HomeMy WebLinkAboutOrdinance 7606 CITY OF DALLAS ORDINANCE
NO. . . . . -. . . .
CITY OF FORT WORTH ORDINANCE
NO. .! .b 0 C. .
AN ORDINANCE
ADOPTED CONCURRENTLY BY THE CITY COUNCILS ,
RESPECTIVELY, OF THE CITIES OF DALLAS AND FORT
WORTH EXERCISING THE OPTION TO REDEEM CERTAIN
DALLAS-FORT WORTH REGIONAL AIRPORT JOINT REVENUE
BONDS , SERIES 1970 , SERIES 1971 AND SERIES 1971A
WHEREAS, the Cities of Dallas and Fort Worth have
outstanding the following:
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1970 , dated April 1 , 1970 , and
maturing November 1 , 1999 , aggregating
X40 , 000 , 000 in principal amount (the "Series
1970 Bonds") ;
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1971, dated March 1 , 1971 , and
maturing November 1, 2000 , aggregating
$65 , 000 , 000 in principal amount (the "Series
1971 Bonds") ; and
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1971A, dated September 1 , 1971 , and
maturing November 1 , 2001, aggregating $85 , 000 , 000
in principal amount (the "Series 1971A Bonds") ; and
WHEREAS , of said Series 1970 Bonds , being Bonds Numbers
2, 001 to 10, 000, both inclusive, aggregating $40, 000, 000
in principal amount, maturing on November 1 , 1999 , and
bearing interest at the rate of 7 . 10% per annum may be re-
deemed prior to stated maturity at the option of the Cities in
whole on May 1 , 1980, and on the first day of any month
thereafter at a price of par and accrued interest to date
of redemption plus a premium of 47, of the principal amount
thereof; and
WHEREAS , of said Series 1971 Bonds , being Bonds Numbers
2 , 001 to 15 , 000 , both inclusive , aggregating $65 ,000 ,000 in princi-
pal amount , maturing on November 1 , 2000 , and bearing interest at
the rate of 6. 75% per annum may be redeemed prior to stated
maturity at the option of the Cities in whole on May 1 , 1981 ,
and on the first day of any month thereafter at a price of par
and accrued interest to date of redemption plus a premium of
4% of the principal amount thereof; and
WhEREAS , of said Series 1971A Bonds , being Bonds Numbers
3, 001 to 20 , 000, both inclusive , aggregating $85 , 000 , 000 in princi-
pal amount , maturing on November 1 , 2001 , and bearing interest at
the rate of 6 . 75`Io per annum may be redeemed prior to stated
maturity at the option of the Cities in whole on I-lay 1 , 1981 , and
on the first day of any month thereafter at a price of par and
accrued interest to date of redemption plus a premium of 4% of the
principal amount thereof; and
WHEREAS , the City Councils have each found and de-
termined as to each that the matters to which this Ordinance
relates are matters of imperative public need and necessity
in the protection of the health, safety and morals of the citi-
zens of each of the Cities , and, as such, that this Ordinance
is an emergency measure and shall be effective as to each
City respectively upon its adoption by its City Council , and
the meetings were open to the public as required by law; and
that public notices of the time, place and purpose of said
meetings were given as required by Article 6252-17 , V.A. C . S . ,
as amended.
THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF DALLAS, TEXAS:
THEREFORE , BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF FORT WORTH, TEXAS:
Section 1. That the Cities of Dallas and Fort Worth
hereby exercise their option to redeem on May 1, 1980, Bonds
Numbers 2 , 001 to 10, 000, both inclusive, aggregating $40, 000, 000
of the above described Series 1970 Bonds .
Section 2 . That the Cities of Dallas and Fort [worth
hereby exercise their option to redeem on May 1 , 1981 ,
Bonds Numbers 2, 001 to 15 , 000 , both inclusive , aggregating
$65, 000, 000 of the above described Series 1971 Bonds .
Section 3 . That the Cities of Dallas and Fort [north
hereby exercise their option to redeem or May 1 , 1981 ,
Bonds Numbers 3, 001 to 20, 000, both inclusive, aggregating
$85 , 000, 000 of the above described Series 1971A Bonds .
Section 4. That the Dallas-Fort Worth Regional Airport
Board is hereby authorized and directed to issue notice of said
call for redemption of the subject Series 1970 Bonds , the Series
1971 Bonds and the Series 1971A Bonds to the places of payment
named in said Bonds , to wit, the Mercantile National Bank at
Dallas , Dallas , Texas , The First National Bank of Fort Worth,
Fort Worth, Texas , The Fort [north National Bank, Fort Worth,
Texas , Republic National Bank of Dallas , Dallas , Texas , The
Bank of New York, New York, New York, Texas Bank & Trust Com-
pany of Dallas , Dallas , Texas , Continental National Bank of
Fort Worth, Fort Worth, Texas and The Chase Manhattan Bank,
N.A. , New York, New York, and which said notice is to be mailed
or delivered so as to be received by said banks not less than
thirty (30) days prior to the date fixed for redemption of said
Bonds and to have such notice published at least one time in
a newspaper (as defined in the 1968 Regional Airport Concurrent
Bond Ordinance) and in a financial publication published in the
City of New York, New York, such published notice to appear
not less than thirty (30) days prior to the respective redemp-
tion dates herein designated.
Section 5 . That the Bonds described in said notice
shall be presented for redemption in accordance with said
notice at the respective banks of payment and shall not
bear interest after the date provided for their respective
redemptions .
Section 6. That the Notice of Redemption to be
issued and published by the Dallas-Fort Worth Regional Air-
port Board shall be substantially in the following form:
NOTICE OF REDEMPTION
DALLAS-FORT WORTH REGIONAL AIRPORT
JOINT REVENUE BONDS
NOTICE is hereby given that the Cities of Dallas and
Fort Worth, Texas , have called for redemption all of the out-
standing Bonds of the Cities described as follows :
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1970, dated April 1 , 1970 , aggregat-
ing $40 , 000, 000 in principal amount, maturing on
November 1 , 1999 , and numbered consecutively from
2, 001 to 10, 000 , both inclusive. The date fixed
for redemption of these Bonds is May 1 , 1980, and
said Bonds shall be redeemed at Republic National
Bank of Dallas, Dallas , Texas , The Fort Worth Nat-
ional Bank, Fort Worth, Texas , or at The Bank of
New York, New York, New York. Upon presentation
thereof at a place of payment on the aforesaid
redemption date, the holder of these Bonds shall
be entitled to receive par and accrued interest
to said redemption date plus a premium of 4% of
the principal amount thereof.
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1971 , dated March 1 , 1971 , aggregat-
ing $65, 000, 000 in principal amount, maturing on
November 1, 2000, and numbered consecutively from
2 , 001 to 15, 000, both inclusive. The date fixed
for redemption of these Bonds is May 1 , 1981, and
said Bonds shall be redeemed at The First National
Bank of Fort Worth, Fort Worth, Texas , Texas Bank
& Trust Company of Dallas , Dallas , Texas , or at
The Bank of New York, New York, New York. Upon
presentation thereof_ at a place of payment on the
aforesaid redemption date, the holder of these
Bonds shall be entitled to receive par and accrued
interest to said redemption date plus a premium of
4% of the principal amount thereof.
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1971A, dated September 1, 1971, aggre=
gating $85, 000, 000 in principal amount, maturing on
November 1 , 2001, and numbered consecutively from
3, 001 to 20, 000 , both inclusive. The date fixed
for redemption of these Bonds is May 1 , 1981 , and
said Bonds shall be redeemed at the Mercantile
National Bank at Dallas , Dallas , Texas , Continental
National Bank of Fort Worth, Fort Worth, Texas ,
or at The Chase Manhattan Bank, N.A. , New York,
New York. Upon presentation thereof at a place
of payment on the aforesaid redemption date , the
holder of these Bonds shall be entitled to receive
par and accrued interest to said redemption date
plus a premium of 4% of the principal amount thereof.
NOTICE IS FURTHER GIVEN that due and proper arrange-
ments have been made for providing the places of payment of
the Bonds with funds sufficient to pay those called for redemp-
tion, the interest thereon to the respective call dates and
the contract redemption premium. In the event said Bonds , or
any of them, are not presented for redemption by the dates
fixed for their redemption, they shall not thereafter bear
interest.
THIS NOTICE is issued and given pursuant to the option
of redemption reserved to the Cities in the proceedings author-
izing the issuance of the aforementioned Bonds , in accordance
with the recitals and provisions of each of said Bonds and
pursuant to authority of a concurrent resolution passed by the
City Councils of the Cities of Dallas and Fort Worth on the
31st and 30th day of August , 1977 , respectively.
WITNESS ITY OFFICIAL SIGNATURE, this the 31st day of
August, 1977.
Executive Director , Dallas-Fort
Worth Regional Airport Board
PASSED AND CORRECTLY ENROLLED August 31, 1977.
(Seal)
Mayor, City of Dallas , Texas
ATTEST:
City Secretary, City of Dallas,
Texas
APPROVED AS TO FORM:
City Attorney, City of Dallas ,
Texas
Passed August 30, 1977.
Mayor, City of Fort Worth, Texas
(Seal)
ATTEST:
Ci, Secretary, City of Fort
Worth, Texas
APPROVED AS TO FORK[ AND LEG=ALITY:
f6gio
City Attorney, City of Fort
Worth, Texas
THE. STATE OF TEXAS
COUNTY OF TARRANT
CITY OF FORT WORTH
On the 30th day of August, 1977 , the City Council of
the City of Fort Worth, Texas, convened in Regular meeting with
the following members present, to-wit:
Hugh Parmer, Mayor
Airs. Walter B. Barbour,
Louis J. Zapata,
Jeff Davis,
Mrs. Shirley Johnson,
Woodie W. Woods, Councilmen,
Jim Bagsby,
Richard C. Newkirk,
Rodger N. Line, City Manager,
S. G. Johndroe, Jr. , City Attorney,
Jack W. Green, City Secretary,
with the following members absent: 170.4 Q
with more than a quorum present, at
which time the following , among other things was transacted,
to-wit: I /
Councilman introduced an ordinance
and moved that it be passed. The motion was seconded by
Councilman Alt W A;rThe ordinance was read by the City
Secretary. The motion, carrying with it the passage of the
ordinance, prevailed by the following vote:
AYES:
NOES :
ABSENT:
The ordinance, as passed, is as follows:
THE STATE OF TEXAS
COUNTY OF DALLAS
CITY OF DALLAS
The City Council convened in Regular Meeting on
this the 31st day of August, 1977 , with the following present:
Mayor Bob Folsom
Mayor Pro Tem Bill Blackburn
Deputy Mayor Pro Tem William E. Cothram
Councilman Don Hicks
Councilwoman Adlene Harrison
Councilwoman Juanita Craft
Councilman John N. Leedom
Councilman William F. Nicol
Councilwoman Lucv Patterson
Councilman John A. Walton
Councilman Richard F. Smith
with the following absent:
, constituting a quorum, at which time the
following, among other business, was transacted:
Councilman introduced an Ordinance and
moved its passage. The motion was seconded by Councilman
The motion was carried unanimously.
ROLL CALL ON MOTION:
AYES :
NAYS :
ABSENT:
Motion carried--Ordinance passed.
The Ordinance as adopted is as follows:
TH= STA'E OF EXAS
D E G II 1978
COUNTY OF TARRANT
CITY OF FORT WORTH
On the 30th. day of August, 1977, the City Council of
the City of Fort Worth, Texas, convened in Regular meeting with
the following members present, to-wit:
Hugh Parmer, Mayor,
Jim Bradshaw, Mayor, Pro tem
Mrs. Walter B. Barbour,
Louis J. Zapata,
Jeff Davis,
Mrs. Shirely Johnson,
Woodie W. Woods, Councilman
Jim Bagsby,
Richard C. Newkirk,
Rodger N. Line, City Manager,
S. G. Johndroe, Jr. , City Attorney,
Jack W. Green, City Secretary,
with the following members absent: X,0__k_�
, with more than a quorum present, at
which time the following, among other things was transacted,
to-wit:
Councilman /��,dA QzA-/introduced an ordinance
and moved that it be passed. The motion was seconded by
Councilman �,c'� /l�f�. The ordinance was read by the City
Secretary. The motion, carrying with it the passage of the
ordinance, prevailed by the following vote:
AYES:
r
NOES: /J 6A,)e -)
ABSENT:
The ordinance, as passed, is as follows:
THE STATE OF TEXAS
COUNTY OF DALLAS
CITY OF DALLAS
The City Council convened in Regular Meeting nn
this the 31st day of August, 1977, with the following present:
Mayor Bob Folsom
Mayor Pro .rem Bill Blackburn
Deputy Mayor Pro Tem William E. Coth"r_am
Councilman Don Hicks
- _vacancy
Councilwoman Juanita Craft
Councilman John N. Leedom
Councilman William F. Nicol
Councilwoman Lucy Patterson
Councilman John A. Walton
Councilman Richard F. Smith
with the following absent: Blackburn
constituting a quorum, at which time the
following, among other business, was transacted:
Councilman Leedom introduced an Ordinance and
moved its passage. The motion was seconded by Councilman Nicol
The motion was carried unanimously.
ROLL CALL ON MOTION:
AYES-. Folsom, Cothram, Hicks, Craft, Leedom,
Nicol, Patterson, Walton, Smith
NAYS: none
ABSENT: Blackburn
Motion carried--Ordinance passed.
The Ordinance as adopted is as follows:
CITY OF DALLAS ORDINANCE
CITY OF FORT WORTH ORDI14AITCE
NO.
AN ORDINANCE
ADOPTED CONCURRENTLY BY THE CITY COUNCILS ,
RESPECTIVELY, OF THE CITIES OF DALLAS AND FORT
WORTH EXERCISING THE OPTION TO REDEEM CERTAIN
DALLAS-FORT WORTH REGIONAL AIRPORT JOINT REVENUE
BONDS , SERIES 1970, SERIES 1971 AND SERIES 1971A
WHEREAS, the Cities of Dallas and Fort Worth have
outstanding the following:
Dallas-Fort Worth Regional Airport Joint Revenue _
Bonds , Series 1970 , dated April 1 , 1970 , and
maturing November 1 , 1999 , aggregating
$40 , 000 ,000 in principal amount (the "Series
1970 Bonds") ;
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1971, dated March 1 , 1971 , and
maturing November 1 , 2000 , aggregating
$65 , 000, 000 in principal amount (the "Series
1971 Bonds") ; and
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds , Series 1971A, dated September 1, 1971 , and
maturing November 1, 2001, aggregating $85 ,000 ,000
in principal amount (the "Series 1971A Bonds") ; and
WHEREAS , of said Series 1970 Bonds , being Bonds Numbers
2, 001 to 10, 000, both inclusive, aggregating $40, 000, 000
in principal amount, maturing on November 1, 1999, and
bearing interest at the rate of 7 . 10% per annum may be re-
deemed prior to stated maturity at the option of the Cities in
whole on May 1, 1980, and on the first day of any month
thereafter at a price of par and accrued interest to date
of redemption plus a premium of 47, of the principal amount
thereof; and
WHEREAS , of said Series 1971 Bonds , being Bonds Numbers
2 , 001 to 15 , 000 , both inclusive , aggregating $65 ,000 ,000 in princi-
pal amount , maturing on November 1 , 2000 , and bearing interest at
the rate of 6. 75% per annum may be redeemed prior to stated
maturity at the option of the Cities in whole on May 1, 1981 ,
and on the first day of any month thereafter at a price of par
and accrued interest to date of redemption plus a premium of
4% of the principal amount thereof; and
WHEREAS , of said Series 1971A Bonds , being Bonds Numbers
3, 001 to 20 ,000, both inclusive, aggregating $85 ,000 ,000 in princi-
pal amount , maturing on November 1 , 2001 , and bearing interest at
the rate of 6 . 75`/o per annum may be redeemed prior to stated
maturity at the option of the Cities in whole on May 1, 1981 , and
on the first day of any month thereafter at a price of par and
accrued interest to date of redemption plus a premium of 4% of the
principal amount thereof; and
WHEREAS , the City Councils have each found and de-
termined as to each that the matters to which this Ordinance
relates are matters of imperative public need and necessity
in the protection of the health, safety and morals of the citi-
zens of each of the Cities, and, as such, that this Ordinance
is an emergency measure and shall be effective as to each
City respectively upon its adoption by its City Council , and
l
the meetings were open to the public as required by law; and
that public notices of the time, place and purpose of said
meetings were given as required by Article 6252-17, V.A.C.S . , i
as amended.
i
I
THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF DALLAS, TEXAS:
I
THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE j
CITY OF FORT WORTH, TEXAS:
Section 1. That the Cities of Dallas and Fort Worth
hereby exercise their option to redeem on May 1, 1980, Bonds
Numbers 2, 001 to 10, 000, both inclusive, aggregating $40, 000, 000
of the above described Series 1970 Bonds .
Section 2 . That the Cities of Dallas and Fort [North
hereby exercise their option to redeem on May 1 , 1981 ,
Bonds Numbers 2, 001 to 15 , 000, both inclusive, aggregating
$65, 000, 000 of the above described Series 1971 Bonds . ,
Section 3 . That the Cities of Dallas and Fort Worth
hereby exercise their option to redeem or. May 1, 1981 ,
Bonds Numbers 3, 001 to 20, 000, both inclusive, aggregating
$85, 000, 000 of the above described Series 1971A Bonds .
Section 4. That the Dallas-Fort Worth Regional Airport
Board is hereby authorized and directed to issue notice of said
call for redemption of the subject Series 1970 Bonds, the Series
1971 Bonds and the Series 1971A Bonds to the places of payment
named in said Bonds, to wit, the Mercantile National Bank at
Dallas , Dallas , Texas, The First National Bank of Fort Worth,
Fort Worth, Texas , The Fort Worth National Bank, Fort Worth,
Texas, Republic National Bank of Dallas, Dallas , Texas , The
Bank of New York, New York, New York, Texas Bank & Trust Com-
pany of Dallas, Dallas , Texas , Continental National Bank of
Fort Worth, Fort Worth, Texas and The Chase Manhattan Bank,
N.A. , New York, New York, and which said notice is to be mailed
or delivered so as to be received by said banks not less than
thirty (30) days prior to the date fixed for redemption of said
Bonds and to have such notice published at least one time in
a newspaper (as defined in the 1968 Regional Airport Concurrent
Bond Ordinance) and in a financial publication published in the
City of New York, New York, such published notice to appear
not less than thirty (30) days prior to the respective redemp-
tion dates herein designated.
Section 5 . That the Bonds described in said notice
shall be presented for redemption in accordance with said
notice at the respective banks of payment and shall not I
bear interest after the date provided for their respective
redemptions .
_ I
Section 6. That the Notice of Redemption to be
issued and published by the Dallas-Fort Worth Regional Air-
port Board shall be substantially in the following form:
i
NOTICE OF REDEMPTION
DALLAS-FORT WORTH REGIONAL AIRPORT
JOINT REVENUE BONDS
NOTICE is hereby given that the Cities of Dallas and 14
Fort Worth, Texas, have called for redemption all of the out-
standing Bonds of the Cities described as follows : 1
Dallas-Fort Worth Regional Airport Joint Revenue 11
Bonds, Series 1970, dated April 1, 1970, aggregat-
ing $40, 000, 000 in principal amount, maturing on (a)
November 1, 1999 , and numbered consecutively from
2, 001 to 10, 000, both inclusive. The date fixed
for redemption of these Bonds is May 1, 1980, and
said Bonds shall be redeemed at Republic National 11
Bank of Dallas, Dallas, Texas , The Fort Worth Nat- (b)
ional Bank, Fort Worth, Texas, or at The Bank of
New York, New York, New York. Upon presentation
thereof at a place of payment on the aforesaid
redemption date, the holder of these Bonds shall 11
be entitled to receive par and accrued interest s (c)
to said redemption date plus a premium of 4`/0 of
the principal amount thereof.
Dallas-Fort Worth Regional Airport Joint Revenue ll
Bonds, Series 1971, dated March 1, 1971, aggregat- (d)
ing $65, 000, 000 in principal amount, maturing on
November 1, 2000, and numbered consecutively from
2 ,001 to 15,000, both inclusive. The date fixed
for redemption of these Bonds is May 1, 1981, and -1122
said Bonds shall be redeemed at The First National
Bank of Fort Worth, Fort Worth, Texas, Texas Bank
& Trust Company of Dallas, Dallas , Texas, or at
The Bank of New York, New York, New York. Upon
presentation thereof at a place of payment on the
aforesaid redemption date, the holder of these 13
Bonds shall be entitled to receive par and accrued
interest to said redemption date plus a premium of
47. of the principal amount thereof. l
14
(a) I
14
(b) .
Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, Series 1971A, dated Sdptember 1, 1971, aggre-
gating $85, 000, 000 in principal amount, maturing on
November 1, 2001, and numbered consecutively from
3, 001 to 20, 000, both inclusive. The date fixed
for redemption of these Bonds is May 1, 1981, and
said Bonds shall be redeemed at the Mercantile ,
National Bank at Dallas, Dallas, Texas, Continental
National Bank of For.t Worth, Fort Worth, Texas,
or at The Chase Manhattan Bank, N.A. , New York,
New York. Upon presentation thereof at a place 11
of payment on the aforesaid redemption date, the �a)
holder of these Bonds shall be entitled to receive
par and accrued interest to said redemption date
plus a premium of 4% of the principal amount thereof.
NOTICE IS FURTHER GIVEN that due and proper arrange- 11
ments have been made for providing the places of payment of fib)
the Bonds with funds sufficient to pay those called for redemp-
tion, the interest- thereon to the respective call dates and
the contract redemption premium. In the event said Bonds , or
any of them, are not presented for redemption by the dates �1
fixed for their redemption, they shall not thereafter bear 10
interest.
P ��l
THIS NOTICE is issued and given pursuant to the option
of redemption reserved to the Cities in the proceedings author-
izing the issuance of the aforementioned Bonds, in accordance (d)
with the recitals and provisions of each of said Bonds and
Pursuant to authority of a concurrent resolution passed by the ,
City Councils of the Cities of Dallas and Fort Worth on the
31st and 30th day of August, 1977, respectively. ryy■_/}/
WITNESS 11Y OFFICIAL SIGNATURE, this the 31st day of rs,
August, 1977.
f
13
Executive Director, Dallas-Fort
Worth Regional Airport Board
14
s
B �d
r
PASSED AND CORRECTLY ENROLLED August 3 1977. C 1J
(Seal)
T yCi y of allas, Texas
lb
ATTEST:
City Secretary, City of Dallas, 11
Texas (a)
APPROVED AS TO FORM:
11
(b)
Ci ttorney, Ci y of Dallas ,
Texas
Passed August 30, 1977. 11
(c)
M yor, it f F t Horth, Texas
(Seal) 11
ATTEST: (d)
PSecretary, City of Fort r, Texas
APPROVED AS TO FORM AND LEGALITY:
00 IV p4 13
%ity Attornev, City of Fort
forth, Texas
14
(a)
14
(b) e
a "�
EIGHTH SUPPLEMENTAL ORDINANCE
CITY OF DAU A,S ORDINANCE
NO.
CITY OF FORT WORTH ORDINANCE
NO.
An ordinance passed concurrently by the City Councils, respectively, of the Cities of Dallas
and Fort Worth, authorizing the issuance of Dallas-Fort Worth Regional Airport Joint Revenue
Construction and Refunding Bonds, Series 1977, in the aggregate principal amount of
$274,530,000, bearing interest at the rates specified, for the purpose of paying in part the cost of
constructing, equipping and otherwise improving the jointly owned Dallas-Fort Worth Regional
Airport of the Cities and for the purpose of refunding certain outstanding Dallas-Fort Worth
Regional Airport Joint Revenue Bonds; providing for the form of said bonds and the coupons
appertaining thereto; awarding the sale of such bonds to the purchasers thereof; authorizing the
Dallas-Fort Worth Regional Airport Board to deliver said bonds as herein directed; providing
that such bonds are on a parity with the outstanding Dallas-Fort Worth Regional Airport Joint
Revenue Bonds heretofore issued and sold and not authorized herein to be refunded; adopting
pertinent provisions of and supplementing the 1968 Regional Airport Concurrent Bond Ordinance
and the Supplemental Regional Airport Concurrent Bond Ordinances which authorized the issu-
ance of outstanding bonds; providing for the deposit of the proceeds of the Series 1977 Bonds into
certain funds and into special escrow funds authorized to be established hereby for the benefit of
certain of the said bonds being refunded; and directing that due observance of the covenants
herein contained be made by the Board; providing methods of amending this ordinance; providing
for severability; ordaining other matters incident and relating to the subject and purpose hereof;
and declaring an emergency.
WHEREAS, pursuant to applicable laws and a certain contract and agreement, dated
April 15, 1968 (the "Contract and Agreement"), the City Councils, respectively, of the Cities
of Dallas and Fort Worth, by an ordinance passed concurrently on November 11, 1968, and
November 12, 1968, authorized the issuance of and sold their Dallas-Fort Worth Regional Airport
Joint Revenue Bonds, Series 1968, and by ordinances passed concurrently on April 14, 1970,
November 2, 1970, February 10, 1971, August 23, 1971, March 6, 1972 and October 20, 1976, as
amended November 8, 1976, authorized the issuance of and sold their Dallas-Fort Worth Regional
Airport Joint Revenue Bonds, Series 1970, Series 1970A, Series 1971, Series 1971A, Series 1972,
and their Dallas-Fort Worth Regional Airport Joint Revenue Refunding Bonds, Series 1976,
respectively, authorized to be outstanding in the aggregate amount of $440,500,000 (herein
collectively defined as the "Outstanding Bonds"), for the purpose of paying the costs of the
Dallas-Fort Worth Regional Airport and for the purpose of refunding the Series 1968, Series 1973
and part of the Series 1970A Joint Revenue Bonds; and
WHEREAS, the Cities are empowered by statutes of the State of Texas, viz. 1269j-5.1,
and 46d V.A.C.S. to issue their bonds for the purposes of extending and improving the Regional
Airport and refunding all or part of the Outstanding Bonds; and
WHEREAS, said ordinances authorizing the Outstanding Bonds permit the issuance of
Refunding Bonds, on a parity with the Outstanding Bonds, to refund any part or all of the
Outstanding Bonds; and
WHEREAS, said ordinances authorizing the Outstanding Bonds permit the issuance of
Additional Parity Bonds for the purpose of improving, constructing, replacing or otherwise
extending the Regional Airport; and
EIGHTH SUPPLEMENTAL ORDINANCE
WHEREAS, in accordance with the Contract and Agreement said City Councils have been
requested by the Dallas-Fort Worth Regional Airport Board to issue additional joint revenue
bonds for the purpose of refunding part of the Outstanding Bonds and for the purpose of
improving and extending the Regional Airport by constructing additional terminal and related
facilities at the Regional Airport (the "1977 Project"); and
WHEREAS, it is deemed by said City Councils to be desirable, appropriate and necessary
to issue such additional negotiable revenue bonds; and
WHEREAS, the City Councils have each found and determined as to each that the matters
to which this Ordinance relates are matters of imperative public need and necessity in the pro-
tection of the health, safety and morals of the citizens of each of the Cities and, as such, that
this Ordinance is an emergency measure and shall be effective as to each City respectively upon
its adoption by its City Council, and the meetings were open to the public as required by law;
and that public notices of the time, place, and purpose of said meetings were given as required
by Article 6252-17, V.A.C.S., as amended.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF DALLAS, TEXAS:
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF FORT WORTH, TEXAS:
ARTICLE I
TITLE, PREAMBLES AND RATIFICATION
Section 1.1. SHORT TITLE. This Ordinance may be cited by the short title, "Eighth
Supplemental Regional Airport Concurrent Bond Ordinance" or as the "1977 Ordinance."
Section 1.2. ADOPTION OF PREAMBLES. All of the declarations and findings contained
in the preambles of this Ordinance are made a part hereof and shall be fully effective as a part
of the ordained subject matter of this Ordinance.
Section 1.3. RATIFICATION. All action heretofore taken (not inconsistent with the pro-
visions hereof) by the Cities, by the Board and by the employees and officers of each directed
toward the Regional Airport and the issuance of the bonds herein authorized is hereby ratified,
approved and confirmed.
ARTICLE U
DEFINITIONS AND CONSTRUCTION
Section 2.1. ADOPTION OF DEFINITIONS. The definitions set forth in Article II of
the 1968 Regional Airport Concurrent Bond Ordinance passed, respectively, by the Cities of
Dallas and Fort Worth on November 11 and November 12, 1968, are made a part hereof and
shall be as fully effective as part of the subject matter of this Ordinance as if repeated in full
herein.
Section 2.2. ADDITIONAL DEFINITIONS. In addition to the definitions set forth in
the said 1968 Regional Airport Concurrent Bond Ordinance, the terms defined in this Section
for all purposes of this Ordinance and of any ordinance amendatory hereof, supplemental or
relating hereto, and of any instruments or documents appertaining hereto, except where the
context by clear implication shall otherwise require, shall have the respective meanings herein
specified as follows, to-wit:
"AIRLINE AGREEMENTS" shall mean the Letters of Agreement, dated February 9, 1970,
as supplemented and amended, between the Board and eight commercial air carriers (Ameri-
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can Airlines, Inc.; Braniff Airways, Inc.; Continental Air Lines, Inc.; Delta Air Lines, Inc.;
Eastern Air Lines Incorporated; Frontier Airlines, Inc.; Ozark Air Lines, Inc.; and Texas
International Airlines, Inc., (collectively called the "Signatory Carriers")), and the Airport
Use Agreements entered into between the Board and American Airlines, Inc., between the
Board and Delta Air Lines, Inc., and between the Board and Braniff Airways, Inc. and any
Airport Use Agreement in substantially the form entered into with American Airlines, Inc.,
Delta Air Lines, Inc. and Braniff Airways, Inc. which the Board may hereafter enter into
with one or all the remaining Signatory Carriers superceding the Letters of Agreement.
"BOND REGISTRAR" shall mean the state or national bank charged with the responsi-
bility of maintaining the Bond Registration Books for the Series 1977 Bonds, initially
designated as The Fort Worth National Bank, Fort Worth,Texas.
"COSTS OF THE 1977 PROJECT" shall mean the Costs of the Airport related to the
construction of the 1977 Project and the financing related thereto.
"MASTER PLAN" shall mean and refer to the Airport's Master Plan of Development
adopted on September 30, 1969, as amended from time-to-time.
"1968 ORDINANCE" shall mean and refer to the 1968 Regional Airport Concurrent Bond
Ordinance passed by the City Councils of the Cities, respectively, on November 11, 1968 and
November 12, 1968.
"1970 ORDINANCE" shall mean and refer to the First Supplemental Regional Airport
Concurrent Bond Ordinance passed by the City Councils of the Cities on April 14, 1970.
"1970A ORDINANCE" shall mean and refer to the Second Supplemental Regional Airport
Concurrent Bond Ordinance passed by the City Councils of the Cities on November 2, 1970.
"1971 ORDINANCE" shall mean and refer to the Third Supplemental Regional Airport
Concurrent Bond Ordinance passed by the City Councils of the Cities on February 10, 1971.
"1971A ORDINANCE" shall mean and refer to the Fourth Supplemental Regional Airport
Concurrent Bond Ordinance passed by the City Councils of the Cities on August 23, 1971.
"1972 ORDINANCE" shall mean and refer to the Fifth Supplemental Regional Airport Con-
current Bond Ordinance passed by the City Councils of the Cities on March 6, 1972.
"1976 ORDINANCE" shall mean and refer to the Seventh Supplemental Regional Airport
Concurrent Bond Ordinance passed by the City Councils of the Cities on October 20, 1976,
as amended November 8, 1976.
"1977 PROJECT" shall mean those additional terminal and related facilities conforming to
the Master Plan to be constructed with part of the proceeds of the Series 1977 Bonds.
"OUTSTANDING BONDS" shall mean the outstanding Dallas-Fort Worth Regional
Airport Joint Revenue Bonds, Series 1970, authorized by the 1970 Ordinance, the Dallas-
Fort Worth Regional Airport Joint Revenue Bonds, Series 1970A, authorized by the
1970A Ordinance, the Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series
1971, authorized by the 1971 Ordinance, the Dallas-Fort Worth Regional Airport Joint
Revenue Bonds, Series 1971A, authorized by the 1971A Ordinance, the Dallas-Fort Worth
Regional Airport Joint Revenue Bonds, Series 1972, authorized by the 1972 Ordinance, and
the Dallas-Fort Worth Regional Airport Joint Revenue Refunding Bonds, Series 1976,
authorized by the 1976 Ordinance.
"PAYING AGENT" or "PAYING AGENTS" shall mean with respect to the Series 1977
Bonds, The Fort Worth National Bank, Fort Worth, Texas, Republic National Bank of
Dallas, Dallas, Texas, Citibank, New York, New York, and The First National Bank of
Chicago, Chicago, Illinois.
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"REFUNDING BONDS" shall mean any refunding bonds issued pursuant to Section 8.6
of the 1968 Ordinance for the purpose of refunding any Bonds outstanding.
"SERIES 1970 BONDS" shall mean the Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, Series 1970,authorized by the 1970 Ordinance.
"SERIES 1970A BONDS" shall mean the Dallas-Fort Worth Regional Airport Joint Reve-
nue Bonds, Series 1970A, authorized by the 1970A Ordinance.
"SERIES 1971 BONDS" shall mean the Dallas-Fort Worth Regional Airport Joint Reve-
nue Bonds, Series 1971, authorized by the 1971 Ordinance.
"SERIES 1971A BONDS" shall mean the Dallas-Fort Worth Regional Airport Joint Reve-
nue Bonds, Series 1971A, authorized by the 1971A Ordinance.
"SERIES 1976 BONDS" shall mean the Dallas-Fort Worth Regional Airport Joint Revenue
Refunding Bonds, Series 1976, authorized by the 1976 Ordinance.
"SERIES 1977 BONDS" shall mean the Dallas-Fort Worth Regional Airport Joint Revenue
Construction and Refunding Bonds, Series 1977, herein authorized to be issued and sold.
"SPECIAL CONTINGENCY RESERVE FUND" shall mean the fund by that name
created in Section 7.2 of this Ordinance.
ARTICLE III
THE BONDS
Section 3.1. AUTHORIZATION. So as to protect the public safety and in order to pro-
mote and advance the general welfare of the citizens of Dallas and Fort Worth and the North
Central Texas Region, it is hereby declared necessary that the Cities issue, and the Cities hereby
authorize and direct the issuance of the Dallas-Fort Worth Regional Airport Joint Revenue
Construction and Refunding Bonds, Series 1977, in the aggregate principal amount of
$274,530,000, pursuant to the provisions of Article 46d and Article 1269]-5.1, V.A.C.S. Of such
Series 1977 Bonds, Bonds Numbers 1 to 44,597, both inclusive, in the aggregate principal amount
of $222,985,000 shall be issued to refund the Series 1970 Bonds Numbers 2001 to 10,000, both
inclusive, maturing on November 1, 1999, and now outstanding in the aggregate principal amount
of $40,000,000, the Series 1971 Bonds Numbers 2001 through 15,000, both inclusive, maturing
on November 1, 2000, and now outstanding in the aggregate principal amount of $65,000,000,
and the Series 1971A Bonds Numbers 3001 to 20,000, both inclusive, maturing on November 1,
2001, and now outstanding in the aggregate principal amount of $85,000,000; and Bonds Num-
bers 44,598 to 54,906, both inclusive, in the aggregate principal amount of $51,545,000 shall be
issued for the purpose of paying Costs of the 1977 Project. It is hereby officially found and
determined that the proceeds of the Series 1977 Bonds Numbers 1 to 44,597, both inclusive, will
be sufficient (i) to provide funds to pay the principal of the aforementioned Series 1970 Bonds,
Series 1971 Bonds, and Series 1971A Bonds, the redemption premium thereon, and the interest
thereon to May 1, 1980, the redemption date for said Series 1970 Bonds and May 1, 1981, the
redemption date for said Series 1971 Bonds and Series 1971A Bonds (all said Series 1970 Bonds,
Series 1971 Bonds and Series 1971A Bonds being refunded are collectively referred to hereinafter
as the "Underlying Bonds"). The Series 1977 Bonds Numbers 1 to 44,597, both inclusive, are
issued as Refunding Bonds and the Series 1977 Bonds Numbers 44,598 to 54,906, both inclusive,
are issued as Additional Parity Bonds, all pursuant to and as permitted by the 1968 Ordinance,
and said Series 1977 Bonds shall be on a parity with the Outstanding Bonds remaining
outstanding.
Section 3.2. DATE, DENOMINATION AND MATURITIES. The Series 1977 Bonds shall
be dated September 1, 1977, shall be in the denomination of $5,000 each, shall consist of coupon
bonds numbered in direct numerical order from 1 through 54,906, shall be registrable as to
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principal only and shall mature and become due and payable on November 1 in the years and in
the amounts as follows:
YEARS AMOUNTS YEARS AMOUNTS
1981 .................................. $ 215,000 1990 .................................. $ 7,000,000
1982 .................................. 2,150,000 1991 .................................. 7,000,000
1983 .................................. 2,245,000 1992 .................................. 7,000,000
1984 .................................. 2,345,000 1993 .................................. 7,000,000
1985 .................................. 2,455,000 1994 .................................. 5,000,000
1986 .................................. 2,570,000 1995 .................................. 5,000,000
1987 .................................. 9,445,000 1996 .................................. 5,000,000
19889,705,000 **** * *** ***
..................................
1989 .................................. 9,970,000 2002 .................................. 190,430,000
Section 3.3. INTEREST RATES; PAYING AGENTS.
A. The Series 1977 Bonds shall bear interest from their date to their stated maturities, or
redemption dates,at the following rates:
all bonds scheduled to mature in the year 1981 ............................................ 4.30% per annum;
all bonds scheduled to mature in the year 1982 ............................................ 4.40% per annum;
all bonds scheduled to mature in the year 1983 ............................................ 4.50% per annum;
all bonds scheduled to mature in the year 1984 ............................................ 4.60% per annum;
all bonds scheduled to mature in the year 1985 ............................................ 4.70°1 per annum;
all bonds scheduled to mature in the year 1986 ............................................ 4.85% per annum;
all bonds scheduled to mature in the year 1987 ............................................ 5.00% per annum;
all bonds scheduled to mature in the year 1988 ............................................ 5.10% per annum;
all bonds scheduled to mature in the year 1989 ............................................ 5.20% per annum;
all bonds scheduled to mature in the year 1990 ............................................ 5.30% per annum;
all bonds scheduled to mature in the year 1991 ............................................ 5.40% per annum;
all bonds scheduled to mature in the year 1992 ............................................ 5.50% per annum;
all bonds scheduled to mature in the year 1993 ............................................ 5.60% per annum;
all bonds scheduled to mature in the year 1994 ............................................ 5.70% per annum;
all bonds scheduled to mature in the year 1995 ............................................ 5.75% per annum;
all bonds scheduled to mature in the year 1996 ............................................ 5.80% per annum;
all bonds scheduled to mature in the year 2002 ............................................ 6.00% per annum;
such interest to be evidenced by coupons payable on November 1, 1977, and semi-annually
thereafter on each May 1 and November 1.
B. The principal of the Series 1977 Bonds, unless registered as to principal,and the interest
thereon shall be payable to bearer in lawful money of the United States of America without
deduction for exchange or collection charges at the principal office of The Fort Worth National
Bank, Fort Worth, Texas, or at the option of the holder at the Republic National Bank of Dallas,
Dallas, Texas, or Citibank, New York, New York, or The First National Bank of Chicago,
Chicago, Illinois, and if registered as to principal, the principal thereof shall be payable to the
registered owner at the principal office of The Fort Worth National Bank, Fort Worth, Texas.
Section 3.4. PRIOR REDEMPTION.
A. The Series 1977 Bonds maturing November 1, 1981, to 1987, both inclusive, are not
subject to redemption prior to stated maturities.
The Series 1977 Bonds maturing after November 1, 1987 may be redeemed at the option of
the Cities, from any available moneys, other than moneys on deposit in the Interest and Sinking
Fund, on or after November 1, 1987 as a whole, at any time, or in part in inverse order of
maturity and by lot within a maturity, on any interest payment date, at the respective redemp-
tion prices (expressed as percentages of the principal amount) set forth below, together with
accrued interest to the redemption date, to wit:
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Period during which redeemed Redemption
(both dotes included) Price
November 1, 1987—October 31, 1988 .................................................................... 103 %
November 1, 1988—October 31, 1989 .................................................................... 1021/
November 1, 1989—October 31, 1990 .................................................................... 102
November 1, 1990—October 31, 1991 .................................................................... 1011/
November 1, 1991—October 31, 1992 .................................................................... 101
November 1, 1992—October 31, 1993 .................................................................... 1001/
November 1, 1993 and thereafter .............................................................................. 100
B. The Series 1977 Bonds maturing on November 1, 2002, shall be redeemed prior to stated
maturity in part by lot on November 1 in each of the years 1990 through 2001, from moneys
required by Section 6.3C to be deposited to the credit of the Interest and Sinking Fund at the
principal amount thereof and accrued interest to date of redemption, without premium.
C. At least thirty (30) days before the date fixed for any such redemption, the Board,
acting on behalf of the Cities, shall cause a written notice of such redemption to be published at
least once in a newspaper and a financial publication published in the City of New York,New York.
A similar notice shall be mailed by the Board, postage prepaid, not less than 30 days prior to the
redemption date, to the registered owner of each of the Series 1977 Bonds to be redeemed which
is registered as to principal alone, addressed to such owner at the address appearing on the
Bond Registration Books maintained by the Bond Registrar, but failure to mail or receive such
notice, or any defect therein or in the mailing thereof, shall not affect the validity of the proceed-
ings for the redemption of such Series 1977 Bonds. By the date fixed for any such redemption, due
provision shall be made with the Paying Agents for the payment of the principal amount of the
Series 1977 Bonds to be so redeemed, plus any applicable premium thereon, and accrued interest
thereon to the date fixed for redemption. If the written notice of redemption is published, and if
due provision for payment is made, all as provided above, the Series 1977 Bonds, which are to be
so redeemed, thereby automatically shall be redeemed prior to maturity, and they shall not bear
interest after the date fixed for redemption, and shall not be regarded as being outstanding except
for the purpose of receiving the funds so provided for such payment.
Section 3.5. FORMS. The form of the Series 1977 Bonds, including the form of Registration
Certificate of the Comptroller of Public Accounts of the State of Texas to be printed and
endorsed on each Series 1977 Bonds, the form of the interest coupons to be attached thereto, and
the form of the Bond registration provision for registration as to principal alone, shall be respec-
tively, substantially as follows, with such necessary and appropriate variations, omissions and
insertions as permitted or required by this 1977 Ordinance, to-wit:
(FORM OF BOND)
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT
JOINT REVENUE CONSTRUCTION AND REFUNDING BOND
SERIES 1977
NO. $5,000
On the 1st day of November, ........I the Cities of Dallas and Fort Worth (herein collec-
tively called the "Cities"), municipal corporations duly incorporated under the laws of the State
of Texas, for value received, hereby jointly promise to pay to bearer hereof, or, if this bond
be registered as to principal, then to the registered owner hereof solely from the revenues and
funds described herein, the principal sum of
FIVE THOUSAND DOLLARS
and to pay interest thereon from the date hereof to the maturity or earlier redemption of
this bond at the rate of ........% per annum, payable November 1, 1977, and semi-annually there-
after on each May 1 and November 1. The principal of this bond, unless this bond be registered as
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EIGHTH SUPPLEMENTAL ORDINANCE
to principal alone,and the interest coupons appertaining hereto shall be payable in lawful money of
the United States of America upon surrender of this bond or the proper coupons,as they severally
become due at The Fort Worth National Bank, Fort Worth, Texas, or at the option of the holder
at the Republic National Bank of Dallas, Dallas, Texas, or at Citibank, New York, New York, or
at The First National Bank of Chicago, Chicago, Illinois, without exchange or collection charges
to the bearer hereof. If this bond be registered as to principal, such principal shall be paid to the
registered owner shown on the Bond Registration Books of the Cities kept by the Bond Registrar
(hereinafter defined), without exchange or collection charges to the owner hereof, upon the
presentation and surrender of this bond to The Fort Worth National Bank, Fort Worth, Texas.
The bonds of this series maturing after November 1, 1987 may be redeemed at the option
of the Cities, from any available moneys, other than moneys on deposit in the Interest and
Sinking Fund, on or after November 1, 1987 as a whole, at any time, or in part in inverse order
of maturity and by lot within a maturity, on any interest payment date, at the respective redemp-
tion prices (expressed as percentages of the principal amount) set forth below, together with
accrued interest to the redemption date, to wit:
Period during which redeemed Redemption
(both date@ included) Price
November 1, 1987—October 31, 1988 .................................................... 103 %
November 1, 1988—October 31, 1989 .................................................... 102%
November 1, 1989—October 31, 1990 .................................................... 102
November 1, 1990—October 31, 1991 .................................................... 101 1h
November 1, 1991—October 31, 1992 .................................................... 101
November 1, 1992—October 31, 1993 .................................................... 100%
November 1, 1993 and thereafter ............................................................ 100
The bonds maturing on November 1, 2002, shall be redeemed prior to stated maturity in
part by lot on November 1 in each of the years 1990 through 2001, from moneys required to be
deposited to the credit of the Interest and Sinking Fund at the principal amount thereof and
accrued interest to date of redemption,without premium.
At least thirty (30) days before the date fixed for any such redemption, the Dallas-Fort
Worth Regional Airport Board (the"Board"), acting on behalf of the Cities, shall cause a written
notice of such redemption to be published at least once in a newspaper and a financial publication
published in the City of New York, New York. A similar notice shall be mailed by the Board,
postage prepaid, not less than 30 days prior to the redemption date, to the registered owner of
each of the bonds to be redeemed which is registered as to principal alone, addressed to such
owner at the address appearing on the Bond Registration Books maintained by the Bond
Registrar, but failure to mail or receive such notice, or any defect therein or in the mailing thereof,
shall not affect the validity of the proceedings for the redemption of such bonds. By the date
fixed for any such redemption, due provision shall be made with the paying agents for the payment
of the principal amount of the bonds to be so redeemed, plus any applicable premium thereon,and
accrued interest thereon to the date fixed for redemption. If the written notice of redemption
is published, and if due provision for payment is made, all as provided above, the bonds, which
are to be so redeemed, thereby automatically shall be redeemed prior to maturity, and they shall
not bear interest after the date fixed for redemption, and shall not be regarded as being out-
standing except for the purpose of receiving the funds so provided for such payment.
The bonds of this series are issued under and pursuant to the laws of the State of Texas
and an ordinance passed concurrently on November 11 and November 12, 1968, respectively,
by the City Councils of the Cities of Dallas and Fort Worth entitled "1968 Regional Airport
Concurrent Bond Ordinance" (the "1968 Ordinance") and, together with the outstanding Dallas-
Fort Worth Regional Airport Joint Revenue Bonds, Series 1970, dated April 1, 1970, the Dallas-
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EIGHTH SUPPLEMENTAL ORDINANCE
Fort Worth Regional Airport Joint Revenue Bonds, Series 1970A, dated November 1, 1970, the
Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series 1971, dated March 1, 1971,the
Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series 1971A, dated September 1,
1971, the Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series 1972, dated March 1,
1972, and the Dallas-Fort Worth Regional Airport Joint Revenue Refunding Bonds, Series 1976,
dated November 1, 1976, (herein collectively called the "Outstanding Bonds") are equally and
ratably secured by the revenues herein described.
This bond is one of a duly authorized series of bonds dated September 1, 1977, of like tenor
and effect, except as to number, interest rate, maturity and right of redemption, numbered
from 1 through 54,906 of the denomination of $5,000 each, aggregating $274,530,000, issued by
the Cities for the purpose of refunding part of the Dallas-Fort Worth Regional Airport Joint
Revenue Bonds, Series 1970, part of the Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, Series 1971 and part of the Dallas-Fort Worth Regional Airport Joint Revenue Bonds,
Series 1971A and for the purpose of paying part of the Costs of the 1977 Project, such term
contemplating and relating to the construction of the improvements to the Regional Airport,
pursuant to the Eighth Supplemental Regional Airport Concurrent Bond Ordinance adopted
by the City Councils of said Cities supplemental to the 1968 Ordinance. For the purpose of
providing for and securing the payment of the Outstanding Bonds and this series of bonds, the
Cities have jointly pledged their respective interests in the "Pledged Revenues" to be derived
from the ownership and operation of the Dallas-Fort Worth Regional Airport. Such Pledged
Revenues will be on deposit from time to time in various funds created by the 1968 Ordinance and
the ordinance authorizing this series of bonds. Pledged Revenues are defined in the 1968
Ordinance to be the "Gross Revenues" of said Airport less the amount required to pay the Senior
Lien Bonds mentioned next below. The lien on the revenues securing this series of bonds and
the Outstanding Bonds is subordinate to the lien securing outstanding bonds of the City of
Fort Worth defined in said Ordinance as "Senior Lien Bonds." Reference is made to the 1968
Ordinance and the ordinance authorizing this series of bonds for the definition of Gross Revenues
and for a description of the revenues and funds charged with and pledged to the payment of the
interest on and principal of the Outstanding Bonds and the series of bonds of which this bond
is one, the nature and extent of the security thereof, a statement of the rights, duties and obli-
gations of each of the Cities, respectively, the rights and remedies of bondholders in the event
of default thereunder, and the rights and priorities of the holders of said bonds, to all the pro-
visions of which the holder hereof by the acceptance of this bond assents and agrees.
As provided in the 1968 Ordinance, the obligations of the Cities to pay money hereon out of
Pledged Revenues are joint, and not several, and except as otherwise provided therein no claim,
demand, suit or judgment shall ever be asserted, entered or collected against or from one City
without the other and no individual liability shall ever exceed in the case of Dallas 7/11ths of
the total amount thereof, and in the case of Fort Worth 4/11ths of the total amount thereof,
and, except as in the 1968 Ordinance otherwise provided, such sums shall be payable and col-
lectible solely from the funds in which Pledged Revenues shall from time to time be on deposit.
The 1968 Ordinance, as supplemented, provides that, to the extent therein stated, the
Board, acting on behalf of the Cities, shall fix and shall from time to time revise the rate of
compensation for use of and for services rendered by or at the Dallas-Fort Worth Regional
Airport which will be fully sufficient to produce Pledged Revenues adequate to pay the operation
and maintenance expenses thereof plus 1.25 times the amounts required to be deposited to
the credit of the Interest and Sinking Fund (established by the 1968 Ordinance) for the
payment of the principal of and interest on the parity bonds from time to time outstanding
thereunder as the same shall become due and payable and to timely purchase or redeem such
bonds prior to maturity as required therein. It is further provided in said Ordinance that
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EIGHTH SUPPLEMENTAL ORDINANCE
to the extent Pledged Revenues are not adequate for said purposes and for the additional
purpose of properly and adequately maintaining and operating said Airport, the Cities pledge
and obligate themselves to levy and collect the ad valorem tax defined therein as the
"Maintenance Tax," and to devote the proceeds thereof to the purpose of operating and main-
taining said Airport in lieu of using revenues for said purpose, subject at all times to the limits
of said tax provided by law and in said Ordinance. As further provided in said Ordinance, the
obligations of the Cities to levy and collect such tax are several, and not joint, and no action,
claim, suit or demand shall be made against one City for the default of the other, each City's
respective obligation being limited to the collection of its proportionate amount required from
said tax for such purposes, all as specified in said Ordinance.
The holder hereof shall never have the right to demand payment of this obligation out of
any funds raised or to be raised by taxation.
This bond, until and unless registered as to principal, shall be transferable by delivery and,
at the option of the bearer may be registered as to principal alone on the Bond Registration
Books of the Cities kept by The Fort Worth National Bank, Fort Worth, Texas, or its suc-
cessor as Bond Registrar, upon presentation hereof to the Bond Registrar, which shall make
notation of such registration in the registration blanks provided on the back of this bond, and
thereafter this bond may be transferred only upon a duly executed assignment in such form as
shall be satisfactory to the Bond Registrar, such transfer to be made on such Bond Registration
Books and endorsed hereon by the Bond Registrar. Any transfer may be to bearer and thereby
transferability by delivery shall be restored, but this bond shall again be subject to successive
registration and transfers as before. The principal of this bond, if registered, unless registered to
bearer, shall be payable only to or upon the order of the registered owner or his legal representa-
tive. Notwithstanding the registration of this bond as to principal, the interest coupons apper-
taining hereto shall remain payable to bearer and shall continue to be transferable by delivery.
For every transfer, the Bond Registrar may make a charge to the owner of this bond sufficient
to reimburse it for any tax, fee, or governmental charge required to be paid with respect thereto.
Registration of the principal of this bond shall not affect or impair the negotiability of this bond
or the interest coupons appertaining thereto, which shall at all times be negotiable instruments
within the meaning of the Texas Uniform Commercial Code.
It is hereby certified and recited that all acts and things required by the Constitution and
laws of the State of Texas to be done, to exist, and to be performed precedent to and in the
issuance of this bond and the series of which it is one have been done, do exist and have been
performed as so required.
IN WITNESS WHEREOF, the City Council of the City of Dallas, Texas, has caused the facsimile
seal of that City to be placed hereon and this bond to be signed by the facsimile signature of
its Mayor and countersigned by the facsimile signature of its City Auditor; and the City of
Fort Worth, Texas, has caused the facsimile seal of that City to be placed hereon and this bond
to be signed by the facsimile signature of its Mayor, countersigned by the facsimile signature
of its City Secretary, and approved as to form and legality by its City Attorney; and each said
City Council has caused the attached coupons to be signed by the facsimile signatures of the
Mayor and City Auditor of the City of Dallas and the Mayor and City Secretary of the City
of Fort Worth.
COUNTERSIGNED:
Mayor, City of Dallas, Texas
City Auditor, City of Dallas, Texas
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EIGHTH SUPPLEMENTAL ORDINANCE
COUNTERSIGNED: Mayor, City of Fort Worth, Texas
City Secretary, City of Fort Worth, Texas
APPROVED AS TO FORM AND LEGALITY:
City Attorney, City of Fort Worth, Texas
(FORM OF COMPTROLLER'S CERTIFICATE)
OFFICE OF COMPTROLLER
STATE OF TERAS
I hereby certify that this bond has been examined, certified as to validity and approved by
the Attorney General-of the State of Texas in accordance with his written approving certificate
on file in my office; and that this bond has been by me this day registered as required by law.
Witness my signature and seal this
Comptroller of Public Accounts of
(SEAL) the State of Texas
(FORM OF COUPON)
No. .................... $................
ON THE 1st DAY OF
.................................. .. .......
unless due provision has been made for the redemption prior to maturity of the below numbered
bond to which this coupon appertains, the City of Dallas, Texas, and the City of Fort Worth,
Texas, jointly promise to pay to bearer, but solely out of the revenues specified and subject to
the conditions stated in said bond, at The Fort Worth National Bank, Fort Worth, Texas, or at
the option of the holder at the Republic National Bank of Dallas, Dallas, Texas, or at
Citibank, New York, New York, or at The First National Bank of Chicago, Chicago, Illinois,
without exchange or collection charges to the bearer hereof, the sum specified on this coupon
in lawful money of the United States of America, for interest then due on the below numbered
bond of the issue entitled "Dallas-Fort Worth Regional Airport Joint Revenue Construction
and Refunding Bonds, Series 1977", dated September 1, 1977. The holder hereof shall never
have the right to demand payment of this obligation out of any funds raised or to be raised by
taxation. Bond No. .............................
Mayor, City of Dallas, Texas
COUNTERSIGNED:
City Auditor, City of Dallas, Texas
Mayor, City of Fort Worth, Texas
COUNTERSIGNED:
City Secretary, City of Fort Worth, Texas
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EIGHTH SUPPLEMENTAL ORDINANCE
(FORM OF CERTIFICATE OF REGISTRATION)
(NO WRITING TO BE MADE HEREON EXCEPT BY THE
REGISTRAR DESIGNATED FOR THIS SERIES OF BONDS)
CERTIFICATE OF REGISTRATION
IT IS HEREBY CERTIFIED that, at the request of the holder of the within bond, I have
this day registered it as to principal in the name of such holder as indicated in the registration
blank below, on the books kept by me for such purpose. The principal of this bond shall be
payable only to the registered holder hereof named in the below registration blank or his legal
representative and this bond shall be transferable only on the Bond Registration Books kept by
the Bond Registrar and by an appropriate notation in such registration blank. If the last transfer
recorded on said Bond Registration Books and in the below registration blank shall be to bearer,
the principal of this bond shall be payable to bearer and it shall be in all respects negotiable.
In no case shall negotiability of the coupons attached hereto be affected by any registration
as to principal.
Date of
Name of Registered Holder Registration Signature of Registrar
ARTICLE IV
EXECUTION, APPROVAL, REGISTRATION, SALE
AND DELIVERY OF SERIES 1977 BONDS
Section 4.1. METHOD OF EXECUTION. Each of the Series 1977 Bonds shall be signed
and executed on behalf of the City of Dallas by the facsimile signature of its Mayor and counter-
signed by the facsimile signature of its City Auditor, and the corporate seal of that City shall
be impressed or printed or lithographed on each bond. Each of the Series 1977 Bonds shall be
signed and executed on behalf of the City of Fort Worth by the facsimile signature of its Mayor
and countersigned by the facsimile signature of its City Secretary; the same shall be approved
as to form and legality by the facsimile signature of the City Attorney of the City, and its
corporate seal shall be impressed or printed or lithographed upon each bond. The respective
signatures of the Mayor and City Auditor of the City of Dallas and of the Mayor and City
Secretary of the City of Fort Worth shall be lithographed or printed upon the coupons attached
to the Series 1977 Bonds. All facsimile signatures placed upon the Series 1977 Bonds and their
coupons shall have the same effect as if manually placed thereon, all as provided in Article 717j,
V.A.C.S., as amended.
Section 4.2. APPROVAL AND REGISTRATION. The Board is hereby authorized to have
control and custody of the Series 1977 Bonds and all necessary records and proceedings pertain-
ing thereto pending their delivery, and the Chairman and officers and employees of the Board
11
EIGHTH SUPPLEMENTAL ORDINANCE
and of the Cities are hereby authorized and instructed to make such certifications and to execute
such instruments as may be necessary to accomplish the delivery of said bonds and to assure the
investigation, examination, and approval thereof by the Attorney General of the State of Texas
and their registration by the State Comptroller of Public Accounts. Upon registration of the
Series 1977 Bonds, the Comptroller of Public Accounts (or a deputy designated in writing to act
for him) shall be requested to sign manually the Comptroller's Registration Certificate prescribed
herein to be printed and endorsed on each Series 1977 Bond and the seal of the Comptroller shall
be impressed or printed or lithographed thereon. The Chairman of the Board shall be further
authorized to make such agreements with the purchasers of said bonds as may be necessary to
assure that the same will be delivered to such purchasers in accordance with the terms of sale at
the earliest practicable date after the adoption of this Ordinance.
Section 4.3.
A. THE SALE OF THE BONDS. The Series 1977 Bonds are hereby sold in accordance
with law and shall be delivered to the Underwriters (listed in Schedule I to the Underwriting
Agreement dated August 31, 1977) for whom Goldman, Sachs & Co., Merrill Lynch, Pierce,
Fenner & Smith, Incorporated and Blyth Eastman Dillon & Co., Incorporated are acting as
managers, at the price of $268,087,250, plus accrued interest on the Series 1977 Bonds from
September 1, 1977 to and through the day preceding the date of delivery and in accordance
with the terms and conditions set forth in said Underwriting Agreement.
B. UNDERWRITING AGREEMENT. The Underwriting Agreement setting forth the
terms of the sale of the Series 1977 Bonds to the purchasers thereof referred to in A above is
hereby accepted, approved and authorized to be delivered in executed form to the said pur-
chasers. The Underwriting Agreement shall be executed on behalf of the City of Dallas by the
City Manager with its corporate seal impressed thereon, attested by the City Secretary, coun-
tersigned by the City Auditor and approved as to form by the City Attorney. The Underwriting
Agreement shall be executed on behalf of the City of Fort Worth by the City Manager with its
corporate seal impressed thereon, attested by the City Secretary, and approved as to form and
legality by the City Attorney.
ARTICLE V
DISPOSITION OF BOND PROCEEDS
Section 5.1. From the proceeds from the sale of the Series 1977 Bonds, there shall be made
the following deposits:
A. To the Interest and Sinking Fund, the accrued interest received on the sale of the
Series 1977 Bonds.
B. To The Fort Worth National Bank, Fort Worth, Texas, as paying agent for the Series
1970 Bonds and as Escrowee for the Dallas-Fort Worth Regional Airport Series 1970 Joint
Revenue Bonds Escrow Fund created and established with the said bank in accordance with the
terms of the Dallas-Fort Worth Regional Airport Series 1970 Joint Revenue Bonds Escrow
Agreement, dated September 1, 1977, the amount of $44,546,000, which is an amount sufficient
to provide for the payment of the principal of, the redemption premium on and the interest to
come due on the Series 1970 Bonds being redeemed to May 1, 1980, the redemption date for said
Series 1970 Bonds and which amount shall be used for such purpose in accordance with the
terms of such Agreement; and
To The First National Bank of Fort Worth, Fort Worth, Texas, as paying agent for the
Series 1971 Bonds and as Escrowee for the Dallas-Fort Worth Regional Airport Series 1971
Joint Revenue Bonds Escrow Fund created and established with the said bank in accordance
with the terms of the Dallas-Fort Worth Regional Airport Series 1971 Joint Revenue Bonds
Escrow Agreement, dated September 1, 1977, the amount of $69,356,000, which is an amount
12
EIGHTH SUPPLEMENTAL ORDINANCE - - - - -
sufficient to provide for the payment of the principal of, the redemption premium on and the
interest to come due on the Series 1971 Bonds being redeemed to May 1, 1981, the redemption
date for said Series 1971 Bonds and which amount shall be used for such purpose in accordance
with the terms of such Agreement; and
To Continental National Bank of Fort Worth, Fort Worth, Texas, as paying agent for the
Series 1971A Bonds and as Escrowee for the Dallas-Fort Worth Regional Airport Series 1971A
Joint Revenue Bonds Escrow Fund created and established with the said bank in accordance
with the terms of the Dallas-Fort Worth Regional Airport Series 1971A Joint Revenue Bonds
Escrow Agreement, dated September 1, 1977, the amount of $90,703,000, which is an amount
sufficient to provide for the payment of the principal of, the redemption premium on and the
interest to come due on the Series 1971A Bonds being redeemed to May 1, 1981, the redemption
date for said Series 1971A Bonds and which amount shall be used for such purpose in accordance
with the terms of such Agreement.
C. To the Board, the amount of $1,225,875 to pay expenses connected with the refunding
and the issuance of the Series 1977 Bonds Numbers 1 to 44,597, both inclusive, to be disbursed
upon order of the Director of Finance.
D. To the Reserve Fund, in accordance with the requirements of the 1970 Ordinance there
is hereby appropriated from the proceeds of the sale of the Series 1977 Bonds and ordered to be
deposited in the Reserve Fund, $3,600,000, an amount sufficient to cause the total amount in the
Reserve Fund to be equal to not less than the average total annual deposits required for the pay-
ment of the principal of and interest on the Series 1977 Bonds and the Outstanding Bonds.
E. To the Special Contingency Reserve Fund, the amount of $13,000,000 to be used in
accordance with Section 7.2 of this Ordinance, $12,000,000 of which is attributable to the proceeds
of the sale of Series 1977 Bonds Numbers 1 to 44,597, both inclusive, and $1,000,000 of which is
attributable to the proceeds of the sale of Series 1977 Bonds Numbers 44,598 to 54,906, both
inclusive.
Section 5.2. CONSTRUCTION FUND. A. Except as otherwise provided in Section 5.1,
all proceeds derived from the sale of the Series 1977 Bonds shall be deposited promptly
upon the receipt thereof to the credit of the Construction Fund and said proceeds shall be used
solely for the purpose of defraying a part of the Costs of the 1977 Project in accordance with
the 1968 Ordinance and the Airline Agreements, and shall be accounted for and expended for
said purposes at the times, in the order and as provided in the 1968 Ordinance.
B. The Cities hereby direct the Board to adopt, maintain and revise, to the extent appro-
priate, the current schedule of Construction Fund uses required by Section 5.3B of the 1968
Ordinance no less than semi-annually. Said current schedule of Construction Fund uses shall item-
ize all expenditures contemplated to be made from said Fund during the period of construction.
Said schedule shall include as a category of itemized Construction Fund uses any surplus moneys
from time to time anticipated to be on deposit in said Fund. Any such anticipated surplus
moneys shall be paid into the Interest and Sinking Fund upon execution of the certificate of the
Executive Director as required by Section 5.3B of the 1968 Ordinance and such payment is
hereby declared to be and shall constitute a Cost of the 1977 Project and an expense incident
thereto; provided, however, that upon receipt of the certificate of completion of the 1977 Project,
as provided by Section 5.4 of the 1968 Ordinance, any amounts remaining in the Construction
Fund shall be transferred to the Capital Improvements Fund.
C. Should the Board abandon construction of the 1977 Project or should the physical
construction of the 1977 Project not have commenced by September 1, 1980, the 1977 Project
shall be deemed to have been terminated unless the Board, within sixty days thereafter, shall
adopt a resolution declaring its intention to commence the physical construction of the 1977
Project. Should the 1977 Project be deemed to have been terminated hereunder, the moneys in
the Construction Fund representing proceeds of the Series 1977 Bonds shall be transferred to
13
EIGHTH SUPPLEMENTAL ORDINANCE
the Interest and Sinking Fund and shall be (i) used by the Treasurer to purchase Series 1977
Bonds in the open market at any reasonable price as determined by the Director of Finance of
the Board, which price, however shall not be greater than 103% of the par value thereof, or (ii)
if Series 1977 Bonds cannot be so purchased in the open market, said moneys shall be used to pay
the next maturing principal amounts of the Series 1977 Bonds.
ARTICLE VI
ADOPTION OF PROVISIONS OF 1968, 1970, 1970A, 1971, 1971A, 1972 AND 1976
ORDINANCES, PLEDGE, INTEREST AND SINKING FUND, SPECIAL
CONTINGENCY RESERVE FUND
Section 6.1. ADOPTION. The Series 1977 Bonds Numbers 1 to 44,597, both inclusive, in
the aggregate principal amount of $222,985,000, are authorized as "Refunding Bonds" and
Series 1977 Bonds Numbers 44,598 to 54,906, both inclusive, in the aggregate principal amount of
$51,545,000, are authorized as "Additional Parity Bonds" as the terms are defined and as per-
mitted to be issued in the 1968 Ordinance, and in addition to the definitions set forth in Article II
of the 1968 Ordinance heretofore adopted, for purposes of this Ordinance, Section 2.2 of
Article II, and Articles V through XI, both inclusive, of the 1968 Ordinance, Sections 7.2 and 7.3
of the 1970 Ordinance and Sections 7.2 and 7.4 of the 1976 Ordinance are hereby adopted by
reference and shall be applicable to the Series 1977 Bonds for all purposes, except to the extent
hereinafter specifically modified or supplemented.
Section 6.2. PLEDGE. The principal of and the interest on the Series 1977 Bonds and the
Outstanding Bonds are and shall be secured by and payable from a first lien on and pledge of
the Pledged Revenues and the funds in which they shall from time to time be on deposit. Such
revenues are hereby irrevocably pledged to the payment of the Outstanding Bonds, the Series
1977 Bonds and any other Bonds hereafter issued in accordance with the terms of the 1968
Ordinance.
Section 6.3. INTEREST AND SINKING FUND. In addition to all other amounts required
by the 1970 Ordinance, the 1970A Ordinance, the 1971 Ordinance, the 1971A Ordinance,
the 1972 Ordinance and the 1976 Ordinance, so long as any of the Series 1977 Bonds remain
outstanding and unpaid the Board shall transfer on or before the 1st day of each month, from
the Operating Revenue and Expense Fund to the Interest and Sinking Fund, after taking into
account unexpended investment earnings on deposit in the Interest and Sinking Fund,
A. on October 1, 1977, such an amount as is necessary to provide on such date the
amount of interest to become due on the Series 1977 Bonds on November 1, 1977, beginning
on November 1, 1977 in equal monthly installments, an amount necessary to provide,
on March 1, 1978, the amount of interest to become due on the Series 1977 Bonds on
May 1, 1978, and beginning on April 1, 1978, an amount necessary to provide 1/6th of
the amount of interest to become due on the Series 1977 Bonds on the next succeeding
interest payment date;
B. beginning on October 1, 1980, an amount necessary to provide in twelve equal
monthly installments the amount of principal of the Series 1977 Bonds maturing on
November 1 following each of the twelve month periods ending September 30, 1981, through
September 30, 1996; and
C. beginning on October 1, 1989, and on the 1st day of each month thereafter through
September 1, 2002, for each twelve month period ending on September 30, 1/12th of the
amounts indicated, as follows:
1990 .................................... $ 3,490,000 1997 .................................... $15,930,000
1991 .................................... 4,290,000 1998 .................................... 20,760,000
1992 .................................... 5,090,000 1999 .................................... 22,810,000
1993 .................................... 5,645,000 2000 .................................... 29,245,000
1994 .................................... 8,210,000 2001 .................................... 50,355,000
1995 .................................... 9,030,000 2002 .................................... 5,720,000
1996 .................................... 9,855,000
14
EIGHTH SUPPLEMENTAL ORDINANCE
The sinking fund payments required by this sub-paragraph C may be used to purchase
Series 1977 Bonds as permitted in Section 7.4 of the 1968 Ordinance, and to the extent not
so used, shall be used to redeem prior to stated maturity by lot or to pay at final maturity, on
November 1 in each of the years 1990 through 2002, both inclusive, the Series 197 7 Bonds
maturing on November 1, 2002,at the principal amount thereof and accrued interest to date
of redemption or maturity without premium. If it shall be determined that the annual trans-
fers to the Interest and Sinking Fund required by this sub-paragraph C will produce a
surplus in the Interest and Sinking Fund at maturity of the Series 1977 Bonds, the annual
sinking fund payments required by this sub-paragraph C on account of the Series 1977
Bonds may be reduced in approximately equal amounts.
Section 6.4. DEPOSITS TO SPECIAL CONTINGENCY RESERVE FUND. In addition
to all other amounts required by this Ordinance to be deposited into the Special Contingency
Reserve Fund created in Section 7.2 hereof, so long as any of the Bonds remain outstanding and
unpaid, the Board shall on each September 30 deposit in the Special Contingency Reserve Fund
so much of the balance remaining in the Operating Revenue and Expense Fund not required to
be deposited to the Interest and Sinking Fund or Reserve Fund, or to be retained in the
Operating Revenue and Expense Fund, as will cure or restore any deficiency in the Special
Contingency Reserve Fund; provided, however, that if the Board, pursuant to Section 7.2A, shall
establish the amount to be on deposit in said Fund at an amount in excess of $20,000,000 then,
prior to increasing the amount in said Fund to said greater amount or prior to any restoration
to such greater amount, the Board shall provide that not less than $3,000,000 be on deposit in
the Capital Improvements Fund. The amount of deficiency in the Special Contingency Reserve
Fund shall be that amount by which the amount on deposit therein is less than $10,000,000
or the amount established by the Board pursuant to Section 7.2A of this Ordinance, whichever
is greater.
Section 6.5. The Director of Finance shall make transfers of funds on deposit in the Interest
and Sinking Fund for payment of the principal of and interest on the Series 1977 Bonds to
The Fort Worth National Bank, Fort Worth, Texas, on behalf of the Paying Agents at least
five (5) days prior to the due dates and redemption dates.
ARTICLE VII
MISCELLANEOUS COVENANTS AND PROVISIONS
Section 7.1. USE OF BOND PROCEEDS.
A. The Cities covenant to and with the purchasers of the Series 1977 Bonds that they will
make no use of the proceeds of such Bonds at any time throughout the term of such Bonds which,
if such use had been reasonably expected on the date of delivery of such Bonds to and payment
for such Bonds by the purchasers,would have caused such Bonds to be arbitrage bonds within the
meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended, or any regulations
or rulings pertaining thereto; and by this covenant the Cities are obligated to comply with the
requirements of the aforesaid Section 103(c) and all applicable and pertinent Department of the
Treasury regulations relating to arbitrage bonds. The Cities further covenant that the proceeds of
such Bonds will not otherwise be used directly or indirectly so as to cause all or any part of such
Bonds to be or become arbitrage bonds within the meaning of the aforesaid Section 103(c), or
any regulations or rulings pertaining thereto.
B. The Cities covenant to and with the purchasers of the Series 1977 Bonds that they will
make no use of the proceeds of such Bonds at any time throughout the term of such Bonds which
use is inconsistent with Section 103(b) (4) of the Internal Revenue Code of 1954, as amended,
and any regulations or rulings pertaining thereto, and would or will cause the interest to be paid
15
EIGHTH SUPPLEMENTAL ORDINANCE
on the Series 1977 Bonds to not be exempt from all present federal income taxes under existing
statutes, regulations,rulings and court decisions except possibly as provided by Section 103(b)(7)
of said Code, with respect to any Series 1977 Bond for any period during which such Bond is held
by a person who is a substantial user of the 1977 Project or the facilities financed from the
proceeds of the Underlying Bonds, or by a "related person" as defined in Section 103(b)(6)(C)
of said Code.
Section 7.2. SPECIAL CONTINGENCY RESERVE FUND. It is hereby found and deter-
mined to be necessary and desirable to establish and maintain an additional reserve fund for the
purposes of further securing the Bonds and providing additional funds for extraordinary and
major repairs of the Airport. Accordingly the Cities hereby create and order that the Board
establish and maintain within the Joint Airport Fund, a special reserve fund herein designated
as and called the "Special Contingency Reserve Fund." In addition to other moneys which the
Board may deposit therein from lawfully available sources, moneys shall be deposited into said
Fund from the sources prescribed in Section 5.1E and 6.4 hereof, and the same shall be main-
tained, invested and used for the purposes and in the manner specified in this Section 7.2.
A. The minimum amount required to be on deposit in the Special Contingency Reserve
Fund, subject to disbursement of moneys on deposit therein in accordance with B below, shall
not be less than $10,000,000, or such greater reasonable amount as the Board shall determine
by resolution.
B. Moneys on deposit in the Special Contingency Reserve Fund:
(i) shall be used to cure any deficiency in the Reserve Fund;
(ii) may be used to pay the costs of extraordinary or major repairs of the Airport, to the
extent moneys in the Capital Improvements Fund are not available therefor;
(iii) may be transferred to the Interest and Sinking Fund to the extent provided in
the first sentence of C below, and shall be so transferred to the extent provided in the
second sentence of C below; and
(iv) shall be transferred to the Reserve Fund in accordance with C below.
C. Earnings from investments in the Special Contingency Reserve Fund may be retained
in the Special Contingency Reserve Fund or transferred to the Interest and Sinking Fund, as
the Board shall direct. Any moneys in excess of $10,000,000, or such greater amount as shall
have been established by the Board pursuant to A of this Section, shall be transferred to the
Interest and Sinking Fund. Whenever moneys in the Reserve Fund and in the Special Contin-
gency Reserve Fund, in the aggregate, shall be sufficient to retire all Bonds then outstanding
and pay the interest and premium, if any, in respect thereof, moneys on deposit in the Special
Contingency Reserve Fund shall be transferred to the Reserve Fund and shall be used for the
purposes set forth in Section 7.2 of the 1976 Ordinance.
D. The unexpended balance of any casualty insurance proceeds shall be deposited to the
Capital Improvements Fund to restore any moneys withdrawn from said Fund to pay the cost of
any extraordinary or major repairs to the Airport, and then, to the extent that any moneys on
deposit in the Special Contingency Reserve Fund shall have been used to pay the costs of extra-
ordinary or major repairs of the Airport pursuant to B(ii) above, to the Special Contingency
Reserve Fund to restore the moneys withdrawn therefrom for such purposes, with the remaining
balance, if any, to be deposited into the Operating Revenue and Expense Fund as Gross Revenues
pursuant to Section 9.13B of the 1968 Ordinance.
E. Should the Board abandon construction of the 1977 Project or should the physical
construction of the 1977 Project not have commenced by September 1, 1980, the 1977 Project
shall be deemed to have been terminated unless the Board,within sixty (60) days thereafter, shall
16
EIGHTH SUPPLEMENTAL ORDINANCE
adopt a resolution declaring its intention to commence the physical construction of the 1977
Project. Should the 1977 Project be deemed to have been terminated hereunder, the moneys in
the Special Contingency Reserve Fund representing proceeds of the Series 1977 Bonds Numbers
44,598 to 54,906, both inclusive, shall be transferred to the Interest and Sinking Fund and shall
be (i) used by the Treasurer to purchase Series 1977 Bonds in the open market at any reasonable
price as determined by the Director of Finance of the Board, which price, however, shall not be
greater than 103% of the par value thereof, or (ii) if Series 1977 Bonds cannot be so purchased
in the open market, said moneys shall be used to pay the next maturing principal amounts of
the Series 1977 Bonds.
Section 7.3. OBSERVANCE OF COVENANTS. The Board, the officers, employees and
agents are hereby directed to observe, comply with and carry out the terms and provisions of
this Ordinance.
ARTICLE VIII
AMENDMENTS TO ORDINANCE
This Ordinance may be amended by concurrent ordinances adopted by the City Councils,
in the same manner as provided in the 1968 Ordinance for the amendment of the 1968 Ordinance.
ARTICLE IX
SEVERABILITY, REPEAL AND COUNTERPARTS
Section 9.1. ORDINANCE IRREPEALABLE. After any of the Series 1977 Bonds shall be
issued, this Ordinance shall constitute a contract between the Cities and the Holder or Holders
of the Series 1977 Bonds from time to time outstanding, and this Ordinance shall be and remain
irrepealable until the Series 1977 Bonds and the interest thereon shall be fully paid, cancelled,
refunded or discharged or provision for the payment thereof shall be made.
Section 9.2. SEVERABILITY. If any Section, paragraph, clause or provision of this Ordi-
nance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforce-
ability of such Section, paragraph, clause or provision shall not affect any of the remaining
provisions of this Ordinance. If any Section, paragraph, clause or provision of the Contract and
Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or unen-
forceability of such Section, paragraph, clause or provision shall not affect any of the remaining
provisions of the Contract and Agreement, or of any other provisions of this Ordinance not
dependent directly for effectiveness upon the provision of the Contract and Agreement thus
declared to be invalid and unenforceable.
Section 9.3. REPEALER. All orders, resolutions and ordinances, or parts thereof, incon-
sistent herewith are hereby repealed to the extent of any such inconsistency.
Section 9.4. COUNTERPARTS. This Ordinance may be executed in counterparts, and
when duly passed by both Cities, and separate counterparts are duly executed by each City, the
Ordinance shall be in full force and effect.
17
• + b
EIGHTH SUPPLEMENTAL ORDINANCE
PASSED AND CORRECTLY ENROLLED AUGUST 31, 1977.
Mayor, City of Dallas, Texas
(SEAL)
ATTEST:
City Secretary, City of Dallas, Texas
APPROVED AS TO FORM:
City Attorney, City of Dallas, Texas
Passed August 30, 1977
Mayor, City of Fort Worth, Texas
(SEAL)
ATTEST:
City Secretary, City of Fort Worth, Texas
APPROVED AS TO FORM AND LEGALITY:
City Attorney, City of Fort Worth, Texas
18
EIGHTH SUPPLEMENTAL ORDINANCE
THE STATE OF TERAS
COUNTY OF DALLAS
CITY OF DALLAS
I, ROBERT S. SLOAN, City Secretary of the City of Dallas, Texas, do hereby certify:
1. That the above and foregoing is a true and correct copy of an excerpt from the
minutes of the City Council of the City of Dallas, had in regular meeting, August 31, 1977,
authorizing the issuance of Dallas-Fort Worth Regional Airport Joint Revenue Construction
and Refunding Bonds, Series 1977 in the aggregate principal amount of $274,530,000, which
ordinance is duly of record in the minutes of said City Council.
2. That said meeting was open to the public, and public notice of the time, place and
purpose of said meeting was given, all as required by Vernon's Ann. Civ. St. Article 6252-17,
as amended.
WITNESS MY HAND and seal of the City of Dallas, Texas, this ........ day of .........................
1977.
City Secretary, City of Dallas, Texas
(SEAL)
THE STATE OF TERAS
COUNTY OF TARRANT
CITY OF FORT WORTH
I, JACK W. GREEN, City Secretary of the City of Fort Worth, Texas, do hereby certify:
1. That the above and foregoing is a true and correct copy of Ordinance No. ........, duly
presented and passed by the City Council of the City of Fort Worth, Texas, at a meeting
held on August 30, 1977, as same appears of record in the Office of the City Secretary.
2. That said meeting was open to the public, and public notice of the time, place and
purpose of said meeting was given, all as required by Vernon's Ann. Civ. St. Article 6252-17,
as amended.
WITNESS MY HAND and the Official Seal of the City of Fort Worth, Texas, this the ........ day
of ......................... 1977.
City Secretary, City of Fort Worth, Texas
(SEAL)
19
$274,530,000
DALLAS/FORT WORTH REGIONAL AIRPORT
JOINT REVENUE CONSTRUCTION AND REFUNDING BONDS, SERIES 1977
ISSUED TO REFUND CERTAIN OUTSTANDING BONDS
and
TO FINANCE ADDITIONAL TERMINAL FACILITIES
A REPORT
Prepared by
FIRST SOUTHWEST COMPANY
August 30, 1977
Exhibit A
DISPOSITION OF BOND PROCEEDS
Construction Issue
Construction Fund (Anticipated grant of $3,000,000 is
uncertain and therefore disregarded) $43,000,000
Special Contingency Reserve Fund 1 ,000,000
Reserve Fund 3,600,000
Interest during Construction to be paid from earnings on
the Construction Fund & Capitalized Interest Fund 10,486,250
Interest during Construction capitalized from Bond Proceeds 2,400,000
Legal , Financial , Bond Discount and other Costs of Issuance 1 ,545 ,000
Total Uses $62,031 ,250
Less : Income from Construction Fund and Capitalized
Interest Fund 10,486 ,250
PRINCIPAL AMOUNT OF CONSTRUCTION BOND ISSUE $51 ,545,000
Refunding Issue
Principal Amount of U.S. Government Obligations in
the 3 Escrow Accounts $204,605,000
Special Contingency Reserve Fund 12,000,000
Legal , Financial , Bond Discount and other Costs of
Issuance 6,380,000
PRINCIPAL AMOUNT OF REFUNDING BOND ISSUE $222,985,000
PRINCIPAL AMOUNT OF SERIES 1977 BONDS $274,530 ,000
- 1 -
Exhibit B-1
CASH FLOW ANALYSIS
Principal amount of Series 1970, 71 and 71-A Term Bonds $19010001000
Interest to earliest call date 491020,000
Premium (4.00%) 7,600 000
Total amount necessary to defease the Term Bonds $246,620,000
Schedule of Government Obligations
Interest Cumulative
Date Rate Principal Interest Total Excess
11-1-77 -0- $ 5, 195,000.00 $ 11298,238.57 $ 6,493,238.57 $10,738.57
5-1-78 -0- 3551000.00 61125,023.00 6,4801023.00 8,261 .57
11 -1-78 -0- 3601000.00 6, 1251023.00 6,485,023.00 10,784.57
5-1-79 -0- 355,000.00 6, 1251023.00 6,480,023.00 8,307.57
11-1-79 -0- 3601000.00 6, 1251023.00 614851023.00 101830.57
5-1-80 5. 10% 4119601000.00 611251023.00 4810851023.00 131353.57
11-1-80 6.38% 101000.00 5,055,043.00 5,065,043.00 141536.38
5-1-81 6.48% 15610101000.00 5,0541724.00 16110641724.00 161760.38
GRAND TOTALS $204,605,000.00 $4210331120.57 $246,638, 120.57
INTEREST RATE CALCULATIONS
Average Interest Rate on Bonds 5.8752%
Net effective Interest Rate on Bonds 5.99980/c
Actuarial Yield on Bonds 6.0927%
Actuarial Yield on Government
Obligations 6.09220/c
- 2 -
Exhibit B-2
CASH FLOW ANALYSIS
Principal amount of Series 1970 Term Bonds $40,0001000
Interest to earliest call date of 5-1-80 8,520,000
Premium (4.00%) 116001000
Total amount necessary to defease the Term Bonds $5011201000
Schedule of Government Obligations
Interest Cumulative
Date Rate Principal Interest Total Excess
11-1-77 -0- $ 111951000.00 $ 226,735. 19 $ 1 ,421 ,735. 19 $11735. 19
5-1-78 -0- 3501000.00 11069,725.00 114191725.00 1 ,460. 19
11-1-78 -0- 3501000.00 110691725.00 11419,725.00 11185. 19
5-1-79 -0- 3511000100 11069,725.00 114201725.00 11910.19
11-1 -79 -0- 3501000.00 11069,725.00 11419,725.00 1 ,635. 19
5-1 -80 5. 10% 41 ,950,000.00 1 ,069,725.00 43,019,725.00 11360. 19
TOTAL $44,546,000.00 $5,575,360.19 $5011211360. 19
- 3 -
Exhibit B-3
CASH FLOW ANALYSIS
Principal amount of Series 1971 Term Bonds $65,000,000
Interest to earliest call date of 5-1-81 17,550,000
Premium (4.00%) 2,600,000
Total amount necessary to defease the Term Bonds $8511501000
Schedule of Government Obligations
Interest Cumulative
Date Rate Principal Interest Total Excess
11-1-77 -0- $ 1 ,733,000.00 $ 464,299.51 $ 211971299.50 $31549.51
5-1-78 -0- 21000.00 2,190,541 .30 211921541 .30 2,340.81
11-1-78 -0- 41000.00 21190,541 .30 211941541 .30 3,132. 11
5-1-79 -0- 31000.00 21190,541 .30 211931541 .30 21923.41
11-1-79 -0- 41000.00 211901541 .30 2, 194,541 .30 3,714.71
5-1-80 5. 10% 31000.00 211901541 .30 21193,541 .30 3,506.01
11-1-80 6.38% 41000.00 211901464.80 211941464.80 4,220.81
5-1-81 6.48% 67,603,000.00 21190,337.20 69,793,337.20 3,808.01
TOTAL $691356,000.00 $151797,808.01 $85, 153,808.01
- 4 -
Exhibit B-4
CASH FLOW ANALYSIS
Principal amount of Series 1971 -A Term Bonds $ 85,000,000
Interest to earliest call date of 5-1-81 2219501000
Premium (4.00%) 3,400 000
Total amount necessary to defease the Term Bonds $11113501000
Schedule of Government Obligations
Interest Cumulative
Date Rate Principal Interest Total Excess
11-1-77 -0- $ 2,267,000.00 $ 607,203.87 $ 218741203.87 $ 51453.87
5-1-78 -0- 31000.00 218641756.70 2,867,756.70 4,460.57
11-1-78 -0- 61000.00 2,864,756.70 2,870,756.70 61467.27
5-1-79 -0- 11000.00 2,864,756.70 2,865,756.70 3,473.97
11-1-79 -0- 61000.00 2,8641756.70 218701756.70 51480.67
5-1-80 5.10% 71000.00 2,864,756.70 218711756.70 81487.37
11-1-80 6.38% 6,000.00 2,8641578.20 2,8701578.20 10,315.57
5-1-81 6.48% 88,407,000.00 2,864,386.80 911271 ,386.80 121952.37
TOTAL $9017031000.00 $201659,952.37 $111 ,362,952.37
- 5 -
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Exhibit E
$51 ,545,000
DALLAS/FORT WORTH REGIONAL AIRPORT
JOINT REVENUE CONSTRUCTION BONDS, SERIES 1977
Dated 9-1-77 1st Coupon due - 11-1-77
12 Mos . Sinking Fund
Ending Payments Interest (1)
11-1 11-1 5-1 & 11-1 TOTAL
1977 $ 515,450 (2)
1978 3,092,700 (2)
1979 3,092 ,700 (2)
1980 3,092,700 (2)
1981 3,092,700 (2)
1982 3,092 ,700 $ 3,092,700
1983 3,092 ,700 3,092,700
1984 3,092 ,700 3,092,700
1985 3,092,700 3,092 ,700
1986 3,092,700 3,092 ,700
1987 3,092,700 3,092,700
1988 3,092,700 3,092 ,700
1989 3,092,700 3,092,700
1990 3,092,700 3,092 ,700
1991 3,092,700 3,092,700
1992 3,092,700 3,092 ,700
1993 3,092,700 3,092,700
1994 3,092,700 3,092,700
1995 3,092,700 3,092,700
1996 3,092,700 3,092,700
1997 3,092,700 3,092,700
1998 3,092,700 3,092,700
1999 3,092,700 3,092,700
2000 3,092,700 3,092 ,700
2001 $45,825,000 3,092,700 48,917,700
2002 5,720,000 343,200 6,063,200
$51 ,545,000 $75,083,450 $113,742 ,200
Notes
(1) Interest calculated at 6.00%.
(2) Interest paid from earnings during Construction and
from $2,400,000 Capitalized Interest.
- 8 -
Exhibit F
$56,500,000
DALLAS/FORT WORTH REGIONAL AIRPORT
JOINT REVENUE BONDS, SERIES 1979
Dated: 9-1-79 First Coupon Due: 5-1-80
Principal due: 11-1 Interest due: 5-1 & 11-1
12 mos . This $56,500,000 Issue
Ending Present "� Grand Total
11-1 Requirements Sinking Fund Interest (2) Total Requirements
1977 (1) $ 14,239,500 $ 14,239,500
1978 28,479 ,000 28,479,000
1979 32 ,979 ,000 32,979,000
1980 33,492,250 $ 4,614,167** 33,492 ,250
1981 36,151 ,625 3,955,000** 36,151,625
1982 37,623,125 3,955,000 $ 3,955,000 41 ,578,125
1983 37,472,325 3,955,000 3,955,000 41 ,427,325
1984 37,384,175 3,955 ,000 3,955 ,000 41 ,339,175
1985 37,548,675 3,955,000 3,955,000 41 ,503,675
1986 37,547,000 3,955,000 3,955,000 41 ,502,000
1987 37 ,835,500 3,955,000 3,955 ,000 41 ,790,500
1988 37 ,591 ,125 3,955,000 3,955 ,000 41 ,546,125
1989 37 ,604,625 3,955,000 3 ,955,000 41 ,559,625
1990 37,707,750 3,955,000 3 ,955 ,000 41 ,662,750
1991 37,740,375 3,955,000 3,955,000 -41 ,695,375
1992 37 ,749 ,750 3,955,000 3,955,000 41 ,704,750
1993 37 ,783,750 3,955,000 3,955,000 41 ,738,750
1994 37,866 ,125 3,955,000 3,955 ,000 41 ,821 ,125
1995 37 ,797 ,000 3,955,000 3 ,955 ,000 41 ,752,000
1996 37,733,500 3,955,000 3,955,000 41 ,688,500
1997 37 ,875,375 3,955,000 3,955,000 41 ,830,375
1998 37 ,902,125 3,955,000 3 ,955 ,000 41 ,857 ,125
1999 37 ,302,000 3 ,955,000 3,955 ,000 41 ,257,000
2000 37 ,167 ,500 3,955,000 3,955 ,000 41 ,122,500
2001 37 ,217,500 3 ,955,000 3 ,955,000 41 ,172,500
2002 36 ,231 ,250 $ 1 ,000,000 3,955,000 4 ,955 ,000 41 ,186,250
2003 37,300,000 3,885,000 41 ,185,000 41 ,185,000
2004 18,200,000 1 ,274,000 19 ,474,000 19 ,474 ,000
$934,021 ,925 $56,500,000 $96 ,783,167 $144,714,000 $1 ,078,735 ,925
(1) 11-1-77 Coupon Only
(2) Interest calculated at 7'
Construction Fund $43,000,000
**Capitalized Interest (26 Months) 8,569,167
Capitalized Reserve Fund 3,500,000
Legal , Financial , and Gond Discount 1 ,430,833
TOTAL BOND ISSUE $56,500,000
- 9 -
Exhibit G
COMPARISON OF
DEBT SERVICE REQUIREMENTS
OF PLAN OF FINANCE
New
Grand Total Debt Service
12 Mos . Requirements Requirements Debt
Ending from from Service
11-1 Exhibit F Exhibit D Savings
1977 $ 14,239 ,500 $ 10,076,040 $ 4,163,460
1978 28,479 ,000 27 ,549 ,342 929 ,658
1979 32 ,979 ,000 32,049 ,343 929 ,657
1980 33,492 ,250 32,470,842 1 ,021 ,408
1981 36,151 ,625 33,977,568 2,174,057
1982 41 ,578,125 40,885,022 693,103
1983 41 ,427 ,325 40,734,623 692 ,702
1984 41 ,339 ,175 40,645,447 693 ,728
1985 41 ,503,675 40,812 ,078 691 ,597
1986 41 ,502,000 40,810,017 691 ,983
1987 41 ,790 ,500 41 ,098,873 691 ,627
1988 41 ,546 ,125 40,854,872 691 ,253
1989 41 ,559 ,625 40,867 ,918 691 ,707
1990 41 ,662,750 40,968,977 693,773
1991 41 ,695 ,375 41 ,001 ,328 694,047
1992 41 ,704,750 41 ,009,452 695 ,298
1993 41 ,738,750 41 ,043,028 695 ,722
1994 41 ,821 ,125 41 ,114,686 706 ,439
1995 41 ,752 ,000 41 ,037,105 714,895
1996 41 ,688,500 40,972,750 715,750
1997 41 ,830 ,375 41 ,105 ,450 724,925
1998 41 ,857 ,125 41 ,131 ,025 726,100
1999 41 ,257,000 40,530,550 726 ,450
2000 44 ,122,500 41 ,292,700 (170 ,200)
2001 41 ,172,500 41 ,435,500 (263 ,000)
2002 41 ,186 ,250 38,424,450 2,761 ,800
2003 41 ,185,000 -0- 41 ,185,000
2004 19 ,474,000 -0- 19 ,474 ,000
$1 ,078,735 ,925 $993,898,986 $84 ,836,939
* Present value of the savings discounted at 6.099 is $27 ,493,347.
- 10 -
Exhibit H
COMPARISON
OF
DEBT SERVICE REQUIREMENTS
AFTER THE ISSUANCE OF THE SERIES 1977 BONDS
New Net
12 Mos. Present Debt Service Additional
Ending Debt Service Requirements Debt Service
11 -1 Requirements from Exhibit D Requirements
1977 $ 14,239,500 $ 10,076,040 $(4, 163,460)
1978 28,479,000 27,549,342 (929,658)
1979 32,979,000 32,049,343 (929,657)
1980 33,492,250 32,470,842 (1 ,021 ,408)
1981 36, 151 ,625 33,977,568 (2, 174,057)
1982 37,623, 125 40,885,022 3,261 ,897
1983 37,472,325 40,734,623 3,262,298
1984 37,384, 175 40,645,447 3,261 ,272
1985 37,548,6-/.: 40,812,078 3,263,403
1986 37,547,000 40,810,017 3,263,017
1987 37,835,500 41 ,098,873 3,263,373
1988 37,591 , 125 40,854,872 3,263,747
1989 37,604,625 40,867,918 3,263,293
1990 37,707,750 40,968,977 3,261 ,227
1991 37,740,375 41 ,001 ,328 3,260,953
1992 37,749,750 41 ,009,452 3,259,702
1993 37,783,750 41 ,043,028 -3,259,278
1994 37,866, 125 41 , 114,686 3,248,561
1995 37,797,000 41 ,037, 105 3,240, 105
1996 371733,500 40,9721750 31239,250
1997 371875,375 411105,450 31230,075
1998 37,902, 125 411131 ,025 3,228,900
1999 37,302,000 4015301550 31228,550
2000 371167,500 411292,700 4,125,200
2001 371217,500 411435,500 4,218,000
2002 36,231 ,250 38,424,350 2, 1931100
$934,0211925 $993,898,886 $59,876,961
- 11 -
T-
DALLAS-FORT WORTH REGIONAL AIRPORT
SERIES 1971A JOINT REVENUE BONDS
ESCROW AGREEMENT
THE STATE OF TZxes 1
COUNTIES OF DALLAs/TARRANT I
THIS AGREEMENT dated as of the first day of September, 1977, made by and between the
City of Dallas, Texas, a municipal corporation acting by and through its duly authorized City
Manager, and the City of Fort Worth, Texas, a municipal corporation acting by and through
its duly authorized City Manager (hereinafter collectively referred to as the "Cities"), parties
of the first part, and the Continental National Bank of Fort Worth, Fort Worth, Texas, a national
banking association, organized and existing under the laws of the United States of America,
having its principal office in Fort Worth, County of Tarrant, Texas, (hereinafter referred to as
the `Bank"), party of the second part (collectively, the parties of the first part and the party
of the second part hereinafter referred to as the "Parties").
WITNESSETH :
WHEREAS, the following bonds of the Cities are presently legally issued and outstanding,
to-wit: Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series 1971A, dated Septem-
ber 1, 1971, numbered 1 to 20,000, both inclusive, in the denomination of $5,000 each, aggre-
gating $100,000,000 in principal amount (hereinafter referred to as the "Series 1971A Bonds");
and
WHEREAS, the Series 1971A Bonds were issued pursuant to the 1968 Regional Airport Con-
current Bond Ordinance authorizing the Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, Series 1968, adopted by the City Councils of the Cities on November 11 and 12, 1968
(hereinafter referred to as the "1968 Ordinance"), and the Fourth Supplemental Regional Air-
port Concurrent Bond Ordinance authorizing the Series 1971A Bonds, adopted by the City
Councils of the Cities on August 23, 1971 (hereinafter referred to as the "1971A Ordinance");
and
WHEREAS, the 1971A Ordinance provides that the Series 1971A Bonds maturing Novem-
ber 1, 2001, being bonds numbers 3,001 to 20,000, both inclusive, aggregating $85,000,000, in
principal amount, and bearing interest at the rate of 6.75% per annum (hereinafter referred to
as the "Underlying Bonds") may be redeemed prior to stated maturity as a whole on May 1,
1981, and on the first day of any month thereafter and that if due provision for payment is made
on or before the date specified for redemption and the notice therein provided for shall have been
given, the Underlying Bonds thereby automatically shall be redeemed prior to maturity, shall
not bear interest after the date fixed for redemption and shall no longer be regarded as being
outstanding under the 1971A Ordinance except for the purpose of receiving the funds so pro-
vided for such payment; and
WHEREAS, the Cities are authorized by Article 1269]-5.1, V.A.C.S., to sell their bonds for the
purpose of refunding the Underlying Bonds and to place the proceeds from the sale of such
refunding bonds in escrow with the place of payment of the bonds to be refunded, to be held
and applied to the payment of said bonds; and
WHEREAS, concurrently herewith the Cities, by adoption of the Eighth Supplemental
Regional Airport Concurrent Bond Ordinance on August 30 and 31, 1977 (the "1977 Ordinance"),
have duly authorized to be issued and sold the Dallas-Fort Worth Regional Airport Joint
Revenue Construction and Refunding Bonds, Series 1977 (the "Series 1977 Bonds") in the
aggregate principal amount of $274,530,000, for the purpose, among others, of providing funds
to redeem the Underlying Bonds in the aggregate principal amount of $85,000,000, and to pay
the required redemption premium and interest thereon to the redemption date; and
WHEREAS, said 1977 Ordinance provides that the Cities will immediately upon the delivery
of the Series 1977 Bonds to the purchasers thereof deposit from the proceeds of the sale of said
Series 1977 Bonds into a special escrow fund to be held in accordance with this Agreement
sufficient funds to provide for the purchase of interest bearing direct obligations of the United
States of America in the face amount of $90,703,000 for the payment of the principal of, the
redemption premium on and the interest to come due on the Underlying Bonds to May 1, 1981,
the redemption date for said Underlying Bonds; and
WHEREAS, the Underlying Bonds have been called for redemption on May 1, 1981, in
accordance with the terms of the 1971A Ordinance; and
WHEREAS, it is the desire of the Cities to provide for this Agreement as required by the
1977 Ordinance; and
WHEREAS, the monies in the special escrow fund are to be invested in the obligations listed
on Exhibit "A", attached hereto and made a part hereof (said obligations listed on Exhibit "A"
being hereinafter referred to as the "Federal Securities"); and
WHEREAS, the Federal Securities shall mature and the interest thereon shall be payable at
times to insure the existence of monies, together with other funds lawfully available therefor,
sufficient to pay the principal amount of the Underlying Bonds, plus the redemption premium
thereon, and the accrued interest as the same shall come due and be redeemed on May 1, 1981
in accordance with their terms; and
WHEREAS, the Cities have made arrangements to purchase the Federal Securities with part
of the proceeds from the sale of the Series 1977 Bonds to be deposited herein; and
WHEREAS, the Bank is a commercial bank, located in the State of Texas, and is a qualified
depository which possesses and is exercising full trust powers and is otherwise qualified and
empowered to enter into this Agreement.
Now, THEREFORE, in consideration of the mutual agreements herein contained and in con-
sideration of Ten Dollars ($10.00) duly paid by the Cities to the Bank concurrently herewith,
the receipt whereof is hereby acknowledged, and in order to secure the payment of the principal
of, the premium on and the interest on the Underlying Bonds as the same mature and become
due, the Parties hereto mutually undertake, promise and agree for themselves and their respec-
tive representatives and successors, as follows:
Section 1. (a) There is hereby created by the Cities with the Bank a special trust fund
designated "The Dallas-Fort Worth Regional Airport Series 1971A Joint Revenue Bonds
Escrow Fund" (hereinafter sometimes referred to as the "Special Escrow Fund"). The Bank
hereby accepts and acknowledges the receipt of and the deposit to said Special Escrow Fund of
the amount of $90,703,000 from the proceeds of the sale of the Series 1977 Bonds. The Bank
does further acknowledge that said monies in said Special Escrow Fund have been used to
purchase the Federal Securities and that the Bank is in receipt of book-entry credit for said
Federal Securities.
(b) The successive receipts of the principal of and interest on the Federal Securities
deposited pursuant to this Section will assure that the monies to be on deposit from time to
2
time from the receipts of the principal of and interest on the Federal Securities will be at all
times sufficient to timely pay the interest on the Underlying Bonds as such interest comes
due and to pay the principal of, and premium on, the Underlying Bonds as the interest on the
Underlying Bonds comes due and the Underlying Bonds are redeemed prior to maturity, all as
reflected in Exhibit `B", attached hereto and made a part hereof.
Section 2. The principal, interest and premium on the Series 1971A Bonds numbers 3,001
to 20,000, both inclusive, shall be paid in the following manner:
Interest—Interest coming due on November 1, 1977, and semi-annually thereafter until
each of said bonds is redeemed on May 1, 1981.
Principal—Bonds numbers 3,001 to 20,000, both inclusive, in the principal amount of
$85,000,000, on May 1, 1981, the date said bonds are called for redemption.
Premium —Premium in the amount of $3,400,000, due on the redemption of bonds
numbers 3,001 to 20,000, both inclusive, on May 1, 1981, the date said bonds are
called for redemption.
Section 3. If, for any reason, at any time, the funds on hand in the Special Escrow Fund
shall be insufficient to make the payments set forth in Section 2, the Cities shall timely deposit
in the Special Escrow Fund, from lawfully available funds, additional funds in the amounts
required to make such payments. Notice of any such insufficiency shall be given as hereinafter
provided, but the Bank shall in no manner be responsible for the Cities' failure to make such
deposits.
Section 4. The Bank shall hold the book-entry credits for said Federal Securities and monies
at all times in the Special Escrow Fund, wholly segregated from other funds and securities on
deposit with it; shall never commingle such book-entry credits for said Federal Securities and
monies with other funds or securities of the Bank; and skull hold and dispose of the assets therein
only as set forth herein. Nothing herein contained shall be construed as requiring the Bank to
keep the identical monies, or any part thereof, in said Special Escrow Fund, if it is impractical,
but monies of an equal amount, except to the extent such are represented by the book-entry
credits for Federal Securities, must always be maintained on deposit in the Special Escrow Fund
as trust funds belonging to the Cities and held by the Bank as trustee; and a special account
thereof evidencing such fact shall at all times be maintained on the books of the Bank.
Section 5. The Bank shall from time to time receive for the credit of the Special Escrow
Fund the principal of and interest on the Federal Securities as they respectively mature and
come due. As set forth in Exhibit `B", the proceeds received on the maturing principal and
interest of the Federal Securities shall be made available to pay the interest on the Underlying
Bonds as such interest comes due and to pay the principal of and the premium on the Under-
lying Bonds on the redemption date.
Section 6. Monies in the Special Escrow Fund will be invested only in the Federal Securities
listed in Exhibit "A", and neither the Cities nor the Bank shall reinvest any monies deposited
in the Special Escrow Fund. The Bank shall maintain the Special Escrow Fund until the date
upon which said Underlying Bonds are fully paid as to principal, premium, and interest where-
upon the Bank shall sell or redeem any Federal Securities remaining in the Special Escrow Fund
and shall remit to the Cities the proceeds thereof and accrued interest thereon, together with
all other monies, if any, then remaining in the Special Escrow Fund in excess of $12,952.37,
which amount may be retained by the Bank in payment of part of the reasonable fees and
expenses of the Bank incurred in the administration of this Agreement.
Section 7. The Bank shall continuously secure the monies in the Special Escrow Fund not
invested in Federal Securities, if any, by a pledge of obligations of the United States of America,
3
or obligations unconditionally guaranteed by the United States of America, at least equal to
said uninvested monies.
Section 8. The Bank shall not be liable or responsible for any loss resulting from any
investment made in the Federal Securities.
Section 9. In the event of the Bank's failure to account for any funds or credits for Federal
Securities received by it for the account of the Cities, the same funds and credits for Federal
Securities shall be and remain the property of the Cities and the Cities shall be entitled to the
preferred claim upon such funds and credits for Federal Securities enjoyed by a trust beneficiary.
The funds received by the Bank shall not be considered as a banking deposit by the Cities and
the Bank shall have no right or title with respect thereto. The funds so received by the Bank
shall not be subject to checks or drafts drawn by the Cities.
Section 10. As the Series 1971A Bonds are presented for payment the Bank shall, from
time to time, timely forward to the respective Paying .Agents for the Underlying Bonds for
deposit in separate funds and trust accounts for the payment thereof the amount of interest
coming due on each interest payment date for the Underlying Bonds and the amount of principal
and premium due on the date of redemption of such Underlying Bonds. The amount so for-
warded to the Paying Agents shall be forwarded in sufficient time to permit such payments on
each interest payment date or on the date of redemption, as the case may be, without default.
Section 11. On the first day of January of each calendar year, commencing in the year 1978,
so long as the Special Escrow Fund is maintained, and on each occasion when any credits for
principal and interest on Federal Securities are received or when any deposits or withdrawals
are made from said Special Escrow Fund, the Bank shall forward by letter to the Cities, to the
attention of the Executive Director of the Dallas-Fort Worth Regional Airport Board, a state-
ment in detail of the income, investments, maturities and withdrawals of monies from the Special
Escrow Fund for the immediately preceding year, or for that portion of the current year, including
in said statement a balance sheet as of the time of the statement and a statement regarding the
manner in which it has carried out the requirements of this Agreement.
Section 12. The Bank shall not be liable for any act done or step taken or omitted by it
or any mistake of fact or law or for anything which it may do or refrain from doing, except for
its negligence or its default in the performance of any obligation imposed upon it hereunder.
The Bank shall not be responsible in any manner whatsoever for the recitals or statements
contained in the Underlying Bonds or the Series 1977 Bonds or any proceedings taken in
connection therewith.
Section 13. The Bank shall have no responsibility to any persons in connection herewith
except those specifically provided herein and shall not be responsible for anything done or
omitted to be done by it except for its own gross negligence or willful default. The Cities will not
commence any action against the Bank at law, in equity or otherwise as a result of any action
taken or thing done by the Bank pursuant to this Agreement or pursuant to any written demand
or authorization for which provision is herein made.
Section 14. The Bank, except as heretofore indicated, is not a party to, nor is it bound by
nor need it give consideration to the terms or provisions of any other agreement or undertaking
between the Cities or between the Cities and other persons, or any agreement or undertaking
which may be evidenced by or disclosed by any items included among the deposited property,
and the Bank assents to and is to give consideration only to the terms and provisions of this
Agreement. Unless it is specially provided, Bank has no duty to determine or inquire into the
happening or occurrence of any event or contingency or the performance or failure of perfor-
mance of the Cities with respect to arrangements or contracts with each other or with others,
4
the Bank's sole duty hereunder being to safeguard the deposited property and to dispose of and
deliver the same in accordance with instructions herein.
If, however, the Bank is called upon by the terms of this Agreement to determine the occur-
rence of any event or contingency, the Bank shall be obligated, in making such determination,
only to exercise reasonable care and diligence, and in event of error in making such determination
the Bank shall be liable only for its own willful misconduct or its gross negligence in the light of
all the circumstances, taking into consideration the time and facilities available to the Bank in
the ordinary conduct of its business. In determining the occurrence of any such event or contin-
gency the Bank may request from the undersigned or any other person such reasonable addi-
tional evidence as the Bank in its discretion may deem necessary to determine any fact relating
to the occurrence of such event or contingency, and in this connection may inquire and consult,
among others, with the Cities at any time and the Bank shall not be liable for any damages
resulting from its delay in acting hereunder pending its examination of the additional evidence
requested by it.
Section 15. The Bank shall not be responsible or liable to any person in any manner what-
ever for the sufficiency, correctness, genuineness, effectiveness or validity of the deposited prop-
erty, or for the form or execution thereof, or for the identity or authority of any person executing
or depositing it. This Agreement is between the Cities and the Bank only and in connection
therewith the Bank is authorized by the Cities to rely upon the representations, both actual
and implied, of the Cities and all other persons connected with this Agreement and the
deposited property as to authority to execute and deliver this Agreement, notifications, receipts,
or instructions hereunder, and relationships among persons, including persons authorized to
receive delivery hereunder, and the Bank shall not be liable to any person in any manner for
such reliance. The duty of the Bank hereunder shall only be to the Cities and the holders of
the Underlying Bonds. Neither the Cities nor the Bank shall assign or attempt to assign or
transfer their interest hereunder or any part hereof. Any such assignment or attempted assign-
ment shall be in direct conflict with this Agreement and without effect.
Section 16. The Cities shall pay the Bank as a fee for performing the services hereunder
and for the expenses incurred by the Bank in the administration of this Agreement $79,619.37.
Of such amount $66,667.00 shall be paid to the Bank from the proceeds of the sale of the
Series 1977 Bonds, and $12,952.37 in the manner provided in Section 6. Said fee and expenses
of the Bank are reasonable and are to be paid by the Cities out of lawfully available funds
consistent with the Contract and Agreement between the Cities dated as of April 15, 1968 and
the Bank shall have no lien or charge against the monies in the Special Escrow Fund for pay-
ment of such fees and expenses.
Section 17. The Bank may act upon any written notice, request, waiver, consent, certificate,
receipt, authorization, power of attorney, or other instrument or document which the Bank in
good faith believes to be genuine and to be what it purports to be.
Section 18. Whenever under the terms of this Agreement the performance date of any
provision hereof shall fall on a holiday of the Bank, the performance thereof on the next succes-
sive business day of Bank shall be deemed to be in full compliance. Whenever time is referred to
in this Agreement it shall be the time recognized by Bank in the ordinary conduct of its normal
business transactions.
Section 19. Time shall be of the essence in the performance of obligations from time to time
imposed upon the Bank by this Agreement.
Section 20. The Bank shall be deemed to have properly delivered any items deposited here-
under upon placing them in the United States mails in suitable package or envelope with first
class prepaid postage affixed, addressed to the address shown on this Agreement or such other
5
address as may be furnished to Bank in writing, unless delivery is made in person at Bank's
offices or Bank is properly instructed hereunder in writing to make delivery in some other manner.
Section 21. In the event of any disagreement or controversy hereunder or if conflicting
demands or notices are made upon Bank growing out of or relating to this Agreement or in
the event that Bank in good faith is in doubt as to what action it should take hereunder, the
Cities expressly agree and consent that the Bank shall have the absolute right at its election
to do either or both of the following things:
a. Withhold and stop all further proceedings in, and performance of, this Agreement
and of all instructions received hereunder;
b. File a suit in interpleader and obtain an order from a court of appropriate jurisdiction
requiring all persons involved to interplead and litigate in such court their several claims
and rights among themselves.
Section 22. Any notice, authorization, request, or demand required or permitted to be
given hereunder shall be in writing and shall be deemed to have been duly given when mailed
by registered or certified mail, postage prepaid addressed as follows:
City of Dallas
Main and Harwood Streets
Dallas, Texas 75201
City of Fort Worth
1000 Throckmorton
Fort Worth, Texas 76102
Continental National Bank of Fort Worth
P. 0. Box 910
Fort Worth, Texas 76101
Dallas-Fort Worth Regional Airport Board
P. 0. Drawer DFW
Dallas-Fort Worth Airport, Texas 75261
The United States Post Office registered or certified mail receipt showing delivery of the aforesaid
shall be conclusive evidence of the date and fact of delivery.
Any party hereto may change the address to which notices are to be delivered by giving
to the other parties not less than ten (10) days prior notice thereof.
Section 23. Upon the taking of all the actions as described herein by the Bank the Bank shall
have no further obligations or responsibilities to any of the other Parties hereto or to any other
person or persons in connection with this Agreement.
Section 24. This Agreement shall inure to the benefit of and be binding upon the parties
hereto and their respective successors.
IN WITNEss WHEEEQF, the City Councils of the Cities of Dallas and Fort Worth have
caused these presents to be executed by the respective officers of the Cities hereunder authorized
and sealed with the corporate seals of the respective Cities and the Continental National Bank
of Fort Worth, Fort Worth, Texas, has caused these presents to be signed in its corporate name
by its President or one of its Vice Presidents, sealed with its corporate seal, attested by its Trust
Officer or Cashier or one of its Assistant Trust Officers or Cashiers, all as of the date and year
above written.
6
CITY OF DALLAS
ATTEST:
GEORGE SCHRADER
ROBERT S. SLOAN City Manager
City Secretary
COUNTERSIGNED:
JAMES R. FOUNTAIN, JR.
City Auditor
APPROVED As To FORM:
(SEAL)
LEE E. HOLT
City Attorney
CITY OF FORT WORTH
ATTEST:
R. N. Ln;E
JACK W. GREEN City Manager
City Secretary
APPRovED As To FORM AND LEGALITY:
(SEAL)
S. G. JoHNDRoE, JR.
City Attorney
CONTINENTAL NATIONAL BAbm
OF FORT WORTH
Fart Worth, Texas
By KENNETH W. WARD
Title Vice President and Trust Officer
ATTEST:
Hum D. BRADBERRY
Title Trust Investment Officer_
(BANK SEAL)
7
EXHIBIT A
Principal Interest
Federal Securities Maturity Amount Rate
United States Treasury
Certificates of Indebtedness— November 1, 1977 ................ $ 2,267,000* 0.00%
State and Local Government May 1, 1978 .......................... 3,000 0.00
Series
November 1, 1978 ................ 6,000 0.00
May 1, 1979 .......................... 1,000 0.00
United States Treasury Notes— November 1, 1979 ................ 6,000 0.00
State and Local Government May 1, 1980 .......... 7,000 5.10
Series
November 1, 1980 ................ 6,000 6.38
May 1, 1981 .......................... 88,407,000 6.48
$90,703,000
EXHIBIT B
Federal Securities Underlying Bonds
Principal
Type Maturity Date Amounts Interest Total Interest Principal Premium Due Date
Certificate November 1, 1977 $ 2,267,000.00 $ 607,203.87 $ 2,874,203.87 $ 2,868,750 November 1,1977
Certificate May 1,1978 3,000.00 2,864,756.70 2,867,756.70 2,868,750 May 1,1978
Note November 1,1978 6,000.00 2,864,756.70 2,870,756.70 2,868,750 November 1,1978
Note May 1,1979 1,000.00 2,864,756.70 2,865,756.70 2,868,750 May 1,1979
Note November 1,1979 6,000.00 2,864,756.70 2,870,756.70 2,868,750 November 1,1979
Note May 1,1980 7,000.00 2,864,756.70 2,871,756.70 2,868,750 May 1,1980
Note November 1,1980 6,000.00 2,864,57820 2,870,578.20 2,868,750 November 1,1980
Note May 1,1981 88.407,000.00 2.864.386.80 91.271.386.80 2,868,750 $85.000.000 $3.400,000 May 1, 1981
$90,703,000.00 $20,659.952.37 $111,362,952.37 $22,950,000 $85,000.000 $3.400,000
*To be held in cash.
(change initialed by parties)