PENNSYLVANIA TUITION ACCOUNT PLAN (TAP 529) (A SECTION 529 QUALIFIED TUITION PROGRAM) GUARANTEED SAVINGS PLAN DISCLOSURE STATEMENT

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1 PENNSYLVANIA TUITION ACCOUNT PLAN (TAP 529) (A SECTION 529 QUALIFIED TUITION PROGRAM) GUARANTEED SAVINGS PLAN DISCLOSURE STATEMENT For Account Owners who are, or whose Beneficiaries are, Residents of the Commonwealth of Pennsylvania Dated as of July 17, ) ry Sponsored by The Pennsylvania State Treasury Barbara Hafer, Treasurer

2 PENNSYLVANIA TUITION ACCOUNT PLAN (TAP 529) Guaranteed Savings Plan Supplement to the Disclosure Statement dated July 17, 2002 On August 12, 2002, the TAP Advisory Board voted to approve changes to the withdrawal provisions for the Guaranteed Savings Plan. These new withdrawal procedures should be kept in mind when reading the TAP 529 Guaranteed Savings Plan Disclosure Statement with respect to the value of your account. The following language is added after the first paragraph under WITHDRAWALS: Effective September 1, 2002, the value of a withdrawal from your TAP 529 GSP Account will vary depending on whether it is a Qualified Distribution or a Non-Qualified Distribution and the type of Non-Qualified Distribution as described under Amount of Non-Qualified Distribution below. The language under WITHDRAWALS Non-Qualified Distributions Amount of Non-Qualified Distribution is deleted in its entirety and restated as follows: A Non-Qualified Distribution of less than the entire amount available in a TAP 529 GSP Account may be obtained only once in any 12-month period. Effective September 1, 2002, the amount of any partial or full Non-Qualified Distribution from a TAP 529 GSP Account (except those made on account of death or permanent disability of, or scholarship or tuition waiver awarded to, the beneficiary) will be equal to the lesser of (1) the amount that would be obtained by multiplying the number of TAP Credits applied to such distribution or withdrawal by the actual per-credit tuition or average actual per-credit tuition in effect in the academic year of the distribution or withdrawal at the institution or institutions comprising the Tuition Level designated for the TAP 529 GSP Account at the time of such distribution or withdrawal; or (2) the market value of the account as determined daily by the Department. The amount of the Non-Qualified Distribution should not be lower than the amount of contributions made to the TAP 529 GSP Account. Prior to September 1, 2002, the amount of any partial or full Non-Qualified Distribution from a TAP 529 GSP Account will be equal to the amount that would be obtained by multiplying the number of TAP Credits applied to such distribution or withdrawal by the actual per-credit tuition or average actual per-credit tuition in effect in the academic year of the distribution or withdrawal at the institution or institutions comprising the Tuition Level designated for the TAP 529 GSP Account at the time of such distribution or withdrawal. Regardless of when a withdrawal occurs, if the Account Owner has changed the Tuition Level within 12 months of the request for distribution or withdrawal (other than in connection with use of the TAP 529 GSP Account to pay the Beneficiary s qualified higher education expenses at an eligible educational institution), the amount of the distribution or withdrawal will be the lesser of (1) the lowest amount that would be applicable under the Tuition Levels in effect during such 12 month period; or (2) the market value of the account. The amount of the Non-Qualified Distribution should not be lower than the amount of contributions made to the TAP 529 GSP Account. Notwithstanding the foregoing, the amount distributed on account of any contribution made within 12 months of the distribution or withdrawal will be the amount of the contribution, without regard to any growth in the value of the corresponding TAP Credit. The following language is added at the end of the paragraph under TRANSFERS BETWEEN A TAP 529 GSP ACCOUNT AND A TAP 529 IP ACCOUNT: Any distribution made from a TAP 529 GSP Account in connection with a transfer from that account to a TAP 529 IP Account will be made in an amount equal to the amount that would be payable upon a Non-Qualified Distribution from the TAP 529 GSP Account, as described below under NON-QUALIFIED DISTRIBUTIONS Amount of Non-Qualified Distribution. The date of this supplement is August 20, TAP-GSUP [--] SW 8/02 (J8580)

3 PENNSYLVANIA TUITION ACCOUNT PLAN (TAP 529) Guaranteed Savings Plan Supplement to the Disclosure Statement dated July 17, 2002 Effective September 16, 2002, the Annual TAP 529 GSP Account Fee is waived if you elect to contribute through a payroll contribution or automatic contribution plan. The following language is substituted for the language that appears under the heading Annual TAP 529 GSP Account Fee on page 2. The Contractor may assess a flat annual administrative charge against each TAP 529 GSP account. Currently this charge shall not exceed twenty-five dollars ($25) per TAP 529 GSP Account. This charge will be assessed annually beginning in December This charge will be waived if you elect to contribute, at least monthly, through an automatic contribution plan, which is either a payroll deduction or an automatic electronic deduction from your bank account processed through the Automated Clearing House (ACH). For the fee to be waived, your automatic contribution plan must have been established prior to December 1 of the assessment year. If your fee is not waived, you will have the option of submitting payment of the fee or having the fee deducted from your account. If you do not submit payment of the fee by the due date, it will be deducted from your account. The deduction will be made from the TAP Credit Value of the most recent contribution and will reduce the number of your TAP Credits by the equivalent of the fee amount. The date of this supplement is December 5, TAP-PCSUP [--] SW 12/02 (J8843)

4 PENNSYLVANIA TUITION ACCOUNT PLAN (TAP 529) Guaranteed Savings Plan Supplement to the Disclosure Statement dated July 17, 2002 The following language replaces the paragraph under Changing the Account Owner on page 11: Changing the Account PENNSYLVANIA Owner TUITION ACCOUNT PLAN (TAP 529) The Account Owner may select a replacement Account Owner if the following four requirements are met: (1) The Account Guaranteed Owner Savings to be named, Plan if a natural person, has attained the age of majority in his or her state of residence; (2) a written statement signed by the Account Owner Supplement to be named is to submitted the Disclosure stating Statement that he or she agrees to be bound dated July 17, 2002 by the terms of the GSP Plan Contract; (3) the existing and replacement Account Owner each certify that the change is made without consideration (that is, nothing is given in The exchange following for the language account replaces ownership the being paragraph changed); under and (4) Changing if the Beneficiary the Account is not a Owner resident of on Pennsylvania page 11: at the time of the requested change and was not a resident of Pennsylvania at the time he or she first became the Beneficiary, the Account Owner to be Changing named is a the resident Account of Pennsylvania. Owner The Department, in its sole discretion, may waive The the fourth Account requirement Owner may if it select determines a replacement that the Account change is Owner not being if the requested following to four requirements circumvent the are intent met: of (1) the The Act Account regarding Owner residency. to be named, if a natural person, has attained the age of majority in his or her state of residence; (2) a written statement signed by This the supplement Account Owner is dated to March be named 6, is submitted stating that he or she agrees to be bound by the terms of the GSP Plan Contract; (3) the existing and replacement Account Owner each certify that the change is made without consideration (that is, nothing is given in exchange for the account ownership being changed); and (4) if the Beneficiary is not a resident of Pennsylvania at the time of the requested change and was not a resident of Pennsylvania at the time he or she first became the Beneficiary, the Account Owner to be named is a resident of Pennsylvania. The Department, in its sole discretion, may waive the fourth requirement if it determines that the change is not being requested to circumvent the intent of the Act regarding residency. This supplement is dated March 6, J9092 TAP-SUP-CAO [--] SW 3/03 J9092 TAP-SUP-CAO [--] SW 3/03

5 AVERAGE TUITION LEVELS Code Average Level Status TAP 529 TAP 529 Credit Rate Semester Rate State System of PA Resident $ $2, Higher Education 2 Non-Resident $ $5, State-Related PA Resident $ $5, Universities 3,4 Non-Resident $ $9, Community Resident $74.36 N/A Colleges 5,6 Out-of-District $ N/A Out-of-State $ N/A Ivy League Colleges 2 N/A $1, $15, Private Four- N/A $ $9, Year Colleges 2 STATE SYSTEM OF HIGHER EDUCATION 2 Code School Status TAP 529 TAP 529 Credit Rate Semester Rate Bloomsburg PA Resident $ $2, Non-Resident $ $6, California PA Resident $ $2, Non-Resident $ $3, Cheyney PA Resident $ $2, Non-Resident $ $6, Special Non-Resident 7 $ $4, Clarion PA Resident $ $2, Non-Resident $ $4, East Stroudsburg PA Resident $ $2, Non-Resident $ $6, Special Non-Resident 8 $ $3, Edinboro PA Resident $ $2, Non-Resident $ $4, Special Non-Resident 9 $ $3, Indiana PA Resident $ $2, Non-Resident $ $6, Special Non-Resident 10 $ $3, Kutztown PA Resident $ $2, Non-Resident $ $6, Lock Haven PA Resident $ $2, Non-Resident $ $5, Mansfield PA Resident $ $2, Non-Resident $ $6, Special Non-Resident 11 $ $4, Millersville PA Resident $ $2, Non-Resident $ $6, PENNSYLVANIA TUITION ACCOUNT PLAN (TAP 529) Guaranteed Savings Plan Supplement to Disclosure Statement dated as of July 17, Credit Rates The following Credit Rate schedule replaces the information in Appendix B. The credit rates below will be effective from September 1, 2004 through August 31, The credit rate for a particular school or average is subject to change in the event that the school, or a school included in the average, changes its tuition rate for academic year Most of the credit rates below reflect the assessment of a premium designed to maintain the fiscal integrity of the Guaranteed Savings Plan. Please see last page for endnote information. STATE SYSTEM OF HIGHER EDUCATION 2 (continued) Code School Status TAP 529 TAP 529 Credit Rate Semester Rate Shippensburg PA Resident $ $2, Non-Resident $ $6, Special Non-Resident 12 $ $3, Slippery Rock PA Resident $ $2, Non-Resident $ $6, Special Non-Resident 13 $ $3, West Chester PA Resident $ $2, Non-Resident $ $6, All Universities 14 International $ $6, STATE OWNED SCHOOL Thaddeus Stevens PA Resident $ $2, College of Non-Resident $ $2, Technology STATE RELATED UNIVERSITIES Pennsylvania State University 15 University Park Campus Program Code of Study Status TAP 529 Credit Rate TAP 529 Semester Rate A 16 B 17 A 16 B Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $11, $10, Upper Division PA Resident $ $ $6, $5, Category 1 19 Non-Resident $1, $ $12, $11, Upper Division PA Resident $ $ $6, $5, Category 2 20,21 Non-Resident $1, $ $12, $11, Upper Division PA Resident $ $ $7, $6, Nursing 21 Non-Resident $1, $1, $13, $12, Abington Campus Standard 18,21 PA Resident $ $ $5, $5, Non-Resident $ $ $7, $7, Upper Division PA Resident $ $ $5, $5, Category 1 19,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 2 20,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 3 22,23 Non-Resident $ $ $8, $8,148.84

6 STATE RELATED UNIVERSITIES (continued) Pennsylvania State University 15 (continued) Altoona Campus Program Code of Study Status TAP 529 Credit Rate TAP 529 Semester Rate A 16 B 17 A 16 B Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $6, $5, Category 1 19 Non-Resident $ $ $9, $8, Upper Division PA Resident $ $ $6, $5, Category 2 20,21 Non-Resident $ $ $9, $8, Upper Division PA Resident $ $ $6, $5, Category 3 22,23 Non-Resident $ $ $8, $8, Berks Campus Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $6, $5, Category 1 19 Non-Resident $ $ $9, $8, Upper Division PA Resident $ $ $6, $5, Category 2 20,21 Non-Resident $ $ $9, $8, Upper Division PA Resident $ $ $6, $5, Category 3 22,23 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $6, $5, Category 4 23,24 Non-Resident $ $ $8, $8, Commonwealth Campus Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $7, $7, Upper Division PA Resident $ $ $5, $5, Category 1 19,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 2 20,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 4 23,24 Non-Resident $ $ $8, $8, Erie Campus Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $6, $5, Category 1 19 Non-Resident $ $ $9, $8, Upper Division PA Resident $ $ $6, $5, Category 2 20,21 Non-Resident $ $ $9, $8, Harrisburg Campus Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $6, $5, Category 1 19 Non-Resident $ $ $9, $8, Upper Division PA Resident $ $ $6, $5, Category 2 20,21 Non-Resident $ $ $9, $8, STATE RELATED UNIVERSITIES (continued) Pennsylvania State University 15 (continued) Lehigh Valley Program Code of Study Status TAP 529 Credit Rate TAP 529 Semester Rate A 16 B 17 A 16 B Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $7, $7, Upper Division PA Resident $ $ $5, $5, Category 1 19,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 2 20,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 3 22,23 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 4 23,24 Non-Resident $ $ $8, $8, Schuylkill Standard 18 PA Resident $ $ $5, $5, Non-Resident $ $ $7, $7, Upper Division PA Resident $ $ $5, $5, Category 1 19,21 Non-Resident $ $ $8, $8, Upper Division PA Resident $ $ $5, $5, Category 2 20,21 Non-Resident $ $ $8, $8, Lincoln University 5 Code Program of Study Status TAP 529 TAP 529 Credit Rate Semester Rate Standard PA Resident $ $2, Non-Resident $ $4, Temple University Allied Health PA Resident $ $5, Non-Resident $ $9, Tyler School PA Resident $ $5, of Art Non-Resident $ $9, General Studies PA Resident $ $4, Non-Resident $ $8, Esther Boyer PA Resident $ $4, School of Music Non-Resident $ $8, Architecture PA Resident $ $4, Non-Resident $ $8, PA College of Technology 2, Standard PA Resident $ N/A Non-Resident $ N/A

7 STATE RELATED UNIVERSITIES (continued) University of Pittsburgh 27 Pittsburgh Campus Program of Code Study Status TAP 529 Credit Rate TAP 529 Semester Rate A 28 B 29 A 28 B Arts & PA Resident $ $ $5, $4, Sciences Non-Resident $ $ $10, $9, Business & PA Resident $ $ $6, $5, Administration Non-Resident $ $ $11, $11, Dental PA Resident $ $ $5, $4, Medicine Non-Resident $ $ $10, $9, Education PA Resident $ $ $5, $4, Non-Resident $ $ $10, $9, Engineering PA Resident $ $ $5, $5, Non-Resident $ $ $11, $10, General PA Resident $ $ $5, $4, Studies Non-Resident $ $ $10, $9, Health & PA Resident $ $ $6, $6, Rehabilitation Non-Resident $1, $1, $13, $12, Information PA Resident $ $ $5, $5, Sciences Non-Resident $ $ $11, $10, Nursing PA Resident $ $ $6, $6, Non-Resident $1, $1, $13, $12, Social Work PA Resident $ $ $5, $4, Non-Resident $ $ $10, $9, Other Campuses Code Campus Status TAP 529 Credit Rate TAP 529 Semester Rate A 28 B 29 A 28 B Bradford PA Resident $ $ $4, $4, Non-Resident $ $ $10, $9, Greensburg PA Resident $ $ $4, $4, Non-Resident $ $ $10, $9, Johnstown PA Resident $ $ $4, $4, Non-Resident $ $ $10, $9, Titusville PA Resident $ $ $4, $4, Non-Resident $ $ $8, $8, COMMUNITY COLLEGE TUITION LEVELS 5,6 Code School Status TAP 529 Credit Rate Allegheny County Resident $77.50 Out-of-District $91.50 Special Out-of-District 30 $ Out-of-State $ Beaver County Resident $77.00 Out-of-District $ Out-of-State $ Bucks County Resident $85.00 Out-of-District $ Out-of-State $ Butler County Resident $67.00 Out-of-District $ Out-of-State $ Delaware County Resident $75.00 Out-of-District $ Out-of-State $ Harrisburg Area Resident $75.50 Out-of-District $ Out-of-State $ Lehigh-Carbon County Resident $72.00 Out-of-District $ Out-of-State $ Luzerne County Resident $73.00 Out-of-District $ Out-of-State $ Montgomery County Resident $81.00 Out-of-District $ Out-of-State $ Northampton County Resident $69.00 Out-of-District $ Special Out-of-District 31 $ Out-of-State $ Pennsylvania Highlands 32 Resident $63.00 Out-of-District $ Out-of-State $ Philadelphia Resident $97.00 Out-of-District $ Out-of-State $ Reading Area Resident $67.00 Out-of-District $ Out-of-State $ Westmoreland Area Resident $62.00 Out-of-District $ Out-of-State $186.00

8 1 The credit rate for a particular school or average is subject to change in the event that the school, or a school included in the average, changes its tuition rate for academic year Most of the credit rates reflect the assessment of a premium designed to maintain the fiscal integrity of the Guaranteed Savings Plan. 2 Includes premiums of 1.8% above current Actual Tuition. 3 In calculating this average, for each Pennsylvania State University and University of Pittsburgh Tuition Level (see below), the A and B rates were first averaged. Those averages were then used in calculating the over-all State-Related University Average. 4 Includes premiums of 9.7% above current Actual Tuition. 5 Has no premium. 6 Community Colleges and the PA College of Technology charge by the academic credit, not by the semester. Therefore, semester rates are not listed. Typically, a full-time student at these schools takes 15 credits per semester. For other Tuition Levels, the TAP 529 Semester Rate is 12 TAP 529 Credits. 7 Applies to non-residents from Delaware, Maryland, New Jersey and New York. 8 Applies to high achieving non-resident students in the following majors: biology, chemistry, computer science, mathematics, and physics. 9 Applies to all returning non-residents. 10 Applies to non-residents from Ohio, Virginia and West Virginia attending the main campus and all non-residents attending branch campuses. 11 Applies to non-residents from 16 New York counties (contact Mansfield University at x4814 for a listing). 12 Applies to non-residents transferring from five neighboring Maryland community colleges with dual admission agreements (contact Shippensburg University at for a listing). 13 Applies to non-residents with a GPA of at least 3.0 out of Applies to international students attending any of the State System of Higher Education universities. 15 A Credit Rates include premiums of 12.6% above current Actual Tuition; B Credit Rates include premiums of 9.0% above current Actual Tuition. 16 This is the applicable rate for all beneficiaries EXCEPT those who enrolled in college before the Summer Semester of 2003 and have been considered students continuously since that time. 17 This is the applicable rate for beneficiaries who enrolled in college before the Summer Semester of 2003 and have been considered students continuously since that time (primarily college juniors and seniors). 18 The rates for the A Tuition Levels are based on the average of Freshman and Sophomore tuition charges for all programs of study except those for which separate Tuition Levels are specified. The rates for the B Tuition Levels are based on the average of Junior and Senior tuition charges for all programs of study except those for which separate Tuition Levels are specified. For beneficiaries at this Tuition Level who attend Pennsylvania State University, payment from the TAP 529 GSP account will be the Actual Tuition set by the school for the class level which the beneficiary has attained. For beneficiaries at the Tuition Level who attend a private or out-of-state school, payment from the TAP 529 GSP account will be the average Actual Tuition of the two class levels used in calculating the rates. 19 For all campuses, Category 1 programs of study includes the Smeal College of Business. Additionally, the following programs of study at the indicated campuses are included: the Department of Business at Abington and Altoona; the School of Business at Erie, and Business Adminstration at Harrisburg and Schuylkill. For information on the specific majors in this category contact Pennsylvania State University. 20 For all campuses, Category 2 programs of study include the College of Engineering, the College of Earth and Mineral Sciences, the Eberly College of Science, and the School of Information Sciences and Technology. Additionally, for the following campuses the indicated programs of study are included: at the Commonwealth College Campus, the Commonwealth College Department of Science; at Mont Alto, the Occupational Therapy program; at Erie, the School of Science, the School of Engineering and Engineering Technology; at Harrisburg, Science/Engineering; and at Schuylkill, Science/Engineering. For information on the specific majors in this category contact Pennsylvania State University. 21 This Tuition Level was added effective September 1, For contributions made before September 1, 2003, retroactive conversion to this new Tuition Level is available only for beneficiaries actually enrolled in the academic program associated with this Tuition Level. For others who switch to this Tuition Level, the dollar value of their TAP Credits attributable to contributions made before September 1, 2003 will be applied as a new contribution made on September 1, For all campuses, Category 3 programs of study include the Bachelor of Science in Science program. 23 This is a new Tuition Level effective September 1, For contributions made before September 1, 2004, retroactive conversion to this new Tuition Level is available only for beneficiaries actually enrolled in the academic program associated with this Tuition Level. For others who switch to this new Tuition Level, the dollar value of their TAP Credits attributable to contributions made before September 1, 2004 will be applied as a new contribution made on September 1, For all campuses, Category 4 programs of study include the Bachelor of Science in Business program. 25 Includes the following locations: Beaver, Delaware County, DuBois, Fayette, Hazleton, McKeesport, Mont Alto, New Kensington, Shenango, Wilkes-Barre, Worthington-Scranton and York. Included in prior TAP 529 Tuition Rate Schedules as Other Branches. 26 Includes premiums of 5.1% above current Actual Tuition. 27 Except for the Titusville Campus, A Credit Rates include premiums of 7.14% above current Actual Tuition; B Credit Rates include premiums of 5.1% above current Actual Tuition. For the Titusville Campus both A and B Credit Rates include premiums of 5.1% above current Actual Tuition. 28 This is the applicable rate for all beneficiaries EXCEPT those who enrolled in college before the Fall Semester of 2004 and have been considered students continuously since that time. 29 This is the applicable rate for beneficiaries who enrolled in college before the Fall semester of 2004 and have been considered students continuously since that time (primarily college sophomores, junior and seniors). 30 Applies to in-state residents residing in counties that have a community college. 31 Applies to residents of Monroe County. 32 Formerly the Cambria County Area Community College. Note: Credit Rate Schedule and all calculations were completed by the Pennsylvania State Treasury and verified by an independent actuary. The Date of this Supplement is September 1, J9798 TAP-SUP-CR [--] SW 9/04

9 Table of Contents TUITION ACCOUNT PLAN (TAP 529) - OVERVIEW 1 Role of Department 1 TAP 529 Accounts and Beneficiaries 1 TAP 529 Structure, Fees and Applicable Disclosure Statements 1 TAP Credits, Tuition Levels and TAP Credit Rates 2 Use of TAP 529 GSP Account 3 Tax Advantages 5 TAP 529 GSP Accounts are the Obligation of the Guaranteed Savings Plan Fund 6 OPENING AND MAINTAINING YOUR TAP 529 GSP ACCOUNT 7 Who May Open a TAP 529 GSP Account 7 Who Can Be a Beneficiary 7 How to Open a TAP 529 GSP Account 7 Method of Payment 7 Minimum Contributions 8 Maximum Contribution Limit 8 Community Property Laws 8 Limitation on Pledges, Assignments and Loans 8 Department Procedures and Requirements 8 Restrictions on UTMA/UGMA TAP 529 GSP Accounts 8 Rollovers From Other Qualified Tuition Programs to a TAP 529 GSP Account 9 Moving Funds From Coverdell Education Savings Accounts to a TAP 529 GSP Account 9 Reinvesting Proceeds of Certain U.S. Savings Bonds in a TAP 529 GSP Account 10 Transferring Funds from a TAP 529 GSP Account to a TAP 529 IP Account 10 CHANGES TO A TAP 529 GSP ACCOUNT 10 Reallocating Existing Contributions between the Guaranteed Savings Plan and Investment Options Available under the Investment Plan 10 Changing Tuition Levels 10 Changing a Beneficiary 10 Member of the Family 11 Changing the Projected Enrollment Date 11 Transfer of TAP 529 GSP Account Funds 11 Changing the Account Owner 11 Designating a Contingent Owner 11 TRANSFERS BETWEEN A TAP 529 GSP ACCOUNT AND A TAP 529 IP ACCOUNT 12 WITHDRAWALS 12 Qualified Distributions 13 Non-Qualified Distributions 15 Distributions on Account of Death or Permanent Disability of, or Scholarship or Tuition Waiver Awarded to, the Beneficiary 15 Rollover Distributions 16 Transferring Assets from Your TAP 529 GSP Account into a TAP 529 IP Account 17 Cancellation of Your GSP Plan Contract 17 THE GUARANTEED SAVINGS PLAN FUND 17 The Investment Guidelines 17 Actuarial Condition of the Guaranteed Savings Plan Fund 17 Distribution of Excess Actuarial Reserves 17 RISK FACTORS 18 TAP 529 Risks 18 Investment Risks of the Guaranteed Savings Plan 18 Restriction on Use of TAP 529 GSP Account for Non-Education Expenses 19 Restriction on Changes Between TAP 529 GSP Accounts and Investment Options Available to TAP 529 IP Accounts 19 Impact on Eligibility for Financial Aid 19 Tax Risks 20 Other 21 ADDITIONAL INFORMATION ABOUT THE PROGRAM 21 Involuntary Terminations of TAP 529 GSP Account With Penalty 21 Authorizations with Respect to Collection of Penalties 21 TAX INFORMATION 22 Federal Tax Treatment 22 TAP 529 GSP Accounts Established under UTMA or UGMA 26 TAP 529 GSP Accounts Established by Business Entities 27 Unrelated Business Taxable Income 27 State Income Tax Treatment 27 Tax Reports 27 Lack of Certainty of Tax Consequences; Future Changes in Law 28 REPORTING AND OTHER MATTERS 28 TAP 529 GSP Account Statements and Reports 28 Audited Financial Statements 28 Tax Withholding 28 Continuing Disclosure 28 OBTAINING ADDITIONAL INFORMATION 28 APPENDIX A TAP 529 TUITION ACCOUNT GUARANTEED A-1 SAVINGS PLAN CONTRACT APPENDIX B TAP CREDIT RATE HIGHLIGHTS B-1 APPENDIX C EXCERPTS FROM INVESTMENT GUIDELINES AS IN EFFECT ON JANUARY 24, 2002 C-1 APPENDIX D ACTUARIAL SUMMARY D-1 i

10 THIS DISCLOSURE STATEMENT CONTAINS IMPORTANT INFORMATION TO BE CONSIDERED IN MAKING A DECISION TO CONTRIBUTE TO THE GUARANTEED SAVINGS PLAN UNDER PENNSYLVANIA S TUITION ACCOUNT PLAN ("TAP 529"), INCLUDING INFORMATION ABOUT RISKS. IT SHOULD BE READ THOROUGHLY AND RETAINED FOR FUTURE REFERENCE. ACCOUNTS ESTABLISHED UNDER THE TAP 529 GUARANTEED SAVINGS PLAN ARE NOT INSURED BY THE COMMONWEALTH OF PENNSYLVANIA AND NEITHER THE PRINCIPAL CONTRIBUTED NOR THE INVESTMENT RETURN IS GUARANTEED BY THE COMMONWEALTH OF PENNSYLVANIA. THE PAYMENT OF GUARANTEED SAVINGS PLAN OBLIGATIONS WILL BE MADE FROM THE TAP GUARANTEED SAVINGS PROGRAM FUND (THE FUND ). ANY CLAIM AGAINST TAP 529 OR THE PENNSYLVANIA TREASURY DEPARTMENT PURSUANT TO A GUARANTEED SAVINGS PLAN CONTRACT WILL BE MADE SOLELY AGAINST THE ASSETS OF THE FUND AND NOT AGAINST ANY OTHER FUNDS OR SOURCES OF THE COMMONWEALTH OF PENNSYLVANIA, DELAWARE INVESTMENTS OR ANY OTHER PERSON OR ENTITY. WHILE THE FUND HAS PERFORMED WELL TO DATE, IN THE EVENT THAT IT WOULD NOT GENERATE AN ADEQUATE RETURN, THE GUARANTEED SAVINGS PLAN MIGHT NOT BE ABLE TO MEET ALL OF ITS FUTURE LIABILITIES. PARTICIPATION IN TAP 529 DOES NOT GUARANTEE THAT CONTRIBUTIONS AND THE INVESTMENT RETURN ON CONTRIBUTIONS, IF ANY, WILL BE ADEQUATE TO COVER FUTURE TUITION AND OTHER HIGHER EDUCATION EXPENSES OR THAT A BENEFICIARY WILL BE ADMITTED TO OR PERMITTED TO CONTINUE TO ATTEND AN INSTITUTION OF HIGHER EDUCATION. RETURNS ON INVESTMENTS IN THE TAP 529 GUARANTEED SAVINGS PLAN ARE NOT GUARANTEED BY THE COMMONWEALTH OF PENNSYLVANIA OR BY ANY CONSULTANT, CONTRACTOR OR ADVISER RETAINED BY THE COMMONWEALTH OF PENNSYLVANIA. ACCOUNT OWNERS IN THE TAP 529 GUARANTEED SAVINGS PLAN ASSUME ALL INVESTMENT RISK, INCLUDING THE POTENTIAL LOSS OF PRINCIPAL AND LIABILITY FOR ADDITIONAL INCOME TAXES OR PENALTIES SUCH AS THOSE LEVIED FOR NON-QUALIFIED WITHDRAWALS. THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR WITH ANY STATE SECURITIES COMMISSION. NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED INTERESTS IN THE TAP 529 GUARANTEED SAVINGS PLAN OR PASSED ON THE ADEQUACY OF THIS DISCLOSURE STATEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE ACCOUNT OWNER IS NOT REQUIRED TO BE A RESIDENT OF PENNSYLVANIA, PROVIDED SUCH ACCOUNT OWNER S BENEFICIARY IS A PENNSYLVANIA RESIDENT. THE STATE INCOME TAX TREATMENT OF, AND STATE TAX BENEFITS ASSOCIATED WITH, THE TAP 529 GUARANTEED SAVINGS PLAN MAY DIFFER DEPENDING ON THE STATE OF RESIDENCY OF THE ACCOUNT OWNER. YOU SHOULD CONSULT YOUR TAX ADVISOR REGARDING ANY BENEFITS PROVIDED BY YOUR STATE OF RESIDENCE TO PARTICIPANTS IN ITS QUALIFIED TUITION PROGRAM THAT MAY NOT BE AVAILABLE UNDER THE TAP 529 GUARANTEED SAVINGS PLAN. INFORMATION IN THIS DISCLOSURE STATEMENT IS BELIEVED TO BE ACCURATE AS OF THE DATE OF THIS DISCLOSURE STATEMENT AND IS SUBJECT TO CHANGE WITHOUT PRIOR NOTICE. ii

11 TUITION ACCOUNT PLAN (TAP 529) OVERVIEW The Pennsylvania Tuition Account Plan ( TAP 529 ) is a college savings program sponsored by the Commonwealth of Pennsylvania (the "Commonwealth") that is designed to help people save for the costs of education after high school in a taxadvantaged manner. TAP 529 is designed to be a qualified tuition program under Section 529 ( Section 529 ) of the Internal Revenue Code of 1986, as amended (the "Tax Code"). Role of Department TAP 529 is authorized by the Commonwealth s Tuition Account Programs and College Savings Bond Act, enacted pursuant to the Act of April 3, 1992, as amended by the Act of June 22, 2000 (the Act ), and is established and maintained by the Commonwealth, acting through its Treasury Department (the Department ). The bureau within the Department that administers TAP 529 is known as the TAP Programs Bureau. TAP 529 consists of a guaranteed savings plan (the Guaranteed Savings Plan ), which has been in operation since 1993, and an investment plan (the Investment Plan ), launched in This Disclosure Statement relates to the Guaranteed Savings Plan. There is a separate disclosure document for the Investment Plan. The Department s responsibilities with respect to TAP 529 include the establishment of investment guidelines (the Investment Guidelines ) for the investment of the Tuition Account Guaranteed Savings Program Fund (the Guaranteed Savings Plan Fund ), in which contributions to the Guaranteed Savings Plan are held; annually evaluating, or causing to be evaluated, the actuarial soundness of the Guaranteed Savings Plan Fund to meet its obligations under the Guaranteed Savings Plan; annually establishing tuition levels (the Tuition Levels ) by reference to which a number of tuition credit equivalents or TAP Credits corresponding to the dollar amount of contributions to an account under the Guaranteed Savings Plan are calculated; and making any necessary agreements with eligible educational institutions and private parties for professional, managerial and technical assistance and advice. The Department may, from time to time and its discretion, contract with other entities to perform services with respect to the Guaranteed Savings Plan. The Department has selected Delaware Service Company, Inc. (the Contractor ) to perform various administrative services pursuant to a contract dated June 3, Its affiliate, Delaware Distributors, L.P. ( DDLP ) may provide marketing services to the Guaranteed Savings Plan from time to time pursuant to a contract dated May 17, TAP 529 Accounts and Beneficiaries To participate in the TAP 529 Guaranteed Savings Plan, you (the Account Owner ) open an account under TAP 529 (your TAP 529 GSP Account or Account ), name a beneficiary for that TAP 529 GSP Account (your Beneficiary ), unless the purpose of the TAP 529 GSP Account is to fund a scholarship, and make contributions to the TAP 529 GSP Account on behalf of that Beneficiary. The TAP 529 GSP Account belongs to you, as the Account Owner, and not to the Beneficiary.* Your Beneficiary has no vested rights in the TAP 529 GSP Account and may be changed at any time, subject to certain limitations as described herein. Contributions to your TAP 529 GSP Account will be calculated and reported to you in terms of a number of TAP Credits at the Tuition Level you select. The Guaranteed Savings Plan Fund guarantees that the dollar value of your TAP Credits will grow at a rate at least equal to the rate of growth of tuition under the Tuition Level you select. The number of TAP Credits you receive in exchange for each contribution, your ability to convert TAP Credits at one Tuition Level into TAP Credits at a different Tuition Level, the amount of tuition or other qualified higher education expenses you will receive upon application of such TAP Credits at an eligible educational institution, and the dollar value of any refund you obtain by applying TAP Credits for other purposes will be determined pursuant to the terms of a Tuition Account Plan Contract for the Guaranteed Savings Plan (the GSP Plan Contract ) between you and the Department. The GSP Plan Contract is attached as Appendix A to this Disclosure Statement. *Except for accounts established under the Uniform Transfers to Minors Act or Uniform Gifts to Minors Act. Please see Opening, Maintaining And Contributing To Your Account Restrictions on UTMA/UGMA TAP 529 GSP Accounts. To the extent permitted under TAP 529, your TAP 529 GSP Account may be registered to a broker on your behalf. TAP 529 Structure, Fees and Applicable Disclosure Statements TAP 529 Structure Under the terms of the GSP Plan Contract, the value of your TAP 529 GSP Account will grow at a rate at least equal to the increase in the cost of tuition or average tuition under the Tuition Level you select, and will be reported by reference to a number of TAP Credits determined by reference to the amount of the contribution and the Tuition Level selected. The Guaranteed Savings Plan is available only to an Account Owner who is a resident of, or whose Beneficiary is a resident of, the Commonwealth. Each time a contribution is made to your TAP 529 GSP Account, you must direct that such contribution be allocated to the Guaranteed Savings Plan. 1

12 Fees Contributions deposited to or invested under a TAP 529 GSP Account shall be subject to an initial TAP Enrollment Fee, and an annual TAP 529 GSP Account Fee. This Disclosure Statement describes the fees currently in effect. TAP 529 reserves the right to change the amount of such fees. TAP Enrollment Fee Currently, the Department charges an enrollment fee of fifty dollars ($50) on a TAP 529 GSP Account upon receipt of the enrollment form for such Account by TAP 529. The Department may discount the enrollment fee to twenty-five dollars ($25) for any TAP 529 GSP Account opened within three (3) weeks of enrollment material being sent to the prospective Account Owner. The enrollment fee may be waived by the Department for accounts opened for newborn children within six months of the child s birth and for newly adopted children for whom accounts are opened within six months of the adoption being finalized. In addition, the Department may elect to discount or waive the enrollment fee from time to time in association with special marketing initiatives. Account Owners who opened their TAP 529 GSP Accounts outside of these special promotions and did not receive the discounted fee will not be entitled to an adjustment. Annual TAP 529 GSP Account Fee The Contractor may assess a flat annual administrative charge against each TAP 529 GSP Account. Currently, this charge shall not exceed twenty-five dollars ($25) per TAP 529 GSP Account. Disclosure Statements This Disclosure Statement relates to contributions under the Guaranteed Savings Plan. If you are interested in making contributions under the Investment Plan, you should obtain and review the separate Pennsylvania Tuition Account Plan Investment Plan Disclosure Statement and should not rely upon this Disclosure Statement with respect to such contributions. There are two fee structures available under the Investment Plan. Fee Structure I is available for an account opened by an individual who is or whose designated beneficiary is, at the inception of such account, a resident of the Commonwealth of Pennsylvania, directly contracts with DDLP to open such account and is not working with a broker or dealer in connection with opening such account. Fee Structure I is also available to employer payroll deduction plans and other qualified purchasers. Fee Structure A, B or C is available to contributors who are not eligible for Fee Structure I. See the applicable Disclosure Statement for more information. You may obtain the Pennsylvania Tuition Account Plan Investment Plan Disclosure Statement (Fee Structure I) or the Pennsylvania Tuition Account Plan Investment Plan Disclosure Statement (Fee Structure A, B or C) by calling between 8 a.m. and 8 p.m. Eastern Standard Time or writing to TAP 529, c/o Delaware Investments, Document Management Center, P.O. Box 42529, Philadelphia, PA , or, for Federal Express delivery, TAP 529, c/o Delaware Investments, Document Management Center, 2005 Market Street, Philadelphia, PA The Pennsylvania Tuition Account Plan Investment Plan Disclosure Statement (Fee Structure I) or the Pennsylvania Tuition Account Plan Investment Plan Disclosure Statement (Fee Structure A, B or C) also can be found on TAP 529 s web site located at TAP Credits, Tuition Levels and TAP Credit Rates TAP Credits For each contribution made to a TAP 529 GSP Account, a TAP Credit equivalent is calculated. TAP Credits are calculated based on the Tuition Level chosen by the Account Owner. The contribution is divided by the TAP Credit Rate (defined below) for the designated Tuition Level to determine the number of TAP Credits attributable to the contribution. Tuition Levels When you open a TAP 529 GSP Account you will be asked to designate a Tuition Level on the enrollment form. The Tuition Level selected by the Account Owner determines the minimum growth on the TAP 529 GSP Account. The growth of the value of a contribution to your TAP 529 GSP Account, measured by percentage increase, will be at least as much as the percentage increase in the selected Tuition Level during the period from the contribution to the withdrawal of the contribution. The Account Owner may change the designated Tuition Level at any time. The change in Tuition Level is applied retroactively for each contribution made to the TAP 529 GSP Account. Accordingly, subject to certain limitations described below, the Account Owner generally can benefit from the most favorable Tuition Level, irrespective of the Tuition Level initially selected. Currently, TAP 529 offers five average tuition levels: 1. State-Related School Average, which is based on the average tuition at the four state-related universities: the University of Pittsburgh, Penn State University, Temple University, and Lincoln University. 2. State-System School Average, which is based on the average tuition at the 14 universities that comprise the State System of Higher Education: Bloomsburg, California, Cheyney, Clarion, East Stroudsburg, Edinboro, Indiana, Kutztown, Lock Haven, Mansfield, Millersville, Shippensburg, Slippery Rock and West Chester. 2

13 3. Community College Average, which is based on the average tuition at Pennsylvania s 14 community colleges: Allegheny County, Beaver County, Bucks County, Butler County, Cambria County, Delaware County, Harrisburg Area, Lehigh-Carbon County, Luzerne County, Montgomery County, Northampton County, Philadelphia, Reading Area and Westmoreland Area. 4. Ivy League School Average, which is based on tuition at the eight Ivy League schools, including the University of Pennsylvania: Brown, Columbia, Cornell, Dartmouth, Harvard, Princeton, University of Pennsylvania and Yale. 5. Private Four-year College Average, which is based on average tuition at four-year private colleges located in Pennsylvania. Although the Private Four-year College Average is calculated by reference to Pennsylvania colleges, contributions designated for this Tuition Level, and the earnings thereon, may be applied at any eligible educational institution, whether or not located in Pennsylvania. Additionally, you may designate as your Tuition Level any one of the state-related or State System of Higher Education, any Pennsylvania community college, or the Thaddeus Stevens College of Technology. For several of these schools you may also choose Tuition Levels for specific branch campuses and/or programs. A complete list of Tuition Levels available under the Guaranteed Savings Plan is available from the Contractor upon request. The value of a contribution, as reflected in a specified number of TAP Credits at a designated Tuition Level, will increase in accordance with subsequent increases in the cost of tuition at the institution or institutions comprising the applicable Tuition Level. In addition, the value of a TAP 529 GSP Account may increase based on discretionary distributions by the Department of surplus amounts in the Guaranteed Savings Plan Fund in excess of those considered actuarially necessary. See THE GUARANTEED SAVINGS PLAN FUND Distribution of Excess Actuarial Reserves below. TAP Credit Rates A TAP Credit rate (the TAP Credit Rate ) for each Tuition Level is set by the Department for each academic year. Since academic year and continuing through the current academic year ( ), TAP Credit Rates for the individual state-related universities, State System of Higher Education and community colleges are the same as the actual current tuition at those schools. Similarly, the TAP Credit Rates for the Tuition Levels for average tuition at the individual state-related universities, State System of Higher Education and community colleges and for the Tuition Level for the average Ivy League college tuition are the mathematical average (mean) of the actual tuition at the schools comprising each Tuition Level. The TAP Credit Rate for the average private four-year colleges is the mathematical average (mean) of the actual tuition at all the private four-year colleges in Pennsylvania based on data obtained by the Pennsylvania Higher Education Assistance Agency (PHEAA). TAP Credit Rates remain in effect from September 1 to August 31. The Department annually sets new TAP Credit Rates. In order to maintain the fiscal integrity of the Guaranteed Savings Plan, the Department is authorized to set TAP Credit Rates that are more or less than actual tuition or actual average tuition, as applicable, in any given year. TAP Credit Rates apply only to contributions made in the year in which the applicable TAP Credit Rates are in effect. The TAP Credit Rate Highlights for academic year , containing select TAP Credit Rates, is included as Appendix B to this Disclosure Statement; a complete list of the TAP Credit Rates currently in effect may be obtained from the Contractor. Use of TAP 529 GSP Account In General A maturity period ranging from approximately nine months to approximately 18 months must elapse from the date of each contribution under the Guaranteed Savings Plan to the time when that contribution and any related growth in the value of the contribution may be used. Specifically, contributions made to a TAP 529 GSP Account between January 1 and August 31 of one calendar year will be available, together with the related growth, for the payment of qualified higher education expenses at an eligible educational institution beginning with the Summer semester of the following calendar year, and contributions made to a TAP 529 GSP Account between September 1 and December 31 of one calendar year will be available, together with the related growth, for the payment of qualified higher education expenses at an eligible educational institution beginning with the Spring semester two calendar years later. For this purpose, TAP 529 tracks contributions and withdrawals to a TAP 529 GSP Account on a first-in, first-out (FIFO) method. When the Beneficiary of your TAP 529 GSP Account reaches his or her projected date of enrollment (a date you specify on the enrollment form usually the August following the Beneficiary s 18th birthday), the TAP Programs Bureau will contact you to determine whether you intend to use your TAP 529 GSP Account and what school your Beneficiary will be attending. Once TAP Credit Rates are set for the upcoming academic year (usually in mid-july), you are provided a statement of both your TAP Credits and their dollar value. You then authorize the TAP Bureau to use a specific number of TAP Credits and/or a dollar amount to pay for the student s qualified higher education expenses for that semester. You will be required to submit documentation, such as a tuition invoice, of your attendance at a particular eligible educational institution and, where relevant to the Tuition Level, of the branch of such institution and/or course of study. You may 3

14 also be required to complete forms required by the TAP Programs Bureau or the Contractor. (You also will be required to submit such documentation, if any, that may be required at the time to comply with the requirements of Section 529.) Complete instructions on how to use your TAP 529 GSP Account will be included with the statement. Using Your TAP 529 GSP Account at Pennsylvania Public Institutions Your TAP 529 GSP Account can be used at any of Pennsylvania s four state-related universities, its 14 State System of Higher Education universities, its 14 community colleges, and the state-owned Thaddeus Stevens College of Technology. For students attending those Pennsylvania public institutions, the GSP Plan Contract guarantees that a TAP 529 GSP Account will keep pace with the tuition increases at each separate school. If the Beneficiary attends one of the Pennsylvania public institutions, but the Tuition Level selected for the TAP 529 GSP Account is a Tuition Level for a different institution or represents the average tuition at a set of institutions, the TAP Programs Bureau will change the applicable Tuition Level to the school your Beneficiary is attending. Accordingly, the TAP Credits in the TAP 529 GSP Account will be recalculated as if the Tuition Level of the Pennsylvania public institution attended by your Beneficiary had been selected for all contributions from the day your TAP 529 GSP Account was opened. For this purpose, the number of TAP Credits in your TAP 529 GSP Account will be obtained by dividing each individual contribution by the TAP Credit Rate in effect at the time the contribution was made for the Pennsylvania public institution attended by your Beneficiary. If the Beneficiary attends a school that was less expensive at the time a contribution was made than the Tuition Level designated when the contribution was made, the number of TAP Credits allocated to the Account will increase, and each TAP Credit will have a lesser dollar value; if the Beneficiary attends a school that was more expensive at the time a contribution was made, the number of TAP Credits allocated to the Account will decrease, and each TAP Credit will have a greater dollar value. The relative actual dollar value of the TAP Credits under different Tuition Levels will depend on the relative inflation rate of the applicable tuition under the respective Tuition Levels during the period from the date the contribution was made through the date the contribution and the related growth is applied to pay qualified higher education expenses. In addition, if the Beneficiary attends a Pennsylvania public institution but does not qualify for the in-state tuition (or, in the case of a community college, the in-district rate), but the Tuition Level designated for the TAP 529 GSP Account was a Tuition Level applicable to in-state or in-district tuition, the TAP Credits in the TAP 529 GSP Account will be recalculated as if the non-resident or out-of-district Tuition Level, as applicable, of the Pennsylvania public institution attended by your Beneficiary had been selected for all contributions from the day your TAP 529 GSP Account was opened. A TAP Credit is not the same as an academic credit. TAP Credits are units of value calculated on the basis of tuition costs. An academic credit is a measure of a student s progress toward completion of a program of study. Each TAP Credit represents 1/12th of the per semester full tuition cost, or 1/24th of the academic year full tuition cost, at the applicable Pennsylvania public institution, if such public institution is a four-year college (except in the case of the PA College of Technology), and represents the cost of one academic credit if the applicable Pennsylvania public institution is a community college or the PA College of Technology. At each of the four-year Pennsylvania public institutions (except the PA College of Technology), a student is considered full time if he or she takes at least 12 academic credits per semester (24 credits per academic year). Being full-time entitles the student to take as many academic credits per semester typically 18 as the school permits without additional charge. Accordingly, the dollar equivalent of 12 TAP Credits at a particular school s Tuition Level may pay for a Beneficiary s tuition for 12 to 18 (or the applicable maximum at the particular school) academic credits at such school. The PA College of Technology and the community colleges do not distinguish between full and part time students for tuition cost purposes; for those schools, the dollar value of a TAP Credit at the applicable Tuition Level will pay for the cost of tuition for one academic credit at the applicable school. When the Account Owner requests a payment from a TAP 529 GSP Account, the dollar amount withdrawn, and the number of TAP Credits required to generate such dollar amount at the applicable Tuition Level, will be deducted from the Account. Using Your TAP 529 GSP Account at Other Universities, Colleges, and Career Schools Your TAP 529 GSP Account can also be used at any eligible private or out-of-state university, college, or career school. For Beneficiaries attending schools other than the Pennsylvania public institutions, the GSP Plan Contract guarantees that contributions under the Guaranteed Savings Plan will keep pace with the tuition increases at the designated Tuition Level and that pay-outs will be made from your TAP 529 GSP Account based on such Tuition Level. When used for a Beneficiary s qualified higher education expenses at an eligible private or out-of-state university, college, or career school, the amount available in the TAP 529 GSP Account would be based on the designated Tuition Level at the time amounts in the TAP 529 GSP Account are applied to such expenses. Because the Account Owner can change the designated Tuition Level at any time, in the event it is advantageous to change the designated Tuition Level prior to using the TAP 529 GSP 4

15 Account, the Account Owner may do so, in which event the TAP Credits in the TAP 529 GSP Account will be recalculated as if the newly designated Tuition Level had been selected for all contributions from the day the TAP 529 GSP Account under the Guaranteed Savings Plan was opened. When the Account Owner requests a payment from a TAP 529 GSP Account, the dollar amount withdrawn, and the number of TAP Credits required to generate such dollar amount at the actual tuition rate then in effect for the applicable Tuition Level, will be deducted from the Account. If, for example, the actual average tuition at the State System of Higher Education is $7,000 per semester at the time of a withdrawal, a payment of $7,000 to the Account Owner would result in a deduction of 12 TAP Credits from the Account. Qualified Higher Education Expenses and Eligible Educational Institutions You can use amounts in the TAP 529 GSP Account to pay the Beneficiary s qualified higher education expenses at an eligible educational institution. Qualified higher education expenses are tuition, fees, and the cost of books, supplies and equipment required for the enrollment or attendance of a Beneficiary at an eligible educational institution. Expenses for room and board may also be considered qualified higher education expenses if the Beneficiary is enrolled or accepted for enrollment in a degree, certificate or other program (including a program of study abroad approved for credit by the eligible educational institution) at an eligible educational institution on at least a half-time basis. The amount of room and board cannot exceed, in the case of withdrawals made prior to January 1, 2011, the room and board allowance included (for the period for which the withdrawal is made) in calculating the costs of attendance at the applicable eligible educational institution for federal financial aid programs, or, under current law, in the case of withdrawals made on or after January 1, 2011, the minimum amount included for room and board (for the period for which the withdrawal is made) in calculating the costs of attendance at the applicable eligible educational institution for federal financial aid programs, or $2,500 per year for students living off-campus and not at home, or $1,500 for students living at home with a parent or guardian. In the case of withdrawals from your TAP 529 GSP Account before January 1, 2011, qualified higher education expenses also include expenses for special needs services (as such term is used in the Tax Code) incurred by a Beneficiary who is a special needs beneficiary (as such term is used in the Tax Code) and relating to enrollment or attendance at an eligible educational institution. In general, eligible educational institutions are accredited, post-secondary educational institutions offering credit toward a bachelor s degree, an associate s degree, a graduate level or professional degree or another recognized post-secondary credential, including certain proprietary institutions and post-secondary vocational schools and certain institutions in foreign countries. To be an eligible educational institution, the institution must be eligible to participate in U.S. Department of Education student aid programs. Although TAP Credits may be applied to the payment of any qualified higher education expenses, TAP Credits are calculated based on the cost of tuition or average tuition at the institution or institutions comprising the applicable Tuition Level. Mandatory fees or surcharges, the cost of books, supplies, equipment, room and board, and other costs of enrollment or attendance of a Beneficiary at an eligible educational institution that do not constitute tuition are not included in the calculation of TAP Credits. Accordingly, there is no guarantee that the growth in the value of TAP Credits at any designated Tuition Level will correspond to the growth in the cost of expenses other than tuition at the institution or institutions comprising the applicable Tuition Level. Other Withdrawals from a TAP 529 GSP Account Amounts in a TAP 529 GSP Account can be withdrawn for purposes other than the payment of the Beneficiary s qualified higher education expenses at an eligible educational institution, but the federal income tax treatment of such withdrawals will be less favorable than in the case of withdrawals for qualified higher education expenses, and a 10% additional federal income tax on withdrawn earnings, or a 10% withholding penalty on the withdrawn earnings, may apply. In addition, the dollar amount available for a non-qualified withdrawal under the GSP Plan Contract may differ than the dollar value of TAP Credits applied to the payment of a Beneficiary s qualified higher education expenses at an eligible educational institution. See WITHDRAWALS below. Tax Advantages Federal Tax The federal tax treatment of TAP 529 is governed by amendments to Section 529 of the Tax Code that are scheduled to expire on December 31, There can be no assurance that those amendments will be extended beyond that date. Consequently, the tax aspects of TAP 529 for withdrawals on or after January 1, 2011 may differ from those applicable to withdrawals before January 1, 2011, as described herein. There are several federal income tax advantages to TAP 529 under current law, including the amendments scheduled to be in effect until December 31, First, any federal income taxes that may be payable on earnings on the money you invest in your TAP 529 GSP Account will be deferred until such earnings are 5

16 withdrawn from your Account. Second, no federal income taxes will be imposed on any earnings in the TAP 529 GSP Account that are withdrawn prior to January 1, 2011 and used to pay for your Beneficiary s qualified higher education expenses. If earnings in the TAP 529 GSP Account are withdrawn on or after January 1, 2011 and used to pay for your Beneficiary s qualified higher education expenses, such earnings generally will be taxed upon withdrawal as income to the Beneficiary, not to you. This can result in significant tax savings if you are in a higher tax bracket than the Beneficiary. You should note, however, that any earnings on your TAP 529 GSP Account that are taxed will be taxed as ordinary income, rather than as capital gains. Because the federal income tax advantages are intended to encourage savings for qualified higher education expenses, withdrawals for other purposes (including the payment of taxes due as a result of the withdrawal) generally are subject to an additional federal income tax equal to 10% of the portion of the distribution that consists of earnings (in the case of withdrawals prior to January 1, 2011) or to the withholding by TAP 529 of a penalty equal to 10% of the withdrawn earnings (in the case of withdrawals on or after January 1, 2011). TAP 529 will report to you or the Beneficiary, as applicable, on a Form 1099-Q or other applicable form any earnings withdrawn by you in each calendar year and, in the case of distributions that are not applied to the payment of a Beneficiary s qualified higher education expenses, you, or in certain cases the Beneficiary, will be required to pay federal income tax on such earnings and, except as described in the next sentence, the 10% additional income tax or withholding penalty. No such additional income tax or penalty is imposed in the case of withdrawals due to the death or permanent disability of the Beneficiary or if the amount withdrawn does not exceed the amount of a scholarship or tuition waiver obtained by the Beneficiary. Certain rollover distributions also are exempt from the 10% additional income tax or penalty on earnings. See WITHDRAWALS below. Under certain circumstances, certain Account Owners may be able to claim federal income tax deductions on certain portions of distributions applied to the payment prior to 2006 of certain qualified higher education costs of certain Beneficiaries. The deduction may only be claimed for distributions applied to pay tuition and/or mandatory fees, and only applies to the portion of such a distribution consisting of a return of contributions (as opposed to earnings.) In addition, the deduction is available only if the Beneficiary is (1) the Account Owner; (2) the Account Owner s spouse; or (3) a dependent of the Account Owner. Finally, the deduction is only available to Account Owners with incomes under a certain amount, and only for tax years 2002 through The amount of the deduction and the maximum adjusted gross income levels are listed in the following chart: Income Tax Deduction on Contributions Applied to Tuition or Mandatory Fees Year Deduction Maximum Adjusted Gross Income 2002, 2003 $3,000 $65,000 individual $130,000 joint 2004, 2005 $4,000 $65,000 individual $130,000 joint 2004, 2005 $2,000 between $65,000-$80,000 individual between $130,000-$160,000 joint You should contact your tax advisor for more information. PA Tax The Commonwealth of Pennsylvania exempts from all Pennsylvania state and local taxation contributions made to an Account, any increase in the value of those contributions, the payment of qualified higher education expenses of Beneficiaries from an Account, and the retention or transfer of any legal interest in an Account during life or as a result of death of a Beneficiary or Account Owner. TAP 529 GSP Accounts are the Obligation of the Guaranteed Savings Plan Fund The only entity obligated under the GSP Plan Contract relating to a TAP 529 GSP Account is the Guaranteed Savings Plan Fund, and the Guaranteed Savings Plan Fund is the only entity that makes the guarantee under the Guaranteed Savings Plan. The Guaranteed Savings Plan Fund was established by state law. By that law, the Guaranteed Savings Plan Fund is independent from other state funds and cannot be used for any purpose other than the payment of amounts due under GSP Plan Contracts and of the allocable expenses of administering TAP 529. The payment of obligations under a GSP Plan Contract will be made from the Guaranteed Savings Plan Fund. Any claim against TAP 529 or the Department pursuant to a GSP Plan Contract will be made solely against the assets of the Guaranteed Savings Plan Fund and not against any other funds or sources of the Commonwealth, the Department, TAP 529, or any consultant or contractor retained by any such party. Assets of the Guaranteed Savings Plan Fund are not available for the payment of Plan Contracts relating to the Investment Plan, and assets of the Tuition Account Investment Program Fund are not available for the payment of obligations under GSP Plan Contracts. 6

17 The payment of obligations under GSP Plan Contracts is dependent upon the Guaranteed Savings Plan Fund generating adequate investment earnings to offset tuition inflation and upon the rates set yearly for TAP Credits. Actuarial assumptions have been made regarding future tuition inflation, participation in the Guaranteed Savings Plan, expenses of the Guaranteed Savings Plan and the investment return of the Guaranteed Savings Plan Fund. See APPENDIX D Actuarial Summary. While the Guaranteed Savings Plan Fund has performed well to date, in the event that it would not generate an adequate return, TAP 529 might not be able to meet all of its future tuition liabilities under the Guaranteed Savings Plan. However, the Act contains several safeguards to protect the viability of the Guaranteed Savings Plan Fund. The actuarial assumptions for the Guaranteed Savings Plan Fund are adjusted annually to reflect the actual experience of the Guaranteed Savings Plan. Each year the actuarial assumptions are reviewed when the TAP Credit Rates for the new year are determined. If the Guaranteed Savings Plan Fund were unable to achieve sufficient investment earnings, the shortfall in earnings might be offset by the Guaranteed Savings Plan Fund s surplus or by increases in future TAP Credit Rates. Future increases in TAP Credit Rates would not affect the number of TAP Credits attributable to previous contributions. OPENING AND MAINTAINING YOUR TAP 529 GSP ACCOUNT Who May Open a TAP 529 GSP Account Any natural person who has reached the age of majority is eligible to establish a TAP 529 GSP Account. A custodian for a minor under UTMA or UGMA, or a trust or other person that is not a natural person, may also open a TAP 529 GSP Account. See Restrictions on UTMA/UGMA TAP 529 GSP Accounts below. The Account Owner is not required to be a resident of Pennsylvania in order to contribute under the Guaranteed Savings Plan, but if the Account Owner is not a Pennsylvania resident, the Beneficiary of the TAP 529 GSP Account must be a Pennsylvania resident. The state income tax treatment of, and state tax benefits associated with, TAP 529 may differ depending on the state of residency of the Account Owner. You should consult your tax advisor regarding any benefits provided by your state of residence to participants in its qualified tuition program that may not be available under TAP 529. See TAX INFORMATION below. Although a person who is not a resident of any state, the District of Columbia or a territory of the United States may establish a TAP 529 GSP Account, the tax consequences associated with such a TAP 529 GSP Account are not described in this Disclosure Statement. Your state may only offer favorable tax treatment for investments in a 529 program offered by such state. You should consult your tax advisor for information regarding those tax consequences. State or local government organizations and tax-exempt organizations described in Section 501(c)(3) of the Tax Code may also open TAP 529 GSP Accounts as part of a scholarship program. Specific requirements with respect to the establishment of scholarship accounts are outlined in Article XI of the GSP Plan Contract attached as Appendix A to this Disclosure Statement. Who Can Be a Beneficiary Your Beneficiary must be a natural person. Anyone, including the Account Owner, can be a Beneficiary. The Beneficiary does not have to be a Pennsylvania resident, provided the Account Owner is a Pennsylvania resident. An Account Owner must open a separate TAP 529 GSP Account for each Beneficiary. How to Open a TAP 529 GSP Account To open a TAP 529 GSP Account you must complete an enrollment form and deliver it to TAP 529, along with the enrollment fee if one is required. By signing the enrollment form, you agree that the TAP 529 GSP Account is subject to the terms and conditions of this Disclosure Statement and the GSP Plan Contract attached as Appendix A to this Disclosure Statement. In your enrollment form, you must specify a Tuition Level (including residency status) and a projected date for the Beneficiary s college enrollment at a college or university. Contributions will be credited to your TAP 529 GSP Account only if the documentation received from you is complete and in good order. However, if you do not complete certain items, TAP 529 may do so on your behalf: (1) if you do not specify a Tuition Level, TAP 529 may deem you to have selected the State System School Average Tuition Level; (2) if you do not specify a residency level, TAP 529 may deem you to have selected an in-state or in-district residency level, as applicable; and (3) if you do not specify the Beneficiary s projected enrollment date, TAP 529 may deem such projected enrollment date to be the August immediately after the date the Beneficiary reaches 18 years of age. Method of Payment Your contributions to the Guaranteed Savings Plan can be made by personal check, cashier s check, certified check, automatic contribution plan, electronic funds transfer, payroll deduction or through a rollover distribution from another qualified tuition program or transfer from the Investment Plan. All contributions must be in United States dollars. You can make systematic contributions by payroll deduction or by automatic deductions from your bank account through an automatic contribution plan. The automatic contribution plan can be selected by checking the appropriate box on the enrollment form. In order to contribute by payroll deduction, you and your employer must complete a payroll deduction form, which may be obtained by contacting the Contractor. 7

18 Checks should be made payable to TAP 529. Contributions by check must be drawn on a banking institution located in the United States. Contributions to the Guaranteed Savings Plan and the Investment Plan may be made with a single check, provided the Account Owner designates the amounts desired to be invested under each Plan. Minimum Contributions The minimum initial contribution to your TAP 529 GSP Account is currently $25. The minimum contribution to your TAP 529 GSP Account after the initial contribution is currently $25, provided that in the case of TAP 529 GSP Accounts established prior to the effective date of your GSP Plan Contract, a lesser amount may be accepted in the case of contributions made pursuant to an automatic contribution plan or payroll deduction plan. Maximum Contribution Limit By law, you may not make additional contributions to your Account if, at the time of a proposed contribution, the Account balance (or the combined Account balances, if more than one) for the designated Beneficiary has reached a certain level (the Maximum Contribution Limit ). The Maximum Contribution Limit established for TAP 529 is currently calculated based on the current cost of five years of undergraduate tuition, mandatory fees and room and board costs at the University of Pennsylvania and two years of graduate tuition, mandatory fees and room and board costs at the Wharton School of the University of Pennsylvania. The Maximum Contribution Limit will be adjusted at least annually, and may be changed at any time if required by federal tax law. The Maximum Contribution Limit in effect as of the date of this Disclosure Statement is $290,000. It is the Account Owner s obligation to comply with the Maximum Contribution Limit. The Maximum Contribution Limit has been imposed in order to comply with the federal tax law requirement that TAP 529 have adequate safeguards to prevent contributions to an Account in excess of those necessary to provide for the qualified higher education expenses of the Beneficiary of the Account. To assist Account Owners in complying with the Maximum Contribution Limit, the Contractor has established monitoring procedures designed to track the Maximum Contribution Limit. If a contribution in excess of the Maximum Contribution Limit is identified, it will be rejected (or if accepted, may be returned without any earnings thereon). Earnings, if any, on any returned contribution will be subject to a 10% additional federal income tax or a 10% withholding penalty. None of the Commonwealth, the Department or the Contractor or its affiliates, or any representative of any such party, will be responsible for any loss, damage or expense which may occur in connection with a rejected or returned contribution. Under the terms of the GSP Plan Contract, the Account Owner will be deemed to certify, at the time of each contribution, that such contribution, together with the earnings thereon, is intended to be applied to pay for the qualified higher education expenses of the Beneficiary. When you determine whether a contribution to your Account would exceed the Maximum Contribution Limit, the current value of amounts invested under the Investment Plan in any account established for the designated Beneficiary should also be counted against the Maximum Contribution Limit. The Department reserves the right to change the Maximum Contribution Limit in accordance with the Department s interpretation of the law, and to refund or distribute to the Account Owner any contributions to a TAP 529 GSP Account that are subsequently determined to have exceeded the Maximum Contribution Limit. No assurance can be given that the amount held in a TAP 529 GSP Account for any Beneficiary, even if contributions up to the Maximum Contribution Limit are made, will be sufficient to pay the qualified higher education expenses of the Beneficiary. For purposes of the Maximum Contribution Limit, TAP 529 will calculate the value of a TAP 529 GSP Account as the amount that would be payable for qualified higher education expenses, as determined under the GSP Plan Contract, if the TAP 529 GSP Account were used for such purpose at the time of valuation. Community Property Laws If you are a resident of any state that has community property laws and you are concerned about the application of those laws to contributions, withdrawals and ownership of Accounts, you should consult a legal advisor. Community property issues such as limitations on gifts of community property and ownership of community property upon death or dissolution of marriage are beyond the scope of this Disclosure Statement. Limitation on Pledges, Assignments and Loans Your TAP 529 GSP Account may not be pledged as security for a loan or debt. You may not borrow amounts in your TAP 529 GSP Account. Department Procedures and Requirements Your TAP 529 GSP Account and your GSP Plan Contract are subject to all procedures and requirements adopted by the Department from time to time. Restrictions on UTMA/UGMA TAP 529 GSP Accounts The interplay between state law applicable to ownership of a TAP 529 GSP Account by a custodian in the name of a minor under the Uniform Transfers to Minors Act, as adopted in the applicable jurisdiction ( UTMA ) or Uniform Gifts to Minors Act, as adopted in the applicable jurisdiction ( UGMA ), federal and state tax law generally applicable to accounts owned by a minor, and the provisions of Section 529 of the Tax Code is not entirely clear. TAP 529 permits the establishment of a TAP 529 8

19 GSP Account in the name of a custodian for a minor under UTMA or UGMA, provided that such Account Owner certifies at the time such TAP 529 GSP Account is established that such Account is being established for the purpose of transferring funds from a pre-existing UTMA or UGMA account and that such Account Owner acknowledges and assumes responsibility for any adverse consequences resulting from the lack of legal certainty about the status of UTMA or UGMA accounts established under TAP 529. In order to make such a transfer, the custodian will need to liquidate any securities in such UTMA or UGMA account (which may require payment of taxes on any accrued gains) and transfer cash to the TAP 529 GSP Account. Additional contributions to such a TAP 529 GSP Account may be accepted after such TAP 529 GSP Account has been established and such cash transfer has been received. If a TAP 529 GSP Account is established for a minor under UTMA or UGMA, the minor is the Account Owner (through the custodian) and the Beneficiary. The minor must remain the Beneficiary of such TAP 529 GSP Account at all times notwithstanding the Account Owner s ability to change the Beneficiary for other types of TAP 529 GSP Accounts. In addition, when the minor attains an age specified by applicable state law, the custodian will cease to have any control over the TAP 529 GSP Account and the former minor will control the disposition of assets in the TAP 529 GSP Account. Because assets in a TAP 529 GSP Account established for a minor under UTMA or UGMA are owned by the minor, such assets will have a greater adverse impact on the availability of financial aid when such minor becomes a student at an institution of higher education than would be the case with assets held in an account owned by the parent. Furthermore, the minor will be treated as the owner of the TAP 529 GSP Account at all times, so that any taxable distribution from the TAP 529 GSP Account will be treated as income of the minor (except to the extent, if any, that applicable law requires that such distribution be treated as income of the custodian). You should consult a tax advisor or a probate lawyer in your state about the advisability of transferring UTMA/UGMA funds to a TAP 529 GSP Account. The gift tax implications of establishing a TAP 529 GSP Account in the name of a custodian for a minor under UTMA or UGMA are unclear, and it is possible that amounts contributed to such an account that exceed $11,000 per calendar year may reduce the minor s lifetime exemption from gift tax. See TAX INFORMATION below. The ability to make a Rollover Distribution involving an Account established under UTMA or UGMA may be restricted. See WITHDRAWALS Non-Qualified Distributions Rollover Distributions. None of the Commonwealth, the Department or the Contractor will assume responsibility to ensure or incur liability for failing to ensure that UTMA or UGMA custodians apply assets held under UTMA/UGMA custodianships for proper purposes or for any adverse consequences that may result from using a preexisting UGMA or UTMA to establish a TAP 529 GSP Account. Rollovers From Other Qualified Tuition Programs to a TAP 529 GSP Account You may roll over funds from another qualified tuition program established under Section 529 of the Tax Code to a TAP 529 GSP Account. In order to have a federally non-taxable and penalty-free rollover, the Beneficiary of the TAP 529 GSP Account to which the funds are transferred must be a member of the family of the beneficiary of the account from which the transfer is made, but generally must be a person other than the beneficiary of the account from which the transfer is made. However, if the transfer occurs prior to January 1, 2011, the Beneficiary of the TAP 529 GSP Account to which the funds are transferred may be the same as the beneficiary of the account from which the transfer is made if, at the time of such transfer, at least 12 months have elapsed since the last such transfer. The rollover amount must be received by TAP 529 within 60 days of its withdrawal from the prior qualified tuition program, and you must provide TAP 529 with acceptable documentation from the prior qualified tuition program regarding the portion of any rollover contribution that consists of a return of principal and the portion that consists of earnings. Call for more information about how to complete such a transfer. The qualified tuition program from which you are transferring funds may impose other restrictions on such a transfer, so you should investigate this alternative thoroughly before you request a transfer. Even though a rollover among qualified tuition programs may be federally non-taxable, it may be treated as a taxable distribution from the prior qualified tuition program for purposes of Pennsylvania income taxes or other applicable state income taxes. Contact your tax advisor for more information about state tax treatment. Moving Funds From Coverdell Education Savings Accounts to a TAP 529 GSP Account You may move funds from a Coverdell Education Savings Account (formerly an education IRA ) established under Section 530 of the Tax Code to a TAP 529 GSP Account. In order to do so on a federally non-taxable and penalty-free basis, the Beneficiary of the TAP 529 GSP Account to which the funds are transferred must be the same as the beneficiary of the Coverdell Education Savings Account from which the transfer is made, and the deposit to the Account must occur in the same tax year as the withdrawal from the Coverdell Education Savings Account. After the amount has been moved from the Coverdell Education Savings Account to the TAP 529 GSP Account, you may change the Beneficiary of the TAP 529 GSP Account as described below under CHANGES TO A TAP 529 GSP ACCOUNT Changing a Beneficiary. You must provide TAP 529 with acceptable documentation from the custodian for the Coverdell Education Savings Account regarding the portion of any contribution that consists of a return of principal and the portion that consists of earnings. Call for more information about how 9

20 to complete such a transfer. Even though moving funds from a Coverdell Education Savings Account to a TAP 529 GSP Account may be federally non-taxable, it may be treated as a taxable distribution from the Coverdell Education Savings Account for purposes of Pennsylvania income taxes or other applicable state income taxes. Contact your tax advisor for more information about state tax treatment. Reinvesting Proceeds of Certain U.S. Savings Bonds in a TAP 529 GSP Account Some U.S. Savings Bonds may be cashed in and, if the proceeds are deposited into a TAP 529 GSP Account, the federal tax on the reinvested earnings will be deferred until such earnings are withdrawn from the TAP 529 GSP Account (in the case of a withdrawal prior to January 1, 2011 for the Beneficiary s qualified higher education expenses at an eligible educational institution, no federal income tax will due on such earnings even when they are withdrawn from the TAP 529 GSP Account). The proceeds from the U.S. Savings Bond may be tax exempt if used directly for higher education expenses. Therefore, you may wish to consult a financial or tax advisor to determine whether it is better to reinvest the earnings in a TAP 529 GSP Account or apply them directly to the payment of higher education expenses, if there are such expenses in the year the bond is cashed in. The qualified bonds are series EE bonds issued after 1989 and series I bonds. The owner of the bonds must have been at least 24 years of age on the date the bonds were issued. The Beneficiary of the TAP 529 GSP Account must be (1) the Account Owner; (2) the Account Owner s spouse; or (3) a dependent of the Account Owner. And, to qualify for the tax deferral, the owner of the bond must meet certain income restrictions. You should consult a financial or tax advisor to determine whether you qualify for the tax deferral. To take advantage of this opportunity, the bond owner simply cashes in the bonds and sends a contribution to his or her TAP 529 GSP Account for the amount of the proceeds. The bond owner needs to record certain information from the bonds that must be reported to the IRS later. The taxpayer must file an IRS form 8815 in the tax year in which the bonds are cashed in and placed in the TAP 529 GSP Account. Transferring Funds from a TAP 529 GSP Account to a TAP 529 IP Account You may transfer amounts held in an existing TAP 529 GSP Account into a TAP 529 Account under the Investment Plan (a TAP 529 IP Account ). See TRANSFERS BETWEEN A TAP 529 GSP ACCOUNT AND A TAP 529 IP ACCOUNT below. CHANGES TO A TAP 529 GSP ACCOUNT Even though the Account Owner designates a Beneficiary of the TAP 529 GSP Account, the Account Owner remains the legal owner of the TAP 529 GSP Account and controls the application of amounts in the TAP 529 GSP Account and any changes to the TAP 529 GSP Account (subject to the restrictions described above under OPENING AND MAINTAINING YOUR TAP 529 GSP ACCOUNT Restrictions on UTMA/UGMA TAP 529 GSP Accounts in the case of an Account established under UTMA or UGMA). The changes discussed in this section may be made, under existing tax law, by the Account Owner without any penalty being charged by TAP 529 and without adverse federal income tax consequences. Reallocating Existing Contributions between the Guaranteed Savings Plan and Investment Options Available under the Investment Plan The Internal Revenue Service has indicated in a written notice that final regulations for Section 529 programs will permit Account Owners to reallocate assets among investment options available under a qualified tuition program once per calendar year. You may make such reallocations to and from the Guaranteed Savings Plan to investment options available under the Investment Plan, to the extent applicable and permitted by applicable tax law. An Account Owner also may reallocate assets between a TAP 529 GSP Account and investment options available under the Investment Plan in connection with a change of the Beneficiary of the applicable TAP 529 Account. Changing Tuition Levels At any time after the initial designation of a Tuition Level for a TAP 529 GSP Account, the Account Owner can elect to change the designated Tuition Level. Such change can be made by submitting the appropriate form to the Contractor or your financial advisor. A change in Tuition Level may include a change from an in-state Tuition Level to a non-resident Tuition Level (for the staterelated and State System of Higher Education schools), or vice versa, or from an in-district Tuition Level to an out-of-district Tuition Level (for community colleges), or vice versa. Upon such an election, the TAP Credits in the TAP 529 GSP Account will be recalculated as if the new Tuition Level had been selected for all contributions from the day the TAP 529 GSP Account was opened. For this purpose, the number of TAP Credits in the TAP 529 GSP Account will be obtained by dividing each individual contribution by the TAP Credit Rate in effect for the new Tuition Level at the time the contribution was made. Changing a Beneficiary You can change the Beneficiary of your TAP 529 GSP Account (unless you are a custodian of a TAP 529 GSP Account established under UTMA or UGMA) but in order to have a non-taxable and penalty-free change, the new Beneficiary of your TAP 529 GSP 10

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