$74,105,000* COUNTY OF YORK (Commonwealth of Pennsylvania) General Obligation Floating Rate Notes, Series of 2015

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1 This Preliminary Official Statement and the information herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The County deems this Preliminary Official Statement to be final for the purposes of the Securities and Exchange Commission Rule 15c2-12(b)(1) except for certain information on the cover hereof and certain pages herein which have been omitted in accordance with such Rule and which will be supplied in the final Official Statement. BOOK ENTRY ONLY Rating: Standard & Poor s: AA (stable outlook) NEW ISSUE In the opinion of Bond Counsel, assuming continuing compliance by the County with certain covenants to comply with provisions of the Internal Revenue Code of 1986, as amended (the Code ) and any applicable regulations thereunder, interest on the Notes is not includable in gross income under Section 103(a) of the Code and interest on the Notes is not an item of tax preference for purposes of the federal individual and corporate alternative minimum taxes, except as set forth under the heading TAX MATTERS in this Official Statement. Other provisions of the Code may affect the purchasers and holders of the Notes. See TAX MATTERS-Federal Tax Laws herein for a brief description of these provisions. Under the laws of the Commonwealth of Pennsylvania, the Notes and interest on the Notes shall be free from taxation for State and local purposes within the Commonwealth of Pennsylvania, but this exemption does not extend to gift, estate, succession or inheritance taxes or any other taxes not levied or assessed directly on the Notes or the interest thereon. Under the laws of the Commonwealth of Pennsylvania, profits, gains or income derived from the sale, exchange or other disposition of the Notes shall be subject to State and local taxation within the Commonwealth of Pennsylvania. $74,105,000* COUNTY OF YORK (Commonwealth of Pennsylvania) General Obligation Floating Rate Notes, Series of 2015 NOTES DATED: March 23, 2015 (the Issue Date ) INTEREST PAYABLE: First Business Day of each June and December STATED MATURITY DATE: June 1, 2033, subject to mandatory sinking fund redemptions on June 1 of each year FIRST INTEREST PAYMENT DATE: June 1, 2015 INDEX RATE MODE TENDER DATE: June 1, 2017 DENOMINATIONS: $5,000 and integral multiples thereof APPLICABLE FACTOR: 68% of 30-day LIBOR APPLICABLE SPREAD: basis points ( %) MAXIMUM RATE: 10% per annum SPECIAL MANDATORY TENDER AT OPTION OF THE COUNTY: Beginning December 1, 2016 The General Obligation Floating Rate Notes, Series of 2015 (the Notes ) will be issued by the County of York, Pennsylvania (the County ) in the LIBOR Index Rate Mode, described herein, pursuant to the Note Ordinance enacted by the County s governing body on February 25, 2015, naming Manufacturers and Traders Trust Company, as paying agent (the Paying Agent ), and subject to the terms and conditions in a Note Agreement (the Note Agreement ), between the County and the Paying Agent. Capitalized terms and phrases not expressly defined herein, are defined in the Note Agreement. See THE NOTES herein. This Official Statement describes the Notes only during the initial LIBOR Index Rate Mode, which is in effect from the Issue Date of March 23, 2015 to June 1, 2017 which is the Index Rate Mode Tender Date (, and should not be relied upon if the Notes are converted to another Index Rate Mode (including another LIBOR Index Rate Mode). Book-entry only Notes: The Notes will be issued only under the book-entry only system of the Depository Trust Company ( DTC ), New York, New York, in denominations of $5,000 and integral multiples thereof. All Notes will all be registered in the name of Cede & Co., as nominee for DTC, which will act as the securities depository for the Notes. The principal or Redemption Price or Purchase Price of and interest due on the Notes are payable by the Paying Agent, which is also serving as calculation agent, registrar, transfer agent, and tender agent for the Notes pursuant to the Note Ordinance and the Note Agreement. Purchasers of the Notes (the Beneficial Owners ) will not receive physical delivery of note certificates. While the Notes remain in a book-entry only form, the Paying Agent will make principal and interest payments only to DTC, which, in turn, is obligated to remit such principal and interest to the DTC Participants for subsequent disbursement to Beneficial Owners of the Notes, as described herein under Book-Entry Only System. LIBOR Index Rate Mode: The Notes are being issued in the LIBOR Index Rate Mode under which the interest rate changes on the first Business Day of each month as described herein. The initial LIBOR Index Rate Mode terminates on June 1, 2017, which is the Index Rate Mode Tender Date, when Notes will be subject to mandatory tender by the holders. The Notes are not subject to optional tender by the Holders. See THE NOTES herein. LIBOR Index Rate: The Notes will accrue interest at a floating rate per annum equal to the sum of (1) the product of the LIBOR Index as of the day of determination multiplied by the Applicable Factor plus (2) the Applicable Spread set forth above (rounded up to the nearest ten-thousandth of a percentage point). All calculations of interest on the Notes shall be computed on the basis of a 360-day year, for the actual number of days elapsed. In no event may any Note bear interest at an interest rate higher than the Maximum Rate. See THE NOTES herein. Applicable Factor: The Applicable Factor means a percentage of the LIBOR Index, used in the calculation of the interest payable on the Notes,. The Applicable Factor shall remain constant for the duration of the LIBOR Index Rate Mode. See THE NOTES herein. Applicable Spread: The Applicable Spread means the margin, in basis points (or percentage), which is added to the product of the LIBOR Index times the Applicable Factor. The Applicable Spread shall remain constant for the duration of the LIBOR Index Rate Mode. See THE NOTES herein. Interest Payment Date: Interest on the Notes will be payable on the first Business Day of each June and December, beginning June 1, 2015, and on any earlier mandatory tender date or redemption date, and on the Stated Maturity Date. See THE NOTES herein. Failed Remarketing: Upon the occurrence of a failure to remarket the Notes on the Index Rate Mode Tender Date, none of the Notes will be purchased. Thereafter, the Notes will accrue interest at the Maximum Rate until remarketed or redeemed. THE FAILURE TO REMARKET THE NOTES ON THE INDEX RATE MODE TENDER DATE SHALL NOT CONSTITUTE AN EVENT OF DEFAULT AND THE NOTES SHALL BE RETURNED TO THE HOLDER TO BEAR INTEREST AT THE MAXIMUM RATE UNTIL THE NOTES ARE REMARKETED OR REDEEMED. See THE NOTES herein. Special Mandatory Tender: The Notes, during the period beginning on December 1, 2016 and ending on the Index Rate Mode Tender Date, may be called for mandatory tender at the option of the County, upon at least 30 days but no more than 60 days prior written notice to the Holders, in connection with a conversion of the Notes to another Index Rate Mode (including another LIBOR Index Rate Mode) as provided in the Note Agreement. See THE NOTES herein. Optional and Mandatory Redemption: The Notes are subject to redemption, at the option of the County, in whole or in part, on any Business Day, upon at least 30 days but no more than 60 days prior written notice to the Holders, during the period beginning on December 1, 2016 and ending on the Index Rate Mode Tender Date, following notice as described herein. The Notes are subject to annual mandatory sinking fund redemptions in the amounts and June 1 of each year, at a Redemption Price of 100% of the principal amount of Notes to be redeemed, plus accrued interest, if any, to the redemption date. See THE NOTES herein. Purpose: Proceeds of the Notes are to be used to: (1) currently refund the County s outstanding General Obligation Bonds, Series A, B and C of 2012, and (2) to pay related costs, including the costs of issuing the Notes. Security: In Ordinance # enacted by the County s Board of Commissioners on February 25, 2015 (the Ordinance ), which authorized and secures the Notes, the County covenants with the holders of the Notes that it will include the amount of the debt service to be paid on the Notes for each fiscal year in which such sums are payable in its budget for that fiscal year, will appropriate the amounts of such debt service and will duly and punctually pay the same on the dates and in the manner stated in the Notes, according to the true intent and meaning thereof, and for such budgeting, appropriation and payment the County has irrevocably pledged its full faith, credit and taxing power. INVESTMENT IN THE NOTES INVOLVES RISKS. PROSPECTIVE INVESTORS SHOULD READ THIS PRELIMINARY OFFICIAL STATEMENT IN ITS ENTIRETY, AND IN PARTICULAR THE SECTIONS ENTITLED THE NOTES, SECURITY FOR THE NOTES, AND APPENDIX A BEFORE DECIDING TO PURCHASE ANY OF THE NOTES. The Notes are offered for delivery when, as and if issued by the County and received by the Underwriters, subject to prior sale, withdrawal or modification of the offer without notice, and to the issuance by Rhoads & Sinon LLP, Harrisburg, Pennsylvania, of its opinion as Bond Counsel to the County, to be furnished upon delivery of the Notes. Certain legal matters pertaining to the County will be passed upon by Michael W. Flannelly, Esquire, York, Pennsylvania, as Solicitor to the County and certain legal matters will be passed upon for the Underwriters by McNees Wallace & Nurick LLC, Lancaster, Pennsylvania. It is expected that the Notes will be available for delivery on or about March, *Preliminary amount, subject to change PRELIMINARY OFFICIAL STATEMENT DATED MARCH 3, 2015

2 $74,105,000* COUNTY OF YORK (Commonwealth of Pennsylvania) General Obligation Floating Rate Notes, Series of 2015 NOTES DATED: March 23, 2015 INTEREST PAYABLE: First Business Day of each June and December STATED MATURITY DATE: June 1, 2033 FIRST INTEREST PAYMENT DATE: June 1, 2015 DENOMINATIONS: $5,000 or any integral multiple thereof MATURITY SCHEDULE Stated Maturity Date Maturity Amount** Applicable Factor June 1, 2033 Applicable Spread CUSIP *Preliminary amount, subject to change. **Subject to mandatory tender for purchase at the election of the County beginning on December 1, 2016, and subject to mandatory tender for purchase on the Index Rate Mode Tender Date of June 1, Also subject to annual mandatory sinking fund redemptions as set forth herein.

3 YORK COUNTY (Commonwealth of Pennsylvania) BOARD OF COUNTY COMMISSIONERS Steve Chronister... President Doug Hoke... Vice President Christopher B. Reilly... Commissioner COUNTY OFFICIALS Charles R. Noll... Finance Administrator Robert P. Green... Controller Barbara L. Bair... Treasurer Michael W. Flannelly, Esquire... Solicitor Sherry L. Baer... Chief Clerk BOND COUNSEL Rhoads & Sinon LLP Harrisburg, Pennsylvania PAYING AGENT Manufacturers and Traders Trust Company Buffalo, New York UNDERWRITERS PNC Capital Markets LLC Pittsburgh, Pennsylvania RBC Capital Markets, LLC Lancaster, Pennsylvania UNDERWRITERS COUNSEL McNees Wallace & Nurick LLC Lancaster, Pennsylvania

4 IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE NOTES AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME, WITHOUT PRIOR NOTICE. THE ORDER AND PLACEMENT OF MATERIALS IN THIS OFFICIAL STATEMENT, INCLUDING THE APPENDICES, ARE NOT TO BE DEEMED TO BE A DETERMINATION OF RELEVANCE, MATERIALITY OR IMPORTANCE, AND THIS OFFICIAL STATEMENT, INCLUDING THE APPENDICES, MUST BE CONSIDERED IN ITS ENTIRETY. THE OFFERING OF THE NOTES IS MADE ONLY BY MEANS OF THIS ENTIRE OFFICIAL STATEMENT. No quotations from or summaries or explanations of provisions of law and documents herein purport to be complete and reference is made to such laws and documents for full and complete statements of their provisions. This Official Statement is not to be construed as a contract or agreement between the County and the purchasers or holders of any of the securities described herein. Any statements made in this Official Statement involving estimates or matters of opinion, whether or not expressly so stated, are intended merely as estimates or opinions and not as representations of fact. The cover page, the inside cover page, the list of officials, this page and the Appendices attached hereto are part of this Official Statement. No dealer, broker, salesman or other person has been authorized by the County or the Underwriters to give any information or to make any representation, other than that given or made in this Official Statement, and if given or made, any such other information or representation may not be relied upon as having been authorized by the County or the Underwriters. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Notes by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. This Official Statement has been approved by the County and, while the information set forth in this Official Statement has been furnished by the County and other sources which are believed to be reliable, such information is not guaranteed as to accuracy or completeness, and is not to be construed as a representation by the Underwriters or, as to information obtained from other sources, by the County. The information and expressions of opinion set forth in this Official Statement are subject to change without notice and neither the delivery of this Official Statement nor any sale made under this Official Statement shall, under any circumstances, create any implication that the affairs of the County have remained unchanged since the date of this Official Statement. This Official Statement will be made available through the Electronic Municipal Market Access System ( EMMA ), which is the sole Nationally Recognized Municipal Securities Information Repository. THE UNDERWRITERS HAVE PROVIDED THE FOLLOWING SENTENCE FOR INCLUSION IN THIS OFFICIAL STATEMENT. THE UNDERWRITERS HAS REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE WITH, AND AS PART OF, ITS RESPONSIBILITIES TO INVESTORS UNDER THE FEDERAL SECURITIES LAWS AS APPLIED TO THE FACTS AND CIRCUMSTANCES OF THIS TRANSACTION, BUT THE UNDERWRITERS DO NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. If and when included in this Official Statement, the words expects, forecasts, projects, intends, anticipates, estimates, assumes and analogous expressions are intended to identify forward-looking statements, and any such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those that have been projected. Such risks and uncertainties, which could affect the amount of taxes and other revenue collected by the County, include, among others, changes in economic conditions and various other events, conditions and circumstances, many of which are beyond the control of the County. Such forward-looking statements speak only as of the date of this Official Statement. The County disclaims any obligation or undertaking to release publicly any updates or revision to any forward-looking statement contained herein to reflect any changes in the County s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. The CUSIP (Committee on Uniform Securities Identification Procedures) numbers for the Notes shown on the inside front cover page hereof have been assigned by an organization not affiliated with the County or the Underwriters, and such parties are not responsible for the selection or use of the CUSIP numbers. The CUSIP numbers are included

5 solely for the convenience of noteholders and no representation is made as to the correctness of such CUSIP numbers. CUSIP numbers assigned to securities may be changed during the term of such securities based on a number of factors including, but not limited to, the refunding or defeasance of such issue or the use of secondary market financial products. Neither the County nor the Underwriters has agreed to, and there is no duty or obligation to, update this Official Statement to reflect any change or correction in the CUSIP number set forth herein. THE NOTES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, IN RELIANCE UPON EXEMPTION CONTAINED IN SUCH ACT. THE REGISTRATION OR QUALIFICATION OF THE NOTES IN ACCORDANCE WITH THE APPLICABLE PROVISIONS OF SECURITIES LAWS OF THE STATES IN WHICH THE NOTES HAVE BEEN REGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION OR QUALIFICATION IN OTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION THEREOF, NEITHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE NOTES OR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT. TABLE OF CONTENTS PAGE INTRODUCTION... 1 THE NOTES... 1 General... 1 LIBOR and/or LIBOR Index Rate... 2 Call for Mandatory Redemption for Conversion of Notes to another Index Rate Mode... 3 Call for Optional Redemption of the Notes at the option of the County... 4 Mandatory Sinking Fund Redemptions... 4 Failure to Remarket Notes on the Index Rate Mode Tender Date... 5 Events of Default & Remedies... 6 Book Entry Only System... 6 USE OF PROCEEDS... 8 Sources and Uses of Funds... 8 SECURITY FOR THE NOTES... 8 General Obligation Pledge... 8 Sinking Fund... 8 REMEDIES IN THE EVENT OF A DEFAULT... 8 THE COUNTY... 9 General... 9 Form of County Government... 9 County Pension Program... 9 Other Post-Employment Benefits County Employment and Labor Relations Taxing Power Property Assessments Real Estate Valuations and Tax Collections Tax Rates Ten Taxpayers in the County with the Highest Assessed Property Values Financial Statements Summary of General Fund Revenues and Expenditures Summary of General Fund Balance Sheet COUNTY INDEBTEDNESS Borrowing Capacity Calculation of Borrowing Base Tax and Revenue Anticipation Borrowing History Existing County Debt and Outstanding Swap Agreements or Guarantees County-wide Indebtedness Calculation of Debt Limits and Remaining Borrowing Capacity Debt Ratio Calculations Future Capital Financing... 19

6 TABLE OF CONTENTS (continued) PAGE LEGAL MATTERS Pending Legal Proceedings Authorized Investments Legal Opinions TAX MATTERS CONTINUING DISCLOSURE MISCELLANEOUS Rating Underwriting Certification Other APPENDIX A ECONOMIC AND DEMOGRAPHIC DATA... A-1 APPENDIX B FORM OF OPINION OF BOND COUNSEL... B-1 APPENDIX C FORM OF CONTINUING DISCLOSURE CERTIFICATE... C-1 APPENDIX D COMPREHENSIVE ANNUAL FINANCIAL REPORT... D-1 The Table of Contents does not list all of the subjects in this Official Statement and in all instances reference should be made to the complete Official Statement to determine the subjects set forth herein.

7 INTRODUCTION The General Obligation Floating Rate Notes, Series of 2015 in the aggregate principal amount of $74,105,000* (the "Notes"), will be issued by the County of York, Pennsylvania (the "County"). The issuance of the Notes is authorized and secured in accordance with the Pennsylvania Local Government Unit Debt Act (the Debt Act ), and by Ordinance # (the Note Ordinance ), enacted by the Board of County Commissioners on February 25, 2015, which contains an irrevocable pledge of the County s full faith, credit and taxing power. The Notes are also governed by a Note Agreement (the Note Agreement ), between the County and Manufacturers and Traders Trust Company (the Paying Agent ), acting as paying agent calculation agent, registrar, transfer agent, and tender agent for the Notes. The Note Agreement contains the conditions for the Notes in the Index Rate Mode, which is the only interest mode applicable to the Notes. Capitalized terms and phrases not otherwise defined herein shall have the definitions contained in the Note Agreement. See THE NOTES herein. The Notes will be registered in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York ( DTC ). DTC will act as securities depository for the Notes. Purchases of the Notes can be made in only in bookentry form, and purchasers will not receive certificates representing their interests in the Notes. So long as DTC, or its nominee, Cede & Co., is the registered owner of the Notes, payments of the principal of and interest on the Notes will be made by the Paying Agent directly to DTC. Disbursement of such payments to the DTC Participants is the responsibility of DTC, and disbursement of such payments to Beneficial Owners of the Notes is the responsibility of the DTC Participants and the Indirect Participants. See THE NOTES and BOOK-ENTRY-ONLY SYSTEM herein. The information which follows contains summaries of the Notes, Note Ordinance, Note Agreement, relevant provisions of Commonwealth and federal law, and the County budget and financial statements. Such summaries do not purport to be complete and reference is made to the cited laws and to the cited documents, copies of which are on file and available for examination at the offices of the County. General THE NOTES The Notes will be dated March 23, 2015, the date of their original issuance and delivery (the Issue Date ). All Notes will be issued in the LIBOR Index Rate Mode as herein described. The Notes may, during the period beginning December 1, 2016 until the Index Rate Mode Tender Date of June 1, 2017, be optionally redeemed or converted to another Index Rate Mode (including another LIBOR Index Rate Mode). The Notes are subject to mandatory tender upon such redemption or conversion. In the event of a conversion, a new disclosure document describing the features of such Index Rate Mode will be prepared prior to the associated remarketing of the converted Notes. See THE NOTES Conversion of Notes to Other Index Rate Modes and Mandatory Tender for Purchase During the initial LIBOR Index Rate Mode. All Notes are stated to mature on June 1, 2033, as shown on the inside front cover hereof (the Stated Maturity Date ), subject to annual mandatory sinking fund redemptions See Mandatory Redemption herein. This Preliminary Official Statement describes the Notes only during the initial LIBOR Index Rate Mode, in effect from the Issue Date to the Index Rate Mode Tender Date of June 1, 2017, and should not be relied upon if the Notes are converted to any other Index Rate Mode (including another LIBOR Index Rate Mode). Interest on the Notes will be payable on the first Business Day of each June and December, beginning June 1, 2015, and accruing from the last Interest Payment Date on which interest was paid to (but excluding) the Interest Payment Date on which interest is to be paid, unless no interest has yet been paid, in which case interest will be paid from the Issue Date, and also on any earlier mandatory tender or redemption date and on the maturity date of the Notes. Interest on the Notes shall be computed on the basis of a 360-day year, for the actual number of days elapsed. *Preliminary amount, subject to change. 1

8 LIBOR and/or LIBOR Index Rate The LIBOR and/or LIBOR Index Rate shall be determined as follows: On the Issue Date, the LIBOR Index Rate shall be calculated by the Paying Agent in its capacity as Calculation Agent and shall be in effect from and including that date through but not including the first Reset Date. Thereafter, with respect to each LIBOR Index Rate Period, the LIBOR Index Rate shall be determined by the Calculation Agent at or before 12:00 noon on each Reset Date and shall be effective from each Reset Date through but not including the following Reset Date. Upon the request of any Holder, the Paying Agent shall confirm the LIBOR Index Rate then in effect. All percentages resulting from any step in the calculation of interest on the Notes will be rounded, if necessary, to the nearest ten-thousandth of a percentage point (i.e., to four decimal places) with five hundred thousandths of a percentage point rounded upward, and all dollar amounts used in or resulting from such calculation of interest on the Notes will be rounded to the nearest cent (with onehalf cent being rounded upward). The LIBOR Index Rate is a floating per annum rate of interest equal to the sum of (i) the Applicable Spread plus (ii) the product of the LIBOR Index as of the day of determination multiplied by the Applicable Factor. Applicable Spread means the specified margin added to the product of the Applicable Factor times the LIBOR Index. The Applicable Spread shall remain constant for the duration of the LIBOR Index Rate Mode. Applicable Factor means the specified percentage of the LIBOR Index. The Applicable Factor shall remain constant for the duration of the LIBOR Index Rate Mode. Business Day means, for purposes of determining the LIBOR Index Rate, any day, other than a Saturday, a Sunday, a legal holiday or a day on which banking institutions in the Commonwealth are authorized by law or executive order to close, on which dealings in deposits in United States dollars are transacted in the London interbank market. LIBOR or LIBOR Index means, for each Reset Date and LIBOR Period, which is the London interbank offered rate established by the ICE Benchmark Administration Limited (ICE LIBOR), for United States dollar deposits, as reported on the Reuters Screen LIBOR01 Page (or any successor) as of 11:00 a.m., London time, on the second Business Day preceding such Reset Date. If such rate is not then reported by Reuters, then such terms shall mean the rate then reported by any successor to or substitute for such service designated by the Calculation Agent and the County in writing that provides rate quotations comparable to those provided on such Reuters screen page. LIBOR Index Rate means, as determined pursuant to the Note Agreement, for each applicable Reset Date, a per annum rate of interest equal to the sum of (i) the Applicable Spread plus (ii) the product of the LIBOR Index as of the day of determination multiplied by the Applicable Factor. Rate. LIBOR Index Rate Mode means the Index Rate Mode during which the Notes bear interest at the LIBOR Index LIBOR Index Rate Period means each period during which the Notes bear interest at the LIBOR Index Rate. LIBOR Period means, with respect to the Notes during a LIBOR Index Rate Mode, the period of time so specified in the applicable Index Rate Determination Certificate or Index Rate Continuation Notice with respect to such LIBOR Index Rate Mode. Reset Date means the first Business Day of each month. At no time will the Notes bear interest at a rate which is higher than the Maximum Rate, which is 10% per annum. In the absence of manifest error, the determination of interest rates and interest periods will be done by the Paying Agent, acting in its capacity as Calculation Agent under the Note Agreement, which shall be conclusive and binding upon the Paying Agent, the County, and the Beneficial Owners if the Notes. All payments of interest on Notes shall be paid to the Registered Owner thereof whose name appears in the Note Register kept by the Paying Agent as Note Registrar as of the close of business on the applicable Regular or Special Record Date in immediately available funds by wire transfer to a bank within the continental United States or deposited to a 2

9 designated account if such account is maintained with the Paying Agent as directed by the Registered Owner in writing or as otherwise directed in writing by the Registered Owner 5 Business Days prior to the Regular Record Date for the applicable Interest Payment Date. The Regular Record Date for any Interest Payment Date while a Note accrues interest at an Index Rate shall be the close of business on the tenth (10 th ) day next preceding such Interest Payment Date. In the event of a default by the County in the payment of interest becoming due on any Interest Payment Date, the interest so becoming due shall forthwith cease to be payable to the Registered Owners otherwise entitled thereto as of such date. Whenever money thereafter become available for the payment of the defaulted interest, the Paying Agent, on behalf of the County, shall immediately establish a special record date (which shall be a Business Day) relating thereto (the Special Record Date ) and shall mail a notice of such date to the Registered Owners of the Notes at least 10 days prior to the Special Record Date. Such notice shall be mailed to the Registered Owner of the Notes as shown on the registration books kept by the Paying Agent on the 5th day preceding the date of mailing. The Special Record Date shall be at least 10 days but not more than 15 days prior to the Special Interest Payment Date. The defaulted interest shall be paid on the Special Interest Payment Date by check mailed to the Registered Owners of the Notes, as shown on the registration books kept by the Paying Agent, as of the close of business on the Special Record Date. So long as DTC, or its nominee, Cede & Co., is the registered owner of the Notes, all payments of the principal of, and interest on, the Notes shall be payable in the manner and at the respective times of payment provided for in DTC's Operational Arrangements as in effect from time to time. If the date for payment of interest on, or principal or Redemption Price of, the Notes is a day other than a Business Day, then payment may be made on the next succeeding Business Day with the same force and effect as if made on the date originally fixed for payment, and in the case of such payment, interest shall accrue for the period from the date originally fixed for payment to such next succeeding Business Day. The principal or Redemption Price of, and interest on, the Notes are payable without deduction for any tax or taxes, except gift, succession, franchise, excise or inheritance taxes, now or hereafter levied, or assessed thereon under any present or future laws of the Commonwealth, all of which taxes, except as above provided, the County assumes and agrees to pay. Call for Mandatory Tender for Conversion of Notes to another Index Rate Mode The Notes are subject to a call for mandatory tender for purchase by the County to effect a conversion and change in the Index Rate Mode with respect to all (but not part) of the Notes ( Special Mandatory Tender ). A Special Mandatory Tender may be on any Business Day during the period beginning on a date specified in the Index Rate Determination Certificate or Index Rate Continuation Notice with respect to such LIBOR Index Rate Mode (currently December 1, 2016) to and including the Index Rate Mode Tender Date (currently June 1, 2017) (the Special Mandatory Tender Period ), subject to certain preconditions set forth in the Note Agreement. A Special Mandatory Tender shall follow written notice to the Holders of the Notes not less than 30 nor more than 60 days prior to the date established for such Special Mandatory Tender (5 days if during an Index Rate Mode Delayed Remarketing Period described below), or on any Business Day during an Index Rate Mode Delayed Remarketing Period, at a Purchase Price equal to one hundred percent (100%) of the principal amount of Notes tender for purchase, plus accrued interest, if any, to the date of purchase. See Failure to Remarket Notes on the Index Rate Mode Tender Date herein. Index Rate Mode Delayed Remarketing Period means the period beginning on the date of occurrence of a Failed Remarketing with respect to all of the then-outstanding Notes and ending on the date that such Notes are remarketed or redeemed. Purchase Price means, with respect to a Note, one hundred percent (100%) of the principal amount of such Note, plus accrued interest thereon to the date of purchase. Any such notice of a call for tender may state that such call for tender is conditioned upon receipt by the Paying Agent of funds sufficient to pay the Purchase Price of the Notes on the date established for such Special Mandatory Tender. In addition, any such notice may be rescinded by written notice given to the Paying Agent by the County and the Paying Agent shall give notice of such rescission as soon thereafter as practicable in the same manner, and to the same persons, as call for tender was given pursuant to the Note Agreement. Such rescission shall not constitute an Event of Default under the Note Ordinance or a default on the Notes. 3

10 Call for Optional Redemption of the Notes at the Option of the County The Notes are subject to redemption prior to maturity, during the Special Mandatory Tender Period, at the option of the County, in whole or in part, on any Business Day, following written notice to the Holders given not less than 30 nor more than 60 days prior to the date established for the redemption (5 days if during an Index Rate Mode Delayed Remarketing Period described below), or on any Business Day during an Index Rate Mode Delayed Remarketing Period, at a Redemption Price equal to one hundred percent (100%) of the principal amount of Notes called for redemption, plus accrued interest, if any, to the date of redemption. Any such notice of redemption may state that such call for redemption is conditioned upon receipt by the Paying Agent of funds sufficient to pay the Redemption Price of the Notes on the date established for such redemption. In addition, any such notice may be rescinded by written notice given to the Paying Agent by the County and the Paying Agent shall give notice of such rescission as soon thereafter as practicable in the same manner, and to the same persons, as call for redemption was given pursuant to the Note Agreement. Such rescission shall not constitute an Event of Default under the Note Ordinance or a default on the Notes. If fewer than all of the Notes are to be redeemed, the selection of Notes, or portions thereof, to be redeemed shall be made by lot or by such other method as the Paying Agent deems fair and appropriate. If a Note is of a denomination larger than the authorized minimum denomination, a portion of such Note may be redeemed. For redemption purposes, each $5,000 portion of the stated principal amount of a Note in excess of the authorized minimum denomination may be redeemed separately. In the case of partial redemption of such Note, payment of the Redemption Price of the portion of such Note so called for redemption shall be made only upon surrender of such Note in exchange for Notes in an aggregate principal amount equal to the unredeemed portion of the principal amount thereof; provided, however, that should such Note be registered in the name of DTC or Cede & Co., as nominee for DTC, or any other nominee of DTC, or any other successor securities depository or its nominee, such Note need not be surrendered for payment and exchange in the event of a partial redemption hereof and the records of the Paying Agent shall be conclusive as to the amount of such Note which shall have been redeemed. So long as DTC or its nominee is the registered owner of the Notes, if less than all of the Notes of any maturity shall be called for redemption, the particular Notes or portions of Notes of such maturity to be redeemed shall be selected by lot by DTC and the DTC Participants in such manner as DTC and the DTC Participants may determine. Notes shall be redeemed at the option of the County only upon written instructions from the County to the Paying Agent. Such instructions shall specify the redemption date and the principal amount of Notes to be redeemed, and shall be given to the Paying Agent at least 45 days prior to the redemption date or such shorter period as shall be acceptable to the Paying Agent and allow sufficient time to give the required notice of redemption. Mandatory Sinking Fund Redemptions The Notes are subject to annual, mandatory sinking fund redemptions, prior to maturity, in the principal amounts and on June 1 of the years shown below, from money in the Mandatory Sinking Fund created pursuant to the Note Ordinance, upon payment of the principal amount thereof together with interest accrued to the date fixed for redemption: [THIS SPACE INTENTIONALLY LEFT BLANK.] 4

11 Year Principal Redemption Amount* 2015 $ *Preliminary, subject to change Failure to Remarket Notes on the Index Rate Mode Tender Date Upon the occurrence of a Failed Remarketing on the Index Rate Mode Tender Date, none of the Notes will be purchased and, thereafter, the Notes will enter an Index Rate Mode Delayed Remarketing Period and will accrue interest at the Maximum Rate until remarketed or redeemed. No Event of Default under the Note Ordinance shall have occurred as a result of a Failed Remarketing, and the Paying Agent will deliver a notice by mail, as soon as practicable following the Index Rate Mode Tender Date, but in no event later than 5 days following the Index Rate Mode Tender Date, to the County, the Remarketing Agent, the Holders and each Rating Service that maintains a rating with respect to the Notes, which will state that all of the then-outstanding Notes were not remarketed, converted to another Index Mode or redeemed on the Index Rate Mode Tender Date and the Purchase Price of such Notes was not paid, that the Paying Agent will return all Notes tendered on the Index Rate Mode Tender Date to the Holders thereof and that no Event of Default under the Note Ordinance has occurred. Upon the occurrence of a Failed Remarketing on the Index Rate Mode Tender Date (unless such Index Rate Mode Tender Date is the Stated Maturity Date), the County also shall, to the extent it has not already done so, enter into an agreement with the Remarketing Agent or another remarketing agent pursuant to which the Remarketing Agent or such other remarketing agent will agree to (i) use its best efforts to remarket the Notes during the Index Rate Mode Delayed Remarketing Period and (ii) notify the Issuer and the Paying Agent once it has a good faith belief that it is able to remarket all such Notes. Upon such notification to the Paying Agent, the Paying Agent shall give notice of mandatory tender for purchase to the Holders as described above. Failed Remarketing means the failure to pay the Purchase Price of, the failure to remarket, to convert to another Index Rate Mode, or to redeem all of the then Outstanding Notes on the Index Rate Mode Tender Date. Notwithstanding anything to the contrary contained in [the Note Agreement], if an Index Rate Mode Tender Date is the Stated Maturity Date, then the amount due on such date with respect to any Note shall not be the Purchase Price of such Note but shall be the principal of and interest on such Note due on such date. Failed Remarketing Remedy means, with respect to the Notes during any Index Rate Mode, the remedy set forth in [the first paragraph of this section] and as specified in the applicable Index Rate Determination Certificate or Index Rate Continuation Notice with respect to such Index Rate Mode. Index Rate Mode Delayed Remarketing Period means the period beginning on the date of occurrence of a Failed Remarketing with respect to all of the then Outstanding Notes and ending on the date that such Notes are remarketed or redeemed. 5

12 Index Rate Mode Delayed Remarketing Period Rate means, during an Index Rate Mode Delayed Remarketing Period, a per annum rate of interest equal to the Maximum Rate, or such other rate as shall be provided in the applicable Index Rate Determination Certificate or Index Rate Continuation Notice with respect to such Index Rate Mode. Maximum Rate means ten percent (10%) per annum. Remarketing Agent means PNC Capital Markets LLC or a successor appointed by the County. Events of Default and Remedies Upon occurrence of an Event of Default, Holders shall be entitled to the remedies contained in the Note Ordinance and the Note Agreement. See SECURITY FOR THE NOTES and REMEDIES IN THE EVENT OF A DEFAULT herein. Event of Default means, with respect to any Note, a default in the payment of principal, whether at maturity or upon call for mandatory redemption, or interest on such Note, after the same shall become due, and which entitles the Holder thereof to the remedies provided thereto under the Debt Act. BOOK-ENTRY ONLY SYSTEM The information in this section has been obtained from materials provided by DTC for such purpose. The County (referred to below as the Issuer ) and the Underwriters do not guaranty the accuracy or completeness of such information and such information is not to be construed as a representation of the County or the Underwriters. The Depository Trust Company ( DTC ), New York, New York, will act as securities depository for the Notes. The Notes will be issued as fully-registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or in such other name as may be requested by an authorized representative of DTC. One fully-registered certificate for the Notes of each maturity will be issued in principal amount equal to the aggregate principal amount of such maturity, and will be deposited with DTC. DTC, the world s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a banking organization within the meaning of the New York Banking Law, a member of the Federal Reserve System, a clearing corporation within the meaning of the New York Uniform Commercial Code, and a clearing agency registered pursuant to the provisions of Section 17A of the Securities Exchange Act of DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-u.s. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC s participants (the Direct Participants ) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-u.s. securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ( DTCC ). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others, such as both U.S. and non-u.s. securities brokers and dealers, banks, trust companies and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (the Indirect Participants ). DTC has Standard & Poor s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at and Purchases of the Notes under the DTC system must be made by or through Direct Participants, which will receive a credit for the Notes on DTC's records. The ownership interest of each actual purchaser of each Bond (the Beneficial Owner ) is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owners entered into the transaction. Transfers of ownership interests in the Notes are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of the Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Notes except in the event that use of the book-entry system for the Notes is discontinued. 6

13 To facilitate subsequent transfers, all Notes deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co. or such other name as may be requested by an authorized representative of DTC. The deposit of Notes with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Notes; DTC's records reflect only the identity of the Direct Participants to whose accounts such Notes are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Notes may wish to take certain steps to augment transmission to them of notices of significant events with respect to the Notes, such as redemptions, tenders, defaults, and proposed amendments to the security documents. For example, Beneficial Owners of Notes may wish to ascertain that the nominee holding the Notes for their benefit has agreed to obtain and transmit notices of Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Paying Agent and request that copies of the notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Notes (or all Notes of a particular maturity) are being redeemed, DTC s practice is to determine by lot the amount of the interest of each Direct Participant in such issue (or maturity) to be redeemed. Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to the Notes unless authorized by a Direct Participant in accordance with DTC s Procedures. Under its usual procedures, DTC mails on Omnibus Proxy to the Issuer as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Notes are credited on the record date (identified in a listing attached to the Omnibus Proxy). So long as the Notes are held by DTC under a book-entry system, payments of the principal of and interest on the Notes and, if applicable, any premium payable upon redemption thereof, will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC s practice is to credit Direct Participants' accounts upon DTC s receipt of funds and corresponding detail information from the Issuer or the Paying Agent on the payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in street name, and will be the responsibility of such Participants and not of DTC, the Paying Agent or the Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of the principal of and interest on Notes and, if applicable, any premium payable upon redemption thereof to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Issuer or the Paying Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue its services as a securities depository for the Notes at any time by giving reasonable notice to the Issuer or the Paying Agent. Under such circumstances, in the event that a successor securities depository is not obtained, Notes are required to be printed and delivered. The Issuer may decide to discontinue use of the system of book-entry transfers through DTC (or a successor securities depository). In that event, Bond certificates will be printed and delivered. The Issuer and the Paying Agent cannot give any assurances that DTC or the Participants will distribute payments of the principal or redemption price of and interest on the Notes paid to DTC or its nominee, as the registered owner of the Notes, or any redemption or other notices, to the Beneficial Owners or that they will do so on a timely basis or that DTC will serve and act in the manner described in this Official Statement. 7

14 USE OF PROCEEDS Proceeds of the Notes are to be used as follows: (1) currently refund the County s outstanding General Obligation Bonds, Series A, B and C of 2012 (the Refunded Bonds ) on the Issue Date of the Notes; and (2) to pay related costs, including the costs of issuing the Notes. Sources and Uses of Funds It is estimated that the sources and uses of the proceeds of the Notes will be substantially as follows: SOURCES OF FUNDS Par Amount of the Notes $ TOTAL SOURCES $ USES OF FUNDS Redemption of the Refunded Bond $ Costs of Issuance (1) TOTAL USES $ (1) Includes legal, printing, rating fee, Underwriter s discount, paying agent, CUSIP and miscellaneous costs. General Obligation Pledge SECURITY FOR THE NOTES The Notes are general obligations of the County, secured under the Note Ordinance and the Debt Act by a pledge of its full faith, credit and taxing power. The Notes are payable from the taxes and other general revenues of the County. In the Note Ordinance and in accordance with the Debt Act, the County covenants that it will include the amount of the debt service to be paid on the Notes for each fiscal year in which such sums are payable in its budget for that fiscal year, will appropriate such amounts to the payment on such debt service and will duly and punctually pay, or cause to be paid, the principal of every Note and the interest thereon at the dates and places and in the manner stated in the Notes. For such budgeting, appropriation and payment, the County has pledged, irrevocably, its full faith, credit and taxing power. The Debt Act provides that the foregoing covenant shall be specifically enforceable. Sinking Fund A sinking fund for the Notes, including a mandatory sinking fund, created under the Note Ordinance in accordance with the Debt Act (the "Sinking Fund"), will be held by the Paying Agent, segregated from all other funds of the County. The Sinking Fund may be invested in securities or deposited as authorized by the Debt Act. Such deposits and securities shall be in the name of the County and subject to withdrawal or collection only by the Paying Agent to pay the debt service requirements on the Notes or any taxes payable by the County with respect to the same, and such deposits and securities, together with the interest thereon, shall be part of said Sinking Fund. The Paying Agent is authorized and directed to pay from the Sinking Fund the principal of and interest on the Notes when due and payable. REMEDIES IN THE EVENT OF A DEFAULT The remedies available upon any failure of the County to pay principal or interest when due, are set forth in the Debt Act. If such failure should continue for 30 days, any Noteholders will (subject to certain priorities) have the right to bring suit for the amount due him in the Court of Common Pleas for York County, Pennsylvania. If the County defaults in the payment of principal or interest and such default continues for 30 days, or if the County fails to comply with any provision of the Notes or the Note Ordinance (which also incorporates the Note Agreement), the holders of 25% in aggregate principal amount of the Notes may appoint a trustee to represent the Noteholders. Such trustee may, and upon written request of the owners of 25% in aggregate principal amount of the Notes and being furnished with satisfactory indemnity must, take one or more of the following actions, which will preclude similar action by Noteholders; (i) bring suit to enforce all rights of the Noteholders, (ii) bring suit on the Notes, (iii) petition the Court to levy the amount due plus estimated costs of collection as an assessment upon all taxable real estate 8

15 and other property subject to ad valorem taxation in the County (any such assessment will have the same priority and preference as to other liens or security interests as a lien for unpaid taxes), (iv) by suit in equity, enjoin any acts or things which may be unlawful or in violation of the rights of the Noteholders all as set forth more fully in the Debt Act, and (v) to the extent applicable, take any other action or enforce any other remedy provided by the Debt Act. The General Assembly has enacted the Financially Distressed Municipalities Act, Act of July 10, 1987, P. L. 246, No. 47 (the Distressed Municipalities Act ), which sets forth a comprehensive debt management system consisting of a judicial determination of financial distress, the appointment of a coordinator, the preparation of plans for debt restructuring, the availability of Commonwealth financial aid and the exploration of municipal consolidation and merger, among other provisions, to aid the efforts of a financially distressed municipality including counties. Although the Distressed Municipalities Act is not a true debt adjustment statute, all plans must be exposed to public hearing and all creditors are provided opportunity for comment. However, the Distressed Municipalities Act does authorize a financially distressed municipality, upon satisfaction of certain pre-conditions, to file a Federal municipal debt adjustment action under Chapter 9 of the Federal Bankruptcy Code. Enforcement of a claim for payment of principal of or interest on the Notes may be subject to limitations or conditions under the federal bankruptcy laws, the Distressed Municipalities Act, and the provisions of other state and federal laws, and case law developed my competent courts having jurisdiction extending the time for payment or imposing other constraints upon enforcement insofar as such laws may be constitutionally applied. General THE COUNTY The County, located in south central Pennsylvania, was created in 1749 from a part of Lancaster County, and became the fifth county in Pennsylvania. The County lies approximately 22 miles south of Harrisburg, the state capital. The County is bounded on the north by Cumberland County, on the east by Dauphin and Lancaster Counties, on the west by Adams County and on the south by the State of Maryland. It has a land area of approximately 911 square miles. The County seat is the City of York. There are seventy-two (72) political subdivisions within the County, consisting of thirty-six (36) boroughs, thirty-five (35) townships and one third-class city. Form of County Government The County is a county of the Third Class, a classification established on the basis of population by Pennsylvania law. Counties of the Third Class have a population of at least 225,000 but less than 500,000. Including York County, there are twelve Third Class counties in the Commonwealth of Pennsylvania (the Commonwealth ). The County functions under the Pennsylvania County Code (which governs counties of the 3 rd through 8 th classes), which delegates various duties to the Board of County Commissioners, including, among others, the responsibility for the adoption of an annual budget and the levying of taxes, assessment of real estate for tax purposes, administration of elections and registration of voters, care of prisoners, care of the aged, dependent and indigent ill, planning and emergency management. A three member Board of Commissioners is elected at-large, each for four-year terms. The elected Commissioners choose a President. Provisions are made for minority party representation as no political party may place more than two candidates on the ballot for the three positions. The Board of County Commissioners governs the County as the executive and legislative officers. The County has elected row officers consisting of Treasurer, Controller, Prothonotary, Recorder of Deeds, Clerk of Orphans Court/Register of Wills, Coroner, Sheriff, Clerk of Courts, and District Attorney. The Court of Common Pleas has elected judges who are controlled by the State, but whose operating expenses are paid by the County. County Pension Program The County has a pension program for all full-time employees as authorized by and implemented according to the County Pension Law, Act 96 of 1971, as amended, enacted by the General Assembly of the Commonwealth of Pennsylvania. Employees must contribute 5%, and may contribute up to 10% of their gross salaries to the pension program. 9

16 The pension plan program is funded through member contributions, as noted above, and employer contributions at actuarially determined rates that, expressed as a percentage of annual covered payroll, are sufficient to accumulate assets to pay benefits when due. Level percentage of payroll employer contribution rates are determined using the aggregate actuarial funding method. The County s annual retirement plan contributions for the past five fiscal years are stated below. Year Contribution 2011 $10,000, ,000, ,000, ,000, * 9,400,000 SOURCE: County Officials. *Budgeted. Other Post-Employment Benefits The County provides certain health care benefits for its retirees (commonly referred to as other post-employment benefits or OPEB ). The County annually appropriates funds to meet its obligation to pay such benefits on a pay-as-yougo basis, and has not established any fund or irrevocable trust for the accumulation of assets with which to pay such benefits in future years. The table below reflects the County s estimated OPEB net costs: Year Contribution 2007 $3,641, $6,952, $11,726, $16,744, $21,160, $25,738, $27,719, $29,200,000 * 2015 $30,700,000 ** SOURCE: County Officials. *Estimated. **Budgeted. County Employment and Labor Relations The County of York presently has 2,570 employees. There are 2,428 full-time employees and 142 part-time employees (these numbers do not include per diem, PRN, seasonal or temporary positions). Those employees who are deemed non-union are employed under the terms of an employment handbook and policy manual which describes the terms of employment, benefits and available grievance procedures. Union employees are also employed under the same contract policies and procedures, if not in conflict with the terms and conditions of the collective bargaining agreements. Approximately, 1,865 employees are covered under bargaining agreements represented by various unions. 10

17 The table below shows these various unions and the bargaining units that they represent: Number of Employees Contract Expiration Date Bargaining Unit American Federation of State, County, and Municipal Employees: Custodial/Voters/Assessment/Communications/Parks /31/2017 Teamsters Local 776 Pleasant Acres Nursing & Rehabilitation Center /31/2014 (1) York County Prison Corrections Officers /31/2016 York County Prison Maintenance Workers 11 12/31/2016 York County Prison Counselors 27 12/31/2016 York County Youth Development Center 33 12/31/2018 Court Related Non-Professionals /31/2016 Court Appointed Non-Professionals /31/2016 Trial Deputy Prosecutors & Assistant Public Defenders 32 12/31/2016 Pennsylvania Social Services Union, SEIU Local 668: Children, Youth and Families/Area Agency on Aging /31/2014 (1) Probation & Parole and Domestic Relations /31/2014 (1) Mental Health & Mental Retardation/Drug & Alcohol 99 12/31/2014 (1) International Association of Machinists and Aerospace Workers York County Prison Captains and Lieutenants 33 12/31/2016 York County Detective Association Detectives 8 12/31/2014 (1) Total: 1,865 SOURCE: County Officials (1) Currently in negotiation or arbitration The labor contract provisions involving the York County Prison, Youth Development Center, Probation, Parole and Domestic Relations, Court Related Non-Professionals, Court Appointed Non-Professionals, Trial Deputy Prosecutors & Assistant Public Defenders and Detectives, under the provision of Pennsylvania Act 195, compel the County to submit to binding arbitration involving labor agreements should the County be unable to reach a settlement. The County maintains a satisfactory relationship regarding the certified bargaining units and individual representation therein. Taxing Power York County, as a county of the third class under Pennsylvania laws, is permitted to impose the following taxes: Real Estate Taxes Payments of Principal and Interest: An annual tax on all taxable real estate without limitation as to rate of amount to provide for the payment of interest and principal of debt of the County approved under the Debt Act. General County Purposes: No tax for general county purposes in a county of the third class, exclusive of the requirements for the payment of interest and principal of the funded debt of any such county and for the payment of rentals to any municipal authority, shall in any one year exceed the rate of twenty-five (25) mills on every dollar of adjusted valuation. 11

18 Property Assessments The following table shows a comparison of the market values and assessed values of the real property located in the County for real estate tax purposes. Current Percent Year Assessed Valuation Market Value Assessed to Market 2006* 24,463,228,218 20,303,934, % ,063,753,660 21,546,822, ,752,603,272 25,319,221, ,156,045,716 25,803,741, ,520,246,175 27,710,081, ,767,389,896 28,036,173, ,919,921,236 28,796,215, ,013,799,653 28,940,743, SOURCE: , Pennsylvania State Tax Equalization Board (STEB). These figures do not include the assessed values of the non-taxpaying utility and exempt properties. * County-wide reassessment. Real Estate Valuations and Tax Collections Current Percent Percent Adjusted Year Collected Prior Years Total Collected Fiscal Year Millage Tax Levy Collections (Current) Collections Collections (Total) $93,965,893 $90,551, % $2,840,653 $93,392, % ,298,832 95,589, ,184,495 98,774, ,176,402 95,136, ,461,402 97,597, ,549, ,423, ,578, ,002, ,058, ,302, ,847, ,449, ,162, ,604, ,842, ,446, (1) ,717, ,500, ,782, ,282, ,184, ,976, ,976, SOURCE: County Officials. Annual Financial Reports. (1) 2012 collections of prior years taxes levied are not reported as per new procedures from the Government Finance Officers Association. Going forward, delinquent taxes paid will be added to the total of the year for which they are owed. [THIS SPACE INTENTIONALLY LEFT BLANK.] 12

19 Tax Rates The trend in real estate tax rates in the County, and the average tax rates imposed by the municipalities and school districts located in the County, over the last five fiscal years, is shown below: Real Estate Tax Millage Rate Fiscal Year (1) County Municipalities (2) School Districts (2) Total 2014* SOURCE: County Officials. (1) The County and constituent Municipalities use calendar year as their fiscal year; the School District s fiscal year begins July 1, therefore spans six months into next calendar year. (2) Each Municipality and School District levies its own tax millage rate. The rates shown are an average. *Taken from the County s 2014 Adopted Budget. Ten Taxpayers in the County with the Highest Assessed Property Values Taxpayer Business Current Assessed Value ES 3 York LLC Warehouse $115,106,330 York Galleria LLP Retail Mall 58,644,090 Church & Dwight Co. Inc. Specialty Cleaning Products 36,870,190 Homewood at Hanover PA Inc. Health Care 36,537,790 Equity Industrial A York LLC Real Estate Development 34,530,943 Delco Plaza I LP Commercial Mall 27,509,680 OSS Realty Company Real Estate Development 26,174,340 Harley Davidson Motor Company Manufacturer 26,076,690 Yorkkat Realty LLP Real Estate Development 25,500,000 P.R. Financing LTD Financial 25,237,750 Total $399,105,778 The top ten highest assessed properties represent 1.48% of the total 2013 estimated assessed value of the County. SOURCE: 2013 County s Comprehensive Annual Financial Report Financial Statements The following charts depict the County s Summary of General Fund Receipts and Expenditures and Balance Sheet. Information was taken from the County s Annual Audit and Financial Reports as audited by Zelenkofske Axelrod LLC, Certified Public Accountants. Please refer to the County s website, for updated financial information of the County. 13

20 YORK COUNTY GENERAL FUND Summary of General Fund Revenues & Expenditures For the Year Ended December 31: REVENUES Taxes $108,695,090 $109,762,800 $110,537,455 $110,850,508 $120,983,495 Court Costs, Fines and Forfeits 5,336,778 5,844,663 5,455,377 5,475,592 5,865,272 Interest and Rents 3,087, Intergovernmental 16,011,949 9,075,285 6,732,892 4,930,498 5,376,284 Departmental Earnings 33,934,381 38,186,538 39,535,859 43,162,915 41,936,072 Hotel Tax 1,301,778 1,340,664 1,495,347 1,567,531 1,597,065 Investment - 81, , , ,825 Other Revenue Receipts ,910 TOTAL REVENUES 168,367, ,290, ,879, ,263, ,923 EXPENDITURES General Government Administrative 11,497,949 12,603,984 12,235,067 13,307,481 12,601,365 General Government Judicial 31,934,119 31,359,892 33,027,842 33,306,862 35,399,856 Department of Public Safety 71,345,160 57,925,847 59,281,034 62,882,815 65,794,672 Cultural and Recreation 8,329,190 7,591,649 8,015,623 8,276,860 7,830,399 Community Development 4,637,764 4,589,162 4,503,964 4,598,516 4,607,318 Health, education, and welfare 14,932,724 10,111,283 10,845,335 11,124,237 12,200,297 Capital outlay - 4,112,159 1,048, , ,985 Miscellaneous Debt Service: Principal Retirement 1,279,243 3,692,743 3,945,717 4,094,034 3,138,399 Interest and fiscal charges 8,961,225 5,526,084 5,500,814 5,551,945 5,421,649 TOTAL EXPENDITURES 152,917, ,512, ,403, ,447, ,523,940 Excess (Deficiency) of Revenues Over Expenditures 15,450,169 26,778,161 25,475,690 22,816,233 29,561,983 OTHER FINANCING SOURCES (USES): Transfers-in 49,891 44,497 55,299 54,670 52,430 Transfers-out (20,359,222) (23,398,815) (30,272,104) (30,870,313) (30,387,378) Proceeds of Refunding Bonds/Notes 10,130,000 52,550, Swap Proceeds 5,850, Issuance of Debt 17,505,901 93, Contingency Fund Payments to Redeem Bonds/Notes (10,130,000) (53,518,867) Total Other Financing Sources, Net 3,046,570 (22,398,392) (30,216,805) (30,815,643) (30,334,948) Net change in fund balances 18,496,739 4,379,769 (4,741,115) (7,999,410) (772,965) FUND BALANCE Beginning of Year 14,130,899 32,627,638 37,007,407 32,266,292 24,266,882 FUND BALANCES End of Year $32,627,638 $37,007,407 $32,266,292 $24,266,882 $23,493,917 Source: York County Annual Audit Reports by Independent Auditors 14

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