NEW ISSUE RATINGS: Direct Deposit Program: S&P: AA+ BOOK-ENTRY ONLY Underlying: S&P: A+ See “BOND RATINGS” herein In the opinion of Gilmore & Bell, P.C., Bond Counsel, under existing law and assuming continued compliance with certain requirements of the Internal Revenue Code of 1986, as amended (the “Code”), the Bonds are “qualified school construction bonds” within the meaning of Section 54F of the Code, and Owners of Tax Credit Certificates, whether held as part of the Bonds or otherwise as separate Tax Credit Strips created in accordance with United States Treasury Regulations issued under Section 54A(i) of the Code, as of the applicable Credit Allowance Dates during a taxable year, are entitled to a credit against federal income tax for that year in accordance with Section 54A of the Code. The amount of each tax credit allowed for federal income tax purposes will be treated as interest and included in gross income of the Owners of Tax Credit Certificates for federal income tax purposes, in accordance with each Owner’s tax status and accounting method. Stated Interest on the Bonds will be included in gross income of the Owners for federal income tax purposes in accordance with each Owner’s tax status and accounting method. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of the Bonds or the Tax Credit Certificates, the receipt of the tax credits, or the accrual or receipt of Stated Interest or deemed interest on the Bonds or the Strips. See “TAX MATTERS” in this Official Statement and the form of opinion of Bond Counsel attached hereto as Appendix C.

$3,060,000

DUNKLIN R-V SCHOOL DISTRICT OF JEFFERSON COUNTY, MISSOURI

General Obligation Qualified School Construction Bonds (Missouri Direct Deposit Program)

Series 2009C (Tax Credit Bonds)

Dated: Date of Delivery Tax Credit Rate: 6.13% Interest Rate: 1.62% Price: 100.000% Due: March 1, 2024 The General Obligation Qualified School Construction Bonds (Missouri Direct Deposit Program), Series 2009C (Tax Credit Bonds) (the “Bonds”) will be issued by the Dunklin R-V School District of Jefferson County, Missouri (the “District”) for the purpose of providing funds to (1) pay a portion of the costs of the Project, as described herein; and (2) pay the costs of issuance of the Bonds. The Bonds are being issued as “qualified school construction bonds” as defined in Section 54F of the Code and are comprised of a principal component (the “Principal Component”) and tax credit components (the “Tax Credit Components”) evidenced by the tax credit certificates associated with each Bond (the “Tax Credit Certificates”). Interest on the Bonds is payable on March 1, 2010 and thereafter on each March 1 and September 1 to maturity. Principal of the Bonds is payable at maturity on March 1, 2024. See the section herein captioned “THE BONDS.”

Under the Code, the ownership of the Tax Credit Certificates associated with each Bond may be separated (or “stripped”) from the Principal Component, following which the Tax Credit Certificates would be registered separately from the Principal Component (a “Tax Credit Strip”) and the Principal Component would then be registered as a principal strip (a “Principal Strip” and, together with the Tax Credit Strips, the “Strips”). For federal income tax purposes, United States taxpayers who own a Tax Credit Certificate, whether held as part of the Bonds or otherwise as separate Tax Credit Strips created in accordance with United States Treasury Regulations issued under Section 54A(i) of the Code, on the Credit Allowance Dates in each calendar quarter will be entitled to a credit against federal income tax. See the sections herein captioned “THE BONDS – Description of Bonds and Tax Credit Certificates; Tax Credit Stripping” and “TAX MATTERS.”

The Bonds will be issued as fully registered bonds (and, if stripped, the Strips will be issued as fully registered strips) without coupons, and, when issued, will be registered in the name of Cede & Co., as bondowner and nominee for The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the Bonds and, if stripped, the Strips. Purchasers will not receive certificates representing their interest in the Bonds or the Strips. See the section herein captioned “THE BONDS – Book-Entry Only System.”

The Bonds are not subject to optional or mandatory sinking fund redemption prior to maturity; however, the Bonds are subject to extraordinary mandatory redemption prior to maturity. See the section herein captioned “THE BONDS – Redemption Provisions.”

THE BONDS AND INTEREST THEREON WILL CONSTITUTE GENERAL OBLIGATIONS OF THE DISTRICT, PAYABLE FROM AD VALOREM TAXES WHICH MAY BE LEVIED WITHOUT LIMITATION AS TO RATE OR AMOUNT UPON ALL OF THE TAXABLE TANGIBLE PROPERTY, REAL AND PERSONAL, WITHIN THE TERRITORIAL LIMITS OF THE DISTRICT.

See inside cover for maturity, principal amount, Principal Strip Amount, Tax Credit amount, interest rate, price and CUSIP numbers. This cover page contains information for quick reference only. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. The Bonds are offered when, as and if issued by the District and accepted by the Underwriter, subject to the approval of their validity by Gilmore & Bell, P.C., St. Louis, Missouri, Bond Counsel, and subject to certain other conditions. Certain legal matters relating to this Official Statement will also be passed upon by Gilmore & Bell, P.C. It is expected that the Bonds will be available for delivery through the facilities of DTC in New York, New York on or about October 8, 2009.

The date of this Official Statement is September 21, 2009.

$3,060,000 DUNKLIN R-V SCHOOL DISTRICT

OF JEFFERSON COUNTY, MISSOURI General Obligation Qualified School Construction Bonds

(Missouri Direct Deposit Program) Series 2009C

(Tax Credit Bonds) Base CUSIP: 473232

The Bonds:

Maturity Principal Amount

Tax Credit Rate

Interest Rate

Price CUSIP

March 1, 2024 $3,060,000 6.13% 1.62% 100.000% CS 3

As and after principal is stripped from the associated Tax Credit Certificates:

Maturity

Principal Amount

Interest

Rate

Price CUSIP

March 1, 2024 $3,060,000 1.62% 100.000% CT 1 Tax Credit Strips:

Tax Credit

Allowance Date Credit

Amount CUSIP Tax Credit

Allowance Date Credit

Amount CUSIP 12/15/2009 $34,910.35 CU 8 3/15/2017 $46,894.50 DZ 6 3/15/2010 46,894.50 CV 6 6/15/2017 46,894.50 EA 0 6/15/2010 46,894.50 CW 4 9/15/2017 46,894.50 EB 8 9/15/2010 46,894.50 CX 2 12/15/2017 46,894.50 EC 6

12/15/2010 46,894.50 CY 0 3/15/2018 46,894.50 ED 4 3/15/2011 46,894.50 CZ 7 6/15/2018 46,894.50 EE 2 6/15/2011 46,894.50 DA 1 9/15/2018 46,894.50 EF 9 9/15/2011 46,894.50 DB 9 12/15/2018 46,894.50 EG 7

12/15/2011 46,894.50 DC 7 3/15/2019 46,894.50 EH 5 3/15/2012 46,894.50 DD 5 6/15/2019 46,894.50 EJ 1 6/15/2012 46,894.50 DE 3 9/15/2019 46,894.50 EK 8 9/15/2012 46,894.50 DF 0 12/15/2019 46,894.50 EL 6

12/15/2012 46,894.50 DG 8 3/15/2020 46,894.50 EM 4 3/15/2013 46,894.50 DH 6 6/15/2020 46,894.50 EN 2 6/15/2013 46,894.50 DJ 2 9/15/2020 46,894.50 EP 7 9/15/2013 46,894.50 DK 9 12/15/2020 46,894.50 EQ 5

12/15/2013 46,894.50 DL 7 3/15/2021 46,894.50 ER 3 3/15/2014 46,894.50 DM 5 6/15/2021 46,894.50 ES 1 6/15/2014 46,894.50 DN 3 9/15/2021 46,894.50 ET 9 9/15/2014 46,894.50 DP 8 12/15/2021 46,894.50 EU 6

12/15/2014 46,894.50 DQ 6 3/15/2022 46,894.50 EV 4 3/15/2015 46,894.50 DR 4 6/15/2022 46,894.50 EW 2 6/15/2015 46,894.50 DS 2 9/15/2022 46,894.50 EX 0 9/15/2015 46,894.50 DT 0 12/15/2022 46,894.50 EY 8

12/15/2015 46,894.50 DU 7 3/15/2023 46,894.50 EZ 5 3/15/2016 46,894.50 DV 5 6/15/2023 46,894.50 FA 9 6/15/2016 46,894.50 DW 3 9/15/2023 46,894.50 FB 7 9/15/2016 46,894.50 DX 1 12/15/2023 46,894.50 FC 5

12/15/2016 46,894.50 DY 9 3/1/2024 39,599.80 FD 3

DUNKLIN R-V SCHOOL DISTRICT OF JEFFERSON COUNTY, MISSOURI

497 Joachim, P.O. Box 306

Herculaneum, Missouri 63048-0306 (636) 479-5200

BOARD OF EDUCATION

Ron Rhodes, President & Member Jim Kasten, Vice President & Member

Linda Hahn, Member Susan Hartmann, Member

Don Thomas, Member Gina Vinyard, Member Dan Williams, Member

DISTRICT ADMINISTRATION

Mr. Stan Stratton, Superintendent Mr. Brian Tharp, Assistant Superintendent

Ms. Lori Wok, District Accountant

BOND COUNSEL

Gilmore & Bell, P.C. St. Louis, Missouri

PAYING AGENT

UMB Bank, N.A. Kansas City, Missouri

UNDERWRITER

Piper Jaffray & Co. St. Louis, Missouri

REGARDING USE OF THIS OFFICIAL STATEMENT

____________________________ THE BONDS HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, IN RELIANCE UPON THE EXEMPTION CONTAINED IN SECTION 3(a)(2) OF SUCH ACT.

The information set forth herein has been obtained from the District and other sources which are deemed to be reliable, but is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by, the District. The Underwriter has provided the following sentence for inclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. No dealer, broker, salesperson or any other person has been authorized by the District to give any information or make any representations, other than those contained in this Official Statement, in connection with the offering of the Bonds, and if given or made, such other information or representations must not be relied upon as having been authorized by the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds by any person in any state in which it is unlawful for such person to make such offer, solicitation or sale. The information herein is subject to change without notice, and neither the delivery of this Official Statement nor the sale of any of the Bonds hereunder shall under any circumstances create any implication that there has been no change in the affairs of the District or the other matters described herein since the date hereof. IN CONNECTION WITH THE OFFERING OF THE BONDS, THE UNDERWRITER MAY OVER-ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF SUCH BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.

-i-

TABLE OF CONTENTS Page Page INTRODUCTION ................................................ 1

General................................................................ 1 Purpose of the Bonds .......................................... 1 Security for the Bonds......................................... 1 Description of the Bonds..................................... 2 Tax Matters ......................................................... 3 Certain Investor Considerations Regarding

the Bonds...................................................... 3 Continuing Disclosure......................................... 3 Descriptions of Documents and Other

Information................................................... 3 THE BONDS ......................................................... 4

Authority for Issuance......................................... 4 Description of Bonds and Tax Credit

Certificates; Tax Credit Stripping ................ 4 Method and Place of Payment of Principal,

Interest and Redemption Price ..................... 5 Registration, Transfer and Exchange of

Bonds and Tax Credit Certificates ............... 6 Execution and Registration of Bonds and

Tax Credit Certificates ................................. 7 Mutilated, Destroyed, Lost and Stolen

Bonds and Tax Credit Certificates ............... 8 Redemption Provisions ....................................... 8 Selection of Bonds to be Redeemed.................. 10 Notice and Effect of Call for Redemption ........ 11 Right to Rescind Notice of Redemption ........... 12 No Defeasance .................................................. 12 Book-Entry Only System.................................. 12

SECURITY FOR THE BONDS ........................ 15 General.............................................................. 15 Direct Deposit of State Aid Payments .............. 16

CERTAIN INVESTOR CONSIDERATIONS REGARDING THE BONDS .......................... 17

No Secondary Market ....................................... 17 Tax Credits Not Refundable ............................. 17 Adjustments Following Additional Internal

Revenue Service Guidelines......................... 17

PLAN OF FINANCING .....................................17 General ..............................................................17 The Project.........................................................17 Sources and Uses of Funds................................18

THE DISTRICT ..................................................18 LEGAL MATTERS ............................................18 BOND RATINGS ................................................19 TAX MATTERS..................................................19

Opinion of Bond Counsel ..................................19 Other Federal Income Tax Consequences to

Owners of the Bonds ..................................20 CONTINUING DISCLOSURE UNDERTAKING..............................................23

Annual Reports..................................................23 Material Event Notices ......................................23 Electronic Municipal Market Access System

(EMMA) .....................................................24 ABSENCE OF LITIGATION ............................24 UNDERWRITING ..............................................25 CERTAIN RELATIONSHIPS...........................25 MISCELLANEOUS ............................................26 Appendix A - Information Regarding the District Appendix B - Audited Financial Statements and Independent Auditor’s Report of the District for the Fiscal Year Ended June 30, 2008 Appendix C - Form of Opinion of Bond Counsel

___________________________

THIS PAGE INTENTIONALLY

LEFT BLANK

___________________________

OFFICIAL STATEMENT

$3,060,000 DUNKLIN R-V SCHOOL DISTRICT

OF JEFFERSON COUNTY, MISSOURI General Obligation Qualified School Construction Bonds

(Missouri Direct Deposit Program) Series 2009C

(Tax Credit Bonds)

INTRODUCTION The following introductory information is subject in all respects to more complete information contained elsewhere in this Official Statement. The order and placement of materials in this Official Statement, including the appendices hereto, are not to be deemed to be a determination of relevance, materiality or relative importance, and this Official Statement, including the cover page and appendices, should be considered in its entirety. The offering of the Bonds to potential investors is made only by means of the entire Official Statement. General

This Official Statement, including the cover pages and appendices hereto, is furnished to prospective purchasers in connection with the offering and sale of $3,060,000 aggregate principal amount of General Obligation Qualified School Construction Bonds (Missouri Direct Deposit Program), Series 2009C (Tax Credit Bonds) (the “Bonds”) by the Dunklin R-V School District of Jefferson County, Missouri (the “District”). The Bonds are issued pursuant to certain provisions of the American Recovery and Reinvestment Act of 2009 (the “Recovery Act”) and other applicable law and pursuant to a resolution to be adopted by the Board of Education of the District on September 21, 2009 (the “Resolution”).

The Bonds have been designated by the District as “qualified school construction bonds” (“Qualified

School Construction Bonds” or “QSCBs”) pursuant to Section 54F of the Internal Revenue Code of 1986, as amended (the “Code”). The District has received an allocation sufficient for the issuance of the Bonds from the United States Secretary of the Treasury pursuant to the Code. See the section herein captioned “TAX MATTERS.” All capitalized terms not otherwise defined herein have the meanings assigned to those terms in the Resolution.

Purpose of the Bonds The Bonds are being issued for the purpose of providing funds to (i) pay a portion of the costs of the Project, as defined and described under the section herein captioned “PLAN OF FINANCING – The Project,” and (ii) pay the costs of issuance related to the Bonds. See the section herein captioned “PLAN OF FINANCING.” Security for the Bonds

General. The Bonds will constitute general obligations of the District and will be payable as to principal, interest and Redemption Premium, if any, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the District. See the section herein captioned “SECURITY FOR THE BONDS – General.”

Direct Deposit Agreement. On the date of issuance of the Bonds, the District will enter into a Direct

Deposit Agreement (the “Deposit Agreement”) with the Office of the Treasurer of the State of Missouri (the

-2-

“Treasurer’s Office”), the Department of Elementary and Secondary Education of the State of Missouri (“DESE”), the Health and Educational Facilities Authority of the State of Missouri (the “Authority”), and Wells Fargo Bank, N.A., as direct deposit trustee (the “Deposit Trustee”). Pursuant to the Deposit Agreement, the District will agree that a portion of its state aid payments will be transferred to the Deposit Trustee in order to pay debt service on the Bonds. The Deposit Trustee is obligated to transfer each state aid payment it receives to UMB Bank, N.A., Kansas City, Missouri, acting as fiscal agent (the “Fiscal Agent”), under the Fiscal Agent Agreement dated the date of issuance of the Bonds (the “Fiscal Agent Agreement”), in immediately available funds within five business days of receipt thereof by the Deposit Trustee. Pursuant to the Fiscal Agent Agreement, the Fiscal Agent agrees to deposit such money received from the Deposit Trustee into the Bond Fund established pursuant to the Resolution and the Fiscal Agent Agreement (the “Bond Fund”) and to invest all such moneys in accordance with the provisions of the Fiscal Agent Agreement. See the section herein captioned “SECURITY FOR THE BONDS.”

Description of the Bonds

General. The Bonds shall consist of fully registered bonds without coupons, numbered from 1 consecutively upward, with the number on each Bond preceded by the letter “R,” or in a manner determined by UMB Bank, N.A., Kansas City, Missouri (the “Paying Agent”) under the Resolution, in denominations of $5,000 or any integral multiple thereof (“Authorized Denominations”). The Bonds shall be subject to registration, transfer and exchange as provided in the Resolution. The Bonds shall be dated the date of original issuance and delivery thereof, shall become due in the amount on the date specified in such Bond and the Resolution as the fixed date on which the principal of such Bond or any installment of interest thereon is due and payable (the “Stated Maturity”) as shown on the inside cover page hereof, subject to redemption and payment prior to Stated Maturity as provided in the Resolution, and shall bear interest at the rate per annum shown on the inside cover page hereof (computed on the basis of a 360-day year of twelve 30-day months) from the date thereof or from the most recent Stated Maturity of an installment of interest on any Bond (“Interest Payment Date”) to which interest has been paid or duly provided for, payable semiannually on March 1 and September 1 in each year, beginning on March 1, 2010; provided, however, upon a Determination of Loss of Qualified School Construction Bond Status (as defined herein), the Bonds will be subject to extraordinary mandatory redemption and will accrue interest at an interest rate equal to the sum of (1) 1.62% per annum, plus (2) the Tax Credit Rate shown on the cover page hereof (computed on the basis of a 360-day year of twelve 30-day months) from the March 15, June 15, September 15 or December 15 (each a “Credit Allowance Date”) immediately preceding the date fixed for redemption (the “Redemption Date”) determined in accordance with the Resolution. See the section herein captioned “THE BONDS – Description of Bonds and Tax Credit Certificates; Tax Credit Stripping” and “ – Redemption Provisions.”

Each Bond is comprised of a principal component (the “Principal Component”) and tax credit

components (the “Tax Credit Components”) evidenced by the tax credit certificates associated with each Bond (the “Tax Credit Certificates”). The ownership of the Tax Credit Certificate associated with each Bond may be separated (or “stripped”) from the Principal Component, following which the Tax Credit Certificate would be registered separately from the Principal Component (a “Tax Credit Strip”) and the Principal Component would then be registered as a principal strip (a “Principal Strip”; the term “Strips” used herein shall mean one or more Principal Strips and/or Tax Credit Strips). At any time, the Owner of a Bond may, by written request to the Paying Agent in the form attached to the Resolution, direct the Paying Agent to authenticate and deliver the Tax Credit Strips separated from such Bond and endorse and renumber the Principal Strip of such Bond. The Tax Credit Certificates shall be subject to registration, transfer and exchange as provided in the Resolution. See the section herein captioned “THE BONDS – Description of Bonds and Tax Credit Certificates; Tax Credit Stripping.”

Tax Credits. The Owner of a Tax Credit Certificate, whether held as part of the Bonds or otherwise as

separate Tax Credit Strips created in accordance with United States Treasury Regulations issued under Section 54A(i) of the Code, on each Credit Allowance Date will be allowed a credit under the Code (the “Tax

-3-

Credits”) against such Owner’s federal income tax liability. The Owners’ entitlement to the Tax Credits will be evidenced by Tax Credit Certificates. See the sections herein captioned “THE BONDS - Description of Bonds and Tax Credit Certificates; Tax Credit Stripping” and “TAX MATTERS.”

Tax Matters

In the opinion of Gilmore & Bell, P.C., Bond Counsel, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, the Bonds are “qualified school construction bonds” within the meaning of Section 54F of the Code. Owners of Tax Credit Certificates, when held as part of the Bonds or as separate Tax Credit Strips created in accordance with United States Treasury Regulations issued under Section 54A(i) of the Code, as of the applicable Credit Allowance Date are entitled to a federal income tax credit for that taxable year, subject to the limitations of Section 54A of the Code. The amount of each tax credit allowed for federal income tax purposes will be treated as interest and included in gross income of the Owners of Tax Credit Certificates for federal income tax purposes in accordance with each Owner’s tax status and accounting method. Stated Interest on the Bonds will be included in gross income for federal income tax purposes in accordance with each Owners’ tax status and accounting method. A complete copy of the proposed form of opinion of Bond Counsel is set forth in Appendix C hereto. See the section herein captioned “TAX MATTERS.”

Certain Investor Considerations Regarding the Bonds

The Bonds and the related Tax Credit Certificates are a new product which derive from the recent passage of the Recovery Act. As such, potential purchasers of the Bonds should consider certain implications associated with ownership of the Bonds. See the section herein captioned “CERTAIN INVESTOR CONSIDERATIONS REGARDING THE BONDS.”

Continuing Disclosure

The District has covenanted in a Continuing Disclosure Certificate to provide certain financial information and operating data relating to the District and to provide notices of the occurrence of certain enumerated events relating to the Bonds, if deemed by the District to be material. The financial information, operating data and notice of events will be filed by the District in compliance with Rule 15c2-12 promulgated by the Securities and Exchange Commission. See the section herein captioned “CONTINUING DISCLOSURE UNDERTAKING.”

Descriptions of Documents and Other Information

Brief descriptions and summaries of the Resolution, the Fiscal Agent Agreement, the Bonds, the Tax Credit Certificates, the security for the Bonds and certain other matters are included in this Official Statement. Such information, summaries and descriptions do not purport to be comprehensive or definitive. All references herein to the Bonds, the Resolution and the Fiscal Agent Agreement are qualified in their entirety by reference to such documents.

This Official Statement speaks only as of its date, and the information contained herein is subject to

change. Copies of documents referred to herein and information concerning the Bonds are available from the

District, 497 Joachim, P.O. Box 306, Herculaneum, Missouri 63048-0306, Attention: Superintendent. The District may impose a charge for copying, handling and mailing such requested documents.

-4-

THE BONDS Authority for Issuance

The Recovery Act amended the Code, authorizing QSCBs to provide financing for the construction, rehabilitation or repair of public school facilities, or the acquisition of land on which such facilities are to be constructed with part of the proceeds of such bonds, or for expenditures for costs of acquisition of equipment to be used in such portion or portions of the public school facility that is being constructed, rehabilitated or repaired with proceeds of such bonds (“QSCB Purposes”). Section 54F of the Code provides a national bond limitation authorization for QSCBs of $11 billion for each of the years 2009 and 2010, and a portion of such authorization was allocated to the State of Missouri which, acting through DESE, granted the District an allocation of $3,062,355 for QSCBs. The District has determined that it is in the best interests of the District to use the District’s allocation to issue and sell the Bonds to pay a portion of the costs of the Project qualifying for QSCB Purposes, including the costs of issuance of the Bonds. The District has further determined that it is in the best interests of the District to provide for the separation of the ownership of the Bonds from the entitlement to the Tax Credits with respect to such Bonds after the initial issuance of the Bonds, and for the sale of instruments evidencing the Tax Credits, referred to herein as the Tax Credit Strips, after the initial issuance of the Bonds.

Description of Bonds and Tax Credit Certificates; Tax Credit Stripping

General. The Bonds shall consist of fully registered bonds without coupons, numbered from 1 consecutively upward, with the number on each Bond preceded by the letter “R,” or in a manner determined by the Paying Agent, in Authorized Denominations. The Bonds shall be subject to registration, transfer and exchange as provided in the Resolution. The Bonds shall be dated the date of original issuance and delivery thereof, shall become due in the amount on the Stated Maturity shown on the inside cover page hereof, subject to redemption and payment prior to Stated Maturity as provided in the Resolution, and shall bear interest at the rate per annum shown on the inside cover page hereof (computed on the basis of a 360-day year of twelve 30-day months) from the date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable semiannually on March 1 and September 1 in each year, beginning on March 1, 2010; provided, however, upon a Determination of Loss of Qualified School Construction Bond Status, the Bonds will be subject to extraordinary mandatory redemption and will accrue interest at an interest rate equal to the sum of (1) 1.62% per annum, plus (2) the Tax Credit Rate (computed on the basis of a 360-day year of twelve 30-day months) from the Credit Allowance Date immediately preceding the Redemption Date determined in accordance with the Resolution. See the subsection below captioned “Redemption Provisions.”

Each Bond is comprised of a Principal Component and Tax Credit Components evidenced by the Tax

Credit Certificates. The Tax Credit Certificates shall be subject to registration, transfer and exchange as provided in the Resolution. The Tax Credit Certificates shall be numbered from 1 consecutively upward with the number on each Tax Credit Certificate preceded by the letters “CR,” or in a manner determined by the Paying Agent.

Tax Credit Stripping Permitted. The District has caused the Bonds to be issued in a form that permits

the separation of the ownership of the Principal Component and the Tax Credit Component of each Bond after the initial issuance of the Bonds. The ownership of the Tax Credit Certificate associated with each Bond may be separated (or “stripped”) from the Principal Component, following which the Tax Credit Certificate would be registered separately from the Principal Component (a “Tax Credit Strip”) and the Principal Component would then be registered as a principal strip (a “Principal Strip”; the term “Strips” used herein shall mean one or more Principal Strips and/or Tax Credit Strips). At any time the Owner of a Bond may, by written request to the Paying Agent in the form attached to the Resolution, direct the Paying Agent to authenticate and

-5-

deliver the Tax Credit Strips separated from such Bond and endorse and renumber the Principal Strip of such Bond.

Upon the receipt of a request directing the Paying Agent to authenticate and deliver Tax Credit Strips, the Paying Agent shall authenticate and deliver to the Owner so requesting, Tax Credit Strips dated the date of the related Bonds in fully registered form in a notional amount equal to the principal amount of the related Bond, and contemporaneously with the delivery thereof, the Paying Agent shall (1) evidence the Principal Component by executing the legend, entitled “Principal Strip Legend,” that appears on the Paying Agent’s authentication page for such related Bond, (2) assign the new CUSIP number (set forth in the inside cover page of this Official Statement) to the Principal Component of such related Bond that is distinct from the CUSIP number for the original Bond and (3) assign the new CUSIP number (set forth in the inside cover page of this Official Statement) to the Tax Credit Strip that is distinct from the CUSIP number for the original Bond.

Interest payable on any Bond, the Tax Credit Components of which have been stripped, is payable to

the Owner of the Principal Strip, and not to the Owner of the related Tax Credit Certificate. See the subsection below captioned “Method and Place of Payment of Principal, Interest and Redemption Price.”

Tax Credits. Under the Code, the Tax Credits are allocated to the Owners of the Bonds or, if stripped, the Tax Credit Strips. The amount of each Tax Credit is represented by each Tax Credit Certificate and is an amount equal to twenty five percent (25%) of the product of the Tax Credit Rate, which is the published credit rate for the date on which the Bonds were sold by the District (being the Tax Credit Rate shown on the cover page hereof), times the outstanding principal amount of the Bonds on the relevant Credit Allowance Date. If a Bond or, if stripped, a Tax Credit Strip, is redeemed or matures on a date other than March 15, June 15, September 15 or December 15, the redemption or maturity date will be deemed to be a Credit Allowance Date for such Bond, or, if stripped, such Tax Credit Strip and the amount of the associated Tax Credit will be a ratable portion of the tax credit otherwise allowed based on the redemption or maturity date. Owners of Tax Credit Certificates, whether held as Tax Credit Strips or as part of the Bonds, as of the applicable Credit Allowance Date, will receive the Tax Credit. See the section herein captioned “TAX MATTERS.”

Method and Place of Payment of Principal, Interest and Redemption Price

The principal or the price at which a Bond is to be redeemed pursuant to the terms of the Resolution, including the applicable Redemption Premium, if any (the “Redemption Price”), and interest on the Bonds shall be payable in any coin or currency of the United States of America that, on the respective dates of payment thereof, is legal tender for the payment of public and private debts.

The principal of or Redemption Price of each Bond shall be paid on the date on which the principal of

such Bond becomes due and payable, whether at the Stated Maturity thereof or by call for redemption or otherwise (“Maturity”) by check or draft to the person in whose name such Bond is registered on the Register at the Maturity thereof, upon presentation and surrender of such Bond at the designated payment office of the Paying Agent. So long as Cede & Co. is the Registered Owner of the Bonds, payment shall be made by electronic transfer or the equivalent under standing arrangements between the Paying Agent and the Securities Depository.

The interest payable on each Bond on any Interest Payment Date shall be paid to the Registered

Owner of such Bond as shown on the Register at the close of business on the 15th day (whether or not a Business Day) of the calendar month preceding an Interest Payment Date (the “Record Date”) for such interest (i) by check or draft mailed by the Paying Agent to the address of such Registered Owner shown on the Bond Register or such other address furnished to the Paying Agent in writing by such Registered Owner, or (ii) in the case of an interest payment to any Registered Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Registered Owner upon written notice signed by such Registered Owner and given to the Paying Agent not less than 15 days prior to the Record Date for such

-6-

interest, containing the electronic transfer instructions including the name and address of the bank (which shall be in the continental United States), its ABA routing number and the account number to which such Registered Owner wishes to have such transfer directed.

Notwithstanding the foregoing provisions, any interest on any Bond which is payable but not paid on any Interest Payment Date (“Defaulted Interest”) with respect to any Bond shall cease to be payable to the Registered Owner of such Bond on the relevant Record Date and shall be payable to the Registered Owner in whose name such Bond is registered at the close of business on the date fixed by the Paying Agent pursuant to the Resolution for the payment of Defaulted Interest (“Special Record Date”) for the payment of such Defaulted Interest, which Special Record Date shall be fixed as hereinafter described in this paragraph. The District shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each Bond and the date of the proposed payment (which date shall be at least 30 days after receipt of such notice by the Paying Agent unless the District and the Paying Agent agree to a shorter time period) and shall deposit with the Paying Agent at the time of such notice an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Paying Agent for such deposit prior to the date of the proposed payment. Following receipt of such funds the Paying Agent shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment, unless the District and the Paying Agent agree to a shorter time period. The Paying Agent shall promptly notify the District of such Special Record Date and, in the name and at the District’s expense, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, by first class mail, postage prepaid, to each Registered Owner of a Bond entitled to such notice at the address of such Registered Owner as it appears on the Bond Register on such Special Record Date.

Registration, Transfer and Exchange of Bonds and Tax Credit Certificates

As long as any of the Bonds or Tax Credit Certificates remain Outstanding, the District will cause the Register to be kept by the Paying Agent. Each Bond and Tax Credit Certificate when issued shall be registered in the name of the Owner thereof on the Register.

Bonds and Tax Credit Certificates may be transferred and exchanged only on the Register as provided

in the Resolution. Upon surrender of any Bond at the principal payment office of the Paying Agent, or such other office designated by the Paying Agent, the Paying Agent shall transfer or exchange such Bond for a new Bond in any Authorized Denomination of the same Stated Maturity and in the same aggregate principal amount as the Bond that was presented for transfer or exchange. Upon surrender of any Tax Credit Certificate at the principal payment office of the Paying Agent, or such other office designated by the Paying Agent, the Paying Agent shall transfer or exchange such Tax Credit Certificate for a new Tax Credit Certificate of the same Stated Maturity and in the same aggregate notional amount as the Tax Credit Certificate that was presented for transfer or exchange. Bonds and Tax Credit Certificates presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in a form and with guarantee of signature satisfactory to the Paying Agent, duly executed by the Registered Owner thereof or by the Registered Owner’s duly authorized agent.

In all cases in which the privilege of transferring or exchanging Bonds or Tax Credit Certificates is

exercised, the Paying Agent shall authenticate and deliver Bonds or Tax Credit Certificates in accordance with the provisions of the Resolution. The District shall pay the fees and expenses of the Paying Agent for the registration, transfer and exchange of Bonds and Tax Credit Certificates provided for by the Resolution. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Paying Agent, are the responsibility of the Registered Owners of the Bonds and the Tax Credit Certificates. In the event any Registered Owner fails to provide a correct taxpayer identification number to the Paying Agent, the Paying Agent may make a charge against such Registered Owner sufficient to pay any governmental charge required to be paid as a result of such failure. In compliance with Section 3406 of the Code, such amount may be

-7-

deducted by the Paying Agent from amounts otherwise payable to such Registered Owner under the Resolution or under the Bonds.

The District and the Paying Agent shall not be required (a) to register the transfer or exchange of any

Bond or Tax Credit Certificate after notice calling such Bond or Tax Credit Certificate or portion thereof for redemption has been mailed by the Paying Agent pursuant to redemption provisions of the Resolution and during the period of 15 days next preceding the date of mailing of such notice of redemption or (b) to register the transfer or exchange of any Bond during a period beginning at the opening of business on the day after receiving written notice from the District of its intent to pay Defaulted Interest and ending at the close of business on the date fixed for the payment of Defaulted Interest pursuant to the Resolution. See the subsection below captioned “Redemption Provisions.”

The District and the Paying Agent may deem and treat the Person in whose name any Bond or Tax Credit Certificate is registered on the Register as the absolute Owner of such Bond or Tax Credit Certificate, whether such Bond or Tax Credit Certificate is overdue or not, for the purpose of receiving payment of, or on account of, the principal or Redemption Price of and interest on said Bond or Tax Credit Certificate and for all other purposes. All payments so made to any such Registered Owner or upon the Registered Owner’s order shall be valid and effective to satisfy and discharge the liability upon such Bond or Tax Credit Certificate to the extent of the sum or sums so paid, and neither the District nor the Paying Agent shall be affected by any notice to the contrary.

At reasonable times and under reasonable regulations established by the Paying Agent, the Register

may be inspected and copied by the Registered Owners of 10% or more in principal amount of the Bonds or notional amount of the Tax Credit Certificates then Outstanding or any designated representative of such Registered Owners whose authority is evidenced to the satisfaction of the Paying Agent.

Execution and Registration of Bonds and Tax Credit Certificates

Each of the Bonds and the Tax Credit Certificates, including any Bonds or Tax Credit Certificates issued in exchange or as substitutions for the Bonds or Tax Credit Certificates initially delivered, shall be signed by the manual or facsimile signature of the President or Vice President of the Board of Education and attested by the manual or facsimile signature of the Secretary of the Board of Education and shall have the official seal of the District affixed thereto or imprinted thereon. In case any officer whose signature appears on any Bond or Tax Credit Certificate ceases to be such officer before the delivery of such Bond or Tax Credit Certificate, such signature shall nevertheless be valid and sufficient for all purposes, as if such person had remained in office until delivery. Any Bond or Tax Credit Certificate may be signed by such persons who at the actual time of the execution of such Bond or Tax Credit Certificate are the proper officers to sign such Bond or Tax Credit Certificate although at the date of such Bond or Tax Credit Certificate such persons may not have been such officers.

The Bonds and the Tax Credit Certificates shall have endorsed thereon a certificate of authentication

substantially in the form set forth in the Resolution, which shall be manually executed by an authorized signatory of the Paying Agent, but it shall not be necessary that the same signatory sign the certificate of authentication on all of the Bonds and the Tax Credit Certificates that may be issued under the Resolution at any one time. No Bond or Tax Credit Certificate shall be entitled to any security or benefit under the Resolution or be valid or obligatory for any purpose unless and until such certificate of authentication has been duly executed by the Paying Agent. Such executed certificate of authentication upon any Bond and upon any Tax Credit Certificate shall be conclusive evidence that such Bond or Tax Credit Certificate has been duly authenticated and delivered under the Resolution.

-8-

Mutilated, Destroyed, Lost and Stolen Bonds and Tax Credit Certificates

If (1) any mutilated Bond or Tax Credit Certificate is surrendered to the Paying Agent or the Paying Agent receives evidence to its satisfaction of the destruction, loss or theft of any Bond or Tax Credit Certificate, and (2) there is delivered to the District and the Paying Agent such security or indemnity as may be required by the Paying Agent, then, in the absence of notice to the District and the Paying Agent that such Bond or Tax Credit Certificate has been acquired by a bona fide purchaser, the District shall execute and the Paying Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Bond or Tax Credit Certificate, a new Bond or Tax Credit Certificate of the same Stated Maturity and of like tenor and principal or notional amount.

If any such mutilated, destroyed, lost or stolen Bond has become or is about to become due and

payable, the Paying Agent, in its discretion, may pay such Bond instead of delivering a new Bond. Upon the issuance of any new Bond or Tax Credit Certificate under the Resolution, the District or the

Paying Agent may require the payment by the Registered Owner of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Paying Agent) connected therewith.

Every new Bond or Tax Credit Certificate issued pursuant to the Resolution shall constitute a

replacement of the prior obligation of the District, and shall be entitled to all the benefits of the Resolution equally and ratably with all other Outstanding Bonds or Tax Credit Certificates.

Redemption Provisions

No Optional or Mandatory Sinking Fund Redemption. The Bonds shall not be subject to optional or mandatory sinking fund redemption and payment prior to their Stated Maturity.

Extraordinary Mandatory Redemption From Unexpended Proceeds of the Bonds. The Bonds shall be subject to extraordinary mandatory redemption, in whole or in part, on October 8, 2012 (the third anniversary of the original date of issuance and delivery of the Bonds), or, in the event of an extension negotiated with the Internal Revenue Service, on a date determined by such negotiations, in Authorized Denominations (rounded up to the next highest Authorized Denomination), at a Redemption Price equal to the principal amount of the Bonds called for redemption plus accrued interest thereon to the Redemption Date, in an amount equal to the unexpended proceeds of the sale of the Bonds held by the Fiscal Agent at the close of the Expenditure Period (or any Extension Period).

In the event that the ownership of the Tax Credit Certificates has been separated from the ownership

of the Bonds and registered separately pursuant to the Resolution, the resulting Tax Credit Strips related to the redeemed Bonds shall be called for redemption in the same manner as the Bonds pursuant to the Resolution, and the Redemption Price shall be allocated to the Principal Strips and the Tax Credit Strips Strips pro rata based on the present values of the remaining scheduled payments of outstanding Principal Strips and the remaining scheduled Tax Credits attributable to outstanding Tax Credit Strips, discounted to the Redemption Date on a semiannual basis, on March 15 and September 15 (assuming a 360-day year, consisting of 12 months of 30 days each), at a rate per annum equal to the Treasury Rate.

Following are definitions of the defined terms used in this subsection and not otherwise defined herein:

“Expenditure Period” means the three-year period beginning on the date of issuance of the Bonds.

-9-

“Extension Period” means any extension of the Expenditure Period, granted to the District by the Secretary of the Treasury.

Extraordinary Mandatory Redemption Upon Determination of Loss of Qualified School Construction Bond Status. Upon a Determination of Loss of Qualified School Construction Bond Status, the Bonds shall be subject to extraordinary mandatory redemption prior to their Stated Maturity, in whole, on the date designated by the District, which date shall be a date on or prior to the January 15 following the next succeeding August 1 after such Determination of Loss of Qualified School Construction Bond Status, at a Redemption Price equal to (i) the principal amount of the Bonds called for redemption, plus (ii) the Redemption Premium, plus (iii) accrued interest on the principal amount of the Bonds called for redemption (calculated at the Tax Credit Rate) from the Credit Allowance Date immediately preceding the Redemption Date to the Redemption Date, plus (iv) accrued interest on the principal amount of the Bonds called for redemption (calculated at the rate of 1.62% per annum) from the most recent Interest Payment Date to which interest has been paid or duly provided for.

In the event that the ownership of the Tax Credit Certificates has been separated from the ownership

of the Bonds and registered separately pursuant to the Resolution, the resulting Tax Credit Strips related to the redeemed Bonds shall be called for redemption in the same manner as the Bonds pursuant to the Resolution, and the Redemption Price shall be allocated to the Principal Strips and the Tax Credit Strips pro rata based on the present values of the remaining scheduled payments of outstanding Principal Strips and the remaining scheduled Tax Credits attributable to outstanding Tax Credit Strips, discounted to the Redemption Date on a semiannual basis, on March 15 and September 15 (assuming a 360-day year, consisting of 12 months of 30 days each) at a rate per annum equal to the Treasury Rate.

In addition, in the event that any Tax Credits are determined to be ineligible as Tax Credits as a result of the Determination of Loss of Qualified School Construction Bond Status, the Redemption Price shall include an additional amount payable to the Owners, as of the applicable Credit Allowance Dates, of the Tax Credit Certificates for such Tax Credits equal to the amount of such Tax Credits, plus interest thereon from the applicable Credit Allowance Date to the Redemption Date, at a rate equal to the large corporate underpayment rate determined from time to time by the Internal Revenue Service.

If any of the Bonds are called for extraordinary mandatory redemption, the associated Tax

Credits will expire on the date the associated Bonds are so redeemed.

Following are definitions of the defined terms used in this subsection and not otherwise defined herein:

“Accountable Event of Loss of Qualified School Construction Bond Status” means (a) any act or

failure to act on the part of the District, which act or failure to act is a breach of a covenant or agreement of the District contained in the Resolution, the Fiscal Agent Agreement, the Federal Tax Certificate or the Bonds, and which act or failure to act causes the Bonds to lose their status, or fail to qualify, as Qualified School Construction Bonds under the Code, or (b) the making by the District of any representation contained in the Resolution, the Fiscal Agent Agreement, the Federal Tax Certificate or the Bonds, which representation was untrue when made, and which causes the Bonds to lose their status, or fail to qualify, as Qualified School Construction Bonds under the Code.

“Comparable Treasury Issue” means the U.S. Treasury security or securities selected by the

Designated Investment Banker that have an actual or interpolated maturity comparable to the remaining average life, as of the Redemption Date, of the Bonds to be redeemed, and that would be utilized in accordance with customary financial practice in pricing new issues of debt securities of comparable maturity to the remaining average life, as of the Redemption Date, of the Bonds to be redeemed.

-10-

“Comparable Treasury Price” means (a) if the Designated Investment Banker receives at least four Reference Treasury Dealer Quotations, the average of those quotations for the date on which the Bonds are to be redeemed, after excluding the highest and the lowest Reference Treasury Dealer Quotations, or (b) if the Designated Investment Banker obtains fewer than four Reference Treasury Dealer Quotations, the average of all of those quotations.

“Date of Loss of Qualified School Construction Bond Status” means the date specified in a

Determination of Loss of Qualified School Construction Bond Status as the date from and after which the Bonds lost their status, or failed to qualify, as Qualified School Construction Bonds as a result of an Accountable Event of Loss of Qualified School Construction Bond Status, which date could be as early as the date of issuance of the Bonds.

“Designated Investment Banker” means one of the Reference Treasury Dealers designated by the

District. “Determination of Loss of Qualified School Construction Bond Status” means (a) a final

determination by the Internal Revenue Service (after the District has exhausted all administrative appeal remedies) determining that an Accountable Event of Loss of Qualified School Construction Bond Status has occurred and specifying the Date of Loss of Qualified School Construction Bond Status, or (b) a non-appealable holding by a court of competent jurisdiction holding that an Accountable Event of Loss of Qualified School Construction Bond Status has occurred and specifying the Date of Loss of Qualified School Construction Bond Status.

“Redemption Premium” means, as calculated by the District (or, at the District’s option, by its

Designated Investment Banker), the greater of (1) zero and (2) an amount equal to (a) the sum of the present values of the remaining scheduled payments of principal of, interest on and Tax Credits related to the Bonds called for redemption (exclusive of interest accrued to the Redemption Date), discounted to the Redemption Date on a semiannual basis, on March 15 and September 15 (assuming a 360-day year, consisting of 12 months of 30 days each) at a rate per annum equal to the Treasury Rate, minus (b) the principal amount of the Bonds called for redemption.

“Reference Treasury Dealer” means the Underwriter, its successors and other firms, as specified by

the District from time to time, that are primary U.S. government securities dealers in the City of New York, New York; provided, however, that if any such firm ceases to be such a primary treasury dealer, the District will substitute another primary treasury dealer for such firm.

“Reference Treasury Dealer Quotations” means with respect to each Reference Treasury Dealer,

the average, as determined by the Designated Investment Banker, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount), quoted in writing to the Designated Investment Banker by such Reference Treasury Dealer at 3:30 p.m., New York City time, on the third Business Day preceding the date on which the Bonds are to be redeemed.

“Treasury Rate” means the rate per annum, expressed as a percentage of the principal amount of

Bonds to be redeemed, equal to the semiannual equivalent yield to maturity or interpolated maturity of the Comparable Treasury Issue, assuming that the Comparable Treasury Issue is purchased on the redemption date for a price equal to the Comparable Treasury Price, as calculated by the Designated Investment Banker.

Selection of Bonds to be Redeemed

The Paying Agent shall effect each extraordinary mandatory redemption of the Bonds by redeeming pro rata from each Registered Owner of a Bond to be redeemed, an amount of such Bonds determined by multiplying the principal amount of the Bonds to be redeemed on the applicable Redemption Date by a

-11-

fraction, the numerator of which is the principal amount of the Bonds owned by such Registered Owner and the denominator of which is the principal amount of the Bonds Outstanding immediately prior to such Redemption Date, and then rounding the product down to the next lower integral multiple of $5,000. The Paying Agent will apply, to the extent possible, any remaining amount of proceeds to redeem such Bonds in Authorized Denominations and will select, by lot, the units to be redeemed from all such Registered Owners, which selection shall be conclusive. Redemption by lot shall be in such manner as the Paying Agent shall determine; provided, however, that the portion of any Bond to be redeemed shall be in Authorized Denominations and all Bonds to remain Outstanding after any redemption in part shall be in Authorized Denominations. The Tax Credit Certificates related to the Bonds called for redemption shall also be called for redemption. In the event that the ownership of the Tax Credit Certificates has been separated from the ownership of the Bonds and registered separately pursuant to the terms of the Resolution, the resulting Strips related to the redeemed Bonds shall be called for redemption in the same manner as the Bonds.

Notice and Effect of Call for Redemption

Unless waived by any Registered Owner of Bonds to be redeemed, official notice of any redemption shall be given by the Paying Agent on behalf of the District by mailing a copy of an official redemption notice (i) by first class mail at least 30 days prior to the Redemption Date to the State Auditor of Missouri, the Purchaser of the Bonds and each Registered Owner of the Bonds and, if stripped, the Strips to be redeemed at the address shown on the Register, and (ii) as may be further required in accordance with the Continuing Disclosure Certificate.

All official notices of redemption shall be dated and shall contain the following information: (a) the

date of such notice; (b) the name of the Bonds and the date of issue of the Bonds; (c) the Redemption Date; (d) the Redemption Price, if available; (e) the dates of maturity of the Bonds to be redeemed; (f) (if less than all of the Bonds of any maturity are to be redeemed) the distinctive numbers of the Bonds of each maturity to be redeemed; (g) (in the case of Bonds redeemed in part only) the respective portions of the principal amount of the Bonds of each maturity to be redeemed; (h) the CUSIP number, if any, of each maturity of Bonds, or if separated, Strips to be redeemed; (i) a statement that such Bonds or, if separated, Strips must be surrendered by the Owners at the principal payment office of the Paying Agent, or at such other place or places designated by the Paying Agent; and (j) notice that further interest on such Bonds or, if stripped, Strips will not accrue after the designated redemption date.

Such redemption notices may state that no representation is made as to the accuracy or correctness of

the CUSIP numbers provided therein or on the Bonds and, if stripped, the Strips. A certificate of the Paying Agent or the District that notice of call and redemption has been given to

Owners and as may be further required in the Continuing Disclosure Certificate as provided in the Resolution shall be conclusive as against all parties. The actual receipt by the Owner of any Bond or Strip or any other party of notice of redemption shall not be a condition precedent to redemption, and failure to receive such notice, or any defect in the notice given, shall not affect the validity of the proceedings for the redemption of such Bonds or Strips, or the cessation of interest on the date fixed for redemption.

When notice of redemption has been given substantially as provided for in the Resolution, and when

the Redemption Price of the Bonds or Strips called for redemption is set aside for the purpose described in the Resolution, the Bonds or Strips designated for redemption shall become due and payable on the specified Redemption Date and interest shall cease to accrue thereon as of the Redemption Date, and upon presentation and surrender of such Bonds or Strips at the place specified in the notice of redemption, such Bonds or Strips shall be redeemed and paid at the Redemption Price thereof out of the money provided therefor. The Owners of such Bonds or Strips so called for redemption after such Redemption Date shall look for the payment of such Bonds or Strips and the Redemption Premium thereon, if any, only to the Debt Service Fund or the Bond

-12-

Fund established under the Resolution or under the Fiscal Agent Agreement. All Bonds or Strips redeemed shall be cancelled forthwith by the Paying Agent and shall not be reissued.

Prior to or on the Redemption Date of any Bonds or Strips there shall be available in the Debt Service

Fund and/or the Bond Fund, or held in trust for such purpose as provided by law, money for the purpose and sufficient to redeem, at the Redemption Price provided in the Resolution, the Bonds or Strips designated in the notice of redemption. Such money so set aside in the Debt Service Fund and/or the Bond Fund or in the escrow fund established for such purpose shall be applied on or after the Redemption Date solely for payment of principal of and premium, if any, on the Bonds or Strips to be redeemed upon presentation and surrender of such Bonds or Strips, provided that all monies in the Debt Service Fund and/or the Bond Fund shall be used for the purposes established and permitted by law. Any interest due on or prior to the Redemption Date shall be paid from the Debt Service Fund and/or the Bond Fund, unless otherwise provided for to be paid from an escrow fund established for such purpose. If, after all of the Bonds or Strips have been redeemed and cancelled or paid and cancelled, there is any money remaining in the Debt Service Fund or the Bond Fund or otherwise held in trust for the payment of Redemption Price of the Bonds or Strips, such money shall be held in or returned or transferred to the Debt Service Fund for payment of any outstanding bonds of the District payable from the Debt Service Fund; provided, however, that if such money is part of the proceeds of refunding bonds of the District, such money shall be transferred to the fund created for the payment of principal of and interest on such bonds. If no such refunding bonds of the District are at such time outstanding, such money shall be transferred to the General (Incidental) Fund of the District as provided and permitted by law.

For so long as the Securities Depository is effecting book-entry transfers of the Bonds or Strips, the

Paying Agent shall provide the notices specified in the Resolution to the Securities Depository. It is expected that the Securities Depository shall, in turn, notify its Participants and that the Participants, in turn, will notify or cause to be notified the beneficial owners. Any failure on the part of the Securities Depository or a Participant, or failure on the part of a nominee of a beneficial owner of a Bond or Strip (having been mailed notice from the Paying Agent, the Securities Depository, a Participant or otherwise) to notify the beneficial owner of the Bond or Strip so affected, shall not affect the validity of the redemption of such Bond or Strip.

Right to Rescind Notice of Redemption

Upon oral or written notice from the District to the Paying Agent that the District has cured the conditions that caused the Bonds to be subject to extraordinary mandatory redemption, the District may rescind any extraordinary mandatory redemption and notice thereof on any date prior to the date fixed for redemption by causing written notice of the rescission to be given to the Owners of the Bonds or Strips so called for redemption, with a copy to the Paying Agent. Notice of rescission of redemption shall be given in the same manner in which notice of redemption was originally given. The actual receipt by the Owner of any Bond or Strip of notice of such rescission shall not be a condition precedent to rescission, and failure to receive such notice or any defect in such notice shall not affect the validity of the rescission.

No Defeasance

The Bonds shall not be subject to defeasance, and the District may not pay or discharge all or any portion of the Bonds prior to their Stated Maturity, except pursuant to the redemption provisions of the Resolution.

Book-Entry Only System

The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that the District believes to be reliable, but the District takes no responsibility for the accuracy thereof.

-13-

General. Ownership interests in the Bonds and, if stripped, the Strips, will be available to purchasers

only through a book-entry only system (the “Book-Entry Only System”) maintained by DTC, which will act as securities depository for the Bonds and the Strips. 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, in the aggregate principal amount of such maturity, including the Tax Credit Certificates related thereto and will be deposited with DTC.

DTC and its Participants. DTC, the world’s largest securities 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 issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National 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 Standard & Poor’s highest rating: AAA. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com and www.dtc.org. The foregoing internet addresses are included for reference only, and the information on such internet sites is not incorporated herein by reference.

Purchase of Ownership Interests. Purchases of the Bonds or Strips under the DTC system must be

made by or through Direct Participants, which will receive a credit for the Bonds and, if stripped, the Strips, on DTC’s records. The ownership interest of each actual purchaser (the “Beneficial Owner”) of each Bond and Strip 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 and Strips 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 interest in the Bonds or Strips, except in the event that use of the book-entry system for the Bonds and Strips is discontinued.

Transfers. To facilitate subsequent transfers, all Bonds and Strips 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 and Strips 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 or Strips; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds and Strips 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.

http://www.dtcc.com/

-14-

Notices. Conveyance of notices and other communication 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 and Strips may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds and Strips such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of Bonds and Strips may wish to ascertain that the nominee holding the Bonds or Strips 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 Registrar and request that copies of notices be provided directly to them.

Redemption notices will be sent to DTC. If less than all of the Bonds and Strips 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.

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

to the Bonds and Strips unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the District 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 the Bonds and Strips are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Payments of Principal and Interest. Principal, Redemption Premium, if any, and interest payments

on the Bonds and Strips and redemption proceeds, if any, will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the 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 securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Direct Participant and not of DTC, the Paying Agent or the District, subject to any statutory and regulatory requirements as may be in effect from time to time. Payment of principal, Redemption Premium, if any, and interest and redemption proceeds, if any, to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the District 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.

Discontinuation of Book-Entry System. DTC may discontinue providing its services as depository

with respect to the Bonds and Strips at any time by giving reasonable notice to the District or the Paying Agent. Under such circumstances, in the event that a successor depository is not obtained, Bonds and Strips are required to be printed and delivered.

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

successor securities depository). Discontinuance of use of the system of book-entry transfers through DTC may require the approval of DTC Participants under DTC’s operational arrangements. In that event, Bonds or Strips will be printed and delivered.

None of the District, the Underwriter or the Paying Agent will have any responsibility or

obligations to any Direct Participants or Indirect Participants or the persons for whom they act with respect to (i) the accuracy of any records maintained by DTC or any such Direct Participant or Indirect Participant; (ii) the payment by any Direct Participant or Indirect Participant of any amount due to any Beneficial Owner in respect of the principal of, Redemption Premium, if any, or interest on the Bonds

-15-

and Strips; (iii) the delivery by any such Direct Participant or Indirect Participant of any notice to any Beneficial Owner that is required or permitted under the terms of the Resolution to be given to owners of the Bonds and Strips; or (iv) any consent given or other action taken by DTC as the owner of the Bonds and Strips.

SECURITY FOR THE BONDS General

Pledge of Full Faith and Credit. The Bonds shall be general obligations of the District payable as to both principal, interest and Redemption Premium, if any, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the District.

Mandatory Principal Deposits. To ensure that sufficient money will be available to pay principal of

the Bonds at maturity, if the payments described below under the caption “Direct Deposit of State Aid Payments” are insufficient, the District shall deposit in the Principal Account of the Bond Fund held by the Fiscal Agent, on the Business Day preceding March 1 in each of the following years, the following amounts (the “Principal Deposits”):

Year Principal Amount

2019 $ 355,363.64 2020 500,000.00 2021 550,000.00 2022 540,000.00 2023 475,000.00 2024 639,636.36

Total $3,060,000.00

Mandatory Interest Deposits. To ensure that sufficient money will be available to pay interest on the Bonds, if the payments described below under the caption “Direct Deposit of State Aid Payments” are insufficient, the District shall deposit in the Interest Account of the Bond Fund held by the Fiscal Agent, on the Business Day preceding each Interest Payment Date, commencing on the Business Day preceding March 1, 2010, an amount equal to the interest due on the Bonds on the next succeeding Interest Payment Date (the “Interest Account Deposits” and, together with the Principal Account Deposits, the “Bond Fund Deposits”).

Levy and Collection of Annual Tax. Under the Resolution, there is levied upon all of the taxable

tangible property within the District a direct annual tax sufficient to produce the amounts necessary (1) to make the Bond Fund Deposits in the amounts and at the times required under the Resolution, and (2) to the extent that the amount on deposit in the Bond Fund is insufficient to pay the principal of and interest and Redemption Premium, if any, as the same becomes due and payable in each year, such additional amount as is necessary to make such payment. Such taxes shall be extended upon the tax rolls in each of the several years, respectively, and shall be levied and collected at the same time and in the same manner as the District’s other ad valorem taxes are levied and collected. Except as otherwise provided in the subsection herein captioned “Direct Deposit of State Aid Payments,” the proceeds derived from said taxes shall be deposited in the Debt Service Fund, shall be kept separate and apart from all other funds of the District and shall be used solely for the Bond Fund Deposits required under the Resolution and for the payment of the principal of and interest and Redemption Premium, if any, on the Bonds as and when the same become due and the fees and expenses of the Paying Agent to the extent not otherwise provided for from the Bond Fund.

-16-

Direct Deposit of State Aid Payments

Pursuant to Section 360.111 et seq. of the Revised Statutes of Missouri and related statutes (the “Deposit Law”), the State of Missouri (the “State”) and the District may agree to transfer to the Deposit Trustee a portion of the District’s State aid payments and distributions normally used for operational purposes (“State Aid”) in order to provide for payment of debt service on the Bonds. On the date of issuance of the Bonds, the District will enter into the Deposit Agreement with the Treasurer’s Office, DESE, the Authority and the Deposit Trustee. Under the Deposit Agreement, the District will pledge a portion of its State Aid to the payment of the Bonds.

The Deposit Agreement will provide that one-half (1/2) of the debt service to be paid on the Bonds on

March 1, 2010 will be deposited with the Deposit Trustee in each month of the two months of November 2009 and December 2009, and thereafter one-tenth (1/10th) of the annual debt service in the next bond year will be deposited with the Deposit Trustee in each of the ten months of March 2010 through December 2010 and in each succeeding similar ten month period (i.e., March through December) for each year after the Bonds are issued as long as the Bonds are outstanding, including amounts sufficient to pay the Bond Fund Deposits.

The Deposit Trustee will transfer the entire amount of such deposit to the Fiscal Agent in immediately available funds within five business days of the receipt thereof by the Deposit Trustee. The Fiscal Agent will deposit all amounts received from the Deposit Trustee into the Bond Fund to be held in escrow in the Fiscal Agent’s corporate trust department under the Fiscal Agent Agreement and invested until needed to pay the principal of the Bonds or, if stripped, the Principal Strips. The Fiscal Agent will invest such amounts in Permitted Investments, which investments must be either obligations of the United States government or an instrumentality thereof or have a long-term rating in one of the two highest ratings categories (without regard to any plus or minus designations) by a nationally recognized credit rating agency, pursuant to written instructions received from the District. The Fiscal Agent will make available to the Paying Agent the amount necessary for payment of principal of the Bonds or, if stripped, the Principal Strips, not later than the business day prior to the payment date for the Bonds.

Each month, pursuant to the terms of the Deposit Agreement, DESE will advise the Treasurer’s Office

of the amount of the District’s State Aid to be deposited with the Deposit Trustee and transferred to the Fiscal Agent. If there is a shortfall in a monthly payment, it is to be made up in the succeeding monthly payment of State Aid.

Nothing in the Deposit Law or the Deposit Agreement relieves the District of its obligation to make payments of the principal of and interest and Redemption Premium, if any, on the Bonds, or to impose any debt service levy sufficient to retire the Bonds. Moneys of the District which would otherwise be used to pay the Bonds on each payment date may be transferred to the District’s operational funds to replace State Aid funds used to pay the Bonds. The State has not committed pursuant to the Deposit Law, the Deposit Agreement or otherwise to maintain any particular level of State Aid on behalf of the District, and the State is not obligated in any manner, contractually or morally, to make payments of debt service on the Bonds, other than its obligation to make transfers to the Deposit Trustee as described above. No assurance can be made that the amount of annual State Aid to the District will not in the future drop below that of the debt service requirements on the Bonds.

-17-

CERTAIN INVESTOR CONSIDERATIONS REGARDING THE BONDS No Secondary Market

The Bonds and the related Tax Credit Certificates are new products which derive from the recent passage of the Recovery Act, and there is currently no secondary market for either the Bonds or the Tax Credit Certificates. There can be no assurance that a secondary market will develop, or if a secondary market does develop, that it will provide Owners with liquidity or continue for the full term of the Bonds. The Underwriter is under no obligation to make a secondary market for either the Bonds or the Tax Credit Certificates. Principal strips similar to those described herein for the Bonds generally have exhibited greater price volatility than traditional municipal bonds. The mechanics of transfer and registration and the developing nature of the tax treatment of the Bonds and Tax Credit Certificates may further limit liquidity.

Tax Credits Not Refundable

The Tax Credits are not refundable tax credits; if an Owner of a Bond or a Tax Credit Strip has gross income tax liability for a given year less than the amount of Tax Credits to which it is entitled for that year, then the Owner would be required to carry forward any excess tax credit to subsequent tax years. See the section herein captioned “TAX MATTERS.”

The Tax Credits to which an Owner is entitled on a particular Credit Allowance Date are not

transferable after such Credit Allowance Date; investors should be aware that to the extent that the investor is not a potential taxpayer (either now or in the future) and owns a Bond or a Tax Credit Strip on a Credit Allowance Date, the Tax Credit cannot be utilized. Moreover, there can be no assurance that such an investor would be able to sell a Bond or a Tax Credit Strip prior to the Credit Allowance Date.

Adjustments Following Additional Internal Revenue Service Guidelines

Because of the developing nature of practices designed to implement the qualified school construction bond provisions of the Recovery Act, it may be necessary following the date of delivery of the Bonds for the District to make certain adjustments to the mechanisms outlined in the Resolution as additional guidance from the Internal Revenue Service is provided.

PLAN OF FINANCING General

The Bonds are being issued for the purpose of providing funds to (a) pay a portion of the costs of the Project, as defined and further discussed below, and (b) pay the costs of issuance related to the Bonds.

The Project

On August 5, 2008, the voters of the District approved the issuance of $15,000,000 of the District’s general obligation bonds for the purpose of acquiring, constructing, demolishing, renovating, furnishing and equipping school sites, buildings and related facilities for school purposes (the “Project”). The Project includes the following:

Pevely Elementary School. Construction of additional classrooms, multipurpose room and a new

kitchen and cafeteria.

-18-

Senn-Thomas Middle School. Installation of a new elevator, energy efficient windows and safety doors and improvements to the sewer systems, kitchen and cafeteria.

Herculaneum High School. Construction of new classrooms and kitchen and security improvements

to the High School. All Buildings. Renovations to all bathrooms and roofs and upgrades of all electrical wiring, lighting,

communication systems and technology wiring. In November 2008 the District issued $10,000,000 of its general obligation bonds pursuant to the

August 2008 voter authorization and used the proceeds of such bonds to begin construction of certain components of the Project. At the same time the District issues the Bonds, the District will issue an additional $1,940,000 amount of its general obligation bonds also pursuant to the August 2008 voter authorization and use the proceeds of such bonds to pay certain costs of the Project. The District will use a portion of the proceeds of the Bonds to finance the costs of completing additional components of the Project, with the proceeds of the Bonds restricted to QSCB Purposes.

Sources and Uses of Funds The anticipated sources and uses of the proceeds of the Bonds are as follows:

Sources of Funds: Par amount of Bonds $3,060,000.00 Total $3,060,000.00 Uses of Funds: Deposit to Construction Fund $3,016,035.00 Costs of issuance (including Underwriter’s discount) 43,965.00 Total $3,060,000.00

THE DISTRICT

The District, comprising an area of approximately 21 square miles, is located in the east central portion of Jefferson County, Missouri. See Appendix A: INFORMATION REGARDING THE DISTRICT for further information regarding the District.

LEGAL MATTERS

Legal matters with respect to the authorization, execution and delivery of the Bonds are subject to the approval of Gilmore & Bell, P.C., St. Louis, Missouri, Bond Counsel, whose approving opinion will be available at the time of delivery of the Bonds in substantially the form of Appendix C: FORM OF OPINION OF BOND COUNSEL. Gilmore & Bell, P.C. will also pass upon certain legal matters relating to this Official Statement. The various legal opinions to be delivered concurrently with the delivery of the Bonds express the professional judgment of the attorneys rendering the opinions as to the legal issues explicitly addressed therein. By rendering a legal opinion, the opinion giver does not become an insurer or guarantor of that expression of professional judgment, of the transactions opined upon, or of the future performance of parties to such transaction, nor does the rendering of an opinion guarantee the outcome of any legal dispute that may arise out of the transaction.

-19-

BOND RATINGS Standard & Poor’s, a division of The McGraw-Hill Companies, Inc., has assigned a rating of “A+” to the Bonds based on the underlying credit of the District and has assigned a rating of “AA+” to the Bonds based on the Missouri Direct Deposit Program and condi