Property $ — — — — — 1,633,004 Business — — 621,301 — — 621,301 In lieu — — — — — 1,649

Intergovernmental — — 2,337,289 38,106 — 31,284,649 Investment income 203,588 — — — — 256,570 Revenue from Keno — — — — — 6,423,049 Charges for services — — 93,637 — 53,249 24,763,882 Rents and royalties — — 20,088 — — 174,504 Contributions and grants — 27,493,595 — 277,000 — 31,493,600

Total revenues 203,588 27,493,595 3,072,315 315,106 53,249 96,652,208

Expenditures:Current:

General government — 301,245 65,693 — — 8,425,055 Public safety — 5,266,371 — — — 6,567,080 Transportation services — 545,989 — — — 46,610,132 Other public services — 2,024,413 — 375,060 — 3,884,152 Community development — 17,132,719 2,922,598 — 89,803 21,287,549 Culture and parks 26,176 79,882 — — — 4,641,035

Debt service:Principal — — — — — 241,419 Interest — — — — — 94,940

Capital outlay:Other public services — — — — — 536,660 Public safety — 428,619 — — — 1,160,811 Culture and parks — — — — — 50,581 Transportation — — — — — 1,168,436

Total expenditures 26,176 25,779,238 2,988,291 375,060 89,803 94,667,850

Other financing sources (uses):Transfers in — 5,486,023 — — — 7,815,581 Transfers out — (7,511,606) — — — (11,494,023)

Total other financing sources (uses) — (2,025,583) — — — (3,678,442)

Excess revenues over expenditures (net change in fund balance) 177,412 (311,226) 84,024 (59,954) (36,554) (1,694,084)

Beginning fund balance (deficit) 3,209,328 (8,000,714) 1,342,092 51,908 208,917 18,357,309 Ending fund balance (deficit) $ 3,386,740 (8,311,940) 1,426,116 (8,046) 172,363 16,663,225

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115

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Judgment Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Taxes property $ 1,601,004 1,601,004 1,633,004 32,000 Taxes in lieu — — 1,649 1,649

Total revenues 1,601,004 1,601,004 1,634,653 33,649

Expenditures:General government 2,110,607 2,110,607 1,073,274 1,037,333

Total expenditures 2,110,607 2,110,607 1,073,274 1,037,333

Excess (deficiency) of revenuesover (under) expenditures (509,603) (509,603) 561,379 1,070,982

Net change in fund balances (509,603) (509,603) 561,379 1,070,982

Fund balances – beginning 2,026,044 2,026,044 2,604,368 578,324 Fund balances – ending $ 1,516,441 1,516,441 3,165,747 1,649,306

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Contingent Liability Reserve Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Miscellaneous $ — — — —

Total revenues — — — —

Expenditures:General government 450,000 450,000 291,677 158,323

Total expenditures 450,000 450,000 291,677 158,323

Deficiency of revenuesunder expenditures (450,000) (450,000) (291,677) 158,323

Other financing sources:Transfers in 250,000 250,000 750,000 500,000

Total other financing sources 250,000 250,000 750,000 500,000

Net change in fund balance (200,000) (200,000) 458,323 658,323

Fund balances – beginning 361,925 361,925 320,402 (41,523) Fund balances – ending $ 161,925 161,925 778,725 616,800

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Cash Reserve Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Investment income $ 165,000 165,000 49,671 (115,329)

Total revenues 165,000 165,000 49,671 (115,329)

Expenditures:General government — — — —

Total expenditures — — — —

Excess of revenuesover expenditures 165,000 165,000 49,671 (115,329)

Other financing sources:Transfers out — — — —

Total other financing sources — — — —

Net change in fund balance 165,000 165,000 49,671 (115,329)

Fund balances – beginning 5,751,001 5,751,001 2,945,882 (2,805,119) Fund balances – ending $ 5,916,001 5,916,001 2,995,553 (2,920,448)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Library Fine and Fees Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Charges for services $ 415,000 415,000 428,583 13,583

Total revenues 415,000 415,000 428,583 13,583

Expenditures:Culture and parks 555,120 555,120 555,120 —

Total expenditures 555,120 555,120 555,120 —

Excess of revenuesover expenditures (140,120) (140,120) (126,537) 13,583

Net change in fund balance (140,120) (140,120) (126,537) 13,583

Fund balances – beginning 220,148 220,148 217,282 (2,866) Fund balances – ending $ 80,028 80,028 90,745 10,717

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Douglas County Library Supplement Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Intergovernmental revenues $ 1,205,040 1,205,040 1,234,716 29,676

Total revenues 1,205,040 1,205,040 1,234,716 29,676

Expenditures:Culture and parks 1,119,986 1,119,986 1,126,817 (6,831)

Total expenditures 1,119,986 1,119,986 1,126,817 (6,831)

Excess of revenuesover expenditures 85,054 85,054 107,899 22,845

Net change in fund balance 85,054 85,054 107,899 22,845

Fund balances – beginning (34,054) (34,054) (41,080) (7,026) Fund balances – ending $ 51,000 51,000 66,819 15,819

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Keno/Lottery Proceeds Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Revenue from Keno $ 3,489,179 3,489,179 6,423,049 2,933,870

Total revenues 3,489,179 3,489,179 6,423,049 2,933,870

Expenditures:General government — — 3,092,251 (3,092,251) Public safety 1,196,000 1,196,000 1,193,237 2,763 Other public services — — 120,000 (120,000) Community development 700,000 700,000 429,500 270,500 Culture and parks 1,550,000 1,550,000 1,550,000 —

Total expenditures 3,446,000 3,446,000 6,384,988 (2,938,988)

Excess of revenuesover expenditures 43,179 43,179 38,061 (5,118)

Other financing uses:Transfers out — — (5,186) (5,186)

Total other financing — — (5,186) (5,186)

Net change in fund balance 43,179 43,179 32,875 (10,304)

Fund balances – beginning (15,115) (15,115) (185,561) (170,446) Fund balances – ending $ 28,064 28,064 (152,686) (180,750)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – SID Administrative Fees Revenue Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Charges for services $ 110,000 110,000 4,700 (105,300)

Total revenues 110,000 110,000 4,700 (105,300)

Expenditures:Community development 72,813 72,813 11,761 61,052 Transportation services 83,542 83,542 — 83,542

Total expenditures 156,355 156,355 11,761 144,594

Deficiency of revenuesunder expenditures (46,355) (46,355) (7,061) 39,294

Net change in fund balance (46,355) (46,355) (7,061) 39,294

Fund balances – beginning 59,869 59,869 7,061 (52,808) Fund balances – ending $ 13,514 13,514 — (13,514)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Storm Water Fee Revenue Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Charges for services $ 1,046,760 1,046,760 1,307,879 261,119

Total revenues 1,046,760 1,046,760 1,307,879 261,119

Expenditures:Other public services 1,046,301 1,046,301 926,517 119,784

Total expenditures 1,046,301 1,046,301 926,517 119,784

Excess of revenuesover expenditures 459 459 381,362 380,903

Net change in fund balance 459 459 381,362 380,903

Fund balances – beginning 84,912 84,912 300,834 215,922 Fund balances – ending $ 85,371 85,371 682,196 596,825

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – City Street Maintenance Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Charges for services $ 18,250,000 18,250,000 21,152,706 2,902,706 Rents and royalties — — 29,359 29,359 Contributions and grants 300,000 300,000 300,000 —

Total revenues 18,550,000 18,550,000 21,482,065 2,932,065

Expenditures:General government 311,000 311,000 388,453 (77,453) Transportation services 19,190,195 19,190,195 19,279,447 (89,252)

Total expenditures 19,501,195 19,501,195 19,667,900 (166,705)

Excess (deficiency) of revenuesover (under) expenditures (951,195) (951,195) 1,814,165 2,765,360

Other financing uses:Transfers out — — (1,554,464) (1,554,464)

Total other financing uses — — (1,554,464) (1,554,464)

Net change in fund balances (951,195) (951,195) 259,701 1,210,896

Fund balances – beginning 1,289,833 1,289,833 2,335,924 1,046,091 Fund balances – ending $ 338,638 338,638 2,595,625 2,256,987

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Street and Highway Allocation Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Intergovernmental $ 28,215,000 28,215,000 27,674,538 (540,462) Charges for services — — 679,230 679,230 Miscellaneous rents and royalties 75,000 75,000 103,227 28,227 Contributions and grants 619,017 619,017 48,918 (570,099)

Total revenues 28,909,017 28,909,017 28,505,913 (403,104)

Expenditures:General government 3,240,344 3,240,344 3,206,789 33,555 Transportation services 27,227,237 27,227,237 30,051,284 (2,824,047) Culture and parks 14,595 14,595 14,595 — Debt service Principal 145,000 145,000 145,000 — Debt service Interest 84,503 84,503 84,503 —

Total expenditures 30,711,679 30,711,679 33,502,171 (2,790,492)

Deficiency of revenuesunder expenditures (1,802,662) (1,802,662) (4,996,258) (3,193,596)

Other financing sources (uses):Transfers in — — 1,554,464 (1,554,464) Transfers out — — (100,000) 100,000

Total other financing sources (uses) — — 1,454,464 (1,454,464)

Net change in fund balance (1,802,662) (1,802,662) (3,541,794) (1,739,132)

Fund balances – beginning 2,093,728 2,093,728 2,727,043 633,315 Fund balances – ending $ 291,066 291,066 (814,751) (1,105,817)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Community Park Development Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Charges for services $ 10,000 10,000 151,280 141,280

Total revenues 10,000 10,000 151,280 141,280

Expenditures:Culture and parks — — 11,534 (11,534) Debt service principal 94,418 94,418 96,419 (2,001) Debt service interest 10,966 10,966 10,437 529

Total expenditures 105,384 105,384 118,390 (13,006)

Excess (deficiency) of revenuesover (under) expenditures (95,384) (95,384) 32,890 128,274

Net change in fund balance (95,384) (95,384) 32,890 128,274

Fund balances – beginning (3,118,301) (3,118,301) (2,641,449) 476,852 Fund balances – ending $ (3,213,685) (3,213,685) (2,608,559) 605,126

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – State Turn Back Revenue Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Contributions and grants $ 292,005 292,005 313,580 21,575

Total revenues 292,005 292,005 313,580 21,575

Expenditures:Community development 292,005 292,005 481,989 (189,984)

Total expenditures 292,005 292,005 481,989 (189,984)

Deficiency of revenuesunder expenditures — — (168,409) (168,409)

Net change in fund balance — — (168,409) (168,409)

Fund balances – beginning — — 186,945 186,945 Fund balances – ending $ — — 18,536 18,536

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Keno/Lottery Reserve Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Investment income $ 78,856 78,856 203,588 124,732

Total revenues 78,856 78,856 203,588 124,732

Expenditures:Culture and parks 26,175 26,175 26,176 (1)

Total expenditures 26,175 26,175 26,176 (1)

Excess of revenuesover expenditures 52,681 52,681 177,412 124,731

Net change in fund balance 52,681 52,681 177,412 124,731

Fund balances – beginning 3,151,723 3,151,723 3,209,328 (57,605) Fund balances – ending $ 3,204,404 3,204,404 3,386,740 182,336

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Greater Omaha Convention and Visitors Bureau Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Taxes Business $ 675,000 675,000 621,301 (53,699) Intergovernmental 2,378,485 2,378,485 2,337,289 (41,196) Charges for services 50,000 50,000 93,637 43,637 Rents and royalties 19,950 19,950 20,088 138

Total revenues 3,123,435 3,123,435 3,072,315 (51,120)

Expenditures:General government — — 65,693 (65,693) Community development 2,935,881 2,935,881 3,054,656 (118,775)

Total expenditures 2,935,881 2,935,881 3,120,349 (184,468)

Excess (deficiency) of revenuesover (under) expenditures 187,554 187,554 (48,034) (235,588)

Net change in fund balance 187,554 187,554 (48,034) (235,588)

Fund balances – beginning 1,163,264 1,163,264 1,342,092 178,828 Fund balances – ending $ 1,350,818 1,350,818 1,294,058 (56,760)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Interceptor Sewer Construction Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Charges for services $ 1,900,000 1,900,000 511,534 (1,388,466)

Total revenues 1,900,000 1,900,000 511,534 (1,388,466)

Expenditures:Other public services 1,700,000 1,700,000 5,337,864 (3,637,864)

Total expenditures 1,700,000 1,700,000 5,337,864 (3,637,864)

Excess (deficiency) of revenuesover (under) expenditures 200,000 200,000 (4,826,330) (5,026,330)

Other financing uses:Transfers out — — (2,170,843) (2,170,843)

Total other financing uses — — (2,170,843) (2,170,843)

Net change in fund balance 200,000 200,000 (6,997,173) (7,197,173)

Fund balances – beginning 12,333,809 12,333,809 9,611,310 (2,722,499) Fund balances – ending $ 12,533,809 12,533,809 2,614,137 (9,919,672)

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Household Chemical Disposal Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Intergovernmental $ 132,000 132,000 38,106 (93,894) Contributions and grants 277,000 277,000 277,000 —

Total revenues 409,000 409,000 315,106 (93,894)

Expenditures:Other public services 400,057 400,057 375,060 24,997

Total expenditures 400,057 400,057 375,060 24,997

Excess (deficiency) of revenuesover (under) expenditures 8,943 8,943 (59,954) (68,897)

Net change in fund balance 8,943 8,943 (59,954) (68,897)

Fund balances – beginning 144,131 144,131 51,908 92,223 Fund balances – ending $ 153,074 153,074 (8,046) (161,120)

See accompanying independent auditors’ report.

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NONMMAJOR DEEBT SERVVICE FUNNDS

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132

CITY OF OMAHA, NEBRASKA

Balance Sheet

Nonmajor Debt Service Fund

December 31, 2010

RiverfrontRedevelopment

SpecialAssets Tax

Cash and pooled investments $ 209,631 Receivables (net of allowance for uncollectibles) 5,316,500 Due from other governments 387,837 Due from other funds 3,092,086

Total assets $ 9,006,054

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 9,756 Unearned revenue 363 Deferred revenue 4,361,376

Total liabilities 4,371,495

Fund balances:Reserved for:

Debt service 4,634,559

Total fund balance 4,634,559 Total liabilities and fund balance $ 9,006,054

See accompanying independent auditors’ report.

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133

CITY OF OMAHA, NEBRASKA

Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Debt Service Fund

December 31, 2010

RiverfrontRedevelopment

SpecialTax

Revenues:Taxes: $

Property 6,011,894 In lieu 5,625

Intergovernmental 1,500,000 Miscellaneous 825,000 Contributions and grants 228,722

Total revenues 8,571,241

Expenditures:Current:

General government 59,707 Debt service:

Principal 3,566,492 Interest 5,892,020

Total expenditures 9,518,219

Other financing sources:Proceeds from the sale of bonds — Sale of capital assets — Proceeds from bond premium —

Total other financing sources —

Net change in fund balances (946,978)

Beginning fund balance 5,581,537 Ending fund balance $ 4,634,559

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Debt Service Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Taxes property $ 51,448,253 51,448,253 52,067,868 619,615 Taxes in lieu — — 56,028 56,028 Intergovernmental — — 2,737,173 2,737,173 Investment income 150,000 150,000 437,998 287,998 Charges for services 2,473,898 2,473,898 2,663,559 189,661 Contributions and grants 2,451,470 2,451,470 391,028 (2,060,442)

Total revenues 56,523,621 56,523,621 58,353,654 1,830,033

Expenditures:General government 475,071 475,071 700,804 (225,733) Debt service principal 29,214,194 29,214,194 29,344,194 (130,000) Debt service interest 25,702,425 25,702,425 25,072,592 629,833 Debt service bond issuance costs 250,000 250,000 429,311 (179,311)

Total expenditures 55,641,690 55,641,690 55,546,901 94,789

Excess of revenuesover expenditures 881,931 881,931 2,806,753 1,924,822

Other financing sources (uses):Proceeds from issuance of bonds — — 35,950,000 35,950,000 Proceeds from bond premium — — 2,435,125 2,435,125 Payment to refunded bond escrow agent — — (37,988,113) (37,988,113)

Total other financing sources — — 397,012 397,012

Net change in fund balance 881,931 881,931 3,203,765 2,321,834

Fund balances – beginning 13,795,210 13,795,210 13,489,712 (305,498) Fund balances – ending $ 14,677,141 14,677,141 16,693,477 2,016,336

See accompanying independent auditors’ report.

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CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Riverfront Redevelopment Special Tax Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Taxes Property $ 6,274,297 6,274,297 6,011,894 (262,403) Taxes In lieu — — 5,625 5,625 Intergovernmental 1,500,000 1,500,000 1,500,000 — Miscellaneous Rents & Royalties — — 825,000 825,000 Contributions and grants 1,021,901 1,021,901 228,722 (793,179)

Total revenues 8,796,198 8,796,198 8,571,241 (224,957)

Expenditures:General Government 23,700 23,700 59,707 (36,007) Debt service Principal 3,566,492 3,566,492 3,566,492 — Debt service Interest 5,830,783 5,830,783 5,892,020 (61,237) Debt service Bond issuance costs 25,000 25,000 — 25,000

Total expenditures 9,445,975 9,445,975 9,518,219 (72,244)

Deficiency of revenuesunder expenditures (649,777) (649,777) (946,978) (297,201)

Net change in fund balance (649,777) (649,777) (946,978) (297,201)

Fund balances – beginning 5,026,118 5,026,118 5,581,537 (555,419) Fund balances – ending $ 4,376,341 4,376,341 4,634,559 258,218

See accompanying independent auditors’ report.

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NNONMAJJOR CAPIITAL PROOJECTS FFUNDS

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Page 205: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

The Capital major capital

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Page 206: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

safety capitalequipment.

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Page 207: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

Downtown Dacross 10th Sacquire this p

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Page 208: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

139

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Capital Projects Funds

December 31, 2010

ASARCO/ Airport 1998 TrainingLewis & 2006 2000 Street Business 2006 Facility

Clark Advanced City Capital Environmental Highway Park Transportation 2006 Public ConstructionAssets Remediation Acquisition Improvement Bond 2001 #1 Development Bond Facilities Bond Bond

Cash and pooled investments $ 378,391 3,193,657 — — — 694,717 1,306,799 2,446,597 — Investments 1,532,972 — — — — — — — — Receivables (net of allowance for uncollectibles) — — — — — — — — — Due from other governments — — 963,231 30,588 — — 643,589 — — Accrued interest 4,594 — — — — — — — — Other assets — — 498,902 — — — — — — Deposits with trustee — — — — — — — — —

Total assets $ 1,915,957 3,193,657 1,462,133 30,588 — 694,717 1,950,388 2,446,597 —

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ — — 307,984 347,093 — — 530,829 179,426 Due to governments — — — — — — — — — Due to other funds — — 309,107 133,962 — — — — 99,561 Deferred revenue — — 878,983 30,588 — — 626,631 — —

Total liabilities — — 1,496,074 511,643 — — 1,157,460 179,426 99,561

Fund balance (deficits):Reserved for:

Encumbrances — — 1,081,797 495,716 — — 1,467,042 510,350 55,032 Unreserved, undesignated reported in:

Capital projects 1,915,957 3,193,657 (1,115,738) (976,771) — 694,717 (674,114) 1,756,821 (154,593)

Total fund balance 1,915,957 3,193,657 (33,941) (481,055) — 694,717 792,928 2,267,171 (99,561) Total liabilities and fund balance (deficits) $ 1,915,957 3,193,657 1,462,133 30,588 — 694,717 1,950,388 2,446,597 —

See accompanying independent auditors’ report. (Continued)

Page 209: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

140

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Capital Projects Funds

December 31, 2010

PedestrianTrail Bridge Missouri

2006 2000 Park and 2006 Parks Joint Use Stadium River South OmahaPublic Safety Recreation and Recreation Omaha/Council Expansion/ Pedestrian Gallup Campus Back to the Library

Assets Bond Bond 2002 #1 Bond Bluffs Improvement Bridge Construction River Project Construction

Cash and pooled investments $ 1,583,050 — 1,965,228 201,828 — — — — — Investments — — — — — — — — — Receivables (net of allowance for uncollectibles) — — 70,562 — — 321,249 — — — Due from other governments — 95,840 — — — 1,513,460 — 417,740 — Accrued interest — — — — — — — — — Other assets — — — — — — — — — Deposits with trustee — — — — — — — — —

Total assets $ 1,583,050 95,840 2,035,790 201,828 — 1,834,709 — 417,740 —

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 63,457 — 68,525 835 — — — 372 — Due to governments — — — — — — — — — Due to other funds — — — — — 969,619 — 428,413 — Deferred revenue — 95,840 70,565 — — 1,834,709 — 417,740 —

Total liabilities 63,457 95,840 139,090 835 — 2,804,328 — 846,525 —

Fund balance (deficits):Reserved for:

Encumbrances 37,541 — 580,732 — — 1,026 — 85,753 — Unreserved, undesignated reported in:

Capital projects 1,482,052 — 1,315,968 200,993 — (970,645) — (514,538) —

Total fund balance 1,519,593 — 1,896,700 200,993 — (969,619) — (428,785) — Total liabilities and fund balance (deficits) $ 1,583,050 95,840 2,035,790 201,828 — 1,834,709 — 417,740 —

(Continued)

Page 210: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

141

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Page 211: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

142

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Capital Projects Funds

December 31, 2010

ASARCO/ Airport 1998 TrainingLewis & 2006 2000 Street Business 2006 Facility

Clark Advanced City Capital Environmental Highway Park Transportation 2006 Public ConstructionRemediation Acquisition Improvement Bond 2001 #1 Development Bond Facilities Bond Bond

Revenues:Special assessments $ — — — — — — — — — Investment income 10,031 — — — — — — — — Charges for services — — — — — — — — — Contributions and grants — — 1,809,890 130,715 — — 2,021,435 — —

Total revenues 10,031 — 1,809,890 130,715 — — 2,021,435 — —

Expenditures:Current:

General government — — — — — — — — — Public safety — — — — — — — — — Transportation services — — — — — — — — — Other public services — — — — — — — — — Community development — 29,474 (1,088) — — 26,375 — — — Culture and parks — — — — — — — 2,684 —

Debt service:Principal — — — — — — — — — Interest — — — — — — — — — Debt issuance costs — — — — — — — — —

Capital outlay:Other public services — — — 1,517,228 — — — — — Public safety — — — — — — — 1,016,661 477,729 Culture and parks — — — — — — — 384,385 — General government — — 1,418,817 — — — — 29,823 — Transportation — — 324,975 — — — 7,653,961 400,573 — Community development — — — — — — — — —

Total expenditures — 29,474 1,742,704 1,517,228 — 26,375 7,653,961 1,834,126 477,729

Other financing sources (uses):Transfers in — — 1,258,936 — — — — — — Transfers out — — — — — — (1,278,845) — — Sale of capital assets — 647,484 — — — — — — — Proceeds from the sale of bonds — — — 600,000 — — 4,300,000 1,100,000 —

Total other financing sources (uses) — 647,484 1,258,936 600,000 — — 3,021,155 1,100,000 —

Excess revenues over expenditures(net change in fund balances) 10,031 618,010 1,326,122 (786,513) — (26,375) (2,611,371) (734,126) (477,729)

Fund balances (deficits) – beginning 1,905,926 2,575,647 (1,360,063) 305,458 — 721,092 3,404,299 3,001,297 378,168 Fund balance (deficits) – ending $ 1,915,957 3,193,657 (33,941) (481,055) — 694,717 792,928 2,267,171 (99,561)

See accompanying independent auditors’ report. (Continued)

Page 212: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

143

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Capital Projects Funds

December 31, 2010

PedestrianTrail Bridge Missouri

2006 2000 Park and 2006 Parks Joint Use Stadium River South OmahaPublic Safety Recreation and Recreation Omaha/Council Expansion/ Pedestrian Gallup Campus Back to the Library

Bond Bond 2002 #1 Bond Bluffs Improvement Bridge Construction River Project ConstructionRevenues:

Special assessments $ — — 339,017 — — — — — — Investment income — — 4 — — — — — — Charges for services — — — — — — — — — Contributions and grants — — 1,205,190 100,000 — 3,089,492 — 994,456 —

Total revenues — — 1,544,211 100,000 — 3,089,492 — 994,456 —

Expenditures:Current:

General government — — — — — — — — — Public safety — — — — — — — — — Transportation services — — — — — — — — — Other public services — — — — — — — — — Community development — — — — — — 18,100 — — Culture and parks — — — 64,472 — 112,430 — 11,046 —

Debt service:Principal — — — — — — — — — Interest — — — — — — — — — Debt issuance costs — — — — — — — — —

Capital outlay:Other public services — — — — — — — — — Public safety 1,209,692 — — — — — — — — Culture and parks — — 4,052,601 — — 99,455 — — 6,734 General government — — — — — — — — — Transportation — — — — — — — — — Community development — — — — — — — — —

Total expenditures 1,209,692 — 4,052,601 64,472 — 211,885 18,100 11,046 6,734

Other financing sources (uses):Transfers in — — 88,899 100,000 — 1,200,032 — — — Transfers out (169,270) — — — (79,599) — (1,200,032) — (143,453) Sale of capital assets — — — — — — — — — Proceeds from the sale of bonds — — 2,500,000 — — — — — —

Total other financing sources (uses) (169,270) — 2,588,899 100,000 (79,599) 1,200,032 (1,200,032) — (143,453)

Excess revenues over expenditures(net change in fund balances) (1,378,962) — 80,509 135,528 (79,599) 4,077,639 (1,218,132) 983,410 (150,187)

Fund balances (deficits) – beginning 2,898,555 — 1,816,191 65,465 79,599 (5,047,258) 1,218,132 (1,412,195) 150,187 Fund balance (deficits) – ending $ 1,519,593 — 1,896,700 200,993 — (969,619) — (428,785) —

(Continued)

Page 213: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

144

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Capital Projects Funds

December 31, 2010

UNMC Library Capital TotalInfrastructure Downtown Facilities Special Service Special Capital Improvement Development Capital Assessment Assessment Projects

Revenues:Special assessments $ — — — — 7,309 346,326 Investment income — — 1,484 51,016 32,117 94,652 Charges for services — 17,424 — 197,534 273,756 488,714 Contributions and grants 6,894 — 24,000 — — 9,382,072

Total revenues 6,894 17,424 25,484 248,550 313,182 10,311,764

Expenditures:Current:

General government — 223,000 — 125,206 5,213 353,419 Public safety — — — — — — Transportation services — — — — — — Other public services — — — — — — Community development 6,894 — — — — 79,755 Culture and parks — — — 36,734 — 227,366

Debt service:Principal — — — 257,000 — 257,000 Interest — — — 7,541 — 7,541 Debt issuance costs — — — — — —

Capital outlay:Other public services — — — — — 1,517,228 Public safety — — — — — 2,704,082 Culture and parks — — 1,861,566 — — 6,404,741 General government — — — — — 1,448,640 Transportation — — — 218,158 — 8,597,667 Community development — 144,546 — — — 144,546

Total expenditures 6,894 367,546 1,861,566 644,639 5,213 21,741,985

Other financing sources (uses):Transfers in — — 143,453 750,000 — 3,541,320 Transfers out — — — — (750,000) (3,621,199) Sale of capital assets — — — — — 647,484 Proceeds from the sale of bonds — — — — — 8,500,000

Total other financing sources (uses) — — 143,453 750,000 (750,000) 9,067,605

Excess revenues over expenditures(net change in fund balances) — (350,122) (1,692,629) 353,911 (442,031) (2,362,616)

Fund balances (deficits) – beginning — 323,959 1,882,437 (655,440) 458,769 12,710,225 Fund balance (deficits) – ending $ — (26,163) 189,808 (301,529) 16,738 10,347,609

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145

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Advanced Acquisition Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:$ — — — —

Total revenues — — — —

Expenditures:Community development — — 29,474 (29,474)

Total expenditures — — 29,474 (29,474)

Deficiency of revenuesunder expenditures — — (29,474) (29,474)

Other financing sources:Sale of capital assets — — 647,484 647,484

Total other financing sources — — 647,484 647,484

Net change in fund balance — — 618,010 618,010

Fund balances – beginning 279,441 279,441 2,575,647 2,296,206 Fund balances – ending $ 279,441 279,441 3,193,657 2,914,216

See accompanying independent auditors’ report.

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146

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – City Capital Improvement Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Grants and contributions $ — 1,809,890 1,809,890

Total revenues — — 1,809,890 1,809,890

Expenditures:Community development — (1,088) 1,088 Capital outlay — 1,743,792 (1,743,792)

Total expenditures — — 1,742,704 (1,742,704)

Excess of revenuesover expenditures — — 67,186 67,186

Other financing sources:Transfers in — 1,258,936 1,258,936

Total other financing sources — — 1,258,936 1,258,936

Net change in fund balance — — 1,326,122 1,326,122

Fund balances – beginning — — (1,360,063) (1,360,063) Fund balances – ending $ — — (33,941) (33,941)

See accompanying independent auditors’ report.

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147

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – 2006 Environmental Bond Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Grants and contributions $ — — 130,715 130,715

Total revenues — — 130,715 130,715

Expenditures:Capital outlay 806,000 806,000 2,012,941 (1,206,941)

Total expenditures 806,000 806,000 2,012,941 (1,206,941)

Deficiency of revenuesunder expenditures (806,000) (806,000) (1,882,226) (1,076,226)

Other financing sources:Proceeds from sale of bonds 1,785,000 1,785,000 600,000 (1,185,000)

Total other financing sources 1,785,000 1,785,000 600,000 (1,185,000)

Net change in fund balance 979,000 979,000 (1,282,226) (2,261,226)

Fund balances – beginning (275,535) (275,535) 305,458 580,993 Fund balances – ending $ 703,465 703,465 (976,768) (1,680,233)

See accompanying independent auditors’ report.

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148

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – 2006 Transportation Bond Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Grants and contributions $ 9,699,000 9,699,000 2,021,435 (7,677,565)

Total revenues 9,699,000 9,699,000 2,021,435 (7,677,565)

Expenditures:Capital outlay 12,347,000 12,347,000 9,121,003 3,225,997

Total expenditures 12,347,000 12,347,000 9,121,003 3,225,997

Deficiency of revenuesunder expenditures (2,648,000) (2,648,000) (7,099,568) (4,451,568)

Other financing sources (uses):Transfers out — — (1,278,845) (1,278,845) Proceeds from sale of bonds 7,285,000 7,285,000 4,300,000 (2,985,000)

Total other financing sources 7,285,000 7,285,000 3,021,155 (4,263,845)

Net change in fund balance 4,637,000 4,637,000 (4,078,413) (8,715,413)

Fund balances – beginning 1,203,000 1,203,000 3,404,299 2,201,299 Fund balances – ending $ 5,840,000 5,840,000 (674,114) (6,514,114)

See accompanying independent auditors’ report.

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149

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – 2006 Public Safety Bond Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:$ — — — —

Total revenues — — — —

Expenditures:Capital outlay 215,000 215,000 1,247,233 (1,032,233)

Total expenditures 215,000 215,000 1,247,233 (1,032,233)

Deficiency of revenuesunder expenditures (215,000) (215,000) (1,247,233) (1,032,233)

Other financing sources (uses):Transfers out 365,000 365,000 (169,270) (534,270)

Total other financing sources (uses) 365,000 365,000 (169,270) (534,270)

Net change in fund balance 150,000 150,000 (1,416,503) (1,566,503)

Fund balances – beginning 855,055 855,055 2,898,555 2,043,500 Fund balances – ending $ 1,005,055 1,005,055 1,482,052 476,997

See accompanying independent auditors’ report.

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150

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – 2006 Public Facilities Bond Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:$ — — — —

Total revenues — — — —

Expenditures:Culture and parks — — 2,684 (2,684) Capital outlay 1,827,000 1,827,000 2,322,261 (495,261)

Total expenditures 1,827,000 1,827,000 2,324,945 (497,945)

Deficiency of revenuesunder expenditures (1,827,000) (1,827,000) (2,324,945) (497,945)

Other financing sources:Proceeds from sale of bonds 2,600,000 2,600,000 1,100,000 (1,500,000)

Total other financing sources 2,600,000 2,600,000 1,100,000 (1,500,000)

Net change in fund balance 773,000 773,000 (1,224,945) (1,997,945)

Fund balances – beginning (773,420) (773,420) 3,001,297 3,774,717 Fund balances – ending $ (420) (420) 1,776,352 1,776,772

See accompanying independent auditors’ report.

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151

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – 2006 Parks and Recreation Bond Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Special assessments $ — — 339,017 339,017 Investment income — — 4 4 Contributions and grants 80,000 80,000 1,205,190 1,125,190

Total revenues 80,000 80,000 1,544,211 1,464,211

Expenditures:Capital outlay 2,800,000 2,800,000 4,633,333 (1,833,333)

Total expenditures 2,800,000 2,800,000 4,633,333 (1,833,333)

Deficiency of revenuesunder expenditures (2,720,000) (2,720,000) (3,089,122) (369,122)

Other financing sources:Transfers in — — 88,899 88,899 Proceeds from sale of bonds 4,365,000 4,365,000 2,500,000 (1,865,000)

Total other financing sources 4,365,000 4,365,000 2,588,899 (1,776,101)

Net change in fund balance 1,645,000 1,645,000 (500,223) (2,145,223)

Fund balances – beginning (1,629,416) (1,629,416) 1,816,191 3,445,607 Fund balances – ending $ 15,584 15,584 1,315,968 1,300,384

See accompanying independent auditors’ report.

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152

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Stadium Expansion/Improvement Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Grants and contributions 33,167 33,167 — (33,167)

Total revenues 33,167 33,167 — (33,167)

Expenditures:Culture and parks 50,000 50,000 — 50,000

Total expenditures 50,000 50,000 — 50,000

Deficiency of revenuesunder expenditures (16,833) (16,833) — 16,833

Other financing uses:Transfers out — — (79,599) (79,599)

Total other financing uses — — (79,599) (79,599)

Net change in fund balance (16,833) (16,833) (79,599) (62,766)

Fund balances – beginning 63,743 63,743 79,599 15,856 Fund balances – ending $ 46,910 46,910 — (46,910)

See accompanying independent auditors’ report.

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153

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Library Facilities Capital Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Investment income $ — — 1,484 1,484 Grants and contributions — — 24,000 24,000

Total revenues — — 25,484 25,484

Expenditures:Capital outlay 644,000 644,000 2,091,276 (1,447,276)

Total expenditures 644,000 644,000 2,091,276 (1,447,276)

Deficiency of revenuesunder expenditures (644,000) (644,000) (2,065,792) (1,421,792)

Other financing sources:Transfers in — — 143,453 143,453 Proceeds from sale of bonds 644,000 644,000 — (644,000)

Total other financing sources 644,000 644,000 143,453 (500,547)

Net change in fund balance — — (1,922,339) (1,922,339)

Fund balances – beginning — — 1,882,437 1,882,437 Fund balances – ending $ — — (39,902) (39,902)

See accompanying independent auditors’ report.

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154

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Special Assessment Funds

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Special assessments $ — — 7,309 7,309 Investment income 100,000 100,000 83,133 (16,867) Charges for services 527,500 527,500 471,290 (56,210)

Total revenues 627,500 627,500 561,732 (65,768)

Expenditures:General government 35,000 35,000 130,419 (95,419) Transportation services 75,000 75,000 — 75,000 Culture and parks 550,000 550,000 36,734 513,266 Debt service Principal — — 257,000 (257,000) Debt service Interest 45,000 45,000 7,541 37,459 Capital outlay — — 490,647 (490,647)

Total expenditures 705,000 705,000 922,341 (217,341)

Deficiency of revenuesunder expenditures (77,500) (77,500) (360,609) (283,109)

Other financing sources (uses):Adjustment of bank loan 100,000 100,000 — (100,000) Transfers in — — 750,000 750,000 Transfers out — — (750,000) (750,000)

Total other financing sources 100,000 100,000 — (100,000)

Net change in fund balance 22,500 22,500 (360,609) (383,109)

Fund balances – beginning 8,082 8,082 (196,671) (204,753) Fund balances – ending $ 30,582 30,582 (557,280) (587,862)

See accompanying independent auditors’ report.

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NONMMAJOR PPERMANEENT FUNNDS

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Permanent fuprincipal, ma

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156

CITY OF OMAHA, NEBRASKA

Combining Balance Sheet

Nonmajor Permanent Funds

December 31, 2010

TotalWestern Endowment Permanent

Assets Heritage for library Funds

Cash and pooled investments $ 122,099 4,168 126,267 Investments 2,999,433 58,189 3,057,622 Accrued interest 42,104 40 42,144

Total assets $ 3,163,636 62,397 3,226,033

Liabilities and Fund Balances

Liabilities:Accounts payable and other current liabilities $ 21,719 — 21,719

Total liabilities 21,719 — 21,719

Fund balances (deficits):Reserved for:

Endowment 2,717,918 57,471 2,775,389 Unreserved, undesignated reported in:

Permanent fund 423,999 4,926 428,925

Total fund balance 3,141,917 62,397 3,204,314 Total liabilities and fund balance $ 3,163,636 62,397 3,226,033

See accompanying independent auditors’ report.

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157

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenditures, and Changes in Fund Balances

Nonmajor Permanent Funds

December 31, 2010

TotalWestern Endowment PermanentHeritage for library Funds

Revenues:Investment income (loss) $ (23,603) 294 (23,309)

Total revenues (23,603) 294 (23,309)

Expenditures:Current:

Culture and parks 86,874 100 86,974

Total expenditures 86,874 100 86,974

Other financing sources (uses):Transfers in — — — Transfers out — — —

Total other financing sources — — —

Net change in fund balance (110,477) 194 (110,283)

Beginning fund balance 3,252,394 62,203 3,314,597 Ending fund balance $ 3,141,917 62,397 3,204,314

See accompanying independent auditors’ report.

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158

CITY OF OMAHA, NEBRASKA

Budgetary Comparison Schedule – Western Heritage Permanent Fund

Year ended December 31, 2010

Variance withfinal budget

Budgeted amounts positiveOriginal Final Actual (negative)

Revenues:Investment income (loss) $ 86,875 86,875 (23,603) (110,478)

Total revenues 86,875 86,875 (23,603) (110,478)

Expenditures:Culture and parks 100,000 100,000 86,874 13,126

Total expenditures 100,000 100,000 86,874 13,126

Deficiency of revenuesunder expenditures (13,125) (13,125) (110,477) (97,352)

Net change in fund balance (13,125) (13,125) (110,477) (97,352)

Fund balances – beginning 3,281,966 3,281,966 3,314,597 32,631 Fund balances – ending $ 3,268,841 3,268,841 3,204,120 (64,721)

See accompanying independent auditors’ report.

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ENTERRPRISE FUUNDS

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160

CITY OF OMAHA, NEBRASKA

Combining Statement of Net Assets

Nonmajor Enterprise Funds

December 31, 2010

City Wide Printing RiverfrontSports Dodge Park Tennis Golf Golf Services Plaza & Total

Assets Revenue Marinas Marina Dredge Operations Operations Concessions Air Quality Compost and Graphics Marina Enterprise

Current assets:Cash and cash equivalents $ 81,357 686,165 36,587 68,347 — 12,816 172,423 — 75,654 107,475 1,240,824 Accounts receivable (net of allowance for uncollectibles) — — — — 34,636 — 107,643 15,614 15,931 6,293 180,117 Due from other funds — — — — — — — — 24,913 — 24,913 Other assets — — — — — — — 2,874 — — 2,874 Inventories — — — — — 9,859 — — — — 9,859

Total current assets 81,357 686,165 36,587 68,347 34,636 22,675 280,066 18,488 116,498 113,768 1,458,587

Noncurrent assets:Capital assets:

Building and systems — 3,388,192 — 3,648,929 2,632,090 264,715 — — — — 9,933,926 Furniture and fixtures — — — — — — — — — — — Machinery and equipment — 110,202 — — 1,639,881 — — 969,409 76,471 — 2,795,963 Construction in progress — — — — — — — — — — —

Less accumulated depreciation — (1,611,464) — (1,418,127) (3,008,424) (238,965) — (369,046) (76,471) — (6,722,497)

Total capital assets (net of accumulateddepreciation) — 1,886,930 — 2,230,802 1,263,547 25,750 — 600,363 — — 6,007,392

Total noncurrent assets — 1,886,930 — 2,230,802 1,263,547 25,750 — 600,363 — — 6,007,392 Total assets $ 81,357 2,573,095 36,587 2,299,149 1,298,183 48,425 280,066 618,851 116,498 113,768 7,465,979

Liabilities and Net Assets

Current liabilities:Accounts payable and other $ 1,275 6,128 — 9,163 37,475 1,450 16,670 6,277 28,523 17 106,978 Current installments of long-term debt — — — — — — — 25,000 — — 25,000 Workers’ compensation and healthcare claims — 7,857 — 8,781 106,949 — 21,136 15,525 5,951 — 166,199 Accrued interest payable — — — — — — — 3,842 — — 3,842 Due to other funds — 471 — 777 845,952 — 3,061 82,582 462 — 933,305 Compensated absences — 88 — 1,151 9,735 — 5,075 3,558 332 — 19,939

Total current liabilities 1,275 14,544 — 19,872 1,000,111 1,450 45,942 136,784 35,268 17 1,255,263

Noncurrent liabilities:Long-term debt excluding current installments — — — — — — — 372,012 — — 372,012 Pension obligation — 61,466 — 45,052 651,698 — 218,873 161,717 51,873 — 1,190,679 Postretirement benefit obligation — 48,265 — 35,376 511,738 — 171,868 126,986 40,730 — 934,963 Workers’ compensation and healthcare claims — 14,169 — 15,836 192,869 — 38,117 27,995 10,733 — 299,719 Compensated absences — 1,670 — 21,878 184,974 — 96,441 67,558 6,298 — 378,819

Total noncurrent liabilities — 125,570 — 118,142 1,541,279 — 525,299 756,268 109,634 — 3,176,192

Total liabilities 1,275 140,114 — 138,014 2,541,390 1,450 571,241 893,052 144,902 17 4,431,455

Invested in capital assets, net of related debt — 1,886,930 — 2,230,802 1,263,547 25,750 — 203,351 — — 5,610,380 Unrestricted 80,082 546,051 36,587 (69,667) (2,506,754) 21,225 (291,175) (477,552) (28,404) 113,751 (2,575,856)

Total net assets 80,082 2,432,981 36,587 2,161,135 (1,243,207) 46,975 (291,175) (274,201) (28,404) 113,751 3,034,524 Total liabilities and net assets $ 81,357 2,573,095 36,587 2,299,149 1,298,183 48,425 280,066 618,851 116,498 113,768 7,465,979

See accompanying independent auditors’ report.

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161

CITY OF OMAHA, NEBRASKA

Combining Statement of Revenues, Expenses, and Changes in Net Assets

Nonmajor Enterprise Funds

December 31, 2010

City Wide Printing RiverfrontSports Dodge Park Tennis Golf Golf Services Plaza & Total

Revenue Marinas Marina Dredge Operations Operations Concessions Air Quality Compost and Graphics Marina Enterprise

Operating revenues:Charges for services $ 193,202 446,039 — 263,691 2,888,814 532,890 802,199 835,696 474,093 48,532 6,485,156

Total operating revenues 193,202 446,039 — 263,691 2,888,814 532,890 802,199 835,696 474,093 48,532 6,485,156

Operating expenses:Personal services 47,563 158,618 — 141,438 1,581,597 147,060 608,789 444,317 122,584 — 3,251,966 Outside services 100,641 57,269 — 76,614 440,624 11,741 47,871 86,339 46,868 15,250 883,217 Operation and maintenance 1,325 18,161 — 27,772 761,811 8,142 152,671 339,853 235,170 — 1,544,905 Cost of sales and service — 49,494 — — 432 181,161 — — — — 231,087 Depreciation and amortization — 131,177 — 116,324 137,979 — — 71,565 — — 457,045

Total operating expenses 149,529 414,719 — 362,148 2,922,443 348,104 809,331 942,074 404,622 15,250 6,368,220

Operating income (loss) 43,673 31,320 — (98,457) (33,629) 184,786 (7,132) (106,378) 69,471 33,282 116,936

Nonoperating revenues (expenses):Investment expense — — — — — — — (20,823) — — (20,823)

Total nonoperating revenues (expenses) — — — — — — — (20,823) — — (20,823)

Income (loss) before contributions and transfers 43,673 31,320 — (98,457) (33,629) 184,786 (7,132) (127,201) 69,471 33,282 96,113

Transfers in 1,339 — 4,000 — 195,000 — — — — — 200,339 Transfers out — (4,000) — — (3,103) (196,339) — — — — (203,442)

Change in net assets 45,012 27,320 4,000 (98,457) 158,268 (11,553) (7,132) (127,201) 69,471 33,282 93,010

Total net assets (deficit) – beginning 35,070 2,405,661 32,587 2,259,592 (1,401,475) 58,528 (284,043) (147,000) (97,875) 80,469 2,941,514 Total net assets (deficit) – ending $ 80,082 2,432,981 36,587 2,161,135 (1,243,207) 46,975 (291,175) (274,201) (28,404) 113,751 3,034,524

See accompanying independent auditors’ report.

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162

CITY OF OMAHA, NEBRASKA

Combining Statement of Cash Flows

Nonmajor Enterprise Funds

December 31, 2010

City Wide Printing RiverfrontSports Dodge Park Tennis Golf Golf Services Plaza & Total

Revenue Marinas Marina Dredge Operations Operations Concessions Air Quality Compost and Graphics Marina Enterprise

Cash flows from operating activities:Receipts from customers $ 193,202 446,039 — 263,691 2,891,981 529,401 717,627 827,587 510,170 46,780 6,426,478 Payments to suppliers (107,852) (146,341) — (106,831) (1,224,329) (199,909) (200,410) (424,478) (270,941) (15,233) (2,696,324) Payments to employees (47,563) (140,416) — (160,166) (1,899,464) (147,060) (432,492) (337,527) (117,535) — (3,282,223)

Net cash provided by (used in) operating activities 37,787 159,282 — (3,306) (231,812) 182,432 84,725 65,582 121,694 31,547 447,931

Cash flows from noncapital financing activities:Transfers in/out 1,339 (4,000) 4,000 — 191,897 (196,339) — — — — (3,103) Advances from (to) other funds — 760,377 — 46,696 36,810 17,555 87,228 (20,570) (46,040) 21,421 903,477

Net cash provided by (used in) noncapital financing activities 1,339 756,377 4,000 46,696 228,707 (178,784) 87,228 (20,570) (46,040) 21,421 900,374

Cash flows from capital and related financing activities:Capital expenditures — (230,088) — — 3,105 — — — — — (226,983) Prepaid expenses and deferred charges — — — — — — — (3,031) — — (3,031) Payments on long-term debt — — — — — — — (25,000) — — (25,000) Interest paid — — — — — — — (16,981) — — (16,981)

Net cash provided by (used in) capital and related financing activities — (230,088) — — 3,105 — — (45,012) — — (271,995)

Cash flows from investing activity:Interest received — — — — — — — — — — —

Net cash provided by investing activity — — — — — — — — — — —

Net increase (decrease) in cash and cash equivalents 39,126 685,571 4,000 43,390 — 3,648 171,953 — 75,654 52,968 1,076,310

Cash and cash equivalents, beginning of year 42,231 594 32,587 24,957 — 9,168 470 — — 54,507 164,514 Cash and cash equivalents, end of year $ 81,357 686,165 36,587 68,347 — 12,816 172,423 — 75,654 107,475 1,240,824

Reconciliation of operating loss to net cash provided by(used in) operating activities:

Operating income (loss) $ 43,673 31,320 — (98,457) (33,629) 184,786 (7,132) (106,378) 69,471 33,282 116,936 Adjustments to reconcile operating income (loss) to

net cash provided by operating activities:Depreciation and amortization — 131,177 — 116,324 137,979 — — 71,565 — — 457,045 Cash flows impacted by changes in:

Accounts receivable — — — — 3,167 — (84,572) (8,109) 36,077 (1,752) (55,189) Prepaid assets — — — — — — — 3,096 — — 3,096 Inventories — — — — — (3,489) — — — — (3,489) Due from other governments — — — — — — — — — — — Accounts payable and other (5,886) (21,417) — (2,445) (21,462) 1,135 132 (1,382) 11,097 17 (40,211) Claims payable — 21,904 — 3,242 (100,207) — 22,453 11,703 (1,116) — (42,021) Pension obligation — (2,955) — (13,102) (132,661) — 84,333 51,758 2,781 — (9,846) Postretirement benefit obligation — (747) — (8,868) (84,999) — 69,511 43,329 3,384 — 21,610

Net cash provided by (used in) operating activities $ 37,787 159,282 — (3,306) (231,812) 182,432 84,725 65,582 121,694 31,547 447,931

See accompanying independent auditors’ report.

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PPENSIONN TRUST FFUNDS

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164

CITY OF OMAHA, NEBRASKA

Combining Statement of Fiduciary Net Assets

Pension Trust Funds

December 31, 2010

Civilian Police/Fire TotalRetirement Retirement Pension

Assets Fund Reserve Fund Trust

Cash and cash equivalents $ 765,729 780,721 1,546,450 Receivables:

Accounts receivable 3,990 88,371 92,361 Accrued interest 456,729 1,488,637 1,945,366

Due from other funds 232,666 883,877 1,116,543 Investments, at fair value —

Government securities 24,304,539 28,921,724 53,226,263 Municipal issues 1,837,801 2,084,133 3,921,934 Corporate bonds 24,733,021 74,932,540 99,665,561 Domestic equities 69,011,468 179,834,382 248,845,850 International equities 34,721,347 63,454,266 98,175,613 Domestic real estate securities 30,032,902 76,348,242 106,381,144 Commodities 24,975,356 12,114,767 37,090,123 Private equity 3,866,754 — 3,866,754 Cash and cash equivalents 17,741,452 12,500,778 30,242,230

Total assets $ 232,683,754 453,432,438 686,116,192

Liabilities and Net Assets

Accounts payable and other current liabilities $ 337,170 792,135 1,129,305

Total liabilities 337,170 792,135 1,129,305

Held in trust for pension benefits 232,346,584 452,640,303 684,986,887 Total liabilities and net assets $ 232,683,754 453,432,438 686,116,192

See accompanying independent auditors’ report.

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165

CITY OF OMAHA, NEBRASKA

Combining Statement of Changes in Fiduciary Net Assets

Pension Trust Funds

December 31, 2010

Civilian Police/Fire TotalRetirement Retirement Pension

Fund Reserve Fund Trust

Additions:Contributions:

Employer $ 5,717,610 24,183,614 29,901,224 Employee 4,858,097 16,271,773 21,129,870

Total contributions 10,575,707 40,455,387 51,031,094

Investment income:Dividends and interest 3,841,307 5,972,261 9,813,568 Net appreciation in fair value of investments 32,609,186 60,886,531 93,495,717

Total investment earnings 36,450,493 66,858,792 103,309,285 Investment expenses (1,561,382) (2,447,700) (4,009,082)

Net investment earnings 34,889,111 64,411,092 99,300,203

Total additions 45,464,818 104,866,479 150,331,297

Deductions:Benefit payments 26,337,866 57,616,214 83,954,080

Change in net assets 19,126,952 47,250,265 66,377,217

Net assets held in trust for pension benefits,beginning of year 213,219,632 405,390,038 618,609,670

Net assets held in trust for pension benefits,end of year $ 232,346,584 452,640,303 684,986,887

See accompanying independent auditors’ report.

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AGENNCY FUNNDS

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Page 246: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

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168

CITY OF OMAHA, NEBRASKA

Combining Statement of Fiduciary Assets and Liabilities

Agency Funds

December 31, 2010

Redevelopment R/D #77 Board of126 First ConAgra TIF First National Hammons/ Automobile Education

National Bank Campus and TIF Bond Redevelopment Child Care Embassy Appeal Bond Impounding Liquor Assets Tower Parking Debt Service Projects Facility Suites Deposit Deposit Bid Deposit Deposit

Cash and pooled investments $ — 633,486 455,942 64,942 — — 1,125 107,678 109,987 144,513 Accounts receivable (net of allowance for uncollectibles) — — — — — — — — — 3,100 Accrued interest — — 2,817 — — — — — — — Investments — — 1,158,509 — — — — — — —

Total assets $ — 633,486 1,617,268 64,942 — — 1,125 107,678 109,987 147,613

Liabilities and Fund Balances

Liabilities:Accounts payable and other liabilities $ — 633,486 1,617,268 64,942 — — 1,125 107,678 109,987 147,613

Total liabilities — 633,486 1,617,268 64,942 — — 1,125 107,678 109,987 147,613 Total liabilities and fund balance $ — 633,486 1,617,268 64,942 — — 1,125 107,678 109,987 147,613

See accompanying independent auditors’ report. (Continued)

Page 248: $69,560,000 CITY OF OMAHA, NEBRASKA SANITARY SEWERAGE ... · BOOK-ENTRY-ONLY Standard & Poor’s: AA (See “RATINGS” herein) In the opinion of Bond Counsel, under existing laws,

169

CITY OF OMAHA, NEBRASKA

Combining Statement of Fiduciary Assets and Liabilities

Agency Funds

December 31, 2010

Board ofEducation Humane Board of Park Arterial StreetTobacco Society Omaha Transit Sales Tax After Hours Education Development Improvement Total

Assets Deposit Kennel Permits Bus Ticket Deposit Dance Deposit Parking Fines Deposits Program Agency

Cash and pooled investments $ 3,803 — 638 1,058 5,000 84,572 43 2,784,673 4,397,460 Accounts receivable (net of allowance for uncollectibles) 13,285 2,400 — 47,087 — — — — 65,872 Accrued interest — — — — — — — — 2,817 Investments — — — — — — — — 1,158,509

Total assets $ 17,088 2,400 638 48,145 5,000 84,572 43 2,784,673 5,624,658

Liabilities and Fund Balances

Liabilities:Accounts payable and other liabilities $ 17,088 2,400 638 48,145 5,000 84,572 43 2,784,673 5,624,658

Total liabilities 17,088 2,400 638 48,145 5,000 84,572 43 2,784,673 5,624,658 Total liabilities and fund balance $ 17,088 2,400 638 48,145 5,000 84,572 43 2,784,673 5,624,658

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170

CITY OF OMAHA, NEBRASKA

Combining Statement of Changes in Assets and Liabilities

Agency Funds

Year ended December 31, 2010

Balance BalanceRedevelopment 126 January 1, December 31,

First National Bank Tower 2010 Additions Deductions 2010

Assets:Accounts receivable $ 450 2,949,883 2,950,333 —

Liabilities:Accounts payable and other liabilities $ 450 7,157,227 7,157,677 —

ConAgra Campus and Parking

Assets:Cash and pooled investments $ 404,213 506,373 277,100 633,486

Liabilities:Accounts payable and other liabilities $ 404,213 506,373 277,100 633,486

TIF Bond Debt Service

Assets:Cash and pooled investments $ 141,615 2,967,692 2,653,365 455,942 Accrued interest — 2,817 — 2,817 Investments 1,345,647 1,200,000 1,387,138 1,158,509

$ 1,487,262 4,170,509 4,040,503 1,617,268

Liabilities:Accounts payable and other liabilities $ 1,487,262 288,332 158,326 1,617,268

TIF Development Projects

Assets:Cash and pooled investments $ 46,851 31,199,413 31,181,322 64,942

Liabilities:Accounts payable and other liabilities $ 46,851 16,832,865 16,814,774 64,942

First National Child Care Facility

Assets:Cash and pooled investments $ 1,594 142,509 144,103 —

Liabilities:Accounts payable and other liabilities $ 1,594 72,051 73,645 —

R/D #77 Hammons/Embassy Suites

Assets:Cash and pooled investments $ 280,464 601,085 881,549 —

Liabilities:Accounts payable and other liabilities $ 280,464 78,315 358,779 —

Appeal Bond Deposit

Assets:Cash and pooled investments $ 1,600 31,625 32,100 1,125

Liabilities:Accounts payable and other liabilities $ 1,600 31,625 32,100 1,125

Automobile Impounding Deposit

Assets:Cash and pooled investments $ 118,323 55,197 65,842 107,678

Liabilities:Accounts payable and other liabilities $ 118,323 55,183 65,828 107,678

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171

CITY OF OMAHA, NEBRASKA

Combining Statement of Changes in Assets and Liabilities

Agency Funds

Year ended December 31, 2010

Balance BalanceJanuary 1, December 31,

Bid Deposit 2010 Additions Deductions 2010

Assets:Cash and pooled investments $ 230,161 1,571,419 1,691,593 109,987

Liabilities:Accounts payable and other liabilities $ 230,161 1,490,977 1,611,151 109,987

Board of Education Liquor Deposit

Assets:Cash and pooled investments $ 139,613 528,925 524,025 144,513 Accounts receivable 28,131 481,482 506,513 3,100

$ 167,744 1,010,407 1,030,538 147,613

Liabilities:Accounts payable and other liabilities $ 167,744 577,526 597,657 147,613

Board of Education Tobacco Deposit

Assets:Cash and pooled investments $ 10,418 36,321 42,936 3,803 Accounts receivable 7,061 20,232 14,008 13,285

$ 17,479 56,553 56,944 17,088

Liabilities:Accounts payable and other liabilities $ 17,479 26,376 26,767 17,088

Humane Society Kennel Permits

Assets:Cash and pooled investments $ 60 4,860 4,920 — Accounts receivable 2,440 2,240 2,280 2,400

$ 2,500 7,100 7,200 2,400

Liabilities:Accounts payable and other liabilities $ 2,500 4,700 4,600 2,600

Omaha Transit Bus Ticket

Assets:Cash and pooled investments $ 853 22,115 22,330 638

Liabilities:Accounts payable and other liabilities $ 853 22,115 22,330 638

Sales Tax Deposit

Assets:Cash and pooled investments $ 12,943 543,063 554,948 1,058 Accounts receivable — 181,439 134,352 47,087

$ 12,943 724,502 689,300 48,145

Liabilities:Accounts payable and other liabilities $ 12,943 569,409 534,207 48,145

After Hours Dance Deposit

Assets:Cash and pooled investments $ 5,000 — — 5,000

Liabilities:Accounts payable and other liabilities $ 5,000 — — 5,000

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172

CITY OF OMAHA, NEBRASKA

Combining Statement of Changes in Assets and Liabilities

Agency Funds

Year ended December 31, 2010

Balance BalanceJanuary 1, December 31,

Board of Education Parking Fines 2010 Additions Deductions 2010

Assets:Cash and pooled investments $ 59,773 527,049 502,250 84,572

Liabilities:Accounts payable and other liabilities $ 59,773 552,573 527,774 84,572

Park Development Deposits

Assets:Cash and pooled investments $ 76,397 76,361 152,715 43

Liabilities:Accounts payable and other liabilities $ 76,397 76,361 152,715 43

Arterial Street Improvement Program

Assets:Cash and pooled investments $ 5,758,750 6,081,477 9,055,554 2,784,673

Liabilities:Accounts payable and other liabilities $ 5,758,750 5,053,848 8,027,925 2,784,673

Total Agency Funds

Assets:Cash and pooled investments $ 7,288,628 44,895,484 47,786,652 4,397,460 Accounts receivable 38,082 3,635,276 3,607,486 65,872 Accrued interest — 2,817 — 2,817 Investments 1,345,647 1,200,000 1,387,138 1,158,509

Total assets $ 8,672,357 49,733,577 52,781,276 5,624,658

Liabilities:Accounts payable and other liabilities $ 8,672,357 33,395,856 36,443,355 5,624,858

Total liabilities $ 8,672,357 33,395,856 36,443,355 5,624,858

See accompanying independent auditors’ report.

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SSTATISTTICAL SECCTION

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174

Schedule 1CITY OF OMAHA, NEBRASKA

Net Assets by Component

Last Eight Fiscal Years(Accrual Basis of Accounting)

2003 to 2010

2003 2004 2005 2006 2007 2008 2009 2010

Governmental activities:Invested in capital assets, net of

related debt $ 235,711,911 201,522,874 213,958,527 237,357,059 261,308,456 295,937,697 309,036,583 327,786,022 Restricted 32,067,872 11,898,950 13,163,721 14,612,499 16,814,445 15,189,807 8,238,405 6,350,609 Unrestricted 17,111,405 65,166,250 80,623,315 60,396,134 49,343,457 (540,888) (24,680,926) (87,779,242)

Total governmentalactivities net assets $ 284,891,188 278,588,074 307,745,563 312,365,692 327,466,358 310,586,616 292,594,062 246,357,389

Business-type activities:Invested in capital assets, net of

related debt $ 287,633,189 271,157,078 261,232,484 244,078,865 222,456,144 235,667,494 228,900,267 195,594,307 Restricted — — 10,135,739 12,362,000 6,898,070 4,248,375 8,253,046 31,292,774 Unrestricted (1,656,667) 3,999,636 (2,984,272) 10,157,757 40,308,588 23,937,327 25,401,260 37,903,634

Total business-typeactivities net assets $ 285,976,522 275,156,714 268,383,951 266,598,622 269,662,802 263,853,196 262,554,573 264,790,715

Primary government:Invested in capital assets, net of

related debt $ 523,345,100 472,679,952 475,191,011 481,435,924 483,764,600 531,605,191 537,936,850 523,380,329 Restricted 32,067,872 11,898,950 23,299,460 26,974,499 23,712,515 19,438,182 16,491,451 37,643,383 Unrestricted 15,454,738 69,165,886 77,639,043 70,553,891 89,652,045 23,396,439 720,334 (49,875,608)

Total primary governmentnet assets $ 570,867,710 553,744,788 576,129,514 578,964,314 597,129,160 574,439,812 555,148,635 511,148,104

GASB 34 was adopted in 2002.Source: City of Omaha Financial Statements.

See accompanying independent auditors’ report.

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(Continued)175

Schedule 2CITY OF OMAHA, NEBRASKA

Changes in Net Assets

Last Eight Fiscal Years(Accrual Basis of Accounting)

2003 to 2010

2003 2004 2005 2006 2007 2008 2009 2010

Expenses:Governmental activities:

General government $ 51,899,189 62,025,849 43,617,209 40,179,313 93,334,595 95,914,300 100,443,246 116,720,038 Public safety 152,915,729 161,458,004 172,241,162 193,303,487 182,854,883 205,824,014 188,694,996 193,001,551 Transportation services 44,481,809 47,492,991 44,550,196 47,021,969 53,248,665 60,683,765 61,124,356 60,380,233 Other public services 14,774,426 14,147,624 14,185,823 14,797,970 15,650,815 17,366,093 17,355,052 21,001,115 Community development 32,536,567 29,345,088 27,550,352 19,774,789 19,460,381 25,723,952 27,376,811 31,987,295 Culture and parks 38,376,920 62,713,346 33,992,416 37,818,310 44,894,282 40,980,138 47,480,688 64,931,722 Interest on long-term debt 30,310,243 24,203,951 32,326,682 32,437,752 34,696,594 36,519,588 37,443,658 38,360,978

Total governmental activities expenses 365,294,883 401,386,853 368,463,840 385,333,590 444,140,215 483,011,850 479,918,807 526,382,932

Business-type activities:Convention center hotel 285,153 11,352,991 12,008,197 11,591,414 11,290,566 11,114,593 10,172,478 8,905,205 Sewer 32,505,709 35,181,325 38,084,381 39,582,646 45,508,217 49,533,194 47,580,754 51,529,157 Other 10,491,445 10,912,170 11,807,899 11,680,369 11,377,633 12,155,403 12,122,555 10,744,969

Total business-type activities expenses 43,282,307 57,446,486 61,900,477 62,854,429 68,176,416 72,803,190 69,875,787 71,179,331 Total primary government $ 408,577,190 458,833,339 430,364,317 448,188,019 512,316,631 555,815,040 549,794,594 597,562,263

Component unit:MECA $ 2,466,771 20,025,873 20,532,090 22,647,661 25,035,984 27,211,194 27,425,166 26,355,147

Program revenues:Governmental activities:

Charges for services:General government $ 27,286,779 7,606,199 8,430,849 8,098,358 5,854,592 5,729,600 8,560,906 11,432,415 Public safety 5,263,466 13,696,238 8,869,544 8,941,612 15,205,428 15,812,344 14,736,190 18,373,482 Transportation services 10,922,388 15,746,806 14,022,227 15,604,717 18,133,477 18,848,115 19,092,487 22,167,354 Other public services 5,921,059 5,996,874 5,367,287 3,286,082 9,620,112 6,205,471 3,877,405 2,582,651 Community development 6,215,809 13,247,956 11,118,776 10,757,992 8,343,329 6,397,642 7,465,072 5,748,813 Culture and parks 286,588 4,082,523 6,598,990 11,881,082 4,789,667 3,545,845 10,177,203 8,772,389

Operating grants and contributions 61,720,136 58,647,742 58,198,805 52,895,766 76,410,773 82,615,753 70,638,578 65,624,631 Capital grants and contributions 29,908,919 20,425,832 32,117,784 17,134,301 29,598,164 30,129,275 27,255,802 31,671,217

Total governmental activitiesprogram revenues 147,525,144 139,450,170 144,724,262 128,599,910 167,955,542 169,284,045 161,803,643 166,372,952

Business-type activities:Charges for services:

Convention center hotel — 2,250,535 4,623,041 6,447,117 7,732,472 8,918,038 6,819,371 7,824,146 Parking 3,821,967 3,299,347 3,749,533 3,790,010 4,151,923 4,115,811 4,144,920 4,170,400 Sewer revenue fund 34,266,350 32,150,414 33,328,738 34,892,510 38,474,534 41,194,630 43,633,767 49,944,627 Citywide sports 184,193 150,135 145,468 153,668 117,543 148,420 130,940 193,202 Marinas 415,690 406,643 395,825 786,525 737,166 550,236 486,878 446,039 Tennis operations 186,565 165,971 237,017 270,768 248,238 267,683 268,028 263,691 Golf operations and concessions 3,180,770 3,339,390 3,311,079 3,406,750 3,537,287 3,441,617 3,644,417 3,421,704 Air quality 537,439 591,923 512,456 536,475 532,192 509,037 537,111 802,199 Compost 599,139 542,702 756,279 798,411 756,900 561,151 769,070 835,696 Printing and graphics 418,110 490,540 478,632 515,262 528,309 543,339 551,847 474,093 Riverfront plaza and marina — 34,665 20,661 31,011 85,482 38,350 40,179 48,532

Operating grants and contributions — — — — — — — — Capital grants and contributions 1,609,802 3,004,158 5,795,266 9,011,366 4,486,724 4,565,282 5,491,917 —

Total business-type activitiesprogram revenues 45,220,025 46,426,423 53,353,995 60,639,873 61,388,770 64,853,594 66,518,445 68,424,329

Total primary government $ 192,745,169 185,876,593 198,078,257 189,239,783 229,344,312 234,137,639 228,322,088 234,797,281

Component unit:MECA:

Charges for services $ 1,666,667 19,642,608 20,754,599 23,467,353 24,863,872 29,865,018 30,629,846 28,717,594 Operating grants and contributions — 2,666,667 1,500,000 1,500,000 1,500,000 1,815,000 — —

$ 1,666,667 22,309,275 22,254,599 24,967,353 26,363,872 31,680,018 30,629,846 28,717,594

Net (expense) revenue:Governmental activities $ (217,769,739) (261,936,683) (223,739,578) (256,733,680) (276,184,673) (313,727,805) (318,115,164) (360,009,980) Business-type activities 1,937,718 (11,020,063) (8,546,482) (2,214,556) (6,787,646) (7,949,596) (3,357,342) (2,755,002)

Total $ (215,832,021) (272,956,746) (232,286,060) (258,948,236) (282,972,319) (321,677,401) (321,472,506) (362,764,982)

Component unit:MECA $ (800,104) 2,283,402 1,722,509 2,319,692 1,327,888 4,468,824 3,204,680 2,362,447

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Schedule 2CITY OF OMAHA, NEBRASKA

Changes in Net Assets

Last Eight Fiscal Years(Accrual Basis of Accounting)

2003 to 2010

2003 2004 2005 2006 2007 2008 2009 2010

General revenues and other changes in net assets:Governmental activities:

Taxes:Property tax $ 79,254,616 101,370,004 94,292,799 99,432,780 114,935,220 118,979,538 130,016,943 138,320,939 Motor vehicle tax 8,637,101 8,814,977 9,030,957 8,818,011 8,825,629 9,374,405 9,299,184 9,309,995 Sales and use tax 102,413,934 111,007,911 114,184,544 113,625,998 116,051,364 124,470,354 120,735,362 126,910,238 Business taxes 27,423,096 27,000,112 26,845,997 28,781,008 30,884,535 33,963,566 34,251,049 38,228,765 Payments in lieu of taxes 4,315,438 4,132,805 5,575,592 5,259,341 5,543,008 5,898,722 4,595,289 4,538,014

Unrestricted investment earnings 1,618,924 2,325,730 2,298,930 5,446,225 6,722,915 4,720,079 1,663,491 1,440,989 Sale of capital assets 1,190,261 1,105,685 1,781,215 (63,554) (143,254) — 1,290,879 (252,225) Transfers 471,805 (123,655) (1,112,967) 54,000 (1,385,123) (558,601) (1,729,587) (4,723,408)

Total governmental activities 225,325,175 255,633,569 252,897,067 261,353,809 281,434,294 296,848,063 300,122,610 313,773,307

Business-type activities:Unrestricted investment earnings (66,022) 74,475 657,991 483,227 2,810,340 1,581,389 328,132 267,736 Sale of capital assets 1,280 2,125 2,761 — (13,447) — — — Transfers (471,805) 123,655 1,112,967 (54,000) 1,385,123 558,601 1,729,587 4,723,408

Total business-type activities (536,547) 200,255 1,773,719 429,227 4,182,016 2,139,990 2,057,719 4,991,144 Total $ 224,788,628 255,833,824 254,670,786 261,783,036 285,616,310 298,988,053 302,180,329 318,764,451

Component unit:MECA:

Donations not restricted to specific programs $ 901,556 1,074,365 1,848,013 2,129,239 2,562,289 — — — Unrestricted investment earnings 15,708 60,361 229,544 615,691 821,148 984,508 506,343 —

$ 917,264 1,134,726 2,077,557 2,744,930 3,383,437 984,508 506,343 —

Change in net assets:Governmental activities $ 7,555,436 (6,303,114) 29,157,489 4,620,129 5,249,621 (16,879,742) (17,992,554) (46,236,673) Business-type activities 1,401,171 (10,819,808) (6,772,763) (1,785,329) (2,605,630) (5,809,606) (1,298,623) 2,236,142

Total $ 8,956,607 (17,122,922) 22,384,726 2,834,800 2,643,991 (22,689,348) (19,291,177) (44,000,531)

Component unit:MECA $ 117,160 3,418,128 3,800,066 5,064,622 4,711,325 5,453,332 3,711,023 2,362,447

Net assets – beginning of yearGovernmental activities $ 277,335,752 284,891,188 278,588,074 307,745,563 322,216,737 327,466,358 310,586,616 292,594,062 Business-type activities 284,575,351 285,976,522 275,156,714 268,383,951 272,268,432 269,662,802 263,853,196 262,554,573

Total $ 561,911,103 570,867,710 553,744,788 576,129,514 594,485,169 597,129,160 574,439,812 555,148,635

Component unit:MECA $ 857,080 974,240 4,392,368 8,192,434 13,257,056 17,968,381 23,421,713 27,132,736

Net assets – end of year:Governmental activities $ 284,891,188 278,588,074 307,745,563 312,365,692 327,466,358 310,586,616 292,594,062 246,357,389 Business-type activities 285,976,522 275,156,714 268,383,951 266,598,622 269,662,802 263,853,196 262,554,573 264,790,715

Total $ 570,867,710 553,744,788 576,129,514 578,964,314 597,129,160 574,439,812 555,148,635 511,148,104

Component unit:MECA $ 974,240 4,392,368 8,192,434 13,257,056 17,968,381 23,421,713 27,132,736 29,495,183

Source: City of Omaha Financial Statements.

¹ The end balance in 2006 for the City does not match the 2007 beginning balance because it was restated to include the annexation of Elkhorn.

See accompanying independent auditors’ report.

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Schedule 3CITY OF OMAHA, NEBRASKA

Fund Balances of Governmental Funds

Last Ten Fiscal Years(Modified Accrual Basis of Accounting)

2003 to 2010

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

General fund:Reserved $ 3,863,287 3,994,560 4,142,557 2,517,525 3,550,983 4,492,350 1,896,788 2,810,463 3,921,976 3,637,299 Unreserved 15,612,680 25,239,367 21,753,773 27,380,450 29,222,049 28,415,728 27,071,866 28,855,951 24,167,995 25,940,212

Total general fund $ 19,475,967 29,233,927 25,896,330 29,897,975 32,773,032 32,908,078 28,968,654 31,666,414 28,089,971 29,577,511

All other governmental funds:Reserved $ 66,193,967 147,241,952 59,826,935 53,614,256 48,781,150 65,570,634 55,180,529 42,178,023 44,190,404 40,659,061 Unreserved, reported in:

Special revenue funds 22,192,957 6,630,044 10,618,697 26,393,945 21,200,398 24,558,745 27,285,911 19,190,703 4,876,004 5,273,301 Capital projects funds 94,869,191 754,714 (25,167,428) (10,854,927) 16,307,510 (23,163,386) (2,097,906) (15,493,032) 35,431,679 17,252,775 Permanent funds — 1,571,173 1,678,506 1,153 1,848 360 4,058 4,525 539,208 428,925

Total all othergovernmental funds $ 183,256,115 156,197,883 46,956,710 69,154,427 86,290,906 66,966,353 80,372,592 45,880,219 85,037,295 63,614,062

Source: City of Omaha Financial Statements.

See accompanying independent auditors’ report.

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Schedule 4CITY OF OMAHA, NEBRASKA

Changes in Fund Balances of Governmental Funds

Last Ten Fiscal Years(Modified Accrual Basis of Accounting)

2003 to 2010

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Revenues:Taxes:

Property $ 76,892,227 79,663,600 82,686,854 96,380,823 89,341,424 94,917,441 102,681,478 112,384,610 117,561,400 130,625,280 Motor vehicle 8,297,315 8,575,697 8,637,101 8,814,977 9,030,957 8,818,011 8,825,629 9,374,405 9,299,184 9,309,995 City sales and use 94,847,848 99,992,087 102,413,934 111,007,911 114,184,544 113,625,998 116,051,364 124,470,354 120,735,362 126,910,238 Business 27,000,552 28,069,612 27,423,096 27,000,112 26,845,997 28,781,008 30,884,535 34,249,571 34,251,051 38,228,765 In lieu — 3,257,550 4,315,438 4,132,805 5,575,592 5,259,341 5,543,008 5,898,722 4,590,903 4,538,013

Licenses and permits 8,341,810 8,633,941 7,899,272 8,699,324 8,248,962 8,216,566 8,044,824 8,022,731 7,125,362 8,447,524 Intergovernmental 68,198,073 66,244,093 69,705,617 49,655,652 47,399,603 43,152,752 48,850,176 41,275,818 37,433,627 38,943,475 Investment income 15,682,425 12,903,968 1,618,924 2,004,225 2,298,930 5,446,225 6,722,915 4,720,079 1,663,490 1,291,935 Revenue from Keno 6,213,880 6,263,185 6,113,009 6,016,221 6,209,779 6,811,365 7,693,010 7,455,212 6,195,196 6,959,045 Charges for services 27,098,611 29,150,713 41,105,575 41,237,971 38,469,645 38,312,408 45,183,420 45,347,323 60,769,869 49,441,858 Special assessments 2,154,779 454,122 260,156 634,255 337,734 933,946 543,655 430,022 509,799 — Rents and royalties 131,239 734,629 518,077 3,788,825 2,487,922 2,521,666 5,353,045 2,726,418 1,459,459 2,388,690 Contributions and grants 28,250,783 20,719,300 17,066,045 32,664,861 31,790,177 19,733,628 48,985,045 56,815,186 41,657,358 44,964,597 Miscellaneous and other 1,759,594 — — — — — — — — —

Total revenues 364,869,136 364,662,497 369,763,098 392,037,962 382,221,266 376,530,355 435,362,104 453,170,451 443,252,060 462,049,415

Expenditures:Current:

General government 23,688,646 33,657,743 47,971,879 35,042,752 30,437,115 35,503,736 40,689,673 52,797,201 44,237,217 45,480,158 Public safety 122,304,491 141,973,745 142,681,554 154,177,140 164,988,313 174,588,175 183,747,875 197,108,649 195,327,042 192,681,892 Transportation services — 34,909,756 37,621,204 39,987,448 37,312,546 39,232,879 43,421,768 48,623,732 48,208,708 47,095,867 Other public services — 17,698,906 14,613,586 13,957,226 13,928,763 14,364,818 14,750,946 16,929,963 16,403,382 20,012,730 Community development 25,636,670 39,514,812 32,424,252 45,157,257 27,680,503 19,346,165 18,744,993 25,035,148 26,735,726 27,990,036 Culture and parks — 32,911,152 35,399,038 33,900,044 31,431,397 28,351,405 31,551,223 30,321,658 29,906,063 31,916,664 Parks, recreation, and public property 19,702,865 — — — — — — — — — Public works 55,310,343 — — — — — — — — — Public library 9,989,436 — — — — — — — — — Keno statutory and contractual 3,059,892 — — — — — — — — — Judgments and related costs 2,197,736 — — — — — — — — — County collection fees 366,368 — — — — — — — — —

Debt service:Principal 31,650,000 26,028,916 54,988,208 24,281,667 25,925,284 28,511,654 42,832,712 72,787,515 36,895,854 35,934,250 Interest 22,738,197 28,357,708 30,044,064 21,744,997 31,086,344 31,506,802 33,532,480 34,954,674 36,899,394 38,360,978 Bond issuance costs — — — 2,090,217 302,799 161,026 303,209 1,346,460 1,271,689 740,548 Lease-purchase agreements 4,385,000 — — — — — — — — — Fiscal charges 1,403,179 — — — — — — — — —

Capital outlay 128,416,415 140,207,856 136,739,116 39,033,370 47,748,502 42,654,753 58,734,797 76,692,920 64,895,974 79,278,779 Other 25,722,604 — — — — — — — — —

Total expenditures 476,571,842 495,260,594 532,482,901 409,372,118 410,841,566 414,221,413 468,309,676 556,597,920 500,781,049 519,491,902

Deficiency of revenuesunder expenditures (111,702,706) (130,598,097) (162,719,803) (17,334,156) (28,620,300) (37,691,058) (32,947,572) (103,427,469) (57,528,989) (57,442,487)

Other financing sources (uses):Transfers in 15,277,422 4,015,974 8,205,766 4,798,222 750,000 654,000 1,434,525 679,238 5,570,605 6,442,775 Transfers out (17,770,326) (5,649,786) (7,733,961) (4,921,877) (1,862,967) (600,000) (2,819,648) (1,237,839) (7,300,192) (11,169,286) Sales of capital assets — 1,921,870 1,243,595 1,759,448 1,877,271 — — 421,700 1,334,919 647,484 Proceeds from bonds issued 28,520,380 73,734,398 47,210,633 36,964,036 47,369,296 18,521,516 57,565,000 146,483,605 91,592,000 77,485,000 Proceeds from special assessment debt — — 1,215,000 — — — — — — — Proceeds of refunding bonds — — — 256,730,785 6,890,000 11,425,000 — — 45,560,000 — Proceeds from issuance of notes — — — 2,962,858 — — — — — — Proceeds/payment from bond

premium/discount, net — — — — 543,236 168,836 671,698 4,350,806 4,649,445 2,435,125 Payment to refund bond escrow agent — — — (254,759,954) (6,935,000) (11,667,801) (17,900,194) (79,064,654) (48,297,153) (37,988,113) Discount on sale of bonds — — — — — — — — — (346,191) Transfer to component unit (1,220,544) — — — — — — — — —

Total other financingsources (uses) 24,806,932 74,022,456 50,141,033 43,533,518 48,631,836 18,501,551 38,951,381 71,632,856 93,109,624 37,506,794

Net change in fund balances $ (86,895,774) (56,575,641) (112,578,770) 26,199,362 20,011,536 (19,189,507) 6,003,809 (31,794,613) 35,580,635 (19,935,693)

Debt Service as a percentage ofnoncapital expenditures 33.06% 18.09% 27.37% 14.93% 18.74% 19.33% 33.03% 29.42% 16.93% 20.55%

Source: City of Omaha Financial Statements.

¹ Note: GASB 34 implemented.

See accompanying independent auditors’ report.

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Schedule 5CITY OF OMAHA, NEBRASKA

Tax Revenues by Source

2002 to 2010

StreetGeneral highway Telephone Motor vehicle Hotel/vehicle MUD Cable

Year Sales tax property tax allocation occupation tax Wheel tax taxes occupation tax In lieu of tax franchise tax

2001 $ 105,846,630 76,357,274 24,123,810 14,978,891 7,157,464 8,297,315 3,871,632 4,798,204 3,367,270 2002 107,565,620 79,240,695 25,510,299 14,767,810 8,641,992 8,575,697 3,714,662 3,794,615 3,598,700 2003 110,910,102 82,018,063 25,203,929 14,034,329 9,167,644 8,637,101 3,775,915 4,131,352 3,352,617 2004 117,526,998 84,730,700 25,889,143 14,136,577 11,766,177 8,814,977 4,234,814 3,946,630 3,523,756 2005 120,873,521 88,660,364 25,503,946 13,725,215 11,896,323 8,808,677 4,475,250 6,360,672 3,589,703 2006 122,721,806 93,165,028 24,790,938 14,352,217 11,751,030 8,818,011 4,864,298 5,056,174 4,048,296 2007 128,625,275 98,142,156 28,638,167 14,965,695 14,934,190 8,825,629 5,480,361 5,229,233 4,312,349 2008 131,801,803 109,912,905 29,459,975 15,932,992 15,525,838 9,374,405 5,887,235 5,714,591 4,727,391 2009 127,301,965 115,586,354 27,572,563 15,746,026 15,638,431 9,299,184 4,556,261 4,411,087 4,952,987 2010 131,452,524 128,501,803 27,674,536 14,815,170 18,348,772 9,309,995 4,672,662 4,356,585 5,198,243

Source: City of Omaha Financial Statements.

See accompanying independent auditors’ report.

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Schedule 6CITY OF OMAHA, NEBRASKA

Assessed Value and Estimated Actual Value of Taxable Property

Last Ten Fiscal Years

Real property Other propertyPersonal/

Residential/ centrally Total taxable Totalcommercial assessed assessed direct

property property value tax rate

Year ended December 31:2001 $ 16,386,298,200 2,175,320,911 18,561,619,111 43.3872002 16,747,492,995 2,259,237,425 19,006,730,420 43.3872003 17,209,603,450 2,193,041,999 19,402,645,449 43.3872004 18,140,043,695 1,951,348,065 20,091,391,760 43.3872005 19,561,022,580 1,934,101,080 21,495,123,660 43.3872006 20,407,325,900 1,858,658,545 22,265,984,445 43.3872007 23,466,618,660 1,835,621,110 25,302,239,770 43.3872008 24,851,524,870 1,658,411,000 26,509,935,870 43.3872009 25,148,357,122 1,929,355,078 27,077,712,200 43.3872010 24,966,532,305 1,923,371,175 26,889,903,480 49.922

Note: Property is assessed at actual value; therefore, the assessed values are equal to actual value.

Source: Douglas County Assessor’s Office.

See accompanying independent auditors’ report.

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Schedule 7CITY OF OMAHA, NEBRASKA

Property Tax Rates

Direct and Overlapping Governments

2005 – 2010

2010 – 2011 2009 – 2010 2008 – 2009 2007 – 2008 2006 – 2007

City of Omaha:General fund $ 0.28447 0.26112 0.24312 0.24312 0.24312 Judgment 0.00600 0.00600 0.00600 0.00600 0.00600 Debt service 0.19281 0.19281 0.17581 0.17581 0.17581 Redevelopment debt service 0.01594 0.01594 0.00894 0.00894 0.00894

Total City of Omaha 0.49922 0.47587 0.43387 0.43387 0.43387

Overlapping rates1:Douglas County 0.26459 0.24519 0.24519 0.24519 0.26144 Omaha Douglas Building Commission 0.01300 0.01300 0.01300 0.01096 0.01096 Papio NRD 0.03275 0.03275 0.03375 0.03485 0.03844 Omaha Public Schools 0.25863 0.25572 1.20064 1.20059 1.19930 Metro Community College 0.08500 0.08500 0.06740 0.06740 0.06740 Education service units 0.01500 0.01500 0.01500 0.01500 0.01500 Omaha Transit Authority 0.04872 0.04674 0.04613 0.04617 0.04871 Learning community 0.95000 0.96000 — — — Learning community – capital projects 0.00125 0.00500 — — —

Total overlapping rates 1.66894 1.65840 1.62111 1.62016 1.64125 Total tax rate $ 2.16816 2.13427 2.05498 2.05403 2.07512

Note: 1 Overlapping rates are those of local and county governments that apply to property owners within the City of Omaha.

Sources: Douglas County Clerk’s Office and City of Omaha Finance Department.

See accompanying independent auditors’ report.

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Schedule 8CITY OF OMAHA, NEBRASKA

Principal Property Taxpayers

2009 – 2010

2009 2010Percentage Percentageof total City of total City

Taxable taxable Taxable taxableType of assessed assessed assessed assessed

Taxpayer business value Rank value value Rank value

Oak View Mall LLC Retail management $ 102,806,973 1 0.39% $ 103,070,800 1 0.38%United of Omaha Life Insurance Insurance 96,319,743 3 0.36 96,363,200 2 0.36Westroads Mall LLC Retail management 82,216,174 5 0.31 92,602,800 3 0.34168th and Dodge LP Real estate management 77,771,368 6 0.29 92,461,200 4 0.34Nebraska Furniture Mart Retail — — 74,414,700 5 0.27Walmart Stores, Inc Retail — — 65,401,900 6 0.24Creighton St. Joseph Regional Healthcare — — 62,978,500 7 0.23Target Retail 70,415,413 9 0.27 58,679,400 8 0.22Commercial Federal Bank Banking — — 56,303,800 9 0.21First Data Corp Payment processing 96,677,542 2 0.36 56,256,200 10 0.21IRET Properties Real estate investment 83,662,754 4 0.32 — —First National Bank of Omaha Banking 77,008,639 7 0.29 — —Walmart Stores, Inc Retail 72,204,178 8 0.27 — —Woodmen of the World Life Insurance Insurance 59,504,648 10 0.22 — —

Total $ 818,587,432 3.08% $ 758,532,500 2.80%

Source: Douglas County Assessor.

See accompanying independent auditors’ report.

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Schedule 9CITY OF OMAHA, NEBRASKA

Property Tax Levies and Collections

Last Ten Fiscal Years

Collected within theyear of the levy years’ tax Total collections by year

Taxes leviedfor the Percentage Percentage Tax and

fiscal year Amount Interest of levy Amount Interest Amount of levy interest

Year ended December 31:2001 $ 76,293,126 74,827,346 98.08 1,529,927 76,357,273 100.082002 80,533,297 78,176,656 97.07 1,061,170 79,237,826 98.392003 82,464,501 80,538,622 97.66 1,479,440 82,018,062 99.462004 84,182,258 83,107,249 98.72 1,623,451 84,730,700 100.652005 87,170,521 85,897,631 98.54 2,762,734 88,660,365 101.712006 93,260,893 91,592,309 98.21 1,572,719 93,165,028 99.902007 96,605,427 96,518,641 99.91 1,623,515 98,142,156 101.592008 109,778,828 107,891,215 98.28 2,021,690 109,912,905 100.122009 115,018,659 113,644,205 98.81 1,708,782 115,586,354 100.492010 128,854,709 126,195,724 189,878 97.94 1,873,134 243,067 128,068,858 99.39 128,501,803

Note: Property taxes are certified in August of each year by the Douglas County Assessor. The taxes are based on cents per $100 of taxable value. Taxes becomedue on January 1 of the following year and may be paid in two equal installments. Taxes become delinquent if not paid by April 1 and August 1. Delinquent taxesbear 14% interest. The figures above include interest in every year except 2010. The City includes total interest for late payments with taxes on thefinancial statements.

See accompanying independent auditors’ report.

Collections of subsequent

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Schedule 10CITY OF OMAHA, NEBRASKA

Total City Taxable Sales

Last Ten Fiscal Years

Total City Totaltaxable direct

sales tax rate

Year ended December 31:2001 $ 7,251,510,800 0.01502002 7,368,729,867 0.01502003 7,605,363,133 0.01502004 8,058,991,867 0.01502005 8,292,560,467 0.01502006 8,347,206,667 0.01502007 8,819,720,867 0.01502008 9,037,370,000 0.01502009 8,989,044,733 0.01502010 9,023,780,333 0.0150

Source: City of Omaha Revenue Division.

See accompanying independent auditors’ report.

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Schedule 11CITY OF OMAHA, NEBRASKA

Sales Tax Rates

Direct and Overlapping Governments

Last Ten Fiscal Years

Direct Overlapping1

City of State of TotalOmaha Nebraska tax rate

Fiscal year:2001 0.015 0.050 0.0652002 0.015 0.055 0.0702003 0.015 0.055 0.0702004 0.015 0.055 0.0702005 0.015 0.055 0.0702006 0.015 0.055 0.0702007 0.015 0.055 0.0702008 0.015 0.055 0.0702009 0.015 0.055 0.0702010 0.015 0.055 0.070

Note: 1 Overlapping rates are those of other governments that apply to consumers within the City of Omaha.

See accompanying independent auditors’ report.

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Schedule 12CITY OF OMAHA, NEBRASKA

Ratios of Outstanding Debt by Type

Last Ten Fiscal Years

(Amounts in thousands, except per capita)

Governmental activities Business-type activitiesSpecial

General Tax assessment Hotel Tax Sewer Sewer Total Percentage Netobligation supported notes Revenue Notes Capital revenue supported revenue notes Revenue Capital primary of personal debt per

bonds bonds payable bonds payable leases bonds bonds bonds payable bonds leases government income1 capita1

Fiscal year:2001 $ 449,256 13,805 1,750 — 1,531 26,135 — — 4,765 2,772 965 26,685 527,664 3.14 $ 1,304 2002 435,801 83,895 1,260 — 2,288 35,750 108,973 22,200 945 4,741 845 25,725 722,423 4.16 1,770 2003 432,927 82,427 1,215 — 820 34,007 108,973 21,743 — 9,797 715 52,460 745,084 4.12 1,805 2004 463,106 101,271 1,396 — 3,702 31,756 108,973 21,299 — 11,264 585 51,255 794,607 4.13 1,902 2005 484,756 99,524 741 — 3,507 34,102 110,155 20,836 — 17,116 445 49,920 821,102 4.05 1,940 2006 476,256 97,520 1,025 — 3,305 34,730 110,155 20,355 53,170 33,031 305 49,765 879,617 4.11 2,054 2007 536,827 99,040 215 2,350 3,096 37,418 109,750 19,855 54,430 37,056 155 47,815 948,007 4.16 2,190 2008 558,062 108,491 706 2,210 2,881 41,312 109,750 19,335 53,295 34,879 — 46,200 977,121 4.17 2,228 2009 545,829 110,873 257 2,065 2,658 107,131 109,750 18,792 82,095 32,628 — 44,505 1,056,583 N/A N/A2010 526,180 107,306 — 1,920 2,428 141,098 146,435 18,229 148,074 6,650 — 42,010 1,140,330 N/A N/A

Note: Details regarding the City’s outstanding debt can be found in the notes to the financial statements.1 See Table 17, Demographic and Economic Statistics, for income and population data.

See accompanying independent auditors’ report.

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Schedule 13CITY OF OMAHA, NEBRASKA

Ratios of General Obligation Debt Outstanding

Last Ten Fiscal Years

Ratio ofnet debt

Less amounts Net to estimatedGeneral available in bonded valuation

obligation debt debt per of taxablebonds service fund Total capita1 real property2

Fiscal year:2001 $ 449,256,472 25,917,537 423,338,935 1,047 2.282002 435,801,472 18,379,731 417,421,741 1,023 2.202003 432,926,472 11,057,002 421,869,470 1,022 2.172004 463,106,472 23,555,462 439,551,010 1,052 2.192005 484,756,472 18,892,007 465,864,465 1,101 2.172006 476,256,472 11,888,320 464,368,152 1,084 2.092007 536,826,472 16,491,540 520,334,932 1,202 2.062008 558,062,463 18,976,244 539,086,219 1,229 2.032009 545,829,194 13,489,712 532,339,482 1,171 1.972010 526,180,000 16,693,476 509,486,524 1,246 1.89

Note: Details regarding the City’s outstanding debt can be found in the notes to the financial statements.1 Population data can be found in Table 17, Demographic and Economic Statistics.2 Property value information can be found in Table 9, Assessed Value and Actual Value of Taxable Property.

See accompanying independent auditors’ report.

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Schedule 14CITY OF OMAHA, NEBRASKA

Direct and Overlapping Governmental Activities Debt

December 31, 2010

Estimated Direct andDebt percentage overlapping

Governmental units outstanding applicable1 debt to the City

Direct:City $ 526,180,000 100.00% $ 526,180,000

Overlapping:Douglas County 71,770,000 74.79 53,676,783 Omaha-Douglas Public Bldg. Commission2 40,715,000 74.79 30,450,749 School District of Omaha3 263,122,918 85.13 223,996,540 School District of Ralston3 29,110,000 72.25 21,031,975 School District of Millard3 135,500,000 66.45 90,039,750 School District of Elkhorn3 139,090,000 51.25 71,283,625 School District No. 66 of Douglas County3 28,065,000 100.00 28,065,000

707,372,918 518,544,422 Total $ 1,233,552,918 $ 1,044,724,422

Note: Overlapping governments are those that coincide, at least in part, with the geographic boundaries ofthe City. This schedule estimates the portion of the outstanding debt of those overlapping governmentsthat is borne by the residents and business of the City. This process recognizes that,when considering the government’s ability to issue and repay long-term debt, the entire debt burdenborne by the residents and businesses should be taken into account. However, this does not implythat every taxpayer is a resident, and therefore responsible for repaying the debt, of each overlappinggovernment.1 The percentage of overlapping debt applicable is estimated using taxable assessed property values.Applicable percentages were estimated by determining the portion of the City’s taxable assessed valueand dividing it by the corresponding overlapping government unit’s taxable assessed value.2 Payable from certain property tax revenues and payments to be made to it by the City of Omahaand Douglas County under certain contractual agreements. Actual rental payments by the City for2010 were $1,400,558. The Act authorizing issuance of bonds by the Omaha-Douglas Public BuildingCommission permits them to levy a tax of $0.17 per $100 of actual valuation on all the taxable propertyin Douglas County. However, although the same Act authorizes the City to levy a tax on all the taxableproperty in the City, except intangible property, of $0.17 per $100 of actual valuation in excess of theCharter limitation described under “AUTHORITY TO LEVY TAXES,” if and to the extent necessaryto make the City’s payments to the Commission, no such levy has ever been made by the City forsuch purpose.3 Residents of the City reside in one of the five school districts and pay taxes only to thatschool district. These numbers represent bonds outstanding as of December 30, 2010.4 The debt for the City of Omaha is based on the general obligation debt.

Source: The information regarding the bonds outstanding comes from the State of Nebraska Auditor ofPublic Accounts Web site, reported as of December 30, 2010.

See accompanying independent auditors’ report.

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Schedule 15CITY OF OMAHA, NEBRASKA

Legal Debt Margin Information

Last Ten Fiscal Years

(Amount in thousands)

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Debt limit $ 627,956 649,656 665,235 679,093 752,329 779,309 885,578 927,848 947,720 941,147 Total net debt applicable to limit 423,338 417,421 421,869 439,551 465,864 464,368 520,335 539,086 532,339 509,487

Legal debt margin $ 204,618 232,235 243,366 239,542 286,465 314,941 365,243 388,762 415,381 431,660

Total net debt applicableto the limit as apercentage of debt limit 67.42% 64.25% 63.42% 64.73% 61.92% 59.59% 58.76% 58.10% 56.17% 54.13%

Legal debt margin calculation for fiscal year 2010

Taxable property values:Real estate $ 24,966,532 Personal property 1,923,371

Total assessed value 26,889,903

Debt limit (3.5% of total assessed value) 941,147

Debt applicable to limit:General obligation bonds 526,180

Less amount set aside for repaymentof general obligation debt 16,693

Total net debt applicable to limit 509,487 Legal debt margin $ 431,660

Note: Under Article V. Section 5.27, Home Rule Charter of the City of Omaha, 1956 as amended, the City of Omaha’s outstanding general obligation debt should not exceed 3.5% of the actual value of taxablereal and personal property in the City. By law, the general obligation debt subject to the limitation may be offset by amounts set aside for repaying general obligation bonds.

See accompanying independent auditors’ report.

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(Continued)190

Schedule 16CITY OF OMAHA, NEBRASKA

Pledged Revenue Coverage

Last Ten Fiscal Years

Direct NetGross operating available Debt service requirements

revenue1 expenses2 revenue Principal Interest Total3 CoverageUtility service

Sewer System charges

2001 $ 34,879,019 21,276,479 13,602,540 4,170,271 216,565 4,386,836 3.102002 34,518,700 23,155,281 11,363,419 4,385,710 90,900 4,476,610 2.542003 34,232,617 20,084,158 14,148,459 1,614,506 888,373 2,502,879 5.652004 32,182,282 22,072,931 10,109,351 1,487,511 1,745,792 3,233,303 3.132005 33,279,697 23,515,095 9,764,602 1,439,030 1,512,034 2,951,064 3.312006 34,759,942 24,434,713 10,325,229 2,475,854 2,558,781 5,034,635 2.052007 40,573,046 26,148,634 14,424,412 2,436,679 5,078,921 7,515,600 1.922008 41,969,126 29,381,293 12,587,833 3,832,682 5,080,556 8,913,238 1.412009 43,704,193 29,341,757 14,362,436 3,968,039 4,867,190 8,835,229 1.632010 49,783,043 32,629,953 17,153,090 4,790,945 6,246,860 11,037,805 1.55

(1) Generally, gross revenues include sewer use fees and interest on investments.(2) Generally, direct operating expenses include sewage treatment and pumping, sewer maintenance, administrative

and general, and industrial waste control. Excluded from direct operating expense are depreciation and amortization.(3) The numbers reflect the total annual fiscal year’s debt service requirements on all the outstanding senior and

junior revenue bonds and notes.

Net revenuesConvention Center Hotel from Manager

2004 4 $ 2,250,535 4,981,155 (2,730,620) — 1,795,577 1,795,577 (1.52)2005 5,197,148 1,111,614 4,085,534 — 4,280,527 4,280,527 0.952006 7,046,759 1,766,738 5,280,021 — 5,318,665 5,318,665 0.992007 8,414,989 1,835,394 6,579,595 — 5,299,307 5,299,307 1.242008 9,715,892 1,956,436 7,759,456 — 6,158,546 6,158,546 1.262009 7,065,949 1,863,396 5,202,553 — 5,192,217 5,192,217 1.002010 8,274,289 1,569,043 6,705,246 315,000 5,185,917 5,500,917 1.22

(1) Generally, gross revenues include net revenues from manager and interest on investments.(2) Generally, direct operating expenses include administrative costs, taxes, and insurance

Excluded from direct operating expense are depreciation and amortization.(3) Debt service not covered by capitalized interest.(4) Hotel opened April 1, 2004.

Dock rentalDodge Park Marina Fund fees

2000 $ 406,995 265,746 141,249 110,000 50,655 160,655 0.882001 413,882 189,002 224,880 120,000 46,155 166,155 1.352002 467,548 233,494 234,054 120,000 41,355 161,355 1.452003 407,690 240,315 167,375 130,000 36,309 166,309 1.012004 406,644 219,965 186,679 130,000 30,524 160,524 1.162005’ 424,648 277,860 146,788 140,000 24,628 164,628 0.892006 444,992 261,985 183,007 140,000 18,398 158,398 1.162007 517,829 300,929 216,900 150,000 12,038 162,038 1.342008 504,623 325,086 179,537 155,000 5,288 160,288 1.122009 498,450 450,812 47,638 — — — N/A2010 504,623 325,086 179,537 — — — N/A

(1) Generally, gross revenues include net slip rental fees, concessions, and interest on investments.(2) Generally, direct operating expenses include operating and maintenance costs.

Excluded from direct operating expense are depreciation and amortization.

Special tax revenue Redevelopmentredevelopment bonds levy

2000 $ 1,437,048 — 1,437,048 750,000 328,224 1,078,224 1.332001 1,608,451 — 1,608,451 780,000 750,921 1,530,921 1.052002 1,631,668 — 1,631,668 810,000 1,830,447 2,640,447 0.622003 1,698,219 — 1,698,219 855,000 1,721,344 2,576,344 0.662004 1,757,854 — 1,757,854 885,000 1,125,071 2,010,071 0.872005 1,815,671 — 1,815,671 1,125,000 2,082,762 3,207,762 0.572006 1,924,414 — 1,924,414 1,360,000 1,929,602 3,289,602 0.582007 1,987,825 — 1,987,825 1,095,000 1,768,361 2,863,361 0.692008 2,266,497 — 2,266,497 1,420,000 1,889,680 3,309,680 0.682009 2,386,049 — 2,386,049 1,730,000 2,105,945 3,835,945 0.622010 4,175,584 — 4,175,584 2,315,000 2,302,714 4,617,714 0.90

(1) Gross revenue include the Special Tax Redevelopment Property Tax Levy.

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Schedule 16CITY OF OMAHA, NEBRASKA

Pledged Revenue Coverage

Last Ten Fiscal Years

Direct NetGross operating available Debt service requirements

revenue1 expenses2 revenue Principal Interest Total3 CoverageUtility service

Sewer System charges

Special Obligation Bonds

2003 $ 105,555,834 — 105,555,834 613,217 3,425,480 4,038,697 26.142004 114,508,723 — 114,508,723 596,024 3,401,295 3,997,319 28.652005 119,192,495 — 119,192,495 621,813 3,376,938 3,998,751 29.812006 116,878,412 — 116,878,412 643,542 3,352,007 3,995,549 29.252007 121,702,023 — 121,702,023 670,527 3,325,702 3,996,229 30.452008 128,318,818 — 128,318,818 699,182 2,455,815 3,154,997 40.672009 125,060,406 — 125,060,406 1,442,837 3,645,523 5,088,360 24.582010 130,252,172 — 130,252,172 1,251,492 3,589,306 4,840,798 26.91

(1) Gross revenues include state cigarette tax, TIF revenues, land sales, and sales tax.(2) Generally, direct operating expenses include administrative costs, taxes and insurance.(3) Sewer Revenue portion of debt service requirement reported under the Sewer Revenue Fund.

Street & Highway TaxAllocation Bonds

2008 $ 29,459,975 — 29,459,975 97,018 140,000 237,018 124.292009 27,572,563 — 27,572,563 91,084 145,000 236,084 116.792010 27,674,538 — 27,674,538 145,000 84,503 229,503 120.58

(1) Gross revenues include state street and highway allocation taxes.

See accompanying independent auditors’ report.

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Schedule 17CITY OF OMAHA, NEBRASKA

Demographic and Economic Statistics

Last Ten Fiscal Years

Per capitaPersonal personal School Unemployment

Population1 income2 income2 enrollment3 rate4

Fiscal year:2001 404,516 $ 16,811,493 35,928 70,032 3.32002 408,202 17,373,867 36,852 70,695 3.92003 412,679 18,084,044 38,008 71,325 4.32004 417,702 19,221,889 39,970 72,407 4.32005 423,255 20,283,646 41,693 73,182 4.32006 428,263 21,424,933 43,599 74,288 3.42007 432,791 22,786,541 45,946 75,318 3.32008 438,646 N/A N/A 75,764 3.72009 454,731 N/A N/A 77,096 5.02010 409,850 N/A N/A 77,560 4.7

Sources: 1 U.S. Census Bureau.2 U.S. Department of Commerce Bureau of Economic Analysis. Personal Income and Per Capita Incomeare based on Douglas County figures. The figures for the year 2000 Personal Income and Per CapitaPersonal Income are based on estimates.3 Omaha Public Schools, Millard Public Schools, District 66.4 United States Department of Labor – Bureau of Labor StatisticsThe unemployment rates are for the Omaha – Council Bluffs Metropolitan Statistical Area.

See accompanying independent auditors’ report.

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Schedule 18CITY OF OMAHA, NEBRASKA

Principal Employers

2010Percentageof total City

Employer Employees Rank employment

Alegent Health 7,500+ 1 1.99%Offutt Air Force Base 7,500+ 2 1.99Omaha Public Schools 7,500+ 3 1.99The Nebraska Medical Center 5,000+ 4 1.65Methodist Health System 5,000+ 5 1.65First Data 5,000+ 6 1.65Union Pacific Corporation 2,500+ 7 0.99University of Nebraska Medical Center 2,500+ 8 0.99West Corp. 2,500+ 9 0.99First National Bank of Omaha 2,500+ 10 0.99Mutual of Omaha 2,500+ 11 0.99Wal-Mart Stores 2,500+ 12 0.99City of Omaha 2,500+ 13 0.99ConAgra Foods 2,500+ 14 0.99Creighton University 2,500+ 15 0.99

Total 60,000+ 19.83%

2009Percentageof total City

Employer Employees Rank employment

Offutt Air Force Base 7,500+ 1 1.99%Alegent Health 7,500+ 2 1.99Omaha Public Schools 7,500+ 3 1.99Methodist Health System 5,000+ 4 1.32The Nebraska Medical Center 5,000+ 5 1.32First Data 2,500+ 6 1.32Union Pacific Corp. 2,500+ 7 0.66University of Nebraska Medical Center 2,500+ 8 0.66West Corp. 2,500+ 9 0.66First National Bank of Nebraska 2,500+ 10 0.66Mutual of Omaha 2,500+ 11 0.66ConAgra Foods 2,500+ 12 0.66Creighton University 2,500+ 13 0.66City of Omaha 2,500+ 14 0.66University of Nebraska Omaha 2,500+ 15 0.66

Total 57,500+ 15.87%

Note: Data not available for employers eight years prior.

Sources: Greater Omaha Economic Development Partnership – Omaha Chamber of Commerce Web site.

See accompanying independent auditors’ report.

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Schedule 19CITY OF OMAHA, NEBRASKA

Full-Time Equivalent City Government Employees by Function/Program

Last Ten Fiscal Years

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Function:General government 269 255 194 178 182 165 161 170 170 176 Public safety:

Police:Sworn 754 756 708 745 768 772 751 796 765 787 Civilians 183 190 182 173 180 170 161 147 143 149

Fire:Sworn 588 632 636 637 634 651 630 662 667 640 Civilians 10 10 10 9 8 8 9 9 5 —

Prosecutors 19 17 17 17 17 17 13 11 12 12 Transportation services 265 264 251 229 229 244 249 255 262 262 Community development 101 101 101 103 103 102 106 118 117 120 Culture and parks 288 270 251 228 210 208 211 221 208 221 Other public services 102 94 88 93 87 96 98 96 95 105 Golf 32 32 31 29 25 25 23 21 22 17 Tennis 1 1 1 1 1 1 1 1 1 1 Dodge Park Marina 1 1 1 1 1 1 1 1 1 1 Printing and graphics 8 7 4 4 — 7 5 5 3 3 Sewer 59 42 45 45 45 42 57 57 57 57 Air quality control 6 6 6 6 7 7 7 7 7 6 Compost 7 5 6 6 6 7 7 7 7 5 Parking facilities — 1 1 1 1 1 1 — — — Environmental engineering — 17 16 15 — — — — — —

Total 2,693 2,701 2,549 2,520 2,504 2,524 2,491 2,584 2,542 2,562

Source: City of Omaha Annual Budgets.

See accompanying independent auditors’ report.

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Schedule 20CITY OF OMAHA, NEBRASKA

Operating Indicators by Function/Program

Last Ten Fiscal Years

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Function:General government:

Law – civic:Civil active cases 480 400 452 416 416 350 389 161 241 245

Public safety:Police:

Calls for service 295,664 273,437 236,038 231,104 234,149 235,065 232,586 226,616 236,670 229,933 Incidents of arrests 28,651 28,548 28,194 26,572 28,019 32,266 32,732 32,178 25,009 39,973

Traffic citations: 42,326 37,844 18,875 29,257 30,611 33,238 28,834 20,120 24,409 43,186 Moving

Fire:Fire calls answered 2,130 2,185 1,911 1,784 1,825 1,834 1,905 1,620 1,549 1,585 Average response time 4 min 50 sec 4 min 50 sec 4 min 34 sec 4 min 21 sec 4 min 34 sec 4 min 36 sec 4 min 34 sec 4 min 31 sec 4 min 25 sec 4 min 28 sec

Transportation services:Street maintenance:

Asphalt repair (lane miles) 1,570 1,570 1,570 1,570 1,600 1,600 1,682 1,682 1,682 1,682 Culture and recreation:

Library:Number of items checked out

by public 2,503,981 2,512,701 2,425,399 2,375,781 2,500,000 2,889,557 2,855,393 3,002,144 3,131,585 3,205,734 Recreation:

Attendance: community centers 549,000 660,285 659,182 630,964 629,618 638,835 720,778 611,081 615,000 893,737 Community development:

Planning:Planning board case reviews 370 268 418 422 561 390 452 233 277 218

Golf:Golf rounds played 230,050 214,912 207,850 214,000 206,000 195,911 189,346 182,157 181,000 157,500

Note: The figures shown above are based on actuals.

Source: City of Omaha Annual Budget.

See accompanying independent auditors’ report.

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Schedule 21CITY OF OMAHA, NEBRASKA

Capital Asset Statistics by Function/Program

Last Ten Fiscal Years

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010Function:

Public safety:Police precincts (includes headquarters) 5 5 5 5 5 5 5 5 5 5 Police horse patrol facility 1 1 1 1 1 1 1 1 1 1 Emergency response and traffic facility 1 1 1 1 1 1 1 1 1 1 Police air support facility 1 1 1 1 1 1 1 1 1 1 Fire stations (includes headquarters) 23 23 23 23 23 23 23 24 24 24 Police/fire training facility — — — — — 1 1 1 1 1 Medic units 11 13 13 13 13 13 15 15 15 15

Transportation services:Lane miles of streets, striped 790 790 825 825 830 840 870 870 940 1,200 Streetlights 49,829 50,634 50,672 51,100 51,528 52,834 53,696 54,852 56,277 57,074

Culture and recreation:Parks acreage 8,238 8,238 8,284 8,284 8,284 8,537 8,537 8,680 9,455 9,475 Parks * * * * * * * * 192 225 Swimming pools (outdoor) 17 16 17 16 16 16 16 16 14 16 Swimming pools (indoor) 2 2 2 2 2 2 3 3 3 3 Golf courses (public) 8 8 8 8 8 8 8 8 8 8 Community centers 15 15 15 15 15 15 15 15 16 15 Libraries 10 10 10 10 10 10 11 11 12 12

Sewer:Sewer line cleaned (linear feet) 2,345,135 2,602,317 2,527,691 2,182,938 3,171,496 3,405,072 3,383,994 3,150,344 3,383,994 3,711,211

Note: These figures are based on actuals from the City budget.

Sources: Various City departments.

See accompanying independent auditors’ report.

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APPENDIX B

CITY OF OMAHA—GENERAL INFORMATION

The following information is provided as a general introduction to the City of Omaha. The City

of Omaha is NOT generally obligated with respect to the payment of the principal of and interest on the

Bonds offered by the Official Statement.

Form of Government

Omaha operates with a strong mayor form of government. The Mayor is the City’s full-time

Chief Executive Officer. The City has a seven-member City Council. As a home-rule city, Omaha has

all of the powers available to a home-rule city under the Nebraska Constitution. The Mayor and Council

are elected for four-year terms. The Mayor is elected in a citywide election while the City Council

members are elected by district.

City Administration

The executive and administrative powers of the City are vested in the Mayor, who is popularly

elected for four years on a nonpartisan basis. The Honorable Jim Suttle was elected on May 12, 2009 to a

four-year term of office ending in June 2013. Mayor Suttle held the position of Vice Chairman of the

Board of Directors for the Omaha-based engineering and design firm, HDR, Inc. He also served as

executive vice president and director of corporate development for HDR. He is a licensed professional

engineer in Nebraska and has served as a member and chairman of the Nebraska Board of Engineers and

Architects.

In 2005, Mayor Suttle was elected to represent District 1 on the Omaha City Council. As a

councilman, he served on the board of the Metropolitan Area Planning Agency and as a member of the

Omaha-Douglas Building Commission. Mayor Suttle previously served as Public Works Director for the

City of Omaha.

The Mayor’s cabinet consists of the chief officers of eleven City Departments. The Mayor

appoints each Department head, except that the Library Board appoints the Public Library Director.

City Financial Management and Controls

City financial management is the responsibility of the Finance Department. In total, the Finance

Department consists of 35 employees and is organized by division. The head of the Finance Department

is the Finance Director of the City, Pam Spaccarotella. Ms. Spaccarotella has been Finance Director of

the City since July 30, 2009. Most recently, Ms. Spaccarotella was an associate vice president at the

Omaha-based trucking company Werner Enterprises. Major duties of the Finance Director include

serving on the Mayor’s Cabinet, Mayor’s Budget Committee, the City’s Annexation Task Force, Capital

Improvement Priority Committee, Subdivision Review Committee and Tax Increment Financing Review

Committee and serving as administrator of the Police and Fire Pension Board and the Omaha Employees’

Retirement Board. Ms. Spaccarotella holds a master’s degree in business administration from the

University of Nebraska-Lincoln and a law degree from the University of Maine. She also served in the

U.S. Air Force.

Allen R. Herink, City Comptroller, has 36 years of experience as an accountant with the City of

Omaha. He began his career with the City working in the Grants Accounting Division of the Finance

Department. In 1990, he was transferred to the Budget and Accounting Division. In 1997, Mr. Herink

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was promoted to Division Manager. He became Acting City Comptroller in July 2001 and City

Comptroller in August 2003. Mr. Herink holds a Bachelor of Science degree with a major in Accounting

from the University of Nebraska at Omaha.

Irene M. Wolfe, Revenue Manager, has 21 years of experience with the City of Omaha. She

began her career as an internal auditor for the Finance Department. She transferred to the Budget

Division in 2002 and was promoted to Accountant III in 2003. In 2005, she was selected to serve as

Revenue Manager. As Revenue Manager, Ms. Wolfe serves as the investment officer for the City,

manages and supervises the Revenue Division, which includes Central Cashier, Violations Bureau,

Centralized Billing Section and Keno section. As a revenue analyst, Ms. Wolfe is responsible for

analyzing, forecasting, formulating and administering all City revenue sources. Ms. Wolfe holds a

Bachelor of Science in Business Administration with a functional major in accounting from Central

Missouri State University. She is a Certified Public Accountant (CPA) and a Certified Government

Financial Manager (CGFM). The Revenue Division’s activity includes budget implementation and the

continuous monitoring and internal control of revenue against budget appropriations. It is responsible for

the City’s centralized billing procedures, the collection and deposit of moneys by the Central Cashier and

the Violation Bureau and administration of the Keno game.

Andrew W. Brott, Budget Manager, has six years of experience with the City of Omaha. He

started as an Accountant in Public Works with his primary responsibility being the maintenance and

calibration of the Combined Sewer Overflow (CSO) Financial Plan Model for the City. Later he

transferred to City Finance, where he continued working with Public Works on budgeting, fund closings,

and the CSO Financial Plan. In January 2010, Mr. Brott became the Budget Manager for the City of

Omaha. Prior to working for the City, Mr. Brott was a Senior Auditor with the State of Nebraska Motor

Fuels Division. He performed tax compliance audits for the State of Nebraska for ten years. Mr. Brott

holds a Bachelor of Science degree with a Major in Accounting and a double Minor in Information

Management and Business Administration from Bellevue University.

Scott Winkler, Accounting Manager, has seven years of experience with the City of Omaha and

nearly 25 years combined experience in accounting, auditing and financial management. Mr. Winkler

began his career with the City as an Accountant I with the Budget and Accounting Division of the

Finance Department. He was promoted to an Accountant II and then in February of 2010, to an

Accountant III and the position of Accounting Manager. Mr. Winkler holds a Bachelor of Science degree

with a major in Accounting and a Master of Arts degree in Information Systems, both from the University

of Nebraska at Lincoln. He is a Certified Public Accountant (CPA) in the State of Nebraska.

Financial Reporting Systems and Control Systems

The Budget and Accounting Division of the Finance Department performs significant and

ongoing monitoring of the financial performance of the operating departments/divisions after budget

adoption. All equipment spending is prioritized, scheduled into semiannual acquisition periods and

submitted by department heads to staff accountants for analysis and review prior to any purchasing

activity by the City Purchasing Agent. All purchases and contracts in excess of $20,000 must be

approved by formal City Council action. Department Directors and Division Managers run status reports

detailing actual to budget performance as needed. The City Charter requires quarterly budget status

reporting. These reports forecast year-end revenue and expenditure balances for all operating

departments/divisions. Material variances are investigated promptly as they occur. Remedial actions to

return a division/department to budget might include, but are not limited to, such actions as (i) staff

accountant review and approval of all requisitions prior to receipt by the Purchasing Division,

(ii) postponement or reductions in quantity of materials and equipment purchased, or (iii) deferral of

major budgeted expenditures.

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Location and General Background

Omaha, founded in 1854, is the largest city in the State of Nebraska. Omaha is the hub of a vast

transportation network leading to all parts of the nation and thus offers significant advantages to business

and industry competing in regional and national markets. This fact is substantiated by the growth of

population, employment and income during recent years.

Area and Population

According to the 2010 Census the population of the eight-county Omaha Metropolitan Statistical

Area (―MSA‖), comprising five Nebraska counties and three Iowa counties, numbered 865,350, with over

1.2 million within a 60-minute drive. The population of the City was approximately 408,958.

Transportation

Nearly 4.3 million passengers, over 99 million pounds of cargo and over 54.1 million pounds of

mail passed through Eppley Airfield, Omaha’s principal airport, in 2010. In the last decade, Eppley

Airfield has made over $110 million in investments in terminal, apron, cargo area and runway expansions.

Eppley Airfield offers over 170 flights per day and is serviced by eight national air carriers (number may

change due to recent mergers within the airline industry), 11 regional airlines, eight air freight carriers and

two full-service general aviation facilities. A total of 129 general aviation aircraft, including 34 executive

jets, are based at Eppley Airfield. There are 90 departures out of Eppley Airfield daily.

Omaha is general headquarters for the Union Pacific Railroad. The Burlington Northern Santa Fe

and the Canadian National railroads also provide service and combine to make Omaha an important rail

center.

Two interstate highways (Interstate 80 and Interstate 29), five federal highways and seven state

highways provide fast all-weather routes within Nebraska and to and from the rest of the nation. In

addition, Interstate 480 (downtown spur) and Interstate 680 (circumferential route) provide quick access

to all parts of the metropolitan area.

More than 100 motor common carriers haul freight to and from Omaha and all parts of the nation,

making Omaha a major Midwestern trucking center. Greyhound Bus Lines furnishes Omaha with

transcontinental passenger service. Several smaller bus lines operate between Omaha and points in Iowa

and Nebraska.

Utility Services

Residential, commercial and industrial electric service rates in Omaha historically have been

below the national averages, according to reports of the Edison Electric Institute in its Statistical

Yearbook of the Electrical Utility Industry. In addition to low rates, the Omaha Public Power District, a

Nebraska political subdivision, assures its customers ample power with a net generating capability of

3,224.7 megawatts.

The Metropolitan Utilities District (―MUD‖), a Nebraska political subdivision, distributes natural

gas and water in the Omaha area. Rates compare favorably with those prevailing in other metropolitan

areas in the nation. Omaha has a plentiful water supply (Missouri River and Platte River wells) and a

water system designed to the standards of the National Board of Fire Underwriters, with a current

capacity of 333 million gallons a day. MUD’s supply of natural gas is purchased wholesale from

Northern Natural Gas Company. This supply is supplemented with peak-shaving storage facilities which

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can provide up to approximately 30% of peak demand. There have been no interruptions of natural gas

service to firm commercial and residential customers and no interruptions are expected in the foreseeable

future. MUD continues to add new natural gas customers.

Education

Omaha is an important educational center and is the location of Creighton University, the

University of Nebraska at Omaha and the University of Nebraska Medical Center. These institutions,

together with three additional colleges located in Omaha, offer educational programs at the graduate and

undergraduate levels, in law, and in the health professions: medicine, dentistry, nursing and pharmacy.

Public elementary and secondary education is provided by five local school districts: School

District of Omaha, Douglas County School District No. 66, School District of Elkhorn, School District of

Millard and School District of Ralston. The School District of Omaha has the largest enrollment of pupils

residing within the City. The City is also served by a number of private and parochial schools at both the

elementary and secondary levels. In 2010 the publication ―Business Facilities‖ ranked the State of

Nebraska on its Best Education Climate list.

Section 79-2102, R.S., Supp. 2007, established a ―learning community‖ comprising the 11 school

districts (including the five school districts named above) in Douglas County and Sarpy County,

Nebraska. Among other things, the learning community is responsible for levying and distributing

common tax levies, approving focus schools and developing integration and diversity plans.

Military

The missions of U.S. Strategic Command are: to deter attacks on U.S. vital interests, to ensure

U.S. freedom of action in space and cyberspace, to deliver integrated kinetic and non-kinetic effects to

include nuclear and information operations in support of U.S. Joint Force Commander operations, to

synchronize global missile defense plans and operations, to synchronize regional combating of weapons

of mass destruction plans, to provide integrated surveillance and reconnaissance allocation

recommendations to the Secretary of Defense, and to advocate for capabilities as assigned. The estimated

economic impact of Offutt Air Force Base on the Greater Omaha community is more than $2.9 billion.

Economy

Omaha’s economy was founded on the livestock industry in the late nineteenth century. Omaha

is a major grain exchange market in the United States. Food processing is also an important part of the

economy and is represented by such companies as ConAgra Foods, Inc., Kellogg Company and Omaha

Steaks International.

The geographic centrality of Omaha in the United States has encouraged commercial

development, and the City is home to five Fortune 500 companies, which represent a diverse array of

industries: Berkshire Hathaway, ConAgra Foods, Inc., Mutual of Omaha, Peter Kiewit Sons’, Inc. and

Union Pacific Corp. The City’s economy continues to diversify, although it still remains agriculturally

oriented. The Omaha MSA contains more than 700 manufacturing plants, including plants operated by

Lozier Corporation and Valmont Industries Inc. In the early 1980s, Omaha began developing as a major

participant in the reservation, customer service and direct-response center industry. Currently, there are

49 such firms located within the City. In total they employ a labor force in excess of 30,000. Major

employers in this group include First Data Corporation, Oriental Trading Co., Inc., West Corporation,

PayPal, Marriott Worldwide Reservation Center and Omaha Steaks. Omaha is the home of Peter Kiewit

Sons’, Inc., one of the largest construction and mining organizations in North America, TD Ameritrade, a

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major discount stock brokerage firm, and more than 20 insurance companies (with over 50 employees

each), including Mutual of Omaha, the world’s largest mutual health and accident company, and

Woodmen of the World Life Insurance Society, the largest fraternal life insurance company.

Meatpacking employment in the Omaha area is at its highest level in 40 years. In December of 2008,

meatpacking jobs in the Omaha MSA numbered 7,300. The district offices of the Farm Credit System for

Nebraska, Iowa, South Dakota and Wyoming are headquartered in Omaha.

The City is economically attractive to potential residents. The cost of living in the City in 2010

across all categories was 88.2% of the national average. Omaha MSA residents enjoy a median

household income of $57,268, 10% higher than the national average. The June 2010 seasonally adjusted

unemployment rate for the Omaha MSA was 4.7%, compared with 9.2% for the United States.

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CITY OF OMAHA—

SELECTED ECONOMIC INDICATORS

Omaha MSA Population and Employment

Population 1 Employment

2

1950 366,395 163,050

1960 457,873 188,950

1970 542,646 241,650

1980 569,614 261,532

1990 687,569 355,200

2000 767,140 441,600

2001 775,251 444,500

2002 782,158 439,200

2003 790,252 444,400

2004 800,155 441,500

2005 810,155 448,200

2006 819,073 456,200

2007 827,666 462,800

2008 837,925 468,400

2009 838,855 459,200

2010 865,350 456,500

Population and employment figures are for the previous five-county metropolitan statistical area.

1 Source: U.S. Census Bureau.

2 Source: Bureau of Labor Statistics: State and Area Employment, Hours, and Earnings.

Omaha MSA (Eight Counties) Non-Farm Employment

Industry Average for 2009 Average for 2010 Average for 2011*

Number % of Total Number % of Total Number % of Total

Mining, Logging and Construction 23,800 5.2 20,900 4.6 20,071 4.4

Manufacturing 31,500 6.9 31,000 6.8 31,486 6.9

Trade, Transportation and Utilities 95,100 20.7 94,000 20.6 94,857 20.7

Information 11,500 2.5 11,100 2.4 10,643 2.3

Financial Activities 40,100 8.7 40,200 8.8 40,171 8.8

Professional and Business Services 62,800 13.7 63,000 13.8 64,900 14.2

Education and Healthcare Services 69,100 15.0 70,100 15.4 70,657 15.4

Leisure and Hospitality 44,200 9.6 43,600 9.6 43,529 9.5

Other Services 17,100 3.7 17,600 3.9 17,829 3.9

Government 64,400 14.0 65,100 14.3 64,443 14.1

Total Non-Farm Employment 459,500 100.0 456,500 100.0 453,586 100.0

*Average through July 2011

Source: U.S. Bureau of Labor Statistics: State and Area Employment, Hours and Earnings

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Omaha MSA Personal Income (per capita)

Year Personal Income

Per Capita

Personal Income

U.S. Per Capita

Personal Income

1970 $2,553,430 $4,107 $4,084

1980 $6,647,847 $10,150 $10,091

1990 $13,287,990 $19,316 $19,354

2000 $24,935,879 $32,412 $30,308

2001 $27,905,005 $33,409 $31,133

2002 $26,879,221 $34,356 $31,444

2003 $27,922,390 $35,321 $32,244

2004 $29,683,944 $37,084 $33,857

2005 $31,076,985 $38,343 $35,398

2006 $33,391,162 $40,718 $37,679

2007 $35,244,303 $42,505 $39,441

2008 $36,927,217 $43,999 $40,876

2009 $36,513,741 $42,982 $38,800

Source: Bureau of Economic Analysis, SA1-3, CA1-3.

Omaha MSA1 Net Taxable Sales

Year

Total Net

Taxable Sales (000)

Net Taxable Sales

of Motor Vehicles (000)

1980 $2,589,068 $223,377

1990 4,055,334 499,033

2000 7,006,016 970,867

2001 7,241,327 1,133,659

2002 7,331,540 1,164,841

2003 7,667,430 1,171,888

2004 8,365,580 1,124,848

2005 8,669,035 1,055,036

2006 8,796,364 1,013,663

2007 2 9,116,077 1,092,087

2008 9,235,201 1,093,682

2009 8,974,240 1,093,115

2010 9,242,676 1,152,824

Source: Nebraska Department of Revenue.

1 Includes the five Nebraska Counties in the eight County MSA.

2 Nebraska Counties of MSA (Cass, Douglas, Sarpy, Washington, Saunders (1997-present)) through October 2007.

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Value of Building Permits—City of Omaha

Year Amount Year Amount

1950 $ 24,105,401 2004 623,481,197

1960 46,927,523 2005 673,153,699

1970 61,626,242 2006 605,536,231

1980 136,736,312 2007 663,007,432

1990 318,473,517 2008 795,783,313

2000 473,849,942 2009 511,966,409

2001 1,558,867,305 2010 530,331,594

2002 701,502,687 2011 367,800,192

2003 633,542,187

Source: Division of Permits and Inspections, City of Omaha. As of August 31, 2011

Largest Employers—City of Omaha Metro Area

August 23, 2011

Company Product/Service Number of Employees Alegent Health Healthcare 9,000

Offutt Air Force Base* National Security 8,879

Omaha Public Schools Education 7,500

The Nebraska Medical Center Healthcare 5,600

Methodist Health System Healthcare 5,199

First Data Transaction Processing 5,000

University of Nebraska Medical Center Healthcare 4,974

Union Pacific Railroad 4,500

First National Bank of Omaha Banking 3,707

Mutual of Omaha Insurance 3,548

Walmart Stores Store 3,500

West Corp. Telemarketing 3,400

City of Omaha Administration 3,000

ConAgra Foods Food products 3,000

Creighton University Education 3,000

University of Nebraska at Omaha Education 3,000

Millard Public Schools Education 2,767

Target Stores Dept. Stores 2,565

PayPal Transaction Processing 2,500

Omaha Public Power District Energy 2,300

Located in Sarpy County (immediately south of Omaha).

Source: Greater Omaha Chamber of Commerce Top 25 Employer List, (Ranked by Number of Employees).

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APPENDIX C

FORM OF CONTINUING DISCLOSURE UNDERTAKING

Following is the text of Section 19 of the Second Supplemental Ordinance. Such Ordinance

provisions comprise the City’s continuing disclosure undertakings pursuant to Securities and Exchange

Commission Rule 15c2-12(b)(5)(i) with respect to the Bonds.

(a) That the City does hereby covenant and agree and enter into a written

undertaking for the benefit of the holders and beneficial owners of the Bonds in accordance with

Section (b)(5)(i) of Securities and Exchange Commission Rule 15c2-12 under the Securities

Exchange Act of 1934, as amended (17 C.F.R. § 240.15c2-12) (the ―Rule‖). Capitalized terms

used in this Section 19 and not otherwise defined in this Ordinance shall have the meanings

assigned such terms in subsection (d) hereof. It being the intention of the City that there be full

and complete compliance with the Rule, this Section shall be construed in accordance with the

written interpretative guidance and no-action letters published from time to time by the Securities

and Exchange Commission and its staff with respect to the Rule.

(b) The City undertakes to provide the following information as provided in this

Section 19:

(i) Annual Financial Information;

(ii) Audited Financial Statements, if any; and

(iii) Material Event Notices.

(c) (i) The City shall while any Bonds are outstanding provide the Annual

Financial Information on or before the date which is 270 days after the end of each fiscal year of

the City (the ―Report Date‖) to the MSRB in an electronic format accompanied by identifying

information as prescribed by the MSRB. The City shall include with each submission of Annual

Financial Information a written representation to the effect that the Annual Financial Information

is the Annual Financial Information required by this Section 19 and that it complies with the

applicable requirements of this Section 19 and that it has been provided to the MSRB. If the City

changes its fiscal year, it shall provide written notice of the change of fiscal year to the MSRB. It

shall be sufficient if the City provides to the MSRB any or all of the Annual Financial

Information by specific reference to documents previously provided to the MSRB or filed with

the Securities and Exchange Commission and, if such a document is a final official statement

within the meaning of the Rule, available from the MSRB.

(ii) If not provided as part of the Annual Financial Information, the

City shall provide the Audited Financial Statements when and if available while

any Bonds are outstanding to the MSRB.

(iii) If a Material Event occurs while any Bonds are Outstanding, the City

shall provide a Material Event Notice in a timely manner, not in excess of 10 business

days after the occurrence of the event, to the MSRB. Each Material Event Notice shall be

so captioned and shall prominently state the date, title and CUSIP numbers of the Bonds.

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(iv) The City shall provide in a timely manner to the MSRB notice of any

failure by the City while any Bonds are outstanding to provide to the MSRB Annual

Financial Information on or before the Report Date.

(v) Any filing or report under this Section 19 may be made solely by

transmitting such filing or report to the MSRB in an electronic format accompanied by

identifying information as prescribed by the MSRB.

(d) The following are the definitions of the capitalized terms used in this Section 19

and not otherwise defined in this Ordinance:

(i) ―Annual Financial Information‖ means the financial information or

operating data with respect to the City, provided at least annually, of the type included in

Appendix B of the final official statement with respect to the Bonds. The financial

statements included in the Annual Financial Information shall be prepared in accordance

with generally accepted accounting principles (―GAAP‖) for governmental units as

prescribed by the Government Accounting Standards Board (―GASB‖). Such financial

statements may, but are not required to be, Audited Financial Statements.

(ii) ―Audited Financial Statements‖ means the City’s annual financial

statements, prepared in accordance with GAAP for governmental units as prescribed by

GASB, which financial statements shall have been audited by such auditor as shall be

then required or permitted by the laws of the State of Nebraska.

(iii) ―Material Event‖ means any of the following events, with respect to the

Bonds:

(1) Principal and interest payment delinquencies;

(2) Non-payment related defaults, if material;

(3) Unscheduled draws on debt service reserves reflecting financial

difficulties;

(4) Unscheduled draws on credit enhancements reflecting financial

difficulties;

(5) Substitution of credit or liquidity providers, or their failure to

perform;

(6) Adverse tax opinions, the issuance by the Internal Revenue

Service of proposed or final determinations of taxability, Notices of Proposed

Issue (IRS Form 5701–TEB) or other material notices or determinations with

respect to the tax status of the security, or other material events affecting the tax

status of the Bonds;

(7) Modifications to rights of Bondholders, if material;

(8) Bond calls, if material, and tender offers;

(9) Defeasances;

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(10) Release, substitution or sale of property securing repayment of

the Bonds, if material;

(11) Rating changes;

(12) Bankruptcy, insolvency, receivership or similar event of the

City;

(13) The consummation of a merger, consolidation or acquisition

involving the City or the sale of all or substantially all of the assets of the City

other than in the ordinary course of business, the entry into a definitive

agreement to undertake such an action or the termination of a definitive

agreement relating to any such actions, other than pursuant to its terms, if

material; and

(14) Appointment of a successor or additional paying agent or the

change of name of a paying agent, if material.

(e) ―Material Event Notice‖ means electronic notice of a Material Event.

(f) ―MSRB‖ means the Municipal Securities Rulemaking Board. On July 1, 2009 the

MSRB became the sole repository to which the City must electronically submit Annual Financial

Information, Audited Financial Statements, if any, and Material Event Notices pursuant to this

Section 19. Reference is made to Commission Release No. 34-59062, December 8, 2008 (the

―Release‖) relating to the MSRB’s Electronic Municipal Market Access (―EMMA‖) system for

municipal securities disclosure which became effective on July 1, 2009. To the extent applicable

to this Section 19, the City shall comply with the Release and with EMMA.

(g) (i) The continuing obligation hereunder of the City to provide Annual

Financial Information, Audited Financial Statements, if any, and Material Event Notices shall

terminate immediately once the Bonds no longer are outstanding. This Section 19, or any

provision hereof, shall be null and void in the event that the City obtains an opinion of nationally

recognized bond counsel to the effect that those portions of the Rule which require this Section

19, or any such provision, are invalid, have been repealed retroactively or otherwise do not apply

to the Bonds, provided that the City shall have provided notice of such delivery and the

cancellation of this Section 19 to the MSRB.

(ii) This Section 19 may be amended, without the consent of the

Bondholders, but only upon the City obtaining an opinion of nationally recognized bond

counsel to the effect that such amendment, and giving effect thereto, will not adversely

affect the compliance of this Section 19 by the City with the Rule, provided that the City

shall have provided notice of such delivery and of the amendment to the MSRB. Any

such amendment shall satisfy, unless otherwise permitted by the Rule, the following

conditions:

(1) The amendment may only be made in connection with a change

in circumstances that arises from a change in legal requirements, change in law

or change in the identity, nature or status of the issuer or type of business

conducted;

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(2) This Section 19, as amended, would have complied with the

requirements of the Rule at the time of the primary offering, after taking into

account any amendments or interpretations of the Rule, as well as any change in

circumstances; and

(3) The amendment does not materially impair the interests of

Bondholders, as determined either by parties unaffiliated with the City (such as

nationally recognized bond counsel), or by approving vote of Bondholders

pursuant to the terms of this Ordinance at the time of the amendment.

The initial Annual Financial Information after the amendment shall explain, in narrative

form, the reasons for the amendment and the effect of the change, if any, in the type of operating

data or financial information being provided.

(h) Any failure by the City to perform in accordance with this Section 19 shall not

constitute an Event of Default with respect to the Bonds. If the City fails to comply herewith, any

Bondholder or Beneficial Owner may take such actions as may be necessary and appropriate,

including seeking specific performance by court order, to cause the City to comply with its

obligations hereunder.

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APPENDIX D

FORM OF BOND COUNSEL OPINION

[DATE OF DELIVERY]

City Council of the City

of Omaha, Nebraska

1819 Farnam Street

Omaha, NE 68183

$69,560,000

CITY OF OMAHA, NEBRASKA

SANITARY SEWERAGE SYSTEM REVENUE BONDS

SERIES OF 2011

Ladies and Gentlemen:

We have acted as Bond Counsel in connection with the issuance and sale by the City of Omaha

(the ―City‖), a municipal corporation in the State of Nebraska, of its $69,560,000 Sanitary Sewerage

System Revenue Bonds, Series of 2011 (the ―Bonds‖). The Bonds are issuable as fully registered Bonds

without coupons dated as of their date of delivery in the denomination of $5,000 or any integral multiple

thereof, bearing interest payable semiannually on May 15 and November 15 of each year, commencing

May 15, 2012, at the rates per annum set forth in the schedule below and maturing serially and as term

bonds in numerical order on November 15, in each of the years and in the principal amounts as follows:

Maturity

(November 15) Amount

Interest

Rate

Maturity

(November 15) Amount

Interest

Rate

2012 $ 1,180,000 2.00% 2021 $ 445,000 3.00%

2013 240,000 2.00 2021 1,300,000 4.00

2013 1,010,000 4.00 2022 1,810,000 5.00

2014 1,300,000 3.00 2023 1,625,000 4.00

2015 1,340,000 5.00 2023 275,000 5.00

2016 1,410,000 5.00 2024 1,980,000 3.125

2017 1,480,000 5.00 2025 2,040,000 3.50

2018 300,000 4.00 2026 2,110,000 5.00

2018 1,255,000 5.00 2027 2,215,000 5.00

2019 1,625,000 4.00 2028 2,325,000 4.00

2020 1,690,000 3.00

$7,550,000 4.00% Term Bonds Due November 15, 2031

$21,660,000 4.25% Term Bonds Due November 15, 2038

$11,395,000 4.25% Term Bonds Due November 15, 2041

The Bonds are subject to optional redemption and mandatory sinking fund redemption prior to

their stated maturities. The Bonds recite that they are issued by the City, to pay the costs of the

acquisition, construction, improving and equipping of certain capital improvements to the City’s sanitary

sewerage system, under the Constitution and laws of the State of Nebraska, including Sections 18-501 to

18-512, Reissue Revised Statutes of Nebraska, as amended, the Home Rule Charter of the City of Omaha,

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as amended, and Ordinance Nos. 37507 and 39149 of the City Council (collectively, the ―Ordinance‖) of

the City duly enacted and adopted.

The Ordinance provides that the City shall deposit to the credit of the Revenue Fund (as

hereinafter defined) a sufficient amount of Revenues (as defined in the Ordinance) to pay the principal of

and interest on the bonds of each series issued under the provisions of the Ordinance as they become due.

The Ordinance permits the issuance, under the conditions, limitations and restrictions therein set forth, of

additional bonds to be issued under separate ordinances on a parity with the outstanding bonds previously

issued under the Ordinance or such a separate ordinance. The Bonds are secured by the Revenues on a

parity with the City’s Sanitary Sewerage System Revenue Bonds, Series of 2006, the City’s Sanitary

Sewerage System Revenue Bonds, Taxable Series of 2009B (Build America Bonds—Direct Payment),

the City’s Sanitary Sewerage System Revenue Refunding Bonds, Series of 2010A, the City’s Taxable

Sanitary Sewerage System Revenue Bonds (Recovery Zone Economic Development Bonds—Direct

Payment), Series of 2010B and the City of Elkhorn, Nebraska Sewer Revenue Refunding Bonds,

Series 2003 (assumed by the City upon its annexation in 2007 of the former City of Elkhorn).

The City of Omaha has covenanted in the Ordinance to at all times do and perform all acts and

things permitted by law and necessary or desirable to assure that, for purposes of federal income taxation,

the interest on the Bonds be excludable from the gross income of the recipient under the Internal Revenue

Code of 1986, as amended (the ―Code‖).

We have examined the Constitution and laws of the State of Nebraska, the Charter of the City,

certified copies of proceedings of the City Council of the City authorizing the issuance of the Bonds, the

Ordinance and the form of an executed bond of said issue.

From such examination, we are of the opinion that:

1. The City is a municipal corporation of the State of Nebraska duly organized and

validly existing under the Constitution and laws of the State of Nebraska and has the full right,

power and authority under said laws to issue revenue bonds, such as the Bonds, for the purpose of

obtaining funds to provide capital improvements for the City’s sanitary sewerage system.

2. The Bonds have been duly authorized, executed, issued and delivered under the

provisions of the Ordinance for the purpose of providing moneys for (a) paying the costs of the

Improvements, (b) establishing a reserve for the Bonds in an amount equal to the Reserve

Account Requirement to be credited to the Sewer Revenue Bond Reserve Account of the

Revenue Fund and (c) paying costs of issuing the Bonds.

3. The Bonds are legal, valid and binding special obligations of the City enforceable

in accordance with their terms, and payable solely from the special fund specified by the

Ordinance and designated the ―Sewer Revenue Fund‖ (the ―Revenue Fund‖).

4. The City is not obligated to pay the Bonds or the interest thereon except from the

Revenues, as provided in the Ordinance, and the full faith and credit of the City are not pledged to

the payment of such principal or interest.

5. Under existing laws, regulations, rulings and judicial decisions, and assuming the

accuracy of certain representations and continuing compliance with certain covenants, interest on

the Bonds (including original issue discount treated as interest) is excludable from gross income

for federal income tax purposes and interest on the Bonds is not a specific preference item for

purposes of the alternative minimum tax provisions contained in the Code. Interest on the Bonds,

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however, will be included in the ―adjusted current earnings‖ of certain corporations and such

corporations are required to include in the calculation of alternative minimum taxable income

75% of the excess of each such corporation’s adjusted current earnings over its alternative

minimum taxable income (determined without regard to this adjustment and prior to reduction for

certain net operating losses).

The Code imposes various restrictions, conditions and requirements relating to the exclusion from

gross income for federal income tax purposes of interest on obligations such as the Bonds. The City has

covenanted in the Ordinance and the No Arbitrage Certificate to comply with certain covenants designed

to assure that interest on the Bonds will not become includible in gross income for federal income tax

purposes. Failure to comply with these covenants may result in interest on the Bonds being included in

gross income from the date of issue of the Bonds. Our opinion assumes compliance with such covenants.

The accrual or receipt of interest on the Bonds may otherwise affect the federal income tax

liability of the recipient. The extent of these other tax consequences will depend upon the recipient’s

particular tax status or other items of income or deduction. We express no opinion regarding any such

consequences.

6. Assuming the accuracy of certain representations and continuing compliance

with certain covenants, interest on the Bonds is exempt from Nebraska state income taxation as

long as it is exempt for purposes of the federal income tax.

It is to be understood that the rights of the owners of the Bonds and the enforceability of the

Bonds and the Ordinance may be subject to bankruptcy, insolvency, reorganization, moratorium and other

similar laws affecting creditors’ rights heretofore or hereafter enacted to the extent constitutionally

applicable and that their enforcement may also be subject to the exercise of judicial discretion in

appropriate cases.

Very truly yours,

[To be signed and delivered at closing by

Kutak Rock LLP]

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