HomeMy WebLinkAboutOrdinance 6531 CITY OF DALLAS ORDINANCE
No. 13357
CITY OF FORT WORTH ORDINANCE
No. 6531
An ordinance passed concurrently by the City Councils, re-
spectively, of the Cities of Dallas and Fort Worth, authorizing the
issuance of Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, Series 1971 A in the aggregate principal amount of $100,000-
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; providing for the form of said bonds and the coupons
appertaining thereto; awarding the sale of such bonds to the pur-
chasers thereof in accordance with the Contract of Purchase and
authorizing the execution of such Contract; 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 out-
standing Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, heretofore issued and sold; adopting pertinent provisions
of and supplementing the 1968 Concurrent Bond Ordinance and
the Supplemental Regional Airport Concurrent Bond Ordinances
which authorized the issuance of said outstanding bonds; providing
for the deposit of the proceeds of the Series 1971 A Bonds into
certain funds of the Joint Airport Fund under and subject to the
control of said Board; and directing that due observance of the
covenants herein contained be made by the Board; providing a
method 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 contract and agree-
ment 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, in the aggregate principal amount of $35,000,000 and by or-
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dinances passed concurrently on April 14, 1970, November 2, 1970
and Febivary 10, 1971 authorized the issuance of and sold their
Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series
1970, Series 1970 A, and Series 1971, respectively, aggregating
$210,000,000 (herein collectively defined as the "Outstanding
Bonds"), for the purpose of paying in part the costs of the Dallas-
Fort Worth Regional Airport; and
WHEREAS, in accordance with the Contract and Agreement the
City Councils have been requested by the Dallas-Fort Worth Re-
gional Airport Board to issue additional joint revenue bonds for
such purpose;and
WHEREAS, in recognition of their obligation in said ordinance, the
said City Councils propose to continue with the financing of the
Regional Airport through the issuance of additional joint revenue
bonds as contemplated by the Contract and Agreement, and in
accordance with the said ordinance and applicable laws including
Articles 1269]-5, 1269j-5.1, 1269]-5.2, 46d and 717k-2 of Texas Re-
vised Civil Statutes,as amended; and
WHEREAS, said ordinances authorizing the Outstanding Bonds
permit the issuance of the bonds herein authorized as parity bonds
with the Outstanding Bonds; and
WHEREAS, it is deemed by the City Councils to be desirable, ap-
propriate and necessary to issue additional negotiable revenue
bonds for the purpose of providing additional funds for paying in
part the costs of the Regional Airport; and
WHEREAS, the City Councils have each found and determined as
to each that the matters to which this Ordinance relates are mat-
ters of imperative public need and necessity in the protection 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
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shall be effective as to each City respectively upon its adoption by
its City Council, and said Meeting was open to the public as re-
quired by law; and that public notice of the time, place, and pur-
pose of said meeting was given as required by Vernon's Ann. Civ.
St. Article 6252-17, as amended.
Now, THEREFORE, BE IT ORDAINED BY THE CITY COUNCM OF
THE CITY OF DALLAS,TEXAS:
Now, THEREFORE, BE IT ORDAINED BY THE CITY COUNaL OF
THE CITY OF FORT WORTH,TEXAS:
ARTICLE I
TITLE, PREAMBLES AND RATIFICATION
SEIMON 1.1. Short Title. This Ordinance may be cited by the
short title, "Fourth Supplemental Regional Airport Concurrent
Bond 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.
SEMON 1.3. Ratification. All action heretofore taken (not in-
consistent with the provisions 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
for that purpose is hereby ratified, approved and confirmed.
ARTICLE II
DEFINITIONS AND CONSTRUCTION
SEMON 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
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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.
SEMON 2.2. Additional Definitions. In addition to the definitions
set forth in the said 1968 Regional Airport Concurrent Bond Ordi-
nance 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 apper-
taining hereto, except where the context by clear implication shall
otherwise require, shall have the respective meanings herein speci-
fied as follows,to-wit:
"1968 ORDINANCE" shall mean and refer to the 1968 Re-
gional 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 Sup-
plemental Regional Airport Concurrent Bond Ordinance
passed by the City Councils of the Cities on April 14, 1970.
"1970 A 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.
"OUTSTANDING BONDS" shall mean that issue of Dal-
las-Fort Worth Reg�'onal Airport Joint Revenue Bonds, Series
1968, authorized by the 1968 Ordinance, the 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 1970 A, author-
ized by the 1970 A Ordinance, and the Dallas-Fort Worth
Regional Airport Joint Revenue Bonds, Series 1971,authorized
by the 1971 Ordinance.
"PAYING AGENT" or "PAYING AGENTS" shall mean
with respect to the Series 1971 A Bonds, Mercantile National
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Bank at Dallas, Dallas, Texas, Continental National Bank of
Fort Worth, Fort Worth, Texas, and The Chase Manhattan
Bank, N. A., New York, New York.
"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 1970 A BONDS" shall mean the Dallas-Fort
Worth Regional Airport Joint Revenue Bonds, Series 1970 A,
authorized by the 1970 A Ordinance.
"SERIES 1971 BONDS" shall mean the Dallas-Fort Worth
Regionalir rt Joint Revenue Bonds,Series 1971,authorized
by the 1971 Ordinance.
"SERIES 1971 A BONDS" shall mean the Dallas-Fort
Worth Regional Airport Joint Revenue Bonds, Series 1971 A,
herein authorized to be issued and sold.
ARTICLE III
Srs= 1971 A Boxes
SWnox 3.1. Authorization. So as to protect the public safety
and in order to promote 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 the
Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series
1971 A (herein defined as the "Series 1971 A Bonds"). For the
purpose of paying in part the Costs of the Project, the Cities
hereby authorize and direct the issuance of the Series 1971 A Bonds
in the aggregate principal amount of $100,000,000, payable both as
to principal and interest solely out of the revenues, as described,
defined and pledged herein. The Series 1971 A Bonds are issued as
Completion Bonds pursuant to and as permitted by the 1968
Ordinance.
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SEMON 3.2. Date, Denomination and Maturities. The Series
1971 A Bonds shall be dated September 1, 1971, shall be in the
denomination of$5,000 each,shall consist of 20,000 bonds numbered
in direct numerical order from 1 through 20,000, and shall mature
and become due and payable on November 1 in the years and in
the amounts as follows:
Years Amounts Years Amounts
1979 $1,500,000 1984 $ 2,000,000
1980 1,500,000 1985 2,250,000
1981 1,500,000 1986 2,500,000
1982 1,750,000 —
1983 2,000,000 2001 85,000,000
SEMON 3.3.Interest Rate,Agents.
A. The Series 1971 A Bonds shall bear interest from their date to
their stated maturities or earlier redemption at the following
rates:
all bonds scheduled to mature in 1979-5.300/c per annum;
all bonds scheduled to mature in 1980-5.501/c per annum;
all bonds scheduled to mature in 1981-5.75% per annum;
all bonds scheduled to mature in 1982-5.901% per annum;
all bonds scheduled to mature in 1983-6.00% per annum;
all bonds scheduled to mature in 1984--6.15% per annum;
all bonds scheduled to mature in 1985-6.30% per annum;
all bonds scheduled to mature in 1986-6.400/c per annum;
all bonds scheduled to mature in 2001-6.75% per annum;
such interest to be evidenced by coupons payable on May 1, 1972,
and semi-annually thereafter on each November 1 and May 1.
B. Both the principal and interest of the Series 1971 A Bonds
shall be payable to bearer in lawful money of the United States of
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America without deduction for exchange or collection charges at
the principal office of Mercantile National Bank at Dallas, Dallas,
Texas,or at the option of the Holder at Continental National Bank
of Fort Worth, Fort Worth, Texas, or at The Chase Manhattan
Bank, N. A., New York, New York.
SEMox 3.4.Prior Redemption.
A. The Series 1971 A Bonds maturing November 1, 1979 to 1986,
both inclusive, are not subject to redemption prior to stated ma-
turities. The Series 1971 A Bonds maturing on November 1, 2001,
(1) shall be redeemed prior to stated maturity in part by lot on
November 1, 1987 and on each November 1 thereafter 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, and (2) may be redeemed prior
to stated maturity as a whole on May 1, 1981, and on the fust day
of any month thereafter, or in part by lot on May 1, 1981, and on
any interest payment date thereafter, from other moneys at the
principal amount thereof and accrued interest to date of redemp-
tion,plus a premium for each bond redeemed as follows:
4% if redeemed on or prior to April 1, 1984;
3% if redeemed thereafter and on or prior to April 1, 1987;
2% if redeemed thereafter and on or prior to April 1, 1989;
1% if redeemed thereafter and on or prior to April 1, 1991;
and no premium if redeemed thereafter.
B. 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. By the date fixed for any such redemption,
due provision shall be made with the Paying Agents for the pay-
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ment 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 pro-
vided 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 outstanding except for the purpose of re-
ceiving the funds so provided for such payment.
SECTION 3.5. Forms. The form of the Series 1971 A Bonds, includ-
ing the form of Registration Certificate of the Comptroller of
Public Accounts of the State of Texas to be printed and endorsed
on each bond, and the form of the interest coupons to be attached
to the bonds, shall be respectively substantially as follows, to-wit:
(FORM OF THE SERIES 1971 A BONDS)
United States of America
State of Texas
Counties of Dallas and Tarrant
DALLAS-FORT WORTH REGIONAL AIRPORT
Joint Revenue Bond
Series 1971 A
No. ........................ $5,000
On the 1st day of November, ..... .., the Cities of Dallas and Fort
Worth (herein collectively called the "Cities"), municipal cor-
porations duly incorporated under the laws of the State of Texas,
for value received, hereby jointly promise to pay to bearer solely
from the revenues and funds described herein, the principal sum
Of
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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 May 1, 1972, and semi-annually thereafter on each No-
vember 1 and May 1. Both principal and interest shall be pay-
able in lawful money of the United States of America upon sur-
render of this bond or the proper coupons, as they severally become
due, at Mercantile National Bank at Dallas, Dallas, Texas, or at
the option of the holder at Continental National Bank of Fort
Worth, Fort Worth, Texas, or at The Chase Manhattan Bank,
N.A.,New York, New York without exchange or collection charges
to the bearer thereof.
The Series 1971 A Bonds maturing November 1, 1979 to 1986,
both inclusive, are not subject to redemption prior to stated ma-
turities. The Series 1971 A Bonds.maturing on November 1, 2001,
(1) shall be redeemed prior to stated maturity in part by lot on
November 1, 1987,and on each November 1 thereafter from moneys
required to be deposited to the.credit of the Interest and Sinknig
Fund at the principal amount thereof and accrued interest to date
of redemption, without premium, and (2) may be redeemed prior
to stated maturity as a whole on May 1, 1981, and on the first
day of any month thereafter, or in part by lot on May 1, 1981,
and on any interest payment date thereafter, from other moneys
at the principal amount thereof and accrued interest to date of
redemption, plus a premium for each bond redeemed as follows:
4% if redeemed on or prior to April 1, 1984;
3% if redeemed thereafter and on or prior to April 1, 1987;
2% if redeemed thereafter and on or prior to April 1, 1989;
1% if redeemed thereafter and on or prior to April 1, 1991;
and no premium if redeemed thereafter.
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At least thirty (30) days before the date fixed for any such re-
demption, 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. By the date fixed for any such redemption,
due provision shall be made with the paying agents for the pay-
ment 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 pro-
vided above,the bonds,which are to be so redeemed, thereby auto-
matically 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 re-
ceiving the funds so provided for such payment.
The bonds of this series are issued under the laws of the State
of Texas and as permitted by an ordinance adopted 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 Ordi-
nance) and, together with Dallas-Fort Worth Regional Airport
Joint Revenue Bonds, Series 1968, dated November 1, 1968 (the
Series 1968 Bonds), Series 1970 Bonds, dated April 1, 1970 (the
Series 1970 Bonds), Series 1970 A Bonds dated November 1, 1970
(the Series 1970 A Bonds) and Series 1971 Bonds, dated March 1,
1971 (the Series 1971 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, 1971, of like tenor and effect, except as to number,
interest rate, maturity and right of redemption, numbered from 1
through 20,000 of the denomination of $5,000 each, aggregating
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$100,000,000, issued by the Cities for the purpose of paying part of
the Costs of the Project, such term contemplating and relating to
the initial construction phases of the Regional Airport, pursuant to
► the Fourth Supplemental Regional Airport Concurrent Bond Ordi-
nance adopted by the City Councils of said Cities, supplemental to
the 1968 Ordinance, the 1970 Ordinance, the 1970 A Ordinance and
the 1971 Ordinance. For the purpose of providing for and securing
the payment of the Series 1968 Bonds, Series 1970 Bonds, the
Series 1970 A Bonds, the Series 1971 Bonds and this issue of bonds,
the Cities have jointly pledged their respective interests in the
"Pledged Revenues" to be derived from the ownership and op-
eration of the Dallas-Fort Worth Regional Airport when the same
is constructed and becomes operational, and in certain instances
a part of the revenues derived from other airports of the Cities.
Such Pledged Revenues and other revenues will be on deposit
from time to time in various funds created by the 1968 Ordinance.
Pledged Revenues in the 1968 Ordinance are defined to be the
"Gross Revenues" of said Airport when constructed less the
amount required to pay the Senior Lien Bonds mentioned next
below/�Me lien on the revenues securing this issue of bonds, the
Series 1968 Bonds, the Series 1970 Bonds, the Series 1970 A Bonds
and the Series 1971 Bonds is subordinate to the lien securing vari-
ous outstanding and future issues of bonds of the Cities defined in
said Ordinance as "Senior Lien Bonds." Reference is made to the
1968 Ordinance 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 Series 1968
Bonds, the Series 1970 Bonds, the Series 1970 A Bonds, the Series
1971 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 obligations of each of the Cities respectively, the rights
and remedies of bondholders in the event of default thereunder,
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and the rights and priorities of the holders of said bonds, to all the
provisions 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, de-
mand, 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 collectible 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 Dallas-Fort Worth Regional Airport
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 to the extent Pledged Revenues are not ade-
quate for said purposes and for the additional purpose of properly
and adequately maintaining and operating said Airport, the Cities
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pledge and obligate themselves to levy and collect the ad valorem
tax defined therein as the "Maintenance Tag," and to devote the
proceeds thereof to the purpose of operating and maintaining 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 Ordi-
nance. 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 re-
quired from said tax for such purposes, all as specified in said
Ordinance.
Under the terms and conditions provided in the 1968 Ordinance,
and in the said supplements thereto, the Cities reserve the right to
issue additional Senior Lien Bonds for the purposes therein stated,
which said bonds shall be superior as to lien to the Series 1968
Bonds, the Series 1970 Bonds, the Series 1970 A Bonds, the Series
1971 Bonds and the bonds of this issue, and reserve the further
right to issue additional bonds secured by alien on a parity with
the lien securing the Series 1968 Bonds, Series 1970 Bonds, the
Series 1970 A Bonds, the Series 1971 Bonds and this series of bonds
under the conditions set forth in said Ordinance and the supple-
ments thereto.
The holder hereof shall never have the right to demand pay-
ment of this obligation out of any funds raised or to be raised by
taxation.
It is hereby certified and recited that all acts and things re-
quired by the Constitution and laws of the State of Texas to be
done, to exist, and to be performed precedent to and in the is-
suance of this bond and the issue of which it is one have been done,
do exist and have been performed as so required.
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IN WnWEss WHUEOF, 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 by its City Attorney; and each said City Council has
caused the attached coupons to be signed by the facsimile signa-
tures of the Mayor and City Auditor of the City of Dallas and
the Mayor and City Secretary of the City of Fort Worth.
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
APPROVED As To FORM:
City Attorney, City of Fort Worth,
Texas
FORM OF COUPON)
No. ................ $................
ON THE . .................. DAY OF
........................, 19....
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unless due provision has been made for the redemption prior to
maturity of the below numbered bond to which this coupon apper-
tains, 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 Mercantile National Bank at Dallas, Dallas, Texas, or at
the option of the holder at Continental National Bank of Fort
Worth, Fort Worth, Texas, or at The Chase Manhattan Bank,
N.A.,New York, New York,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 Bonds, Series 1971 A",
dated September 1, 1971. 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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(FORM OF COMPTROLLER's CERTIFICATE)
OFFICE OF COMPTROLLER
STATE OF TEXAS
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 regis-
tered as required by law.
Witness my signature and seal this
Comptroller of Public Accounts of
the State of Texas
(SEAL)
ARTICLE IV
EXECUTION,APPROVAL,RwISTRATION,SALE
AND DELIVERY OF SERIES 1971 A BONDS
SEcrION 4.1. Method of Execution. Each of the Series 1971 A
Bonds shall be signed and executed on behalf of the City of Dallas
by the facsimile signature of its Mayor and countersigned 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 1971 A 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 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.
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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 1971 A Bonds. All facsimile signatures placed
upon the bonds and their coupons shall have the same effect as if
• manually placed thereon, all as provided in Article 717j, Texas
Revised Civil Statutes, as amended.
SEMON 4.2. Approval and Registration. The Board is hereby
authorized to have control and custody of the Series 1971 A Bonds
and all necessary records and proceedings pertaining thereto pend-
ing their delivery, and the Chairman and officers and employees of
the Board 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 1971 A 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 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.
SEcriox 4.3.
A. The Sale of the Series 1971 A Bonds. The Series 1971 A
Bonds are hereby sold in accordance with law and shall be delivered
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to the underwriters (listed in Schedule I to the Contract of Pur-
chase dated August 23, 1971) for whom Merrill Lynch, Pierce,
Fenner & Smith Incorporated and F. S. Smithers & Co., Inc., are
acting as Managers, at the price of $. . _ . _ . . plus accrued
interest from September 1, 1971, to date of delivery, and in ac-
cordance with the terms and conditions set forth in said Contract
of Purchase.
B. Contract of Purchase. The Contract of Purchase setting forth
the terms of the sale of the Series 1971 A 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 purchasers.
The Contract of Purchase 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, countersigned by the City
Auditor and approved as to form by the City Attorney. The Con-
tract of Purchase 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
DLSPOSITION OF BOND PRocEEDs
SEMON 5.1.
A. Interest During Construction. It is hereby found and de-
termined that the estimated period of construction of the Project,
that is to say the period prior to which the Airport is expected to
become revenue producing is twenty-six months from September 1,
1971 and accordingly the amount equal to the interest to become
due on the Series 1971 A Bonds during said period is hereby ap-
propriated from the proceeds of the sale of the Series 1971 A Bonds
19
and ordered to be deposited to the credit of the Interest and
Sinking Fund to be used, applied and devoted to the purposes
specified in the 1968 Ordinance for moneys on deposit in said
Fund. If it shall become necessary to remove or withhold the
amount appropriated by this Subsection A from the custody of
the Treasurer in order to comply with the requirements of Sec-
tion 7.1, then, upon written order of the Director of Finance, that
part of the Interest and Sinking Fund containing said amount shall
be placed in/trust with Continental National Bank of Fort Worth,
Fort Worth, Texas, one of the Paying Agents for the Series
1971 A Bonds. Such portion of the Interest and Sinking Fund thus
held by said Paying Agent for the benefit of the holders of the
Bonds, and pending its use to pay interest on the Series 1971 A
Bonds,shall be invested from time to time in investment securities
as may be directed by the Board; provided however that no such
investment shall be made which will be inconsistent with the re-
quirements of Section 7.1. To the extent that this Section is in-
consistent with the provisions of the Contract and Agreement, then
the Contract and Agreement is hereby amended to accommodate
the requirements of this Section.
B. Reserve Fund. In accordance with the requirements of the
1968 Ordinance, there is hereby appropriated from the proceeds of
the sale of the Series 1971 A Bonds and ordered to be deposited
into the Reserve Fund, an amount at least equal to the average
annual principal (or principal accumulation) and interest require-
ments on account of the Series 1971 A Bonds.
SEMoN 5.2. Construction Fund. Except as otherwise provided
in Section 5.1., all proceeds derived from the sale of the Series 1971
A Bonds shall be deposited promptly upon the receipt thereof to
the credit of the Construction Fund and the moneys within said
20
Fund shall be used solely for the purpose of defraying a part of
the Costs of the Project in accordance with the 1968 Ordinance.
ARTICLE VI
ADOPTION OF PROVISIONS OF 1968, 1970, 1970 A AND 1971
ORDINANCES,PLEDGE, INTEREST AND SINKING FUND
SECTION 6.1. Adoption. The Series 1971 A Bonds authorized here-
by are parity"Completion Bonds"as the term is 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 hereto-
fore adopted, for purposes of this Ordinance Section 2.2 of Article
II, and Articles V through XI, both inclusive, of the 1968 Ordi-
nance and Sections 7.2 and 7.3 of the 1970 Ordinance are hereby
adopted by reference and shall be applicable to the Series 1971 A
Bonds for all purposes, except to the extent hereinafter specifically
modified or supplemented. Both the Outstanding Bonds and the
Series 1971 A Bonds shall be on a parity in all respects.
SECTION 6.2. Pledge. The principal of and the interest on the
Series 1971 A 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. In addition to the Pledged Revenues the
Series 1971 A Bonds and the Outstanding Bonds are and shall be
further secured by and payable from the "Transitional Pledge"
as made and described in Section 6.3 of the 1968 Ordinance. Such
revenues are hereby irrevocably pledged to the payment of the
Outstanding Bonds,the Series 1971 A Bonds,any other Completion
Bonds and Additional Parity Bonds hereafter issued in accordance
with the terms of the 1968 Ordinance until all of the Outstanding
Bonds, the Completion Bonds, including the Series 1971 A Bonds,
and any Additional Parity Bonds are retired.
21
SEMON 6.3. Interest and Sinking Fund. In addition to all other
amounts required by the 1968 Ordinance, the 1970 Ordinance, the
1970 A Ordinance and the 1971 Ordinance, so long as any of the
Series 1971 A 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 unexpected investment earnings
on deposit in the Interest and Sinking Fund,
(1) beginning on October 1, 1973, an amount necessary to
provide 1/6th of the amount of interest to become due on
the Series 1971 A Bonds on the next succeeding interest pay-
ment date thereof, provided, however, that no transfers shall
be required on such dates to the extent money has been pro-
vided from future issues of Completion Bonds to pay the in-
terest then becoming due on the Series 1971 A Bonds;
(2) beginning on October 1, 1978, an amount necessary to
provide in twelve equal installments the amount of principal
of the Series 1971 A Bonds maturing on November 1 following
each of the twelve month periods ending September 30, 1979,
through September 30, 1986;and
(3) beginning on October 1, 1986, and on the 1st day of
each month thereafter through September 1, 2001, for each
twelve month period ending on September 30, 1/12th of the
amounts indicated as follows:
1987 $ 2,500,000
.. . 000
1988 . .. 2,750,
1989 .... . . .. .. . ............... 31000,000
1990 . .. . .. .. . ...... ...... ... .. . ..... .........I . 3,500,000
1991 ............ .......... .... ........ ................. .... 3,500,000
1992 ......... .... ...... . ........... ............ 3,750,000
1993 ...... . 4,000,000
1994 ...... .......... ............. . . ..... 4,250,000
1995 4,250,000
1996 ..... ....I............I I..... .... 4,750,000
1997 ... .. ... ....... 5,250,000
. ....................... .............. . .
1998 . ..... 5,500,000
1999 5,750,000
2000 _ . _ _ ... 6,250,000
2001 . . ..... 26,000,000
22
The sinking fund payments required by this sub-paragraph
(3) may be used to purchase Series 1971 A Bonds as permitted
In Section 7.4 of the 1968 Ordinance, and to the extent not so
used, shall be used to redeem the Series 1971 A Bonds on No-
vember 1, 1987, and on each November 1, thereafter at the
principal amount thereof and accrued interest to date of re-
demption without premium. If it shall be determined that the
annual transfers to the Interest and Sinking Fund required by
this sub-paragraph (3) will produce a surplus in the Interest
and Sinking Fund at maturity of the Series 1971 A Bonds, the
annual sinking fund payments required by this sub-paragraph
(3) on account of the Series 1971 A Bonds may be reduced in
approximately equal amounts.
SEMON 6.4. 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 1971 A Bonds to Mercan-
tile National Bank at Dallas, Dallas,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
SEMON 7.1. Use of Bond Proceeds. The Cities hereby covenant
that until such time as permitted by governmental rulings or regu-
lations under Section 103 of the Internal Revenue Code of 1954,
as amended, the proceeds from the sale of any series of Addi-
tional Parity Bonds or Completion Bonds, including the Series
1971 A Bonds, except such of the proceeds of the issue (1) deposited
in the Reserve Fund and (2) deposited in the Construction Fund,
will not be used to acquire securities or obligations (other than
obligations described in Subsection (a) (1) of said Section 103)
that will produce an adjusted yield greater by more than one-half
of one percentage point than the adjusted yield of the respective
AA
Gc�
Series of Bonds as such adjusted yields are computed by Part 13
of the Temporary Income Tag Regulations issued November 12,
1970, under the Tag Reform Act of 1969.
SEmoN 7.2. 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
SEVERABU TY,REPEAL AND COUNTERPARTS
SEmoN 9.1. Ordinance Irrepealable. After any of the Series
1971 A Bonds shall be issued, this Ordinance shall constitute a
contract between the Cities and the Holder or Holders of the Bonds
from time to time outstanding, and this Ordinance shall be and re-
main irrepealable until the Bonds and the interest thereon shall be
fully paid, cancelled, refunded or discharged or provision for the
payment thereof shall be made by depositing money in trust with
the Paying Agents or another National Banking Association equal
in amount to the aggregate principal amount of Bonds outstanding
plus interest and any applicable premium to their earliest redemp-
tion date, or, if none, to their maturity.
SWNON 9.2. Severability. If any Section, paragraph, clause or
provision of this Ordinance shall for any reason be held to be in-
valid or unenforceable, the invalidity or unenforceability of such
24
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 un-
enforceability 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 de-
pendent directly for effectiveness upon the provision of the Con-
tract and Agreement thus declared to be invalid and unenforceable.
SEMON 9.3. Repealer. All orders, resolutions and ordinances, or
parts thereof, inconsistent herewith are hereby repealed to the
extent of any such inconsistency.
SEcriox 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.
PASMD AND CORRECTLY Exxon AuGusr 23, 1971.
Mayor,City of Dallas, Texas
(SEAT.)
ATrEsr:
City Secretary,City of Dallas,
Texas
25
APPROVED As TO FORM:
City Attorney,City of Dallas,
Texas
Passed August 23, 1971.
or, City of,
Fort Worth, Texas
(SEAL)
ATTEST:
.ty
cretary, City of Fort Worth,
Texas
APPROVED AS TO FORM AND LEGALrrZL
er-!- TA040-1&m�
it Attorney, City of Fort Worth,
Texas
26
THE STATE OF TERAS
COUNTY OF DALLAS
CITY OF DALLAS
I, .. . ... ............, ........................................ 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 23, 1971, authorizing the
issuance of Dallas-Fort Worth Regional Airport Joint Revenue
Bonds, Series 1971 A in the aggregate principal amount of$100,000,-
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 p 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 August, 1971.
City Secretary,
City of Dallas, Texas
(SEAL)
27
THE STATE OF TEXAS l
COUNTY OF TARRANT f
I, Roy A. Bateman, 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. 6531 duly presented and passed by the City Council
of the City of Fort Worth, Texas, at a regular meeting held on
the 23rd day of August, 1971, 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.
WnTNEss MY HAND and the Official S al of the City of Fort
Worth,Texas,this the ...... day of Augus 971.
City Secretary,
Cay of Fort Worth, Texas
(SFAs.)
CERTIFICATE FOR RESOLUTION 71-130
THE STATE OF TEXAS ,
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD :
We, the undersigned officers of said Board, hereby
certify as follows :
1. The Board of Directors of the Dallas-Fort Worth
Regional Airport convened in
SPECIAL MEETING ON THE 23RD DAY OF AUGUST, 1971,
at the E1 Patio East Building in Arlington, Texas , and the
roll was called of the duly constituted officers and members
of said Board, to-wit:
J. Erik Jonsson, Chairman Morris G. Spencer
J. Lee Johnson, III, Vice Chairman R. M. Stovall
Frank A. Hoke Carl J. Thomsen
Thomas L. Martin, Jr. George M. Underwood, Jr.
J. C. Pace, Jr. Bayard Friedman, Secretary
Elgin B. Robertson
and all ofid pprsonswere resent, p cep - -he 1
absentees : 4W, 4,04?
thus constituting a quorum. Whereupo , amoA other business ,
a written Resolution Approving the Fourth Supplemental Regional
Airport Concurrent Bond Ordinance and Requesting its Adoption
by the City Councils of the Cities of Dallas and Fort Worth was
duly introduced for the consideration of said Board of Directors .
It was then duly moved and seconded that said Resolution be
adopted; and said motion, carrying with it the adoption of said
Resolution, prevailed and carried by the following vote :
AYES : All members of the Board shown present above
voted "Aye . "
NOES : None.
2. That a true , full and correct copy of the aforesaid
Resolution adopted at the Meeting described in the above and
foregoing paragraph is attached to and follows this Certificate;
that said Resolution has been duly recorded in the minutes of
said Meeting; that the above and foregoing paragraph is a true ,
full and correct excerpt from the minutes of said Meeting
pertaining to the adoption of said Resolution; that the persons
named in the above and foregoing paragraph are the duly chosen,
qualified and acting officers and members of said Board of
Directors as indicated therein; that each of the officers and
members of said Board of Directors was duly and sufficiently
notified officially and personally in advance , of the time ,
place and purpose of the aforesaid Meeting, and that said
Resolution would be introduced and considered for adoption at
said Meeting, and each of said officers and members consented,
in advance, to the holding of said Meeting for such purpose ;
and that said Meeting was open to the public as required by
law; and that public notice of the time, place, and purpose of
said meeting was given as required by Vernon' s Ann. Civ. St.
Article 6252-17, as amended.
3. That the Chairman and the Secretary of said Board
hereby declare that their signing of this Certificate shall
constitute the signing of the attached and following copy of
said Resolution for all purposes .
SIGNED AND SEALED the 23rd day of August, 1971.
Secretary hairman
(SEAL)
RESOLUTION 71-130
APPROVING THE FOURTH SUPPLEMENTAL
REGIONAL AIRPORT CONCURRENT BOND
ORDINANCE, REQUESTING ITS PASSAGE
BY THE CITY COUNCILS OF THE CITIES
OF DALLAS AND FORT WORTH, ADOPTING
A SCHEDULE OF INTENDED USES OF THE
BOND PROCEEDS INCLUDING A SCHEDULE
OF CONSTRUCTION FUND USES, AND
AUTHORIZING OTHER MATTERS IN THE
PREMISES.
THE STATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD :
WHEREAS, the Cities of Dallas and Fort Worth, Texas
(the "Cities") , have heretofore entered into a Contract and
Agreement dated April 15 , 1968, governing inter alia the
construction and financing of the Dallas-Fort Worth Regional
Airport; and
WHEREAS, such contract and agreement provides that
when each series of bonds is issued that the Board shall seek
and obtain the preparation of a proposed ordinance to be
adopted concurrently by the Cities , authorizing such series
of bonds; and
WHEREAS, in accordance with such procedure the Cities
have heretofore issued their Dallas-Fort Worth Regional Airport
Joint Revenue Bonds , Series 1968, in the aggregate principal
amount of $35 ,000 ,000 , Series 1970 in the aggregate principal
amount of $50 ,000,000 , Series 1970 A in the aggregate principal
amount of $50 ,000,000, and Series 1971 in the aggregate princi-
pal amount of $75,000 ,000; and
WHEREAS , in accordance with said contract and
agreement the Board has sought and obtained the preparation of
a proposed ordinance to be adopted concurrently by said Cities
authorizing the issuance of Dallas-Fort Worth Regional Airport
Joint Revenue Bonds, Series 1971 A (the "Series 1971 A Bonds") ,
in the aggregate principal amount of $100 ,000,000, which shall be
on a parity with said Series 1968, Series 1970 , Series 1970 A
and Series 1971 Bonds; and
WHEREAS, it is the desire of the Board by this
resolution to approve said ordinance in the form attached
hereto and to respectfully request the City Councils of the
Cities of Dallas and Fort Worth to pass said ordinances and
thus authorize the issuance and sale of said Series 1971 A
Bonds; and
WHEREAS, the Board is required to adopt a schedule
of intended uses of bond proceeds and a current schedule of
contruction fund uses , and to forward same to the City Councils
of said Cities; and
WHEREAS , it is the further desire of the Board to
adopt a schedule of intended uses of the bond proceeds and a
schedule of construction fund uses in accordance with said
requirements.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
DIRECTORS OF THE DALLAS-FORT WORTH REGIONAL AIRPORT:
1. That the proposed concurrent ordinance of the
City Councils of the Cities of Dallas and Fort Worth, bearing
the short title "Fourth Supplemental Regional Airport Concurrent
Bond Ordinance" be and the same is hereby in all respects
approved by the Board in the form and substance attached hereto
and made a part hereof as Exhibit A.
2. That it is hereby recommended to the City Councils
of the Cities of Dallas and Fort Worth that they pass the
Fourth Supplemental Regional Airport Concurrent Bond Ordinance
in the form attached hereto and said City Councils are hereby
requested to so do; and
3. That the Executive Director is hereby directed to
promptly forward copies of said ordinance to the City Councils
of said Cities along with a copy of this resolution, together
with exhibits attached hereto.
4. That, in accordance with the requirements of the
Contract and Agreement , the Executive Director is further
directed to forward by the earliest practical means a copy of
said ordinance to the City Attorney of each of the Cities with
the request that each present the same at the next meeting of
his City Council, along with the request of this Board, respect-
fully submitted, that said ordinance be approved and passed.
5 . That upon the passage of said ordinance by said
City Councils the appropriate officers of this Board are hereby
authorized and directed to take such steps as may be necessary
or considered appropriate to accomplish the delivery of said
bonds at the earliest practicable date.
6. That the Schedule of Intended Uses of Bond
Proceeds together with the Current Schedule of Construction
Fund Uses attached hereto and made a part hereof as Exhibit
B is hereby approved with the express understanding that the
Financial Director shall have full authority to make variations
in the amounts shown thereon and communicate such variations to
the Cities as may be necessary to reflect actual interest rates
to be borne by the Series 1971 A Bonds and the actual sales
price thereof.
----------------------------------------
r
CERTIFICATE FOR RESOLUTION 71-131
THE STATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD :
We, the undersigned officers of said Board, hereby
certify as follows :
1. The Board of Directors of the Dallas-Fort Worth
Regional Airport convened in
SPECIAL MEETING ON THE 23RD DAY OF AUGUST , 1971 ,
at the E1 Patio East Building in Arlington, Texas , and the
roll was called of the duly constituted officers and members
of said Board, to-wit:
J. Erik Jonsson, Chairman Morris G. Spencer
J. Lee Johnson, III, Vice Chairman R. M. Stovall
Frank A. Hoke Carl J. Thomsen
Thomas L. Martin, Jr. George M. Underwood, Jr.
J. C. Pace, Jr. Bayard Friedman, Secretary
Elgin B. Robertson
and all of rid rsons were present , exce ,t, .th f 1��g
absentees: �� r� ' >„
thus constituting a quorum. Whereupon, am6ng other business,
a written Resolution Approving the Form of a Contract of Pur-
chase dated August 23, 1971 , whereby Bonds are Sold to the
Purchasers therein stated, Authorizing its Execution by the
Proper Officers of the Board and Authorizing the Executive
Director to forward executed copies of same to the City Councils
of the Cities of Dallas and Fort Worth was duly introduced for
the consideration of said Board of Directors. It was then duly
moved and seconded that said Resolution be adopted; and said
motion, carrying with it the adoption of said Resolution pre-
vailed and carried by the following vote:
AYES: All members of the Board shown present above
voted "Aye. "
NOES: None.
2. That a true, full and correct copy of the afore-
said Resolution adopted at the Meeting described in the above
and foregoing paragraph is attached to and follows this Certifi-
cate; that said Resolution has been duly recorded in the minutes
of said Meeting; that the above and foregoing paragraph is a true,,
full and correct excerpt from the minutes of said Meeting
pertaining to the adoption of said Resolution; that the persons
named in the above and foregoing paragraph are the duly chosen,
qualified and acting officers and members of said Board of
Directors as indicated therein; that each of the officers and
members of said Board of Directors was duly and sufficiently
notified officially and personally in advance, of the time,
place and purpose of the aforesaid Meeting, and that said
Resolution would be introduced and considered for adoption at
said Meeting, and each of said officers and members consented,
in advance, to the holding of said Meeting for such purpose;
and that said Meeting was open to the public as required by
law; and that public notice of the time, place, and purpose of
said meeting was given as required by Vernon' s Ann. Civ. St.
Article 6252-17, as amended.
3. That the Chairman and the Secretary of said Board
hereby declare that their signing of this Certificate shall
constitute the signing of the attached and following copy of
said Resolution for all purposes.
SIGNED AND SEALED the 23rd day of August, 1971.
Secretary VChairiian
I
RESOLUTION 71-131
APPROVING THE FORM OF A CONTRACT OF PURCHASE
DATED AUGUST 23 , 1971, WHEREBY BONDS ARE
SOLD TO THE PURCHASERS THEREIN STATED, AUTHOR-
IZING ITS EXECUTION BY THE PROPER OFFICERS OF
THE BOARD AND AUTHORIZING THE EXECUTIVE DIRECTOR
TO FORWARD EXECUTED COPIES OF SAME TO THE CITY
COUNCILS OF THE CITIES OF DALLAS AND FORT WORTH.
THE STATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD :
WHEREAS , concurrently herewith the Board has adopted
a resolution approving the form of the Fourth Supplemental
Regional Airport Concurrent Bond Ordinance, recommending same
to, and requesting its passage by, the City Councils of the
Cities of Dallas and Fort Worth; and
WHEREAS , said ordinance provides therein that the
Dallas-Fort Worth Regional Airport Joint Revenue Bonds , Series
1971 A. in the aggregate principal amount of $100,000 ,000 (the
"Series 1571 A Bonds") are to be sold to the purchasers therein
named at the price therein stated in accordance with the terms
of a Contract of Purchase dated August 23 , 1971; and
WHEREAS , it is the desire of the Board to approve
the form of such Contract of Purchase and authorize its
execution by the proper officers of the Board; and
NOW, THEREFORE , BE IT RESOLVED BY THE BOARD OF DI-
RECTORS OF THE DALLAS-FORT WORTH REGIONAL AIRPORT:
That the Contract of Purchase, dated August 23 ,
1971, providing for the terms of sale of the Series 1971 A Bonds
by the Cities of Dallas and Fort Worth to the purchasers therein
named is hereby in all respects approved by the Board in the form
and substance attached hereto and made a part hereof as Exhibit A,
and the Chairman of the Board is hereby authorized to execute such
Contract of Purchase , and the corporate seal of Board shall be
impressed thereon and attested by the Secretary of said Board.
That upon execution in the manner herein prescribed by the
officers of this Board the Executive Director is hereby directed
to forward copies of said executed Contract of Purchase to the
City Councils of the Cities of Dallas and Fort Worth for further
handling by such bodies.
------------------------------------------
CERTIFICATE FOR RESOLUTION 71-132
THE S TATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD :
We, the undersigned officers of said Board, hereby
certify as follows :
1. The Board of Directors of the Dallas-Fort Worth
Regional Airport convened in
SPECIAL MEETING ON THE 23RD DAY OF AUGUST, 1971 ,
at the E1 Patio East Building in Arlington, Texas , and the
roll was called of the duly constituted officers and members
of said Board, to-wit :
J. Erik Jonsson, Chairman Morris G. Spencer
J. Lee Johnson, III, Vice Chairman R. M. Stovall
Frank A. Hoke Carl J. Thomsen
Thomas L. Martin, Jr. George M. Underwood, Jr.
J. C . Pace , Jr. Bayard Friedman, Secretary
Elgin B. Robertson
and all of id persons were. presemt, except., tl fo�lowing
absentees : ` ( 1 � o��� ,
thus constituting a quorum. Whereupon among other business ,
a written Resolution Approving the form of the Official Statement
dated August 23 , 1971; Authorizing its execution by the Chairman
and the Executive Director; Authorizing its use in the Public
Sale of Dallas-Fort Worth Regional Airport Joint Revenue Bonds ,
Series 1971 A, in the aggregate principal amount of $100,000 ,000
in accordance with the Contract of Purchase Concurrently
authorized; Authorizing the Executive Director to Deliver
Executed Copies of same to the Purchasers of the Bonds named in
said Contract of Purchase was duly introduced for the considera-
tion of said Board of Directors. It was then duly moved and
seconded that said Resolution be adopted; and said motion,
carrying with it the adoption of said Resolution, prevailed and
carried by the following vote :
AYES : All members of the Board shown present above
voted "Aye. "
NOES : None.
2. That a true, full and correct copy of the aforesaid
Resolution adopted at the Meeting described in the above and
foregoing paragraph is attached to and follows this Certificate;
that said Resolution has been duly recorded in the minutes of
said Meeting; that the above and foregoing paragraph is a true,
full and correct excerpt from the minutes of said Meeting
pertaining to the adoption of said Resolution; that the persons
named in the above and foregoing paragraph are the duly chosen,
qualified and acting officers and members of said Board of
Directors as indicated therein; that each of the officers and
members of said Board of Directors was duly and sufficiently
notified officially and personally in advance, of the time,
place and purpose of the aforesaid Meeting, and that said
Resolution would be introduced and considered for adoption at
said Meeting, and each of said officers and members consented,
in advance, to the holding of said Meeting for such purpose;
and that said Meeting was open to the public as required by
law; and that public notice of the time, place, and purpose of
said meeting was given as required by Vernon' s Ann. Civ. St.
Article 6252-17, as amended.
3. That the Chairman and the Secretary of said Board
hereby declare that their signing of this Certificate shall
constitute the signing of the attached and following copy of
said Resolution for all purposes .
SIGNED AND SEALED the 23rd day of August, 1971.
o
Secretary 7 Chairman
(SEAL)
RESOLUTION 71-132
APPROVING THE FORM OF THE OFFICIAL
STATEMENT DATED AUGUST 23 , 1971,
AUTHORIZING ITS EXECUTION BY THE
CHAIRMAN AND THE EXECUTIVE DIRECTOR:
AUTHORIZING ITS USE IN THE PUBLIC
SALE OF DALLAS-FORT WORTH REGIDNAL
AIRPORT JOINT REVENUE BONDS, SERIES
1971 Al IN THE AGGREGATE PRINCIPAL
AMOUNT OF $100,000,000 IN ACCORDANCE
WITH THE CONTRACT OF PURCHASE CONCUR-
RENTLY AUTHORIZED; AUTHORIZING THE
EXECUTIVE DIRECTOR TO DELIVER EXECUTED
COPIES OF SAME TO THE PURCHASERS OF
THE BONDS NAMED IN SAID CONTRACT OF
PURCHASE.
THE STATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD :
WHEREAS , concurrently herewith the Board has adopted
a resolution approving the form of the Fourth Supplemental
Regional Airport Concurrent Bond Ordinance, recommending same
to, and requesting its passage by, the City Councils of the
Cities of Dallas and Fort Worth; and
WHEREAS, said ordinance provides therein that the
Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series
1971 A, in the aggregate principal amount of $100 ,000,000 (the
"Series 1971 A Bonds") are to be sold to the purchasers therein
named at the price therein stated in accordance with the terms
of a Contract of Purchase dated August 23, 1971; and
WHEREAS, the Contract of Purchase requires the Board
to deliver to the purchasers of the Series 1971 A Bonds executed
copies of the Official Statement substantially in the form dated
August 23, 1971, for use in the public offering of said Bonds ;
and
WHEREAS, it is the desire of the Board to approve the
form of the Official Statement and authorize its execution by
the proper officers of the Board.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
DIRECTORS OF THE DALLAS-FORT WORTH REGIONAL AIRPORT:
1. That the Official Statement substantially in the
form attached hereto as Exhibit A and made a part hereof is
hereby in all respects approved by the Board, and the Chairman
of the Board and the Executive Director are hereby authorized
to execute same.
2. That upon execution in the manner herein prescribed
the Executive Director is hereby directed to deliver three
executed copies of said Official Statement to the purchasers of
the Series 1971 A Bonds named in the Contract of Purchase.
3. That the Official Statement with such appropriate
variations as shall be approved by the Executive Director and
said purchasers shall be used by the said purchasers in the
public offering and sale of the Series 1971 A Bonds.
------------------------------------------
CHAS. P. YOUNG COMPANY/75 VARICK STREET/NEW YORK/212 431-5300
(B-9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-20-71
Ratings: Mgpdy's Baa
NEW ISSUE Standard & Poor's A
In the opinion of Bond Counsel, interest on the 1971 A Bonds is exempt froth present Federal income taxation under
existing statutes, regulations, rulings and court decisions(except possibly as provided by Section 103(c) of the
Internal Revenue Code of 1954,as amended,with,respect to any 1971 A Bond for any period during which
such bond is held by a person who is a substantial user of the facilites financed from the proceeds of
the 1971 A Bonds,or by a related person as defined in said Section 103(e)).
$10090009000
DALLAS-FORT WORTH REGIONAL AIRPORT
Joint Revenue Bonds, Series 1971 A
Dated:September 1, 1971 Due:November 1, 1979 to 1986, inclusive,
and November 1, 2001
Principal and semi-annual interest (May 1 and November 1; first coupon, May 1, 1972, for eight months
interest) payable at Mercantile National Bank at Dallas, Dallas, Texas, or, at the option of the
holder, at Continental National Bank of Fort Worth, Fort Worth, Texas, or at
The, Chase Manhattan Bank, N.A., New York, New York.
Coupon bonds in the denomination of$5,000.
The 1971 A Serial Bonds are not subject to redemption prior to maturity. The 1971 A Term Bonds are subject to
mandatory redemption prior to maturity in part (by lot) on any November 1 beginning November 1, 1987 in the
amounts required to be credited to the Interest and Sinking Fund as sinking fund payments, at the principal amount
thereof and accrued interest. The 1971 A Term Bonds may be redeemed as a whole on the first day of any month on or
after May 1, 1981, or in part (by lot) on any interest payment date beginning May 1, 1981, from other moneys, at the
principal amount thereof and accrued interest,together with a premium of 4% if redeemed on or prior to April 1, 1984,
3% if redeemed thereafter and on or prior to April 1, 1987, 2% if redeemed thereafter and on or prior to April 1, 1989,
1% if redeemed thereafter and on or prior to April 1, 1991, and without premium if redeemed thereafter.
The 1971 A Bonds are the fifth issue of parity bonds issued jointly by the Cities of Dallas and Fort
Worth, Texas, for the construction of the Dallas-Fort Worth Regional Airport. There are $210,000,000
principal amount of Bonds now outstanding. Such Bonds are secured by a pledge (1) prior to the
date the Airport becomes operational, of revenues derived by the Cities from the ownership and operation
of existing airports, and (2) after the date the Airport becomes operational, of Gross Revenues derived
from the ownership and operation of the Airport, including rentals, fees and charges which have been
agreed to be paid by eight airlines now serving the Cities, in each case subject to the lien of certain
outstanding airport revenue bonds of the Cities. Interest on the 1971 A Bonds to November 1, 1973, and
an addition to the Reserve Fund in an amount equal to the average annual principal, sinking fund and
interest requirements on the 1971 A Bonds, will be provided out of the proceeds of the 1971 A Bonds.
(See "Authority and Security for the Bonds").
MATURITY SCHEDULE
$15,000,000 Serial Bonds
Due November 1
Amount Year Coupon Price Amount Year Coupon Price
$1,500,000 1979 5.30% 100% $2,000,000 1983 6.00% 100%
1,500,000 1980 5.50 100 2,000,000 1984 6.15 100
1,500,000 1981 5.75 100 2,250,000 1985 6.30 100
1,750,000 1982 5.90 100 2,500,000 1986 6.40 100
$85,000,000 63/4% Term Bonds Due November 1, 2001
Price 100%
(accrued interest from September 1,1971 to be added)
The 1971 A Bonds are offered for delivery when, as and if issued, and subject to the unqualified
approval of the Attorney General of the State of Texas and McCall, Parkhurst & Horton, Bond Counsel,
Dallas, Texas. It is expected the 1971 A Bonds will be delivered on or about September 14, 1971.
i A
LOCATION MAP
DALLAS-FORT WORTH REGIONAL AIRPORT
Coppell
Grapevine
Dallas/Fort Wort
egional Airport
Garland
Euless
Haltom Hurst
City
Irving
Grand
Prairie Mesquite
Dallas
Fort Worth Arlington
N
o s
SCALE IN MILES
2
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD
ERIK JONSSON, Chairman . . . . . . . . . . . . . . . . . . Dallas
J. LEE JOHNSON, III, Vice Chairman . . . . . . . . . . . . . Fort Worth
BAYARD H. FRIEDMAN, Secretary . . . . . . . . . . . . . . Fort Worth
FRANK A. HOKE . . . . . . . . . . . . . . . . . . . . . Dallas
THOMAS L. MARTIN, JR. . . . . . . . . . . . . . . . . . . . Dallas
J. C. PACE, JR. . . . . . . . . . . . . . . . . . . . . Fort Worth
ELGIN B. ROBERTSON . . . . . . . . . . . . . . . . . . . Dallas
MORRIS G. SPENCER . . . . . . . . . . . . . . . . . . . . Dallas
R. M. STOVALL . . . . . . . . . . . . . . . . . . . . Fort Worth
CARL J. THOMSEN . . . . . . . . . . . . . . . . . . . Dallas
GEORGE M. UNDERWOOD, JR. . . . . . . . . . . . . . . . . . Dallas
DALLAS-FORT WORTH REGIONAL AIRPORT STAFF
THOMAS M SULLIVAN . . . . . . . . . . . . . . . Executive Director
JACK D. DOWNEY . . . . . . . . . . . . . . Deputy Executive Director
ERNEST E. DEAN . . . . . . . . . . . Deputy Executive Director, Engineering
ROBERT F. McKEE . . . . . . . . . . . . . . . Director of Engineering
RICHARD H. LAMAN, JR. . . . . . . . . . . . . . Director of Finance
MICHAEL J. SGANGA . . . . . . . . . . . . . . . Director of Planning
0
DALLAS-FORT WORTH REGIONAL AIRPORT CONSULTANTS
CHARLES W. CRONIN . . . . . Airport Consultant for Properties and Facilities
LEIGH FISHER ASSOCIATES, INC. . . . . . . . . . . . . Airport Consultants
TIPPETTS-ABBETT-McCARTHY-STRATTON . . . . . . . Engineers and Architects
BRODSKY, HOPF AND ADLER . . . . . . . . . . . . . . . . Architects
HELLMUTH, OBATA AND KASSABAUM . . . . . . . . . . . . . Architects
THE RALPH M. PARSONS COMPANY . . . . . . . . . . . . . . Engineers
ROBERT E. McKEE, INC. . . . . . . . . . . . . . . . . . . Engineers
SOUTHWESTERN LABORATORIES, INC. . . . . . . . . . . Testing Engineers
PEAT, MARWICK, MITCHELL & CO. . . . . . . . . . . . . . . Auditors
McCALL, PARKHURST & HORTON . . . . . . . . . . . . . Bond Counsel
HUTCHISON & PHY . Special Bond Counsel for Special Facility Financing,
Tax and Securities Affairs
DUMAS, HUGUENIN AND BOOTHMAN . . . Bond Attorneys, Special Facility Financing
•
DALLAS-FORT WORTH REGIONAL AIRPORT FINANCIAL ADVISORS
FIRST SOUTHWEST COMPANY
Mercantile Bank Building, Dallas, Texas 75201
3
(9200)—Dallas-Fcrt Worth Regional Airport H52-37 down Proof of 8-3-71
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT
OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF
THE 1971 A BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN
THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT
ANY TIME.
This Official Statement does not constitute an offer to sell Bonds in any jurisdiction to any person to
whom it is unlawful to make such offer in such jurisdiction. No dealer, salesman or any other person
has been authorized to give any information or make any representation, other than those contained
herein, in connection with the offering of these Bonds, and if given or made, such information or repre-
sentation must not be relied upon.
TABLE OF CONTENTS
PAGE
Location Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Dallas-Fort Worth Regional Airport Board, Staff, Consultants and Advisors 3
Introductory Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Dallas-Fort Worth Regional Airport Board . . . . . . . . . . . . . . . . . . . . . . . . 6
Authority and Security for the Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
First Phase of the Airport . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Debt Service Requirements . . . . . . . . . . I . . . . . . . . . . . . . . . . . . . . . . . . . 12
Feasibility Letter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Letters of Agreement with Airlines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Existing Aviation Facilities of the Cities . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
The Contract Between the Cities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
The Ordinance . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Tax Exemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
Approval of Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
Scale Model of One Passenger Terminal Half-Loop . . . . . . . . . . . . . . . . . . 38
Appendix A—Map of Dallas-Fort Worth Regional Airport—First Phase 39
Appendix B —Economic Statistics 41
Appendix C —The Regional Airport and Its Impact on the Economy . . . 45
Appendix D—Biographical Sketches of Board Members and Staff . . . . . 55
4
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•° ""''''' DALLAS' FORT WORTH REGIONAL AIRPORT BOARD
60/AVENUE H ARLINGTON,TEXAS 76011
TELEPHONE(017)261.116
OFFICIAL STATEMENT OF
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD
relating to
$10090009000
DALLAS-FORT WORTH REGIONAL AIRPORT
Joint Revenue Bonds, Series 1971 A
The purpose of this Official Statement (including the cover page) of the Dallas-Fort Worth Regional
Airport Board (the`Board") is to furnish information with respect to the $100,000,000 principal amount
of Dallas-Fort Worth Regional Airport Joint Revenue Bonds, Series 1971 A (the "1971 A Bonds") to be
issued jointly by the Cities of Dallas and Fort Worth, Texas (the "Cities"). Pursuant to a Contract and
Agreement between the Cities, dated and effective as of April 15, 1968 (the "Contract Between the
Cities"),the Cities authorized and directed the Board, acting in behalf of the Cities, to proceed with the
development of the Dallas-Fort Worth Regional Airport (the "Airport"). Pursuant to such Contract
and Agreement, the City Councils of the Cities, on November 11 and 12, 1968, adopted the 1968
Regional Airport Concurrent Bond Ordinance (the "1968 Ordinance") authorizing the issuance of
Dallas-Fort Worth Regional Airport Joint Revenue Bonds for the financing of the Airport. Under the
1968 Ordinance and three ordinances supplemental thereto, the Cities have authorized and issued
$210,000,000 bonds in four series, all of which are presently outstanding.
The 1971 A Bonds will constitute a series of Completion Bonds under the 1968 Ordinance and will
be issued under the provisions of the Fourth Supplemental Regional Airport Concurrent Bond Ordinance,
dated August 23, 1971 (the "1971 A Ordinance"). All of the foregoing bonds are herein col-
lectively referred to as the "Bonds" and the ordinances under which they were issued as the"Ordinance"
The proceeds of the 1971 A Bonds are to be applied to the first phase costs of the Airport, including
interest on the 1971 A Bonds to November 1, 1973, an addition to the Reserve Fund in an amount
equal to the average annual principal, sinking fund and interest requirements on the 1971 A Bonds,
legal and financing costs, other development expenses and contingency allowance.
The Board presently estimates that the total cost of the first phase of the Airport will amount to
$511;580,300 of which $438,000,000 ($128,000,000 following the issuance of the 1971 A Bonds) is
expected to be derived from the issuance of Joint Revenue Bonds, $40,000,000 from Federal grants (of
which $26,825,000 has been received or committed and the balance is subject to obtaining funds under
the terms of the Airport and Airway Development Act of 1970), $32,633,300 from estimated invest-
ment income and $947,000 which has been contributed in cash by the Cities. This estimate does not
include the cost of approximately 16,958 acres of land for the Airport, to be owned by the Cities in fee,
which is being acquired at the expense of the Cities out of other funds, including proceeds from tax-
supported bonds and warrants (16,569 acres had been acquired at August 2, 1971, at a cost of
$52,953,691), the costs of certain advance planning, engineering and other incidental expenses previously
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(B-9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-20-71
paid by the Cities in the amount of $1,594,923, or the cost of Special Facilities at the Airport (see "First
Phase of the Airport—Special Facilities").
The Board presently contemplates that in order to meet its construction schedule it will be necessary
to issue additional Completion Bonds in the approximate amount of $100,000,000 during the next
12 months.
The Board estimates that the first phase of the Airport as shown on the map appearing as Appendix
A to this Official Statement will be completed and the Airport will be operational in 1973.
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD
The Board was established on September 27, 1965 under Article 46d, Texas Revised Civil Statutes,
as amended, and was given permanent status by the City Councils of Dallas and Fort Worth. In the
Contract Between the Cities, the Cities elected to proceed to construct the Dallas-Fort Worth Regional
Airport as a joint venture.
By the terms of the Contract Between the Cities, a Joint Airport Fund of the Cities was created and
provision was made for the construction and operation of the Airport. The Airport will be owned and
operated by or on behalf of and under the control of the Cities. The Board was authorized to plan,
acquire, establish, develop, construct, operate, regulate and police the Airport and was charged with the
responsibility of exercising in behalf of the Cities the powers of each with respect thereto.
The Board consists of eleven members, seven from the City of Dallas and four from the City of Fort
Worth, appointed by the respective City Councils of the Cities. Initial appointments to the Board were
for terms of two years for six members and for terms of four years for five members; successive
appointments are for terms of four years. Members of the Board serve without compensation. See
Appendix C for biographical sketches of the members of the Board and Airport staff.
AUTHORITY AND SECURITY FOR THE BONDS
Article 46d provides generally that joint airport boards created thereunder may exercise certain of the
powers of the creating parties in the conduct of airport affairs, except as limited by the parties in the agree-
ment creating such boards, and further prescribes certain of the features to be found in the Contract
Between the Cities. The Bonds are issued under the provisions of Article 717k-2, Article 1269]-5,
Article 1269]-5.1, Article 1269]-5.2, Article 46d, and other applicable provisions of Texas Revised Civil
Statutes, as amended, and under the provisions of the Ordinance.
Security Prior to Completion of the First Phase of the Airport (Transitional Pledge)
The Cities of Dallas and Fort Worth covenant in the Ordinance that for so long as the Airport shall
not be operational:
(1) On the 15th day of the month prior to each interest payment date upon which funds shall
not be otherwise available in the Interest and Sinking Fund for the payment of interest becoming
due and any principal maturing on such date, the City of Dallas shall transfer and deposit directly
into the Interest and Sinking Fund an amount equal to 7/11ths of the deficiency in said Fund, such
moneys to be derived from the net revenues (remaining after payment of any applicable debt service
on Senior Lien Bonds) from the ownership and operation of Love Field and Redbird or from any
other lawfully available source; and the City of Fort Worth shall transfer and deposit into the
Interest and Sinking Fund an amount equal to 4/11ths of the deficiency in said Fund, such moneys
to be derived from the gross revenues (remaining after payment of any applicable debt service on
Senior Lien Bonds) from the ownership and operation of Greater Southwest International Airport
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("GSIA") and Meacham Field or from any other lawfully available source. "Senior Lien Bonds"
are the outstanding City of Dallas Airport Revenue Bonds, Series 364, 401 and 409, and City of
Fort Worth Airport Revenue Bonds, Series 1960, 1960-A and 1961.
(2) The Cities, to the extent expressed above, have established a lien and pledge on the
respective airport revenues and agree to increase, impose, collect and receive tolls, rates, revenues
and charges from and at Love Field,GSIA, Redbird and Meacham Field sufficient for such purposes.
Such covenant shall not require adjustment or revision in agreements which by their terms are not
subject to adjustment or revision.
(3) The Cities from lawfully available funds agree to maintain the respective existing airports
as operating airports or as airports susceptible of operation until such time as the Airport shall
become operational.
The transitional pledge shall be several with respect to each City, and not joint, and no claim,
demand, action, proceeding, suit or judgment shall ever be asserted, made, pursued or entered against
either of the Cities for the default in that covenant or obligation by the other City, the full scope and
extent of such covenant and pledge being limited as to each individual City to its obligation to deliver and
deposit into the Interest and Sinking Fund its proportionate amount required to be deposited therein.
Until the Airport shall become operational, Dallas and Fort Worth shall have the right to issue
additional Senior Lien Bonds by the terms of which Dallas's and Fort Worth's share of Gross Revenues
may be pledged to the payment thereof senior in right to the Bonds, but such Senior Lien Bonds shall
be issued for the sole and exclusive purpose of obtaining funds for acquiring or constructing such im-
provements, extensions and additions to Love Field and GSIA as may be necessary, prudent and essen-
tial for the continued, safe, efficient and effective operation of Love Field and GSIA as major commercial,
passenger-oriented airport facilities for the period prior to which the Airport shall become operational.
Interest on the Bonds has been and will be capitalized to November 1, 1973 out of the proceeds of
the respective series of Bonds and a Reserve Fund equal to the average annual principal, sinking fund
and interest requirements on the Bonds has been and will be established out of the proceeds of the Bonds.
Security After Completion of the First Phase of the Airport
The Bonds will be payable from and secured by an irrevocable first lien on and pledge of "Pledged
Revenues". "Pledged Revenues", as defined in the Ordinance, are Gross Revenues derived from the
ownership and operation of the Airport (excluding from Gross Revenues certain rentals from Special
Facilities at the Airport hereinafter described) less any amounts required to be paid on account of the
Senior Lien Bonds. (See "Existing Aviation Facilities of the Cities"). After the Airport shall become
operational, no additional Senior Lien Bonds shall be issued by Dallas or Fort Worth. Ground Rental
payments for Special Facilities and, after Special Facility Bonds have been retired, revenues derived by
the Board from the leasing, operation or use of such Special Facilities shall be a part of Gross Revenues.
Pursuant to letters of agreement, dated February 9, 1970 (see "Letters of Agreement with Airlines"),
executed between the Board and eight Airlines now serving the Dallas-Fort Worth Metropolitan Area
(American 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.), each of the eight Airlines has agreed to move its Certificated Air Carrier Service to the Airport.
The Board and each Airline acknowledge that the Board is obligated by the terms of the Ordinance to
fix and place into effect, directly or through leases, contracts, and/or agreements with all users of the
Airport, a schedule of rentals, fees and charges for the use, operation and occupancy of the Airport and
the services appertaining thereto, which will produce in each fiscal year total gross revenues from the
Airport in an amount at least sufficient to pay in each fiscal year the Operation and Maintenance Expenses
thereof, plus 1.25 times the amount required that year to be deposited into the Interest and Sinking Fund,
and plus an amount equal to any other obligations required to be paid from the revenues of the Airport.
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Each Airline agrees in its Letter of Agreement to pay annually rentals, fees and charges for its use,
operations and occupancy of the Airport and the services appertaining thereto in an amount which, to-
gether with rentals, fees and charges paid by other Airlines and others using the Airport, will be sufficient
to produce total gross revenues required to satisfy the Board's obligation. By a letter dated August 2, 1971,
construction of the fifth terminal half-loop originally planned as part of the first phase of the Airport has
been deferred. (See "First Phase of the Airport").
The Cities have covenanted in the Ordinance to levy a maintenance tax, authorized to be pledged
to the operation and maintenance of the Airport, the amount of such tax being at all times limited as to
each of the Cities, respectively, to the lesser of (1) 5¢ per $100 of assessed valuation of taxable property
in the City, or (2) the amount required to produce the money from that source specified as to such City
in the Ordinance (the "Maintenance Tax"). The Cities have agreed that the Maintenance Tax shall not
be pledged on a permanent basis for other City purposes; however, if the total amount of such tax
applicable to either City (or both) shall not be required in any year for the operation and maintenance
of the Airport, then the amount of such tax not thus required may be utilized for other lawful City
purposes on a year-by-year basis. The respective obligations of the Cities to levy and collect the Main-
tenance Tax shall be on the proportionate basis of 7/11ths by the City of Dallas and 4/11ths by the
City of Fort Worth. Additionally, the obligation of the City of Fort Worth to levy and collect the Main-
tenance Tax is junior and subordinate to a prior pledge of the Maintenance Tax for the benefit of the
holders of its share of the Senior Lien Bonds, to the extent heretofore pledged to the operation and
maintenance of that City's Airport System, which includes GSIA and Meacham Field, so long as its
share of any Senior Lien Bonds remain outstanding containing any such pledge.
The Cities agree in the Ordinance to every extent they may lawfully do so, to proceed without delay
to complete the Airport and to make it revenue producing at the earliest practicable date by issuing
Completion Bonds.
The Cities have further covenanted in the Ordinance:
(1) to provide for the orderly, efficient and effective phase-out at the four airports of any
and all Certificated Air Carrier Services, and to transfer such activities to the Airport effective upon
the beginning of operations at the Airport;
(2) that they will through every legal and reasonable means promote the optimum develop-
ment of the lands and facilities comprising the Airport at the earliest practicable date;
(3) that the Board shall fix, place into effect, and from time to time revise, directly or
through leases, contracts and agreements with users of the Airport, schedules of rentals, rates, fees
and charges for the use, operation and occupancy of the Airport and the services appertaining
thereto, which will produce the necessary Pledged Revenues; and
(4) that to the full extent they lawfully may, no free use of the land, public roads and ways
comprising a part of the Airport shall be allowed or permitted.
FIRST PHASE OF THE AIRPORT
The first phase of the Airport has been planned and is being developed to provide facilities to accom-
modate the Airlines' stated requirements and at the same time to provide an efficient and expandable
airport. The initial phases of all essential elements of the Airport are planned to be implemented in their
designated long-term locations so that their future expansion will be orderly and unrestricted.
The first phase of the Airport (see Appendix A), with two parallel 11,400 foot north/south principal
runways augumented by the 9,000 foot east cross wind runway, is planned to accommodate 117 peak
hour aircraft flight operations under instrument flight conditions and 153 peak hour aircraft flight opera-
tions under visual flight conditions. Four passenger terminal half-loops will be constructed initially to
provide sufficient aircraft gates to handle a total of 17,837,000 airline passengers in 1975.
8
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The following table shows the application of the proceeds of the prior issues of Bonds and the
estimated application of the proceeds of the 1971 A Bonds and of additional Completion Bonds nec-
essary together with other funds to complete the first phase of the Airport.
Estimated
Additional
Protect Cost mor Issues 1971 A Completion
of Bonds Bonds Bonds(1) Total
Contract Cost . .. . . .. . . . . .. .. . $125,000,000 $ 97,000,000 $118,000,000 $340,000,000(2)
Engineers, Architects, Studies . . . 22,300,000 8,512,000 11,870,000 42,682,000
Development Expense . .. . . . . .. 1,950,000 1,400,000 3,896,000 7,246,000
Reserve Fund . . . .. . . . . . . . . . . . 18,540,800 8,564,600 11,041,100 38,146,500
Interest During Construction . . . . 45,829,700 14,373,200 12,600,900 72,803,800
Bond Sale Expense . . . . . . . .. .. 6,020,100 2,461,000 2,220,900 10,702,000
$219,640,600 $132,310,800 $159,628,900 $511,580,300
Flow of Funds
Opening Available Funds . . $ 947,000(3)$ 17,726,400 $ 16,745,600 $ 947,000(3)
SOURCE OF FUNDS:
Bonds . . . . . . . . . . . . . . . . . . 210,000,000 100,000,000 128,000,000 438,000,000
Federal Grants(4) . . . . . . . . . 14,500,000 21,000,000 4,500,000 40,000,000
Interest Income(5) . . . .. . . . 11,920,000 10,330,000 10,383,300 32,633,300
236,420,000 131,330,000 142,883,300 510,633,300
TOTAL FUNDS AVAILABLE . . . . . . 237,367,000 149,056,400 159,628,900 511,580,300
LESS PROJECT COST . . . . . . . . . . 219,640,600 132,310,800 159,628,900 511,580,300
CLOSING AVAILABLE FUNDS . . . . . $ 17,726,400 $ 16,745,600 $ — $ —
(1) Interest assumed at 6-Y4%; no allowance for bond discount.
(2) Includes Theme Building and/or Symbol at a cost not to exceed $3,000,000.
(3) Cash contributions by the Cities; does not include $1,594,923 paid by the Cities for certain advance planning,
engineering and other incidental expenses.
(4) $26,825,000 received or committed; the balance is subject to obtaining funds under the terms of the Airport and
Airway Development Act of 1970.
(5) Computed at 6.07% to May 15, 1970; 7.117% to May 15, 1972; 6S6% thereafter.
The Ordinance provides that if the issuance of any Completion Bonds would cause the aggregate
amount of outstanding Bonds to exceed $425,000,000, a written opinion of an airport consultant must be
obtained that such Completion Bonds are needed in order to fulfill the over-all Airport plan; subsequent
to the date the Airport becomes (a) operational and (b) revenue producing, no additional Completion
Bonds shall be issued except upon receipt of a certificate of the nature and substance described in para-
graph B under "The Ordinance—Additional Parity Bonds".
Construction Progress
Of the total estimated contract cost of $34.0,000,000, construction and procurement contracts
totalling $223,190,100 had been awarded as of August 3, 1971, of which $46,975,000 had been ex-
pended. By the end of 1971,the Board is scheduled to award additional contracts totalling approximately
$95,000,000.
All phases of construction work are on or ahead of schedule.
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Land
The land within the proposed boundaries of the Airport to be owned by the Cities in fee comprises
approximately 16,958 acres to be financed as described below. The quantity of land to be acquired may
be reduced if the Board shall determine that a lesser quantity will permit the orderly planning, develop-
ment and construction of an efficient, operating, self-sustaining regional airport of a size and scope
sufficient to produce the revenues necessary to operate and maintain the facilities and to pay the principal
and interest on all joint revenue bonds. At August 2, 1971, the Cities had acquired 16,569 acres in
locations appropriate for the first phase of the Airport at a cost of $52,953,691, or an average cost per
acre of $3,196. Acquisition of such remaining acreage is proceeding through voluntary acquisitions
from private owners where possible and otherwise through the Cities' exercise of the power of eminent
domain. The Cities have agreed to acquire the land for the Airport at their expense out of other funds,
including proceeds from tax-supported bonds and warrants. Final acreage and costs cannot be determined
until the completion of negotiations in the case of voluntary sales and determination of condemnation
awards in condemnation cases. Land costs are not included in the table above.
Special Facilities
Under the Ordinance, the Cities reserve the right to issue Special Facility Bonds for the purpose of
financing the cost of"Special Facilities", such as hangars, aircraft overhaul, maintenance and repair shops,
storage facilities, garages and other buildings, structures, equipment and appurtenances being a part of or
related to the Airport. Each issue of Special Facility Bonds will be payable solely from the rentals
received from a Net Rent Lease for the respective Special Facility and such rentals do not constitute
security for the Bonds so long as the respective Special Facility Bonds are outstanding. Ground Rental
payments for Special Facilities and, after Special Facility Bonds have been retired, revenues derived by
the Board from the leasing, operation or use of such Special Facilities shall be a part of Gross Revenues.
The Board has entered into an agreement with American Airlines, Inc., Braniff Airways, Incorpo-
rated, Delta Air Lines, Inc. and Eastern Air Lines Incorporated for the construction of the Airport's fuel-
ing system as a Special Facility to be financed with Special Facility Bonds in an estimated principal amount
of $18,000,000. Additionally, the Board and the United States Postal Service are negotiating for the
construction of an air mail facility as a Special Facility to be financed with Special Facility Bonds for
an estimated contract cost of $9,055,000. If the fueling system and air mail facility are not constructed
as Special Facilities, it is intended that they will be included in the first phase of the Airport as additional
items to be financed with Completion Bonds.
The Board has entered into an interim agreement with Delta Air Lines, Inc., relative to the design,
financing and construction of aircraft maintenance and air cargo facilities to be financed by the issuance
of Special Facility Bonds. Other Special Facilities presently under consideration include additional
maintenance bases and air cargo terminals.
11
(B-9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-20-71
DEBT SERVICE REQUIREMENTS
1971 A BONDS
Year Yar Mandatory
Sinking
Rndlre� Fuud Total
9-SO Prior Issues Principal Payments Interest Total Requirements
is
1972(l). .
1973(l). . — — — — —1974M. - $ 7,004,625 — -- $ 3,316,875 $ 3,316,875 $ 10,321,500
1975. . . . 14,009,250 — — 6,633,750 6,633,750 20,643,000
1976. . . . 14,009,250 — — 6,633,750 6,633,750 20,643,000
1977. . . . 14,009,250 — 6,633,750 6,633,750 20,643,000
1978. ..'. 14,009,250 — — 6,633,750 6,633,750 20,643,000
1979. . . . 15,819,250 — — 6,633,750 6,633,750 22,453,000
1980. . . . 17,276,250 $ 1,500,000 — 6,594,000 8,094,000 25,370,250
1981. . . . 17,916,688 1,500,000 — 6,513,000 8,013,000 25,929,688
1982. . . . 18,508,625 1,500,000 — 6,428,625 7,928,625 26,437,250
1983. . . . 19,049,625 1,750,000 — 6,333,875 8,083,875 27,133,500
1984. . . . 19,055,000 2,000,000 — 6,222,250 8,222,250 27,277,250
1985. . . . 19,281,625 2,000,000 — 6,100,750 8,100,750 27,382,375
1986. . . . 19,712,563 2,250,000 — 5,968,375 8,218,375 27,930,938
1987. . . . 19,846,750 2,500,000 — 5,817,500 8,317,500 28,164,250
1988. . . . 19,927,813 — $ 2,500,000 5,653,125 8,153,125 28,080,938
1989. . . . 19,4757938 — 2,750,000 5,475,938 8,225,938 27,701,876
1990. . . . 19,024,063 — 3,000,000 5,281,875 8,281,875 27,305,938
1991. . . . 18,572,188 — 3,500,000 5,062,500 8,562,500 27,134,688
1992. . . . 19,803,750 — 3,500,000 4,826,250 8,326,250 28,130,000
1993. . . . 19,701,875 — 3,750,000 4,581,563 8,331,563 28,033,438
1994. . . . 19,324,688 — 4,000,000 4,320,000 8,320,000 27,644,688
1995. . . . 18,930,625 — 4,250,000 4,041,563 8,291,563 27,222,188
1996. . . . 19,961,563 — 4,250,000 3,754,688 8,004,688 27,966,250
1997. . . . 19,417,500 — 4,750,000 3,450,938 8,200,938 27,618,438
1998. . . . 19,098,125 — 5,250,000 3,113,438 8,363,438 27,461,563
1999. . . . 19,093,750 — 5,500,000 2,750,625 8,250,625 27,344,375
2000. . . . 19,644,688 — 5,750,000 2,370,938 8,120,938 27,765,626
2001. . . . 19,382,813 — 6,250,000 1,965,938 8,215,938 27,598,751
2002. . . . — — 26,000,000 877,500 26,877,500 26,877,500
Total. . . . $500,867,380 $15,000,000 $85,000,000 $143,990,879 $243,990,879 $744,858,259
Average Annual Principal, Interest and Sinking Fund Requirements, 1971 A Bonds... . . . $8,564,553
(1? 'interest capitalized from Bond proceeds to and including November 1, 1973.
12
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-29-7t
FEASIBILITY LETTER
The firm of Leigh Fisher Associates, Inc., San Francisco, California, has been retained by the
Board as Airport Consultants.
REGIONAL OFFICE
P, O. BOX 300
WELLINGTON.
NEW ZEALAND
LEIGH FISHER ASSOCIATES, INC. PHONE 46.744
airport consultants
P. O. BOX 8007 • SAN FRANCISCO INTERNATIONAL AIRPORT
SAN FRANCISCO. CALIFORNIA 94128 • TELEPHONE 697.8420
August 2, 1971
Dallas-Fort Worth
Regional Airport Board
604 Avenue H East
Arlington, Texas 76011
Gentlemen:
In accordance with your request, we are pleased to submit a feasibility letter updating our feasibility
letter previously submitted on January 28, 1971. This report summarizes the results of our current
studies of the operation for the proposed Dallas-Fort Worth Regional Airport now under construction,
taking into consideration the fact that four passenger terminal half loops will be constructed initially
and that the fifth passenger terminal half loop (previously provided for in our feasibility report sub-
mitted on January 28, 1971 ) has been deferred at the request of the airlines to a later date.
Forecasts of enplaned passengers and of originating passengers for 1975 and 1980 have been
established jointly by the airlines and the Dallas-Fort Worth Regional Airport Board. The forecast of
enplaned passengers for 1975 is 9,463,000, and for 1980 it is 14,033,000; originating passenger totals are
expected to be 4,921,000 in 1975 and 7,718,000 in 1980.*
Project Costs and Bond Requirements
Exhibit A sets forth the project costs and bond requirements for the Dallas-Fort Worth Regional
Airport based on completion by November 1, 1973. The total contract costs, including escalation and
contingencies, are anticipated by the Dallas-Fort Worth Regional Airport Board to be some $340,000,000;
after deducting the anticipated federal aid, the figure totals some $300,000,000. The total revenue
bond requirement, including special studies, architectural and engineering fees, reserve funds, financing
expense, and net interest, is some $438 million, of which some $228 million remain to be issued after
deduction of the $210 million prior revenue bond issues. The debt service as computed by the First
Southwest Company and used herein is based on a 30-year revenue bond with a 1.25 times coverage
requirement. The interest rates are 47/8% for the 1968 issue, an average of 6.9995% for the 1970
issue, an average of 7.694% for the 1970A issue, an average of 6.608% for the 1971 issue, an estimated
average of 71/4% for the 1971A issue, and an estimated average of 63/4% for all subsequent issues.
*It should be noted that the accuracy of the estimates presented in this report necessarily depends on the accuracy
of the various source inputs on which they are based, as well as on the accuracy of these passenger volume forecasts.
Consideration has been given to recent financial reverses suffered by the airline industry due to the general economic
slowdown, increased competition among carriers, and higher operating costs.
13
(9200)—Dallas-Fort Worth Regional Airport H52--37 down Proof of 7-29-71
Letter of Agreement
Eight airlines serving the Dallas-Fort Worth Metropolitan Area have executed a "Letter of Agree-
ment" which, with attachments, provides that each airline agrees to pay rentals, fees and charges for
its use, operation and occupancy of the Airport premises and facilities and the services appertaining
thereto in an amount which, together with rentals, fees, and charges paid by other airlines and others
using the Airport premises and facilities, will produce in each Fiscal Year total gross revenues from the
Airport in an amount at least sufficient to pay in each Fiscal Year the Operation and Maintenance
Expenses thereof, plus 1.25 times the amount required that year to be deposited into the interest and
sinking fund, and plus an amount equal to any other obligations required to be paid from the revenues
of the Airport.
Airline Revenues
The formula fixing the airline rates and charges to be initially established will be set forth in an
airline-airport use agreement and is summarized below.
Unit rental revenues are required to be equal to the total of: 1.00 times debt service associated
with the basic costs of the terminal buildings, aircraft gate positions, and aircraft apron; structural opera-
tion and maintenance expenses; and a share of Airport Services.* (Airport Services are calculated at
1.25 times debt service plus its associated operation and maintenance expense.) The unit rentals are
then reduced by 100% of the "inside" concessions revenues (food, beverage, newsstand and tobacco
shop, gift shop, coin lockers, insurance, etc.).
Heating, ventilating, and air conditioning revenues from the airlines and other users are required
to be equal to the total of 1.10 times debt service associated with the basic cost of the structures and
systems, plus its associated operation and maintenance expenses and a share of Airport Services as in
the unit rental calculation.
Potable water system revenues from the airlines and other users are required to be equal to the
total of 1.25 times debt service associated with the basic cost of the system, plus its associated operation
and maintenance expense and a share of Airport Services as in the unit rental calculation.
Terminal transit system revenues are based on $0.25 fare for all riders using the system. The fore-
casts of terminal transit system passengers were prepared for the Airport Board as part of the Airport
Transportation System simulation data dated February 21, 1971.
Airline landing fees are initially established as the total of 1.10 times debt service associated with
the basic cost of the runway and taxiway complex, plus its associated operation and maintenance expense
and a share of Airport Services as in the unit rental calculation. The landing fee is adjusted to equal
in each Fiscal Year that amount which, when added to all other Airport revenues, will equal the sum of
Airport operation and maintenance expense and 1.25 times the amount required that year to be deposited
into the interest and sinking fund, and plus an amount equal to any other obligations required to he
paid from the revenues of the Airport.
"Airport Services include the cost of providing the following:
Systems Communications
Nonrevenue Producing Areas Future Land Acquisition
Administrative & General Expenses Perimeter Fencing
Police, Fire, and Traffic Clearing, Grading & Drainage
Roadways Sewage Treatment
Utilities (except Water)
14
(9200)—Dallas-Fort Worth Regional Airport H52--37 down Proof of 7-29-71
Concession Revenues
Concessions are a major source of revenues for most airports. Factors taken into consideration in
estimating potential revenues are:
1. Increased air passenger traffic, which results in increased revenues.
2. Demonstrated concession revenue yield per enplaned and/or originating passenger at air-
ports of the size and general character of the proposed Dallas-Fort Worth Regional Airport.
Concession revenues are divided into two major groups, "inside" and `outside" concessions. Revenues
from "inside" concessions, including food and beverage, gift shop, coin lockers, and similar concessions,
are estimated by LFA to be some $2,600,000 in 1975 and some $2,800,000 in 1980.
Contracts have been awarded by the Dallas-Fort Worth Regional Airport Board to: (1) Dobbs
Houses, Inc., for the food and beverage concession, with an annual minimum of $2,000,000 for a period
of 15 years commencing with the opening of the Airport; and (2) Skillern & Sons, Inc. for the newsstand
and tobacco concession with an annual minimum of $200,000 for a period of 15 years, commencing
with the opening of the Airport.
The major "outside" concessions are rent-a-car and other ground transportation services and toll
booth and parking lot. Rent-a-car revenues are expected to decline from $0.30 per originating passenger
in 1975 to $0.25 in 1980. Nevertheless, when the estimated revenues from other ground transportation
provided by the Dallas-Fort Worth Regional Airport Board are included, the total revenues from
rent-a-car and other ground transportation services are expected to increase from some $1,500,000 in
1975 to some $1,954,000 in 1980.
The parking revenue estimate is an LFA calculation based on the Richard C. Rich &Associates, Inc.
and Meyer Brothers Parking Consultants, Inc. report of May 17, 1968, "Parking Analysis for Dallas-
Fort Worth International Airport," prepared for the Airport Board. Parking revenues (including
revenues from the valet service and employee parking lots), combined with toll booth revenues as
estimated by the Dallas-Fort Worth Regional Airport Board, are anticipated to be some $9,124,000 in
1975 and some $14,520,000 in 1980.
Other Revenues
Net leased ground rental is calculated as an amount to reimburse the per-acre Airport Services
cost, based on the number of acres expected to be in service as provided by the Dallas-Fort Worth
Regional Airport Board, plus 1.25 times the annual debt service associated with the development of the
net leased ground rental area. Net leased ground rental revenues as projected by the Dallas-Fort Worth
Regional Airport Board are $4,748,000 in 1975 and $10,097,000 in 1980. Ancillary net revenues in-
clude flight fees from nonscheduled airlines, interest income, additional net leased ground rental, and
income from an Airport hotel. Total ancillary net revenues, as estimated by the Airport Board, are
$3,207,000 in 1975 and $3,677,000 in 1980.
Expenses
The operation and maintenance expense (O&M) factors for heating, ventilation and air conditioning,
and for parking lots (nonairline terminal complex) as provided by Tippetts-Abbett-McCarthy-Stratton
are estimated to be $630,000 and $694,000, respectively, in 1975. The maintenance, personnel, and
electrical power expenses for the terminal transit system are included in the Air Transportation System
contract at a maximum of $2,518,000 in 1975 and are estimated to be $3,777,000 in 1980. All other
O&M expense factors were computed by LFA on the basis of Dallas-Fort Worth Regional Airport
requirements and experience at other U. S. airports. The Airport Services expense factor primarily
represents salaries and wages for maintenance, crash rescue, and administration. Salaries and wages are
based on a Manning Table prepared by the Airport Board. All expenses for 1980 have been escalated 5%
15
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-29-71
per year from 1975, except for the automated terminal transit O&M expense which has been escalated
10% per year from 1975.
Net Airport Income
Based upon the detailed estimates, net income available for debt service (as indicated in Exhibit B)
is estimated to be some $37,218,000 in 1975 and some $45,526,000 in 1980. Airline rentals and fees
will be adjusted to produce the stated coverage requirements under the formula and the landing fee
will be adjusted to equal in each Fiscal Year that amount which, when added to all other Airport
revenues, will equal the sum of Airport operation and maintenance expense and 1.25 times the debt
service on all joint revenue bonds issued by the Cities of Dallas and Fort Worth and plus an amount
equal to any other obligations required to be paid from the revenues of the Airport..In essence, there-
fore, the airline-airport Letter of Agreement provides assurance that adequate revenues will be made
available to amortize the proposed revenue bonds; the revenues set forth herein are necessarily dependent
upon the Airport becoming operational.
Respectfully submitted,
LEIGH FISHER ASSOCIATES, INC.
16
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-3-71
EXHIBIT A
To Letter of Leigh Fisher
Associates, Inc.
PROJECT COSTS AND BOND REQUIREMENTS(a)
DALLAS-FORT WORTH REGIONAL AIRPORT
CONTRACT COSTS(b)
Airline Terminal Complex . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 85,603,600
Nonairline Terminal Complex . . . . . . . . . . . . . . . . . . . . . . . . 18,265,800
Heating, Ventilating, and Airconditioning Complex . . . . . . . . 13,771,700
Aircraft Landing Complex . . . . . . . . . . . . . . . . . . . . . . . . . . . 57,732,500
Terminal Transit System . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33,664,800
Airport Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 123,534,400
Net Leased Ground Rental . . . . . . . . . . . . . . . . . . . . . . . . . . . 513,200
Potable Water System . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,914,000 $340,000,000
LESS ANTICIPATED FEDERAL GRANTS . . . . . . . . . . . . . . . . . . . 40,000,000
$300,000,000
Financing, A&E, Net Interest and Funds Requirement . . . . . 138,000,000
Total Revenue Bond Issues . . . . . . . . . . . . . . . . . . . . . . . . . . $438,000,000(c)
1975 Debt Service (based on 1.25 times coverage) . . . . . . . . $ 37,218,000(d)
1980 Debt Service (based on 1.25 times coverage) . . . . . . . . $ 45,526,000(d)
(a) See text for basic assumptions.
(b) Including escalation and contingencies allowance.
(c) Source: Dallas-Fort Worth Regional Airport Board.
(d) Source: First Southwest Company, as Financial Advisors.
17
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
EXHIBIT B
To Letter of Leigh Fisher
Associates, Inc.
PRO FORMA STATEMENT OF INCOME AND EXPENSE(a)
1975 and 1980
DALLAS-FORT WORTH REGIONAL AIRPORT
1975 1980
INCOME
Unit rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,312,000 $ 7,896,000
Heating, ventilating, and airconditioning . . . . . . . . . . . . . . . . . . 1,966,000 2,436,000
Potable water system . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 803,000 981,000
Transit system . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,603,000 5,098,000
Landing fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,552,000 8,367,000
Inside concessions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,600,000 2,800,000
Outside concessions (rent-a-car and others) . . . . . . . . . . . . . . . . 1,500,000 1,954,000
Toll booth and parking . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,124,000 14,520,000
Net leased ground rental . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,748,000 10,097,000
Ancillary net revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,207,000 3,677,000
TOTAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $46,415,000 $57,826,000
EXPENSES
Heating, ventilating, and airconditioning . . . . . . . . . . . . . . . . . . $ 630,000 $ 804,000
Transit system . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,518,000 3,777,000
Airline terminal complex . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 160,000 204,000
Nonairline terminal complex . . . . . . . . . . . . . . . . . . . . . . . . . . . 694,000 884,000
Landing area . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 900,000 1,149,000
Potable water system . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35,000 45,000
Airport services . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . 4,260,000 5,437,000
TOTAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 9,197,000 $12,300,000
NET INCOME AVAILABLE FOR DEBT SERVICE . . . . . . . . . . . . . . . . . . . $37,218,000 $45,526,000
(a) See text for basic assumptions.
(End of Letter of Leigh Fisher Associates, Inc.)
18
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
LETTERS OF AGREEMENT WITH AIRLINES
Eight Airlines serving the Dallas-Fort Worth Metropolitan Area and the Board have executed
Letters of Agreement, dated February 9, 1970, under which the signatory Airlines agree to move their
Certificated Air Carrier Services serving the Dallas-Fart Worth area to the Airport when it becomes opera-
tional. The Letters of Agreement acknowledge the Board's obligation under the Ordinance to fix rentals,
fees and charges which will provide the necessary revenues sufficient to pay the expenses of operation
and maintenance of the Airport plus 1.25 times the amount required to be deposited into the Interest and
Sinking Fund, and plus an amount equal to pay any other obligations required to be paid from the
revenues of the Airport.
Each Airline agrees that it will pay annually
"rentals, fees and charges for its use, operations and occupancy of the Airport premises and
facilities and the services appertaining thereto in an amount which, together with rentals, fees
and charges paid by other Airlines and others using the Airport premises and facilities, will be
sufficient to produce total gross revenues required to satisfy the Airport Board's obligation
[set forth in the preceding paragraph]".
The eight Airlines are:
American Airlines, Inc. Eastern Air Lines Incorporated
Braniff Airways, Incorporated Frontier Airlines, Inc.
Continental Airlines, Inc. Ozark Air Lines, Inc.
Delta Air Lines, Inc. Texas International Airlines, Inc.
Following the decision to defer completion of the fifth terminal half-loop, the eight Airlines, by
agreement dated August 2 ,1971, supplementing the February 9, 1970 Letters of Agreement, affirmed
their obligations to make the payments summarized above.
19
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
The form of the Letters of Agreement is as follows:
N IIEGI°h
DALLAS-FORT WORTH REGIONAL AIRPORT BOARD
3 �
c c 604 AVENUE H EAST, ARLINGTON, TEXAS 76010
_ Y TELEPHONE (817) 261-1144
•
,-.�y: DIRECTORS
Erik Jonsson,Chairman Elgin B. Robertson
J. Lee Johnson,111,Vice Chairman Morris G.Spencer
Bayard H. Friedman,Secretary R.M. "Sharkey'Stovall
A. Earl Cullum, Jr. Carl J. Thomsen
Frank A. Hoke George M. Underwood,Jr.
Thomas M.Sullivan, Executive Director J. C. Pace, Jr.
February 9, 1970
Gentlemen:
We, the Dallas-Fort Worth Regional Airport Board (hereinafter called "Airport Board"), are
submitting for your review and acceptance the following summary of our agreements concerning the
use by [name of airline] (hereinafter called "Airline") of the premises and facilities to be acquired,
constructed and provided at Dallas-Fort Worth Regional Airport (hereinafter called "Airport").
A. Scope, Costs, Capital Expenditures
1. The Airport Board, subject to the provisions of Attachment B hereto, agrees to limit the
scope of the Airport to the projects described in Attachment A hereto;
2. The Airport Board and Airline agree that not more than that amount of revenue bonds
will be issued which is necessary (a) to complete the First Phase of the Airport project as described
in Attachment A, and (b) to make capital additions and improvements thereto upon and subject
to the terms, conditions and provisions of Attachment B hereto;
3. The Airport Board and Airline hereby accept the Financial Analysis of the Airport, dated
August 28, 1969, prepared by Leigh Fisher Associates, and appearing as Attachment C* hereto.
B. Use and Occupancy
1. Airline agrees that it will occupy space in a Terminal Half-Loop in the Passenger Enplaning
and Deplaning Complex sufficient and as required for its operations at the Airport as determined
in accordance with the provisions of Attachment A;
2. Airline agrees that ninety (90) days after a Certificate of Beneficial Occupancy has been
issued by the Director of Engineering of the Airport Board, based on a certification by the Airport
Board's principal architect, to the Dominant Airline in each of the five (5) Terminal Half-Loops;
or ninety (90) days after written notice has been received by Airline from the Executive Director
of the Airport Board, that the Federal Aviation Administration (or other appropriate federal agency
succeeding to its jurisdiction) has officially certified that the Airport is operational, whichever is
later, it shall move all of its Certificated Air Carrier Services serving the Dallas-Fort Worth area
to the Airport, and thereafter shall conduct such services to, from and at the Airport to the extent
required under the terms of the 1968 Regional Airport Concurrent Bond Ordinance.
C. Rentals, Fees and Charges
1. The Airport Board and Airline acknowledge that the Airport Board is obligated by the
terms of the 1968 Regional Airport Concurrent Bond Ordinance to fix and place into effect, directly
*Attachment C,as updated in material respects on August 2, 1971, is summarized under the caption"Feasibility Letter"
20
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
or through leases, contracts, and/or agreements with all users of the Airport, a schedule of rentals,
fees and charges for the use, operation and occupancy of the Airport premises and facilities and
the services appertaining thereto, which will produce in each Fiscal Year total gross revenues from
the Airport in an amount at least sufficient to pay in each Fiscal Year the Operation and Main-
tenance Expenses thereof, plus 1.25 times the amount required that year to be deposited into the
Interest and Sinking Fund, and plus an amount equal to any other obligations required to be paid
from the revenues of the Airport;
2. From the date following 90 days after receipt of a Certificate of Beneficial Occupancy, or
90 days after written notice by the Executive Director specified in paragraph B. 2 hereof, which-
ever is later, and in each Fiscal Year thereafter, Airline agrees to pay rentals, fees and charges for
its use, operations and occupancy of the Airport premises and facilities and the services appertaining
thereto in an amount which, together with rentals, fees and charges paid by other Airlines and
others using the Airport premises and facilities, will be sufficient to produce total gross revenues
required to satisfy the Airport Board's obligation contained in C. 1 above. The Airport Board
agrees through the application and imposition of rentals, fees and charges to promote and develop
gross revenues from other users of the Airport; and the Airline shall receive credit by adjustments
on a pro-rata basis in its rentals, fees and charges for any gross revenues in excess of the amount
required to satisfy the obligation contained in C. 1 above.
The Airport Board and Airline, through an Airline Advisory Board to be created, agree to co-
operate in the planning, development and operation of the Airport. The Airport Board agrees to per-
form its functions in a manner commensurate with the conduct of a reasonably prudent airport operator
and to permit a representative chosen by Airlines who are signatories to this agreement to examine its
records and accounts at the close of each six-months period.
The Airport Board and Airline agree to expedite the execution and delivery of such further instru-
ments and documents as may be required, necessary, or appropriate in order to further develop, define,
set forth and carry out their respective agreements as set forth herein, or as may be required by ap-
plicable law.
The Airport Board and Airline agree and consent to the use of the contents of this letter by the
Financial Advisors to the Airport Board in the offering and marketing of proposed revenue bonds inci-
dent to the construction and equipment of the Airport as authorized and contemplated by Attachments
A and B.
If the foregoing accurately reflects our agreement regarding the matters set forth, kindly so indicate
your understanding and acceptance hereof where indicated below and return two copies to the Airport
Board.
Very truly yours,
[Executed by Board and Airline]
21
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-3-71
ATTACHMENT A
TO
LETTERS OF AGREEMENT
FIRST PHASE
REGIONAL AIRPORT PROJECT
FIVE TERMINAL HALF-LOOPS CONCENTRATED BETWEEN CROSS-TAXIWAYS
The First Phase of the Regional Airport, except as otherwise provided in Attachment `B" following
this attachment,shall consist of the following items:
Item Item
Grading and Drainage Remote Parking
Water and Sewage Transit System—Terminal Area
Heating, Ventilation and Air Conditioning Airport Maintenance Buildings
Electric Power Fire and Police Buildings
Communications Removal of Obstructions
Airfield Lighting Fencing
Airfield Paving Administrative and Operations Building
Aircraft Aprons for Requested Gates Airport Operating Equipment
Taxiway Bridges Toll Booths
Secondary Roads Terminal Half-Loops
Airports Access Roads Spine Roadway System
Improvement Fund Lighting—Terminal Complex Area
Graphics Terminal Infields
The terminal half-loops in the passenger enplaning and deplaning complex, in the aggregate, shall
be limited to the total area, in square feet, required by all of the Airlines, and additional airlines as
described in Attachment B hereof, and the Airline will, on or about April 1, 1970, notify the Airport
Board in writing of its requirements and space which it will use and occupy in accordance with the
provisions of Section B.I. of the covering letter to this attachment.
The "Aggregate Cost" of the Regional Airport Project shall be limited to the sum of (1.)
$310,140,000—"Contract Costs" (to satisfy the Airlines and the Airport Board's stated requirements
as provided by the Airline to the Airport Board on August 1, 1969) consisting of payments to con-
tractors, suppliers and vendors, premiums or charges for performance and Vayment bonds, and insur-
ance premiums or charges; (2.) "Theme Building and/or Symbol" at a cost not to exceed $3,000,000;
and (3.) the sums of items: (a) architect and engineers' fees, design and construction supervision fees;
(b) "Special Studies Costs"; (c) "Development Expense" all limited to completion date of December 31,
1974 at a cost not to exceed $47,000,000; plus (4.) "Financing Costs" incurred in connection with the
issuance of revenue bonds to finance items (1.) through (3.) above. It is understood that all of the
foregoing is subject to adjustment under the provisions of Attachment B hereof.
It is anticipated that Contract Costs will be less than $310,140,000 if the Airport Project is com-
pleted prior to December 31, 1974, and the Airport Board covenants that it will use its best efforts to
expedite completion and minimize costs; provided, however, this provision shall not be construed to
limit the obligation of the Airline expressed in paragraph C.2. of the cover letter to which this is an
attachment.
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-3-71
ATTACHMENT B
TO
LETTERS OF AGREEMENT
CAPITAL EXPENDITURES—APPROVALS
(a) Basic Airport Project. Except as otherwise provided in paragraphs (b) and (c) below, the
First Phase of the Airport shall consist of the construction, equipment, and acquisition of the items and
facilities listed and described in Attachment A preceding this Attachment and neither (i) the total of the
components of Aggregate Cost specified in dollar amounts, nor (ii) the dollar amounts stated for Con-
tract Cost, nor (iii) the dollar amounts stated for the Theme Building and/or Symbol component, nor
(iv) the aggregate dollar amounts specified for the grouped components thereof, all as set forth in
Attachment A, shall be exceeded without the prior approval of a "Majority of Airlines", as below defined.
Subsequent to the completion of the First Phase of the Airport, and except as otherwise provided in
paragraphs (b) and (c) below, the Airport may be further developed or expanded through the use of
the capital improvement fund or the issuance of revenue bonds only when and as mutually agreed
between the Airport Board and a "Majority in Interest of Airlines", as that term is below defined. For
the purposes of this paragraph (a), the following terms shall have the following meanings:
(i) The term "Majority of Airlines" shall mean at least 51% of all of the Airlines, which are
signatories to letters substantially the same as the letter agreement dated February 9, 1970, to
which this is an attachment, representing at least 75% of all the total enplaned passengers boarded
on airline aircraft during the latest 12-month period of operations at Dallas Love Field. An enplaned
passenger shall be deemed to consist of all originating, on-line transfer and off-line transfer
passengers.
(ii) The term "Majority in Interest of Airlines" shall mean at least 51% of all the Airlines
parties to this Agreement representing 75% of all the total enplaned passengers boarded on Airline
aircraft during the 12 consecutive calendar months preceding notice of any action to be taken pursu-
ant to this Section. An enplaned passenger shall consist of all originating, on-line transfer or off-line
transfer passengers.
(b) Additional Capital Projects Initiated by the Board. The approvals and agreements specified in
paragraph (a) shall not be required in the case of increases of Aggregate Cost, increases in Contract
Costs or other components of Aggregate Cost, or in the construction, equipment and acquisition of capital
items, projects and facilities or the financing thereof from any lawful sources, including but not limited
to the capital improvement fund or the issuance of revenue bonds, when and as the same may be
required in the sole judgment of the Airport Board for or by reason of any of the following improvements,
facts, projects or circumstances, to-wit:
(i) The construction and equipment of employee parking and structured parking.
(ii) Aggregate Cost for the Terminal Half-Loops and Heating, Ventilation and Air Condition-
ing may be changed from time to time in the ratio that the planned number of gross square feet of
space for the first five terminal half-loops to be constructed, as required by the Airlines, bears to the
planned total number of gross square feet of space as of August 1, 1969. The Director of Engineer-
ing of the Airport Board, based on a certification from the Airport Board's principal architect, shall
determine the gross square footage herein, which determination shall be made to the Airline and the
Airlines in writing. Any such additional terminal space so constructed, if financed from the capital
improvement fund or revenue bond proceeds, shall be furnished in an amount not to exceed the
average contract cost per square foot for signatory airline space; provided, however, due allowance
shall be made for escalation; and provided, further, that the space shall be rented in accordance with
agreements made between the Airport Board and the signatory Airlines.
23
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 9-3-71
(iii) Any passenger terminal facilities and heating, ventilation and air conditioning require-
ments which are prudent and necessary to accommodate additional certificated air carrier services to
the Dallas/Fort Worth metropolitan area. Any such facilities and requirements so constructed or
installed, if financed from the capital improvement fund or from revenue bond proceeds, shall be
furnished in an amount not to exceed the average contract cost per square foot for signatory Airline
space;provided, however, due allowance shall be made for escalation and provided, further, that the
space shall be rented in accordance with agreements made between the Airport Board and the
signatory Airlines.
(iv) The construction or acquisition of Special Facilities (as defined in the 1968 Regional
Airport Concurrent Bond Ordinance) which are to be constructed, acquired and/or equipped
solely from the proceeds of Special Facility Bonds, as likewise defined in said Ordinance and the
construction or acquisition of any other facilities which are financed with funds derived from any
source other than the capital improvement fund or revenue bonds which are payable from the general
revenues of the Airport.
(v) Technical advances in aircraft design for aircraft using the Airport.
(vi) Lawful orders or requirements of other authorities which are pertinent to the Airlines'
aircraft operations or are related to the issuance to the Airport Board of Federal Grants or loans
in aid of the Airport.
(vii) Orders issued by a court of competent jurisdiction requiring the acquisition by the Airport
Board of additional lands or making of compensation to owners of adjoining lands for the taking
thereof or where a constructive taking has been found or threatened.
(viii) All costs, expense, damages and judgments incurred by or imposed upon the Airport
Board by reason of the ownership, operation, maintenance and/or use of the Airport.
(ix) Casualty damage requiring new capital expenditures to the extent that such damage is
not covered by insurance.
(x) Expenditures in connection with facilities constructed or acquired in the interest of airport
safety or other overriding public necessity or in connection with the exercise by the Airport Board
or, in the appropriate cases, the Cities, of their governmental or legislative requirements in connec-
tion with the financial affairs of the Airport, including the expenditure of funds on hand and the
issuance of additional revenue bonds, when and as the exercise thereof by them is necessary in the
public interest within the boundaries of the Airport and when it is determined by appropriate finding
that the discharge of such responsibilities is required by law.
The Executive Director of the Airport Board shall give the Airline reasonable written notice that
action is being taken pursuant to the foregoing items (i) through (x) in this paragraph (b) or pursuant
to paragraph (a) above.
(c) Additional Capital Projects Initiated by the Airline or Airlines.
(i) Subject to availability of funds, and commensurate with the prudent operation of the Air-
port, the Airport Board, when and as requested by a Majority of the Airlines, (as defined in para-
graph (a)) if during the First Phase, or by a Majority in Interest of the Airlines (as defined in
paragraph (a)) if after the First Phase, will provide reasonably suitable facilities for the common
use of the Airlines.
(ii) Subject to availability of funds, and commensurate with the prudent operation of the
Airport, the Airport Board, when and as requested by Airline, will provide reasonably suitable facil-
ities for the exclusive use of the Airline, in order to accommodate increased traffic needs at the
Airport, provided that such facilities are similar to those constructed for other signatory Airlines
24
11
(9200)—Daflas-Fort Worth Regional Airport H52-37 Down 2nd Proof of 8-3-71
and provided further that Airline shall pay rent in accordance with agreements made between the
Airport Board and the signatory Airlines.
(iii) Airline acknowledges that changes in terminal building cross-section design heretofore
suggested by the Airlines may result in an increased Aggregate Cost in the event such changes are
approved by a majority of Airlines as hereinbefore defined.
(iv) The facilities constructed, acquired and equipped pursuant to (i), (ii) and (iii), above
may be accomplished with monies from the capital improvements fund or proceeds of revenue
bonds, or both.
(End of Letters of Agreement)
EXISTING AVIATION FACILITIES OF THE CITIES
City of Dallas . . . Love Field and Redbird Airport
Dallas Love Field is the principal airport serving the Dallas-Fort Worth Metropolitan Area, ranking
first in the State and in the entire Southwest, and ranking among the top ten in the Nation in enplanements.
It has been in continuous use as an airport since 1917, and was acquired by the City of Dallas in 1928.
The City's other aviation facility is Redbird Airport, a general aviation facility located southwest of the
City. Redbird is operated through the City's general fund and has no outstanding revenue indebtedness
except revenue bonds which are secured by lease agreements. Dallas Love Field is located 51/z miles
northwest of downtown Dallas.
City of Fort Worth . . . Greater Southwest International Airport and Meacham Field
The City of Fort Worth owns and operates two airports as an airports system. Greater Southwest
International Airport is located five miles north of the exact center point of the Dallas-Fort Worth Tum-
pike, approximately 19 miles from downtown Fort Worth. Meacham Field, the original location of
Fort Worth's municipal airport facilities, is located approximately four miles north of the downtown
area. Meacham Field serves as the center of the City's general aviation activities.
CITY OF DALLAS
LOVE FIELD OPERATING STATEMENT
Fiscal Year Ending 9-30-70 9-30-69 9-30-68 9-30-67
Income . . . . . . . . . . . $5,927,256 $5,487,605 $4,679,533 $ 4,068,165
Expense . .. . . . . .. . 1,633,194 1,565,066 989,758 885,233
NET INCOME . . $4,294,062 $3,922,539 $3,689,775 $ 3,182,932
1970 Principal and Interest Requirements . . . . . . . . . . . . . . . . . . . $ 965,870
Coverage of 1970 Requirements by 9-30-70 Net Income . . . . . . . . 4.45 Times
Airport Revenue Bonds Outstanding, 7-1-71 . . . . . . . . . . . . . . . . $10,110,000*
*This amount represents Dallas's share of outstanding Senior Lien Bonds and does not include
any outstanding Revenue Bonds which are secured by lease agreements.
CITY OF FORT WORTH
AIRPORTS SYSTEM OPERATING STATEMENT
Fiscal Year Ending 9-30-70 9-30-69 9-30-68 9-30-67
Revenues
G. S. I. A. . . . . . . . . . . $ 698,272 $ 668,908 $ 563,836 $ 655,928
Meacham Field . . . . . . . 326,742 263,115 263,106 257,459
TOTAL GROSS
REVENUES . . . . . . . $1,025,014 $ 932,023 $ 826,942 $ 913.387
1970 Principal and Interest Requirements . . . . . . . . . . . . . . . . . . . $ 392,448
Coverage of 1970 Requirements by 9-30-70 Gross Revenues . . . . . 2.61 Times
Airport Revenue Bonds Outstanding, 7-1-71 . . . . . . . . . . . . . . . . $5,335,000•
*This amount represents Fort Worth's share of outstanding Senior Lien Bonds and does not
include any outstanding Revenue Bonds which are secured by lease agreements.
Copies of audits of the Aviation Departments of the Cities are available upon request from the
Financial Advisors or the Office of the Executive Director, Dallas-Fort Worth Regional Airport,
25
r
(9200)-Dallas-Fort Worth Regional Airport H52-37 down Proof of 8-3-71
AVIATION ACTIVITY SUMMARY-DALLAS-FORT WORTH METROPOLITAN AREA
Air Passengers Enplaned Air Cargo
Enplaned Originating/Terminating Tons of Air Mail
(000's omitted) and Freight
Metropolitan Area 1969 1960 Increase 1969 1960 Increase 1969 1960 Increase
Dallas-Fort Worth ................. 5,072.2 1,461.8 247.0 4,792.0 1,547.6 209.6 79,539 28,365 180.4
Atlanta .......................... 7,684.7 1,135.1 577.0 4,450.2 1,433.6 210.4 83,773 17,491 378.9
Denver .......................... 3,360.5 906.9 270.5 3,850.5 1,043.5 269.0 42,757 9,426 353.6
Houston ......................... 2,257.7 630.9 257.9 3,212.9 952.4 237.3 33,437 5,509 507.0
Memphis ......................... 1,396.5 364.2 283.4 1,602.4 451.3 255.1 21,035 5,457 285.5
Miami ........................... 5,031.4 1,514.2 232.3 6,354.9 2,838.8 123.9 88,606 11,262 686.8
New Orleans ..................... 1,956.3 635.8 207.7 2,331.0 729.4 219.6 17,136 4,344 294.5
Oklahoma City ................... 647.7 207.8 211.7 1,054.0 334.6 215.0 8,022 2,257 255.4
Phoenix ......................... 1,381.4 417.0 231.3 2,197.6 630.1 248.8 10,770 2,172 395.9
Tulsa ............................ 512.9 199.9 156.6 853.0 327.5 160.5 7,699 1,590 384.2
SOURCES: Enplaned Air Passengers and Enplaned Air Cargo-Air Commerce Traffic Pattern, June 1961. Airport
Activity Statistics of Certificated Route Air Carriers, twelve months ending December 31, 1969. Civil
Aeronautics Board and Federal Aviation Administration.
Originating/Terminating Air Passengers-Civil Aeronautics Board-Domestic Origin/Destination Survey of
Airline Passenger Traffic, Fiscal Year 1960 and 1969.
1970 FIGURES FOR DALLAS LOVE FIELD
Air Passengers (000's omitted) . . . . . . . . . . . . 5,225.1
Enplaned Air Cargo and Air Mail-Tons . . . . . . 99,519
THE CONTRACT BETWEEN THE CITIES
The following is a summary of certain provisions of the Contract and Agreement between the Cities
of Dallas and Fort Worth, dated and effective as of April 15, 1968, to which reference is hereby made.
Copies of the Contract Between the Cities are available upon request from the Financial Advisors or the
Office of the Executive Director, Dallas-Fort Worth Regional Airport.
Powers of the Board
The Board is authorized to plan, acquire, establish, develop, construct, enlarge, improve, maintain,
equip, operate, regulate, protect and police the Airport, together with air navigation facilities, airport
hazards and land and shall exercise on behalf of the Cities all of the powers of each with respect thereto.
The Board in operating the Airport may enter into contracts, leases and other arrangements with
any person, association of persons, firms, or public or private entities or corporations for terms not ex-
ceeding forty years, granting the privilege of using or improving the Airport, or any portion thereof or
space therein for commercial purposes; and may confer the privilege of supplying goods, commodities,
things, services or facilities at the Airport or of making available services to be furnished to or by the
Board or its agents thereat. It shall establish the terms and conditions and fix the charges, rentals or
fees for such privileges or services.
The Board may contract with any person, firm or private or public entity or corporation for the
planning, supervision, financing and construction of, or may itself construct or otherwise acquire, all
structures or improvements which in its judgment are useful, necessary, desirable or convenient in
efficiently operating and maintaining the Airport and facilities related thereto. The Board shall have
full discretion as to the methods employed in the construction or acquisition of the Airport and facilities
related thereto. It may provide for and enter into any operating agreements or agreements of lease with
any person, firm or private or public entity or corporation for the operation or lease of such facilities,
or any part thereof. The terms and conditions of such agreements shall be determined by the Board.
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(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
Treasurer
The Board shall select, appoint and contract with a person to be known as the Treasurer for the
Dallas-Fort Worth Regional Airport Board. Such Treasurer shall have the custody of all of the moneys,
funds, notes, bonds and other securities comprising a part of the Joint Airport Fund and committed to the
control and jurisdiction of the Board, except to the extent that such custody would result in a violation
of the Cities' covenant described herein under "Tax Exemption". The contract with the Treasurer shall
be let to the highest and best bidder in accordance with detailed bidding procedures established by the
Board in its discretion. The Board shall biennially advertise for bids, stating the bidding procedures.
Said Treasurer shall give such bond and make such security as the Board may require, conditioned for
the faithful discharge of his duties. The Treasurer shall receive and securely keep all moneys committed
to him and make all disbursements from the same upon orders signed by such persons as may be author-
ized by resolution of the Board.
Joint Airport Fund
The Cities create a Joint Airport Fund and direct that it shall be held, supervised and maintained
by the Board. Within the Joint Airport Fund, the Board shall be authorized to create, designate and
maintain such separate and special accounts and trust funds as shall be by it considered proper in the
sound business management of its business and affairs. The Cities themselves, however, create within
the Joint Airport Fund the following special accounts and funds:
(1) An Initial Capital Contributions Account;
(2) A Construction Fund; and
(3) An Operating Revenue and Expense Fund.
The Joint Airport Fund shall be treated by the Board and the Cities as the master fund for accoun-
ting purposes in which shall be recorded and listed all properties of any nature initially and at any time
thereafter contributed or committed by the Cities to the Airport and at any time thereafter received by
the Board from any source.
Distribution of Net Profits—No distribution of net profits of the Airport shall ever be made if
such action would violate the terms, covenants and provisions of any lawful agreement of the Board or
of any ordinance authorizing joint revenue bonds or any other airport revenue bonds of either of
the Cities. At any other times and to the extent not in violation of any such covenants, the Cities
acting jointly may require the distribution of net profits to the Cities, but neither of the Cities acting
independently shall be authorized to require any such distributions.
Distribution of Net Losses—if at the end of any year, it shall he determined that the Board
has not or will not receive sufficient revenues and income with which to meet its contractual obliga-
tions and undertakings, other than such obligations as may be by their terms payable from some
specific or special fund, the Cities will each, from sources lawfully available to each, make up such
deficiency, the amount of such contributions on the part of each City, respectively, to be the
mathematical product of its interest in specified Airport properties, times the total amount of
such deficiency each year and such contributions shall be reflected in such accounts within the
Joint Airport Fund as the Board shall consider appropriate. The Cities covenant to construct
and to continue the due and proper operation of the Airport by furnishing funds to the Board
which, with the revenues above contemplated, will be sufficient to provide for such operations, and
to the extent a debt is or may be so created, each City has levied and agrees to levy an ad valorem
tax sufficient to pay any such debt each year when due and to provide a sinking fund in amount not
less than 2% thereof each year.*
Additional Operating Expense Contributions—The Cities agree that during each year in which
joint revenue bonds are outstanding and as a supplement to the pledge of revenues for the payment of
* No representation is made that such obligation on the part of the Cities would produce funds sufficient to construct an
airport as described in this Official Statement within the proposed construction period.
27
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
such bonds, they will levy, collect and pledge the Maintenance Tax to the payment of operation and
maintenance expenses of the Airport. The Cities agree that the Maintenance Tax shall not be pledged,
levied or collected for any other purposes of the Cities, except that if the total amount of such tax
shall not be required in any year, then the Cities shall be authorized to utilize the amount not
required for other lawful City purposes on a year-by-year basis. To the extent the tax pledged by
each City shall have been pledged to another pledge thereof by either City prior to the date of the
Contract Between the Cities, the pledge and agreement therein contained shall be subject and sub-
ordinate to such prior pledge.
THE ORDINANCE
The following is a summary of the 1968 Regional Airport Concurrent Bond Ordinance, supplemented
by the First, Second, Third and Fourth Supplemental Regional Airport Concurrent Bond Ordinances,
adopted by the City Councils of the Cities of Dallas and Fort Worth, to which reference is hereby made.
Copies of these documents are available upon request from the Financial Advisors or the Office of the
Executive Director, Dallas-Fort Worth Regional Airport.
Revenue Pledge
The Bonds shall be payable from and secured by an irrevocable first lien on and pledge of Pledged
Revenues and the funds in which they shall from time to time be on deposit.
Except for the transitional pledge described under "Authority and Security for the Bonds", all
covenants requiring the Cities to pay principal and interest on the Bonds shall be joint, and not several,
obligations, and all such obligations shall be payable solely from the Pledged Revenues; and except as
provided in the Ordinance no claim for the payment of money shall ever be asserted against either of the
Cities apart from the other City and from sources other than the funds in which Pledged Revenues are
committed to be deposited; and no liability shall ever be asserted against either City individually, except
out of said funds and exceeding in the case of Dallas an amount equal to 7/11ths of the total amount
asserted and in the case of Fort Worth an amount equal to 4/11ths of the total amount asserted.
Special Funds
In addition to the Operating ReN enue and Expense Fund and the Construction Fund, established
as a part of the Joint Airport Fund in the Contract Between the Cities, the Cities establish within the
Joint Airport Fund and direct that the same be maintained by the Board, the following special funds:
A. Interest and Sinking Fund;
B. Reserve Fund; and
C. Capital Improvements Fund.
Payment on Account of Senior Lien Bonds
Such payments shall be made from Gross Revenues each year as may be necessary to prevent a
default in the payment of the Senior Lien Bonds. Any Gross Revenues thus withdrawn from the Joint
Airport Fund for such purpose shall be restored thereto by the City for whose account such withdrawals
were made at the earliest practicable date and from such revenues of the City as may be lawfully avail-
able for such purpose.
Flow of Funds
All Gross Revenues, when and as received by the Board, shall be promptly deposited to the credit
of the Operating Revenue and Expense Fund. All proceeds from the levy and collection of the Main-
tenance Tax shall be deposited in, but accounted for separately within, the Operating Revenue and
Expense Fund from Gross Revenues otherwise deposited therein. Pledged Revenues thus deposited
shall be applied as provided in the Ordinance and pending such application shall be subject to the lien,
charge and pledge in favor of the holders of the Bonds. Transfers of Pledged Revenues for all Bonds
28
(B-921111)—Dallas-Fort worth Regional Airport H52-37 down Proof of 8-19-71
shall be made monthly to the Interest and Sinking Fund, after taking into account the unexpended invest-
ment earnings on the moneys on deposit in said Fund, as set forth in the respective Ordinances.
Such transfers of Pledged Revenues shall he made for the 1971 A Bonds as follows,
(1) beginning on October 1, 1973, an amount equal to 1/6th of the interest to become due on
the next interest payment date,
(2) beginning on October 1, 1978. for the 1971 A Bonds maturing November 1, 1979 to 1986,
inclusive, equal monthly instalments during each 12 month period to accumulate by November 1
following such )2 month period the amount of principal maturing on such November 1;
(3) thereafter, for the 1971 A Bonds maturing November 1, 2001, beginning October 1, 1986,
equal monthly sinking fund payments during each 12 month period to redeem or pay on November, 1
following such 12 month period the following principal amounts.
1987. . . . . . . . $ 2,500,000 1995. . . . . . . . $ 4,250,000
1998. . . . . . . 2,750,000 1996. . . . . . . . 4,750,01x1
1989. . . . . . . . 3.0)0,000 1997. . . . . . . . 5,250,000
1990. . . . . . 3,500,o00 1998. . . . . . . . 5,500,000
11491 . . . . . . . . 3,500,00111 1999. . . . . . . . 5,750,(11x)
1992. . . . . . . 3.7 50,000 2000. . . . . . . . 6,250,001
1y93. . . . . . . 4,000,000 20111 . . . . . . . . 26,000,1x)0
1994. . . 4,250,000
Through prior redemption or purchase of 1971 A Bonds in the open market at prices not greater than
the par value thereof plus accrued interest, the principal amounts to be redeemed on each elate ser forth in
the table immediately above may be reduced in approximately equal amounts.
No transfers of Pledged Revenues to the Interest and Sinking Fund for the payment of interest
on the Bonds are required to the extent that moneys shall have been provided for such payment from
future issues of Completion Bonds.
Moneys remaining on deposit in the Operating Revenue and Expense Fund, after making the
required transfers to the Interest and Sinking Fund, shall be applied as follows:
(l) to the payment of Operation and Maintenance Expenses;
(2) to the Reserve Fund the amount required to maintain a balance therein equal to the
a,moliDt deposited from rhr proceeds of the Bonds (see below, however, last paragraph under
"Completed Bonds");
(3) to the Capital Improvements Fund any moneys remaining in the Operating Revenue and
Expense Fund at the end of each Fiscal Year after retaining therein an amount sufficient to pay
estimated Operation and Maintenance Expenses for a period of three months. It is provided,
however,
(a) that until such time as the Cities shall recover the amounts contributed from City
funds for advance planning, engineering and preliminary expenses (being an aggregate amount
of $2,435,270), the Cities may withhold such amount from the Capital Improvements Fund
and distribute such amount to the Cities; and
(b) if in the Fiscal Year then closing the Cities were required to levy and collect the
Maintenance Tax, the Cities may withhold from the Capital Improvements Fund an amount
equal to the Maintenance Tax (or other City funds if used in lieu thereof) actually con-
tributed to the operation and maintenance of the Airport for such Fiscal Year.
(4) after accumulating in the Capital Improvements Fund the sum of $25,000,000, any
moneys remaining in the Operating Revenue and Expense Fund may be used for any lawful purpose.
29
(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
Monevs in the Reserve Fund shall be used for the payment of principal and interest on the Bonds
when and if moneys in. 'the Interest and Sinking Fund shall not be sufficient for such purpose.
Moneys in the Capital Improvements Fund may be used
(1) to pay any costs of the Airport or the cost of constructing, acquiring, extending or im-
proving the Airport;
(2) to pay the cost of extraordinary or major Operation and Maintenance Expenses and
repairs; and
(3) to pay any Bonds or other obligations payable from the Gross or Net Revenues of the
Airport, if such payment is necessary to prevent any default in the payment of such obligations.
Such moneys shall be used to prevent a default in the payment of any Bonds. Otherwise, the specific
use and time of use thereof shall be as determined by the Board.
Pledge to Operation and Maintenance Expenses
While it is contemplated that Gross Revenues will be sufficient for the payment of all Bonds and of
operation and maintenance expenses, nevertheless, each of the Cities, respectively, pledges such part of the
Maintenance Tax as may be necessary within the specified limits to assure that the Airport will be efficiently
and effectively operated and maintained. The tax, if thus assessed and collected in any year, shall be
deposited as an additional operating expense contribution to the Operating Revenue and Expense Fund in
accordance with the requirements of the Contract Between the Cities; and the Maintenance Tax, as to each
City, is levied in such rate as will produce a sum sufficient to supply the difference between the amount
required to pay Operation and Maintenance Expenses in the next fiscal year, as estimated in the annual
budget of the Board, and the amount estimated to be available for such purposes from Pledged Revenues
after the payment of principal and interest to be due on the Bonds during such year and the deposit of any
amounts required to be made to reserve funds therefor. The Cities each covenant that the Maintenance
Tax shall not be pledged on a permanent basis for other City purposes;however,if the total amount of such
tax applicable to either City (or both) shall not be required in any year, then the amount of such tax not
thus required may be utilized for other lawful City purposes on a year-by-year basis. The respective
obligations of the Cities to levy and collect the Maintenance Tax shall be on the proportionate basis of
7/11ths by Dallas and 4/11ths by Fort Worth. Additionally, the obligation of Fort Worth to levy and
collect the Maintenance Tax in such amount shall be and is junior and subordinate to a prior pledge of
the Maintenance Tax for the benefit of the holders of its share of the Senior Lien Bonds, to the extent
previously pledged to the operation and maintenance of that City's Airport System, which includes
GSIA and Meacham Field, so long as its share of any outstanding Senior Lien Bonds remain outstanding
containing any such pledge,
The covenants requiring the Cities to levy and collect the Maintenance Tax shall be several, and
not joint, and no claim, demand, action, proceeding. suit or judgment, shall ever be asserted, made, pur-
sued or entered against either of the Cities for the default in that covenant or obligation by the other City,
the full scope and extent of such covenant being limited as to each individual City to its obligation to
levy its proportionate share of any amount to be collected from the Maintenance Tax.
Senior Lien Bonds for Love Field and GSIA Improvements
Until such time as the Airport shall become operational, each City shall have the right to issue Senior
Lien Bonds by the terms of which each City's respective share of Gross Revenues may be pledged to the
payment thereof senior in right to the Bonds, but such right shall be exercised strictly upon and subject
to the following conditions among others
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(9200)—Dallas-Fort Worth Regional Airport H52-37 down Proof of 7-28-71
(1) Such Senior Lien Bonds shall be issued for the sole and exclusive purpose of acquiring or
constructing such improvements, extensions and additions to Love Field and GSIA as may be
necessary, prudent and essential to the continued, safe, efficient and effective operation of each
airport as a major commercial, passenger-oriented airport facility for the period prior to which the
Airport shall become operational. To determine and ascertain this fact the respective City Council
shall select a competent professional airport engineer or consultant, and if such engineer or consultant
shall execute an opinion that such improvements, extensions or additions are necessary and essen-
tial as aforesaid, then this requirement shall be deemed conclusively to have been satisfied.
(2) A competent airport consultant or consulting firm furnishes a projection of anticipated
revenues from the particular airport and the Airport, and such projection shows and reflects that the
net revenues of the particular airports of the City issuing the Senior Lien Bonds, together with 7/11ths
in the case of Dallas (4/ 11ths in the case of Fort Worth) of the projected Pledged Revenues
throughout the life of the then outstanding Bonds and all anticipated Completion Bonds, are suffici-
ent in amount to pay all Senior Lien Bonds of the particular City then proposed and outstanding
and 1.25 times 7/11ths in the case of Dallas (4/11ths in the case of Fort Worth) of all then
outstanding Bonds and all anticipated Completion Bonds; and such projection reflects additionally
that the City's share of the Maintenance Tax and the Gross Revenues remaining after debt service
will be sufficient to provide for its share of the proper operation and maintenance of the Airport.
For the purpose of determining the amount of anticipated Completion Bonds, the City shall addi-
tionally cause to be prepared and submitted a statement of the Consulting Architect and/or
Consulting Engineer as to the anticipated cost of completing the first phase of the Airport as of the
date of the statement; and an amount of anticipated Completion Bonds shall be assumed as being
outstanding equal to such amount, computed on the basis of a payout period of 30 years, payable
in equal installments each year, bearing interest at the rate of 6% per annum, and assuming
escrowed interest from bond proceeds for the remaining then estimated period of construction.
(3) Such Senior Lien Bonds shall be subject to prior redemption at least semi-annually begin-
ning not later than during the calendar year 1973.
From and after the date upon which the Airport shall become operational, no additional Senior
Lien Bonds shall be issued by either of the Cities. Each City may provide for improvements, exten-
sions or additions to its existing airports by issuing bonds which do not include a pledge of any part of
the revenues from the Airport.
Completion Bonds
The Cities reserve the right to issue Completion Bonds for the purpose of completing the Airport
in the size and scope contemplated by the over-all preliminary plan of the Board approved by the Cities.
Completion Bonds shall be on a parity with and shall have the same rights and privileges as the Bonds.
If the issuance of any series of Completion Bonds should cause the aggregate amount of Bonds to
be outstanding to exceed $425,000,000, the Board shall obtain a written opinion of an Airport Con-
sultant to the effect that said Completion Bonds are needed in order to fulfill said over-all preliminary
plan. If such opinion shall be obtained as thus required the same shall be conclusive evidence of the
power of the Cities to issue Completion Bonds.
Subsequent to the date the Airport becomes (a) operational and (b) revenue producing, no addi-
tional Completion Bonds shall be issued except upon receipt of a certificate of the nature and substance
described in paragraph B under "Additional Parity Bonds".
The Cities will include within the principal amount of the 1971 A Bonds an amount equal to the
average annual principal, sinking fund and interest requirements for the 1971 A Bonds. As long as the
1968 Bonds are outstanding, the Cities shall also include in all future issues of Completion Bonds an
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