Davenport & Company LLC Financial Advisor

PRELIMINARY OFFICIAL STATEMENT DATED JANUARY 22, 2016 THIS PRELIMINARY OFFICIAL STATEMENT AND THE INFORMATION CONTAINED HEREIN ARE SUBJECT TO COMPLETION OR AMENDMENT IN A FINAL OFFICIAL STATEMENT. 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. NEW ISSUES - Book-Entry Only RATINGS: Moody's: Aa2 Standard & Poor's: AA- (See RATINGS herein) In the opinion of Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Bond Counsel with respect to the Series 2016 Bonds, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming continuing compliance with certain covenants made by the City of Cincinnati, Ohio (i) interest on the Series 2016A Bonds will be excludible from gross income of the holders thereof for purposes of federal income taxation and interest on the Series 2016A Bonds will not be a specific item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, (ii) interest on the Series 2016B Refunding Bonds will not be excludible from gross income for federal income tax purposes, and (iii) interest on and any profit made on the sale, exchange, or other disposition of, the Series 2016 Bonds, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio, all subject to the qualifications described herein under the heading LEGAL MATTERS Tax Status. CITY OF CINCINNATI, OHIO $95,665,000 Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds Series 2016A Dated: Date of Issuance $3,605,000 Unlimited Tax Various Purpose General Obligation Refunding Bonds Series 2016B (Federally Taxable) Due: On December 1, as shown below The $95,665,000 * City of Cincinnati, Ohio Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds, Series 2016A (the Series 2016A Bonds ) and $3,605,000 * Unlimited Tax Various Purpose General Obligation Refunding Bonds, Series 2016B (Federally Taxable) (the Series 2016B Refunding Bonds and collectively with the Series 2016A Bonds, the Series 2016 Bonds ) of the City of Cincinnati, Ohio (the City ) are issuable as fully registered Series 2016 Bonds and, when issued, will be initially registered in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York ( DTC ). The Series 2016 Bonds will be sold pursuant to a competitive sale as provided in the Official Terms and Conditions of Bond Sale attached as Appendix F hereto. The Series 2016 Bonds are dated, mature and bear interest as set forth under "MATURITY SCHEDULE" on the inside cover page hereof. Purchases of beneficial interests in the Series 2016 Bonds will be made in book-entry-only form. Purchasers of beneficial interests ( Beneficial Owners ) will not receive certificates representing their interests in the Series 2016 Bonds. So long as the Series 2016 Bonds are registered in the name of Cede & Co., as nominee of DTC, references herein to the owners shall mean Cede & Co. and shall not mean the Beneficial Owners of the Series 2016 Bonds. Payment of the principal of and premium, if any, and interest on, the Series 2016 Bonds will be made directly to DTC or its nominee, Cede & Co., so long as DTC or Cede & Co. is the sole registered owner. Disbursement of such payments to DTC's Participants is the responsibility of DTC, and disbursement of such payments to the Beneficial Owners is the responsibility of DTC's Participants and the Indirect Participants, as more fully described under BOOK-ENTRY ONLY SYSTEM and Appendix D hereto. Interest on the Series 2016 Bonds will be payable semi-annually on June 1 and December 1 of each year, beginning June 1, 2016. The Series 2016 Bonds will be issued in authorized denominations of $5,000 and integral multiples thereof. The full faith and credit of the City are irrevocably pledged for the prompt payment of the principal of and interest on the Series 2016 Bonds. See SECURITY AND SOURCE OF PAYMENT herein. The Series 2016 Bonds are subject to redemption prior to their stated maturity as described under SECURITIES BEING OFFERED Redemption Prior to Maturity herein. This cover page includes certain information for quick reference only. It is not a summary of the bond issue. Investors should read the entire Official Statement to obtain information as a basis for making informed investment judgments. The Series 2016 Bonds are offered when, as and if issued and accepted by (the "Underwriter"), subject to prior sale and the approval of certain legal matters by Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Cincinnati, Ohio, Bond Counsel to the City, and certain other conditions. Certain legal matters will be passed upon for the City by Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, as disclosure counsel to the City. Davenport & Company LLC has acted as Financial Advisor to the City in connection with the issuance of the Series 2016 Bonds. It is expected that delivery of the Series 2016 Bonds will be made in book entry form to DTC in New York, New York on or about February 4, 2016. Davenport & Company LLC Financial Advisor Preliminary; subject to change.

MATURITY SCHEDULE $95,665,000 Series 2016A Bonds Serial Bonds Year (Dec. 1) Amount Interest Rate Yield CUSIP Year (Dec. 1) Amount 2016 $2,440,000 2027 $7,000,000 2017 2,465,000 2028 7,080,000 2018 2,485,000 2029 7,060,000 2019 5,420,000 2020 4,280,000 2020 6,480,000 2031 3,970,000 2021 4,870,000 2032 3,400,000 2022 4,660,000 2033 1,575,000 2023 7,265,000 2034 1,585,000 2024 7,325,000 2035 1,555,000 2025 7,110,000 2036 440,000 2026 7,200,000 Interest Rate Yield CUSIP Term Bond $ % Term Bond Due December 1, 20, Yield: % *, CUSIP: 172217 ****************************************** $3,605,000 * Series 2016B Refunding Bonds Serial Bonds Year (Dec. 1) Amount Interest Rate Yield CUSIP Year (Dec. 1) Amount 2016 $ 65,000 2023 $370,000 2017 65,000 2024 380,000 2018 65,000 2025 390,000 2019 200,000 2026 410,000 2020 335,000 2027 415,000 2021 345,000 2028 200,000 2022 365,000 Interest Rate Yield CUSIP Term Bond $ % Term Bond Due December 1, 20, Yield: % *, CUSIP: 172217 Preliminary; subject to change. Copyright 2016, CUSIP Global Services. CUSIP is a registered trademark of the American Bankers Association. CUSIP Global Services is managed on behalf of the American Bankers Association by S&P Capital IQ. CUSIP data herein are provided by CUSIP Global Services. The CUSIP numbers listed are being provided solely for the convenience of the holders only at the time of issuance of the Series 2016 Bonds, and the City does not make any representations with respect to such numbers or undertake any responsibility for their accuracy now or at any time in the future. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Series 2016 Bonds as a result of various subsequent actions, including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of certain maturities of the Series 2016 Bonds.

REGARDING USE OF THIS OFFICIAL STATEMENT The information set forth herein has been obtained from the City and other sources that are believed to be reliable for purposes of this Official Statement. This Official Statement contains, in part, estimates and matters of opinion that are not intended as statements of fact, and no representation is made as to the correctness of such estimates and opinions or that they will be realized. The information and expressions of opinion contained herein are subject to change without notice, and neither the delivery of this Official Statement, nor any sale made hereunder, shall under any circumstances create any implication that there has been no change in the affairs of the City or in the information or opinions set forth herein, since the date of this Official Statement. This Official Statement, which includes the cover pages and the Appendices hereto, does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Series 2016 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. No dealer, broker, salesperson, or other person has been authorized to give any information or to make any representations other than those contained in this Official Statement in connection with the offering of the Series 2016 Bonds, and, if given or made, such other information or representation must not be relied upon as having been authorized by the City. This Official Statement contains statements which, to the extent they are not recitations of historical fact, constitute forward-looking statements. In this respect the words estimate, project, anticipate, expect, intend, believe and similar expressions are intended to identify forward-looking statements. A number of important factors affecting the City's financial results could cause actual results to differ materially from those stated in the forward-looking statements. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, give rise to an implication that there has been no change in the affairs of the City since the date hereof. THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. [Remainder of page intentionally left blank]

BOND ISSUE SUMMARY FOR SERIES 2016A BONDS The information contained in this Bond Issue Summary is qualified in its entirety by the entire Official Statement, which should be reviewed in its entirety by potential investors. Issuer: City of Cincinnati, Ohio Issue: $95,665,000 Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds, Series 2016A (the Series 2016A Bonds") Dated Date: Interest Payment Dates: Principal Payment Dates: Redemption: Purpose: Date of Delivery Each June 1 and December 1, beginning June 1, 2016 December 1, 2016 through December 1, 2036, inclusive The Series 2016A Bonds maturing on or after December 1, 2026, are subject to redemption, by and at the sole option of the City at any time on or after June 1, 2026, in whole or in part, in such order of maturity as may be determined by the City, at a redemption price equal to 100% of the principal amount redeemed, plus accrued interest to the date fixed for redemption. The Series 2016A Bonds are comprised of a new money portion (the Series 2016A Improvement Bonds ) and a refunding portion (the Series 2016A Refunding Bonds ). (i) Proceeds derived from the sale of the Series 2016A Improvement Bonds described herein will be used to make various improvements throughout the City including, but not limited to: (a) widening, opening, extending, realigning, grading, repaving, resurfacing, constructing sewers and drains or otherwise rehabilitating and improving streets, roads, thoroughfares, avenues, expressways. sidewalks, plazas and other public ways; purchasing and/or installing street lights and equipment and boulevard lights (collectively, the Street Improvement Project ); (b) (c) public building improvements including acquiring real estate or interests in same, constructing, rehabilitating and equipping public buildings and other structures (collectively, the Buildings Improvement Project ); purchasing motor vehicles, acquiring and improving City-wide communication system components and related improvements, computer related system upgrades and components and other necessary equipment; structures (collectively, the Equipment Improvement Project ) (d) park improvements including acquiring real estate or interests in same, for parks, parkways, playgrounds and recreation centers, improving and equipping such real estate and also rehabilitating existing parks, parkways, playgrounds and recreation centers, Preliminary; subject to change. ii

specifically the renovation and expansion of Ziegler Park, including renovating and expanding a children's playground, upgrading existing green space, and construction of a comfort station, (collectively, the Ziegler Park Project ); and (ii) (e) refunding bond anticipation notes previously issued for the purpose of providing interim financing for all or a portion of the improvements described in items (a) through (d) above; and Proceeds derived from the sale of the Series 2016A Refunding Bonds described herein will be used to refund various outstanding general obligation bonds of the City (the Refunded Tax-Exempt Bonds ), as described in further detail herein under SECURITIES BEING OFFERED Authority for Issuance Series 2016A Bonds and USE OF BOND PROCEEDS Use of Proceeds of the Series 2016A Bonds - Series 2016A Refunding Bonds. Security and Sources of Payment: General. The Series 2016A Bonds will be unvoted general obligations of the City and will contain a pledge of the full faith and credit of the City for the payment of the principal of and interest on the Series 2016A Bonds when due. The City maintains the ability to levy an ad valorem tax on all real and personal property in the City subject to ad valorem taxation by the City, without limitation as to rate and amount, unless paid from other sources as they are appropriated and available. Ziegler Park Project. With respect to a portion of the Series 2016A Improvement Bonds, the proceeds of which have been allocated to the financing of the Ziegler Park Project in the amount of $10,000,000 (pursuant to Ordinance Number 0366-2015), the City may also covenant to annually appropriate other taxes and revenues, including all service payments of the applicable tax incentive district including but not limited to the Downtown Over the Rhine East TIF District, as specified by the City, in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016A Improvement Bonds. Municipal Income Tax Pledge. With respect to a portion of the Series 2016A Improvement Bonds, the proceeds of which have been allocated to the financing of (i) a portion of the Street Improvement Project in the amount of $6,6450,000 (pursuant to Ordinance Number 0230-2015 as amended by Ordinance Number 0004-2016), and (ii) a portion of the Equipment Improvement Project in the amount of $1,230,000 (pursuant to Ordinance Number 0206-2015), the City covenants to annually appropriate municipal income taxes in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016A Improvement Bonds. With respect to a portion of the Series 2016A Refunding Bonds, the proceeds of which have been allocated to the refunding of a portion of (i) the Series 2009B Bonds (as defined herein) (pursuant to Ordinance Numbers 0047-2009, 0044-2009 and 0078-2005) and (ii) the Series 2011B Bonds (as defined herein) (pursuant to Ordinance Numbers 0026-2011 and 0028-2011), the City covenants to annually appropriate municipal income taxes in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016A Refunding Bonds. iii

Credit Ratings: Tax Status: Legal Opinion: Underwriters: Financial Advisor Bond Registrar / Paying Agent: Book-Entry System: Delivery and Payment: Moody's Investors Service ( Moody s ) and Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc. ( Standard & Poor's ), have rated the Series 2016A Bonds Aa2 (stable outlook) and AA- (stable outlook), respectively. In the opinion of Bond Counsel, under existing law and assuming compliance with certain covenants, interest on the Series 2016A Bonds is excludible from gross income for federal income tax purposes, is not treated as a specific item of tax preference for purposes of the alternative minimum income tax imposed on individuals and corporations under the Internal Revenue Code of 1986, as amended. The City has not designated the Series 2016A Bonds as qualified tax exempt obligations within the meaning of Section 265(b)(3) of the Code. Interest on the Series 2016A Bonds may be subject to certain federal income taxes imposed on certain corporations, and certain taxpayers may have certain other adverse federal income tax consequences as a result of owning the Series 2016A Bonds. The Series 2016A Bonds, the transfer thereof, and the income therefrom, including any profit made on the sale thereof, exchange or other disposition of the Series 2016A Bonds are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio, all subject to the qualifications described herein. See LEGAL MATTERS Tax Status- Tax-Exempt Series 2016 Bonds herein. Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Cincinnati, Ohio To be determined pursuant to a competitive sale Davenport & Company LLC U.S. Bank National Association, Cincinnati, Ohio The Series 2016A Bonds are being issued as fully registered Series 2016A Bonds in book entry form only and book-entry interests therein will be available for purchase in amounts of $5,000 and integral multiples thereof. Owners of book entry interests will not receive physical delivery of bond certificates. The Depository Trust Company ( DTC ) or its nominee will receive all payments with respect to the Series 2016A Bonds from the Paying Agent and Registrar. DTC is required by its rules and procedures to remit such payments to its participants for subsequent disbursement to owners of the book entry interests. It is expected that delivery of the Series 2016A Bonds in definitive form will be made on or about February 4, 2016. The Series 2016A Bonds will be released to the Underwriters against payment in federal funds. Further Information: Questions concerning the Official Statement should be directed to Reginald E. Zeno, Director of Finance, City Hall, Room 250, 801 Plum Street, Cincinnati, Ohio 45202, telephone: (513) 352-3731, fax: (513) 352-2370 or Roland M. Kooch, Jr., Senior Vice President, Davenport & Company LLC, One James Center, 901 E Cary Street, Suite 2955, Richmond VA, 23219, telephone: (804) 697-2906, fax: (804) 549-4906. iv

BOND ISSUE SUMMARY FOR SERIES 2016B REFUNDING BONDS The information contained in this Bond Issue Summary is qualified in its entirety by the entire Official Statement, which should be reviewed in its entirety by potential investors. Issuer: Issue: Dated Date: Interest Payment Dates: Principal Payment Dates: Redemption: Purpose: Security and Sources of Payment: City of Cincinnati, Ohio $3,605,000 Unlimited Tax Various Purpose General Obligation Refunding Bonds, Series 2016B (Federally Taxable) (the Series 2016B Refunding Bonds ) Date of Delivery Each June 1 and December 1, beginning June 1, 2016 December 1, 2016 through December 1, 2028, inclusive The Series 2016B Refunding Bonds are not subject to redemption prior to their stated maturity. Proceeds derived from the sale of the Series 2016B Refunding Bonds described herein will be used to refund various outstanding general obligation bonds of the City (the Taxable Refunded Tax-Exempt Bonds ), as described in further detail herein under SECURITIES BEING OFFERED Authority for Issuance Series 2016B Refunding Bonds and USE OF BOND PROCEEDS Use of Proceeds of the Series 2016B Refunding Bonds. General. The Series 2016B Refunding Bonds will be unvoted general obligations of the City and will contain a pledge of the full faith and credit of the City for the payment of the principal of and interest on the Series 2016B Refunding Bonds when due. The City maintains the ability to levy an ad valorem tax on all real and personal property in the City subject to ad valorem taxation by the City, without limitation as to rate and amount, unless paid from other sources as they are appropriated and available. Pledge of Other City Revenues. With respect to a portion of the Series 2016B Refunding Bonds, the proceeds of which have been allocated to refunding of a portion of the Series 2009C Bonds (as defined herein) (pursuant to Ordinance Number 0151-2009), the City may also covenant to annually appropriate other revenues, other than ad valorem property taxes, as specified by the City, in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016B Refunding Bonds including rent payments made pursuant to a Contract for Lease of Property for Private Redeployment (Garfield Place Housing, Phase 4, Site 6), dated as of June 16, 1998 by and among the City and Shillito Lofts, L.L.C. and service payments made pursuant to a Service Agreement, made and entered into as of June 16, 1998, by and between the City and the Redeveloper, are available and are considered appropriated for said purpose, in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016B Refunding Bonds. Credit Ratings: Moody's and Standard & Poor's have rated the Series 2016B Refunding Bonds Aa2 (stable outlook) and AA- (stable outlook), respectively. Preliminary; subject to change. v

Tax Status: Legal Opinion: Underwriters: Financial Advisor Bond Registrar / Paying Agent: Book-Entry System: Delivery and Payment: Further Information: In the opinion of Bond Counsel, under existing law and assuming compliance with certain covenants, interest on the Series 2016B Refunding Bonds is not excludible from gross income for federal income tax purposes. The Series 2016B Refunding Bonds, the transfer thereof, and the income therefrom, including any profit made on the sale thereof, exchange or other disposition of the Series 2016B Refunding Bonds are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio, all subject to the qualifications described herein.. See LEGAL MATTERS Tax Status Taxable Series 2016 Bonds herein. Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Cincinnati, Ohio To be determined pursuant to a competitive sale Davenport & Company LLC U.S. Bank National Association, Cincinnati, Ohio The Series 2016B Refunding Bonds are being issued as fully registered Series 2016B Refunding Bonds in book entry form only and book-entry interests therein will be available for purchase in amounts of $5,000 and integral multiples thereof. Owners of book entry interests will not receive physical delivery of bond certificates. DTC or its nominee will receive all payments with respect to the Series 2016B Refunding Bonds from the Paying Agent and Registrar. DTC is required by its rules and procedures to remit such payments to its participants for subsequent disbursement to owners of the book entry interests. It is expected that delivery of the Series 2016B Refunding Bonds in definitive form will be made on or about, 2016. The Series 2016B Refunding Bonds will be released to the Underwriters against payment in federal funds. Questions concerning the Official Statement should be directed to Reginald E. Zeno, Director of Finance, City Hall, Room 250, 801 Plum Street, Cincinnati, Ohio 45202, telephone: (513) 352-3731, fax: (513) 352-2370 or Roland M. Kooch, Jr., Senior Vice President, Davenport & Company LLC, One James Center, 901 E Cary Street, Suite 2955, Richmond VA, 23219, telephone: (804) 697-2906, fax: (804) 549-4906. vi

TABLE OF CONTENTS vii PAGE REGARDING USE OF THIS OFFICIAL STATEMENT... i BOND ISSUE SUMMARY FOR SERIES 2016A BONDS... ii BOND ISSUE SUMMARY FOR SERIES 2016B REFUNDING BONDS... v GENERAL COMMENTS... 1 Disclosure Information... 1 The Issuer... 2 Offering and Delivery of the Series 2016 Bonds... 2 Security and Sources of Payment... 2 Tax Status... 2 Additional Information... 3 SECURITIES BEING OFFERED... 3 Authority for Issuance... 3 Description of the Series 2016 Bonds... 6 Principal... 6 Redemption Prior to Maturity... 7 Book-Entry Only System... 8 SECURITY AND SOURCE OF PAYMENT... 8 Unlimited Property Tax... 8 Full Faith and Credit... 9 Additional Sources of Payment... 9 Payments... 10 USE OF BOND PROCEEDS... 10 Use of Proceeds of the Series 2016A Bonds... 10 Use of Proceeds of the Series 2016B Refunding Bonds... 13 SOURCES AND USES OF FUNDS... 14 RATINGS... 14 UNDERWRITING... 15 LITIGATION... 15 LEGAL MATTERS... 16 Tax Status... 16 Bankruptcy Legislation... 19 FINANCIAL ADVISOR... 20 VERIFICATION OF MATHEMATICAL COMPUTATIONS... 20 INVESTMENT CONSIDERATIONS... 20

CLOSING CERTIFICATES... 21 CONTINUING DISCLOSURE... 22 Continuing Disclosure Certificate... 22 Corrective Action Related to Certain Disclosure Requirements... 22 Notice of Change in Continuing Disclosure Filing Date... 22 EXECUTION STATEMENT... 23 APPENDICES APPENDIX A APPENDIX B APPENDIX C-1 APPENDIX C-2 APPENDIX D APPENDIX E APPENDIX F The City Comprehensive Annual Financial Report of the City for the Fiscal Year Ended June 30, 2014 Opinion of Bond Counsel (Tax-Exempt Series 2016 Bonds) Opinion of Bond Counsel (Taxable Series 2016 Bonds) Depository Trust Company Form of Continuing Disclosure Certificate Official Terms and Conditions of Bond Sale viii

GENERAL COMMENTS THESE COMMENTS ARE NOT A SUMMARY OF THIS OFFICIAL STATEMENT. THEY ARE A BRIEF DESCRIPTION OF AND GUIDE TO, AND ARE QUALIFIED BY, MORE COMPLETE AND DETAILED INFORMATION CONTAINED IN THE ENTIRE OFFICIAL STATEMENT, INCLUDING THE COVER PAGE AND APPENDICES HERETO. A FULL REVIEW SHOULD BE MADE OF THE ENTIRE OFFICIAL STATEMENT. THE OFFERING OF THE SERIES 2016 BONDS TO POTENTIAL INVESTORS IS MADE ONLY BY MEANS OF THE ENTIRE OFFICIAL STATEMENT. The purpose of this Official Statement, which includes the cover pages and the appendices hereto, is to provide certain information with respect to the issuance of three series of General Obligation Bonds of the City of Cincinnati, Ohio (the City ): (a) $95,665,000 Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds, Series 2016A (the Series 2016A Bonds ), and; (b) $3,605,000 * Unlimited Tax Various Purpose General Obligation Refunding Bonds, Series 2016B (Federally Taxable) (the Series 2016B Refunding Bonds ). The Series 2016A Bonds and the Series 2016B Refunding Bonds are referred to herein collectively as the Series 2016 Bonds in sections with information common to all Series. The Series 2016A Bonds are referred to herein as the Tax-Exempt Series 2016 Bonds in sections regarding tax matters. The Series 2016B Refunding Bonds are referred to herein as the Taxable Series 2016 Bonds in sections regarding tax matters. Disclosure Information This Official Statement speaks only as of its date, and the information contained herein is subject to change. This Official Statement and continuing disclosure information of the City are intended to be made available through one or more repositories. Copies of the basic documentation relating to the Series 2016 Bonds, including the authorizing ordinances, are available from the City. The City has deemed this Preliminary Official Statement to be final for the purposes of Securities and Exchange Commission Rule 15c2-12(b)(1), except for certain information contained on the cover page, and herein, which has been omitted in accordance with such Rule and will be supplied with the final Official Statement. Preliminary; subject to change.

The Issuer The Series 2016 Bonds are being issued by the City of Cincinnati, a political subdivision of the State of Ohio. The City, which has a population of 296,943 (based on U.S. Census Bureau data for 2010), is the county seat of Hamilton County in southwestern Ohio (see Appendix A hereto). Offering and Delivery of the Series 2016 Bonds The Series 2016 Bonds are offered when, as and if issued and accepted by the Underwriters subject to prior sale and the approval of certain legal matters by Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP. The Series 2016 Bonds will be delivered against payment in federal funds on or about February 4, 2016. Security and Sources of Payment General. The Series 2016 Bonds are unvoted general obligation debt of the City. The security for the Series 2016 Bonds is the City's ability to levy an ad valorem tax on all real and personal property in the City subject to ad valorem taxation by the City, without limitation as to rate and amount, unless paid from other sources as they are appropriated and available. (See SECURITY AND SOURCE OF PAYMENT herein.) Additional Sources of Payment. The City covenants to annually appropriate municipal income taxes in amounts necessary for the prompt payment of the principal of and interest on a portion of the Series 2016A Bonds. The City may also covenant to annually appropriate other sources of revenue in amounts necessary for the prompt payment of the principal of and interest on certain other portions of the Series 2016A Bonds and the Series 2016B Refunding Bonds. See SECURITY AND SOURCE OF PAYMENT Additional Sources of Payment herein. Tax Status Federal Tax Status. Tax Exempt Series 2016 Bonds. Under the laws, regulations, rulings, and judicial decisions in effect as of the date hereof, interest on the Tax-Exempt Series 2016 Bonds is excludible from gross income for federal income tax purposes, pursuant to the Internal Revenue Code of 1986, as amended (the Code ). Furthermore, interest on the Series 2016 Bonds will not be treated as a specific item of tax preference, under Section 57(a)(5) of the Code, in computing the alternative minimum tax for individuals and corporations. In rendering the opinions in this paragraph, Bond Counsel has assumed continuing compliance with certain covenants designed to meet the requirements of Section 103 of the Code. Bond Counsel expresses no other opinion as to the federal tax consequences of purchasing, holding, or disposing of the Tax-Exempt Series 2016 Bonds. The City has not designated the Series 2016 Bonds as qualified tax-exempt obligations with respect to certain financial institutions under Section 265 of the Code. See LEGAL MATTERS Tax Status Tax-Exempt Series 2016 Bonds herein. 2

Taxable Series 2016 Bonds. Under the laws, regulations, rulings, and judicial decisions in effect as of the date hereof, interest on the Taxable Series 2016 Bonds is not excludible from gross income for federal income tax purposes, pursuant to the Code. See LEGAL MATTERS Tax Status Taxable Series 2016 Bonds herein. Ohio Tax Exemption. Under the laws, regulations, rulings, and judicial decisions in effect as of the date hereof, interest on and any profit made on the sale, exchange, or other disposition of, the Series 2016 Bonds, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio, all subject to the qualifications described herein. Forms of Opinions. See Appendix C-1 hereto for the form of the opinion that Bond Counsel proposes to deliver in connection with the Tax-Exempt Series 2016 Bonds and Appendix C-2 hereto for the form of the opinion that Bond Counsel proposes to deliver in connection with the Taxable Series 2016 Bonds. Additional Information Additional information concerning this Official Statement, as well as copies of the documentation relating to the Series 2016 Bonds, is available from Reginald E. Zeno, Director of Finance, City Hall, Room 250, 801 Plum Street, Cincinnati, Ohio 45202, (513) 352-3731 or Roland M. Kooch, Jr., Senior Vice President, Davenport & Company LLC, One James Center, 901 E Cary Street, Suite 2955, Richmond VA, 23219, telephone: (804) 697-2906, fax: (804) 549-4906. Authority for Issuance SECURITIES BEING OFFERED Authority for the City to issue bonds emanates from Articles VIII and XVIII of the Constitution of the State of Ohio. Statutory provisions are contained in the Ohio Revised Code, Section 133, Uniform Securities Act. The Series 2016 Bonds, described herein, are lawfully issued in accordance with Article VIII, Section 4 of the City Charter of the City which provides for the levy of ad valorem taxes on all property in the City subject to ad valorem taxes for satisfying principal and interest requirements unless paid from other sources. Series 2016A Improvement Bonds. On June 24, 2015, December 2, 2015, and January 6, 2016 the City Council authorized the issuance of the Series 2016A Improvement Bonds described below. Pursuant to such authorization, the City is proceeding with the sale of the Series 2016A Improvement Bonds, as described in the following table. 3

Amortization Schedules for the Series 2016A Improvement Bonds by Purpose Ordinance # 0230-2015 6/24/2015 Amended by 0004-2016 01/06/2016 Series Name Street Improvement Bonds (Property Tax) 0208-2015 6/24/2015 Public Building Improvement Bonds (Property Tax) 0209-2015 6/24/2015 Equipment Improvement Bonds (Property Tax) 0230-2015 6/24/2015 Street Improvement Bonds (Income Tax) 0206-2015 6/24/2015 Equipment Improvement Bonds (Income Tax) 0366-2015 12/2/2015 Ziegler Park Project Bonds (TIF) Maturity 20 Years 15 Years 5 Years 20 Years 5 Years 20 Years Total Amount $6,645,000 $3,310,000 $4,725,000 $2,605,000 $1,230,000 $10,000,000 Amortization (Dec. 1) 2016 $335,000 $220,000 $1,010,000 $130,000 $250,000 $335,000 2017 335,000 220,000 1,010,000 130,000 250,000 350,000 2018 335,000 220,000 1,010,000 130,000 250,000 365,000 2019 335,000 220,000 1,010,000 130,000 250,000 380,000 2020 335,000 220,000 1,005,000 130,000 230,000 395,000 2021 335,000 220,000 130,000 410,000 2022 335,000 220,000 130,000 425,000 2023 335,000 220,000 130,000 445,000 2024 335,000 220,000 130,000 460,000 2025 335,000 220,000 130,000 480,000 2026 335,000 220,000 130,000 500,000 2027 335,000 220,000 130,000 520,000 2028 335,000 220,000 130,000 545,000 2029 335,000 220,000 130,000 565,000 2030 335,000 230,000 130,000 590,000 2031 335,000 130,000 610,000 2032 335,000 130,000 625,000 2033 335,000 130,000 645,000 2034 335,000 130,000 665,000 2035 280,000 135,000 690,000 2036 2037 2038 2039 2040 TOTALS $6,645,000 $3,310,000 $5,045,000 $2,605,000 $1,230,000 $10,000,000 Preliminary; subject to change. 4

Series 2016A Refunding Bonds. On June 10, 2015, the City Council adopted Ordinance Number 0159-2015, authorizing the issuance of bonds in an amount not to exceed $95,000,000 and on January 21, 2016, the City Council adopted Ordinance Number 0019-2016, authorizing the issuance of bonds in an amount not to exceed $140,000,000, in order to refund all or a portion of the remaining outstanding principal amounts of the following bonds: (i) A portion in the amount of $ of the remaining outstanding principal amount of the City s Unlimited Tax Various Purpose General Obligation Bonds, Series 2009A, dated July 22, 2009, originally issued in the principal amount of $39,250,000 (the Refunded Series 2009A Bonds ); (ii) A portion in the amount of $ of the remaining outstanding principal amount of the City s Unlimited Tax Various Purpose General Obligation Bonds, Series 2009B (Additional Municipal Income Tax Pledge), dated July 22, 2009, originally issued in the principal amount of $25,000,000 (the Refunded Series 2009B Bonds ); (iii) A portion in the amount of $ of the remaining outstanding principal amount of the City s Unlimited Tax Various Purpose General Obligation Bonds, Series 2011A, dated June 30, 2011, originally issued in the principal amount of $34,000,000 (the Refunded Series 2011A Bonds ); (iv) A portion in the amount of $ of the remaining outstanding principal amount of the City s Unlimited Tax Various Purpose General Obligation Bonds, Series 2011B, (Additional Municipal Income Tax Pledge) dated June 30, 2011, originally issued in the principal amount of $6,000,000 (the Refunded Series 2011B Bonds ); (v) A portion in the amount of $ of the remaining outstanding principal amount of the City s Unlimited Tax Various Purpose General Obligation Bonds, Series 2012A, dated June 7, 2012, originally issued in the principal amount of $46,155,000 (the Refunded Series 2012A Bonds ); and (vi) A portion in the amount of $ of the remaining outstanding principal amount of the City s Unlimited Tax Various Purpose General Obligation Bonds, Series 2012B, (Additional Municipal Income Tax Pledge) dated June 7, 2012, originally issued in the principal amount of $10,000,000 (the Refunded Series 2012B Bonds ) and collectively with the bonds listed in (i) through (v) above, the Refunded Tax-Exempt Bonds ); and (See USE OF BOND PROCEEDS Use of Proceeds of the Series 2016A Bonds Series 2016A Refunding Bonds.) Pursuant to such authorization, the City is proceeding with the sale of the Series 2016A Refunding Bonds. 5

Series 2016B Refunding Bonds. On January 21, 2016, the City Council adopted Ordinance Number 0019-2016, authorizing the issuance of bonds in an amount not to exceed $140,000,000, in order to refund all or a portion of the remaining outstanding principal amounts of the following bonds: A portion in the amount of $ of the remaining outstanding principal amount of the City s Urban Development Improvement General Obligation Refunding Bonds, Series 2009C (Shillito Lofts Project), dated October 27, 2009, originally issued in the principal amount of $5,080,000 (the Refunded Taxable Bonds ). (See USE OF BOND PROCEEDS Use of Proceeds of the Series 2016B Refunding Bonds. ) Consolidation into Single Issue of Bonds. Pursuant to the previous ordinances adopted by the City Council, the Series 2016A Improvement Bonds, the Series 2016A Refunding Bonds and the Series 2016B Refunding Bonds may be consolidated into a single issue of bonds enabling the City to consolidate all of the individual series listed above. Description of the Series 2016 Bonds The Series 2016 Bonds are general obligations of the City. The Series 2016 Bonds will pay interest semi-annually on the first day of June and December beginning June 1, 2016. Interest shall be computed on the basis of a 360-day year consisting of twelve 30-day months. Principal will be payable on the Series 2016 Bonds (either upon scheduled maturity or mandatory redemption) on the first day of December in the years and amounts as provided on the respective cover page hereto for each series, until final maturity. The Series 2016 Bonds shall be issued as fully registered bonds. The bond registrar and paying agent (the Paying Agent and Registrar ) for the Series 2016 Bonds is U.S. Bank National Association, Cincinnati, Ohio. Legal matters incident to the issuance of the Series 2016 Bonds and with regard to the federal tax status of the interest thereon are subject to the approving legal opinion of Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Cincinnati, Ohio, Bond Counsel. Certain legal matters will be passed upon for the City by Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, as disclosure counsel to the City. Davenport & Company LLC has acted as Financial Advisor to the City in connection with the issuance of the Series 2016 Bonds. Principal The Series 2016 Bonds will be issued in denominations of $5,000 each or any integral multiple thereof. Principal of the Series 2016 Bonds is payable, without deduction for exchange, collection, or service charges on each principal payment date to the person whose name appears on the bond registration records on the 15 th day of the calendar month preceding the principal payment date as the registered holder thereof (initially, Cede & Co., as nominee for The Depository Trust Company ( DTC )). Interest thereon shall be paid, without deduction for any exchange, collection, or service charges, on each interest payment date to the person whose name appears on the bond registration records on the 15 th day of the calendar month preceding the interest payment date as the registered holder thereof (initially, Cede & Co., as nominee for DTC). 6

Redemption Prior to Maturity Series 2016A Bonds Optional Redemption. The Series 2016A Bonds maturing on or after December 1, 2026 are subject to redemption, by and at the sole option of the City, in whole or in part (in increments of $5,000, in such order of maturity as may be determined by the City) at any time on or after June 1, 2026, at a redemption price equal to 100% of the principal amount redeemed, plus accrued interest to the date fixed for redemption. Mandatory Sinking Fund Redemption. The Series 2016A Bond which is a Term Bond maturing on December 1, 20 in the principal amount of $, is subject to mandatory sinking fund redemption prior to maturity by lot at a redemption price equal to 100 percent of the principal amount thereof plus accrued interest to the redemption date, from mandatory sinking fund installments which are required to be made in amounts sufficient to redeem such Series 2016A Term Bond on the dates and in the principal amounts shown below: $ Series 2016A Term Bond due December 1, 20 Redemption Date (December 1) Principal Amount Subject to Mandatory Redemption TOTAL Maturity $ Series 2016A Term Bond due December 1, 20 Redemption Date (December 1) Principal Amount Subject to Mandatory Redemption TOTAL Maturity Series 2016B Refunding Bonds Optional Redemption. The Series 2016B Refunding Bonds are not subject to redemption prior to their stated maturity. 7

Redemption Procedures Selection of Bonds for Redemption. When partial redemption of any Series 2016A Bonds is authorized, the Bond Registrar will select such Series 2016A Bonds or portions thereof by lot within a maturity in such manner as the Bond Registrar may determine, or as directed by the City, provided, however, that the portion of any Series 2016A Bonds so selected will be in the amount of $5,000 or an integral multiple thereof. Notice of Redemption. The notice of the call for redemption of any Series 2016A Bonds shall identify (i) by designation, letters, numbers, or other distinguishing marks the Series 2016A Bonds or portions thereof, to be redeemed, (ii) the redemption price to be paid, (iii) the date fixed for redemption, and (iv) the place or places where the amounts due upon redemption are payable. From and after the specified redemption date and provided that funds are on hand and available for the payment of interest due as of the redemption date, interest on the respective Series 2016A Bonds (or portions thereof) called for redemption shall cease to accrue. Such notice shall be sent by registered or certified mail at the address shown in the Series 2016A Bonds registration records not less than 30 days nor more than 60 days prior to the date of redemption. Failure to receive such notice or any defect therein shall not affect the validity of the proceedings for the redemption of any Series 2016A Bonds. Book-Entry Only System The Series 2016 Bonds will be issued as Book Entry Only Bonds. The Depository Trust Company ( DTC ), New York, New York, will act as securities depository for the Series 2016 Bonds. The Series 2016 Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC's partnership nominee). One fully-registered Series 2016 Bond certificate will be issued for each maturity of the same interest rate of the Series 2016 Bonds in the aggregate principal amount of such maturity and will be deposited with DTC. See Appendix D hereto for further description of DTC. Unlimited Property Tax SECURITY AND SOURCE OF PAYMENT The Series 2016 Bonds are unvoted general obligation debt of the City. The security for the Series 2016 Bonds is the City's ability to levy an ad valorem tax on all real and personal property in the City subject to ad valorem taxation by the City without limitation as to rate and amount unless paid from other sources. (See Appendix A - DEBT STRUCTURE - Ad Valorem Tax Base. ) A 1977 decision of the Ohio First District Court of Appeals, which the Supreme Court of Ohio declined to review, upheld the right of the City, in accordance with the City's Charter, to levy property taxes without limitation in excess of the ten-mill limitation contained in Section 5705.02 of the Ohio Revised Code to support its lawfully issued bonds and notes and established that the City's ability to incur debt will be limited only by the arithmetical (percentage) limitations contained in Section 133.05 of the Ohio Revised Code. (See Appendix A - DEBT STRUCTURE - Applicable Debt Limitations in Appendix A hereto.) 8

Full Faith and Credit The ordinances authorizing the issuance of the Series 2016 Bonds provide further security by making a general pledge of the full faith and credit of the City for the payment of principal and interest on the Series 2016 Bonds as the same become due. Included in such general pledge are all funds of the City except those specifically limited to another use or prohibited from use for such debt service by the Ohio Constitution or Ohio or Federal laws such as tax levies voted for specific purposes and taxes levied for debt service on specific voted general obligation bond issues. Additional Sources of Payment Series 2016A Bonds Ziegler Park Project. With respect to a portion of the Series 2016A Improvement Bonds, the proceeds of which have been allocated to the financing of the Ziegler Park Project in the amount of $10,000,000 (pursuant to Ordinance Number 0366-2015), the City may also covenant to annually appropriate other taxes and revenues, including all service payments of the applicable tax incentive district including but not limited to the Downtown Over the Rhine East TIF District, as specified by the City, in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016A Improvement Bonds. Municipal Income Tax Pledge. With respect to a portion of the Series 2016A Improvement Bonds, the proceeds of which have been allocated to the financing of (i) a portion of the Street Improvement Project in the amount of $6,6450,000 (pursuant to Ordinance Number 0230-2015 as amended by Ordinance Number 0004-2016), and (ii) a portion of the Equipment Improvement Project in the amount of $1,230,000 (pursuant to Ordinance Number 0206-2015), the City covenants to annually appropriate municipal income taxes in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016A Improvement Bonds. With respect to a portion of the Series 2016A Refunding Bonds, the proceeds of which have been allocated to the refunding of a portion of (i) the Series 2009B Bonds (as defined herein) (pursuant to Ordinance Numbers 0047-2009, 0044-2009 and 0078-2005) and (ii) the Series 2011B Bonds (as defined herein) (pursuant to Ordinance Numbers 0026-2011 and 0028-2011), the City covenants to annually appropriate municipal income taxes in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016A Refunding Bonds. Series 2016B Refunding Bonds. With respect to a portion of the Series 2016B Refunding Bonds, the proceeds of which have been allocated to refunding of a portion of the Series 2009C Bonds (as defined herein) (pursuant to Ordinance Number 0151-2009), the City may also covenant to annually appropriate other revenues, other than ad valorem property taxes, as specified by the City, in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016B Refunding Bonds including rent payments made pursuant to a Contract for Lease of Property for Private Redeployment (Garfield Place Housing, Phase 4, Site 6), dated as of June 16, 1998 by and among the City and Shillito Lofts, L.L.C. and service payments made pursuant to a Service Agreement, made and entered into as of June 16, 1998, by and between the City and the Redeveloper, are available and are considered 9

appropriated for said purpose, in amounts necessary for the prompt payment of the principal of and interest on such portion of the Series 2016B Refunding Bonds. Payments Principal and semi-annual interest on the Series 2016 Bonds will be paid to the Registrar. So long as DTC or its nominee, Cede & Co., is the bondholder, such payments will be made to Cede & Co., which in turn will remit such payments to the DTC Direct Participants (as defined in Appendix D hereto) and DTC Indirect Participants (as defined in Appendix D hereto) for subsequent disbursement to the Beneficial Owners (as defined in Appendix D hereto) of the Series 2016 Bonds. Interest will be payable on June 1, 2016 and semiannually thereafter on each June 1 and December 1 until final maturity. Principal will be payable annually on the Series 2016 Bonds (either upon scheduled maturity or mandatory redemption) on the first day of December in the years and amounts as provided on the inside cover page hereof for each series, until final maturity. Upon receipt of principal or interest payments, DTC's current practice is to credit immediately the accounts of Participants (as defined in Appendix D hereto) in accordance with their respective positions as shown on DTC's records. Use of Proceeds of the Series 2016A Bonds USE OF BOND PROCEEDS Series 2016A Improvement Bonds. The proceeds of the Series 2016A Improvement Bonds are being issued for the purpose of providing funds in the following amounts and for the following projects: (a) $9,250,000 Street Improvement Bonds, Series A, Maturing December 1, 2035: Proceeds to be used for street improvements including widening, opening, extending, realigning, grading, repaving, resurfacing, constructing sewers and drains or otherwise rehabilitating and improving streets, roads, thoroughfares, avenues, expressways, sidewalks, plazas and other public ways; purchasing and/or installing street lights and equipment and boulevard lights; and paying legal advertising, printing and all expenses incidental to said improvements. Such Street Improvement Bonds, Series A will be issued as Series 2016A Bonds. (b) $3,310,000 Public Buildings Improvement Bonds, Series A, Maturing December 1, 2030: Proceeds to be used for acquiring real estate or interests in same, constructing, rehabilitating and equipping public buildings and other structures; and paying legal, advertising, printing and all expenses incidental to said improvements. Such Public Buildings Improvement Bonds, Series A will be issued as Series 2016A Bonds. (c) $6,275,000 Equipment Improvement Bonds, Maturing December 1, 2020: Proceeds to be used for purchasing motor vehicles, acquiring and improving Citywide communication system components and related improvements, computer related system upgrades and components and other necessary equipment; refunding related bond anticipation notes in the principal amount of $1,001,800; and paying legal, advertising, printing and all expenses incidental to said improvements. Such Equipment Improvement Bonds will be issued as Series 2016A Bonds. 10

(d) $10,000,000 Ziegler Park Bonds, Maturing December 1, 2035: Proceeds to be used for park improvements including acquiring real estate or interests in same, for parks, parkways, playgrounds and recreation centers, improving and equipping such real estate and also rehabilitating existing parks, parkways, playgrounds and recreation centers, specifically the renovation and expansion of Ziegler Park, including renovating and expanding a children's playground, upgrading existing green space, and construction of a comfort station, (collectively, the Ziegler Park Project ), and refunding related bond anticipation notes in the principal amount of $10,000,000. Such Ziegler Park Bonds will be issued as Series 2016A Bonds. Series 2016A Refunding Bonds. The proceeds of the Series 2016A Refunding Bonds will be used for the purpose of (i) refunding the Refunded Tax-Exempt Bonds (detailed below) and (ii) paying legal, advertising, printing, and all expenses incidental to the issuance of the Series 2016A Refunding Bonds. The net proceeds of the Series 2016A Refunding Bonds will be applied to the refunding of the Refunded Tax-Exempt Bonds, with the result that the Refunded Tax-Exempt Bonds will be deemed to be paid and no longer outstanding. Refunded Series 2009A Bonds Bond Series Maturity Date (Dec. 1) Serial Bonds Interest Rate Principal Amount to be Refunded Redemption Date Redemption Price Term Bonds TOTAL [Remainder of page intentionally left blank] 11

Refunded Series 2009B Bonds Bond Series Maturity Date (Dec. 1) Serial Bonds Interest Rate Principal Amount to be Refunded Redemption Date Redemption Price Term Bonds TOTAL Refunded Series 2011A Bonds Bond Series Maturity Date (Dec. 1) Serial Bonds Interest Rate Principal Amount to be Refunded Redemption Date Redemption Price Term Bonds TOTAL Refunded Series 2011B Bonds Bond Series Maturity Date (Dec. 1) Serial Bonds Interest Rate Principal Amount to be Refunded Redemption Date Redemption Price Term Bonds TOTAL 12

Refunded Series 2012A Bonds Bond Series Maturity Date (Dec. 1) Serial Bonds Interest Rate Principal Amount to be Refunded Redemption Date Redemption Price Term Bonds TOTAL The net proceeds of the Series 2016A Refunding Bonds will be deposited in an irrevocable escrow account (the Refunded Tax-Exempt Bonds Escrow Account ) to be held by an escrow trustee pursuant to an escrow agreement between the City and such escrow trustee (the Refunded Tax-Exempt Bonds Escrow Agreement ). Such proceeds will be used immediately to purchase direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America, or other obligations the principal of and interest on which are fully secured by the foregoing in such amounts and maturities, and bearing interest at rates, so as to provide sufficient moneys to pay when due certain maturities of the principal and interest due on the Refunded Tax-Exempt Bonds. Use of Proceeds of the Series 2016B Refunding Bonds The Series 2016B Refunding Bonds are being issued for the purpose of (i) refunding the Refunded Taxable Bonds (detailed below) and (ii) paying legal, advertising, printing, and all expenses incidental to the issuance of the Series 2016B Refunding Bonds. The net proceeds of the Series 2016B Refunding Bonds will be applied to the refunding of the Refunded Taxable Bonds, with the result that the Refunded Taxable Bonds will be deemed to be paid and no longer outstanding. Refunded Series 2009C Bonds Bond Series Serial Bonds Maturity Date (Dec. 1) Interest Rate Principal Amount to be Refunded Redemption Date Redemption Price Term Bonds TOTAL 13

The net proceeds of the Series 2016B Refunding Bonds will be deposited in an irrevocable escrow account (the Refunded Taxable Bonds Escrow Account ) to be held by an escrow trustee pursuant to an escrow agreement between the City and such escrow trustee (the Refunded Taxable Bonds Escrow Agreement ). Such proceeds will be used immediately to purchase direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America or other obligations the principal of and interest on which are fully secured by the foregoing in such amounts and maturities, and bearing interest at rates, so as to provide sufficient moneys to pay when due certain maturities of the principal and interest due on the Refunded Taxable Bonds. SOURCES AND USES OF FUNDS The following table sets forth the sources and uses of funds by the City in connection with the issuance of the Series 2016 Bonds. Series 2016A Improvement and Refunding Bonds Series 2016B Refunding Bonds SOURCES Principal Amount Plus Original Issue Premium Less Original Issue Discount TOTAL SOURCES: USES Deposit with the City to pay respective Project Costs N/A Deposit to the City s Bond Retirement Fund Refunding Escrow Deposits Cash Deposit Escrow Securities Bond Issuance Expenses (1) TOTAL USES: (1) Includes underwriters' discount, printing costs, rating agency fees, legal fees and other issuance costs. TOTAL RATINGS As noted on the cover page of this Official Statement, Moody's Investors Service ( Moody s ) and Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc. ( Standard & Poor's ), have assigned ratings to the Series 2016 Bonds of Aa2 (stable outlook) and AA- (stable outlook), respectively. Such ratings reflect only the respective views of such organizations and an explanation of the significance of such ratings may be obtained from the rating agency furnishing the same. The City has supplied and expects to provide the rating agencies with additional information that may not be included herein. The City can provide no assurance that the ratings accorded the Series 2016 Bonds will continue for any given period of time or that the ratings will not be revised upward, downward, or withdrawn entirely by either or both rating agencies, if, in the judgment of either or both organizations, circumstances so warrant. Any downward revision or withdrawal of such ratings may have an adverse effect on the market price of the Series 2016 Bonds. 14

UNDERWRITING The Underwriters have agreed, subject to certain conditions, to purchase the Series 2016 Bonds from the City as follows: (a) The Series 2016A Bonds are being purchased for reoffering by (the "Series 2016A Underwriter"). The Series 2016A Underwriter has agreed to purchase the Series 2016A Bonds at an aggregate purchase price of $, which is equal to the par amount of the Series 2016A Bonds of $, plus net premium in the amount of $, less underwriter's discount in the amount of $. The initial public offering prices which produce the yields set forth on as shown under "MATURITY SCHEDULE" on the inside cover page hereof may be changed by the Series 2016A Underwriter and the Series 2016A Underwriter may offer and sell the Series 2016A Bonds to certain dealers (including dealers depositing Series 2016A Bonds into investment trusts) and others at prices lower than the offering prices which produce the yields set forth herein under "MATURITY SCHEDULE." Excess premium in the amount of $, shall be deposited into the City's bond retirement fund; and (b) The Series 2016B Refunding Bonds are being purchased for reoffering by (the "Series 2016B Underwriter"). The Series 2016B Underwriter has agreed to purchase the Series 2016B Refunding Bonds at an aggregate purchase price of $, which is equal to the par amount of the Series 2016B Refunding Bonds of $, plus net premium in the amount of $, less underwriter's discount in the amount of $. The initial public offering prices which produce the yields set forth on as shown under "MATURITY SCHEDULE" on the inside cover page hereof may be changed by the Series 2016B Underwriter and the Series 2016B Underwriter may offer and sell the Series 2016B Refunding Bonds to certain dealers (including dealers depositing Series 2016B Refunding Bonds into investment trusts) and others at prices lower than the offering prices which produce the yields set forth herein under "MATURITY SCHEDULE." LITIGATION To the knowledge of the City no litigation, administrative action or proceeding is pending or threatened, restraining or enjoining, or seeking to restrain or enjoin, the validity, issuance and delivery of the Series 2016 Bonds. The City is a party to numerous legal proceedings. Although none of these legal proceedings relate directly to the Series 2016 Bonds or the security therefor, some involve claims against the City for substantial amounts. While the ultimate disposition of these pending legal proceedings cannot be determined at this time, it is the opinion of the City Solicitor that the pending legal proceedings will not have a material adverse effect on the Series 2016 Bonds or the security for the Series 2016 Bonds. On June 22, 2011, the American Federation of State, County and Municipal Employees, AFL-CIO ( AFSCME ), filed suit in the Court of Common Pleas, Hamilton County, Ohio, Civil Division, against the City, CRS, and others. The lawsuit requests that the Court (i) take the necessary steps to determine the contribution amount owed to CRS by the City, (ii) establish a mechanism for collection of amounts owed to CRS, and (iii) contribute the amounts owed by the 15

City to CRS. In addition, the City is a party to consolidated federal litigation regarding the funding and benefits of the CRS. In 2014, the federal district court judge suspended adversarial litigation and implemented a structured settlement process. In 2015, the process resulted in a proposed class action settlement referred to as the Cincinnati Pension Collaborative. The settlement has been granted preliminary and final approval by the federal district court judge in October 2015. The district court proceeding has ended, the class has been certified, and a consent decree finalized. The settlement agreement eliminates the City s obligation to pay a compound cost of living adjustment to its retirees and provides a significant funding infusion to the CRS. The expected actuarial result is a significant decrease in the unfunded liability of the pension fund and a stabilization of the City s annual pension funding requirement. The resolution of the CRS litigations will significantly improve both the health of the City s long term finances and its short term annual budget. The City is optimistic that the ultimate disposition of these proceedings, and the settlement of the lawsuits, and its impact, if any, on the City's finances is now salutary. In the opinion of the City Solicitor, the ultimate resolution of these proceedings will not have a material adverse effect on the Series 2016 Bonds or the security for the Series 2016 Bonds. The City and the adverse parties in these pension lawsuits are now moving forward to implement the consent decree and settlement agreement. The appeal period has run, and no appeal has been taken. The settlement agreement and consent decree are final and are now in progress. The ultimate funding of the CRS remains subject to financial pressures unpredictable to the City Solicitor, but it remains the opinion of the City Solicitor that the resolution of the mediation will not have any material adverse effect on the Series 2016 Bonds or the security thereof. (See Appendix A - DESCRIPTION OF THE CITY City of Cincinnati Retirement System - Settlement Agreement and Consent Decree. ) Tax Status Tax-Exempt Series 2016 Bonds LEGAL MATTERS General. In the opinion of Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Bond Counsel ( Bond Counsel ) for the Tax-Exempt Series 2016 Bonds, based upon an analysis of existing laws, regulations, rulings and court decisions, interest on the Series 2016A Bonds (the Tax-Exempt Series 2016 Bonds ) will be excludible from gross income for federal income tax purposes. Bond Counsel is also of the opinion that interest on the Tax-Exempt Series 2016 Bonds will not be a specific item of tax preference under Section 57 of the Internal Revenue Code of 1986 (the Code ) for purposes of the federal individual or corporate alternative minimum taxes. Furthermore, Bond Counsel is of the opinion that interest on the Tax-Exempt Series 2016 Bonds and any profit made on the sale, exchange, or other disposition of, the Tax-Exempt Series 2016 Bonds, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio. A copy of the opinion of Bond Counsel with respect to the Tax-Exempt Series 2016 Bonds is set forth in Appendix C-1, attached hereto. The Code imposes various restrictions, conditions, and requirements relating to the exclusion from gross income for federal income tax purposes of interest on obligations such as the Tax-Exempt Series 2016 Bonds. The City has covenanted to comply with certain restrictions designed to ensure that interest on Tax-Exempt Series 2016 Bonds will not be includable in gross 16

income for federal income tax purposes. Failure to comply with these covenants could result in interest on the Tax-Exempt Series 2016 Bonds being includable in income for federal income tax purposes and such inclusion could be required retroactively to the date of issuance of the Tax- Exempt Series 2016 Bonds. The opinion of Bond Counsel assumes compliance with these covenants. However, Bond Counsel has not undertaken to determine (or to inform any person) whether any actions taken (or not taken) or events occurring (or not occurring) after the date of issuance of the Tax-Exempt Series 2016 Bonds may adversely affect the federal tax status of the interest on the Tax-Exempt Series 2016 Bonds. Certain requirements and procedures contained or referred to in the ordinances authorizing the Tax-Exempt Series 2016 Bonds and other relevant documents may be changed and certain actions (including, without limitation, defeasance of the Tax-Exempt Series 2016 Bonds) may be taken or omitted under the circumstances and subject to the terms and conditions set forth in such documents. Bond Counsel expresses no opinion as to any Tax-Exempt Series 2016 Bonds or the interest thereon if any such change occurs or action is taken or omitted upon the advice or approval of bond counsel other than Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP, Bond Counsel. Although Bond Counsel is of the opinion that interest on the Tax-Exempt Series 2016 Bonds will be excludible from gross income for federal and Ohio income tax purposes, the ownership or disposition of, or the accrual or receipt of interest on, the Tax-Exempt Series 2016 Bonds may otherwise affect a bondholder's federal, state or local tax liabilities. The nature and extent of these other tax consequences may depend upon the particular federal tax status of the bondholder or the bondholder's other items of income or deduction. Bond Counsel expresses no opinions regarding any tax consequences other than what is set forth in its opinion and each bondholder or potential bondholder is urged to consult with tax counsel with respect to the effects of purchasing, holding or disposing the Tax-Exempt Series 2016 Bonds on the tax liabilities of the individual or entity. For example, although Bond Counsel is of the opinion that interest on the Tax-Exempt Series 2016 Bonds will not be a specific item of tax preference for the federal alternative minimum tax, corporations are required to include all tax-exempt interest in determining adjusted current earnings under Section 56(c) of the Code, which may increase the amount of any alternative minimum tax owed. Receipt of tax-exempt interest, ownership or disposition of the Tax-Exempt Series 2016 Bonds may result in other collateral federal, state or local tax consequence for certain taxpayers. Such effects include, without limitation, increasing the federal tax liability of certain foreign corporations subject to the branch profits tax imposed by Section 884 of the Code, increasing the federal tax liability of certain insurance companies, under Section 832 of the Code, increasing the federal tax liability and affecting the status of certain S Corporations subject to Sections 1362 and 1375 of the Code, increasing the federal tax liability of certain individual recipients of Social Security or Railroad Retirement benefits, under Section 86 of the Code and limiting the amount of the Earned Income Credit under Section 32 of the Code that might otherwise be available. Ownership of any Tax-Exempt Series 2016 Bonds may also result in the limitation of interest and certain other deductions for financial institutions and other taxpayers, pursuant to Section 265 of the Code. Finally, residence of the holder of Tax-Exempt Series 2016 Bonds in a state other than Ohio or being subject to tax in a state other than Ohio, may result in income or other tax liabilities being imposed by such states or their political subdivisions based on the interest or other income from the Tax-Exempt Series 2016 Bonds. 17

The City has not designated the Tax-Exempt Series 2016 Bonds as qualified tax-exempt obligations under Section 265 of the Code. Prospective purchasers of the Tax-Exempt Series 2016 Bonds are advised to consult their own tax advisors prior to any purchase of the Tax-Exempt Series 2016 Bonds as to the impact of the Internal Revenue Code, as amended and state tax statutes, upon their acquisition, holding or disposition of the Tax-Exempt Series 2016 Bonds. Original Issue Premium. Acquisition Premium is the excess of the cost of a bond over the stated redemption price of such bond. Any Tax-Exempt Series 2016 Bonds that are being sold at original yield below their interest rate, as shown on the inside cover (collectively, the Premium Bonds ), are being initially offered and sold to the public with Acquisition Premium. For federal income tax purposes, the amount of Acquisition Premium on the Premium Bonds must be amortized and will reduce the bondholder's adjusted basis in that bond. However, no amount of amortized Acquisition Premium on the Premium Bonds may be deducted in determining bondholder's taxable income for federal income tax purposes. The amount of any Acquisition Premium paid on the Premium Bonds that must be amortized during any period will be based on the constant yield method, using the original bondholder's basis in such Premium Bonds and compounding semiannually. This amount is amortized ratably over that semiannual period on a daily basis. Holders of any Premium Bonds, both original purchasers and any subsequent purchasers, should consult their own tax advisors as to the actual effect of any Acquisition Premium with respect to their own federal income tax situation and as to the treatment of the Acquisition Premium for state tax purposes. Original Issue Discount. Any Tax-Exempt Series 2016 Bonds that have an original yield above their interest rate, as shown on the inside cover (the Discount Bonds ), are being initially offered and sold to the public at an original issue discount ( OID ) from the amounts payable at maturity thereon. OID is the excess of the stated redemption price of a note at maturity (the face amount) over the issue price of such note. The issue price is the initial offering price to the public (other than to bond houses, brokers or similar persons acting in the capacity of underwriters or wholesalers) at which a substantial amount of Bonds of the same maturity are sold pursuant to that initial offering. For federal income tax purposes, OID on each Bond will accrue over the respective term of the Bond, and for the Discount Bonds, the amount of accretion will be based on a single rate of interest, compounded semiannually or over a shorter permitted compounding interval selected by the holder (the yield to maturity ). The amount of OID that accrues during each semi-annual period will do so ratably over that period on a daily basis. With respect to an initial purchaser of a Discount Bond at its issue price, the portion of OID that accrues during the period that such purchaser owns the Discount Bond is added to such purchaser's tax basis for purposes of determining gain or loss at the maturity, redemption, sale or other disposition of that Discount Bond and thus, in practical effect, is treated as stated interest, which is excludable from gross income for federal income tax purposes. A purchaser of a Discount Bond in the initial public offering at the price for that Discount Bond, stated on the inside cover pages of this Official Statement, who holds that Discount Bond to maturity will realize no gain or loss upon the retirement of that Discount Bond. 18

In addition, OID that accrues in each year to a holder of a Discount Bond is included in the calculation of the distribution requirements of certain regulated investment companies and may result in some of the collateral federal income tax consequences discussed above. Consequently, holders of any Discount Bond should be aware that the accrual of OID in each year may result in an alternative minimum tax liability, additional distribution requirements or other collateral federal income tax consequences although the holder of such Discount Bond has not received cash attributable to such OID in such year. Legislative Proposals Affecting Tax-Exempt Obligations. Legislation affecting taxexempt obligations is regularly considered by the United States Congress and may also be considered by the State of Ohio legislature. Court proceedings may also be filed, the outcome of which could modify the tax treatment of obligations such as the Tax-Exempt Series 2016 Bonds. There can be no assurance that legislation enacted or proposed, or actions by a court, after the date of issuance of the Tax-Exempt Series 2016 Bonds will not have an adverse effect on the federal tax status of interest or other income on the Tax-Exempt Series 2016 Bonds or the market value or marketability of the Tax-Exempt Series 2016 Bonds. These adverse effects could result, for example, from changes to federal or state income tax rates, changes in the structure of federal or state income taxes (including replacement with another type of tax), or repeal (or reduction in the benefit) of the exclusion of interest on the Tax-Exempt Series 2016 Bonds from gross income for federal or state income tax purposes for all or certain taxpayers. Taxable Series 2016 Bonds. In the opinion of Bond Counsel, to be delivered at the time of original issuance of the Series 2016B Refunding Bonds (for purposes of this section, the Taxable Series 2016 Bonds ), based on analysis of existing laws, regulations, rulings and court decisions, interest on the Taxable Series 2016 Bonds is not excludible from gross income for federal income tax purposes. A copy of the opinion of Bond Counsel with respect to the Taxable Series 2016 Bonds is set forth in Appendix C-2, attached hereto. Ohio Tax Exemption. Bond Counsel is of the opinion that interest on the Series 2016 Bonds and any profit made on the sale, exchange, or other disposition of, the Series 2016 Bonds, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio. Bankruptcy Legislation Chapter 9 of the Federal Bankruptcy Code contains provisions relating to the adjustment of debts of a state's political subdivisions, public agencies and instrumentalities (each an eligible entity ), such as the City. Under the Bankruptcy Code and in certain circumstances described therein, an eligible entity may be authorized to initiate Chapter 9 proceedings without prior notice to or consent of its creditors, which proceedings may result in a material and adverse modification or alteration of the rights of its secured and unsecured creditors, including holders of its bonds and notes. Section 133.36 of the Ohio Revised Code permits a political subdivision, such as the City, for the purpose of enabling such subdivision to take advantage of the provisions of the Bankruptcy Code, and for that purpose only, and upon approval of the State of Ohio Tax Commissioner, to file a petition stating that the subdivision is insolvent or unable to meet its debts as they mature, and that it desires to effect a plan for the composition or readjustment of its debts, and to take such further proceedings as are set forth in the Bankruptcy Code as they relate 19

to such subdivision. The taxing authority of such subdivision may, upon like approval of the State of Ohio Tax Commissioner, refund its outstanding securities, whether matured or unmatured, and exchange refunding bonds for the securities being refunded. In its order approving such refunding, the State of Ohio Tax Commissioner shall fix the maturities of the bonds to be issued, which shall not exceed thirty years. No taxing subdivision is permitted, in availing itself of the provisions of the Bankruptcy Code, to scale down, cut down or reduce the principal sum of its securities except that interest thereon may be reduced in whole or in part. The Federal Bankruptcy Code and Section 133.36 of the Ohio Revised Code also permit the Hamilton County, Ohio (the County ) to initiate Chapter 9 proceedings, which, because the County collects certain revenues on behalf of the City, particularly ad valorem taxes, may adversely affect the financial condition of the City. FINANCIAL ADVISOR Davenport & Company LLC is serving as the financial advisor to the City in connection with the issuance and sale of the Series 2016 Bonds. The financial advisor is not obligated to undertake, and has not undertaken to make, an independent verification or to assume responsibility for the accuracy, completeness, or fairness of the information contained in the Official Statement. VERIFICATION OF MATHEMATICAL COMPUTATIONS Bingham Arbitrage Rebate Services, Incorporated, independent certified public accountants and consultants (the Verification Agent ), will deliver a report dated the date of issuance of the Series 2016 Bonds verifying the accuracy of (i) the mathematical computations of the adequacy of the maturing principal amounts of the applicable permitted investments deposited pursuant to the Escrow Agreement, including the interest income to be realized thereon, to pay interest on the Refunded Bonds as the same becomes due and payable on the interest payment dates prior to their redemption dates, and to pay the redemption price and accrued interest on the redemption date for the Refunded Bonds, and (ii) the mathematical computations supporting the conclusion of Bond Counsel that the Series 2016A Bonds are not arbitrage bonds under Sections 103(b)(2) and 148 of the Internal Revenue Code, as amended. Such verifications will be based upon certain information supplied to the Verification Agent by the Underwriters. INVESTMENT CONSIDERATIONS The financial condition of the City as well as the market for the Series 2016 Bonds could be affected by a variety of factors, some of which are beyond the City's control. There can be no assurance that adverse events in the State of Ohio and in other jurisdictions of the country, including, for example, the seeking by a municipality or a large ad valorem taxpayer of remedies pursuant to the Federal Bankruptcy Code or otherwise, will not occur which might affect the market price of, and the market for, the Series 2016 Bonds. If a significant default or other financial crisis should occur in the affairs of the State of Ohio or any of its agencies or political subdivisions or in other jurisdictions of the country thereby further impacting the acceptability of obligations issued by borrowers with the State of Ohio, both the ability of the City to arrange for additional borrowings, and the market value of outstanding debt obligations, including the Series 2016 Bonds, could be adversely affected. 20

The Series 2016 Bonds, like most obligations of state and local governments, are subject to changes in value due to changes in the condition of the municipal bond market or changes in the financial condition of the City. It is possible under certain market conditions, or if the financial condition of the City should change, that the market price of the Series 2016 Bonds could be adversely affected. With regard to the risk involved in a lowering of the City's bond rating, see RATINGS herein. With regard to creditors' rights, see LEGAL MATTERS - Bankruptcy Legislation herein. With regard to future additional debt issuances by the City, see Appendix A - DEBT STRUCTURE - Bonds and Notes Authorized, Outstanding and Unissued. CLOSING CERTIFICATES At closing, the City will deliver to the purchaser a complete, certified transcript of proceedings with respect to the Series 2016 Bonds, including or accompanied by the usual closing papers, including the following: (1) A Signature and No-Litigation Certificate, signed by the officials who sign the Series 2016 Bonds, stating in effect that no litigation is pending or to the knowledge of such officials threatened affecting the Series 2016 Bonds or the security for the Series 2016 Bonds; (2) A Certificate Respecting Official Statement, stating in effect that the Official Statement, as of both the date of sale and the date of delivery of the Series 2016 Bonds, did not and does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements herein, in light of the circumstances under which they were made, not misleading; that there has been no material adverse change in the financial condition or affairs of the City, from that set forth in or contemplated by the Official Statement; that the Preliminary Official Statement with respect to the Series 2016 Bonds was deemed to be final by the City as of its date pursuant to Securities and Exchange Commission Rule 15c2-12(b)(1), except for certain information on the cover page thereof, which was omitted in accordance with such Rule and was to be supplied with the final Official Statement, and that the final Official Statement was deemed to be final by the City as of its date pursuant to SEC Rule 15c2-12(b)(3); (3) A receipt for payment for the Series 2016 Bonds, signed by the City Treasurer. [Remainder of page intentionally left blank] 21

Continuing Disclosure Certificate CONTINUING DISCLOSURE In accordance with the Securities and Exchange Commission Rule 15c2-12 (the Rule ) and so long as the Series 2016 Bonds are outstanding the City (the Obligated Person ) will covenant pursuant to a Continuing Disclosure Certificate to be dated the date of delivery of the Series 2016 Bonds, to provide certain financial information and operating data (the Annual Financial Information and Operating Data ) and other information necessary to comply with the requirements of Rule 15c-12 of the Securities and Exchange Commission (the Rule ), and to transmit the same to the Municipal Securities Rulemaking Board through its Electronic Municipal Market Access System ( EMMA ). Each covenant is for the benefit of and is enforceable by the holders of the Series 2016 Bonds. The specific nature of the Annual Financial Information and Operating Data and a listing of events for which notices shall be provided are set forth in Appendix E FORM OF CONTINUING DISCLOSURE CERTIFICATE. Corrective Action Related to Certain Disclosure Requirements The City has complied in all material respects with its existing continuing disclosure undertakings under the Rule with respect to its outstanding general obligation bonds during the past five years, but the City notes instances of noncompliance with respect to certain annual financial information and notices filed by the City, which, though submitted on a timely basis, were not properly matched with all required CUSIP numbers. Such filings have been amended to be matched with the required CUSIP numbers, as applicable. The foregoing description of instances of noncompliance by the City with respect to its existing continuing disclosure undertakings should not be construed as an acknowledgment that any such instance was material. The City has reviewed the current requirements of the Rule and adopted procedures to ensure full compliance with the Rule. Notice of Change in Continuing Disclosure Filing Date Pursuant to a Voluntary Disclosure Notice filed through EMMA on September 29, 2014, as a result of the recent change in the City s Fiscal Year (see Appendix A DEBT STRUCTURE - Management s Discussion of Operations Fiscal Year Change), the annual audited financial information and operating data required to be filed by the City by September 30 of each year (the Prior Filing Date ) under the continuing disclosure undertakings entered into by the City with respect to its general obligation bonds prior to July 1, 2013, will not be available to the City to file by such Prior Filing Date. From July 1, 2013 and thereafter, the City has filed and will file its audited annual financial information and operating data not later than 270 days after the end of each Fiscal Year ending on the preceding June 30. [Remainder of page intentionally left blank] 22

EXECUTION STATEMENT This Official Statement has been duly executed and delivered on behalf of the City by its City Manager. CITY OF CINCINNATI, OHIO Dated: January, 2016 By: Harry Black City Manager 23

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APPENDIX A THE CITY [SEE ATTACHED]

TABLE OF CONTENTS DESCRIPTION OF THE CITY...A-2 Government and History...A-2 Area...A-2 City Council...A-2 Administrative Officers...A-3 Major Municipal Services Provided...A-5 Employee Relations...A-9 City of Cincinnati Retirement System...A-10 General...A-10 Settlement Agreement and Consent Decree...A-11 INDUSTRY AND BUSINESS...A-12 Metropolitan Area...A-12 Twenty-Five Largest Employers in the Cincinnati-Middletown MSA...A-13 Employment Statistics...A-14 Unemployment Statistics...A-15 Exports and Foreign Investment...A-15 Economic Development...A-15 Active Central Business District Developments...A-15 Active Citywide Major Developments...A-17 Completed Central Business District Developments...A-18 Neighborhood Business Development...A-21 Current Neighborhood Business Development Activities...A-21 Other Economic Development...A-22 Housing Programs and Development...A-23 Notice of Funding Availability (NOFA) and CoreFour...A-26 Focus 52 Program...A-26 Building Permits...A-30 Transportation...A-30 Mass Media...A-32 Cultural Opportunities...A-32 Higher Education...A-32 Primary and Secondary Education...A-33 Greater Cincinnati Recreation Facilities...A-33 Sports...A-33 Utilities...A-33 Five-Year Capital Improvement Plan...A-34 Convention Facilities Authority Revenue Bonds...A-35 Urban Redevelopment Bonds...A-36 INSURANCE...A-36 DEBT STRUCTURE...A-37 Unlimited Tax...A-37 Bonds and Notes Authorized, Outstanding and Unissued...A-38 Net General Tax Supported Bonds...A-39 Applicable Debt Limitations...A-39 Overlapping Debt...A-41 Bond Retirement Fund...A-41 General Obligation Debt Pay-Out Ratio...A-42 Debt Summary - General Obligation and Revenue Debt...A-44 Outstanding Bonds and Notes...A-45 Ad Valorem Tax Base...A-46 Investment Policy Summary...A-49 Municipal Fiscal Emergencies...A-49 General Fund Major Revenue Categories...A-50 Management's Discussion of Operations...A-52 A-1

APPENDIX A DESCRIPTION OF THE CITY Government and History Cincinnati was founded in 1788, chartered as a village in 1802, and incorporated as a City in 1819. Major revisions to the City Charter were approved by voters in 1926 to provide for home rule and the council-manager form of government. Population Census 2010 Census 2000 Census 1990 Cincinnati - City 296,943 331,285 364,040 Hamilton County 802,374 845,303 866,228 Cincinnati PMSA* 2,130,151 1,646,395 1,526,092 Source: Bureau of the Census, U.S. Commerce Department. *The definition of PMSA from 2000 to 2010 changed to include the counties in italics - Dearborn County, IN, Franklin County, IN, Ohio County, IN, Boone County, KY, Bracken County, KY, Campbell County, KY, Gallatin County, KY, Grant County, KY, Kenton County, KY, Pendleton County, KY, Brown County, OH, Butler County, OH, Clermont County, OH, Hamilton County, OH, and Warren County OH. Area Cincinnati Hamilton County Metropolitan Area 77 square miles 413 square miles 3,343 square miles City Council Effective December 2001, the City of Cincinnati's (the "City") form of government was modified based on a charter amendment approved by the voters in 1999. For the first time in November 2001, the Mayor was chosen through a direct election and the nine-members of City Council were chosen in a separate at-large election. The Mayor is elected to a four-year term and limited to two consecutive fouryear terms. In November 2012, citizens voted to have City Council members elected to four-year terms and each member is limited to two consecutive four-year terms. The Mayor presides over the City Council meetings, but is not a member of the City Council. The Mayor has no vote on council legislation but may exercise veto authority, which can be overridden by a vote of six Council members (two-thirds majority). Although the Mayor does not vote on City Council legislation, the Mayor can introduce legislation to the City Council and may call special meetings of the City Council. The Mayor appoints the City Manager subject to prior approval of the City Council. The Mayor may commence proceedings for the removal of the City Manager but such removal requires City Council approval. The Mayor is responsible for submitting the annual budget estimate prepared by the City Manager to City Council. The Mayor may not amend the budget estimate but may provide the City Council with written comments related to any aspect of the proposed budget. The Mayor retains the authority to declare a time of public emergency and may, with consent of City Council, take command of the police, maintain order, and enforce the law during the period of public emergency. A-2

The following table lists the Mayor and the members of the City Council that were voted into office as of November 5, 2013. + All took office as of December 1, 2013. The table below reflects the term each will be serving. Name Term Hon. John Cranley, Mayor First Hon. Kevin Flynn First Hon. David Mann First Hon. Amy Murray First Hon. Chris Seelbach First Hon. Yvette Simpson * First Hon. P.G. Sittenfeld * First Hon. Christopher Smitherman * First Hon. Charlie Winburn ** Second Hon. Wendell Young * First + Under the new Charter provisions, council member are elected to four-year terms. No person shall hold the office of member of council for a period longer than two successive four-year terms of the council, except that a member of council who was elected to council in November 2011 may be elected to no more than two consecutive four-year terms commencing on December 1, 2013 unless such election would permit the member of council to serve on council for a period longer than ten consecutive years. * First elected in November 2011. ** First elected in November 2009. Administrative Officers Name Harry Black John Juech Sheila Hill-Christian Reginald E. Zeno Paula Boggs Muething Position City Manager Assistant City Manager Assistant City Manager Finance Director City Solicitor City Manager. Harry Black joined the City's leadership team as City Manager in September 2014. He previously served as Finance Director for the City of Baltimore, and authored Achieving Economic Development Success: Tools That Work. Mr. Black also co-founded Global Commerce Solutions, Inc., a government services firm which provided program management and turn-key staff augmentation solutions to various public sector organizations. He also held the position of Deputy Chief Administrative Officer for the City of Richmond, Virginia. Mr. Black holds a Bachelor of Science degree in Public Administration from the Virginia State University and a Master s Degree in Public Administration from the University of Virginia. His extensive public service career also includes stints with the New York City Transit Authority, the Port Authority of New York and New Jersey, New York City s Mayor s Office of Contracts and the District of Columbia s City Council. Mr. Black has also served on multiple boards of directors and is a member and chair of the Virginia State University Board of Visitors and a member of the Municipal Bonds for America Executive Committee. A-3

Assistant City Manager. Sheila Hill-Christian joined the City s leadership team as Assistant City Manager on May 18, 2015. She previously served as acting City Manager and Chief Executive Officer for the City of Portland where she was named Deputy City Manager in February 2013. Prior to her two-plus years in Maine, Hill-Christian spent most of her career as a public servant in Richmond, Virginia. In Richmond, Hill-Christian worked for various state and city departments that ranged from Youth and Family Services, Richmond Redevelopment and Housing Authority, Recreation and Parks, as well as the local transit system. She also served as the Executive Director of The Virginia Lottery. Mrs. Hill- Christian holds a Bachelor of Arts from Virginia Commonwealth University and a Masters of Business Administration from Averett University. Assistant City Manager. John S. Juech has more than ten years' experience in public administration and management. In July 2015, Mr. Juech was appointed an Assistant City Manager and is responsible for implementing City policy, providing administrative direction and support to City agencies, and coordinating the City administration's work with the Mayor and City Council on their legislative agenda. Mr. Juech began his career with the United Nations in 2004. He previously served as Senior Legislative Assistant to Congressman William Delahunt (MA-10) and has also been the Vice President of Policy for Garten Rothkopf, an international advisory firm serving government agencies and business executives. Prior work with the City includes Chief of Staff for Vice Mayor David Mann and Senior Policy Advisor to City Manager Harry Black. Mr. Juech has a Master's Degree of International Relations from Johns Hopkins University, School for Advanced International Studies and a Bachelor of Arts degree in Political Science from Colorado College. Finance Director. Reginald E. Zeno joined the City's leadership team as Finance Director in late June 2010. He previously served as Finance Director for the City of New Orleans from 2002 to 2010, and held the Chief of Staff and Budget Director positions for the Transit Management of Southeast Louisiana from 2000 to 2002. He also worked for the New Orleans Public Schools from 1980 to 2000 serving in several positions including Interim Chief Financial Officer for several years. He is a member of the Government Finance Officers Association, where he also served as a reviewer for the Distinguished Budget Award Program from 1989 to 1998. Mr. Zeno holds a Bachelor of Science in Business Administration from the University of Louisiana at Lafayette and a Masters of Business Administration from Tulane University. City Solicitor. Paula Boggs Muething was appointed City Solicitor on December 29, 2014. Prior to joining the City she was General Counsel and Vice-President of Community Revitalization of the Port of Greater Cincinnati Development Authority, a county-wide economic development agency. While at the Port Authority she worked on a number of redevelopment initiatives, including operating the Hamilton County Land Reutilization Corporation ( Landbank ) on behalf of the Landbank Board. Paula was previously a litigator for the City's Law Department; an associate at Keating, Muething and Klekamp, PLL; and a law clerk for the Honorable James E. Keller of the Kentucky Supreme Court. Paula earned a Juris Doctorate from the University of Cincinnati, College of Law in 2003, where she was a Human Rights Fellow and a member of the Editorial Board of the Law Review. She later studied Community Land Reform Initiatives at the Harvard Kennedy School, Executive Education. She is on the boards of the Greater Ohio Policy Center and the Cincinnati Development Fund. [Remainder of page intentionally left blank] A-4

Major Municipal Services Provided The City provides the full range of municipal services. The most significant are described in this section. Fire. The Fire Department has an authorized complement of 841 uniformed employees, with 824 positions filled. The uniformed employees respond to emergencies including fire suppression, emergency medical services, hazardous materials, weapons of mass destruction, explosive ordnance disposal, technical rescues, and special emergencies to property throughout the City. The department's current emergency response components are located in 26 fire stations that house 26 engine companies, 12 ladder companies, 12 paramedic units, two heavy rescue companies, and an aircraft rescue fire-fighting unit. The department's non emergency response capabilities include fire prevention, fire code enforcement, public fire education and outreach, fire investigation, environmental crimes investigation, firefighter training, and other essential staff support functions. These administrative functions are housed at three locations. Police. With an authorized complement of 1,117 uniformed police officers, with 1,056 positions filled, the Police Department provides services to reduce crime, improve public safety, and improve quality of life in the City. The Police Department has successfully implemented Community Problem Oriented Policing (CPOP), an extension of Community Oriented Policing (COP), and uses this program to help solve quality of life and crime problems in neighborhoods and schools. Public Services. The Department of Public Service maintains streets, bridges, viaducts, and walls in a safe condition, provides for the placement of traffic control devices, curb control, pavement markings, roadway lighting, solid waste collection, street cleaning, green space management, neighborhood improvement programs, community clean-up services, the City's centralized customer services center, fleet services and the management of City facilities. Fleet Services provides all City agencies the automotive equipment necessary to perform their functions. Fleet Services is also responsible for maintaining equipment, providing fuel, and for the timely removal of obsolete and underutilized equipment. This includes 24 hour 7 days per week support services for a 3,200-unit fleet. Recreation. The City's Department of Recreation provides senior and therapeutic recreation programs, after school programs, summer day camps, and Citywide athletic programs that include individual and team competition for volleyball, baseball, softball, basketball, tennis and touch football at the City's many outdoor recreation facilities. Parks. The Department of Parks holdings constitute more than 5,000 acres. These holdings consist of 5 regional parks, 70 neighborhood parks, 34 preserves and natural areas, 5 parkways, 65 miles of hiking and bridle trails, 80,000 street trees on 1,000 miles of City streets, 5 nature centers, 18 scenic overlooks, 52 playgrounds, 500 landscaped gardens and over 100 picnic areas. [Remainder of page intentionally left blank] A-5

Health. The Cincinnati Health Department's (CHD) mission is to assist in achieving and sustaining the residents' highest level of health and to assure the provision of public health services that promote health, social well-being and prevention of injury and disease in people and communities throughout the City. CHD is responsible for the promotion, protection, and maintenance of the public's health. This responsibility is achieved by development and enforcement of health laws, prevention of disease, the development of policies that advance health promotion wellness, disease prevention, education, health equity, social justice and fiscal services. Core programs under the supervision of CHD and the Health Commissioner include: Technical Resources. Provides professional, technical, and administrative support in the areas of human resources, electronic data processing, fiscal services, and facility management. Community and Environmental Health Services. Responsible for environmental services, which include food service, solid waste, vector control, animal bites, household sewage, swimming pool inspection, environmental hygiene, nuisance abatement, smoking ban enforcement, and litter patrol. This Division is also responsible for health promotion, including health education and health promotion grants, the Public Employee Assistance Program, and the Lead Risk Assessment Program. Community and Environmental Health Services is also responsible for communicable and infectious disease surveillance; performs health impact assessments and provides all vital records (birth certificates and death certificates) as required by State law. Population Health and Clinical Services. Provides comprehensive primary health care and dental services for underserved and high-risk populations. This division operates six health centers and a sexually transmitted disease center. This division also provides laboratory, pharmacy, immunization, and nutritional services. Other responsibilities include public health nursing programs that include home health and school health. School and Adolescent Health. Serves as the chief medical consultant for Cincinnati Public Schools (CPS). Nurses and staff are based in all CPS schools and operate school based health centers that provide a comprehensive range of health promotion, preventative and clinical services that specifically meet the targeted health and wellness challenges of young people in the community. Maternal and Infant Health Services. Services are provided to predominately women, children and infants of the City and Hamilton County, Ohio ("Hamilton County"). Programs include: Women, Infant and Children (WIC) which is a nutrition education and breastfeeding support program; Maternal/Child Health (MCH) serves prenatal and postpartum women, as well as newborn and pediatric clients; Fetal and Infant Mortality Review (FIMR) is a community process addressing the challenges faced in providing prenatal care; Reproductive Health and Wellness Program (RHWP) provides essential education, counseling and health services (including contraception) to men and women regardless of ability to pay; First Steps works in collaboration with the University of Cincinnati Medical Center and in partnership with other hospitals, community health centers, and home visitation agencies to reduce infant mortality and improve reproductive health and infant vitality. Enterprise Technology Solutions (ETS). ETS provides information and communications technology to over 20 local governments, law enforcement agencies, and other customers in the southwest Ohio region, including the City and Hamilton County governments. The department provides support to over 5,300 e-mail clients and 6,423 voice lines. A-6

Planning & Buildings. Through enforcement of state and local building and zoning requirements, the City Planning and Buildings Department preserves and promotes public health, safety, quality of life, and economic well-being as related to the built environment. The City Planning and Buildings Department includes the divisions of City Planning and Buildings. The Buildings Division is responsible for the issuance of licenses and permits, the inspections of all new construction, alterations, additions, as well as related plumbing and mechanical work. The duties of the Buildings Division include the examination of plans to ensure that they comply with the requirements of the Zoning and Building Code and the handling of appeals on building and zoning code enforcement. The Buildings Division is also responsible for the daily operations of the Business Development and Permits Center. Department of Community and Economic Development. In 2015, City Council voted to reorganize the Department of Trade and Development (DTD), which as of July 2015 is called the Department of Community and Economic Development. The primary functions of the new Department consists of Housing, Business and Neighborhood Economic Development, Downtown Development, Parking, and Monitoring/Compliance. The reorganized Department functions similarly to the previously existing DTD, with the exception of the Division of Property Maintenance and Code Enforcement (PMCE) which will be moved to the newly reorganized Building and Inspections Department. The DTD will continue to facilitate the creation of private sector jobs and investment throughout the City by serving as a liaison between the City administration and companies and developers, acquiring and repositioning underutilized property, investing in public improvements that catalyze private investment, and providing tax and financial assistance to select projects and companies. Enterprise Services. Enterprise Services consists of two divisions: the Duke Energy Convention Center and Parking Facilities. The Duke Energy Convention Center is managed through the City Manager s office and Parking Facilities is managed by the Department of Community and Economic Development. Duke Energy Convention Center. Duke Energy Convention Center contributes to the economic growth and stability of Cincinnati by providing a facility to host international, national, and regional convention and trade shows, as well as public expositions and other meetings. A total of 639,011 people attended events held at the Convention Center over the course of the 2014 calendar year. The City has resolved its dispute with the Ohio Tax Commissioner and the Cincinnati Board of Education ( BOE ) regarding the taxability of the City s convention center property. The tax commissioner and the BOE claimed that the City must pay real estate taxes for the convention center because the City engages a private management company to conduct its operations and, thus, it is not used for a tax exempt public purpose. In response, the City obtained a specific tax exemption from the Ohio General Assembly in 2012, but the BOE contested the application of the new tax exemption. The City vigorously defended itself against the claims of the tax commissioner and the BOE, and the parties to this dispute eventually recognized that resolution of their claims and all related litigation was in their mutual interest. Under the parties agreement, the City has agreed to make disputed tax payments for the 2011 tax year, the first year of the dispute. The BOE and tax commissioner, in return, have agreed to terminate all litigation and recognize the convention center s exempt status for so long as the City retains ownership of the convention center. Resolution of the tax exempt status of the convention center relieves the City of any further liability related to this litigation. A portion of the proceeds of the Series 2015D Bonds will be used to provide for payment of the final settlement with the BOE. Parking Facilities. Provides professional facility management of the City's fourteen parking garages/lots. Parking Facilities, which operates on a financially self-sufficient basis, manages 5,050 on-street and 5,468 off-street parking spaces. A-7

In February 2014, Council passed a motion that the City Administration take steps to terminate a long term lease and modernization agreement which was entered into with the Port of Greater Cincinnati Development Authority in 2013. The City will continue to own and operate the parking system. The City hired five new Parking Enforcement Officers effective May 2014 which resulted in additional on-street parking revenue. Parking revenue will continue to be a source of non-tax revenue to the City. In January of 2015 the City increased operating hours of the on-street meters an additional four hours Mon-Sat and seven hours on Sundays (in the Central Business District and Over-the Rhine) which will result in additional on-street revenue. In addition, the City is hiring an additional six part-time Parking Enforcement Officers to patrol the extended hours of enforcement in these defined areas. Water Works. The Greater Cincinnati Water Works (GCWW) provides water and water related services to the entire City, most of Hamilton County and additional service areas in the adjacent Ohio counties of Butler, Warren, and Clermont, and in Boone County, Kentucky (collectively, the "Service Area"). The rapid growth of communities surrounding the existing Service Area, a lack of readily available source water in these areas and the costs associated with building new treatment plants, has presented GCWW with opportunities to provide water service to these regional communities. GCWW is responsible for the complete administration, operation, maintenance, and capital planning of the water system. The system supplies approximately 50 billion gallons of water a year through 3,144 miles of water mains to more than 241,000 residential and commercial accounts representing nearly 1.1 million consumers. While 90% of total revenue comes from the sale of water, GCWW has also expanded other core services to local communities. These non-water services include stormwater, wastewater, solid waste and yard waste billing, call center operations, lab analysis, professional engineering, monitoring and maintenance services. On October 26, 2011, the City Council approved joint utility management of the Greater Cincinnati Water Works, Metropolitan Sewer District of Greater Cincinnati and Stormwater Management Utility. For business reasons, in June 2015, the City has determined to decouple the Greater Cincinnati Water Works, Metropolitan Sewer District of Greater Cincinnati and Stormwater Management Utility and create a Greater Cincinnati Water Works Shared Services Area Bureau. Metropolitan Sewer District. The Department of Sewers protects and enhances water quality and the environment by providing safe and efficient wastewater collection and treatment. As set forth in the 1968 Agreement between the City and Hamilton County, the City is responsible for the management and operation of the Metropolitan Sewer District of Greater Cincinnati on behalf of Hamilton County, while Hamilton County is owner of the Sewer District under Chapter 6117 of the Ohio Revised Code. The District's service area encompasses 400 square miles and serves approximately 850,000 residents through a network of 3,000 miles of main line sewers and over 200,000 sewer connections. The District operates a number of treatment plants that collectively treat 200 million gallons of sewage daily. The Department also manages the City's Stormwater Management Utility. It is responsible for the operation, maintenance, and repair of 350 miles of storm sewers; 30,000 stormwater inlets; 450 intakes; five pump stations, including the 9-billion gallon per-day Barrier Dam Pump Station; and the City's 1.5 mile long floodwall. A-8

Transportation and Engineering. The Department of Transportation provides transportation planning, urban and architectural design, civil engineering, geotechnical expertise, surveying, graphics design, transportation asset management, traffic and airport operation management and control and construction and project management. Employee Relations The City employs approximately 6,107 employees, of whom 4,986 are full-time and 1,121 are part-time. The City's 2015 Budget includes funding for 5,910.77 full-time equivalent (FTE) positions. (A FTE position equals 2,080 hours per year.) There are six (6) unions representing its employees: The American Federation of State, County, and Municipal Employees, the Cincinnati Organized and Dedicated Employees (CODE); the Fraternal Order of Police; the International Association of Fire Fighters; the Building Trades, and the Teamsters. A summary of the six (6) bargaining units representation of City employees and the status of the City contracts with each are summarized in the table below. Summary of City Labor Contracts Approximate No. of Employees Represented Contract Termination Date Contract Wage Increase Contract Bargaining Unit Effective Date AFSCME 1,774 08/18/2013 08/13/2016 3% 1 CODE 876 03/31/2013 03/26/2016 3% 2 FOP (Non-Supervisors) 786 05/25/2014 05/21/2016 1.5% 3 FOP(Supervisors) 225 05/25/2014 05/21/2016 1.5% 4 IAFF 826 05/25/2014 05/21/2016 1.5% 5 IAFF Asst. Chiefs 4 05/25/2014 05/21/2016 1.5% 6 Building Trades 40 05/25/2014 07/31/2018 10 0% 7 Teamsters 14 10/27/2013 10/22/2016 1% 8 AFSCME MW s 61 03/15/2015 08/13/2016 TBD 9 TOTAL 4,606 1 Increase was directed in the 2015 Budget and approved by Council while the City and AFSCME remained active in the grievance process. Wage increases were part of an MOU related to monies expected from the parking lease transaction that was expected but that work was not completed. Members received payment in September 2014, retroactive to August 2013. A settlement agreement was reached as well, resulting in an additional 1.5% pay increase to resolve outstanding COLA grievances. 2 Id 3 No increase in year 2 of contract. 4 See footnote 1 above 5 See footnote 1 above 6 See footnote 1 above 7 Per contract extension agreement. 8 Current contract language provides a 1.5% increase in 2014, a 1% for 2015 and a.5% increase in April 2016. 9 Wage re-opener in progress. Negotiations began February 2015 and are continuing. 10 The contract covering the Building Trades Council has been extended while a new contract is being negotiated. A-9

City of Cincinnati Retirement System General The Cincinnati Retirement System (the "System") was established in 1931, the first Ohio pension plan for general City employees. The System is governed by an eleven member board of trustees with six members appointed by the Mayor, four members elected by active members and one member elected by retirees. The System is comprised of employees of the City. As of December 31, 2014, there were 2,804 covered full-time employees and 4,319 covered retirees in the System. This represents a 5% decrease in active membership and a 2% decrease in the number of retired members receiving a pension benefit. The current ratio of actives to retirees is 1:1.5, the same as the prior year. The System is financed through contributions from the employees and the employer as well as income earned on investments of the System. The employer contribution rate for 2014 was a blended rate of 18% of covered employee payroll. The employer contribution rate was 22% for the first six months and 14% for the second six months. On June 4, 2015, the System's actuary presented the December 31, 2014 Annual Valuation of the Retirement System Pension Report and Retiree Health Benefits Report to the System's Board of Trustees. Each report takes into account audited investment results, actual experience of the System, and actuarial assumptions consistent with accepted actuarial principles. The respective reports note that the market value of assets for the System for the year ended December 31, 2014, net of other receivables and liabilities, remained steady from the previous year at $2.26 billion. The actuarial value of assets was $2.16 billion as of December 31, 2014 compared to $2.10 billion as of December 31, 2013, an increase of 3%. The Annual Valuation reports suggest that employer contributions to the System be set at a rate of 44.31% of payroll for pension and (2.12%) of payroll for retiree health benefits for the calendar year ending December 31, 2014. The System is 64.3% funded for pension as of December 31, 2014 compared to 63.2% funded as of December 31, 2013, an increase of 1.7%. The System is 119.6% funded for healthcare as of December 31, 2014 compared to 109.1% funded as of December 31, 2013, an increase of 9.6%. [Remainder of page intentionally left blank] A-10

The following table contains information concerning the contributions and other financial data: 2014 2013 2012 2011 Number of Covered Employees 1 2,804 2,957 3,017 2,948 Employee Contribution Rate 9.0% 9.0% 8.5% 8.0% Employee Contributions 2 $15,691,000 $14,671,000 $14,819,000 $14,171,000 Employer Contribution Rate 18% 20% 18% 17% Employer Contributions 2 $33,977,000 $37,192,000 $33,608,000 $31,160,000 Benefits Paid 2 $195,719,000 $189,548,000 $187,571,000 $197,401,000 Unfunded Actuarial Liability 3 $689,843,000 $772,987,000 $869,825,000 $713,440,000 Net Assets held in Trust for Benefits 2 $2,260,573,000 $2,263,609,000 $2,061,896,000 $1,970,286,000 1 Source: Actuary's report for the applicable year. Count of covered employees does not include part-time and seasonal employees. This group has a de minimis impact on the valuation reports. 2 Source: Retirement System's audited annual report for the applicable year. 3 Note: Unfunded actuarial liability as of 12/31/14 represents $805,900,000 for the pension liability and ($116,057,000) for the retiree health care liability. Settlement Agreement and Consent Decree In 2011, City Council approved changes to pension benefits for active employees. In recent years the active employees filed multiple suits against the City in response to the pension changes. The retirees joined the litigation in anticipation of adjustments to future cost-of-living-adjustments (COLA s). The City and the adverse parties in the pension litigation agreed to a collaborative mediation in Federal District Court to attempt to reach an agreed resolution of the City s pension issues. Pursuant to Ordinance No. 38-2014, adopted by the City Council on March 19, 2014 (the Mediation Ordinance ), the City Manager was authorized to negotiate and enter into a global consent decree with respect to the pension litigation. Pursuant to the Mediation Ordinance, the City Manager was directed to negotiate the following, (i) a stabilized employer contribution rate, (ii) the elimination of the current compound COLA to be replaced with a simple COLA not to exceed 3%, and (iii) a prospective suspension of COLAs for a period of time not to exceed 5 years. The City Manager was also authorized to take all necessary steps to make available a portion of the CRS Health Care Trust to stabilize the CRS Pension Trust. A settlement agreement with a term of 30 years was approved by the parties in April 2015. The agreement successfully includes all of the City s priorities listed above. Specifically these changes include an employer contribution rate of 16.25%, a change in the COLA from a 3% compound to a fixed 3% simple COLA, a three year suspension of COLA payments for current retirees and future retirees upon their retirement date, and approval to terminate the 401(h) retiree health care account and replace it with a standalone 115 Trust, thereby facilitating the City s capture of at least $200 million in excess retiree health care funds to be contributed to the Pension Trust. A Fairness Hearing for covered class members occurred in late September of 2015. The court approved the final settlement on October 5, 2015 and the pending pension lawsuits were terminated. A portion of the proceeds of the Series 2015D Bonds were used to provide for payment of the final settlement agreement referenced above. A-11

INDUSTRY AND BUSINESS Metropolitan Area The City is located on the Ohio River in Southwestern Ohio near the junction of Ohio, Indiana and Kentucky. According to 2010 United States Census reports, 43% percent of the nation's population, 41% of the nation's purchasing power, 44% of the nation's manufacturing establishments, and 54% of the nation's value added by manufacturing is located within 600 miles of the City. The City's diverse economic base has been and continues to be a source of financial stability for the City. Among its prominent manufacturing groups are transportation equipment, which includes aircraft engines and auto parts; food and kindred products; metal working and general industrial machinery; chemicals; fabricated metal products; printing and publishing. Several Fortune 500 corporations are headquartered in the City's region, including The Procter & Gamble Company, The Kroger Company, Macy's Inc., Ashland, Inc., Fifth Third Bancorp, American Financial Group and Western & Southern Financial Group. Over 400 Fortune 500 firms have operations in the Metropolitan Area. Source: Greater Cincinnati Chamber of Commerce and Business Courier 2015-2016 Book of Lists [Remainder of page intentionally left blank] A-12

Average employment (not seasonally adjusted) in the Cincinnati-Middletown Metropolitan Statistical Area * (the Cincinnati-Middletown MSA ) totaled 1,054,700 for 2014, an increase of 44,000 since 2013. Source: Bureau of Employment Services, State of Ohio Twenty-Five Largest Employers in the Cincinnati-Middletown MSA Name of Employer Nature of Business Number of Employees The Kroger Co. Consumer Goods Distribution 21,948 University of Cincinnati Education 16,016 Children's Hospital Medical Center Health Care 14,944 TriHealth Inc. Health Care 11,800 The Procter & Gamble Co. Consumer Goods Distribution 11,000 UC Health Health Care 10,000 GE Aviation Aircraft Engines 7,800 Mercy HealthPartners Health Care 7,500 St. Elizabeth Healthcare Health Care 7,479 Fifth Third Bancorp Financial Institution 6,882 City of Cincinnati City Government 6,530 Christ Hospital Health Care 5,300 Archdiocese of Cincinnati Education 5,096 Hamilton County Federal Government 4,569 Cincinnati Public Schools Education 4,500 Macy's Department Store 4,500 Internal Revenue Service Federal Government 4,413 Miami University Education 4,188 Fidelity Investments Financial Services 4,125 Kings Island Amusement Park 4,000 Boone County Schools Education 3,615 Frisch's Restaurants Inc. Restaurant 3,393 Belcan Corp. Commercial Staffing 3,300 State of Ohio State Government 3,087 Amazon.com LLC Consumer Goods Distribution 3,000 Fortune 500 company with headquarters located in Greater Cincinnati. Source: Business Courier 2015-2016 Book of Business Lists * The Cincinnati-Middletown MSA now includes Ohio Counties Brown, Butler, Clermont, Hamilton, and Warren; Indiana Counties Dearborn, Franklin, and Ohio; Kentucky Counties Boone, Bracken, Campbell, Gallatin, Grant, Kenton, and Pendleton, from 2006 to present. A-13

Employment Statistics This table displays the number of workers in each of the major employment sectors. Cincinnati Middletown MSA Employment Statistics (In Thousands of Jobs) Change Employment Sector 2010 2011 2012 2013 2014 10-14 Construction 36 37 37 38 41 13.9% Manufacturing 110 113 105 107 110 0.0% Transportation & Public Utilities 40 37 40 40 44 10.0% Wholesale Trade 52 58 56 60 61 17.3% Retail Trade 105 104 102 108 106 1.0% Finance, Insurance & Real Estate 58 59 52 54 56-3.4% Services** 454 462 455 471 482 6.2% Government 133 130 125 130 130-2.3% Total 988 1,000 972 1,008 1,030 4.3% Employment numbers are not seasonally adjusted. Source: Bureau of Employment Services, State of Ohio **Services include: Educational and Health Care, Professional and Business, Leisure and Hospitality, Information, and Other Services Cincinnati-Middletown MSA Employment Statistics (As a Percentage of Total Work Force) Change Employment Sector 2010 2011 2012 2013 2014 10-14 Construction 3.6% 3.7% 3.7% 3.9% 4.0% 0.4% Manufacturing 10.9% 11.4% 10.5% 11.0% 10.7% -0.2% Transportation & Public Utilities 4.0% 3.7% 4.0% 4.1% 4.3% 0.3% Wholesale Trade 5.2% 5.9% 5.6% 6.2% 5.9% 0.8% Retail Trade 10.4% 10.5% 10.2% 11.1% 10.3% -0.1% Finance, Insurance & Real Estate 5.8% 6.0% 5.2% 5.6% 5.4% -0.3% Services** 45.0% 46.8% 45.5% 48.5% 46.8% 1.8% Government 13.2% 13.2% 12.5% 13.4% 12.6% -0.6% Total 98.0% 101.2% 97.2% 103.7% 100.0% Employment numbers are not seasonally adjusted. Source: Bureau of Employment Services, State of Ohio **Services include: Educational and Health Care, Professional and Business, Leisure and Hospitality, Information, and Other Services A-14

Unemployment Statistics The following table lists the average annual seasonally adjusted unemployment rates for the State of Ohio and the United States. The average annual unemployment rates for the Cincinnati-Middletown MSA are not seasonally adjusted. The figures are expressed in percentages and represent the ratio of the total unemployed to the total labor force. 2010 2011 2012 2013 2014 November 2015 Cincinnati-Middletown MSA 9.70% 8.60% 8.60% 7.10% 5.40% 4.20% State of Ohio 10.10% 8.60% 7.20% 7.30% 5.70% 4.50% United States 9.60% 8.90% 8.10% 7.40% 6.20% 5.00% As of November 2015, Hamilton County's unemployment rate of 4.2% was the third lowest unemployment rate among the six major urban counties in Ohio (Cuyahoga, Franklin, Hamilton, Lucas, Montgomery, and Summit). Source: Ohio Bureau of Employment Services; Ohio Labor Market Information Exports and Foreign Investment More than 1,000 Greater Cincinnati companies generated export sales of $21 billion. The City is the 16 th largest center of export sales in the United States. Major export products include jet engines, plastics, machinery, computer software, paper, and consumer goods. Foreign firms own more than 400 Greater Cincinnati businesses from Japan, Germany, the United Kingdom, France, and Canada. Most of these subsidiaries have been established in the past decade. Foreign trade zone status is available in Greater Cincinnati to help firms engaged in international trade by lowering import duty and tax expenses. The two foreign trade zones cover Hamilton, Clermont, and Brown counties in Ohio and Boone County in Kentucky. Source: U.S. Department of Commerce; Greater Cincinnati Chamber of Commerce Active Central Business District Developments Economic Development Cincinnati's Central Business District (CBD). The CBD is a regional office center and home to six Fortune 500 companies and ten Fortune 1000 companies. The CBD office market has been adjusting to the addition of the Great American Tower at Queen City Square, an 800,000 square foot office building that opened in 2011. Office vacancy rates have hovered in the mid-twenties since then, but those rates are expected to decline as a result of several significant announcements over the summer. Streetcar Project. The City is constructing a 3.6 mile streetcar system connecting the riverfront to Over-the-Rhine (OTR), a neighborhood that is enjoying a renaissance. The Phase 1A route will be serviced by five vehicles operating on embedded rail in shared right-of-way, with 18 station stops and a maintenance facility at the northern end of the route. The City broke ground on the initial utility relocation work in February 2012. In September 2012, CAF USA was selected to build the five streetcar vehicles. In July 2013, the City executed a construction contract with Messer/Prus/Delta Railroad JV (MPD) and construction work began. Construction of the entire Phase 1A system is expected to be complete in March 2016, with fare-based service scheduled to begin in September 2016. A-15

General Electric U.S. Global Operations Center. In the summer of 2014 General Electric announced that it would build its U.S. Global Operations Center at The Banks. It will be one of five such centers in the world. GE will perform functions at the center such as finance and information technology for its myriad business units. 1,800 people will be employed at the operations center. GE anticipates that the building will be approximately 338,500 square feet and 10 stories. The total private investment is expected to be $90 million. Construction began in fall of 2014 and will be completed in the fall of 2016. It is estimated that 371 people will work on the construction of the building. The company will lease the building for 15 years. The Economics Center at the University of Cincinnati forecasts that the project will result in $900 million in new economic activity in Cincinnati each year. Cincinnati Bell Consolidation. Cincinnati Bell will consolidate its operations in 220,000 square feet of existing office space downtown. The consolidation will retain 600 jobs in the City and bring an additional 600 net, new jobs downtown. The company has signed a 15-year lease. The total annual payroll at its headquarters is $100 million. Huntington Bank Consolidation. Huntington National Bank announced in summer of 2014 that it will consolidate its operations downtown. 108 jobs were retained as a result of this announcement and 45 net, new jobs will move into the City. The total payroll associated with these positions is $15.6 million. The term of the lease is ten years. 580 Building. The 580 building, located at 580 Walnut Street, received a tax exemption for the renovation of the building into a mixed-use development primarily composed of 176 apartments 58,482 sq. ft. of retail and approximately 181,376 sq. ft. of commercial space at an estimated construction cost of $26 million. The project is nearing completion and has converted approximately 300,000 sq. ft. of vacant office space from the downtown market to residential use. Holiday Inn at 7 th and Broadway. Ground breaking took place in November 2014 for a new 115 suite Holiday Inn. The $11.5 million, six story facility will be Cincinnati s first downtown hotel newly constructed in 30 years. The hotel will include an indoor pool, fitness room, room service, as well as conference and banquet space. The hotel will create 35-40 new FTEs. The hotel is expected to open in summer 2016. 4 th & Race. This redevelopment project tackled the Pogue s Garage in the heart of the City s financial district. Estimated to begin construction in January of 2016, it constitutes a true mixed-use development, incorporating a replacement garage, an apartment tower, and new street level retail. 3CDC will construct and operate the 8-level, 925 space garage and add 25,000 square feet of street level retail at a cost of $32.1 million. Another developer, Flaherty and Collins will build an 8 story, 208-unit apartment building above the new garage at an estimated cost of $45.1 million. The total investment in the project will be approximately $77.2 million. 8 th & Sycamore. Formerly the site of a single acre parking garage, 8 th & Sycamore will be the home of another mixed-use development in the Central Business District. Immediately adjacent to the new Holiday Inn Express (currently under construction), this project includes a replacement garage, an apartment tower, and new street level retail. 3CDC will construct and operate a 500-space garage and 10,000 square feet of retail/commercial space costing approximately $16.5 million. North American Properties (NAP) and Northpointe Group will build a 15 story, 130-unit apartment building adjacent to and above the new garage, at an estimated cost of $35.5 million. The total investment in the project will be approximately $52 million. A-16

Tire Discounters. In September of 2015 Tire Discounters relocated to the Central Business District, to 1 E. Fourth Street. Tire Discounters believed the downtown location would attract talented workforce. They signed a long term lease and are bringing 50 jobs to the City of Cincinnati. AC Marriot. A new 165-room AC hotel will be located at the southeast corner of Joe Nuxhall Way and Freedom Way, across from Great American Ball Park. The total project investment is $35 million. It is slated for completion in Spring 2017. Active Citywide Major Developments Grand Baldwin and Baldwin 200 Buildings. Neyer Properties, Inc. wants to (i) convert the 8-story Grand Baldwin Building into a residential apartment containing approximately 176 market rate units, and (ii) renovate the 12 story Baldwin 200 building (maintaining it as office space), including improvements to the adjacent parking garage, at an estimated project cost for the Grand Baldwin and parking structure improvements, excluding land acquisition costs, of approximately $26,897,630 and with a budget of Baldwin 200 yet to be determined. The project will create approximately 75 construction-related jobs, at a total payroll of approximately $5,625,000, and the operation of the newly-renovated buildings will retain or create approximately 500 permanent jobs, at an estimate annual payroll of $20,000,000. Construction of the Grand Baldwin building started in summer 2015 and is expected to be completed in fall 2016. Oakley Station. A 74-acre redevelopment of abandoned industrial space in one of the City's most rapidly appreciating neighborhoods, Oakley Station is anticipated to be an 855,000 square foot mixed-use development containing retail, entertainment, office and residential components. The total cost of the project is estimated to be $120 million. The developer anticipates that at full build-out, over 1,700 people will work on the site and the City estimates that those employees will generate nearly $800,000 in earnings tax each year. The City is assisted the project in three ways: 1) provided up to $9.9 million in tax increment financing for roadway improvements; 2) secured a $3.3 million in Clean Ohio grants for environmental remediation; 3) completed a major roadway improvement, the Kennedy Connector. In 2011, the developer completed above-grade environmental remediation and demolition. Work public roadway and utility improvements were completed in 2013. The City and Developer worked on the acceptance of the roadway by the City and receipt of a Covenant Not to Sue in 2014. The Gantry. Milhaus Development has purchased vacant City-owned property at Hamilton Avenue and Blue Rock Road as well as other underutilized property nearby in Northside. The company has begun construction of a mixed-use development with approximately 130 apartments and 8,000 sq. ft. of commercial space. The developer is also rehabbing a historic former railroad depot building which will become the home of local business Wire & Twine. In total, the development represents about $13 million in private investment. The City has also committed about $400,000 to improving public infrastructure adjacent to the property for the neighborhood's enjoyment. Gantry will be completed in early 2016. Expansion of Meyer Tool, Inc. Meyer Tool, Inc. will invest $2 million in a new 30,000 square foot facility and expand its existing facility at 3055 Colerain Avenue in Camp Washington. The company will create 50 full time employee positions and retain 586 employee positions. The expansion will allow Meyer Tool, Inc. to handle increased work volume over the next few years. Completion of the expansion occurred in 2015. American Bottling Company Dr. Pepper/Snapple. Construction has begun on a new 64,000 square foot distribution and warehouse facility for Dr. Pepper/Snapple. The new four million dollar facility will be the regional distribution facility for Southwest Ohio. The company has agreed to maintain a minimum of 100 jobs and a $4.3 million payroll at the new building in Bond Hill for a minimum of 10 years. The City offered a tax abatement on the new building of 85% for 10 years and a $300,000 public infrastructure grant to accommodate road access for the new facility. Completion is expected in 2016. A-17

Expansion of Integra LifeSciences. Integra LifeSciences, a medical device manufacturing company, selected its Cincinnati location for expansion after the City funded the $120,000 demolition of an adjacent building to create additional parking for the company. The company had approximately 160 employees in Cincinnati before the expansion and expects to top 300 once the expansion is completed. University Station. Formerly known as Xavier Square, this development consists of two phases the first largely in Norwood, and the second largely in Cincinnati. The $54 million first phase, which consists of apartments, retail, and office space, has been substantially completed as of fall 2014. Most of the space has been leased and some is already occupied. A speculative restaurant pad has been completed on the Cincinnati side of the corporation line, and a second phase of approximately 120,000 square feet of office space is anticipated to begin on the Cincinnati side along Dana Avenue once tenant(s) are committed. The next phase is anticipated to start in 2016. Mercy Health (formerly Catholic Health Partners). Mercy Health, the largest health care organization in Ohio and formerly known as Catholic Health Partners, has committed to consolidating its headquarters and administrative functions at the former Showcase Cinemas property in Bond Hill. The company is receiving an incentive package from the City worth potentially as much as $24.5 million, in exchange for making $70 million in private investments in 350,000 square feet of office space, creating 650 new jobs, and retaining 400 existing jobs in Cincinnati. Construction began in 2015 and will be completed in 2016. Keystone Parke/Select Medical. The next phase of Neyer Properties Keystone Parke office campus in Evanston, Keystone II, began construction in late 2014. This phase consists of an acute care hospital facility which is a joint venture of Select Medical Corporation and TriHealth, which represents $20 million in private investment and 200 jobs a mix of new and retained jobs. The City is taking out an Ohio State Infrastructure Bank (SIB) financing package in the amount of five million dollars for public parking and public roadway improvements in conjunction with the new construction of the 70,000 square foot medical building. DeSales Corner Redevelopment Activity. The City allocated $900,000 in District TIF funds in 2014 for the purpose of acquisition and redevelopment of key commercial properties in the DeSales Corner business district of East Walnut Hills. The project is being implemented by the Walnut Hills Redevelopment Foundation. To date, 1527 and 1535 Madison Rd. have been acquired, which represent two high-profile historic buildings that have been vacant or underutilized for many years. 1535 Madison Road is being marketed for restaurant users, while 1527 Madison has been sold to Bloomfield/Schon+Partners for a $1.5 million office and retail conversion of the 10,000 square foot building that has just begun renovation. In addition, multiple food/beverage/retail tenants opened in fall 2014, representing excellent momentum in an area whose development had been mostly stalled since the recent recession. Completed Central Business District Developments Cincinnati Children s Hospital Medical Center. Construction on the new 1.4 million square foot research facility commenced in 2012. The project gives Children s Hospital the largest pediatric research facility in the country. The cost of the new tower was $180 million, with no financial assistance from the City. The 15-story tower adds 425,000 square feet to the Burnet Avenue campus, creating enough space for Children s to hire up to 100 new research faculty over the next five years. The hospital raised about $54 million from private donations and pay for the rest of the tower with operating earnings, reserves and investment income. The research tower was officially opened on June 12, 2015. Former Enquirer Building. The 246,000 square foot former Cincinnati Enquirer Building has been renovated by SREE Hotels into a Hampton Inn and Homewood Suites. The hotels opened in April 2015 and combined, have a total of 243 rooms. Total private investment in the project will be about $27 A-18

million. The historic building has now been constructed to be Leadership in Energy & Environmental Design (LEED) certified, and employs 35 FTEs. 7 @ Broadway. 7 @ Broadway is a 111-unit apartment tower located above the City s existing seven story parking garage. The building held its grand opening in April 2015 and is nearly completely leased. 84.51. 84.51 (formerly known as dunnhumbyusa until recently acquired by the Kroger Company) is an international leader in the field of market analysis and brand value for consumer goods and retail companies. The company moved its national headquarters and 103 employees to the City in 2009. In February 2012, the company announced its intention to build a new 200,000 square foot headquarters in downtown Cincinnati at the corner of Fifth and Race. The new office building includes a $52 million, 1,000 space parking garage that opened in November 2014. There will also be an additional 27,000 square feet of commercial and retail space. The company anticipates that it will invest $36 million in the project and it will grow from 450 employees to 1,000 employees over the next five years. The project broke ground in winter 2012 and held its grand opening in May 2015. E.W. Scripps. E.W. Scripps retained 184 employees and will create 125 new jobs within the next three years while increasing its payroll to $30 million. The new jobs will require skills in sales, design, marketing, and journalism. E.W. Scripps runs television stations and newspaper companies throughout the country. It also holds the Scripps National Spelling Bee annually. The expansion at 312 Walnut Street focuses on the enhancement of the digital group division, which is responsible for new technology and product offerings. The City has invested $453,600 to date. KAO USA. The beauty care manufacturer relocated its corporate headquarters to Downtown Cincinnati and occupies 55,000 square feet of space. Kao USA, part of Tokyo-based Kao Corp., is now based at 2535 Spring Grove Ave. Its premium beauty care products include brands like Jergens, Curél, Bioré, Ban, John Frieda and Guhl. The Banks Phase I. In November 2007, the City and Hamilton County approved a series of agreements to develop the City's central riverfront comprising a total development site of approximately 120 acres. The riverfront development includes a variety of residential options, entertainment venues riverfront offices, hospitality spaces, and an expansive 45-acre riverfront park. In addition to creating a destination where people can live, work, and play, The Banks is a catalyst for regional economic growth. Upon completion, it is expected to drive more than $600 million in private investment to the City's riverfront, provide a place to live for more than 3,000 residents and create hundreds of jobs during construction alone. The public portion of Phase I work was completed in October 2011 and included utility infrastructure improvements and an intermodal parking garage. Phase 1 of the private development portion of the project has been largely completed and includes 300 apartments, (which are 100% leased with a waiting list) and 70,000 square feet of retail space (which was 91% leased as of June 2014). This private development sits on a podium of public parking, which along with new roads and utilities was completed by the City and Hamilton County. Phase I recently received a major boost with the announcement of a partnership between Eagle Realty and Winegardner & Hammons to construction a 165-room AC Hotel by Marriott. The development cost is approximately $35 million, and construction began in December 2015. The Banks Phase II. The public part of Phase II included the completion of utility work for the entire development area, relocation four blocks of Mehring Way to provide a contiguous site for the Riverfront Park, and constructing an additional one block extension to the intermodal parking structure. Those two stories of parking support the final block of Freedom Way, connecting Great American Ballpark and Paul Brown Stadium, and are designed to support the private development. A-19

The Phase II private development consists of a mid-rise luxury apartment building (Phase IIA) which is being constructed immediately west of the Freedom Center, and General Electric s new Global Operations Center (Phase IIB), which will shortly begin construction. Phase IIA will include 20,000 square feet of retail and parking at street level, and 291 apartments in the residential building, which started construction in summer 2014 and will be completed in approximately fall 2015. The total project cost is estimated to be $67 million. The project will create 600 construction jobs and 200 permanent jobs. The City has approved a 15-year CRA property tax abatement on the residential component of the project in order to make the project more feasible financially. Phase IIB, or the GE office building, will consist of 338,500 square feet of office space which will be developed at a cost of approximately $90 million. The building will house between 1,400 and 2,000 employees of GE. The company is receiving a Job Creation Tax Credit from the City worth approximately $38.8 million (in nominal dollars) over the 15 year agreement term, and bringing total net, new tax revenue to the City of approximately $8 million. The GE facility is expected to open in 2016. The Banks Phase III. Phases IIIA and IIIB of The Banks will include a mix of residential and commercial construction, currently projected to include 1,150,000 square feet of building area, $350 million in private investment, and approximately 1,400 public parking spaces. Like Phases I and II of The Banks, Phase III must also be built upon a public parking garage podium. In August 2015, Hamilton County Commissioners awarded Trade Contract 03 and Trade Contract 04 for The Banks Public Infrastructure Phase IIIA to two contractors: Monarch Construction Company for concrete structure and Nelson Stark Company for general plumbing. The contactors will construct a one-block extension of Race Street and the 690-parking space addition to the Central Riverfront Garage, south of Freedom Way. Combined, the contracts are worth a total of $9 million and will exceed 30% small business enterprise participation goal. Nelson Stark Company crews will follow on-site by mid-october. Projected completion date for this portion of the work is fourth quarter 2016. The timing of Phase IIIB has yet to be determined. The John G. and Phyllis W. Smale Riverfront Park. The first phase of the park was opened in the Spring of 2012. This phase includes public art, numerous water features, a bike center, performance lawn, tree grove, and the Moerlein Lager House microbrewery and gastro-pub, which seats 500 people indoors and up to 600 in an outdoor beer garden. The restaurant employs 200 people and will brew 5,000 barrels of Christian Moerlein beer at the Lager House annually and offer brewery tours. The City approved a 40- year lease with a Moerlein subsidiary and the $10 million restaurant opened for business early 2012. At the completion of the second phase of the park in May, 2013, there were new gardens, an additional twelve acres of lawn, a trellis shading large porch-size swings, additional walking paths, and the bike trail extension connecting to the City s other parks east of downtown. In addition, the City approved a Community Reinvestment Area Tax Exemption Agreement authorizing a real property tax exemption for a period of twelve years. Additional phases of the park are targeted to be constructed west of the Roebling Suspension Bridge. Commercial and Residential Development Beyond the Central Business DistrictPeter Cremer NA. Peter Cremer NA has completed a new 60,000 sq. ft. LEED Certified office and warehouse facility on an 8-acre parcel located in Sedamsville. The new facility has been constructed on the former Conrail site just north of Peter Cremer s existing facility. The company invested approximately $4.5 million on the construction of the facility. Peter Cremer was able to secure the purchase of the eight acre property from the City along with a property tax abatement for improvements at the new LEED facility. The City was awarded three separate infrastructure grants in conjunction with the project; a $200,000 grant from the State of Ohio, Development Services Agency (ODSA), another for $500,000 from the Ohio Department of Transportation (ODOT) Office of Jobs and Commerce, and a third grant of $400,000 from the Hamilton County Transportation Improvement District. Grants from the State of Ohio and Hamilton County assisted in providing funding for the construction of an access drive that will become a new public street. The project included installation of new pavement, curbs, sidewalks, sanitary sewer and waterlines. A-20

The company has now begun construction on a second 90,000 square foot manufacturing and warehouse building on an adjacent 6.05 acre site. This facility will be LEED Silver at a cost of approximately $6.5 million. The project will be completed by the end of 2015 and create an additional 120 full time and 30 part time employee positions. Vega Americas. Vega Americas, has recently made Cincinnati its headquarters for both North and South America. The company is located in the Oakley neighborhood and completed site improvements of at least $600,000 to its 3 building campus as part of the project. The company signed a Job Creation Tax Credit Agreement with the City and has committed to retaining 192 employees and creating 40 new jobs for a ten year period. Neighborhood Business Development The Business Development Division of the Department of Community Development is responsible for facilitating private sector job creation and promoting investment in the commercial and industrial areas of the City's 52 neighborhoods. The division accomplishes this goal by providing small business services, proactive industrial redevelopment, and capital improvements in Neighborhood Business Districts and other commercial areas of the City. Small Business Programs. The City funds various initiatives that are designed to assist established or emerging small businesses. The City s model is primarily to contract with a network of nonprofit agencies that, in turn, administer small business programs and services on behalf of the City. The agencies provide training, coaching and networking events for small businesses. These non-profit organizations include, Smart Money Community Services, the Greater Cincinnati Microenterprise Initiative (GCMI), Business Development Institute (BDI), and the Greater Cincinnati African American Chamber of Commerce (GCAACC). Current Neighborhood Business Development Activities Seymour/Reading Roads Corridor Former Jordan Crossing/MidPointe Crossing. The Port of Greater Cincinnati Development Authority (Port Authority) demolished a vacant restaurant, the Swifton Commons shopping center sign and the former Swifton Commons Mall to make way for a project that could bring up to $75 million of private, new development including office, retail and residential space. (See Economic Development - Focus 52 Program - Current Focus 52 Program Projects Jordan Crossing Redevelopment/Midpointe Crossing. ) Former Seymour Plaza/TechSolve II. Along with the demolition of the former Swifton Commons Mall, demolition was completed on the former Seymour Plaza, with the intent to establish a Techsolve II campus on 11 acres. The Port Authority also renovated a 25,000 square foot, two-story commercial building that is now on the market. (See Economic Development - Focus 52 Program - Current Focus 52 Program Projects Seymour Plaza Redevelopment/TechSolve II. ) South Mill Creek Epipheo Inc. Epipheo, Inc. has agreed to retain 55 jobs and create at least 100 new jobs at 700 Pete Rose Way in Cincinnati. Currently headquartered in Longworth Hall, Epipheo, Inc. created a new industry in 2009 by using succinct internet video to simplify messaging for businesses and organizations. Their brief internet marketing/communication videos are meant to convey an organization s message in a simple and fun manner. The company has produced videos for hundreds of startups as well as established companies such as Facebook, Google, MTV, Microsoft, AOL and NBC. Epipheo currently has 55 employees at their Cincinnati office, and A-21

will commit to create another 100 jobs in Cincinnati over the next three years. They will commit to retain the jobs in Cincinnati for at least ten years. Former Hudepohl Brewery. The Port Authority purchased the blighted former brewery in order to remove a serious blight in the Queensgate neighborhood and to facilitate business expansion at the 1.6 acre site. The Port Authority is preparing plans for remediation of the facility and site. Madison Road Corridor Kennedy Connector. Extension of Kennedy Avenue between Duck Creek and Madison Roads improves traffic flow on Ridge Road and provides better access to I-71 and the Norwood lateral. Other Economic Development Sam Adams Brewing. Recently, the City received an award from the National Brownsfields Conference for the City s role in the remediation and redevelopment of a 1.7 acre brownfield site in the partnership with Sam Adams Brewing Company (SABC). The total cost of remediation exceeded $4 million that included state, local and private finding. Upon completion, this public private partnership leveraged an expansion by SABC with $45 million along with the retention of 100 jobs and the creation of 50 new jobs with an average wage of $25 per hour. SABC s expansion included additional brewing tanks and revision of their logistic operations, helping to secure their presence within the City for the long term. Providence North Redevelopment. The goal of the Providence North Redevelopment Project is to remove a hazardous source of soil and groundwater contamination and return approximately three (3) acres of property to productive use by Samuel Adams Brewery Company (SABC). The improved efficiency gained by SABC's operations has helped retain over 100 jobs, while they have added over 50 new jobs in the past 4 years. Over the past 7years, SABC has invested over $1.8 million to purchase and assess the property with plans to expand its existing operation on the site. The total project cost is estimated at $4.1 million, with just over $3 million coming in the form of a Clean Ohio Revitalization Fund Grant for demolition, acquisition, and significant remediation. Planned demolition and remediation activities are complete. The City is working with our environmental consultant to obtain a Covenant Not to Sue for the site and the City expects to have this completed the end of calendar year 2016. Center Hill Commerce Park. The Center Hill Commerce Park is a new light industrial business park envisioned for the 60 acre former Center Hill landfill in the heart of Hamilton County. The project will result in 60 acres of previously unusable land, which will be used to attract up to 500,000 square feet of new light industrial or municipal space. The City has funded approximately $1.6 million in environmental assessment, asbestos abatement, demolition, and remediation, and has leveraged $2.4 million from other public sources to complete predevelopment activities. To alleviate geotechnical concerns at the site, the City has added fill to raise and compact the site. The City is currently marketing the sites for end users. Former Kahn's/Sara Lee Redevelopment. The former Kahn's/Sara Lee Redevelopment project will renew approximately 17 acres of brownfield property into a new business park. The proposed plan would result in the construction of approximately 180,000 square feet of new light industrial/office/flex space with excellent transportation access and rail feasibility. In order to facilitate its redevelopment, the County and the Port of Greater Cincinnati Development Authority secured a $3 million Clean Ohio Revitalization Fund grant to offset the $4 million cost of demolition, asbestos abatement, and environmental cleanup at the site. The City committed to fund $400,000 of demolition costs to the ensure success of the project. The cleanup and demolition project is complete and the owner has begun marketing the site to end users. A-22

MetroWest Commerce Park. The MetroWest Commerce Park project has positioned approximately 18-acres of brownfield property for redevelopment into a new light industrial and service center business park just minutes away from downtown Cincinnati. The $34 million project has removed contaminated, underutilized industrial buildings in Lower Price Hill and created space for approximately 250,000 square feet of new light manufacturing, flexible warehouse and office space. The City obtained a Covenant Not to Sue on the site in June 2014 and is marketing the site for end users. Cincinnati Public Schools. In 2002, CPS launched a $1 billion Facilities Master Plan that is dramatically changing the look of CPS by providing new or renovated school buildings for all students, many of which will be LEED certified. As of 2014 the completed plan included 35 new school buildings and 16 fully renovated existing buildings. Economic Development Tax Incentives Provided through the Department of Trade and Development (DTD). Property Investment Reimbursement Agreements (PIRA). The City may offer a PIRA to a company that is considering expanding in, or moving to, the City. It does not require a match from the State of Ohio. The incentive is offered in consideration for new income tax revenue to the City resulting from jobs created by the company and investment in real property. The PIRA is a cash payment from the City designed to offset a portion of a company's net profits tax obligation. The payment is a percentage of either: the earnings tax generated from the net, new employees that are hired by the company, or the annualized cost of the capital investment. In 2013, DTD completed four PIR agreements with a total City investment value of $1.46 million. The companies have committed to making a total of $1.88 million in private investments, adding 275 jobs and retaining 325 jobs. Tax Incentive Districts (TID). Ohio cities may create Tax Incentive Districts up to 300 acres in size. This provides the City with a tool to stimulate development and investment in depressed portions of the community. Twenty areas of the City have been approved as Tax Incentive Districts by City Council. Community Reinvestment Area (CRA)/ LEED-CRA Tax Abatement. The City may offer a CRA of LEED-CRA tax abatement to a company that is making property improvements and creating new jobs within the City (renovation or new construction that may or may not meet LEED certification). The value of the project improvements is determined by the Hamilton County Auditor and the abatement percentage value is determined by the City under gap analysis prior to the beginning of construction. It can be up to 100% (less 25% payable to the Cincinnati Public Schools) for meeting certain LEED certification levels. In 2013, DTD completed nineteen commercial tax abatement agreements. The value of the incentive is estimated at $60.55 million in exempted property taxes over the life of their terms, with the companies committed to making a total of $214.62 million in private investments, adding 1,071 jobs, and retaining 142 jobs. In 2014, DTD completed 21 commercial tax abatement agreements representing approximately $88 million in private investment, representing 778 new jobs and 59 retained jobs. Housing Programs and Development CiTiRAMA 2016. Working in partnership with the Home Builders Association of Greater Cincinnati, Inc. (HBA) and the developer, Gershom Grove LLC created a new self-sustaining financing structure for CiTiRAMA 2016. This financing structure includes a blend of City capital funds and general obligation bonds to cover the cost of public infrastructure supporting the development. A 20-year assessment on property owners will repay the bonds. The project began construction in October 2015 and the CiTiRAMA Home Show will be held September 10-18, 2016. This financing structure allows for more housing units to be produced. The HBA has committed to developing 36 homes in 2016 and 30 homes in 2017 with the 2016 funding allocation. A-23

Northwind. This new subdivision, to include 25 new energy star certified homes, is located in the community of Northside. The City provided infrastructure development. During its first year of development, nine homes were purchased. The City's investment of $1.3 million leveraged $4.2 million of private investment. The sale of the final home is anticipated by the mid-summer 2016. Incline Village. Incline Village is a mixed-use project that consists of fifteen condominium units and a restaurant. Each condominium unit ranges from 800-950 square-feet and is outfitted with upscale amenities and features outdoor space with panoramic views of the Cincinnati skyline. Incline Public House, the 2,500 square-foot restaurant, which opened in February 2013, features indoor and outdoor seating and a large deck that overlooks downtown. The condominium units which opened in 2012 are currently all sold or leased. Developers of Incline Village secured financing from the Center Bank of Milford and received a grant of $750,000 from the City for the residential building costs. Total project costs are approximately $3 million. In a response to the success of Incline Village, the Incline District of East Price Hill is starting to undergo a revitalization. Cincinnati Landmark Productions opened a performing arts theater across from Incline Village in spring of 2015. Alston Park. The Alston Park project consists of the total rehabilitation of two multi-family buildings that were vacant and a blight in the Avondale neighborhood. Alston Park consists of 39 housing units (34 two bedrooms and five (5) three bedrooms). The building originally contained 66 units; however taking into account the wishes of the neighborhood and long-term project viability, the developers decided to demo some of the units and incorporate the square footage into the redesigned 39 units. The units were designed with amenities that enhance the quality of life for the tenants including: high speed internet wiring, washer and dryer hookups, garbage disposals, and programmable thermostats. The project was LEED certified and has been approved for a 12 year tax abatement. The total project cost was $7,142,778 and the City has provided a loan of $200,000 in HUD HOME funds along with the tax abatement. Other funding sources for this project included funding from the LIHTC program and Neighborhood Stabilization Program (NSP) funds from the State of Ohio. The project was completed in March 2014. Haddon Hall. The Haddon Hall project was the rehabilitation of a 114 unit senior housing project in the Avondale neighborhood. The project is currently more than 90% occupied. This project is a moderate rehabilitation effort that included site work (repair/replace retaining wall(s), Americans with Disabilities Act (ADA) compliant features on entry stairs and ramps, replacement of perimeter fencing); exterior (replace shingle roof, repair flat roof, partial tuck pointing, replacement windows (approved by historic) upgrade existing surveillance system, and exterior painting); common area building interior (paint common areas, repair doors); living units (new doors, new flooring, new kitchen cabinets, new appliances, new bathroom vanity sinks and bath accessories, reconfigure four of the units into handicap accessible units. The total project cost was $12,127,444 and the City provided a loan of $200,000 in HOME funds. Other funding sources for this project included HUD bond financing, LIHTC funds, and a HOME loan from the State of Ohio. The project was completed in June of 2014. Beasley Place. Beasley Place is the gut rehabilitation of two contiguous historical residential buildings that currently have 16 residential units and will be rehabbed to contain 13 larger residential units. In addition, the buildings share a large storefront that will be renovated for commercial use. The project is located in the Over the Rhine (OTR) neighborhood, in an area where a lot of renovation of older buildings is taking place. As most of the newly renovated buildings are being designed for market rate renters, this project will enhance the current efforts by stabilizing these units for low-income households. Total project cost is $2.8 million and the City has provided a loan of $670,000 in HOME funds, as well as $130,000 in Lead grant funds. Other funding sources for this project include: Federal and State Historic Tax Credits, a grant from OHFA and debt financing. Construction was recently completed and initial rent started in June 2015. A-24

Stetson Square Phase I. Stetson Square Phase I is the next phase of a successful Stetson Square development in Corryville. This project consists of streetscape improvements along Rochelle St., Gerard St., Donahue and Eden Avenue that border the new development. The streetscape supports 18 single family attached units and serve to expand the residential offerings within the community as well as further contribute to the momentum of Uptown neighborhood's revitalization. The City invested $340,000 in Community Development Block Grants (CDBG) funds for the infrastructure. The project was completed at the end of 2015. Salvation Army Catherine Booth Residence. In June 2013, construction kicked-off on the new Salvation Army Catherine Booth Residence. The development includes 96 one bedroom units in two 3 story buildings of senior housing as part of the Salvation Army s Center Hill campus senior community. On-site service coordination includes health, transportation, and recreation as well as educational, volunteer and employment opportunities. This is the second phase of its successful senior development at this location. Construction activities were completed in January 2015 and initial rent up is in progress. Anna Louise Inn. The new Anna Louise Inn (ALI) is located at 2401 Reading Road and contains 85 studio apartments, office space for Cincinnati Union Bethel, and dormitory-style housing for the Offthe-Streets program. The Anna Louise Inn has been providing safe and affordable housing for single women since 1909. ALI was the beneficiary of Low Income Housing Tax Credits specifically awarded for permanent supportive housing units. This was a $12.9 million project in which the City provided an $8.1 million, seven year bridge loan. The grand opening of ALI occurred June 9, 2015. Esther Marie Hatton Center for Women. The new 20,000 square foot building, also located in the 2400 block of Reading Road, is equipped with sixty beds in sixteen sleeping rooms for homeless single women, shared bathroom and laundry facilities, and lounge areas. The estimated project costs are $8.3 million with a $3 million City investment. Additional funding sources for the project include the Ohio Housing Finance Agency, 3CDC, and various other foundations, fundraisers and donors. It is estimated that approximately 600 women a year will be served with 75% achieving transitional or permanent housing upon exit. The shelter opened its doors on June 8, 2015. David and Rebecca Barron Center for Men. The Drop Inn Center Men s Shelter will be located in the former Hostess Bakery building in Queensgate. The rehabilitation of the building consists of a total of 80,000 square feet, housing one safe shelter and two step-up shelters to accommodate 150 beds for single men including overflow. The shelters will have full bathroom facilities, shared laundry and lounge areas. There will also be a cold shelter to house up to 200 persons during the winter months. The total project cost is an estimated $17 million with $7 million of City investment in the form of take-out financing for a $7 million construction loan. completed in October 2015. City Gospel Mission. The City Gospel Mission newly constructed a 118 bed shelter for men in the Queensgate area. The shelter has 118 beds which are a mixture of transitional and emergency homeless beds. Amenities include a gym, on-site health clinic, and job readiness center. The new shelter opened April 9, 2015. The second building located on York Street was opened on July 23, 2015. Alumni Lofts. Alumni Lofts is the adaptive reuse of a former school into a renovated 142-unit apartment building in the downtown area. The City supported the $24 million development through a 30- year TIF rebate program. The project is expected to open in mid 2016. Cutter Apartments. Cutter Apartments is a forty-unit, scattered site, affordable housing renovation in the downtown area. The City supported the $6.8 million renovation with $1.3 million of Federal HOME funds. The project is expected to open in August 2016. Windsor Flats. Windsor Flats is a mixed adaptive-reuse renovation of a former school and newconstruction of 89 apartment units in a revitalizing neighborhood near downtown known as Walnut Hills. A-25

The City intends to support the $10 million renovation with the loan of $500,000 of City Capital funds and through a 30-year TIF rebate program. The project is expected to open in late 2016. Notice of Funding Availability (NOFA) and CoreFour The Notice of Funding Availability (NOFA) is the primary procurement process for accessing City funding for housing development projects. City assistance to NOFA projects will be gap financing. The amount of financial assistance allocated will be limited by the availability of HUD and capital funding. The City of Cincinnati s NOFA process provides a stimulus for housing development. The City seeks exceptional homeownership and rental projects that make positive and visible impacts in Cincinnati s neighborhoods. The NOFAS is designed to produce housing products that help achieve PLAN Cincinnati s goal of providing a full spectrum of quality housing options for individuals across income groups and in all stages of life. CoreFour, released at the beginning of 2016, aims to strategically align City funds with ongoing neighborhood development plans and efforts from public and private partners. This proactive eight neighborhood targeted development program will rotate among four neighborhoods semi-annually. This initiative was implemented by releasing a competitive solicitation to open up opportunities for homeownership and rental projects in historically underserved neighborhoods. This program leveraged nearly $70 million in total estimated project costs, creating 305 units. The CoreFour priority funding program will work in conjunction with NOFA. Although projects in any of Cincinnati s 52 neighborhoods are eligible for NOFA funding, projects located in CoreFour neighborhoods will receive scoring preference. In early 2015, the City committed over $3.2 million of NOFA funding to develop eight projects throughout CoreFour neighborhoods in Evanston, West Price Hill, Avondale and Walnut Hills. These projects represent approximately 275 residential units, both homeownership and rental, with a variety of price points to attract households at diverse income levels. In December 2015, the City announced an additional $4 million for the second round of CoreFour funding. The four neighborhoods impacted by the new round of funding will be Northside, Madisonville, College Hill and Westwood. Focus 52 Program The Focus 52 Program will help fund transformative neighborhood economic and community development projects in order to grow the City s tax base by creating jobs and/or increasing the population of the City. Projects will be fully underwritten with a goal of achieving 3:1 leverage of private funds to public funds. The Focus 52 Program will use the Economic Development Bond Fund, the HUD Section 108 Loan Pool and other capital funds as sources to finance the Focus 52 Program. This program is flexible and can be used for transformative projects in any neighborhood that is ready to meet the goals of the program which include job creation (project must have 50 jobs or more), private financial leverage, increase in property values of at least 25% over 10 years, and the total cost of the project. Current Focus 52 Program Projects Avondale. Avondale has received approximately $54 million in funds to support the acquisition, demolition, and redevelopment of blighted and vacant land surrounding the Martin Luther King and Reading Road corridor. This first phase of the project will support the recently completed corridor study for MLK and Reading Road. The funds A-26

will be used to fund property acquisition, tenant relocation, site preparation, building rehabilitation, removal and installation of new infrastructure, and other redevelopment activities. Cintrifuse. The City approved $4.5million in Focus 52 funds for the construction of the new Over-the-Rhine headquarters for Cintrifuse, the startup incubator. The 39,906 square foot headquarters will be located in a series of renovated buildings from 1311 to 1315 Vine Street, across the street from Mercer Commons apartment and condo project. The headquarters opened August, 2015. 3CDC will own and manage the property. College Hill Business District. The City and the College Hill Community Urban Redevelopment Corporation (CHCURC) have been investing in property acquisition, demolition, and redevelopment activity at two large redevelopment sites on Hamilton Avenue in the College Hill Business District since 2010. $3.5 million of Focus 52 funding has been committed to date. The College Hill Mid-Block redevelopment site includes 2 acres of property that the City has secured and mostly demolished, as well as some existing commercial buildings that the CHCURC has purchased and is planning to rehabilitate. The site is anticipated to be ready for new construction opportunities in 2015. The former Kroger property at Hamilton and North Bend was purchased by the City in 2013 and was demolished, remediated, and re-graded in 2014. This 2 acre site has been combined with the adjacent 5.5 acres already owned by the City, and DTD will shortly enter into a preferred developer agreement which envisions a large scale, mixeduse project breaking ground in early 2016. The two development sites, totaling nearly ten acres are believed to be capable of attracting roughly $20-30 million or more in private investment. Corryville. The City is investing $6 million of Focus 52 funds in the VP3 public improvement project located in the Short Vine Business District. VP3 will include the relocation and installation of a new sewer and the construction of a two level parking garage. The parking garage will add approximately 207 additional public parking spaces for the patrons of Short Vine. Construction of the VP3 garage is substantially complete and the garage opened in April 2015. Construction of the residential units are currently underway, those should be completed fall 2015 (no city funds were included in the residential construction portion). Evanston Business District. The Evanston Business District has received $1.1 million in Focus 52 and TIF funds for revitalization of the business district along Montgomery Road through the acquisition and redevelopment of key blighted properties. Significant progress has already been made at the Five Points area of Evanston, where the St. Leger property has been demolished, and the St. Ambrose senior housing development constructed in 2014 to take its place. The Woodburn Pointe senior housing project was also recently completed. Other key commercial parcels are being acquired for additional future development. This project has also leveraged several other related investments, including $1.1 million in the King Studios project, $400,000 in TIF dollars for commercial acquisition, and $1 million of Port Authority funds that have been committed to acquire and rehabilitate homes between the business district and Walnut Hills High School. Gateway V. Gateway V focuses on Race, Elm and Republic Streets in OTR and comprises seven independent residential projects that created 65 market rate residential homeownership units, 23 residential rental units and approximately 7,909 square feet of commercial space in 17 rehabilitated buildings. The total cost of the project was approximately $25.4 million. The City s participation in the project was $7,400,000. The City invested $2 million in Focus 52 funds for the project. The City funding was A-27

structured as a grant to the developer, Gateway II, LLC, a wholly owned subsidiary of 3CDC, and is targeted toward the residential hard construction costs. The project was completed in January 2015. Incline District. A new Incline District parking garage will be funded this year to support the patrons visiting the Incline District and the Incline Theater in East Price Hill. The new, two level parking garage will provide approximately 130 public parking spaces. The estimated construction cost is $1.7 million. Jordan Crossing Redevelopment/Midpointe Crossing. The City has partnered with the Port Authority to redevelop approximately 25 acres of land at the southeast corner of the intersection of Reading Road and Seymour Avenue in the Bond Hill community. The scope of the project consists of acquisition, remediation, demolition, site work, and site planning to prepare the land for vertical redevelopment. $46.2 million of Focus 52 funds was committed for this project, which was completed in 2014. The site is being marketed by the Port Authority to attract a mix of office, retail and residential uses. Madisonville Development Gap. The Madison & Whetsel Redevelopment is an ongoing acquisition and redevelopment effort in the Madisonville neighborhood business district. With assistance from the Madisonville Community Urban Redevelopment Corporation, the City has acquired a large development site and is working to submit a Request for Qualifications to select developers for these sites. This funding will be used to provide gap assistance necessary for the construction of new residential units and commercial/office space within the business district, as well as public parking and streetscape infrastructure. The expected private leverage for the City s investment is $22 million. The City is investing $2.2 million in Focus 52 funds for the project. Mercer Commons-Phase I. Mercer-Phase I included the construction of a 340 space multi-story parking garage at 5 Mercer Street, approximately 4,000 sq. ft. of commercial space at 1324 Vine Street, 23 market rate residential condominium units (combination of rehabilitation and new construction), and 5 new market rate townhomes on Mercer Street. The total cost of the project was $25 million and sources of funds include a State of Ohio Department of Development Urban Redevelopment Loan, State and Federal Tax Credits, a Cincinnati Equity Fund Loan, and deferred developer fees. The City s participation in the project was targeted toward the residential improvements and the City funding of $1.5 million (6% of project) will be provided as a grant to support the construction costs of the residential units. Price points for the residential units will range from $145,000 - $380,000. In addition to the construction financing, the City also provided a 12-year tax exemption for the parking garage and commercial space. The development continues the revitalization of the historic OTR neighborhood. The garage opened in May 2013 and the rehabilitated residential units opened in October 2013. The newly constructed residential units opened in 2014. Seymour Plaza Redevelopment/TechSolve II. The City partnered with the Port Authority to redevelop approximately 12 acres of land in the Seymour Avenue Corridor in the community of Roselawn. The scope of work for this project consisted of acquisition, remediation, demolition, site work, and site planning to prepare the land for vertical redevelopment and is anticipated to cost $4.3 million. Of these costs, the City has agreed to fund $2.3 million through Focus 52 funds and the remaining balance out of previous allocations of capital funds. The project is being branded as the next phase of the TechSolve Business Park, and much of the demolition and site preparation was completed in 2014. A-28

Walnut Hills Redevelopment Gap. The McMillan Redevelopment is an ongoing acquisition and redevelopment effort in the McMillan Business District of Walnut Hills. With assistance from the Walnut Hills Redevelopment Foundation, the City has acquired several large development sites and is in negotiations with several developers to undertake the renovation and new construction on these sites. The funding will be used to fund gap assistance necessary to complete the renovation of historic structures and construction of new residential units within the business district. The proposal for Trevarren Flats Phase I from the Walnut Hills Redevelopment Foundation includes the rehabilitation of 30 residential units, and the renovation of approximately 4 commercial spaces with leveraged private funds expected to be $6 million. The City is investing $3 million in Focus 52 funds for the project. Additionally, DTD assisted the Walnut Hills Redevelopment Foundation (WHRF) in its successful application for the State Historic Tax Credits to redevelop these properties. Walnut Hills East McMillan Redevelopment. DTD is moving to stabilize and redevelop a number of historic structures within the Neighborhood Business District. Stabilization work on 773 East McMillan was completed in December of 2012 while stabilization work including roof and interior repair for 771 McMillan, 961 McMillan and 975 McMillan was completed in the second half of 2013. The City is investing $2.5 million in Focus 52 funds for the project. [Remainder of page intentionally left blank] A-29

Building Permits For 2014, the City issued a total of 9,089 permits for all construction, including new construction and construction on existing residential and non-residential property, with an estimated cost of $771,771,999. This represents a 38% increase from the estimated cost for building permits in 2013. Schedule of Total Building Permits (2010-2014) Year Number of Permits Estimated Cost 2010 8,958 $594,198,935 2011 9,291 536,046,935 2012 9,082 403,221,853 2013 9,082 557,694,994 2014 9,089 771,771,999 Building Permits New Construction Only RESIDENTIAL NON-RESIDENTIAL TOTAL Year # of Permits Estimated Cost # of Permits Estimated Cost # of Permits Estimated Cost 2010 85 $14,304,051 76 $217,069,234 161 $257,642,973 2011 87 18,809,842 46 135,911,169 133 154,721,011 2012 76 15,272,462 50 86,034,728 126 101,307,190 2013 96 20,486,158 46 141,636,081 142 162,122,239 2014 111 28,077,927 53 285,675,866 164 313,573,793 The number of permits issued for residential and non-residential construction increased from 2013. The major construction projects for 2014 were 3CDC/dunnhumby, Cincinnati Children s Hospital, and the Broadway Development 2001, Ltd. *Please note above figures are based on a live report generated by CAGIS. Any changes made can and do affect the numbers reported for each year. Examples: Refunds, withdrawals, etc. Transportation Airports The Cincinnati/Northern Kentucky International Airport CVG, located in Northern Kentucky and owned by Kenton County, Kentucky, is the region's principal airport. CVG has been recognized as the Best Regional Airport in North America for five consecutive years by Skytrax, a London-based air transport research organization. The airport is located 13 miles (15 minutes) south of downtown in Northern Kentucky, and offers approximately 170 daily departures to 57 cities worldwide, including nonstop service to Toronto, Paris, and Cancun with seasonal service to Montego Bay and Punta Cana. Airlines serving the area include: Air Canada, American, Allegient, BransonAir Express, Delta, Frontier, Ultimate Air Shuttle, United and US Airways. A-30

Lunken Airport. A 1,000 acre facility, located on the City's east side, has been owned and operated by the City since 1930. Lunken serves many major corporations as well as local small businesses, private pilots, and medical and military flights. Lunken Airport handled approximately 86,000 flights in fiscal year 2014 with the majority serving the business community. Approximately 200 acres of the property is operated as a City golf course. Blue Ash Airport. On August 29, 2012 the City closed the Blue Ash Airport. The City was operating the airport at a financial loss due to the decreased demand for aviation services in the Cincinnati area. Following closure of the airport, the City initiated transfer of approximately 130-acres to the City of Blue Ash for greenspace/park use pursuant to a 2006 agreement between the City and City of Blue Ash. Based upon this agreement, the City of Blue Ash will pay the City for approximately $37.5 million payable over 30 years. Railroads. The Greater Cincinnati area is served by four major railroad systems - Amtrak, CSX, Norfolk Southern, and Conrail, serving Southeast Indiana and Southwest Ohio. There are more than 175 miles of mainline tracks. The Queensgate computerized train yard is one of the most modern and efficient facilities serving the U.S. These railroads cover 64,000 total miles of track, about 20% of the nation's total miles of track. These railroads reach 30% of the nation's population, linking the City directly with 27 states east of the Rocky Mountains, the District of Columbia, and two provinces in Canada. Source: Greater Cincinnati Chamber of Commerce Port of Cincinnati. The Ohio River is one of Greater Cincinnati's most important transportation assets. The Port of Cincinnati, the fifth largest inland port, is home to two major barge companies, and has links to 140 other barge lines, shipping mainly coal and coke, petroleum, aggregates, grains, chemicals and chemical fertilizers, minerals, iron ore, iron, and steel. More than 48 million tons destined to, from or within the City pass through the Port annually. Passenger carriers on the Ohio River include B&B Riverboats, Celebrations, Satisfaction II, and Queen City Riverboat Cruises. In addition to barge lines serving the area, nine public river terminals are located along the thirty-mile shoreline of the Port of Cincinnati. The Port of Cincinnati provides warehouse facilities, open storage, land, tanks, silos, and cranes among other support facilities and services. Source: Greater Cincinnati Chamber of Commerce Public Transit. Following approval in 1973 of a municipal income tax increase for public transit purposes (0.3%), the City acquired ownership of the transit system, whose operations were turned over to the Southwest Ohio Regional Transit Authority (SORTA) to operate. The City-SORTA agreement sets forth the contractual relationship between the two political entities. SORTA, a political subdivision of the State of Ohio, operates two public transportation services: Metro local and express transit service and Access paratransit service for people whose disabilities prevent their use of Metro. SORTA's current base fare is $1.75 within the City limits, with higher fares outside the City limits. SORTA provides about 17 million rides a year. The Greyhound Bus line offers daily arrivals and departures for interstate travel. Authority of Northern Kentucky carries approximately 3.0 million passengers annually. The Transit The Megabus Bus line offers trips to ten cities including Columbus, Chicago and Indianapolis from the City for a one way starting price of $1. Trucking. All major markets are easily reached from Greater Cincinnati via interstate highways. Twenty major metro areas within 400 miles are served by one-day truck driving time and 30 additional markets by second day service. More than 900 interstate common freight carriers service the region. There are three interstate expressways linking Cincinnati with the nation: I-75, I-71, I-74 and I-275 links the tri-state area of Southwestern Ohio, Northern Kentucky and Southeastern Indiana. A-31

Mass Media The City has one daily newspaper with a general weekly circulation of over 273,990, as well as over twenty-three community and special interest newspapers and magazines. Ten television stations and nineteen radio stations complement the area's communication capabilities. Cultural Opportunities The City offers a variety of cultural options. The century-old Music Hall, world-renowned for its outstanding acoustics, is the home of the Cincinnati Symphony Orchestra, the May Festival, and the Cincinnati Opera. It also affords a stage for the University of Cincinnati College Conservatory of Music and the Cincinnati Ballet Company. Other venues include the Corbett Center for the Performing Arts, the Playhouse in the Park, and the Aronoff Center for the Arts. The City is home to numerous museums including: the Cincinnati Art Museum, the Contemporary Arts Center, the Taft Museum, the John Hauck House, the National Underground Railroad Freedom Center, the Reds Hall of Fame Museum and the Cincinnati Fire Museum. The Cincinnati Museum Center at Union Terminal includes the Museum of Natural History and Science, the Duke Energy Children's Museum, the Cincinnati History Museum, and the Omnimax Theater. The City participates in a county-wide library system. The Public Library of Cincinnati and Hamilton County with 40 branches consistently ranks among the top ten cities in the nation in per capita circulation, with a collection of nearly nine million items. In 2014, total circulation of books, print, and audio-visual materials exceeded 18.2 million and 1.7 million digital downloads. Nearly 1.9 million questions were answered and more than 25,000 free programs were offered to patrons. Wi-Fi service is available at all 41 locations. Higher Education The table below provides a listing of the area's largest colleges and universities by enrollment as of fall term 2015. Total Higher Education Institutions Enrollment University of Cincinnati 44,251 Miami University 23,777 Northern Kentucky University 15,114 Cincinnati State Technical & Community College 9,630 Xavier University 6,285 Gateway Community and Technical College 4,128 College of Mount St. Joseph 2,007 Thomas More College 1,497 Beckfield College 1,260 Ivy Tech Community College Southeast 1,131 Source: Business Courier 2015-16 Book of Lists The region's largest college or university, the University of Cincinnati, has significant research and contract activity. During the 2012, 2013, and 2014 fiscal years, the University of Cincinnati and its affiliates received $404 million, $361 million, and $390 million respectively, in federal, state, city/county, and non-government agency grants, contracts, and awards. According to the National Science Foundation ranking for federal funding of major research the University of Cincinnati stands among the top 50 research universities in the nation. A-32

Primary and Secondary Education CPS provides a quality education to about 33,000 students in preschool through 12 th grade and includes 12 high schools, 39 elementary schools, and four combination schools (K-12). CPS is the largest public school system in the tri-state area. It offers 19 magnet elementary schools with nine programs, some with special teaching focuses such as Montessori and Paideia, others with curriculum focuses such as foreign language and the arts. CPS high schools offer special-focus programs to lead students to graduation and into careers and higher education. CPS is nationally recognized for its Montessori schools (CPS opened the nation's first public Montessori elementary school and high school); Walnut Hills High School, a top-rated classic college-preparatory school; and the School for Creative and Performing Arts (SCPA). Under CPS 10-year Facilities Master Plan, buildings throughout the district were fully renovated or replaced with new construction, providing all students with first-class learning environments. The Facilities Master Plan was completed in 2014 with a total of fifty one projects being completed. Covering 19 counties in southwestern Ohio, the Archdiocese of Cincinnati has the 6 th largest network of Catholic schools in the U.S. with a total enrollment of approximately 43,433 students. Within the Greater Cincinnati area, there are 19 Catholic high schools and 67 Catholic elementary schools that offer education from preschool through eighth grade. These 85 Catholic schools in the Greater Cincinnati area have a total enrollment of approximately 32,889, which is 76% of the total students in the entire Cincinnati Archdiocese. Greater Cincinnati Recreation Facilities Major Greater Cincinnati recreational attractions include Kings Island Amusement Park, Jack Nicklaus Sports Center, Coney Island, The Beach Waterpark, Krohn Conservatory, Cincinnati Zoo, Perfect North Slopes, Newport Aquarium, OMNIMAX Theater at the Museum Center, Hollywood Casino, Belterra Casino, Rising Star Casino and Horseshoe Casino. Sports Professional sports teams that call the City home include the Cincinnati Reds (Major League Baseball), Cincinnati Bengals (National Football League), Cincinnati Commandos (Continental Indoor Football League), Cincinnati Kings (United Soccer Leagues Premier Development League), Cincinnati Cyclones (East-Coast Hockey League), and Cincinnati Rollergirls (Women's Flat Track Derby Association). Sports facilities include Great American Ball Park, Paul Brown Stadium, The U.S. Bank Arena, Cincinnati Gardens, the University of Cincinnati's basketball fieldhouse (Fifth Third Arena at Shoemaker Center) and football stadium (Nippert Stadium), and Xavier University's basketball fieldhouse (Cintas Center). Other sports events in the area include horse racing at Turfway Park, River Downs, and Lebanon Raceway; Indy car and NASCAR racing at the Kentucky Speedway; the Cincinnati Flying Pig Marathon; and Professional Volleyball at the AVP Crocs Tour Cincinnati Open. Major tennis events include the Western & Southern Masters and Women's Open Tennis Championships. Utilities Electric Power/Gas. The City is served by Duke Energy. Duke Energy's Midwest operations supply power to 1.6 million electric customers and 500,000 natural gas customers in Ohio, Kentucky and Indiana. Duke Energy is a diversified energy company with a portfolio of natural gas and electric businesses, both regulated and unregulated, and an affiliated real estate company. Duke Energy supplies, delivers and processes energy for customers in the Americas. A-33

Telephone. Cincinnati Bell provides telecommunications services and advanced voice, data, Internet, wireless, and entertainment services to business and residential customers in a three-state area that comprises portions of southwestern Ohio, southeastern Indiana, and northern Kentucky covering more than 2,400 square miles. Five-Year Capital Improvement Plan The City needs to continue to maintain aging public infrastructure. In recent history funding for public capital infrastructure has not kept pace with the need for investment. As a result, the City commenced a comprehensive review of its funding practices for general capital infrastructure during development of the fiscal year 2016-17 budget and Capital Investment Plan. As a result of the comprehensive review, the City initiated a Capital Acceleration Program ( CAP ). The goal of the CAP is to increase the amount of funding available for public infrastructure investment in a sustainable way without the need for significant new or additional revenue. The CAP strategy is incorporated into the City s existing Capital Investment Program. The CAP strategy was presented to City Council and approved as part of the fiscal year 2016-17 budget process. The CAP strategy increases the amount of investment in capital infrastructure from a planned investment of roughly $333 million during the fiscal years 2016 to 2021 to approximately $443 million over the same fiscal years 2016 to 2021 time period. The increase in funding is being dedicated to transportation rehabilitation (i.e. streets); transportation preventative maintenance (i.e. streets); and, fleet modernization. The City council also approved a Master Lease Purchase Program, which may be utilized by the City to provide funds for fleet modernization The CAP strategy is accomplished by rebalancing the mixture of debt and equity funding the City uses to fund long-term capital investment. After the CAP strategy is incorporated the planned mixture of debt funding versus cash funding for capital projects is maintained at roughly 51% debt and 49% equity. [Remainder of page intentionally left blank] A-34

The estimated budget and the portion estimated to be supported by various sources of revenue to support the Capital Investment Program and the Capital Acceleration Program debt is outlined in the table below: Use of Funds for Capital Investment Program Including CAP Strategy Fiscal Year 2016-2021 2015 2016 2017 2018 2019 2020 2021 Total Infrastructure-Smale Commission $37,751 $45,653 $50,729 $48,805 $48,376 $47,719 $46,571 $287,854 Equipment 5,563 14,980 13,954 13,915 13,678 13,805 12,533 82,865 Debt Service Payments 1,000 978 2,198 3,668 4,038 6,008 7,078 23,965 Economic Development 11,208 10,725 4,770 3,364 3,508 2,621 2,218 27,206 Housing-Neighborhood Development 250 3,431 3,277 2,803 3,478 2,231 2,494 17,715 New Infrastructure 5,087 1,675 310 210 210 210 210 2,825 Environment 107 154 241 229 224 131 137 1,115 Street Car Reimbursement 0 40,000 0 0 0 0 0 40,000 Total Uses $60,966 $117,595 $75,479 $72,994 $73,513 $72,725 $71,239 $483,545 Source of Funds for Capital Investment Program Including CAP Strategy Fiscal Year 2016-2021 2015 2016 2017 2018 2019 2020 2021 Total Income Tax Capital Revenue $12,132 $14,103 $13,860 $15,366 $15,375 $18,375 $17,875 $107,086 Southern Railroad Note Proceeds 18,775 20,613 20,816 21,028 21,238 21,450 21,664 145,584 Income Tax Supported Bonds 7,000 20,600 9,400 6,400 14,100 9,000 8,500 75,000 Property Tax Supported Bonds 19,000 55,000 25,000 24,000 15,000 15,000 15,000 168,000 Income Tax Supported Lease 0 6,500 4,500 4,500 4,500 4,500 4,000 28,500 Reprogramming 4,059 779 500 500 500 500 500 7,338 Blue Ash Proceeds 0 0 1,400 1,200 2,800 3,900 3,700 13,000 Total Sources $60,966 $117,595 $75,476 $72,994 $73,513 $72,725 $71,239 $483,542 Convention Facilities Authority Revenue Bonds In December 2014, the Convention Facilities Authority for Hamilton County, Ohio issued $69,890,000 Convention Facilities Authority Revenue Refunding and Improvement Bonds, Series 2014, for the purpose of refunding the existing first and second lien debt and financing new projects. The dedicated Transient Occupancy Tax (City) and Lodging Excise Tax (County) is expected to cover the debt service for the 2014 Bonds. A debt service reserve equal to $2,300,000 has been established in connection with the 2014 Bonds. (See "DESCRIPTION OF THE CITY Major Municipal Services Provided Enterprise Services Duke Energy Convention Center" for further description). A-35

Urban Redevelopment Bonds The City issued $30 million of qualified redevelopment general obligation bonds in July 1987, for use in assemblage of the redevelopment parcel known as Fountain Square West. The City had entered into a long-term lease agreement in December 1986, with a redeveloper, who pledged to pay early debt service requirements until payments in lieu of taxes occurred. In September 1988, the redeveloper defaulted and the performance bond of $1.1 million was retained by the City and used to meet debt service requirements in 1988. Each year the City has appropriated and paid the debt service. In 2011, 2012, 2013, 2014 and 2015 City Council appropriated $1.6, $1.5, $1.4, $1.3 million, and $1.2 million, respectively, to meet the net annual debt service requirements. The debt service due for 2016 is $1.1 million. The appropriations were made from the 0.15% portion of the municipal income tax the City receives. The City expects to continue to finance the required annual debt service on the bonds. As of December 31, 2015 the balance on these bonds was $2 million. INSURANCE The City is self insured with respect to general liability. The City s Law Department processes all claims and lawsuits filed against the City and maintain sole authority for the settlement of claims and lawsuits. Each year money is set aside in the Law Department budget for the express purpose of paying claims incurred by the City. If there is a shortfall in the loss fund, additional money can be appropriated from the City s operating budget. The City has statutory authority to issue, without voter approval, general obligation bonds to pay final judgments, including court approved settlement of claims. Currently, there are no judgments or court approved settlement of claims that would require the City to issue general obligation bonds for such purposes. The City has always been able to pay claims incurred from the operating budget. The City maintains comprehensive property insurance coverage with a private carrier for real property and building contents, in the amount of $300,000,000. In addition, the City maintains commercial policies for boiler and machinery, crime, airport, malpractice, data processing, CAGIS software and garage keepers coverage. As a general rule, Ohio law provides that political subdivisions such as the City have an immunity from liability in damages for injury, death, or loss to persons or property allegedly caused by an act or omission of such political subdivisions or their employees in connection with governmental and proprietary functions, as defined in the Ohio statutes. This law has no effect on actions based on contract and any liability imposed by federal law or other federal cause of action. Pursuant to Ohio law, there are, however, five areas in which a political subdivision may be held liable for such loss. These include the negligent operation of a motor vehicle on public roads, highways or streets; negligent performance of proprietary functions; failure to keep public roads, highways, streets, sidewalks, bridges or public grounds open, in repair, and free from nuisance; negligence of employees within or upon the grounds of buildings, excluding jails, juvenile detention workhouses and other detention facilities; and liability specifically imposed by law. Ohio law imposes a two-year statute of limitations, prohibits the garnishment or judicial sale of assets and funds of political subdivisions, and puts limits on the damages which may be recovered from such political subdivisions. A political subdivision is also required to indemnify and defend its officers and employees when an officer or employee is acting in good faith and within the scope of duty. No punitive or exemplary damages can be recovered, and any insurance benefits are deducted from any award against a political subdivision. Although there is no limitation with respect to compensatory damages representing a person s economic loss, there is a $250,000 per person ceiling on the compensatory damage that represents a person s non-economic loss in cases other than wrongful death, in which case there is no maximum limitation. A-36

DEBT STRUCTURE Please note the following for purposes of this section. Amounts listed for the years prior to and including 2012 are based on calendar years. As of July 1, 2013, the City switched to a new fiscal year which begins on July 1 and ends on June 30. Amounts listed for FY 2013 reflect a shortened, six-month conversion year, beginning on January 1, 2013 and ending on June 30, 2013. Amounts listed for FY 2014 and FY 2015 reflect the first two full new Fiscal Years, beginning on July 1, 2013 and ending on June 30, 2014 and beginning on July 1, 2014 and ending on June 30, 2015, respectively. See DEBT STRUCTURE - Management's Discussion of Operations Fiscal Year Change. Amounts related to the outstanding general obligation debt of the City as of December 1, 2015 have been adjusted to include the City s (a) $35,505,000 Unlimited Tax General Obligation Judgment Bonds, Series 2015D (Federally Taxable), issued on December 22, 2015 (the Series 2015D Bonds ) and (b) estimated amounts with respect to the new money portion of the Series 2016A Bonds (the Series 2016A New Money Bonds ). Such amounts do not take into account the issuance of the Series 2016A Refunding Bonds or the Series 2016B Refunding Bonds or the related refunding of all or a portion of the outstanding principal amounts of the applicable series of the City s outstanding general obligation bonds. Amounts related to the outstanding debt of the City as of December 1, 2015 have been reduced to reflect the following principal payments made on December 1, 2015: (i) with respect to the City s outstanding general obligation bonds, principal payments in the aggregate total amount of $46,795,000.00 (provided, however, that the bond retirement fund balance listed under DEBT STRUCTURE Bond Retirement Fund has not been reduced to reflect such payments) and (ii) with respect to the City s outstanding water system revenue bonds, principal payments in the aggregate total amount of $24,685,000.00. Unlimited Tax The City is unique in the State of Ohio because it has the right to levy property taxes without limitation and without a vote of the electorate to support its lawfully issued general obligation bonds and notes. In September 1977, the Supreme Court of Ohio dismissed an appeal from the decision of the Court of Appeals, First Appellate District, Hamilton County, Ohio, involving the City's debt limitations. In summary, the City instituted a test case against the Director of Finance for the purpose of obtaining a definitive construction of certain sections of the City Charter bearing on the right of the City to levy taxes in excess of the ten-mill limitation of Section 5705.02 of the Ohio Revised Code. The case was decided in the City's favor. Thus, the City's ability to incur debt is limited only by the arithmetical (percentage) limitations set forth under "Applicable Debt Limitations," contained later in this section. General obligation bonds of the City are lawfully issued in accordance with Article VIII, Section 4, of the City Charter which provides for the levy of ad valorem taxes on all property in the City subject to ad valorem taxes for principal and interest unless paid from other sources. The taxes to be levied by the City are without limitation as to rate and amount; however, all bonds issued by the City are subject to the provisions of Chapter 9 of the Federal Bankruptcy Act and other laws affecting creditors' rights. [Remainder of page intentionally left blank] A-37

Bonds and Notes Authorized, Outstanding and Unissued The following table provides a summary of the City's debt as of December 1, 2015, with the addition of preliminary principal amounts with respect to the Series 2016A New Money Bonds and the recently issued Series 2015D Judgment Bonds. Outstanding bonds and notes after the delivery of the Series 2016 Bonds will total $1,150,080,000, of which $562,260,000 are general obligation bonds. Original Authorization Outstanding Bonds & Notes Category of Indebtedness (Adjusted for Refundings) After Bond Sale General Obligation Property Tax Supported $ 470,429,145 $ 270,500,000 Self-Supported - Enterprise Funds: Recreational Facilities $ 8,300,000 $ 4,175,000 M.S.D. Facilities 15,000,000 11,490,000 Others: Judgment 46,500,000 35,505,000 Police & Fire Pension Refunding 40,000,000 31,600,000 Public Building 17,585,000 13,890,000 Urban Development Taxable 5,100,000 3,860,000 Urban Redevelopment 12,205,000 6,800,000 Urban Renewal/Economic Dev 80,810,000 71,935,000 Economic Development Taxable 16,000,000 15,665,000 Municipal Income Tax 161,660,000 95,380,000 Municipal Income Tax - Taxable 2,000,000 1,460,000 Total Self Supported $ 405,160,000 $ 291,760,000 Total General Obligation $ 875,589,145 $ 562,260,000 Revenue - Economic Development - Taxable 76,425,000 23,925,000 Economic Development - Tax Exempt 92,370,000 82,255,000 Recovery Zone Facility - Tax Exempt 11,500,000 8,160,000 Water System 1,020,000,000 473,480,000 Total Revenue $ 1,200,295,000 $ 587,820,000 Total Bonds and Notes $ 2,075,884,145 $ 1,150,080,000 Preliminary; subject to change. See notes to DEBT STRUCTURE. A-38

Net General Tax Supported Bonds The following Statement of Net General Tax Supported Bonded Indebtedness reflects the total gross debt outstanding from both voted and unvoted issued bonds and notes. Certain bonds are selfsupporting from their respective revenue sources. Revenue sources have been, and are expected to be, sufficient to pay principal and interest on all self-supported debt. Net General Tax Supported Debt represents the outstanding debt serviced exclusively by real and personal property ad valorem taxes. Statement of Net General Tax Supported Bonded Indebtedness as of December 1, 2015 (Also includes the Series 2016 New Money Bonds) Voted General Obligation Bonds $ 0 Unvoted General Obligation Bonds and Notes 562,260,000 Revenue Bonds 587,820,000 Gross Outstanding Indebtedness $1,150,080,000 LESS Total Self-Supporting and Revenue Debt (Not Serviced From Property Taxes) $879,580,000 Bond Retirement Unreserved Fund Balance as of 11/30/2015 (90,377,881) Total Deductions $789,202,119 Net General Tax Supported Debt $360,877,881 (Equal to Gross Outstanding Indebtedness less Total Deductions) Applicable Debt Limitations Section 133.05 of the Ohio Revised Code provides that the principal amount of both voted and un-voted debt of the City may not exceed 10-1/2% of the City's assessed valuation and the principal amount of the City's unvoted debt may not exceed 5-1/2% of the City's assessed valuation. These limitations have been increased several times in the past. There are exemptions of certain debt from the 5-1/2% and 10-1/2% limitations listed in Ohio Revised Code Section 133.05. The kinds of debt that are exempt include debt issued for water works, voted urban redevelopment bonds not exceeding two percent of total assessed property valuation, debt covenanted by appropriations annually from lawfully available municipal income taxes, recreational facilities, off-street parking and urban redevelopment, as well as debt (not heretofore incurred by the City) for certain other purposes. The following table reflects the status of the statutory limitations as December 1, 2015 and also includes the Series 2016A New Money Bonds. It includes outstanding debt of $1,150,080,000. * [Remainder of page intentionally left blank] Preliminary; subject to change. See notes to DEBT STRUCTURE. A-39

Statutory Debt Limitation Worksheet as of December 1, 2015 (Also includes the Series 2016A New Money Bonds) Assessed Valuation $5,331,713,410 Overall Debt Limitation- 10-1/2% of Assessed Valuation Gross Indebtedness: 1,150,080,000 Less: Debt Outside Limitations: 559,829,908 Self-Supporting and Revenue Debt 879,580,000 Urban Redevelopment Bonds Voted 0 879,580,000 Debt within 10-1/2% Limitation (270,500,000) Legal Debt Margin within 10-1/2% Limitation $289,329,908 Unvoted Debt Limitation 5-1/2% of Assessed Valuation Gross Indebtedness $1,150,080,000 Less Debt Outside Limitations: Recreational Facilities Bonds & Notes $4,175,000 Judgment Bonds $35,505,000 Municipal Income Tax Supported Bonds and Notes $96,840,000 Metropolitan Sewer District Bonds $11,490,000 Police & Fire Pension Refunding Bonds $31,600,000 $293,244,238 Public Building Bonds Taxable 13,890,000 Urban Development Bonds Taxable $3,860,000 Urban Redevelopment Bonds $6,800,000 Urban Renewal/Economic Development Bonds and Notes 71,935,000 Economic Development Bonds - Taxable $15,665,000 Economic Development Revenue Bonds and $23,925,000 Notes Taxable Economic Development Revenue Bonds and $90,415,000 Notes-Tax-Exempt Water System Revenue Bonds $473,480,000 879,580,000 Debt Within 5-1/2% Limitation (270,500,000) Legal Debt Margin Within 5-1/2% Limitation $22,744,238 [Remainder of page intentionally left blank] Preliminary; subject to change. See notes to DEBT STRUCTURE. A-40

Overlapping Debt as of December 1, 2015 (Also includes the Series 2016A New Money Bonds)* 2015 Estimated Assessed Valuation (a) Net General Tax Supported Debt Net Tax Percent Overlapping Supported Overall Debt City of Cincinnati $5,331,713,410 $360,877,881 100% $360,877,881 Overlapping: Board of Education Cincinnati City School District 6,015,607,250 334,600,000 (b)* 89% 296,560,469 Hamilton County 18,267,540,070 85,551,367 (a) 30% 24,969,721 TOTAL $781,029,248 $682,408,071 * Preliminary; subject to change. See notes to DEBT STRUCTURE with respect to the underlying calculation of Net General Tax Supported Debt. (a) Source: Hamilton County Auditor's Office, December 31, 2014 data. (b) Source: Cincinnati City School District, December 31, 2014 data. Note: The Cincinnati City School District previously provided an incorrect net general tax supported debt total. The net balance previously reported included tax supported and well as non-tax supported debt outstanding. The Cincinnati City School District and the County of Hamilton are separate political subdivisions with operating and debt service funding separate from that of the City. The Board of Education of the Cincinnati City School District cannot incur more than one-tenth of one percent of its assessed valuation as general obligation debt without majority approval by the voters. The Board of Education may request voter approval of general obligation debt not in excess of nine percent of the assessed valuation of the School District (unless it is certified as a "special needs district"). Under Ohio law, before seeking voter approval, the Board of Education is required, where applicable, to receive the consent of the Ohio Department of Taxation and the State Superintendent of Public Instruction in accordance with policies adopted by the State of Ohio Board of Education. The Board of County Commissioners of the County of Hamilton cannot incur unvoted general obligation debt in excess of one percent of its assessed valuation, which debt must be included with voted county debt against an overall county debt limitation of three percent of the first one hundred million dollars of its assessed valuation, plus one and one-half percent of the next two hundred million dollars, plus two and one-half percent of all in excess of three hundred million dollars. However, the Board of County Commissioners may authorize general obligation revenue or special assessment supported bonds for utilities and certain other purposes, which are exempt from un-voted debt limitations to the extent net revenues or assessments service such general obligation bonds. Bond Retirement Fund By annual resolution, City Council authorizes the property tax rate required to be levied to service the expenses related to administration of the Bond Retirement Fund, including the payment of principal and interest on certain City bonded indebtedness. Historically, revenues of the Bond Retirement Fund have been sufficient to service all of the City's general obligation indebtedness. Besides property taxes, these revenues have included: proportionately shared state taxes, property tax rollback reimbursement, income earned from temporary investment of fund balances, and rental income from Cincinnati Southern Railway property. In addition to the information contained in the "Notes to Financial Statements," the following information is provided to describe the application and utilization of rentals received from Cincinnati Southern Railway. A-41

The rental income received from Cincinnati Southern Railway property is deposited into the Bond Retirement Fund to be applied to the bonded debt of the City as provided by legislation enacted by the Ohio General Assembly on July 1, 1949. The lease agreement with the Norfolk Southern Corporation was modified in 1987 to provide for an annual rent payment of at least $11 million plus an annual escalator based on the Implicit Price Deflator of the Gross National Product index of the U.S. Department of Commerce. Annual adjustments are not to exceed four percent. The rental revenues are used for debt service on general obligation notes issued periodically for various purposes and other bonded debt. The amounts received by the Bond Retirement Fund under the lease agreement for the years 2011 through fiscal year 2015 are presented below: Southern Railway Revenue Year Amount 2011 $19,709,868 2012 20,189,606 FY 2013* 10,094,803 FY 2014 20,734,726 FY 2015 21,017,620 * The amount listed for Fiscal Year 2013 reflects a shortened, six-month conversion year, beginning on January 1, 2013 and ending on June 30, 2013. See notes to DEBT STRUCTURE. The City maintains a balance in the Bond Retirement Fund in order to assure that funds are available to meet debt service payments when due. The amount available in the Bond Retirement Fund as of November 30, 2015 is $90,377,881 (see notes to DEBT STRUCTURE ). Any excess premium and accrued interest received from the sale of bonds is deposited in the Bond Retirement Fund to be applied to the payment of principal and interest. General Obligation Debt Pay-Out Ratio (Including the Series 2016A New Money Bonds Described Herein) After the Series 2016 Bonds are issued, the outstanding General Obligation debt will be $562,260,000. Of the $562,260,000, 47% will be retired by December 31, 2020; 66% will be retired by December 31, 2025; 85% will be retired by December 31, 2030; and the balance will be retired by December 31, 2040. (Please see the table on the following page.) [Remainder of page intentionally left blank] Preliminary; subject to change. See notes to DEBT STRUCTURE. A-42

GENERAL OBLIGATION & REVENUE BONDS GENERAL OBLIGATION REVENUE Debt Outstanding Debt Outstanding FY Interest Service Debt Interest Service Debt FY Year Maturing Cost Requirement End of Year Maturing Cost Requirement End of Year Year 2016 562,260,000 587,820,000 2016 2017 50,100,000 23,550,524 73,650,524 512,160,000 34,875,000 24,304,975 59,179,975 553,021,620 2017 2018 61,565,000 21,402,908 82,967,908 450,595,000 32,122,255 25,165,694 57,287,949 520,899,365 2018 2019 45,685,000 19,663,445 65,348,445 404,910,000 33,034,137 22,328,648 55,362,785 487,865,228 2019 2020 39,135,000 17,743,845 56,878,845 365,775,000 34,141,076 21,360,507 55,501,582 453,724,153 2020 2021 36,990,000 16,155,989 53,145,989 328,785,000 34,938,073 20,282,772 55,220,844 418,786,080 2021 2022 30,280,000 14,689,311 44,969,311 298,505,000 36,335,130 19,040,883 55,376,013 382,450,950 2022 2023 28,420,000 13,345,514 41,765,514 270,085,000 32,472,250 17,802,893 50,275,143 349,978,700 2023 2024 27,715,000 12,048,053 39,763,053 242,370,000 34,669,434 16,385,074 51,054,507 315,309,266 2024 2025 27,605,000 10,773,466 38,378,466 214,765,000 25,821,683 14,935,494 40,757,178 289,487,583 2025 2026 25,645,000 9,531,196 35,176,196 189,120,000 26,979,001 13,649,114 40,628,115 262,508,582 2026 2027 25,190,000 8,321,045 33,511,045 163,930,000 19,516,389 12,481,468 31,997,857 242,992,193 2027 2028 23,790,000 7,136,561 30,926,561 140,140,000 20,628,849 11,503,610 32,132,459 222,363,344 2028 2029 22,380,000 6,011,082 28,391,082 117,760,000 21,616,383 10,501,534 32,117,918 200,746,961 2029 2030 19,340,000 5,011,671 24,351,671 98,420,000 22,658,994 9,434,353 32,093,347 178,087,967 2030 2031 15,625,000 4,203,163 19,828,163 82,795,000 23,116,684 8,324,495 31,441,179 154,971,283 2031 2032 14,975,000 3,487,903 18,462,903 67,820,000 24,249,455 7,157,000 31,406,455 130,721,828 2032 2033 14,070,000 2,792,119 16,862,119 53,750,000 25,982,310 5,891,215 31,873,525 104,739,518 2033 2034 11,645,000 2,173,256 13,818,256 42,105,000 21,385,251 4,647,589 26,032,841 83,354,267 2034 2035 11,835,000 1,628,234 13,463,234 30,270,000 19,938,281 3,513,638 23,451,919 63,415,985 2035 2036 10,950,000 1,132,650 12,082,650 19,320,000 12,481,403 2,656,052 15,137,455 50,934,582 2036 2037 4,730,000 788,961 5,518,961 14,590,000 12,704,619 2,040,738 14,745,357 38,229,963 2037 2038 4,355,000 581,855 4,936,855 10,235,000 8,842,932 1,519,238 10,362,170 29,387,031 2038 2039 3,320,000 404,393 3,724,393 6,915,000 7,391,346 1,132,442 8,523,787 21,995,686 2039 2040 3,410,000 245,489 3,655,489 3,505,000 3,444,862 876,803 4,321,665 18,550,823 2040 2041 3,505,000 82,525 3,587,525-3,603,485 714,649 4,318,134 14,947,338 2041 2,782,217 573,273 3,355,490 12,165,121 2042 2,901,062 453,878 3,354,940 9,264,059 2043 3,030,024 329,267 3,359,290 6,234,035 2044 3,089,035 199,236 3,288,270 3,145,000 2045 3,145,000 66,950 3,211,950-2046 * Preliminary; subject to change. See notes to DEBT STRUCTURE. TOTAL Debt Outstanding Interest Service Debt FY Maturing Cost Requirement End of Year Year 1,150,080,000 2016 84,975,000 47,855,500 132,830,500 1,065,181,620 2017 93,687,255 46,568,602 140,255,857 971,494,365 2018 78,719,137 41,992,093 120,711,230 892,775,228 2019 73,276,076 39,104,351 112,380,427 819,499,153 2020 71,928,073 36,438,761 108,366,834 747,571,080 2021 66,615,130 33,730,195 100,345,325 680,955,950 2022 60,892,250 31,148,408 92,040,657 620,063,700 2023 62,384,434 28,433,127 90,817,561 557,679,266 2024 53,426,683 25,708,961 79,135,644 504,252,583 2025 52,624,001 23,180,309 75,804,310 451,628,582 2026 44,706,389 20,802,513 65,508,902 406,922,193 2027 44,418,849 18,640,171 63,059,019 362,503,344 2028 43,996,383 16,512,616 60,508,999 318,506,961 2029 41,998,994 14,446,024 56,445,018 276,507,967 2030 38,741,684 12,527,658 51,269,342 237,766,283 2031 39,224,455 10,644,903 49,869,358 198,541,828 2032 40,052,310 8,683,334 48,735,644 158,489,518 2033 33,030,251 6,820,846 39,851,097 125,459,267 2034 31,773,281 5,141,872 36,915,153 93,685,985 2035 23,431,403 3,788,702 27,220,105 70,254,582 2036 17,434,619 2,829,699 20,264,318 52,819,963 2037 13,197,932 2,101,093 15,299,025 39,622,031 2038 10,711,346 1,536,834 12,248,180 28,910,686 2039 6,854,862 1,122,292 7,977,154 22,055,823 2040 7,108,485 797,174 7,905,659 14,947,338 2041 2,782,217 573,273 3,355,490 12,165,121 2042 2,901,062 453,878 3,354,940 9,264,059 2043 3,030,024 329,267 3,359,290 6,234,035 2044 3,089,035 199,236 3,288,270 3,145,000 2045 3,145,000 66,950 3,211,950-2046 A-43

Debt Summary - General Obligation and Revenue Debt as of December 1, 2015 (Includes the Series 2016A New Money Bonds Described Herein) FY2016 FY2015 FY2014 2013 2012 Total Debt $1,150,080,000 $1,120,570,000 $1,147,390,000 $1,112,350,000 $1,086,180,000 Population 296,943 296,943 296,943 296,943 296,943 Total Assessed Valuation $5,331,713,410 $5,331,713,410 $5,247,647,910 $5,274,053,840 $5,343,335,120 Debt Per Capita (Est.) $3,880 $3,774 $3,864 $3,746 $3,658 Percent of Total Debt to Assessed Valuation 22% 21% 22% 21% 20% Total Value of Property (Est.) $18,267,540,070 $18,267,540,070 $18,169,605,450 $18,151,260,970 $14,717,676,775 Percent of Total Debt to True Value 6.31% 6.13% 6.31% 6.13% 7.38% Source: Bureau of the Census, U.S. Commerce Department. [Remainder of page intentionally left blank] Preliminary; subject to change. See notes to DEBT STRUCTURE. A-44

Outstanding Bonds and Notes as of December 1, 2015 (Includes the Series 2016A New Money Bonds Described Herein) Property Tax Municipal Income Public Building Stormwater Metropolitan Levy Bonds Tax Water Works and Non-Tax Management Sewer District & Notes(1) Bonds & Notes(2) Bonds(3) Bonds(3) Bonds(3) Bonds(3) 2010 213,140,000 77,585,000 7,800,000 13,880,000 3,375,000 14,460,000 2011 205,350,000 80,870,000 5,800,000 12,825,000 2,700,000 13,900,000 2012 218,525,000 90,545,000 3,800,000 11,770,000 2,025,000 13,325,000 FY2013* 230,505,000 97,150,000 3,800,000 8,730,000 2,025,000 13,325,000 FY2014 254,740,000 93,385,000 1,800,000 15,310,000 1,350,000 12,735,000 FY2015 243,044,080 98,095,000-15,775,000 675,000 12,135,000 FY2016(est) 270,500,000 96,840,000-13,890,000-11,490,000 Police & Fire Urban Urban Renewal Recreational Off-Street Pension Development Urban Economic Facility Parking Refunding Taxable Redevelopment Development Bonds(3) Facilities Bonds(3) Bonds(3) Bonds(3) Bonds & Notes(3) Bonds & Notes(3) 2010 8,090,000 5,000,000 39,700,000 4,915,000 8,070,000 36,650,000 2011 7,225,000 4,850,000 38,730,000 4,740,000 6,620,000 61,835,000 2012 6,460,000 4,700,000 37,720,000 4,560,000 5,120,000 106,445,000 FY2013* 6,435,000 4,700,000 37,720,000 4,470,000 5,120,000 114,845,000 FY2014 5,660,000 4,450,000 37,230,000 4,270,000 8,965,000 116,030,000 FY2015 4,875,000 4,200,000 35,920,000 4,070,000 7,860,000 103,055,000 FY2016(est) 4,175,000 3,950,000 31,600,000 3,860,000 6,800,000 83,650,000 Economic Gross Property Development Water Works Tax Levy Gross Revenue Judgment Revenue Revenue Supported Supported Gross Bonds(3) Bonds (6) Bonds(5) Debt Debt Total Debt 2010 77,000,000 401,100,000 213,140,000 697,625,000 910,765,000 2011 95,715,000 448,865,000 205,350,000 784,675,000 990,025,000 2012 101,445,000 491,165,000 218,525,000 879,080,000 1,097,605,000 FY2013* 112,220,000 491,165,000 230,505,000 901,705,000 1,132,210,000 FY2014 119,880,000 471,585,000 254,740,000 892,650,000 1,147,390,000 FY2015 119,985,000 450,965,000 243,044,080 857,610,000 1,100,654,080 FY2016(est) 35,505,000 114,340,000 473,480,000 270,500,000 879,580,000 1,150,080,000 (1) Supported by General Tax Levy. (2) Supported by Municipal Income Tax, but property tax support pledged taxable. (3) Supported by current revenue, but property tax pledged. Preliminary; subject to change. (4) Supported by current revenue, but property tax support pledged taxable. (5) Supported by current revenue, no tax support pledged. (6) Supported by current revenue, no tax support pledged & taxable. * FY2013 covers the shortened fiscal period January 1-June 30, 2013. Preliminary; subject to change. See notes to DEBT STRUCTURE. A-45

Ad Valorem Tax Base The assessed valuation of property within the City subject to levy of ad valorem taxes for the past five years is shown in "Table - Assessed Valuation." The assessed property includes real property, public utilities property, and tangible personal property with real property further subdivided into primarily residential, commercial, and industrial valuations. The City has used property tax abatement to a limited extent to encourage development. Real Property. A statutory sexennial reappraisal of real property was conducted in 2014. Overall assessed valuation increased 1.6%. The laws of the State of Ohio presently require that the County Auditor reassess real property at any time such official finds that the true or taxable value thereof has changed, and in the third calendar year following the year in which a sexennial reappraisal is completed if ordered by the Ohio Commissioner of Taxation. In general, real property taxes collected in any calendar year are those levied on assessed values as of January 1 of the preceding year. Existing law requires that taxable real property be assessed at not more than 35% of its true value except that taxable real property devoted exclusively to agricultural use is to be assessed at no more than 35% of its current agricultural use value as determined by the County Auditor in accordance with rules adopted by the Ohio Commissioner of Taxation. Forestry or timber growing real property may be taxed at 50% of the local tax rate upon its true value. Real property taxes for public utilities are those levied on assessed values as of December 31 of the preceding year. Public Utilities. Tangible personal property of public utilities is assessed at various rates (25% to 88% of true value) depending upon the type of property. Effective for collection year 2002, the assessed valuation of electric utility production equipment was reduced from 100% and natural gas utility property from 88% of true value, both to 25% of true value. Makeup payments in varying and declining amounts were to be made through 2016 to taxing subdivisions such as the City by the State of Ohio from State resources. The State of Ohio's 2005 biennial budget bill included a reduction in the 88% assessment rate for electric utility transmission and distribution equipment to 85%, and a reduction in the 25% assessment rate for all electric company taxable property to 24% commencing in tax year 2006. That legislation also provided for a phasing out of the taxation of all personal property used by telephone companies, telegraph companies, or interchange telecommunications companies which occurred in tax year 2011, with State of Ohio reimbursement payments to be made in declining amounts through 2018. In the State of Ohio's 2012 budget public utility personal property tax reimbursements for normal operating expenses paid to the general fund were eliminated effective July 2011. The State of Ohio reimbursements for debt service will continue through 2016 at a fixed amount. Tangible Personal Property. House Bill 66 passed June 30, 2005, phased out the taxation of all tangible personal property used in business over four years beginning in 2006 and ending in 2009, when all such property became exempted from taxation. The phase out applied to most businesses and includes furniture and fixtures, machinery and equipment, and inventory. To compensate for foregone revenue due to the phase out of the tangible personal property tax, the State of Ohio made distributions to taxing subdivisions (such as the City) from revenue generated by a commercial activity tax. Generally, these distributions were expected to fully compensate taxing subdivisions for such tax revenue losses through 2010, with gradual reductions in the reimbursement amount from 2011 through 2017. In the State of Ohio's 2012 budget the tangible personal property tax reimbursements for normal operating expenses paid to the general fund were eliminated. The State of Ohio's reimbursements for debt service will continue through 2017 at a fixed amount. A-46

Assessed Valuation Collection Year Real Property* Public Utility Property** Tangible Personal Property Total 2009 $5,647,647,630 $258,279,260 $28,684,610 $5,934,611,500 2010 5,653,703,070 270,947,630 15,462,590 5,940,113,290 2011 5,548,127,850 279,408,310 0 5,827,536,160 2012 5,047,722,430 295,612,690 0 5,343,335,120 2013 4,960,616,820 313,647,060 0 5,274,263,880 2014 4,896,185,150 351,462,760 0 5,247,647,910 2015 4,946,475,290 385,238,120 0 5,331,713,410 Refers to calendar year. * Analysis of Real Property Assessed Valuation by Type of Property (See below) Real Property Assessed Valuation (By Type of Property) Collection Year Agricultural Commercial Industrial Residential Utilities 2009 $1,316,280 $1,833,163,370 $276,872,310 $3,530,713,210 $5,577,460 2010 1,855,360 1,863,856,900 276,902,230 3,504,843,770 6,244,810 2011 1,775,390 1,795,046,310 268,871,190 3,476,195,560 6,239,400 2012 1,246,130 1,704,687,600 259,975,110 3,075,226,390 6,587,200 2013 1,056,000 1,635,350,450 261,206,740 3,055,938,780 7,064,850 2014 1,056,000 1,590,304,540 254,396,760 3,042,910,120 7,517,730 2015 1,135,000 1,594,763,700 242,587,690 3,100,151,250 7,837,650 Refers to calendar year. Source: Hamilton County Auditor's Office Tax Levy, Collections and Collection Rate Real, Public Utility and Tangible Personal Property Percentage of Current Collections to Current Tax Levy Percentage of Total Collections to Current Tax Levy Collection Year Current Tax Levy Current Collections Prior Year Collections Total Collections 2009 $59,802,565 $54,389,764 90.95% $2,955,848 $57,345,613 95.89% 2010 58,408,485 52,764,131 90.34 2,769,045 55,533,176 95.08% 2011 59,551,554 54,284,679 91.16 3,389,461 57,674,141 96.85% 2012 55,746,203 51,524,395 92.43 3,128,282 54,652,788 98.04% 2013 57,406,633 53,677,666 93.50 2,498,545 56,176,211 97.86% 2014 59,073,337 55,525,299 94.00 2,548,372 58,073,671 98.31% 2015 58,911,009 56,244,684 95.47 2,476,457 58,721,141 99.68% Refers to calendar year. Source: City of Cincinnati Finance Department NOTE: Collections have been reduced for State of Ohio reimbursements of personal property tax that had been included in prior year amounts. These amounts are included in intergovernmental revenues. A-47

Twenty Largest Ad Valorem Taxpayers in City of Cincinnati 2015 The following is a list of the twenty largest ad valorem taxpayers (based on the taxable valuation of their property) subject to the City's taxing jurisdiction. Assessed Percentage of Name of Taxpayer Nature of Business Valuation Total Valuation Duke Energy Ohio Public Utility $ 397,242,430 7.38% City of Cincinnati Municipal Government 121,712,990 2.26% Procter & Gamble Consumer Goods Manufacturing 52,728,290 0.98% Fifth Third Bank Financial Institution 44,815,000 0.83% Christ Hospital Health Care 40,503,560 0.75% Carew Realty Inc. Real Estate Holdings 26,113,270 0.48% Columbia Development Real Estate Holdings 20,039,070 0.37% OTR Real Estate Holdings 17,850,000 0.33% Regency Centers LP Real Estate Holdings 17,233,150 0.32% CVG Partners LLC Real Estate Holdings 15,190,000 0.28% PNC Center Associates LLC Financial Services 15,023,400 0.28% Hertz Center Real Estate Holdings 13,720,000 0.25% Western & Southern Life Financial Services 11,419,200 0.21% Seven West Seventh Inc. Real Estate Holdings 10,640,000 0.20% RRE Williamsburg Holdings LLC Real Estate Holdings 9,558,760 0.18% Bre Retail Residual Owner Consumer Goods & Services 9,192,900 0.17% GA HC Reit II Evergreen Real Estate Holdings 8,924,990 0.17% 255 Fifth Limited Real Estate Holdings 8,886,520 0.17% Hamilton County County Government 7,986,120 0.15% Lytle Capital Partners LLC Real Estate Holdings 7,791,310 0.14% ALL OTHERS 4,529,014,680 84.10% TOTAL $ 5,385,585,640 100.00% Note: The assessed valuation is based upon both the Personal and Real Property Valuation of the largest property holders in the City. Source: Hamilton County Auditor's Office [Remainder of page intentionally left blank] A-48

Tax Duplicate and Levies per $1,000 Assessed Valuation EFFECTIVE RATES DEBT SERVICE INCLUDED IN Collection Year Assessed Valuation Co. Levy School Levy City Levy Total Levy Res./ Agr. Com./ Ind. City Levy Total Levy 2009 5,934,611,500 20.63 67.95 9.89 98.47 65.70 76.08 5.36 10.50 2010 5,940,113,290 21.48 67.87 9.82 99.17 77.44 66.67 5.36 10.31 2011 5,827,536,160 21.48 68.54 10.07 100.09 67.82 79.88 5.47 10.37 2012 5,343,335,120 21.06 70.76 10.50 102.32 73.67 84.72 5.90 11.40 2013 5,274,263,880 21.06 71.34 10.85 103.25 74.81 86.34 6.25 12.20 2014 5,247,647,910 21.06 71.49 12.20 104.75 76.51 88.19 6.50 12.55 2015 5,331,713,410 20.88 70.65 12.10 103.63 75.20 87.94 6.50 11.71 Refers to calendar year. Source: Hamilton County Auditor's Office Investment Policy Summary The City invests public funds in a manner that emphasizes maximum security of principal while meeting daily cash flow needs. Within these two parameters the City's objective is to earn the highest investment return possible while achieving the "prudent person" standard in managing the investment portfolio. Ohio statutes and local ordinances authorize investment in obligations of the U.S. Treasury, federal agencies or instrumentalities, obligations of the State of Ohio, the Ohio subdivision's fund (STAR Ohio), repurchase agreements, no-load money market funds, municipal bonds or obligations of any Ohio political subdivision with at least a AA rating by Standard & Poors, and collateralized certificates of deposit. All security transactions must be conducted on a delivery versus payment basis. All investments must mature within five years from the date of settlement, unless the investment is matched to a specific obligation of the City. The City utilizes a laddered approach to scheduling investment maturities. The weighted average maturity of the investment portfolio shall not exceed three years. To diminish risk exposure to market price fluctuations, all investments are made with the intent to hold the investment until maturity, but may be sold earlier if deemed necessary or appropriate. Copies of the City's current Investment Policy are available from the Director of Finance, Room 250, City Hall, Cincinnati, Ohio 45202. Municipal Fiscal Emergencies The Ohio General Assembly enacted Chapter 118 of the Revised Code (hereinafter in this section the "Act") providing methods for dealing with fiscal emergencies of municipal corporations in Ohio. The Act applies only to those municipal corporations which are determined to have circumstances that constitute the existence of a fiscal emergency condition and, therefore, a fiscal emergency pursuant to Sections 118.03 and 118.04 of the Revised Code, as set forth in the Act. The Finance Director has reviewed applicable portions of the Act and has reviewed records pertaining to the City's circumstances with respect to the Act. Based upon the Finance Director's understanding of the Act, the Director is of the opinion that, with respect to the City, no circumstances or conditions exists that will cause a fiscal emergency condition to be determined to exist under the Act. A-49

General Fund Major Revenue Categories Municipal Income Tax. The City presently levies a municipal income tax at the rate of 2.1%. This tax is subject to reduction or termination by the electors except to the extent of amounts necessary to comply with bond ordinance covenants to make annual appropriations of income taxes in such amounts as are necessary to meet annual debt charges on general obligation bonds. Any such diminution is subject to the provision of Ohio Revised Code Section 5705.51 that "to such extent such tax shall not be subject to diminution by initiative or referendum, or diminution by statute unless provision is made therein for an adequate substitute therefore, other than un-voted taxes on the general tax lists and duplicates (ad valorem property taxes), assigned by law to such purpose." Depending upon the manner in which any such reduction or termination were to be effected, City Council could retain the power to re-impose the tax up to one percent (1%) without elector authorization. The following tabulation reflects the municipal income tax collections, net of refunds, for years and the percentages and amounts legally required to be allocated, by purposes (000's omitted). 1.55% Operating Revenue Municipal Income Tax Collections 0.15% Capital Improvements 0.30% Public Transit 0.10% Infrastructure Percent Increase Year Rate Total 2004 2.10% $193,411 $18,717 $37,434 $12,478 $262,040 1.7% 2005 2.10% 210,537 20,374 40,749 13,583 285,243 8.9% 2006 2.10% 219,000* 21,575 43,149 14,383 298,107 5.9% 2007 2.10% 225,008* 23,431 43,840 14,614 306,883 2.9% 2008 2.10% 231,758* 27,897 45,822 15,274 320,751 5.0% 2009 2.10% 223,800 21,658 43,316 14,439 303,213-5.5% 2010 2.10% 222,497 21,532 43,064 14,355 301,448-0.6% 2011 2.10% 233,752 22,622 45,242 15,081 316,697 5.0% 2012 2.10% 237,103 22,945 45,891 15,297 321,236 1.5% FY 2013 2.10% 127,873 12,375 24,750 8,250 173,248 5.2% FY 2014 2.10% 251,683 24,356 48,713 16,238 340,990 3.47% FY 2015** 2.10% 261,848 25,340 50,680 16,893 354,761 4.0% * City policy through 2008 provided that income tax receipts in excess of the amount forecasted that year were to be transferred to the City's Income Tax Permanent Improvement Fund. In the years indicated with an asterisk (*), those amounts were $2.15 million, $3.84 million, $1.50 million and $4.99 million, respectively. Those excess amounts were carried forward for subsequent year operating needs as approved by City Council. **Unaudited FY 2013 was from January 1 through June 30, 2013. FY 2013 percentage increase was calculated based on January through June 2012. FY 2014 percentage increase was calculated based on 2013 adjusted 12 month Fiscal Year. 2013 adjusted full Fiscal Year total was $329,755. Note: Excess 2006 1.55% City Income Tax revenue was reallocated from the Income Tax Permanent Improvement Fund to the General Fund for subsequent year operating needs. Excess 2007 and 2008 1.55% City Income Tax revenue was reallocated from the Income Tax Permanent Improvement Fund to the General Fund for 2010 operating needs. A-50

Periodically, the City pledges lawfully available municipal income taxes from the 0.15% capital and the 0.1% infrastructure portions to pay annual debt charges. The amounts paid for principal and interest from the 0.15% capital are as follows: Year Amount 2008 $ 6,364,306 2009 7,263,927 2010 9,097,098 2011 9,598,824 2012 10,112,912 FY 2013* 1,817,200 FY 2014 10,354,368 FY 2015** 11,226,968 * FY 2013 was from January 1 through June 30, 2013, interest only. ** Unaudited Intergovernmental Revenues. Intergovernmental Revenues consist primarily of state shared taxes, which include Estate Tax, Property Tax Reimbursements and the Local Government Fund. In 1988, the City and other political jurisdictions in Hamilton County, Ohio agreed to use an alternative formula in lieu of the statutory formula for the distribution of the Local Government Fund. The State of Ohio's 2012 budget included budget reductions to the Local Government Fund and the Property Tax Reimbursement related to the tangible personal property and utility personal property reimbursement. The budget included a 25% reduction to the Local Government Fund for the State of Ohio's fiscal year 2012 and a 50% reduction for the State of Ohio's fiscal year 2013. This translates to a reduction of $200,000 in 2011, $8.4 million in 2012 and $11.9 million in 2013 and future year to the General Fund. The State of Ohio budget also includes an accelerated phase out of the tangible personal property tax reimbursements and public utility personal property that resulted in reduction in revenue of $1.8 million for 2011, $2.2 million for 2012, $1.8 million in 2013, $1.5 million in 2014 and $1.1 million in 2015 to the General Fund. The State of Ohio's 2016 budget (House Bill 64) reduced the Local Government Fund supplemental amounts distributed to municipalities for fiscal year 2016 and 2017. The estimated reduction is approximately $1.3 million or 45.6% for FY2016. The Local Government Fund distributed through Hamilton County is projected to be above estimate by $550,000. The net negative budget impact is $727,000. The Estate Tax was discontinued in 2013 pursuant to State of Ohio legislative action. The City received $21.4 million in 2012, $5 million in stub fiscal year 2013, $6.2 million in fiscal year 2014 and $1.7 million in FY2015 from this source. These payments are being received due to lag in time settling the estates for those individuals who were deceased prior to January 1, 2013. In August of 2012 the Hamilton County Auditor distributed Ohio estate tax proceeds for a single decedent s estate which exceeded $7.8 million. The City received $6.24 million as the jurisdiction entitled to the local portion of the estate tax under Ohio law. The City confirmed the unusually large tax receipt with the Auditor on notification in 2012. In 2015, the Auditor discovered that the proceeds had been distributed to the City in error. The decedent did not reside in the City but another local jurisdiction. The Auditor communicated his error to the City in May of 2015. City and the County Auditor has resolve the payment through an agreed payment plan with the City making repayments starting in July 2016 tax settlement and continuing with each semi- annual tax settlement through July 2018. Interest of 2% per annum will be paid by the City on the unpaid principal balance of the amount due commencing August 1, 2015. A-51

The opening of four casinos throughout Ohio resulted in a new revenue stream of Casino Tax that began in 2012. Revenue of $8.5 million was received for fiscal year 2014 and $8.0 million was received for fiscal year 2015. Original projections have proved to be optimistic in the new Ohio gaming market. The market continues to develop with the addition of casinos. While the market develops, revenue estimates have been based on known market factors and early actual results from the opened casinos. The following reflects the actual receipts from the major sources for the past five years. Intergovernmental Revenues (000's omitted) Year Estate Tax Property Tax Reimbursements Local Government Fund Casino Tax ** Total 2010 $13,623 $5,538 $25,728 N/A $44,889 2011 15,174 2,919 25,555 N/A 43,648 2012 21,408 2,041 17,532 $1,047 42,028 FY 2013 + 4,979 1,022 6,977 2,327 15,106 FY 2014 ++ 6,161 2,284 13,052 8,472 29,969 FY 2015 * 1,703 2,520 13,777 8,019 26,019 Unaudited ** Casino Tax began in 2012 + Fiscal period January 1 through June 30, 2013 ++ Fiscal period July 1, 2013 through June 30, 2014 Management's Discussion of Operations Fiscal Year Change. The City has switched to a new fiscal year beginning in July 2013. The new fiscal year will be July 1 June 30 th. The primary reason for the change is to be on the same fiscal year as the State of Ohio. Due to potential budget reductions and the possibility of State shared revenues being reduced, similar fiscal years will greatly assist the City with the annual budget process. The secondary reason for the change is due to the timing of City Council elections. Council members serve four-year terms and are sworn in on December 1st. The City s current budget must be adopted by December 31 st leaving only 30 days after members are sworn in to review and adopt a new budget. Under this timeline most budgets are approved without new council members input or understanding of the budget. This change in fiscal year will improve the overall timing of the budget process. While City Council appropriation of General Fund expenditures is required by law on an annual basis, the City administration performs multi-year planning and biennial budgeting. Therefore, the City administration has already recognized budgetary challenges in future years and is working to prepare potential solutions for presentation to City Council. Reserve accounts at July 1, 2015 were 11.7% of fiscal year 2015 revenue, above the 5% floor established by City Council. The actual General Fund FY2015 revenues of $370.1 million were above revenue estimates of $358.3 million by $11.8 million, or 3.3% due to increase in income tax, admission tax, license and permits, charges for services and unexpected estate tax. Actual General Fund expenditures for FY2015 of $365.5 million were lower than the budgeted amount of approximately $367.71 million by approximately $2.2 million. The savings is due to the timing of filling vacancies in the newly established departments of Community and Economic Development and Economic Inclusion, position vacancy savings due to the soft freeze implemented for the last two months of the fiscal year, and non-personnel savings in Fire, Public Service and ETS. This total savings variance represented 0.6% of the total budgeted expenditures. A-52

There was not a savings budgeted as part of FY2015 but annually about 0.5% of the budget is not expensed. The FY2016 General Fund estimated current revenues are equal to the FY2016 budgeted expenditures. This represents the second year in a row that the City of Cincinnati has a structurally balanced budget. Moving forward, it is crucial that this continue to be the practice for future budget cycles. [Remainder of page intentionally left blank] A-53

GENERAL FUND Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget (Non-GAAP Budgetary Basis) and Actual For the Years Ended December 31, 2011-2012 and June 30, 2013-2016 (000's omitted) FY2016 FY2015 FY2015 FY2014 FY2014 FY2013 FY2013 2012 2012 2011 2011 Final Unaudited Final Final Budget Budget Actual Budget Actual Stub Budget Stub Actual Budget Actual Budget Actual Revenue General Property Taxes $ 26,869 $ 27,040 $ 26,866 $ 24,035 $ 24,181 $ 10,760 $ 10,997 $ 21,969 $ 22,623 $ 24,291 $ 23,574 City Income Tax 267,400 257,917 261,848 250,056 251,683 119,752 127,873 239,600 238,210 220,212 233,752 Admissions and Occupancy Taxes 5,330 4,600 5,421 4,500 5,279 1,402 1,719 3,855 4,616 3,805 4,450 Licenses and Permits 12,640 11,164 13,863 11,415 12,681 4,060 4,535 6,900 6,600 7,290 7,253 Fines, Forfeits and Penalties 7,045 6,591 5,520 4,592 4,409 2,050 2,147 4,700 4,286 5,889 4,445 Use of Money and Property 2,770 2,576 3,091 2,425 2,195 1,665 1,481 3,795 3,528 5,870 5,902 Intergovernmental Revenue 24,309 23,125 26,019 28,128 29,970 15,164 15,306 33,956 42,028 43,647 43,647 Charges for Current Services 26,255 20,664 25,545 21,658 23,767 8,825 8,818 20,068 20,560 22,876 22,958 Miscellaneous 4,690 4,588 1,885 3,569 1,660 385 2,567 3,215 2,498 4,553 3,267 TOTAL REVENUE $ 377,308 $ 358,265 $ 370,058 $ 350,378 $ 355,825 $ 164,063 $ 175,443 $ 338,058 $ 344,949 $ 338,433 $ 349,248 Expenditures General Government 71,325 66,444 63,955 69,383 65,886 29,006 27,592 57,536 52,360 39,094 36,989 Parks and Recreation 24,044 23,905 23,858 24,297 24,035 11,805 11,763 24,082 23,972 16,715 16,947 Public Safety 230,929 225,334 225,694 220,543 218,120 112,543 111,709 226,899 225,544 174,390 168,824 Transportation & Engineering 4,903 3,377 3,348 3,776 3,621 1,612 1,528 3,562 3,164 1,350 1,152 Public Services 18,513 20,613 20,321 21,342 20,450 8,809 8,542 19,730 18,658 17,010 16,268 Public Health 16,712 18,844 18,813 21,223 21,100 10,591 10,564 20,003 19,909 13,740 13,905 Employee Benefits 1 8,226 8,123 8,457 10,385 10,118 3,877 3,604 10,652 10,804 93,394 92,382 Capital Outlay 29 176 124 170 169 60 49 220 38 185 188 Debt Service 1,685 930 906 949 811 171 171 971 971 TOTAL EXPENDITURES $ 376,366 $ 367,746 $ 365,476 $ 372,068 $ 364,310 $ 178,474 $ 175,522 $ 363,655 $ 355,420 $ 355,878 $ 346,655 Transfers Operating Transfers In - 3 68 68 3,046 3,046 11,000 11,723 4,761 4,847 Operating Transfers (Out) 2 (3,372) (5,422) (5,422) (3,075) (3,075) (500) (500) (1,000) (3,497) (2,375) (2,375) Total Financing Sources (Uses) (3,372) (5,422) (5,419) (3,007) (3,007) 2,546 2,546 10,000 8,226 2,386 2,472 Revenue Net of Expenditures and Transfers (2,430) (14,903) (837) (24,697) (11,492) (11,865) 2,467 (15,597) (2,245) (15,059) 5,065 Cancellation of Prior Years' Encumbrances 1,421 1,847 1,802 2,400 889 2,460 1,818 881 1,779 1,976 Fund Balances, January 1 $ 26,341 $ 25,331 $ 25,331 $ 34,423 $ 34,423 $ 29,496 $ 29,496 $ 30,860 $ 30,860 $ 23,819 $ 23,819 Fund Balances (End of Fiscal Year) 3 $ 23,911 $ 11,849 $ 26,341 $ 11,528 $ 25,331 $ 18,520 $ 34,423 $ 17,081 $ 29,496 $ 10,539 $ 30,860 NOTES TO TABLE: 1 As of 2012 employee benefits directly related to employees have been added to each department's appropriation. 2 FY 2015 included a one-time transfer out of $4 million to repay certain tax increment financing districts for a 2011 payment to the Board of Education of the City School District of the City of Cincinnati. 3 The end of the Fiscal Year refers to December 31 with respect to FY 2011-FY 2012 and June 30 with respect to FY 2013-FY 2016. The General Fund Non-GAAP statements include inventory, advances and cash in stores funds that are not included in Cash Basis General Fund statements. For FY 2015 these items equal $7.32 million. A-54

Working Capital Reserve. The City maintains a Working Capital Reserve fund that, by ordinance, must be from 5% to 8% of estimated General Fund revenue. The Working Capital Reserve fund balance at fiscal year-end 2015 was $21.7 million, which is approximately 5.87% of 2015 General Fund revenue. The 2012 budget included a $1 million transfer to the Working Capital Reserve. Year Balance at Year End 2008 $25,312,304 2009 26,029,797 2010 19,640,158 2011 20,021,611 2012 21,249,720 FY 2013 21,348,302 FY 2014 21,495,254 FY 2015* 21,714,135 *Unaudited The Government Finance Officers Association (GFOA) recommends that local governments establish a formal policy on the level of unrestricted funds that should be maintained in the general fund. The City s Fund Balance Stabilization Policy approved by City Council in June 2015 references GFOA s recommended two months of operating revenues, or 16.7%. The four components that make up the City s Stabilization Funds are the General Fund Carryover Balance, General Fund Contingency Account, Emergency Reserve and the Working Capital Reserve. The total Stabilization Funds balance at the end of FY2015 is $43.1 million which is composed of $21.7 million in Working Capital Reserve, $2.4 million in the Emergency Reserve and $19.0 million in carryover fund balance and is 11.7% of actual FY2015 General Fund revenues. [Remainder of page intentionally left blank] A-55

APPENDIX B COMPREHENSIVE ANNUAL FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2014 [SEE ATTACHED] B-1

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COMPREHENSIVE ANNUAL FINANCIAL REPORT Director of Finance: Reginald E. Zeno Assistant Director of Finance: Karen Alder Finance Manager: Mark Ashworth 2014

INTRODUCTORY SECTION

CITY OF CINCINNATI, OHIO COMPREHENSIVE ANNUAL FINANCIAL REPORT For the fiscal year ended June 30, 2014 TABLE OF CONTENTS INTRODUCTORY SECTION Page Letter of Transmittal... 5 Certificate of Achievement... 13 Principal City Officials... 15 Organization Chart... 17 FINANCIAL SECTION Page Report of Independent Auditors... 21 Management s Discussion and Analysis... 24 BASIC FINANCIAL STATEMENTS: Basic Financial Statements: Government-wide Financial Statements: Statement of Net Position... 39 Statement of Activities... 41 Fund Financial Statements: Balance Sheet Governmental Funds... 42 Reconciliation of the Balance Sheet to the Statement of Net Position Governmental Funds... 43 Statement of Revenue, Expenditures and Changes in Fund Balances - Governmental Funds... 44 Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances to the Statement of Activities Governmental Funds... 45 Statement of Net Position Proprietary Funds... 47 Statement of Revenues, Expenses, and Changes in Fund Net Position Proprietary Funds... 49 Statement of Cash Flows Proprietary Funds... 50 Statement of Fiduciary Net Position Fiduciary Funds... 52 Statement of Changes in Fiduciary Net Position Fiduciary Funds... 53 Notes to Financial Statements... 55 Required Supplementary Information Schedule of Changes in Net Pension Liability... 115 Schedule of Employer Contributions... 115 Schedule of Funding Progress Healthcare Plan... 116 Schedule of Employers Contributions Healthcare Plan... 116 Budgetary Comparison Schedule General Fund... 117 Note to the Required Supplementary Information... 118 1

TABLE OF CONTENTS (Continued) FINANCIAL SECTION (Continued) Page Supplementary Information Major Governmental Fund: Schedule of Revenues, Expenditures and Changes in Fund Balance Budget (Non-GAAP Budgetary Basis) and Actual General Fund... 123 Statement of Revenue, Expenditures, and Changes in Fund Balance... 129 Schedule of Revenues, Expenditures and Changes in Fund Balance Budget (Non-GAAP Budgetary Basis) and Actual Capital Projects Fund... 134 Schedule of Revenues, Expenditures and Changes in Fund Balance Budget (Non-GAAP Budgetary Basis) and Actual Debt Service Fund... 136 Nonmajor Governmental Funds... 137 Combining Balance Sheet Nonmajor Governmental Funds... 139 Combining Statement of Revenue, Expenditures and Changes in Fund Balances Nonmajor Governmental Funds... 142 Schedules of Revenue, Expenditures and Changes in Fund Balance Budget (Non-GAAP Budgetary Basis) and Actual Tax Increment Financing Funds... 145 Health Services Fund... 146 Street Construction, Maintenance and Repair Fund... 147 Income Tax Infrastructure Fund... 148 Income Tax Transit Fund... 150 Motor Vehicle License Fund... 151 Special Recreation Fund... 152 Recreation Grants Fund... 154 Parks Fund... 155 Safety Fund... 156 Health Fund... 157 Cincinnati Blue Ash Airport Fund... 158 Community Development Fund... 159 Department of Labor Grants Fund... 161 Other Grants Fund... 162 Bettman Nature Center... 164 Groesbeck Endowment Fund... 165 Schmidlapp Park Music Fund... 166 Joanna Peters Bequest... 167 The W.M. AMPT Music Endowment Fund... 168 Crosley Field Trust... 169 Kroger Trust... 170 Yeatman s Cove Park Trust... 171 Park Board Fund... 172 Nonmajor Enterprise Funds... 173 Combining Statement of Net Position... 175 Combining Statement of Revenues, Expenses and Changes in Fund Net Position... 176 Combining Statement of Cash Flows... 177 2

TABLE OF CONTENTS (Continued) FINANCIAL SECTION (Continued) Page Internal Service Funds... 179 Combining Statement of Net Position... 181 Combining Statement of Revenues, Expenses and Changes in Fund Net Position... 183 Combining Statement of Cash Flows... 184 Fiduciary Funds Agency Funds... 187 Combining Statement of Fiduciary Assets and Liabilities Agency Funds... 189 Combining Statement of Changes in Assets and Liabilities - Agency Funds... 190 Capital Assets Used in the Operation of Governmental Activities... 193 Schedule by Source... 195 Schedule by Function and Activity... 196 Schedule of Changes by Function and Activity... 197 Schedules: Outstanding Bonds and Notes... 201 Schedule of Annual Debt Service... 202 Schedule of Expenditures of Federal Awards... 203 Infrastructure Income Tax... 209 STATISTICAL SECTION Page Financial Trends Schedule of Net Position by Category... 215 Schedule of Changes in Net Position... 216 Fund Balances, Governmental Funds... 218 Changes in Fund Balances, Governmental Funds... 219 Program Revenues by Function... 220 Total Revenue by Source, Governmental Funds... 221 Tax Revenue by Source, Governmental Funds... 221 Revenue Capacity Income Tax Revenue Base and Collections... 222 Income Tax Revenues (GAAP and Non-GAAP)... 223 Assessed Valuations and Estimated True Values... 224 Real Property Assessed Valuation by Type of Property... 224 Property Tax Rates - Direct and Overlapping Governments... 225 Principal Property Taxpayers.... 225 Property Tax Levy and Collections... 226 Water Works Top Ten Retail Customer Data... 227 Water Works Historical and Projected Water System Pumpage... 228 Water Works Accounts Receivable... 228 Debt Capacity Ratios of Outstanding Debt by Type... 229 Ratio of Net General Bonded Debt... 230 Computation of Direct and Overlapping Debt... 230 Legal Debt Margin... 231 3

TABLE OF CONTENTS (Continued) STATISTICAL SECTION (Continued) Page Debt Capacity Revenue Bonds Debt Service Coverage... 232 Bond Retirement Fund Balance, Southern Railway Revenue and Capital Improvement Plan... 233 Water Works Historical Financial Operations... 234 Water Works Projected Operating Results... 235 Water Works Senior Bonds and Senior Subordinated Debt Service Requirements... 236 Demographic and Economic Information Population Statistics... 237 Ten Largest Employers... 238 Construction and Property Values... 239 Salaries of Principal Officials... 240 Surety Bond Coverage... 240 Annual Employment Average by Industry... 241 Operating Information Full-Time Equivalent Positions by Function/Program... 242 Operating Indicators by Function/Program... 243 Capital Asset and Infrastructure Statistics by Function/Program... 244 4

February 26, 2015 The Honorable Mayor, Members of City Council, and the Citizens of the City of Cincinnati, Ohio We are pleased to submit the City of Cincinnati s Comprehensive Annual Financial Report (CAFR) for the fiscal year ended June 30, 2014. State law requires that the City of Cincinnati annually publish a complete set of financial statements for the results of its fiscal operations, presented in conformity with generally accepted accounting principles (GAAP). This report is prepared by the Department of Finance, which is responsible for the accuracy of the data and the completeness and fairness of its presentation, including disclosures. We believe that the information presented is accurate in all material respects and reported in a manner designed to show the financial position and operating results of the City. GAAP require that management provides a narrative introduction, overview, and analysis to accompany the basic financial statements in the form of Management s Discussion and Analysis (MD&A) that is located on page 24. This letter of transmittal is designed to complement the MD&A and should be read in conjunction with it. The Administration believes that the City's internal control structure provides reasonable assurance that assets are safeguarded, transactions are recorded and reported appropriately, and policies are followed. The concept of reasonable assurance recognizes that the cost of a control procedure should not exceed the expected benefit. An important element of the City's control structure is the ongoing program to promote control consciousness throughout the organization. The Administration's commitment to this program is emphasized through written policies and procedures, and a well-qualified financial staff. In 2012, the City made the decision to change from a calendar year to a fiscal year beginning July1st and ending June 30th. This resulted in 2013 being a six month conversion year. The Auditor of the State of Ohio has audited the accompanying financial statements for fiscal year 2014. Their report is included herein. A single audit is an organization-wide financial and compliance audit that is conducted in lieu of the traditional grant-by-grant multiple audits performed in the past. Federal law requires us to have this single audit of all City activities. We have remained in compliance with this requirement since its inception in 1985. The Auditor of the State of Ohio conducted the single audit for the 2014 fiscal year. Profile of the Government Cincinnati was founded in 1788, chartered as a village in 1802, and incorporated as a City in 1819. It is located on the Ohio River in Southwestern Ohio near the junction of Ohio, Indiana and Kentucky. Voters approved major revisions to the City Charter in 1926 to provide for home rule and the council-manager form 5

of government. The City s form of government was modified in 2001 based on a charter amendment approved by the voters in 1999 to implement a stronger Mayor form of government. The Mayor is chosen through a direct election and the nine members of City Council are chosen in a separate at-large election. The Mayor is elected to a four-year term and City Council members are elected to two-year terms. Term limits enacted in November 1993 limit members of City Council to four consecutive two-year terms and the Mayor to two consecutive four-year terms. In November 2012 voters approved a change in the City Council terms to two consecutive four-year terms beginning with the 2013 election. The Mayor appoints the City Manager subject to prior approval of the City Council. The City is the only governmental unit in the reporting entity; it has no component units. In determining what constitutes the City reporting entity, the criteria established by the Governmental Accounting Standards Board were used. The City is not financially accountable for any potential component units. Hamilton County and the Cincinnati City School District are separate governmental jurisdictions that overlap the City's boundaries. These entities are not included in the City's financial reports. An annual operating budget is adopted each fiscal period for the General Fund and several Special Revenue Funds which operate on an annual budget. Budgetary data is presented for these funds as well as the Capital Projects Fund, Debt Service Fund, TIF Funds and other Special Revenue Funds which are mostly grants. For each budgeted expenditure classification, the level of appropriation control, which may not be exceeded, is: personal service, non-personal service, capital outlay, and debt service. Any revisions that alter the appropriation control classification of any division within a City department must be approved by the City Council. Encumbrances do not lapse and are included as expenditures in the current period budget (Non-GAAP Budgetary Basis). The City provides the full range of municipal services including police and fire protection, parks, recreation, public services (highways, streets, and waste collection), health and human services, culture, public improvements, planning and zoning, general administrative, water and sewer services. Information Useful in Assessing the Government s Economic Condition Local Economy The City's diverse and strong economic base has been and continues to be a source of financial stability for the City. The City is a world leader in the production of machine tools, playing cards, soaps and detergents. It is a prominent producer of building materials, cans, chemicals, clothing, cosmetics, electronic equipment, jet engines and valves. Cincinnati is home to nine Fortune 500 companies and 2 Fortune 100 companies. According to the Greater Cincinnati Chamber of Commerce in its Economic Outlook 2014, the economy recovered at a slow rate in calendar year 2013 and is expected to continue to improve in 2015. The region s businesses continue to move forward and we expect to see more momentum in 2015. Regional unemployment is still lower than the national rate and continued job growth is expected for 2015. The unemployment rate in the Cincinnati MSA reached a high of 9.9% in 2009. While the rate has dropped consistently to 7.4% in 2013 and 7.3% in 2014, it is not expected to reach the pre-recession employment level. Modest job growth is expected to continue into 2015. The underemployment of individuals and the reduction of the number of people participating in the active labor force are concerns and are not considered in the unemployment rate. Cincinnati s keys to successful recovery are in its ability to attract and maintain businesses and to reduce the impact of loss of population and jobs to growing suburban areas. Per the U.S. 2010 Census, the City of Cincinnati s population was 296,943. The 2013 population estimates made by the Census Bureau has the Cincinnati population increasing to 297,517. 6

Long Term Financial Planning City Council established standards for a minimum working capital reserve account in 1984 to assure a strong financial position and to protect Cincinnati's general obligation bond rating during periods of fiscal stress. The policy called for achievement of a minimum reserve level, for emergency needs of a catastrophic nature, of no less than 5% or more than 8% of general operating revenues by December 31, 1986. The targeted year-end reserve level was achieved in January of each period 1985 through FY2014. The target reserve of $21.5 million (6.03% of FY2014 General Fund revenue) has already been achieved. Actual Non-GAAP General Fund expenditures/encumbrances for fiscal year 2014 were $364.3 million which is a $7.8 million decrease compared with budgeted fiscal year 2014 expenditure/encumbrances of $372.1 million. Actual Non-GAAP revenue for fiscal year 2014 of $356.3 million was more than budgeted fiscal year 2014 revenues of $350.4 million. The actual revenue exceeded the original fiscal year 2014 revenue estimate of $350.4 million by $5.45 million. Moody s rates the City s general obligation bonds Aa2, the third highest rating. The City s bond rating by Standard and Poor was downgraded from AA+ to AA-, the fourth highest rating. The rationale for the downgrade reflects the City s high direct debt as a percent of total revenue as well as exposure to high pension liabilities. Relevant Financial Policies Cash temporarily idle during the year was invested in Certificates of Deposit, obligations of the U.S. Treasury, obligations of a federal government agency or instrumentality, Ohio Municipal securities, and City of Cincinnati notes/bonds. The City has an investment committee that meets regularly to review investment policies and procedures. Beginning in March 2003, separate portfolios were created for general investments and bond investments in order to track specific interest earned on bond proceeds. The City s Investment Policy, which was approved by the Mayor and City Council, is to minimize credit and market risks while maintaining a competitive yield on its portfolio. Accordingly, deposits are either insured by federal depository insurance or collateralized. The investments held by the City at June 30, 2014 were either backed by the full faith and credit of the U.S. Government or were investments with a credit rating of A and above. The City utilizes the services of two professional investment management firms, Bond Tech, Inc. and Nuveen Asset Management, to manage a portion of the City s investment portfolio. The portfolios managed by these firms must follow the same laws and investment policies that guide the City s internally managed portfolio. As of June 30, 2014 the par value of City assets managed by these firms was $150.25 million by Bond Tech and $197.24 million by Nuveen Asset Management. The par value of the assets managed internally by the City s Treasury Division was $462.61 million. The assets managed internally include the assets invested from the sale of bond proceeds as well as the assets needed to satisfy the cash requirements of the City. As of June 30, 2014, the investment allocation of the aggregate portfolio was as follows: U. S. Treasury Notes: 30.29% U.S. Agency Securities: 32.35% Certificates of Deposit 1.49% Ohio Municipal Debt 9.67% City of Cincinnati Notes 9.42% Overnight Funds/ Cash 16.78% 7

The City maintains a comprehensive all-risk property insurance program through a commercial carrier, covering approximately $1.36 billion in property values. The program contains a $100 thousand deductible, provides coverage in the amount of $300 million per occurrence, and has a maximum limit of $50 million for earthquake damage and $50 million for flood damage. The City of Cincinnati Retirement System s net plan assets were $2.3 billion as of June 30, 2014 compared to $2.1 billion as of June 30, 2013. The net investment return for the fiscal year ending June 30, 2014 was 18.5%. The Cincinnati Retirement System s actuary reported the December 31, 2013 pension funded ratio of 63.2% and the health care funded ratio of 109.1%. This compares to the December 31, 2012 pension funded ratio of 61.3% and health care funded ratio of 98.8%. In 2011, the City approved certain benefit changes to the pension and health care programs to reduce liabilities and stabilize plan financials. Following these changes, certain active and retired members filed various lawsuits. The City and the adverse parties agreed to a collaborative mediation in Federal District Court to attempt to reach an agreed resolution. Pursuant to Ordinance No. 38-2014, adopted by the City Council on March 19, 2014 (the Mediation Ordinance ), the City Manager has been authorized to negotiate and enter into a global consent decree with respect to the pension issues. The mediation is ongoing and may result in a termination of the pending pension lawsuits. Natural Resources and the Environment Metropolitan Sewer District of Greater Cincinnati (MSD) operates and maintains the stormwater/wastewater collection and treatment system, utilizing best prescribes and industry recognized asset management programs making economical and efficient investments that improve public health and the environment as required under the Clean Water Act. Through its work with stakeholders and utilizing sound practices and good science, MSD efforts have led to improvements in watershed health of the rivers and streams within our service area. MSD fosters greater understanding and value of our watersheds to the general public through school programs and sharing information at community events and facility tours. The role MSD plays through management and improvement of our assets has tremendous impact on our natural resources. Water quality within our rivers and streams has improved over the last decade and continues to show improvements. MSD has posted data on its website and we regularly partner with local environmental community to share expertise and develop action plans to improve water quality for the benefit of our ratepayers and the community we serve. MSD s Project Groundwork is a major capital improvement program to implement sustainable infrastructure solutions to reduce the amount and speed of stormwater runoff entering our collection systems to help reduce the amount of traditional infrastructure and capital investments that are needed to maintain water quality. MSD is implementing integrated watershed solutions that couple CSO reduction projects with green infrastructure and community revitalization that will achieve better environmental outcomes than traditional grey solutions. Our sustainable solutions result in better stream habitat and aquatic life. Protection and restoration of our watersheds also helps support the City s community development efforts. Bike trails along greenways and redevelopment along day lighted streams are ways green infrastructure leads to stronger communities. MSD is exploring ways to work in collaboration with utilities, policy leaders and environmental activists to encourage the Governmental Accounting Standards Board to consider modifying accounting standards to include the economic value of natural resources in determining the capital asset value of water, wastewater and power utilities. The value of these assets would then be included in the planning for and funding of capital projects. Major Initiatives In 2014, the City continued to improve customer service throughout city government and promote 8

revitalization of neighborhoods, downtown, and the riverfront area. Major initiatives, accomplishments and positive changes were made in the following areas and are of particular interest. General Electric Global Operations Center. General Electric (GE) is locating its U.S. Global Operations Center to a new 10 story office tower at The Banks in the City s riverfront area. It will be one of five such centers in the world. GE will employee 1,800 at the operations center who perform functions, such as, finance and information technology for its myriad business units. The total private investment is expected to be $90 million. Construction is underway and will be completed in the fall of 2016. It is estimated that 371 people will work on the construction of the building. dunnhumby Centre at 5 th and Race. Construction is well underway on the new 9 story, $36 million, 200,000 square foot headquarters for dunnhumbyusa at the downtown corner of Fifth and Race. The new office building also includes a $52 million 1000 space parking garage that will open in November, 2014 and an additional 27,000 square feet of new commercial and retail space. dunnhumbyusa anticipates it will grow to 1,000 employees over the next five years and 550 of those 1,000 jobs will be new jobs. The entire $88 million project is on schedule to be completed in April 2015. Former Enquirer Building. The 246,160 square foot former Cincinnati Enquirer Building in downtown is being renovated by SREE Hotels into two distinct hotels. Hampton Inn and Homewood Suites will both open within the same building. Combined, the hotels will total 243 rooms. Total private investment in the project will be about $27 million. Construction will be completed the end of 2014. When finished, the historic building will be Leadership in Energy & Environmental Design (LEED) certified, and will employ 35 FTEs. Streetcar Project. The City is constructing a modern streetcar system connecting the Central Business District (CBD) and the Uptown area through the Over-the-Rhine (OTR) neighborhood. Phase 1a of the system consists of a 3.6 mile circulator route through the CBD and OTR extending from The Banks riverfront development at 2nd Street to Henry Street near Findlay Market. The Phase 1a route will be serviced by five modern streetcar vehicles operating on embedded rail in shared right-of-way, with 18 station stops and a maintenance facility at the northern end of the route. The City broke ground on the initial utility relocation work in February 2012. In September 2012, CAF USA was selected to build the five streetcar vehicles. In July 2013, the City executed a construction contract with Messer/Prus/Delta Railroad JV (MPD) and construction work began. Construction of the entire Phase 1a system is expected to be completed in March 2016, with revenue service scheduled to begin in September 2016. Renaissance Hotel - Bartlett Building. Construction was completed this past year and the Renaissance Hotel in the former Bartlett Building downtown opened in September. The project achieved LEED Silver Certification and has created 125 permanent full time jobs. A tax exemption for the redevelopment of the building into a 323-room luxury hotel was granted on the estimated construction cost of $33 million. Built as the Union Trust Building, the 18-story tower stood as Ohio s tallest building for three years and Cincinnati s tallest for 12 years. It was added to the National Register of Historic Places in 2008 and was vacant since 2010. 7th and Broadway Tower. Broadway Development 2001, Ltd. and Al Neyer Inc. are currently constructing a new seven floor, 111-unit apartment tower above the City s existing seven story parking garage in downtown. The tower will have a mix of units ranging from studios to two bedroom units with a den. The average unit will be 850 square feet. The lease rates are expected to be consistent with the top end of the downtown market. The total project cost is estimated at $22.3 million and is on schedule for completion in 2015. Mabley Place. The former Tower Place Mall has been reinvented into a new 775 parking spaces and retail complex called Mabley Place. The $9 million renovation of the garage was completed in 2014 by Chinedum Ndukwe of Kingsley Wells Enterprises, LLC and Jake Warm of JDL Warm Construction. Also, a 9

2,400 square foot new Domino s Pizza store, with dine-in eating, was completed and opened. This is the first Dominos Pizza to locate in Downtown. Holiday Inn at 7th and Broadway. Ground breaking took place in November 2014 for a new 115 suite $11.5 million Holiday Inn. The 6 story facility will be Cincinnati s first downtown hotel construction in 30 years. It will include an indoor pool, meeting rooms, and a first floor kitchen and restaurant. Oakley Station. A 74-acre redevelopment of abandoned industrial space in one of the City's most rapidly appreciating neighborhoods, Oakley Station is anticipated to be an 855,000 square foot mixed-use development containing retail, entertainment, office and residential components. The total cost of the project is estimated to be $120 million. The developer anticipates that at full build-out, over 1,700 people will work on the site and the City estimates that those employees will generate nearly $800,000 in earnings tax each year. The City is assisting the project in three ways: 1) providing up to $9.9 million in tax increment financing for roadway improvements; 2) secured a $3.3 million in Clean Ohio grants for environmental remediation; 3) completing a major roadway improvement, the Kennedy Connector. In 2011, the developer completed above-grade environmental remediation and demolition. Public roadway and utility improvements were completed in 2013. Cincinnati Children s Hospital Medical Center. Construction on a new 1.4 million square foot research facility commenced in 2012. The project will give Children s Hospital the largest pediatric research facility in the country. The new tower will cost $180 million, with no financial assistance from the City. The 15-story tower will add 425,000 square feet to the Burnet Avenue campus, creating enough space for Children s to hire up to 100 new research employees over the next five years. The hospital plans to raise about $54 million from private donations and pay for the rest of the tower with operating earnings, reserves and investment income. The research tower is scheduled for completion by summer 2015. The Gantry. Milhaus Development has purchased vacant City-owned property at Hamilton and Blue Rock in Northside and other underutilized property nearby. The company has begun construction of a mixeduse development with approximately 130 apartments and 8,000 square feet of storefronts, not to mention the renovation of standalone historic building which will become the home of a business called Wire & Twine. In total, the development represents over $13 million in private investment. The City has committed up to $400,000 to improving public infrastructure adjacent to the property. University Station. The University Station development consists of two phases; the first largely in Norwood, and the second largely in Cincinnati. The $54 million first phase, which consists of apartments, retail, and office space, has been substantially completed. Most of the space has been leased and some is already occupied. A speculative restaurant pad has been completed on the Cincinnati side of the corporation line, and a second phase of approximately 120,000 square feet of office space is anticipated to begin on the Cincinnati side along Dana Avenue once tenants are committed. The next phase is anticipated to start in 2015. Mercy Health Headquarters. Mercy Health, the largest health care organization in Ohio and formerly known as Catholic Health Partners, has committed to consolidating its headquarters and administrative functions at the former Showcase Cinema property in Bond Hill. The company is receiving an incentive package from the City worth potentially as much as $24.5 million, in exchange for making $70 million in private investments in 350,000 square feet of office space, creating 650 new jobs, and retaining 400 existing jobs in Cincinnati. Construction is expected to begin in 2015 and be completed in 2016. Keystone Parke/Select Medical. The next phase of Neyer Properties Keystone Parke office campus in Evanston, Keystone II, is set to begin construction in late 2014. This phase consists of an acute care hospital facility which is a joint venture of Select Medical Corporation and TriHealth, which represents $20 million in private investment and 200 total new and retained jobs. The City is taking out an Ohio State Infrastructure Bank (SIB) financing package in the amount of $5 million for public parking and public 10

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CITY OF CINCINNATI, OHIO Principal City Officials CITY COUNCIL John Cranley, Mayor First term David Mann, Vice Mayor, First term Amy Murray, Second Term Chris Seelbach, Second term Yvette Simpson, Second term PG Sittenfeld, Second Term Christopher Smitherman, Second Kevin Flynn, First term Charles Winburn, Third term Wendell Young, Third term CITY MANAGER Harry Black 15

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Citizens of Cincinnati City Contractual Boards Mayor & City Council Cincinnati Human Relations Committee Southwest Ohio Regional Transit Authority (SORTA) City Manager Office of Budget & Evaluation Office of Environment & Sustainability Emergency Communications Center Office of Contract Compliance Office of Communications Fire Department Public Services Department Police Department Law Department Human Resources Department Trade & Development Department Transportation & Engineering Department Finance Department Enterprise Technology Solutions Greater Cincinnati Water Works Sewers Planning & Buildings Department Citizen Complaint & Internal Audit Enterprise Services Convention Center Parking Systems Boards and Commission Departments Board of Health Park Board Recreation Commission Retirement 17

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FINANCIAL SECTION

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INDEPENDENT AUDITOR S REPORT City of Cincinnati Hamilton County 801 Plum Street Cincinnati, Ohio 45202 To the Honorable Mayor and Members of the City Council: Report on the Financial Statements We have audited the accompanying financial statements of the governmental activities, the business-type activities, each major fund, and the aggregate remaining fund information of the City of Cincinnati, Hamilton County, Ohio (the City), as of and for the year ended June 30, 2014, and the related notes to the financial statements, which collectively comprise the City s basic financial statements as listed in the table of contents. Management s Responsibility for the Financial Statements Management is responsible for preparing and fairly presenting these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes designing, implementing, and maintaining internal control relevant to preparing and fairly presenting financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to opine on these financial statements based on our audit. We audited in accordance with auditing standards generally accepted in the United States of America and the financial audit standards in the Comptroller General of the United States Government Auditing Standards. Those standards require us to plan and perform the audit to reasonably assure the financial statements are free from material misstatement. An audit requires obtaining evidence about financial statement amounts and disclosures. The procedures selected depend on our judgment, including assessing the risks of material financial statement misstatement, whether due to fraud or error. In assessing those risks, we consider internal control relevant to the City's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not to the extent needed to opine on the effectiveness of the City's internal control. Accordingly, we express no opinion. An audit also includes evaluating the appropriateness of management s accounting policies and the reasonableness of their significant accounting estimates, as well as our evaluation of the overall financial statement presentation. We believe the audit evidence we obtained is sufficient and appropriate to support our audit opinions. Corporate Centre of Blue Ash, 11117 Kenwood Road, Blue Ash, Ohio 45242 Phone: 513 361 8550 or 800 368 7419 Fax: 513 361 8577 www.ohioauditor.gov 1 21

City of Cincinnati Hamilton County Independent Auditor s Report Page 2 Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business-type activities, each major fund, and the aggregate remaining fund information of the City of Cincinnati, Hamilton County, Ohio, as of June 30, 2014, and the respective changes in financial position and, where applicable, cash flows thereof for the year then ended in accordance with the accounting principles generally accepted in the United States of America. Emphasis of Matter As discussed in Note 1N to the financial statements, during the year ended June 30, 2014, the City adopted the provisions of Governmental Accounting Standard No. 67, Financial Reporting for Pension Plans. We did not modify our opinion regarding this matter. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require this presentation to include Management s discussion and analysis, and other required supplementary information as listed in the table of contents, to supplement the basic financial statements. Although this information is not part of the basic financial statements, the Governmental Accounting Standards Board considers it essential for placing the basic financial statements in an appropriate operational, economic, or historical context. We applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, consisting of inquiries of management about the methods of preparing the information and comparing the information for consistency with management s responses to our inquiries, to the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not opine or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to opine or provide any other assurance. Supplementary and Other Information Our audit was conducted to opine on the City s basic financial statements taken as a whole. The introductory section, the financial section s combining statements, individual fund statements and schedules and the statistical section information present additional analysis and are not a required part of the basic financial statements. The statements and schedules are management s responsibility, and derive from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. We subjected these statements and schedules to the auditing procedures we applied to the basic financial statements. We also applied certain additional procedures, including comparing and reconciling statements and schedules directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves in accordance with auditing standards generally accepted in the United States of America. In our opinion, these statements and schedules are fairly stated in all material respects in relation to the basic financial statements taken as a whole. We did not subject the introductory section and statistical section information to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we express no opinion or any other assurance on them. 2 22

City of Cincinnati Hamilton County Independent Auditor s Report Page 3 Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated February 26, 2015, on our consideration of the City s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters. That report describes the scope of our internal control testing over financial reporting and compliance, and the results of that testing, and does not opine on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City s internal control over financial reporting and compliance. Dave Yost Auditor of State Columbus, Ohio February 26, 2015 3 23

City of Cincinnati Management s Discussion and Analysis As management of the City of Cincinnati (the City), we offer readers of the City s financial statements this narrative overview and analysis of the financial activities of the City for the fiscal year ended June 30, 2014. We encourage readers to consider the information presented here in conjunction with additional information that we have furnished in our letter of transmittal, which can be found on pages 5-11 of this report. The government-wide financial statements are presented on a GAAP basis; that is, they reflect accrual basis of accounting. The GAAP fund financial statements will differ from those presented on a budgetary basis. Financial Highlights In 2013, the City of Cincinnati changed its fiscal year end from December 31 to June 30. This report is for the first twelve month fiscal year ending June 30, 2014. The Fiscal Year was changed to provide adequate time for new council members to become familiar with the city operations and to minimize budgetary impacts at the calendar year end. The assets and deferred outflows of the City, including all Governmental and Business-type activities, exceeded its liabilities and deferred inflows at the close of the most recent fiscal year by $1.9 billion (net position). Of this amount, negative $15.4 million is considered unrestricted. The unrestricted net position of the City s governmental activities has a balance of negative $90.5 million. The unrestricted net position of the City s business type activities are $75.1 million and may be used to meet the on-going obligations of the City s water utility, parking, convention center, stormwater, aviation and golf business-type activities. The unrestricted portion of net position does not include assets with externally imposed restrictions or restrictions imposed by law. The City s total net position was $1.9 billion in 2014. Net position of the governmental activities increased by $105.2 million which represents a 12.0% change from the 2013 balance. Net position of business-type activities increased $21.0 million or 2.4% change from 2013. Governmental activities net investment in capital assets increased $69.4 million. Governmental activities restricted net position decreased $27.2 million. Business-type activities net investment in capital assets decreased $2.4 million. Business-type activities restricted net position increased by $13.4 million. As of the close of the current fiscal year, the City s governmental funds reported combined ending fund balances of $430.3 million, in comparison to $408.2 million at June 30, 2013. On a combined basis approximately $5.8 million is considered nonspendable, $329.1 million is restricted for specific purposes, $25.0 million has been committed by council and $6.6 million has been assigned to specific purposes by management. At the end of the current fiscal year, the committed fund balance of the general fund was $7.8 million, while total fund balance reached $81.5 million, 22.8% of total 2014 general fund expenditures. $2.3 million is considered nonspendable. There was a $4.8 million decrease in general fund balance for the fiscal year ended June 30, 2014. The City s total general obligation and revenue debt for governmental activities increased by $44.4 million or 8.1% during the current fiscal year. The unrestricted net position of the City s governmental activities have a balance of negative $90.5 million due primarily to increases in noncurrent liabilities related to net pension obligation and the increase in net position being restricted because of funding from federal and state sources. Overview of the Financial Statements The discussion and analysis are intended to serve as an introduction to the City s basic financial statements. The City s basic financial statements comprise three components: 1) government-wide financial statements, 2) fund financial statements, and 3) notes to the financial statements. This report also contains other supplementary information in addition to the basic financial statements themselves. 24

Government-wide financial statements. The government-wide financial statements are designed to provide readers with a broad overview of the City s finances, in a manner similar to a private-sector business. The government-wide financial statements can be found on pages 39 to 41 of this report. The statement of net position presents information on all of the City s assets and deferred outflows and liabilities and deferred inflows with the difference reported as net position. Over time, increases or decreases in net position may serve as a useful indicator of whether the financial position of the City is improving or deteriorating. The statement of activities presents information showing how the City s net position changed during the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of the related cash flows. Thus revenue and expenses are reported in this statement for some items that will only result in cash flows in future fiscal periods (e.g., uncollected taxes, and earned but unused vacation leave). Both of the government-wide financial statements (statement of net position and statement of activities) distinguish functions of the City that are principally supported by taxes and intergovernmental revenues (governmental activities) from other functions that are intended to recover all or a significant portion of their costs through user fees and charges (business-type activities). The governmental activities of the City include general government, community development, parks and recreation, public safety, transportation and engineering, transit system, public services, and public health. The business-type activities of the City include the Water Works, Parking Facilities, Convention Center, General Aviation, Municipal Golf, and Stormwater Management Funds. Fund financial statements. A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. The City, like other state and local governments, uses fund accounting to ensure and demonstrate compliance with finance related legal requirements. All of the funds of the City can be divided into three categories: governmental funds, proprietary funds, and fiduciary funds. Governmental funds. Governmental funds are used to account for essentially the same functions reported as governmental activities in the government-wide financial statements. However, unlike the government-wide financial statements, governmental fund financial statements focus on near-term inflows and outflows of spendable resources, as well as on balances of spendable resources available at the end of the fiscal year. Such information may be useful in evaluating a government s near-term financing requirements. The basic governmental fund financial statements can be found on pages 42 to 46 of this report. Because the focus of governmental funds is narrower than that of the government-wide financial statements, it is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government-wide financial statements. By doing so, readers may better understand the long-term impact of the City s near term financing decisions. Both the governmental funds balance sheet and the governmental funds statement of revenues, expenditures, and changes in fund balances provide a reconciliation to facilitate this comparison between governmental funds and governmental activities. The City maintains 27 individual governmental funds. Information is presented separately in the governmental funds balance sheet and in the governmental funds statement of revenues, expenditures, and changes in fund balances for the general fund, the capital projects fund, and the debt service fund, all of which are considered to be major funds. Data from the other 24 funds are combined into a single aggregated presentation. Individual fund data for each of these nonmajor governmental funds is provided in the form of combining statements found elsewhere in this report. The City adopts an annual appropriated budget for its General Fund. A budgetary comparison schedule has been provided for the General Fund to demonstrate compliance with this budget. 25

Proprietary funds. The City maintains two different types of proprietary funds - enterprise and internal service. Enterprise funds are used to report the same functions presented as business-type activities in the government-wide financial statements. The City uses enterprise funds to account for its water works, parking facilities, convention center, municipal airport, municipal golf courses and stormwater management system. Internal service funds are an accounting device to accumulate and allocate costs internally among the City s various functions. The City uses internal service funds for its printing services and general stores operation, fleet services, property management function, self-insurance risk management fund, self- insurance workers compensation fund and enterprise technology services. Because all of these services predominantly benefit governmental rather than business-type functions, they have been included within governmental activities in the government-wide financial statements. The basic proprietary fund financial statements can be found on pages 47 to 51 of this report. Proprietary funds provide the same type of information as the government-wide financial statements, only in more detail. The proprietary fund financial statements provide separate information for the Water Works Fund which is considered to be a major fund of the City. The other enterprise funds are combined into a single, aggregated presentation in the proprietary fund financial statements. All internal service funds are also combined into a single, aggregated presentation in the proprietary fund financial statements. Individual fund data for the other enterprise funds and internal service funds are provided in the form of combining statements found elsewhere in this report. Fiduciary funds. Fiduciary funds are used to account for resources held for the benefit of parties outside the government. The City uses fiduciary funds to account for pension trust, investment trust and agency funds. Fiduciary funds are not reflected in the government-wide financial statements because the resources of those funds are not available to support the City s own programs. The accounting used for fiduciary funds is much like that used for proprietary funds. The basic fiduciary fund financial statements can be found on pages 52 and 53 of this report. Notes to financial statements. The notes provide additional information that is essential to a full understanding of the data provided in the government-wide and fund financial statements. The notes to financial statements can be found on pages 57 to 111 of this report. Other Information. In addition to the basic financial statements and accompanying notes, this report also presents certain required supplementary information concerning the funding progress of the City s Pension and Health Care Plans, Employer Contributions to the City s Pension and Health Care Plans and the budgetary comparison of the City s General Fund. Required supplementary information can be found on pages 115 to 118 of this report. The combining statements referred to earlier in connection with nonmajor governmental funds and internal service funds are presented immediately following the required supplementary information. Combining and individual fund statements and schedules can be found on pages 123 to 185 of this report. 26

City of Cincinnati's Net Position (AMOUNTS IN THOUSANDS) Governmental Activities Business-type Activities Total June 30 June 30* June 30 June 30* June 30 June 30* 2014 2013 2014 2013 2014 2013 Current and other assets 775,173 740,830 271,130 272,399 1,046,303 1,013,229 Capital assets 1,366,169 1,277,480 1,279,274 1,264,820 2,645,443 2,542,300 Total Assets 2,141,342 2,018,310 1,550,404 1,537,219 3,691,746 3,555,529 Deferred Outflows 6,127 3,777 2,595 2,942 8,722 6,719 Long-term liabilities outstanding 932,467 831,382 584,140 592,740 1,516,607 1,424,122 Other liabilities 177,029 206,019 49,293 48,532 226,322 254,551 Total liabilities 1,109,496 1,037,401 633,433 641,272 1,742,929 1,678,673 Deferred Inflows 55,812 107,678 12,223 12,524 68,035 120,202 Net Position: Net Investment in Capital Assets 866,831 797,444 741,619 743,892 1,608,450 1,541,336 Restricted 205,812 233,054 90,651 77,273 296,463 310,327 Unrestricted (90,482) (153,490) 75,073 65,200 (15,409) (88,290) Total net position 982,161 877,008 907,343 886,365 1,889,504 1,763,373 * Six Month Fiscal Period Government-wide Financial Analysis As noted earlier, net position may serve over time as a useful indicator of a government s financial position. In the case of the City, assets and deferred outflows exceeded liabilities and deferred inflows by $1.9 billion at the close of the most recent fiscal period. The largest portion of the City s net position $1.6 billion (85.1%) reflects its investment in capital assets (e.g. land, construction in progress, buildings, machinery, equipment, and infrastructure); less any related debt used to acquire those assets that is still outstanding. The City uses these capital assets to provide services to its citizens; consequently, these assets are not available for spending. Although the City s investment in its capital assets is reported net of related debt, it should be noted that the resources needed to repay this debt must be provided from other sources, because the capital assets themselves cannot be used to liquidate these liabilities. An additional portion of the City s net position $296.5 million (15.7%) represents resources that are subject to external restrictions on how they may be used. The remaining balance negative $15.3 million represents unrestricted net position. It is important to note that although the total unrestricted net position is negative $15.3 million; the unrestricted net position of the City s business-type activities, $75.2 million, may not be used to fund governmental activities which has a balance of negative $90.5 million. The governmental unrestricted net position balance is negative $90.5 million. Overall, net position of the City increased $126.1 million in the fiscal year 2014. Net position for governmental activities increased $105.2 million, while net position of business-type activities increased $21.0 million. There was a decrease of $27.2 million in restricted net position reported in connection with the City s governmental activities and restricted net position reported in connection with the City s business-type activities increased by $13.4 million in 2014. The key factors in these changes were the increase in funds restricted for capital projects. The reason for the increase in business type assets is an increase in capital funding. The City s governmental activities net investment in capital assets increased $69.4 million due to the addition of major projects in 2014. The City s business-type activities net investment in capital assets, decreased $2.4 million. 27

CITY OF CINCINNATI Changes in Net Position (AMOUNTS IN THOUSANDS) Governmental Business-type Total June 30 June 30* June 30 June 30* June 30 June 30* Revenues: 2014 2013 2014 2013 2014 2013 Program Revenues: Charges for Services $ 143,974 $ 47,472 $ 178,341 $ 84,665 $ 322,315 $ 132,137 Operating Grants and Contributions 58,425 21,967 58,425 21,967 Capital Grants and Contributions 36,456 21,416 2,197 359 38,653 21,775 General Revenues: Property Taxes 58,714 23,730 58,714 23,730 Income Taxes 351,262 159,275 351,262 159,275 Admission Taxes 5,278 1,720 5,278 1,720 Shared Revenues 50,004 14,817 50,004 14,817 Occupancy Taxes 2,705 1,092 1,640 836 4,345 1,928 Unrestricted Investment Earnings 10,357 (2,963) 4,443 (449) 14,800 (3,412) Miscellaneous 41,048 17,474 3,057 4,301 44,105 21,775 Total Revenues 758,223 306,000 189,678 89,712 947,901 395,712 Expenses: General Government 122,523 33,404 122,523 33,404 Community Development 10,122 25,076 10,122 25,076 Parks and Recreation 50,777 25,399 50,777 25,399 Public Safety 231,266 128,138 231,266 128,138 Transportation and Engineering 59,104 11,671 59,104 11,671 Transit System 48,877 23,976 48,877 23,976 Public Services 60,855 28,611 60,855 28,611 Public Health 50,063 26,279 50,063 26,279 Interest on long-term debt 20,623 11,957 20,623 11,957 Water Works 123,598 64,130 123,598 64,130 Parking Facilities 12,174 4,296 12,174 4,296 Convention Center 12,625 6,964 12,625 6,964 General Aviation 2,503 1,120 2,503 1,120 Municipal Golf 6,179 3,318 6,179 3,318 Stormwater Management 10,481 4,621 10,481 4,621 Total Expenses 654,210 314,511 167,560 84,449 821,770 398,960 Change in net position before transfers 104,013 (8,511) 22,118 5,263 126,131 (3,248) Transfers 1,140 (1,051) (1,140) 1,051 - - Change in net position 105,153 (9,562) 20,978 6,314 126,131 (3,248) Net position Beginning 877,008 886,570 886,365 880,051 1,763,373 1,766,621 Net position Ending $ 982,161 $ 877,008 $ 907,343 $ 886,365 $ 1,889,504 $ 1,763,373 * Six Month Fiscal Period 28

Governmental activities. Governmental activities increased the City s net position in the fiscal year 2014 by $105.2 million. Key elements of the change in net position include: Revenues The City shows an increase in governmental revenues for fiscal year 2014 when compared to the six month period ended June 30, 2013 due to the difference in the length of the reporting period. More information on governmental revenue trends is available in the Statistical Section, Financial Trends Information beginning on page 215. Expenses Expenses for governmental activities for the fiscal year ended June 30, 2014 were $654.2 million. The City shows an increase in governmental expenses for fiscal year 2014 when compared to the six month period ended June 30, 2013 due to the difference in the length of the reporting period. The net costs of operations covered by charges for service, grants and contributions are as follows (amounts in thousands): City of Cincinnati, Ohio Statement of Activities For the fiscal year ended June 30, 2014 (Amounts in Thousands) Total Net Revenue Program (Expense) Percent Expenses Revenue Per Activity Covered Governmental Activities: Public Safety $ 231,266 $ 34,914 $ (196,352) 15.10% General Government 122,523 65,245 (57,278) 53.25% Public Services 60,855 3,161 (57,694) 5.19% Public Health 50,063 24,126 (25,937) 48.19% Parks and Recreation 50,777 12,171 (38,606) 23.97% Community Development 10,122 64,039 53,917 632.67% Transit System 48,877 - (48,877) 0.00% Transportation and Engineering 59,104 35,199 (23,905) 59.55% Long Term Debt 20,623 - (20,623) 0.00% Total governmental activities $ 654,210 $ 238,855 $ (415,355) Business-type activities. Business-type activities increased the City s net position in fiscal year 2014 by $21.0 million. The net costs of the business type operations are as follows: Net Revenue Percent (Amounts in Thousands) Program (Expense) Covered Expense Revenue Per Activity Activity Business type activities: Water Works $ 123,598 $ 141,637 $ 18,039 114.59% Parking Facilities 12,174 13,468 1,294 110.63% Convention Center 12,625 6,693 (5,932) 53.01% General Aviation 2,503 2,043 (460) 81.62% Municipal Golf 6,179 5,392 (787) 87.26% Stormwater Management 10,481 11,305 824 107.86% Total Business-type activities $ 167,560 $ 180,538 $ 12,978 29

Governmental Activities Expenses and Program Revenue For the Year Ending June 30, 2014 250,000 200,000 Dollars in Thousands 150,000 100,000 50,000 0 General Government Community Development Parks and Recreation Public Safety Transportation and Engineering Transit System Public Services Public Health Interest on longterm debt Expenses 122,523 10,122 50,777 231,266 59,104 48,877 60,855 50,063 20,623 Program Revenue 65,245 64,039 12,171 34,914 35,199 0 3,161 24,126 0 Charges for Services Governmental Activities Revenues by Source For the Year Ending June 30, 2014 1.4% 5.4% 0.4% 6.6% 19.0% Operating Grants and Contributions Capital Grants and Contributions Property Taxes Income Taxes Admission Taxes Shared Taxes Occupancy Taxes 0.7% 7.7% 4.8% Unrestricted Investment Earnings Miscellaneous 46.3% 7.7% 30

Business-Type Activities Expenses and Program Revenue For the Year Ending June 30, 2014 Dollars in Thousands 160,000 140,000 120,000 100,000 80,000 60,000 40,000 20,000 0 Water Works Parking Facilities Convention Center General Aviation Municipal Golf Stormwater Management Expenses 123,598 12,174 12,625 2,503 6,179 10,481 Program Revenue 141,637 13,468 6,693 2,043 5,392 11,305 Business-type Activities Revenues by Source For the Year Ending June 30, 2014 1.2% 0.9% 2.3% 1.6% Charges for Services Capital Grants and Contributions Occupancy Taxes Unrestricted Investment Earnings Miscellaneous 94.0% 31

Financial analysis of the Government s Funds As noted earlier, the City uses fund accounting to ensure and demonstrate compliance with finance related legal requirements. Governmental funds. The focus of the City s governmental funds (footnote 1) is to provide information on near-term inflows, outflows, and balances of spendable resources. Such information is useful in assessing the City s financing requirements. Nonspendable fund balances are amounts that cannot be spent, such as inventory, advances or nonexpendable trust balances. Restricted fund balances are amounts that are restricted legally for a specific purpose, such as a grant or by debt decree. Committed fund balances are amounts committed by the governing body through council legislation, such as budgetary commitments. Assigned fund balances are internal commitments by the governments management for a specific purpose. As of the end of the current fiscal year, the City s governmental funds reported combined ending fund balances of $430.3 million, an increase of $22.0 million in comparison with the prior year. Approximately 76.5% or $329.1 million of this total amount constitutes restricted fund balance, which is available for spending for a specific purpose. The committed fund balance, $25.0 million or 5.8%, has been committed by council legislation at the end of the year. The general fund is the primary operating fund of the City. During 2009, the decision was made to include the working capital reserve fund with the general fund as a stabilization fund and is included in the unassigned fund balance. At year end, the balance in the working capital reserve fund was $21.3 million. The total unassigned fund balance of the general fund (including the working capital reserve) was $64.8 million, which is 17.9% of 2014 general fund revenues. The fund balance of the City s general fund decreased by $4.8 million during the current fiscal year compared to the fund balance as of June 30, 2013. The revenues and expenditures are provided below as an analysis of the affect on fund balance for the fiscal year ended June 30, 2014: General Fund (Amounts in Thousands) 06/30/14 06/30/13 * REVENUES Taxes $ 284,346 $ 133,027 Licenses and Permits 12,682 4,947 Use of Money and Property 9,232 35 Intergovernmental Revenue 27,840 17,303 Charges for Current Services 20,748 9,177 Miscellaneous 1,826 1,368 Total Revenues $ 356,674 $ 165,857 EXPENDITURES Current: General Government $ 60,078 $ 22,119 Community Development 6,607 2,238 Parks and Recreation 24,049 9,957 Public Safety 219,333 80,067 Transportation and Engineering 3,779 1,991 Public Services 20,991 8,155 Public Health 21,863 7,570 Employee Benefits 0 45,936 Total Expenditures $ 356,700 $ 178,033 *Six month fiscal period 32

The capital projects fund has a total fund balance of $135.2 million which is the same as 2013. Although there was not a significant change in fund balance, the following occurred: Transfers in increased by $76.5 million. General obligation bonds of $17.9 million were issued. Capital Outlay increased by $84.2 million. Debt Service principal and interest increased by $11.0 million. The total fund balance of the debt service funds was $108.6 million which is restricted for the payment of debt service. The net increase in fund balance was $18.5 million. Debt service principal payments in fiscal year 2014 were $36.2 million and general obligation bonds of $67.1 million were issued. Proprietary Funds. The City s proprietary funds provide the same type of information found in the government wide financial statements, but in more detail. Unrestricted net position of the enterprise funds is $75.1 million. The total change in net position was an increase of $23.2 million for the Water Works fund and a decrease of $3.2 million for the other enterprise funds. Other factors concerning the finances of these funds have been addressed in the discussion of the City s business-type activities. General Fund Budgetary Highlights Revenue estimates for fiscal year 2014 were $347.3 million and were less than the actual revenue of $355.8 million. The original appropriations were $360.4 million, while the final appropriations were $364.3 million. The general fund deficit was filled by: $4.7 million increase of actual income tax revenue from the original budget, $2.4 million from the encumbrance cancellations and $6.1 million in carryover from the 2013 budget. Appropriation increases were made for 2014 general fund departments. Detailed information by department can be found on pages 123 to 128 in the General Fund Budgetary statement. Major increases were made in the following departments: Department of the City Manager $893,000. Department of Community Development $1,337,000. Department of Public Services $3,172,000. Detailed information by department can be found on pages 145 to 172 in the Other Governmental Fund Budgetary statement. Appropriation changes for 2014 from other restricted funds are as follows: Increase in Municipal Motor Vehicle License Tax Fund of $490,926. Increase in Infrastructure Fund of $843,473. Increase in Transit Fund of $14,750 Increase in Street Construction and Maintenance Fund of $879,576. 33

Capital Asset and Debt Administration Capital Assets. The City s investment in capital assets for its governmental and business-type activities as of June 30, 2014 is $2.6 billion (net of accumulated depreciation). This investment in capital assets includes land, construction in progress, buildings, systems, improvements, machinery and equipment, park facilities, streets, and bridges. The total increase in the City s investment in capital assets for the current fiscal year was $103.1 million (6.9% $88.7 million for governmental activities and 1.1% $14.5 million for business-type activities). City of Cincinnati s Capital Assets (net of depreciation) (AMOUNTS IN THOUSANDS) Governmental Activities Business-type Activities Total June 30 June 30* June 30 June 30* June 30 June 30* 2014 2013 2014 2013 2014 2013 Land $ 187,947 $ 176,097 $ 43,216 $ 43,205 $ 231,163 $ 219,302 Buildings 121,389 103,910 146,624 125,157 268,013 229,067 Improvements 212,885 218,467 873,909 847,020 1,086,794 1,065,487 Machinery and Equipment 33,869 40,934 96,495 89,092 130,364 130,026 Infrastructure 584,060 557,423 584,060 557,423 Construction in Progress 225,799 180,449 117,615 158,661 343,414 339,110 Property Acquired under Capital Leases 220 200 1,415 1,685 1,635 1,885 Total $1,366,169 $1,277,480 $1,279,274 $1,264,820 $2,645,443 $ 2,542,300 * Six Month Fiscal Period Total capital assets, net of accumulated depreciation, increased $103.1 million. Major capital asset events during the fiscal year ended June 30, 2014 included the following: Governmental activities capital assets increased $88.7 million in fiscal year ended June 30, 2014 net of depreciation and included: o Land increased $11.9 million. o Construction in progress increased $45.4 million. o Infrastructure improvement for bridges, retaining walls, traffic signal upgrades and street improvements and upgrades increased by $26.6 million (net of depreciation). o Machinery and equipment decreased $7.1 million (net of depreciation). o Buildings increased $17.5 million (net of depreciation). o Improvements decreased $5.6 million (net of depreciation). Business-type activities capital assets increased $14.5 million net of depreciation and included: o Improvements increased $26.8 million. o Construction in progress decreased $41.1 million. o Machinery and equipment increased $7.4 million (net of depreciation). o Buildings increased by $21.5 million (net of depreciation). Additional information on the City s capital assets can be found in note 14 on pages 92 to 94 of this report. 34

Long-term debt. At the end of the current fiscal year, the City had $1.1 billion long-term bonds and notes outstanding. Of this amount, $505.9 million comprises debt backed by the full faith and credit of the government. The remainder of the City s debt represents bonds secured solely by specified revenue sources (i.e., revenue bonds). City of Cincinnati s Outstanding Debt General Obligation and Revenue Bonds (AMOUNTS IN THOUSANDS) Governmental Business-type Total Activities Activities June 30 June 30* June 30 June 30* June 30 June 30* 2014 2013 2014 2013 2014 2013 General Obligation Bonds $ 533,482 $ 457,101 $ 10,322 $ 13,649 $ 543,804 $ 470,750 Revenue Bonds 90,023 93,520 496,570 491,165 586,593 584,685 Total $ 623,505 $ 550,621 $ 506,892 $ 504,814 $ 1,130,397 $ 1,055,435 * Six Month Fiscal Period During the current fiscal year, the City s total debt increased by $75.0 million (7.1%). Key events contributing to the change in long-term debt balances are as follows: During fiscal year 2014 general obligation bonds of $85.0 million were issued During fiscal year 2014 $41.9 million of general obligation bonds were refunded. The City s general obligation bond rating by Standard and Poor s Corporation and Moody s Investor Services, Inc. is AA- and Aa2, respectively. The City is within all of its legal debt limitations. The Ohio Revised Code provides that the net debt (as defined in the Ohio Revised Code) of a municipal corporation, whether or not approved by the electors, shall not exceed 10.5% of the total value of all property in the municipal corporation as listed and assessed for taxation. In addition, the unvoted net debt of municipal corporations cannot exceed 5.5% of the total taxation value of property. The statutory limitations on debt are measured by the ratio of net debt to tax valuation and expressed in terms of a percentage. The City had a legal debt margin for total debt of $299.3 million and a legal debt margin for unvoted debt of $36.9 million. Additional information about the City s long-term debt can be found in note 9 on pages 82 to 88 of this report. 35

Economic Factors and Next Year s Budgets and Rates The unemployment rate for the Cincinnati MSA was 7.3% at June 30, 2014 compared to 7.4% a year prior. This rate is higher that the State s average unemployment rate of 7.2% and is lower than the national average rate of 7.6%. The vacancy rate of the central business district A office space was 14.97% at the end of fiscal year 2014. The City is experiencing increasing costs for employee health care, retirement and contractually obligated labor costs. All of these factors were considered in preparing the City s biennial budget for the fiscal year 2014: General Fund revenues for the fiscal year 2014 were $5.94 million more than the estimate resulting in an increase in unappropriated fund balance at June 30, 2014. The General Fund balance is estimated to be $25.3 million, on a budgetary basis. At the end of the fiscal year 2014 the reserve balance was $41.9 million (composed of $21.3 working capital reserve, $2.4 million emergency reserve and the estimated $18.2 million in carryover fund balance), and was 11.8% of 2014 General Fund revenues. The 2015 fiscal year General Fund budget estimated current revenues of $358.2 million are equal to the fiscal year 2015 estimated expenses of $358.2. The 2015 fiscal year budget is structurally balanced. A continuing major budget priority for 2014 was economic development. The Economic Development Division was fully staffed to focus on bringing investments to the City that create jobs and increase the City s tax base. The Pogue`s Garage Project with F & C Development, Streetcar Project and the Horseshoe Casino are just a few examples of new economic development happening in Cincinnati. Requests for Information The financial report is designed to provide a general overview of the City s finances for all those with an interest in the government s finances. Questions concerning any of the information provided in this report or requests for additional financial information should be addressed to the Director of Finance, City Hall, Room 250, 801 Plum Street, Cincinnati, Ohio, 45202. 36

BASIC FINANCIAL STATEMENTS 37

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City of Cincinnati, Ohio Statement of Net Position June 30, 2014 (Amounts in Thousands) Governmental Business-Type Activities Activities Total ASSETS Current Assets Cash and Equivalents $ 85,024 $ 1,824 $ 86,848 Equity in City Treasury 78,918 16,537 95,455 Advances and Petty Cash 152 152 Investments, at Fair Value 66,958 66,958 Receivables: Taxes 90,210 422 90,632 Accounts, Net 68,487 27,342 95,829 Special Assessments 29,696 29,696 Accrued Interest 1,420 364 1,784 Due from Fiduciary Activities 1 1 Due from Other Governments 9,368 8,429 17,797 Prepaid Items and Other Assets 3,378 12,412 15,790 Inventory 3,847 5,222 9,069 Restricted Assets: Cash and Cash Equivalents 7,864 7,864 Equity in City Treasury 6,883 6,883 Investments, at Fair Value 60,080 60,080 Internal Balances (21,383) 21,383 Total Current Assets 416,076 168,762 584,838 Noncurrent Assets Equity in City Treasury 344,912 72,288 417,200 Restricted Equity in City Treasury Cash 30,080 30,080 Accounts Receivable, Net 14,185 14,185 Land 187,947 43,216 231,163 Buildings, net of Accumulated Depreciation 121,389 146,624 268,013 Improvements, net of Accumulated Depreciation 212,885 873,909 1,086,794 Machinery and Equipment, net of Accumulated Depreciation 33,869 96,495 130,364 Construction in Progress 225,799 117,615 343,414 Property Acquired under Capital Leases, net of Accumulated Amortization 220 1,415 1,635 Infrastructure Assets, net of Accumulated Depreciation 584,060 584,060 Total Noncurrent Assets 1,725,266 1,381,642 3,106,908 Total Assets 2,141,342 1,550,404 3,691,746 DEFERRED OUTFLOWS OF RESOURCES Loss on Defeasance 6,127 2,595 8,722 The accompanying notes to financial statements are an integral part of this statement. (Continued) 39

City of Cincinnati, Ohio Statement of Net Position June 30, 2014 (Amounts in Thousands) (Continued) Governmental Business-Type LIABILITIES: Activities Activities Total Current Accounts Payable $ 45,360 $ 4,166 $ 49,526 Withholdings and Other Deposits 2,475 2,475 Due to Fiduciary Activities 844 248 1,092 Due to Other Governmental Agencies 1,689 1,689 Accrued Payroll 15,952 2,099 18,051 Accrued Liabilities 6,161 1,213 7,374 Accrued Interest 2,270 1,813 4,083 Deposits Payable 20,319 17 20,336 Unearned Revenue 705 705 Obligations Under Capital Leases 93 249 342 Compensated Absences Payable 5,234 4,920 10,154 Unpaid Claims 28,581 261 28,842 Ohio Public Works Commission Loan 211 219 430 Ohio Water Development Authority Loan 1,729 1,729 Matured Bonds and Interest Payable 521 521 Notes Payable 599 599 General Obligation Bonds 43,718 3,097 46,815 Revenue Bonds 4,335 20,620 24,955 Other 95 95 Advances from Other Governments 261 261 Payable from Restricted Assets: Construction Contracts 4,576 4,576 Deposits Payable 1,672 1,672 Total Current Liabilities 177,029 49,293 226,322 Noncurrent Non-Current Obligations Under Capital Leases 28 1,252 1,280 Notes Payable 11,353 11,353 General Obligation Bonds 489,764 7,225 496,989 Revenue Bonds 85,688 475,950 561,638 Compensated Absences Payable 96,681 3,410 100,091 Other Liabilities 400 400 Ohio Public Works Commission Loan 1,898 2,652 4,550 Ohio Water Development Authority Loan 35,320 35,320 Unpaid Claims Payable 29,134 29,134 Net Pension Obligation 145,137 39,119 184,256 Net Other Post Employment Benefit Obligation 72,384 19,212 91,596 Total NonCurrent Liabilities 932,467 584,140 1,516,607 Total Liabilities 1,109,496 633,433 1,742,929 DEFERRED INFLOWS OF RESOURCES Gain on Defeasance 113 85 198 Service Concession Arrangement 12,138 12,138 Revenues Levied for the next year 55,699 55,699 Total Deferred Inflows of Resources 55,812 12,223 68,035 Net Position Net Investment in Capital Assets 866,831 741,619 1,608,450 Restricted Net Position for: Tax Increment Financing 24,942 24,942 Debt Service 33,872 90,651 124,523 Capital Projects 66,403 66,403 Public Transit 15,645 15,645 Public Safety 7,025 7,025 Parks and Recreation 14,206 14,206 Street Improvement 3,961 3,961 Infrastructure 6,731 6,731 Public Health 493 493 Community Development 643 643 Other Purposes 21,011 21,011 Fleet Services 688 688 Permanent Funds - Expendable 7,755 7,755 Permanent Funds - Nonexpendable 2,437 2,437 Unrestricted Net Position (90,482) 75,073 (15,409) Total Net Position $ 982,161 $ 907,343 $ 1,889,504 The accompanying notes to financial statements are an integral part of this statement. 40

City of Cincinnati, Ohio Statement of Activities For the fiscal year ended June 30, 2014 (Amounts in Thousands) Net (Expense) Revenue and Program Revenues Changes in Net Position Operating Capital Charges Grants and Grants and Governmental Business-Type Expenses for Services Contributions Contributions Activities Activities Total Functions/Programs Governmental Activities: General Government $ 122,523 $ 59,231 $ 4,330 $ 1,684 $ (57,278) $ (57,278) Community Development 10,122 31,726 29,820 2,493 53,917 53,917 Parks and Recreation 50,777 10,775 1,396 (38,606) (38,606) Public Safety 231,266 22,032 12,882 (196,352) (196,352) Transportation and Engineering 59,104 3,233 59 31,907 (23,905) (23,905) Transit System 48,877 (48,877) (48,877) Public Services 60,855 2,789 372 (57,694) (57,694) Public Health 50,063 14,188 9,938 (25,937) (25,937) Interest on long-term debt 20,623 (20,623) (20,623) Total governmental activities 654,210 143,974 58,425 36,456 (415,355) (415,355) Business type activities: Water Works 123,598 139,635 2,002 $ 18,039 18,039 Parking Facilities 12,174 13,468 1,294 1,294 Convention Center 12,625 6,693 (5,932) (5,932) General Aviation 2,503 1,848 195 (460) (460) Municipal Golf 6,179 5,392 (787) (787) Stormwater Management 10,481 11,305 824 824 Total Business-type activities 167,560 178,341 2,197 12,978 12,978 Total $ 821,770 $ 322,315 $ 58,425 $ 38,653 (415,355) 12,978 (402,377) General Revenues: Taxes: Property taxes 58,714 58,714 Income taxes 351,262 351,262 Admission taxes 5,278 5,278 Occupancy taxes 2,705 1,640 4,345 Shared Revenues 50,004 50,004 Unrestricted investment earnings 10,357 4,443 14,800 Miscellaneous 41,048 3,057 44,105 Transfers between governmental and business-type activities 1,140 (1,140) Total general revenues and transfers 520,508 8,000 528,508 Change in net position 105,153 20,978 126,131 Net position-beginning 877,008 886,365 1,763,373 Net position-ending $ 982,161 $ 907,343 $ 1,889,504 The accompanying notes to financial statements are an integral part of this statement. 41

City of Cincinnati, Ohio Balance Sheet Governmental Funds June 30, 2014 (Amounts in Thousands) General Capital Projects Debt Service Other Governmental Funds Total Governmental Funds ASSETS Cash and Equivalents $ 178 $ 78,741 $ 5,764 $ 84,683 Equity in City Treasury Cash 76,554 112,755 $ 96,936 78,325 364,570 Advances and Petty Cash 152 152 Investments, at Fair Value 48,770 2,021 16,167 66,958 Receivables: Taxes 50,819 2,325 30,867 6,199 90,210 Accounts, Net 10,962 16,706 18,878 35,700 82,246 Special Assessments 312 926 28,458 29,696 Accrued Interest and Dividends 869 149 202 53 1,273 Due from Other Funds 9,052 104 10,878 8,827 28,861 Due from Other Governments 3,130 6,097 9,227 Inventory 2,304 797 321 3,422 Advances to Other Funds 1,704 4,521 6,225 Total Assets $ 156,036 $ 261,273 $ 159,782 $ 190,432 $ 767,523 LIABILITIES, DEFERRED INFLOWS AND FUND BALANCES Liabilities: Accounts Payable $ 5,021 $ 26,186 $ 36 $ 10,042 $ 41,285 Withholdings and Other Deposits 2,475 2,475 Due to Other Funds 1,795 47,558 951 50,304 Due to Fiduciary Funds 539 2 252 793 Accrued Payroll 13,399 3 14 2,119 15,535 Accrued Liabilities 179 91 0 4,562 4,832 Deposits Payable 5,340 7,588 559 2,771 16,258 Estimated Liability for Unpaid Claims 304 15,000 185 15,489 Advances from Other Funds 4,521 11,421 15,942 Advances from Other Governments 260 1 261 Matured Bonds and Interest Payable 521 521 Total Liabilities 33,833 107,848 1,132 20,882 163,695 Deferred Inflow of Resources: Revenues Levied for the next year and Unavailable Revenue 40,708 18,216 50,075 64,518 173,517 Fund Balances: Nonspendable 2,304 797 2,713 5,814 Restricted 134,412 108,575 86,126 329,113 Committed 7,793 17,218 25,011 Assigned 6,620 6,620 Unassigned 64,778 (1,025) 63,753 Total Fund Balances 81,495 135,209 108,575 105,032 430,311 Total Liabilities, Deferred Inflows and Fund Balances $ 156,036 $ 261,273 $ 159,782 $ 190,432 $ 767,523 The accompanying notes to financial statements are an integral part of this statement. 42

CITY OF CINCINNATI, OHIO Reconciliation of the Balance Sheet to the Statement of Net Position Governmental Funds June 30, 2014 (Amounts in Thousands) Total fund balances - governmental funds $ 430,311 Amounts reported for governmental activities in the statement of net position are different because: Capital assets (net of accumulated depreciation) used in governmental activities are not financial 1,366,169 resources and therefore are not reported as assets in governmental funds. Certain receivables will be collected next year, but are not available soon enough to pay for the current period's expenditures, and therefore are deferred in the funds. 117,705 Some amounts reported for governmental-type activities in the statement of net position are different because certain internal service fund assets and liabilities are included with business-type activities. 1,682 Six internal service funds are used by the City's management. The assets and liabilities of the internal service funds are included with governmental activities. The net property of $15,116 as it relates to the internal service funds is included in the capital asset amount above. 33,288 Bond discounts, and deferred gains and losses on refundings are expended in the fund level financial statements but are accrued and amortized over the life of the bonds in the government-wide financial statements. This is the unamortized portion of those discounts, and gains/losses. 8,753 Long-term liabilities, including bonds payable, are not due and payable in the current period and therefore are not reported as liabilities in the funds. Long-term liabilities at year-end consist of: G.O. Bonds payable (495,489) Revenue bonds payable (90,131) Long Term Notes Payable (11,952) Unamortized bond premium (38,560) Compensated absences (100,390) Net Pension Obligation (134,999) Net Other Post Employment Benefit Obligation (67,971) Ohio Public Works Commission Loans (2,109) Unpaid claims payable (24,838) Accrued interest on bonds (2,270) Accrued Liabilities (6,161) Other liability (495) Capital leases payable (121) Advances from Other Governments (261) Total net position - - governmental activities (page 40) $ 982,161 The accompanying notes to financial statements are an integral part of this statement. 43

City of Cincinnati, Ohio Statement of Revenues, Expenditures and Changes in Fund Balances Governmental Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Other Total Capital Debt Governmental Governmental General Projects Service Funds Funds REVENUES Taxes $ 284,346 $ 24,620 $ 32,298 $ 68,360 $ 409,624 Licenses and Permits 12,682 1,359 14,041 Use of Money and Property 9,232 1,688 24,316 9,418 44,654 Special Assessments 140 5,921 6,061 Intergovernmental Revenue 27,840 1,353 8,945 17,825 55,963 Federal Grants 20,746 49,083 69,829 State Grants and Subsidies 7,389 1,995 9,384 Charges for Current Services 20,748 217 19,710 40,675 Miscellaneous 1,826 6,021 9,074 30,707 47,628 Total Revenues 356,674 62,174 74,633 204,378 697,859 EXPENDITURES Current: General Government 60,078 538 1,412 30,063 92,091 Community Development 6,607 3 6,318 12,928 Parks and Recreation 24,049 379 11,502 35,930 Public Safety 219,333 10,274 229,607 Transportation and Engineering 3,779 10 5,427 9,216 Transit System 48,877 48,877 Public Services 20,991 19,670 40,661 Public Health 21,863 22,601 44,464 Capital Outlay 157,178 29,053 186,231 Debt Service: Principal Retirement 7,621 36,187 4,645 48,453 Interest 3,865 12,746 5,987 22,598 Bond Issuance Cost 900 900 Total Expenditures 356,700 169,591 51,248 194,417 771,956 Excess (Deficiency) of Revenues over (under) Expenditures (26) (107,417) 23,385 9,961 (74,097) OTHER FINANCING SOURCES(USES) General Obligation Bonds Issued 17,865 67,074 84,939 Refunding Bonds Issued 41,940 41,940 Payments to Refunded Bonds Escrow Agent (46,841) (46,841) Premium on Bonds Issued 16,296 16,296 Transfers In 1,715 92,722 6,517 470 101,424 Transfers (Out) (6,502) (3,137) (89,874) (2,135) (101,648) Total Other Financing Sources(Uses) (4,787) 107,450 (4,888) (1,665) 96,110 Net change in fund balances (4,813) 33 18,497 8,296 22,013 Fund Balances at July 1 86,308 135,176 90,078 96,736 408,298 Fund Balances at June 30 $ 81,495 $ 135,209 $ 108,575 $ 105,032 $ 430,311 The accompanying notes to financial statements are an integral part of this statement. 44

City of Cincinnati, Ohio Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances to the Statement of Activities Governmental Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Net change in fund balances - total governmental funds $ 22,013 Amounts reported for governmental activities in the statement of activities are different because: Governmental funds report capital outlays as expenditures. However, in the statement of activities the cost of those assets is allocated over their estimated useful lives and reported as depreciation expense. This is the amount by which capital outlays ($186,231) exceeded depreciation ($28,458) in the current period. 157,773 Governmental funds report cash received for assets disposed of as revenue. However, in the statement of activities, that cash offsets the difference between the book value ($3,245) and accumulated depreciation of the disposed asset ($2,690). (555) Statement of activities reports an increase in revenues due to current activity in deferred inflows which is not reported at fund level. 47,442 The long-term liability for compensated absences is not recorded in the fund level, but is reported in the statement of activities. This is the current year change in the liability, reported as an expense in the statement of activities. 1,317 The long-term liability for unpaid claims is not recorded in the fund level, but is reported in the statement of activities. This is the current year change in the liability, reported as a reduction 729 of an expense in the statement of activities. The long-term liability for Net Pension Obligation is not recorded in the fund level, but is reported in the statement of activities. This is the current year change in the liability, reported as an expense in the statement of activities. (23,372) The long-term liability for Net Other Post Employment Benefit Obligation is not recorded in the fund level, but is reported in the statement of activities. This is the current year change in the liability, reported as an expense in the statement of activities. (2,979) Bond proceeds provide current financial resources to governmental funds, but issuing debt increases long-term liabilities in the statement of net position. Repayment of bond and loan principal is an expenditure in the governmental funds, but the repayment reduces long-term liabilities in the statement of net position. This is the amount by which proceeds exceeded repayments. (89,840) (Continued) 45

City of Cincinnati, Ohio Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances to the Statement of Activities Governmental Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) (Continued) Some expenses reported in the statement of activities do not require the use of current financial resources and therefore are not reported as expenditures in governmental funds. $ 2,219 Bond premiums are included in revenue at the fund level, but capitalized and amortized over the life of the bonds in the government-wide financial statements. (16,296) Net Gain on Defeasance are included in expenditures at the fund level, but are deferred and amortized over the life of the bonds in the government-wide financial statements 113 Bond discounts are included in expenditures at the fund level, but are deferred and amortized over the life of the bonds in the government-wide financial statements (21) Internal balances between the governmental activities and the business type activities are not reported at the fund level. (1,030) Internal service funds are used by management to charge the costs of certain activities, such as insurance and telecommunications, to individual funds. The net revenue(expense) of certain internal service funds is reported with governmental activities. 7,640 Change in net position of governmental activities (page 41) $ 105,153 46

City of Cincinnati, Ohio Statement of Net Position Proprietary Funds June 30, 2014 (Amounts in Thousands) Business-Type Activities - Enterprise Funds Other Total Water Enterprise Enterprise Works Funds Funds Governmental Activities Internal Service Funds ASSETS Current: Cash and Equivalents $ 1,547 $ 277 $ 1,824 $ 341 Equity in City Treasury Cash 11,983 4,554 16,537 11,035 Receivables: Taxes 422 422 Accounts, Net 23,327 4,015 27,342 472 Accrued Interest 287 77 364 147 Due from Other Funds 10,990 2,714 13,704 8,245 Due from Fiduciary Funds 1 Due from Other Governments 8,429 8,429 95 Prepaid Items 11,955 457 12,412 1,513 Inventory 5,222 5,222 425 Advances to Other Funds 50 9,809 9,859 1,612 Restricted Assets: Cash and Equivalents 7,864 7,864 Equity in City Treasury Cash 6,883 6,883 Investments, at Fair Value 60,080 60,080 Total Current Assets 148,617 22,325 170,942 23,886 Noncurrent: Equity in City Treasury Cash 52,377 19,911 72,288 48,225 Restricted Equity in City Treasury Cash 30,080 30,080 Restricted Investments, at Fair Value Land 2,728 40,488 43,216 283 Buildings, net of Accumulated Depreciation 138,896 7,728 146,624 Improvements, net of Accumulated Depreciation 699,589 174,320 873,909 4,689 Machinery and Equipment, net of Accumulated Depreciation 95,181 1,314 96,495 10,106 Construction in Progress 97,162 20,453 117,615 Property Acquired under Capital Leases, net of Accumulated Amortization 88 1,327 1,415 38 Other Assets 1,865 Total Noncurrent Assets 1,116,101 265,541 1,381,642 65,206 Total Assets 1,264,718 287,866 1,552,584 89,092 DEFERRED OUTFLOWS OF RESOURCES Loss on Defeasance 2,566 29 2,595 The accompanying notes to financial statements are an integral part of this statement. (Continued) 47

(Continued) LIABILITIES Current: CITY OF CINCINNATI, OHIO Statement of Net Position Proprietary Funds June 30, 2014 (Amounts in Thousands) Governmental Business-Type Activities - Enterprise Funds Activities Other Total Internal Water Enterprise Enterprise Service Works Funds Funds Funds Accounts Payable $ 3,497 $ 669 $ 4,166 $ 4,075 Due to Other Funds 256 242 498 8 Due to Fiduciary Funds 222 26 248 51 Due to Other Governments 1,689 1,689 Accrued Payroll 1,897 202 2,099 417 Accrued Liabilities 1,213 1,213 278 Accrued Interest 1,782 31 1,813 Obligations under Capital Lease 31 218 249 62 Deposits Payable 17 17 618 Unearned Revenue 705 705 Compensated Absences payable 4,575 345 4,920 843 Unpaid Claims payable 261 261 8,954 Ohio Public Works Commission Loan 219 219 Ohio Water Development Authority Loan 1,729 1,729 General Obligation Bonds and Notes Payable 1,800 1,297 3,097 Revenue Bonds Payable 20,620 20,620 Payable from Restricted Assets: Construction Contracts 4,576 4,576 Deposits Payable 1,672 1,672 Total Current Liabilities 44,826 4,965 49,791 15,306 Noncurrent: Compensated Absences Payable 2,861 549 3,410 682 Obligations Under Capital Lease 58 1,194194 1,252 52 Ohio Public Works Commission Loan 2,652 2,652 Ohio Water Development Authority Loan 35,320 35,320 Estimated liability for Unpaid Claims 8,434 Advances from Other Funds 1,754 Advances from Other Governments 23 Revenue Bonds Payable 475,950 475,950 General Obligation Bonds and Notes Payable 7,225 7,225 Net Pension Obligation 34,772 4,347 39,119 10,138 Net Other Post Employment Benefit Obligation 16,996 2,216 19,212 4,413 Total Noncurrent Liabilities 568,609 15,531 584,140 25,496 Total Liabilities 613,435 20,496 633,931 40,802 DEFERRED INFLOWS Gain on Defeasance 85 85 Service Concession Arrangement 12,138 12,138 12,223 12,223 NET POSITION Net Investment in Capital Assets 505,839 235,780 741,619 15,002 Restricted Net Position Water Works 90,651 90,651 Fleet Services 1,865 Unrestricted Net Position 57,359 19,396 76,755 31,423 Total Net Position $ 653,849 $ 255,176 909,025 $ 48,290 Some amounts reported for business-type activities in the statement of net position are different because certain internal service fund assets and liabilities are included with business-type activities. (1,682) Net position of business type activities $ 907,343 The accompanying notes to financial statements are an integral part of this statement. 48

City of Cincinnati, Ohio Statement of Revenues, Expenses, and Changes in Fund Net Position Proprietary Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Business-Type Activities - Enterprise Funds Other Total Water Enterprise Enterprise Works Funds Funds Governmental Activities Internal Service Funds OPERATING REVENUES Charges for Current Services $ 138,346 $ 38,706 $ 177,052 $ 109,010 Miscellaneous 3,970 386 4,356 1,887 Total Operating Revenues 142,316 39,092 181,408 110,897 OPERATING EXPENSES Personal Services 47,074 6,396 53,470 12,042 Contractual Services 8,330 19,342 27,672 4,625 Maintenance and Repairs 4,825 2,932 7,757 795 Materials and Supplies 9,250 1,094 10,344 11,682 Utilities 8,882 819 9,701 2,320 Insurance 157 158 315 64,394 Taxes 11 1,752 1,763 Depreciation and Amortization 22,620 10,682 33,302 5,199 Rent 1,428 270 1,698 1,631 Other expense 1,812 107 1,919 72 Total Operating Expenses 104,389 43,552 147,941 102,760 Operating Income(Loss) 37,927 (4,460) 33,467 8,137 NONOPERATING REVENUES(EXPENSES) Interest revenue 2,417 447 2,864 848 Build America Bond Subsidy 1,579 1,579 Occupancy tax receipts 1,640 1,640 Interest expense (18,339) (409) (18,748) (8) Loss on disposal of assets (1,910) (1,910) Nonoperating Revenues(Expenses) (16,253) 1,678 (14,575) 840 Income (Loss) before Contributions and Transfers 21,674 (2,782) 18,892 8,977 Transfers In 860 860 2,788 Transfers (Out) (500) (1,500) (2,000) (1,424) Capital contributions 2,002 194 2,196 26 Change in Net Position 23,176 (3,228) 19,948 10,367 Net Position at July 1 630,673 258,404 37,923 Net Position at June 30 $ 653,849 $ 255,176 $ 48,290 Some amounts reported for business-type activities in the statement of net position are different because the net revenue of certain internal service funds is reported with business type activities. 1,030 Change in net position of business type activities $ 20,978 The accompanying notes to financial statements are an integral part of this statement. 49

Works Funds Cash Flows from Operating Activities: Receipts from Customers $ 142,312 $ 38,306 $ 180,618 $ 13,252 Receipts from Other Funds 860 860 99,464 Receipts from Retirement System 170 Payments to Suppliers (35,219) (21,163) (56,382) (85,062) Payments to Other Funds (6,280) (6,280) (2,021) Payments to Employees (40,483) (5,646) (46,129) (10,540) Payments for Property Taxes (11) (1,196) (1,207) Net Cash Provided (Used) by Operating Activities 66,599 4,881 71,480 15,263 Cash Flows from Noncapital Financing Activities: Repayment of Advances Made To Other Funds 834 834 Amount Due from Other Funds for City Notes (316) (96) (412) (1,068) Repayment of Amount Due to Other Funds (835) Advances To Other Funds (578) (578) Occupancy Tax Receipts 1,623 1,623 Transfers to Other Funds (500) (1,500) (2,000) (1,424) Transfers from Other Funds 860 860 2,729 Net Cash Provided(Used) by Noncapital Financing (816) 1,143 327 (598) Cash Flows from Capital and Related Financing Activities: City of Cincinnati, Ohio Statement of Cash Flows Proprietary Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Business-Type Activities - Enterprise Funds Other Total Water Enterprise Enterprise Funds Governmental Activities Internal Service Funds Capital Contributed by Other Sources 174 194 368 26 Capital Items Expensed 3,156 3,156 590 Proceeds from the Sale of Capital Assets 111 111 Proceeds from Ohio Water Development Authority Loan 11,735 11,735 Acquisition of Property, Plant and Equipment (32,425) (73) (32,498) (644) Interest Paid on Bonds and Notes (20,335) (412) (20,747) (8) Principal Paid on Bonds and Notes (22,049) (1,298) (23,347) Principal Paid on Ohio Public Works Bonds (219) (219) Principal Paid on Ohio Water Development Authority Loan (1,438) (1,438) Payments on Long Term Capital Lease Obligations 46 (231) (185) (499) Additions to Construction in Progress (14,188) (5,244) (19,432) (825) Net Cash Provided (Used) by Capital and Related Financing Activities (78,588) (3,908) (82,496) (1,360) Cash Flow from Investing Activities: Investment (Purchases)Sales 13,972 13,972 (565) Interest on Investments 3,971 440 4,411 811 Net Cash Provided (Used) by Investing Activities 17,943 440 18,383 246 Net Increase (Decrease) in Cash and Cash Equivalents 5,138 2,556 7,694 13,551 Cash and Cash Equivalents at Beginning of Period 105,596 22,186 127,782 46,050 Cash and Cash Equivalents at End of Period $ 110,734 $ 24,742 $ 135,476 $ 59,601 The accompanying notes to financial statements are an integral part of this statement. 50

City of Cincinnati, Ohio Statement of Cash Flows Proprietary Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Governmental Business-Type Activities - Enterprise Funds Activities Other Total Internal Water Enterprise Enterprise Service Works Funds Funds Funds Reconciliation of Operating Income (Loss) to Net Cash Provided (Used) by Operating Activities: Operating Income (Loss) $ 37,927 $ (4,460) $ 33,467 $ 8,136 Depreciation and Amortization 22,620 10,682 33,302 5,199 Amortization of Deferred Inflows and Outflows 346 (386) (40) Changes in Assets and Liabilities: (Increase) Decrease in: Receivables (654) 370 (284) (258) Due from Other Funds 61 (2) 59 1,167 Due from Fiduciary Funds 51 Due from Other Governments 589 589 150 Inventory 141 141 19 Prepaid Items (1,896) 2 (1,894) (38) Increase (Decrease) in: Accounts Payable 614 (44) 570 291 Deposits Payable 13 13 766 Due to Other Funds (147) (2,238) (2,385) (1,327) Due to Fiduciary Funds (82) (6) (88) (83) Due to Other Governmental Agencies 480 480 Accrued Payroll 166 21 187 (52) Accrued Liabilities 94 94 (10) Unearned Revenue 83 83 Liability for Compensated Absences (541) 17 (524) (69) Estimated Liability for Unpaid Claims 9 9 (315) Net Pension Obligation 6,246 658 6,904 1,466 Net Other Post Employment Benefit Obligation 720 77 797 170 Net Cash Provided (Used) by Operating Activities $ 66,599 $ 4,881 $ 71,480 $ 15,263 Schedule of Noncash Investing, Capital and Financing Activities: Change in Fair Value of Investments $ $ 230 $ 230 $ 434 Acquisition of Property, Plant and Equipment from Capital Contributions 1,828 1,828 Total Noncash Investing, Capital and Financing Activities $ 1,828 $ 230 $ 2,058 $ 434 The accompanying notes to financial statements are an integral part of this statement. 51

City of Cincinnati, Ohio Statement of Fiduciary Net Position Fiduciary Funds June 30, 2014 (Amounts in Thousands) Pension Trust Agency ASSETS Cash and Equivalents $ 40,712 Equity in City Treasury Cash $ 115,566 $ 3,146 Cash with Fiscal Agent 101 Investments, at fair value: U. S. Treasury Bills and Notes 397,850 Canadian Bonds 0 International Bonds 17,453 Convertible Bonds 211 US Government Bonds 95,046 Tax Exempt Government Municipal 1,265 Corporate Fixed Income 45,870 State and Local Obligations 2,789 US Agencies 90,784 Equities - Common Stock 1,174,350 Private Equity 226,200 Real Estate 189,039 Private Placements 23,959 Other Assets (Alternatives) 457,475 Total Investments, at Fair Value 2,324,441 397,850 Collateral on Loaned Securities 139,559 Investment Trust Fund Receivables: Accounts, Net 1,387 61,930 Accounts Receivable for Securities Sold 30,800 Accrued Interest and Dividends 3,686 355 Due from Primary Government 1,092 Due from Other Governments 569 Loans Receivable 1,234 Machinery and Equipment 795 Accumulated Depreciation (738) Total Assets 2,543,537 115,566 463,382 LIABILITIES Accounts Payable 3,803 20,615 Accounts Payable for Securities Purchased 40,325 Due to Primary Government 1 Due to Other Governmental Agencies 429,013 Obligations Under Securities Lending 139,559 Accrued Payroll 51 1,967 Accrued Liabilities 26,620 51 Deposits Payable 2,835 Estimated Liability for Compensated Absences 119 8,901 Total Liabilities 210,478 $ 463,382 NET POSITION Held in Trust for External Pool Participant 0 115,566 Held in Trust for Employees' Pension Benefits 1,578,751 Held in Trust for Employees' Postemployment 0 Healthcare Benefits 754,308 Total Net Position $ 2,333,059 $ 115,566 The accompanying notes to financial statements are an integral part of this statement. 52

City of Cincinnati, Ohio Statement of Changes in Fiduciary Net Position Fiduciary Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Pension Trust Investment Trust Fund ADDITIONS Contributions: Plan members $ 15,059 Employer 37,740 Other 2,048 Participant Deposits $ 430,227 Total Contributions 54,847 430,227 Transfers From Other Retirement Systems 447 Investment earnings: Interest and Dividends 34,669 831 Net Appreciation in the Fair Value of Investments 356,507 1,057 Total Investment Earnings 391,176 1,888 Less Investment Management Expenses 11,907 Net Income From Investing Activities 379,269 1,888 From Security Lending Activities: Securities Lending Income 365 Securities Lending Expense: Borrower Rebates 215 Management Fees (116) Total Securities Lending Expenses 99 Net Income from Securities Lending Activities 464 Total Additions 435,027 432,115 DEDUCTIONS Benefit Payments: Pension and Annuities 154,744 Distributions to Participants 446,553 Hospital and Medical Care 38,583 Death Benefits, Active and Retired 665 Transfers - Retirement to other systems 1,187 Total Benefits Payments 195,179 446,553 Refunds of Contributions 1,785 Administrative expenses: Personal Services 1,170 Contractual Services 511 Materials and Supplies 254 Depreciation 98 Total Administrative Expenses 2,033 Total Deductions 198,997 446,553 Change in Net Position 236,030 (14,438) Net Position at July 1 2,097,029 130,004 Net Position at June 30 $ 2,333,059 $ 115,566 The accompanying notes to financial statements are an integral part of this statement. 53

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Footnote Table of Contents 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES... 57 2. DEPOSITS WITH FINANCIAL INSTITUTIONS AND INVESTMENTS... 64 3. MIXED INVESTMENT POOL... 74 4. COMMITMENTS... 75 5. INTER-FUND ASSETS/LIABILITIES... 77 6. INTER-FUND TRANSFERS... 78 7. NET POSITION / FUND BALANCE... 78 8. LEASES... 80 9. LONG-TERM DEBT... 82 10. DEBT LIMITATION... 88 11. TAXES... 89 12. SHORT-TERM DEBT BOND ANTICIPATION NOTES... 91 13. RESTRICTED ASSETS... 91 14. CAPITAL ASSETS... 92 15. RECEIVABLES... 94 16. CONTINGENT LIABILITIES... 96 17. RISK MANAGEMENT... 96 18. SERVICE CONCESSION ARRANGEMENTS... 98 19. SUBSEQUENT EVENTS... 98 20. POSTEMPLOYMENT BENEFITS OTHER THAN PENSIONS... 98 21. PENSION AND RETIREMENT... 99 55

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CITY OF CINCINNATI, OHIO NOTES TO FINANCIAL STATEMENTS For the fiscal year ended June 30, 2014 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The City of Cincinnati is a political subdivision of the State of Ohio. It is governed with the powers of home rule by a directly elected mayor with a four-year term and a council of nine members who are elected at large for four-year terms. In 2001, Cincinnati converted from a city manager-council form of government, through which it had operated since 1926, to a stronger mayor-council form of government. In 2012, the decision was made to change the City s fiscal year from January 1 through December 31 to July 1 through June 30 to accommodate the new council members and implementation of budgetary adjustments. This report is for the first full year from July 1, 2013 through June 30, 2014. A. Reporting Entity The City as a reporting entity consists of only one governmental unit. Cincinnati has no component units - defined by GASB 61 as entities for which the government is considered to be financially accountable and where it would be misleading to exclude. The following organizations are included in the combined financial statements of the City because, under Ohio law, they have limited corporate powers and are therefore not legally separate organizations: Cincinnati Park Board Cincinnati Recreation Commission City Planning Commission Cincinnati Board of Health Civil Service Commission Cincinnati owns a railway line, the Cincinnati Southern Railway that was completed in 1881 and extends from Cincinnati, Ohio to Chattanooga, Tennessee, a distance of 335 miles. Improvements have been made at various intervals; the most recent, a major line revision to eliminate tunnel clearance restrictions, grades, and curves, was completed in 1964. Improvements other than buildings in Governmental Activities include $83,224,000 attributable to the City's cost to construct and improve this railway system. The railway is leased to the Cincinnati, New Orleans and Texas Pacific Railway Company until December 31, 2026, with an option to extend the lease for an additional 25 years. The lessee is part of the Norfolk Southern Railway System and is its second largest operating unit. Total rental income from the railway lease was $20,735,000 for the fiscal year ending June 30, 2014 and $10,095,000 for the six month period ending June 30, 2013. B. Government-wide and Fund Financial Statements The government-wide financial statements (i.e., the statement of net position and the statement of activities) report information on all of the non-fiduciary activities of the City. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business-type activities, which rely to a significant extent on fees and charges for support. 57

The statement of activities demonstrates the degree to which the direct expenses of a given function or segment is offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function or segment and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function or segment. Taxes and other items not properly included among program revenues are reported instead as general revenues. Inter-fund receivables and payables between governmental and business type activities have been eliminated in the government-wide statement of net position. These eliminations minimize the duplicating effect on assets and liabilities within the governmental and business type activities total column. As a general rule, the effect of inter-fund activity has been eliminated from the governmentwide financial statements. Exceptions to this general rule are charges between the City s business type activities and various other functions of the government. Elimination of these charges would distort the direct costs and program revenues reported for the various functions concerned. Fund financial statements consist of a series of statements focusing on information about the City s major governmental and proprietary funds. Separate financial statements are provided for governmental funds, proprietary funds, and fiduciary funds, even though the latter are excluded from the governmentwide financial statements. Major individual governmental funds and major individual enterprise funds are reported as separate columns in the fund financial statements. C. Measurement Focus, Basis of Accounting and Financial Statement Presentation The financial statements of the City of Cincinnati for the fiscal year ended June 30, 2014 are prepared in accordance with standards promulgated by the Governmental Accounting Standards Board (GASB). These standards include the effective pronouncements of the National Council on Governmental Accounting and the American Institute of Certified Public Accountants which are considered to be "generally accepted accounting principles" for state and local entities, until they are altered, amended, supplemented, revoked or superseded by a subsequent GASB pronouncement. The City reports the following major governmental funds: General Fund This fund is the accounting entity in which all governmental activity, except that which is required to be accounted for in other funds, is accounted for. Its revenues consist primarily of taxes, intergovernmental shared revenues, charges for services, and investment income. General Fund expenditures represent costs of general government, community development, public safety, public services, public health, parks and recreation, transportation and engineering, and other. Capital Projects Fund This fund is used primarily to account for resources restricted to construct or acquire governmental fund capital assets. Such resources are derived principally from proceeds of general obligation debt, federal and state grants and City income tax (see Note 11). It is the City's policy to use the proceeds derived from the sale of bonds only for the capital improvement purpose detailed in the bond-authorizing ordinance and in accordance with state statutes. Any premium and accrued interest received from the sale of bonds is deposited into the Debt Service Fund. Debt Service Fund This fund accounts for the resources accumulated and payments made for principal and interest on general obligation debt and capital lease payments of the governmental funds. 58

The City reports the following major proprietary fund: Water Works Fund This fund accounts for all activities of the City s Water Works Department. The City collects, purifies, and sells water to Greater Cincinnati Area residents. Revenues consist primarily of user charges. The City reports the following fund types: Internal Service Funds These funds are used to account for: reproduction, printing and stores; automotive repairs and maintenance; land sales and leasing; employee medical costs; workers compensation; and enterprise technology services to other departments or agencies of the City, or to other governments. Internal service funds are used to account for the financing of goods or services provided by one department or agency to another department or agencies of the government, generally on a cost reimbursement basis. Pension Trust Fund This fund is used to account for the revenues and expenses of the City s Retirement System, which is accounted for as a single-employer defined benefit pension plan. This fund accounts for both the pension benefits and the post-employment healthcare benefits. Investment Trust Fund This fund is used to account for the Metropolitan Sewer District Fund portion of the City s pool of cash and investments. Agency Funds These funds are used to account for assets held by the City in a fiduciary capacity. Agency funds are custodial in nature (assets equal liabilities) and do not involve measurement of results of operations. The assets held by the City include: towing and storing charges for impounded vehicles; entertainment facilities deposits; transportation and engineering specific purpose monies; Metropolitan Sewer District monies; and the Convention Facility Authority monies. Measurement Focus Except for budgetary purposes, the basis of accounting used by the City conforms to generally accepted accounting principles (GAAP) in the United States of America as applicable to governmental units. The accounting and financial reporting treatment applied to a fund is determined by its measurement focus. The government-wide and proprietary funds financial statements are reported using the economic resources measurement focus. The government-wide and proprietary funds financial statements are reported using the accrual basis of accounting. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Non-exchange transactions, in which the City gives (or receives) value without directly receiving (or giving) equal value in exchange, include income taxes, property taxes, grants, shared revenues, and donations. On an accrual basis, revenue from income taxes is recognized in the period in which the taxpayer s liability occurs and revenue from property taxes is recognized in the fiscal year for which the taxes are levied. On an accrual basis, revenue in the form of shared revenue is recognized when the provider government recognizes its liability to the City. Revenue from grants and donations is recognized in the fiscal year in which all eligibility requirements have been satisfied. Governmental funds are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Under this method, revenues are recognized in the accounting period in which they become both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the City considers revenues to be available if they are collected within sixty days of the end of the current fiscal period. Expenditures generally are recorded when the related liability is incurred, as under accrual accounting. However, debt service expenditures, as well as 59

expenditures related to compensated absences and claims and judgments, are recorded only when payment is due. Inventories of materials and supplies may be considered expenditures either when purchased or when used; and prepaid expense items may be considered expenditures either when paid for or when consumed. Proceeds of general long-term debt are reported as other financing sources. Income taxes, delinquent property taxes, liquor permits, fines, local government fund, gasoline tax, and motor vehicle license fees for the current and prior periods are determined to be susceptible to accrual and recognized as revenue in the current accounting period. All other major revenues of governmental funds are determined not to meet the criteria of either being measurable or available. The proprietary fund type statements are prepared utilizing the flow of economic resources measurement focus and the accrual basis of accounting for revenues, which are recognized when they are earned, and for expenses, which are recognized when they are incurred. Unbilled service receivables are recognized by proprietary funds when the services are provided. The fiduciary fund types recognize revenue and expenses on a basis consistent with the fund's accounting measurement objective. The pension trust fund and the mixed investment pool statements are prepared utilizing the flow of economic resources measurement focus and the accrual basis of accounting. The pension trust fund accounts for both the pension benefits and the employees postemployment benefits. Agency funds do not have a measurement focus. Their financial statements are prepared utilizing the accrual basis of accounting. Other Accounting Policies A. Investments - The investments of the City (excluding the City of Cincinnati's Retirement System, (see Note 2)) are comprised primarily of time deposits and other securities guaranteed by the United States Government or its agencies and are stated at fair value based on quoted market prices. B. Inventories - Inventories are valued at cost using either the moving weighted average or the first-in, first-out method. Inventories in the governmental funds and the proprietary funds are recorded using the consumption method whereby inventories are recorded as expenditures or expenses when they are used. C. Insurance - The City maintains a comprehensive all-risk property insurance program through a commercial carrier that provides insurance coverage for approximately $1,362,000,000 in property values. The program contains a $100 thousand deductible, provides coverage in the amount of $300 million per occurrence, and has a maximum limit of $50 million for earthquake damage and $50 million for flood damage. The City's available legal debt margin of $ 36,930,635 at June 30, 2014, is considered adequate for catastrophic loss coverage. D. Inter-Fund Transactions During the course of normal operations, the City has numerous transactions between funds including expenditures/expenses, advances and transfers of resources to provide services, construct assets and service debt. The governmental and proprietary fund type financial statements generally reflect such transactions as transfers or advances. The internal service funds record charges for services to City departments as operating revenue. All City funds record these payments to the internal service funds as operating expenditures/expenses. The proprietary funds record operating subsidies as other income whereas the fund paying the subsidy records it as either an expenditure/expense or transfer. Transfers are intended to reallocate money permanently from one fund to another. Advances represent the long-term portion of loans between funds. Inter-fund services provided and used are accounted for as revenues, expenditures, or expenses in the funds involved. The General Fund provides administrative services to enterprise funds. Based on an internal cost allocation plan certain costs initially borne by the General Fund are then billed as indirect charges to other funds of the City. The amounts charged for those services 60

are treated as revenue to the General Fund and as operating expenses in the enterprise funds and as program expenses for individual functions and activities. E. Capital Assets - Capital assets which include property, plant and equipment, and infrastructure (i.e.. roads, streets, bridges and retaining walls) are reported in the applicable governmental or businesstype activity columns in the government-wide financial statements. The City defines capital assets as assets with an individual cost of $5,000 or more ($100,000 for governmental infrastructure assets) and an estimated useful life in excess of one year. Such assets are capitalized at historical cost, or estimated values that approximate historical cost if purchased or constructed. Pursuant to the implementation of GASB No. 34, the historical cost of infrastructure assets (retroactive to January 1, 1980) is included as part of the governmental capital assets reported in the governmentwide statement. Thus, the depreciated value of construction cost for streets, bridges and retaining walls is reported. Donated capital assets are recorded at estimated fair market value at the time of donation. Capital assets include intangible assets as defined by GASB 51. An intangible asset is an asset that lacks physical substance and has a useful life of more than one year. Some examples are computer software, trademarks, water rights and land easements. The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend assets lives are not capitalized. Major outlays for capital assets and improvements are capitalized as projects are constructed. Interest incurred during the construction phase of capital assets of business-type activities is included as part of the capitalized value of the assets constructed. Property, plant, and equipment of the City are depreciated using the straight-line method over the following estimated useful lives: Water Mains Buildings and Improvements Infrastructure Machinery and Equipment Automotive Equipment 100 years 25-70 years 15-25 years 5-40 years 3-20 years F. Deferred Inflows - The City reports deferred inflows on its fund level balance sheet and entity wide statement of net position. Deferred inflows are items that were previously reported as deferred revenues and certain items that were previously recorded as assets and liabilities, such as, gains on defeasance of debt and certain transactions under service concession arrangements. Deferred inflows arise when potential revenue does not meet both the "measurable" and "available" criteria for recognition in the current period. Certain intergovernmental receivables, uncollected assessments, miscellaneous receivables, property taxes and income taxes not meeting the availability criteria have been deferred and will be realized in a subsequent period in the governmental funds. G. Deferred Outflows A deferred outflow is a consumption of net position in a future period. The City reports as deferred outflows the loss on defeasance from debt refundings. H. Grants and Other Intergovernmental Revenues -The proprietary fund types recognize the federal reimbursement type capital grants as intergovernmental receivables and capital contributions as the related expenses are incurred. All other federal reimbursement type grants are recorded as intergovernmental receivables and revenues when the related expenditures are incurred. On an accrual basis, revenue in the form of shared revenue is recognized when the provider government recognizes its liability to the City. 61

I. Operating Revenues and Expenses - The City, in its proprietary funds, distinguishes operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from providing services and delivering goods in connection with a proprietary fund s principal ongoing operations. The principal operating revenues of the City s enterprise funds and internal service funds are charges to customers for sales and services. Operating expenses for enterprise funds and internal service funds include the cost of sales and services, administrative expenses, and depreciation of capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses. J. Capitalization of Interest - Interest is capitalized by the City in proprietary fund types when it is determined to be material. The City capitalizes interest in accordance with GASB 62 Guidance. This Guidance requires that the interest cost capitalized during construction be reduced by interest income earned on investments of the bond proceeds from the date of the borrowing until the assets constructed from the bond proceeds are ready for their intended use. K. Statement of Cash Flows - For purposes of the statement of cash flows, the proprietary funds consider all highly liquid investments held by trustees, with a maturity of three months or less when purchased, to be cash equivalents. In addition, all cash and temporary investments with the City Treasurer are also considered to be cash equivalents since they are available to the proprietary funds on demand. The temporary investments primarily consist of certificates of deposit, federal agencies or instrumentalities, Ohio Municipals and U. S. Treasury securities that have maturities of up to two years. L. Bond Issuance Costs, Premiums and Discounts Premiums and discounts are capitalized and amortized over the term of the bond. Debt is reported net of unamortized premiums and discounts. Bond Issuance Costs are expensed as incurred per GASB 65 except for prepaid bond insurance which is reported as a deferred outflow of resources and amortized term of the bonds. M. Fund Balance Restricted Fund balances are used to meet current expenditures incurred for which restricted and unrestricted funds are available. Other expenditures are from committed, assigned and unassigned fund balances respectively. N. Pronouncements Effective for the 2014 Financial Statements Governmental Accounting Standards Board (GASB) Statement Number 67, Financial Reporting for Pension Plans an amendment of GASB Statement No. 25 was issued in June 2012. The provisions of this Statement are effective for financial statements for periods beginning after June 15, 2013. Earlier application is encouraged. This Statement replaces the requirements of Statements No. 25, Financial Reporting for Defined Benefit Pension Plans and Note Disclosures for Defined Contribution Plans, and No. 50, Pension Disclosures, as they relate to pension plans that are administered through trusts or equivalent arrangements (hereafter jointly referred to as trusts) that meet certain criteria. The requirements of Statements 25 and 50 remain applicable to pension plans that are not administered through trusts covered by the scope of this Statement and to defined-contribution plans that provide postemployment benefits other than pensions. Governmental Accounting Standards Board (GASB) Statement Number 70, Accounting and Financial Reporting for Non-exchange Financial Guarantees was issued in April 2013. The provisions of this Statement are effective for financial statements for periods beginning after June 15, 2013. Earlier application is encouraged. This Statement requires a government that extends a non-exchange financial guarantee to recognize a liability when qualitative factors and historical data, if any, indicate that it is more likely than not that the government will be required to make a payment on the guarantee. The amount of the liability to be recognized should be the discounted present value of the best estimate of the future outflows related to the guarantee expected to be incurred. When there is no best estimate but a range of the estimated future outflows can be 62

established, the amount of the liability to be recognized should be the discounted present value of the minimum amount within the range. This Statement requires a government that has issued an obligation guaranteed in a non-exchange transaction to recognize revenue to the extent of the reduction in its guaranteed liabilities. This Statement also requires a government that is required to repay a guarantor for making a payment on a guaranteed obligation or legally assuming the guaranteed obligation to continue to recognize a liability until legally released as an obligor. When a government is released as an obligor, the government should recognize revenue as a result of being relieved of the obligation. This Statement also provides additional guidance for intra-entity non-exchange financial guarantees involving blended component units. Except for disclosures related to cumulative amounts paid or received in relation to a financial guarantee, the provisions of this Statement are required to be applied retroactively. Disclosures related to cumulative amounts paid or received in relation to a financial guarantee may be applied prospectively. O. Pronouncements Issued But Not Yet Effective Governmental Accounting Standards Board (GASB) Statement Number 68, Accounting and Financial Reporting for Pensions - an amendment of GASB Statement No. 27 was issued in June 2012. The provisions of this Statement are effective for financial statements for periods beginning after June 15, 2014. Earlier application is encouraged. This Statement replaces the requirements of Statement No. 27, Accounting for Pensions by State and Local Governmental Employers, as well as the requirements of Statement No. 50, Pension Disclosures, as they relate to pensions that are provided through pension plans administered as trusts or equivalent arrangements (hereafter jointly referred to as trusts) that meet certain criteria. The requirements of Statements 27 and 50 remain applicable for pensions that are not covered by the scope of this Statement. Governmental Accounting Standards Board (GASB) Statement Number 69, Government Combinations and Disposals of Government Operations was issued in January 2013. The provisions of this Statement are effective for financial statements for periods beginning after December 15, 2013. Earlier application is encouraged. This Statement establishes accounting and financial reporting standards related to government combinations and disposals of government operations. This Statement requires the use of carrying values to measure the assets and liabilities in a government merger. This Statement requires measurements of assets acquired and liabilities assumed generally to be based upon their acquisition values. This Statement also provides guidance for transfers of operations that do not constitute entire legally separate entities and in which no significant consideration is exchanged. A disposal of a government s operations results in the removal of specific activities of a government. This Statement provides accounting and financial reporting guidance for disposals of government operations that have been transferred or sold. This Statement requires disclosures to be made about government combinations and disposals of government operations to enable financial statement users to evaluate the nature and financial effects of those transactions. Governmental Accounting Standards Board (GASB) Statement Number 71, Pension Transition for Contributions Made Subsequent to the Measurement Date an amendment of GASB Statement No. 68 was issued in November 2013. The provisions of this Statement are required to be applied simultaneously with the provisions of Statement No. 68 effective for financial statements for periods beginning after December 15, 2013. Earlier application is encouraged. The objective of this Statement is to address an issue regarding application of the transition provisions of Statement No. 68, Accounting and Financial Reporting for Pensions. The issue relates to amounts associated with contributions, if any, made by a state or local government employer or non-employer contributing entity to a defined benefit pension plan after the measurement date of the government s beginning net pension liability. Statement 68 requires a state or local government employer (or non-employer contributing entity in a special funding situation) to recognize a net pension liability measured as of a date (the measurement date) no earlier than the end of its prior fiscal year. If a state or local government employer or non-employer contributing entity makes a contribution to a defined benefit 63

pension plan between the measurement date of the reported net pension liability and the end of the government s reporting period, Statement 68 requires that the government recognize its contribution as a deferred outflow of resources. In addition, Statement 68 requires recognition of deferred outflows of resources and deferred inflows of resources for changes in the net pension liability of a state or local government employer or non-employer contributing entity that arise from other types of events. At transition to Statement 68, if it is not practical for an employer or nonemployer contributing entity to determine the amounts of all deferred outflows of resources and deferred inflows of resources related to pensions, paragraph 137 of Statement 68 required that beginning balances for deferred outflows of resources and deferred inflows of resources not be reported. Consequently, if it is not practical to determine the amounts of all deferred outflows of resources and deferred inflows of resources related to pensions, contributions made after the measurement date of the beginning net pension liability could not have been reported as deferred outflows of resources at transition. This could have resulted in a significant understatement of an employer or non-employer contributing entity s beginning net position and expense in the initial period of implementation. This Statement amends paragraph 137 of Statement 68 to require that, at transition, a government recognize a beginning deferred outflow of resources for its pension contributions, if any, made subsequent to the measurement date of the beginning net pension liability. Statement 68, as amended, continues to require that beginning balances for other deferred outflows of resources and deferred inflows of resources related to pensions be reported at transition only if it is practical to determine all such amounts. P. Working Capital Reserve - City Council established standards for a minimum working capital reserve account in 1984 to assure a strong financial position and to protect Cincinnati's general obligation bond rating during periods of fiscal stress. The policy called for achievement of a minimum reserve level, for emergency needs of a catastrophic nature, of no less than 5% or more than 8% of general operating revenues by December 31, 1986. The targeted year-end reserve level was achieved in each fiscal period 1985 through 2014. The working capital reserve for at June 30, 2014 was $21,339,000 and is included in the Unassigned Fund Balance as a Working Capital Reserve in the General Fund. The City is a chartered government and the working capital reserve, as established, is allowed by the charter. Q. Restricted resources - Bond funds and other similar restricted resources are assumed to be expended before non-restricted resources in paying for capital projects of both the governmental funds and the proprietary funds. R. Liability for Compensated Absences City employees are awarded sick, vacation and compensatory time as determined by union contractual agreements and personnel policies. Compensatory time and vacation time are paid out in full upon termination and are expensed in the year earned. Sick leave is paid out at various levels upon termination. The liability for sick leave is computed with the Termination Payment Method using a historical average of total years worked and total amount paid. The current portion of the liability is an average of the annual expenditures. 2. DEPOSITS WITH FINANCIAL INSTITUTIONS AND INVESTMENTS The City of Cincinnati combines the cash balances in individual funds to form a pool of cash and investments. Each fund reports its respective equity in City Treasury cash as an element of its resources. In addition, several funds separately hold cash and equivalents and investments, which are appropriately identified, in the government-wide Statement of Net Position of the City. Earnings from the pooled cash and investments are allocated on a quarterly basis to eligible funds based on month-end equity balances. The data presented in the accompanying financial statements is for the City of Cincinnati as a whole. 64

Deposits At fiscal year end the carrying amount of the City's deposits, including certificates of deposit with various financial institutions was $211,749,000 and the bank balance was $211,711,000. The entire bank balance is held in the name of the City and is collateralized either by federal depository insurance or securities pledged as collateral and segregated by the Federal Reserve Bank in a pledge account. The collateral is held by the City's agent in the City's name; it cannot be released by the Federal Reserve Bank without the City's approval. Statutes specify that the City Treasurer require institutions designated as a public depository to pledge and to deposit with the Treasurer's office, as security for the payment of all public monies to be deposited in the public depository during the period of designation, eligible securities of an aggregate market value equal to the excess of the amount of public monies that are at the time so deposited over and above such portion or amount of such money as is at such time insured by the Federal Deposit Insurance Corporation, or by any other agency or instrumentality of the federal government. As an alternative, the City Treasurer may require such institution to deposit with him surety company bonds which, when executed, shall be for an amount equal to such excess amount. Excluded from these amounts are deposits held by the City s Retirement System for which the fiscal year ended June 30, 2014 book balance was $40,712,000. The June 30, 2014 bank balance was $17,333,000 and the cash balance was $17,155,000. The cash balance was held by the City Treasurer. The cash equivalents of $23,557,000 were held in money managers custodial accounts at the Bank of New York at year-end and are not subject to the same insurance and collateralization requirements as the City s deposits and are uncollateralized. Investments The fair value of investments for the City (including permanent funds) at June 30, 2014 was $1,066,502,000. These investments include $46,568,000 in Money Market Funds, $522,084,000 in U. S. Treasury Securities, $409,748,000 in U. S. Government Agencies, $324,000 in Bond Mutual Funds, $86,382,000 in Ohio Municipals, and $1,396,000 in Equity Securities. The City is legally authorized to invest in obligations of the U.S. Treasury, federal agencies or instrumentalities, obligations of the State of Ohio and its political subdivisions and repurchase agreements. All investments of the City of Cincinnati are insured or registered, or are securities held by the City or its agent in the City's name. The City Treasurer may enter into a repurchase agreement of United States Treasury obligations or other obligations for which the full faith and credit of the United States is pledged for the payment of principal and interest, or obligations or securities issued by any federal government agency. The City has not used reverse repurchase agreements or derivatives as investment instruments. Excluded from the City s investments discussed above are assets held in trust by the City s Retirement System and the Park Board, which includes the Special Revenue Parks, Special Revenue Bettman Nature Center, and Permanent Park Board Funds. The fair value of investments for these funds at June 30, 2014 was $2,334,220,000. These investments include $95,987,000 in U.S. Government Bonds, $90,784,000 in U.S. Government Agencies, $47,179,000 in Corporate Fixed Income, $226,200,000 in Private Equity, $1,181,879,000 in Equity Securities, $2,789,000 in State and Local Obligations, $456,597,000 in Other Investments, $189,040,000 in Real Estate Investments, $878,000 in Derivatives, $23,959,000 in Private Placements, $1,265,000 in Tax Exempt Government Municipals and $17,663,000 in other bonds. In those cases where resources are maintained in trust, the authority for investment of the property rests with either the trust agreement or local ordinance. Investments of the City of Cincinnati Retirement System are, by ordinance, subject to certain terms and limitations. These limitations do not apply to investments in securities of the City and federal government or their agencies. Investments of the City of Cincinnati Retirement System and Park Board are uninsured. These securities are held by the 65

counterparty or by its trust department or agent but not in the City s name. The investment in Venture Capital is not considered an investment in a security for purposes of credit risk classification since it is not evidenced by securities that exist in physical or book entry form. Investment Policy and Risk The investment policy and risk will be discussed in four categories: 1) the City investment policy, which includes the General Fund, Debt Service Fund, Capital Project Fund, Water Works Fund (an Enterprise Fund), and the Metropolitan Sewer District (an Agency Fund); 2) the Permanent Funds except for the Park Board Fund; 3) the Park Board, which includes the Special Revenue Parks, Special Revenue Bettman Nature Center and Permanent Park Board Funds; and 4) the City of Cincinnati s Retirement System s Pension Trust Fund. A. City Investment Policy The City s foremost objective of the investment policy for the funds that are pooled and deposited in the General Bank Depository Account and other accounts authorized by the City Treasurer is safety of principal. The investment policy minimizes credit risk by limiting investments to the safest types of securities, pre-qualifying the financial institutions with which the City will do business, and diversifying investments to minimize potential losses. Interest rate risk is the risk that changes in interest rates will adversely affect the fair value of an investment. Interest rate risk is reduced by structuring the portfolio to mature to meet cash requirements for ongoing operations in order to avoid the need to sell securities prior to maturity and by investing operating funds in shorter-term securities. At June 30, 2014, the City had the following investments held by the City Treasurer which were exposed to interest rate risk (amounts in thousands): Investment Maturities Investment Type Fair Value Less Than 1 1 to 5 More than 5 U.S. Treasury Obligations $ 522,084 $ 60,708 $ 452,456 $ 8,920 U.S. Agencies 409,748 26,359 383,389 Tax Exempt Ohio Municipals 86,382 2,369 84,013 Total $ 1,018,214 $ 89,436 $ 919,858 $ 8,920 Currently, the investment policy limits the investments to: 1) obligations issued by the United States Treasury, 2) obligations issued by a federal government agency or instrumentality, 3) certificates of deposits, 4) no-load money market mutual funds which invest in 1), 2), or 3) above, 5) the Ohio subdivision s fund (STAR Ohio), 6) repurchase agreements, or 7) obligations of the State of Ohio or of a political subdivision of the state with at least a AA rating. These investments do not expose the City to foreign currency risk. Therefore, the City does not have a foreign currency risk policy. Credit risk is the risk that an issuer or other counterparty to an investment will not fulfill its obligations. Credit ratings indicate the degree of credit risk for an investment. At June 30, 2014 the City held the following investments (amounts in thousands): 66

Total A-/A3 BBB-/Baa3 Full Fair and to Not Faith & Investment Type Value Above BBB+/Baa1 Rated Credit U.S. Treasury Obligations $ 522,084 $ 492,454 $ $ 29,630 U.S. Agencies 409,748 365,478 44,270 Tax Exempt Ohio Municipals 86,382 64,488 $ 647 21,247 Total $ 1,018,214 $ 922,420 $ 647 $ 65,517 $ 29,630 Custodial credit risk is the risk that in the event of a failure of a depository financial institution or counterparty to a transaction, the City would be unable to recover the value of an investment or collateral securities. The custodial credit risk policy is discussed in the Deposits section above. The City requires the certificates of deposit to be backed by collateral or surety bond with an aggregate market value of one hundred two percent of the City s deposits and investments including accrued interest. Repurchase agreements require collateral. The release of collateral requires the approval of the City Treasurer. Concentration of credit risk is the risk of loss attributed to the magnitude of the City s investment in a single issuer. At June 30, 2014 the City did not have more than five percent of total investments with a single issuer. B. Permanent Funds The Permanent Funds (excluding the Park Board Fund) do not have a written investment policy. Each fund has a separate trust agreement, which limits the activity of the fund. At June 30, 2014, total investments were $1,720,000. The Permanent Funds do not have an investment policy for interest rate risk, credit risk, custodial credit risk, concentration of credit risk, or foreign currency risk. Their investments consist of equity securities with a fair value of $1,396,000, and bond mutual funds with a fair value of $324,000. Credit ratings and maturity information was not available for the investments in bond mutual funds. C. Park Board The Park Board Fund investments goals are to generate capital growth for long-term usage and provide operating income to the respective projects and operations. The fund has established asset allocation ranges. For equities that range is seventy to ninety percent. The bond range is ten to thirty percent, and the cash range is zero to three percent. Each bond investment must have a minimum credit rating of B by Standard and Poor s and Moody s. Other than these limitations on investments, the Park Board Fund does not have an established policy for interest rate risk, credit risk, concentration of credit risk, custodial credit risk, or foreign currency risk. At June 30, 2014 the Park Board had total investments with a fair value of $9,781,000 which included equity securities with a fair value of $7,530,000, real estate with a fair value of $1,000, and bond mutual funds with a fair value of $402,000. The remaining $1,848,000 in investments is identified in the chart below. The following investments were exposed to interest rate risk (amounts in thousands): Investment Maturities (in years) Investment Type Fair Value Less Than 1 1 to 5 U.S. Treasury Obligations $ 940 $ 239 $ 701 Corporate Bonds 908 51 857 Total $ 1,848 $ 290 $ 1,558 67

U The following chart provides information utilized in determining credit rate risk (amounts in thousands): Total A-/A3 Fair and Not Investment Type Value Above Rated U.S. Government Treasury $ 941 $ 941 Corporate Bonds 907 654 $ 25 Fixed Income Mutual Funds 402 402 Total $ 2,250 $ 1,595 $ 427 D. City Retirement The City of Cincinnati Retirement System s Pension Trust Fund primary investment return objectives are to preserve the safety of principal, earn the highest possible total return consistent with prudent levels of risk, and create a stream of investment returns to insure the systematic and adequate funding of actuarially determined benefits through contributions and professional management of the System assets. The System has established asset allocation goals with acceptable variances specific to the investment manager category. The total fixed income target allocation is 17% with a variance of 4%. The fixed income investment managers are divided between core bond managers (target allocation of 14% with a variance of 2%) and high yield bond managers (target allocation of 3% with a variance of 2%). The remaining investment manager asset target allocations are as follows: domestic equity 29.5% with a variance of 6%, non-u.s. equity 21% with a variance of 5%, real estate equity 7.5% with a variance of 3%, infrastructure 5% with a variance of 2%, hedge fund of funds 10% with a variance of 5%, risk parity 5% with a variance of 2.5%, and private equity 5% with a variance of 5%. UInterest Rate Risk The interest rate risk is addressed by guidelines that require the weighted duration of the investments to be within a range of the duration of a benchmark index. For bonds the average effective duration may not vary more than 25%. At June 30, 2014, the System had the following investments subject to interest rate risk (amounts in thousands): Investment Maturities (in years) Investment Type Fair Value Less Than 1 1 to 5 6 to 10 More than 10 Cash Equivalents $ 23,573 $ 23,573 Convertible Bonds 211 211 Fixed Investments Corporate Bonds 45,870 7,721 $ 21,676 10,266 $ 6,207 International Bonds 17,452 2,179 10,582 1,380 3,311 Other Government Obligations 2,789 3 2,786 Private Placements 23,959 3,939 6,253 4,480 9,287 Tax Exempt US Municipals 1,265 144 1,121 US Agencies 90,784 4,892 7,993 1,578 76,321 US Governments 95,046 12,599 33,674 37,440 11,333 Preferred Stock 4,704 3,485 1,219 Derivatives Forwards (144) (144) Swaps 743 42 707 (6) Options (36) (32) (4) Future Contracts 315 263 4 8 40 Total $ 306,531 $ 58,517 $ 81,099 $ 55,290 $ 111,625 68

U Concentration of Credit Risk The concentration of credit risk is minimized by the diversification policy, which requires the assets to be allocated across major asset classes and be diversified broadly within each asset class. The investment firm is required to notify the System when, in aggregate as a firm, the organization owns more than 10% of the outstanding shares in a single stock. Also, within the fixed investment asset class each of the investment managers may not allow a single issuer to comprise more than 5% of the portfolio s market value. For the U.S. equity and the Non-U.S. equity, no single security shall comprise more than 10% of the portfolio s market value for each investment manager. To further limit the concentration of credit risk, the U.S. equity investment managers are not permitted for the aggregate position within each equity manager s portfolio to exceed 5% of the fair market value of the outstanding stock in any company. The limit for Non-U.S. equity investment managers is 1.5%. UCredit Risk In order to reduce credit risk, the System requires that 85% of the bond managers invest in a high quality investment grade security. The remaining 15% may be invested in below investment grade securities, defined as investments with a middle rating below BBB- (S&P), Baa3 (Moody s), or BBB- (Fitch). The high yield bonds overall portfolio average quality rating should be not less than B based upon the rating of at least two of the three rating agencies (S&P, Moody s, and Fitch). The following chart provides the investments held by the System summarized by credit rating at June 30, 2014 (amounts in thousands): Investment Type Total Fair Value A-/A3 and Above BBB-/Baa3 to BBB+/Baa1 B-/B3 to BB+/Ba1 C/C to CCC/Caa Not Rated Cash Equivalents $ 23,573 $ 500 $ 23,073 Convertible Bonds 211 $ 211 Fixed Investments Corporate Bonds 45,870 10,273 27,187 $ 6,741 $ 1,245 424 International Bonds 17,452 827 11,823 4,802 Other Government Obligations 2,789 2,673 113 3 Private Placements 23,959 12,254 4,821 5,224 1,428 232 Tax Exempt US Municipals 1,265 1,265 US Agencies 90,784 71,859 1,997 2,160 857 13,911 US Governments 95,046 95,046 Preferred Stock 4,704 897 1,688 2,119 Derivatives Forwards (144) (144) Swaps 743 743 Options (36) (36) Future Contracts 315 315 Total $ 306,531 $ 194,697 $ 47,049 $ 20,615 $ 3,530 $ 40,640 Foreign Currency Risk Foreign currency risk is the risk that changes in exchange rates will adversely affect the fair value of an investment or a deposit. The System s target allocation for non-u.s. equities is 21% of the total investment assets with 10% in developed large cap, 5% in small cap, and 6% in emerging markets. The non-u.s. equity managers may hold up to 5% of its portfolio in a money market or cash. Currency hedging which includes forward currency contracts and cross currency hedging, are permitted for defensive purposes. The System s exposure to foreign currency risk at June 30, 2014 is as follows (amounts in thousands): 69

Currency Fair Value Equity Fixed Income Derivatives Cash Australian Dollar $ 3,492 $ 5,529 (2,037) Canadian Dollar 0 0 Danish Krone 2,303 2,292 11 Euro Currency 68,282 69,898 11,954 12 (13,582) Hong Kong Dollar 9,563 9,537 26 Indian Rupee 0 Indonesian Rupian 0 Japanese Yen 34,244 35,194 (950) Malaysian Ringgit 0 Mexican New Peso 1,085 58 1,027 New Taiwan Dollar 1,068 1,068 New Zealand Dollar 0 S African Comm Rand 3,475 3,446 29 Singapore Dollar 6,241 6,219 22 South Korean Won 0 Swedish Krona 3,092 3,077 15 Swiss Franc 23,678 23,440 238 United Kingdom Pound Sterling 35,496 35,431 3,293 (3,228) Total $ 192,019 $ 195,131 $ 15,247 $ 70 $ (18,429) UCustodial Credit Risk As for custodial credit risk, the fund only requires collateral for their securities lending program as discussed in the Securities Lending section of this footnote. Securities Lending City statutes and board of trustee policies permit the City of Cincinnati Retirement System to use investments of the plan to enter into securities lending transactions loans of securities to broker-dealers and other entities for collateral with a simultaneous agreement to return the collateral for the same security in the future. Securities are loaned in exchange for collateral that may include cash, U.S. government securities and irrevocable letters of credit. U.S. securities are loaned in exchange for collateral valued at 102% of the market value of the securities plus any accrued interest. Non-U.S. securities are loaned in exchange for collateral valued at 105% of the market value of the securities plus any accrued interest. Collateral cannot be pledged or sold unless the borrower defaults. The borrower is required to pay to the Lender the equivalent of all interest and dividends that are paid by the issuer during the term of the loan. All security loans can be terminated on demand by either the lender or the borrower, although the average term of the System s overall loans was 40 days for the fiscal yeard ended June 30, 2014. Cash collateral is invested in a short-term investment pool, which had an average weighted maturity of 6 day as of June 30, 2014. Cash collateral may also be invested separately in term loans, in which the maturity of the term loan is matched to either the maturity of the cash collateral invested or the interest rate reset of the cash collateral invested. These loans have rights of substitution and securities can be recalled on demand. As of June 30, 2014, there were no violations of legal or contractual provisions, no borrower or lending agent default and no losses known to the securities lending agent. There are no dividends or coupon payments owed on the securities lent. 70

The following represents the balances relating to the securities lending transactions at the financial statement date (amounts in thousands): Fair Value of Cash Collateral Secuties Lent Underlying Received/Securities Securities Collateral Value Lent for Cash Collateral: U.S. Government $ 46,180 $ 47,088 U.S. Corporate Fixed Income 6,317 6,477 U.S. Equities 64,074 65,401 Non-U.S. Equities 6,641 7,106 Total $ 123,212 $ 126,072 The following maturity chart for securities lending collateral provides information pertinent to interest rate risk (amounts in thousands): Investment Maturities (in years) Asset class Less Than 1 1 to 5 More than 15 Total Asset Backed Security $ 0 $ 2,570 $ 2,570 Certificate of Deposit 8,201 8,201 Commercial Paper 15,595 15,595 Fixed Rate Notes 2,700 2,700 Floating Rate Notes 57,064 $ 26,186 83,250 Repurchase Agreements 2,278 2,278 Total $ 85,838 $ 26,186 $ 2,570 $ 114,594 In order to determine credit rate risk for the securities lending collateral, the following chart is useful (amounts in thousands): Investment Type Fair Value A-/A3 and Above C/C to CCC/Caa D Default Not Rated Asset Backed Security $ 2,570 $ 326 $ 2,244 Certificate of Deposit Float 8,201 $ 8,201 Commercial Paper 15,595 15,595 Fixed Rate Notes 2,700 2,700 Floating Rate Notes 83,250 83,250 Repurchase Agreements 2,278 $ 2,278 Total $ 114,594 $ 109,746 $ 326 $ 2,244 $ 2,278 Derivatives Derivatives are generally defined as a financial instrument whose characteristics and value depend on, or derive from, the value and characteristics of an underlying asset which is typically a commodity, bond, equity or currency. A derivative for financial statement purposes contains three traits: settlement factor, leverage, and net settlement. The retirement system enters into certain derivative financial instruments, primarily to enhance the performance and/or reduce the volatility of the portfolio. The retirement system s investment-grade bond managers, Non-U.S. equity managers, and cash equitization manager are authorized to invest in derivatives. The derivatives permitted and utilized are: forwards, options, swaps, and futures. The derivatives held at the end of the fiscal period were for investment purposes only. The Non-U.S. equity manager is authorized to utilize currency hedging for defensive purposes, although the manager did not partake in hedging at year end. 71

As of June 30, 2014, CRS held investment derivatives consisting of forward contracts, swaps, futures, and options. Gains and losses are included in the net appreciation/(depreciation) in the fair value of investments total in the Statement of Changes in Fiduciary Net Position. The following table presents the classification of the investment derivatives at June 30, 2014 (amounts in thousands): Investment Changes in Fair Value Fair Value at 6/30/14 Derivatives Classification Gain/(Loss) Classification Amount Forward Contracts Net appreciation(depreciation) $ - Other Assets $ (144) Interest Rate Swaps Net appreciation(depreciation) 106 Other Assets 525 Credit Default Swaps Net appreciation(depreciation) 25 Other Assets 218 Options Net appreciation(depreciation) 64 Other Assets (36) Future Contracts Net appreciation(depreciation) 315 Other Assets 315 Total $ 510 Total $ 878 A forward contract (forward) is an obligation to buy (sell) an asset at a fixed price on a predetermined date. Forwards are over the counter instruments, which means they are not traded on an organized exchange. The price specified for the foreign currency, government securities, or other asset may be higher or lower than the actual market price at the time of delivery. At June 30, 2014 CRS held the following forward contracts (amounts in thousands): Fair Notional Value at Base Broker Value 6/30/14 Exposure Bank of America NA $ 3,199 $ (7) 6.10% The Bank of New York Mellon Corp 2,598 (44) 4.95% Barclays Bank PLC 6,933 (39) 13.22% BNP Paribas Securities Corp 741 (26) 1.41% Citibank NA 9,224 (5) 17.59% Credit Suisse AG 843-1.61% Deutsche Bank AG/London 1,798 (8) 3.43% Goldman Sachs Bank 10,565 (2) 20.15% HSBC Securities Inc 285 3 0.54% JPMorgan Chase Bank NA 772 (7) 1.47% Morgan Stanley Capital Services LLC 3,571-6.81% National Australia Bank Ltd 2,265 1 4.32% The Royal Bank of Scotland PLC 399 (1) 0.76% UBS AG/Stamford CT 9,248 (9) 17.64% $ 52,441 $ (144) 100.00% A swap is a transaction which exchanges one currency, obligation or financial instrument for another. Swaps are over-the-counter instruments. Usually a set of future cash flows are exchanged between two counterparties. Interest rate swaps involve the exchange of one stream of future interest payments for another based on a specified principal amount. Usually fixed and floating interest rates are exchanged. A credit default swap allows the transfer of third party credit risk from one party to the other. One party in a credit default swap is a lender whom faces credit risk from a third party. The counterparty to the swap agrees to insure this risk in exchange for regular periodic payments. 72

The swaps held at June 30, 2014 are presented in the next chart (amounts in thousands): Swap CRS CRS Maturity Notional Cumulative Fair Value Counterparty Description Pays Receives Date Amount Gain(Loss) at 6/30/13 Interest Rate Swaps: Chicago Mercantile Exchange IRS USD 1.500 03/18/15-1Y (RED) CME 3M LIBOR 1.50% 3/18/16 $ 3,200 $ 3 $ 28 Barclays Bank PLC IRS MXN R 5.600 09/13/11-5Y* BRC MXN-TIIE-Banxico- Bloomberg 5.60% 9/6/16 917 28 34 HSBC BANK USA, N.A. IRS MXN R 5.600 09/13/11-5Y* HUS MXN-TIIE-Banxico- Bloomberg 5.60% 9/6/16 62 2 2 Chicago Mercantile Exchange IRS USD 1.500 12/16/15-1Y (RED) CME 3M LIBOR 1.50% 12/16/16 18,600 19 34 Chicago Mercantile Exchange IRS USD 1.750 06/15/16-1Y (GRN) CME 3M LIBOR 1.75% 6/15/17 4,900 (2) (2) Barclays Bank PLC IRS MXN R 5.000 09/19/12-5Y* BRC MXN-TIIE-Banxico- Bloomberg 5.00% 9/13/17 462 10 11 Barclays Bank PLC IRS MXN R 5.500 09/19/12-5Y* BRC MXN-TIIE-Banxico- Bloomberg 5.50% 9/13/17 231 12 9 Chicago Mercantile Exchange IRS MXN 5.500 09/19/12-5Y* CME MXN-TIIE-Banxico- Bloomberg 5.50% 9/13/17 77 0 3 Morgan Stanley Capital Services IRS MXN R 5.000 09/19/12-5Y* MYC MXN-TIIE-Banxico- Bloomberg 5.00% 9/13/17 694 14 16 Chicago Mercantile Exchange IRS USD 3.000 09/21/16-1Y (GRN) CME 3M LIBOR 3.00% 9/21/17 42,100 26 398 Chicago Mercantile Exchange OIS USD FEDL01/1.0 10/15/15 CME US Federal Funds Rate 1.00% 10/15/17 100 (1) (1) HSBC BANK USA, N.A. IRS MXN R 5.500 09/14/12-10Y* HUS MXN-TIIE-Banxico- Bloomberg 5.50% 9/2/22 31 0 (1) Morgan Stanley Capital Services IRS MXN R 5.500 09/14/12-10Y* MYC MXN-TIIE-Banxico- Bloomberg 5.50% 9/2/22 39 0 (1) Chicago Mercantile Exchange IRS USD 2.750 06/18/14-10Y CME 0.0275 3M LIBOR 6/18/24 400 (5) (5) Interest Rate Swaps Total $ 71,813 $ 106 $ 525 Credit Default Swaps: Societe Generale Paris UNITED KINGDOM GOV'T SW SP SOG Upon Default 1.00% 3/20/15 $ 100 $ - $ 1 Barclays Bank PLC CDX EM13 SP BRC Upon Default 5.00% 6/20/15 600 (64) 12 Deutsche Bank AG CDX EM13 SP DUB Upon Default 5.00% 6/20/15 1,000 (110) 21 Goldman Sachs International UNITED KINGDOM GOV'T SW SP GST Upon Default 1.00% 6/20/15 100 0 1 JP Morgan Chase Bank, N.A. BRAZIL LA SP JPM Upon Default 1.00% 6/20/15 1,000 18 7 Deutsche Bank AG BERKSHIRE HATHAWAY INC SNR S* SP DUB Upon Default 1.00% 12/20/15 1,000 27 13 Deutsche Bank AG GECC SNR S* SP DUB Upon Default 1.00% 12/20/15 1,000 27 11 UBS AG STAMFORD JAPAN GOV'T JP SP UAG Upon Default 1.00% 12/20/15 500 6 7 UBS AG STAMFORD UNITED STATES GOVT SW SP UAG Upon Default 0.25% 9/20/16 685 9 2 Barclays Bank PLC BRAZIL LA SP BRC Upon Default 1.00% 12/20/16 400 13 3 Bank of America NA MEXICO LA SP BOA Upon Default 1.00% 3/20/19 6,200 90 117 Intercontinental Exchange CDX IG22 5Y BP ICE Upon Default 1.00% 6/20/19 600 3 12 Intercontinental Exchange CDX ITRAXX MAIN21 5Y BP ICE Upon Default 1.00% 6/20/19 616 6 11 Credit Default Swaps Total $ 13,801 $ 25 $ 218 Total Swaps $ 85,614 $ 131 $ 743 Options convey the right, but not the obligation, to engage in a future investment transaction. A call is an option contract that gives the buyer the right, but not the obligation, to exercise the option and buy an asset at the strike price on or at any time up to the expiration date. A put is an option contract that gives the buyer the right, but not the obligation, to sell an asset at the strike price on or at any time up to the expiration date. The following chart describes the options held at June 30, 2014 (amounts in thousands): Premium Notional Effective Termination Market Buyer Seller Amount Value Date Date Value Bank of America NA CRS $ (6) $ (100) 01/30&01/31/2013 09/12/2014 $ 4 Citibank NA CRS (4) (300) 9/27/2010 02/18/2019 (4) JPMorgan Chase Bank NA CRS (2) (900) 02/20,02/28,03/25&04/03/2013 09/29/2020 - JPMorgan Chase Bank NA CRS (3) (1,300) 07/28/2014 (1) JPMorgan Chase Bank NA CRS (19) (1,300) 09/02/2014 (1) Morgan Stanley Capital Services LLC CRS (2) (500) 01/28,01/30&01/31/2013 09/02/2014 (5) Morgan Stanley Capital Services LLC CRS (9) (1,400) 01/28,01/30&01/31/2013 09/02/2014 (2) Morgan Stanley Capital Services LLC CRS (2) (800) 06/19/2013 07/28/2014 (9) Royal Bank of Scotland PLC/The CRS (10) (2,000) 02/12,03/28,04/01&04/02/2013 07/28/2014 - Royal Bank of Scotland PLC/The CRS (2) (500) 02/12,03/28,04/01&04/02/2013 09/02/2014 (12) Royal Bank of Scotland PLC/The CRS (1) (400) 05/10/2013 09/02/2014 (2) Royal Bank of Scotland PLC/The CRS (52) (3,000) 05/10/2013 07/28/2014 - Traded on Public Stock Exchange CRS 11 87 06/12&06/13/2013 09/02/2014 (4) Total $ (101) $ (12,413) Total $ (36) Futures are exchange-traded contracts that require an asset to be bought (sold) at a specified price on a specified future date. Unlike options, futures convey an obligation to buy (sell) an investment. The contracts contain standardize terms, trade on a formal exchange, are regulated by overseeing agencies, and are guaranteed by clearinghouses. 73

As of June 30, 2014, CRS had the following exposure via futures contracts (Notional and Fair Value in thousands): Long/ Notional Fair Futures Contract Expiration Short Quantity Value* Value US TREAS BD FUTURE (CBT) 09/19/2014 Long 12 $ 1,646 $ 18 US TREAS BD FUTURE (CBT) 09/19/2014 Long 7 960 14 US TREAS BD FUTURE (CBT) 09/19/2014 Long 15 2,058 10 US 10YR TREAS NTS FUTURE (CBT) 09/19/2014 Long 20 2,504 1 US 10YR TREAS NTS FUTURE (CBT) 09/19/2014 Long 3 376 (1) US 10YR TREAS NTS FUTURE (CBT) 09/19/2014 Long 17 2,128 8 S & P 500 EMINI IND FUT (CME) 09/19/2014 Long 216 21,086 259 US ULTRA BOND (CBT) 09/19/2014 Short -4 (600) (2) MSCI EAFE INDEX FUTURE (NYF) 09/19/2014 Long 17 1,674 3 MINI MSCI EMG MKT FUTURE (NYF) 09/19/2014 Long 10 520 1 US 5YR TREAS NTS FUTURE (CBT) 09/30/2014 Long 26 3,106 6 US 5YR TREAS NTS FUTURE (CBT) 09/30/2014 Long 22 2,628 (3) US 2YR TREAS NTS FUT (CBT) 09/30/2014 Short -8 (1,757) 1 Total $ 36,329 $ 315 * Notional value is the nominal or face amount that is used to calculate payments made on derivative instruments (futures, forwards, swaps, etc.). The notional amount represents the economic equivalent to an investment in the physical securities represented by the derivative contract. 3. MIXED INVESTMENT POOL On April 10, 1968, the Board of County Commissioners of Hamilton County and the City of Cincinnati consolidated all County and City sanitary sewer facilities, under the direction and control of the Board of County Commissioners and the management and operation of the City. The cash balance in the fund established for this purpose, the Metropolitan Sewer District fund (MSD), is combined with the City s pool of cash and investments. For the purposes of financial reporting, the MSD portion of the City s pool of cash and investments is reported as an Investment Trust Fund. Assets in the pool are reported at fair value based on quoted market prices. The pool is not subject to regulatory oversight. Fair value amounts are determined at the end of the fiscal period. The City has not provided or obtained any legally binding guarantees to support the value of the Mixed Investment Pool. MSD is required by Chapter 301 of the Cincinnati Municipal Code to participate in the Mixed Investment Pool. The method used to determine participants shares sold and redeemed is a proration based upon the equity held in City Treasury cash. These amounts increase and decrease based upon the change in the equity balance. This same method is used to report the investments. Disclosures required by GASB Statement 3 are discussed in Note 2. Summary by major investment classification: (Amounts in Thousands) Fair Interest Rates Maturity Description Cost Value Dates Money Market Fund $ 71,936 $ 71,936 Certificates of Deposit 11,736 11,736 0.35% to 2.51 % 7/1/14 to 4/17/19 U. S. Treasury Notes 223,715 223,861 0.5% to 10.625% 8/31/14 to 5/31/19 FHLB/FNMA/FHLB/FHLMC Securities 240,876 241,151 0.25% to 8.2% 8/31/14 to 6/26/19 Ohio Municipal 86,359 86,382 0.00% to 6% 9/1/14 to 12/1/18 Cash 33,264 33,264 Total $ 667,886 $ 668,330 74

The Mixed Investment Pool does not issue a separate report. The Mixed Investment Pool s financial statements follow: Mixed Investment Pool Statement of Net Position As of June 30, 2014 (Amounts in Thousands) Assets Equity in City Treasury $ 668,330 Net Position Held in Trust for Internal Pool Participants $ 552,764 Held in Trust for External Pool Participant 115,566 Total Net Position $ 668,330 Mixed Investment Pool Statement of Changes in Net Position For the fiscal year ended June 30, 2014 (Amounts in Thousands) Internal Participants External Participants Total Additions: Contributions: Participant Deposits $ 868,891 $ 430,227 $ 1,299,118 Investment earnings: Interest and dividends 6,201 831 7,032 Net appreciation in the fair value of investments 4,778 1,057 5,835 Total investment earnings 10,979 1,888 12,867 Total additions 879,870 432,115 1,311,985 Deductions: Distributions to Participants 859,567 446,553 1,306,120 Change in Net Position 20,303 (14,438) 5,865 Net Position - beginning 532,461 130,004 662,465 Net Position - ending $ 552,764 $ 115,566 $ 668,330 4. COMMITMENTS Convention Facilities Authority (CFA) - The CFA is an up to 11-member body corporate and politic, organized and existing under Chapter 351 of the Ohio Revised Code, as amended. The CFA issued bonds netting proceeds of $111,176,644 dated March 2, 2004 for the purpose of expanding and renovating the Convention Center in Cincinnati. Pursuant to a Memorandum of Understanding between the City of Cincinnati (City) and Hamilton County (County), a cooperative agreement was reached between the City and the County and a Project Service Agreement between the City and the CFA. The City will: (i) own the Convention Center, (ii) be responsible for the operation and maintenance of the Convention Center and (iii) manage the design and construction of the expansion and renovation project. Construction began in May 2004 and was completed in June 2006. 75

In the financial plan for the Convention Center expansion and renovation the dedicated Transient Occupancy Tax (City) and Lodging Excise Tax (County) is expected to cover the outstanding debt service for senior ($56.7 million) and subordinate ($17.8 million) debt. Pursuant to the Memorandum of Understanding between the City, County and the CFA, the City has agreed to guarantee, subject to annual appropriation, the principal and interest on subordinate debt. The maximum annual debt service is $6,359,600 and has been reserved to guarantee the subordinate debt service. Subject to annual appropriation, the City shall pay $1,000,000 (City Annual Contribution) to the Trustee of the CFA subject to the terms of the Cooperative Agreement. This contribution is pledged as an additional revenue source for the payment of the bonds. The City appropriated an amount sufficient to pay the City Annual Contribution for 2014. Port of Greater Cincinnati Development Authority (Port Authority) On July 11, 2011 the City entered into an Economic Development Services Agreement with the Port Authority to undertake economic development activities on behalf and in coordination with the City. The City has agreed to fund the Port Authority General Operations in the amount of $525,000 for fiscal year 2011 and up to $1,000,000 for fiscal year 2012 2017. An appropriation and payment of $592,700 was made for 2014 operations. The City has also committed capital investment, subject to discretion, to be used in the implementation of the work plan. The City has, in addition committed annual funding for Additional Services, subject to discretionary annual appropriation of at least $6 million for fiscal years 2013-2017. The City s contribution to operation costs or capital investment may be offset by any net profits received by the Port Authority directly in connection with revenue derived from the additional services. The Board of Education of the City School District of the City of Cincinnati (the Board) on July 21, 1999 the Board and the City of Cincinnati entered into agreement whereby the City would compensate the Board for taxes that would have been received if not for certain property exemptions enacted by the City. The City has agreed to an annual payment of $5 million, to be paid semi- annually, beginning fiscal year 2000 and continuing for 19 years thereafter. Encumbrances - Encumbrances are commitments to unfilled purchase orders or unfilled contracts. Funds have been committed to a specific order, but the goods or services have not been billed or received. The City s outstanding encumbrances at June 30, 2014 are as follows: Summary of Encumbrances Outstanding (Amounts in Thousands) General Capital Debt Non Major Fund Projects Service Governmental Total General Government $ 4,955 $ 32 $ 2,438 $ 7,425 Community Development 489 15,988 16,477 Parks & Recreation 1,225 $ 80 1,832 3,137 Public Safety 1,899 1,448 3,347 Transportation & Engineering 47 159 206 Public Services 2,094 3,106 5,200 Public Health 127 3,539 3,666 Employee Benefits 328 328 Capital Outlay 191,369 191,369 Long Term Interest - Total $ 11,164 $ 191,449 $ 32 $ 28,510 $ 231,155 76

5. INTER-FUND ASSETS/LIABILITIES The composition of inter-fund balances as of June 30, 2014, is as follows: DUE FROM/TO OTHER FUNDS (Amounts in Thousands) Due From Capital Debt Non Major Internal Water Works Nonmajor General Projects Service Governmental Service Enterprise Enterprise Fiduciary Fund Fund Fund Funds Funds Fund Funds Funds Total Due To General Fund $ - $ 17 $ 420 $ 62 $ 1,261 $ 5 $ 30 $ 539 $ 2,334 Capital Projects Fund 8,450-10,458 8,613 6,415 10,968 2,654-47,558 Debt Service Fund - - - - - - 2 2 Non Major Governmental 592 1-20 338 - - 252 1,203 Internal Service Fund 1 - - - 5-2 51 59 Water Works Fund 5 86 - - 137-28 222 478 Nonmajor Enterprise Funds 4 - - 132 89 17-26 268 Fiduciary Funds - - - - 1 - - - 1 Total $ 9,052 $ 104 $ 10,878 $ 8,827 $ 8,246 $ 10,990 $ 2,714 $ 1,092 $ 51,903 At year end, the City held $71.8 million in notes outstanding with accrued interest of $0.5 million. The notes provide capital project financing. A portion of these notes are held by MSD ($12.5 million), other Agency funds ($0.3 million), and Capital Projects Fund ($12.1 million), and are not included above. The amounts included in inter-fund receivables and payables are as follows (amounts in thousands): Fund or Fund Type Due From Due To General Fund 8,443 Capital Projects 47,343 Debt Service 10,458 Nonmajor Governmental funds 8,431 Internal Service funds 6,404 Water Works fund 10,959 Nonmajor Enterprise Funds 2,648 $ 47,343 $ 47,343 The outstanding balances between funds result mainly from the time lag between the dates: (1) interfund goods and services are provided or reimbursable expenditures occur, (2) transactions are recorded in the accounting system, and (3) payments between funds are made. ADVANCES TO/FROM OTHER FUNDS (Amounts in Thousands) Advance From Other Funds Capital Internal General Projects Service Advance To Other Funds Fund Fund Funds Total General Fund $ 1,704 $ 1,704 Nonmajor Governmental Funds $ 4,521 4,521 Water Works Fund 50 50 Nonmajor Enterprise Funds $ 9,809 9,809 Internal Service Fund 1,612 1,612 Total $ 4,521 $ 11,421 $ 1,754 $ 17,696 The major portion of the advances is to provide financing for the construction in progress on capital projects. The remaining portion of the amounts payable relates to working capital loans made to funds upon their creation, none of this balance is scheduled to be collected in the subsequent year. 77

6. INTER-FUND TRANSFERS Inter-fund transfers for the fiscal year ended June 30, 2014, consisted of the following: TRANSFERS IN/OUT (Amounts in Thousands) Transfers Out Capital Water Nonmajor Internal Nonmajor General Projects Debt Works Governmental Service Enterprise Fund Fund Service Fund Funds Funds Funds Total Transfers In General Fund $ 68 $ - $ 147 $ 1,500 $ 1,715 Capital Projects Fund 89,874 $ 500 $ 1,982 366 92,722 Debt Service Fund $ 6,487 1 29 6,517 Water Works Fund - Nonmajor Governmental 15 1 152 302 470 Internal Service Fund 2,788 2,788 Nonmajor Enterprise Funds 280 580 860 Total $ 6,502 $ 3,137 $ 89,874 $ 500 $ 2,135 $ 1,424 $ 1,500 $ 105,072 Transfers are used to: (1) move revenues from the fund that statute or budget requires to collect them to the fund that statute or budget requires to expend them, (2) move receipts restricted to debt service from the funds collecting the receipts to the debt service fund as debt service payments become due, and (3) use unrestricted revenues collected in the general fund to finance various programs accounted for in other funds in accordance with budgetary authorizations. 7. NET POSITION / FUND BALANCE Fund Balance Classifications Fund balance is classified in five categories: (1) Non-spendable, (2) Restricted, (3) Committed, (4) Assigned, and (5) Unassigned. Non-spendable fund balances include amounts that are not in spendable form or are legally required to remain intact. Restricted fund balances include amounts that have external restrictions by either: grantors, debt covenants, laws or other governments. The City Council is the highest level of decision making authority and can commit or rescind a portion of the fund balance to a specific purpose by passing an ordinance. The authority to assign fund balance is inferred by state and municipal law to the fiscal office or his designated official. Unassigned fund balance includes amounts that have not been assigned to any purpose. Restricted funds are spent first as expenditures are incurred to the extent of the restricted fund revenue. Then committed, assigned and unassigned funds are used. The following chart displays the fund balance classifications for the governmental funds at June 30, 2014 (Amounts in thousands): 78

General Capital Debt Non Major Total Fund Balances Fund Projects Service Governmental Governmental Nonspendable Inventory $ 2,304 $ 797 $ 642 $ 3,743 In accordance with Trusts 2,071 2,071 Restricted Debt Service $ 108,322 108,322 Capital Projects 134,412 253 134,665 Tax Increment Financing 26,505 26,505 Public Transit 14,715 14,715 Public Safety 7,311 7,311 Parks and Recreation 9,880 9,880 Public Health 1,399 1,399 Street Contruction and Maintenance 6,249 6,249 Infrastructure 9,485 9,485 Expendable Trusts 7,755 7,755 Other 2,827 2,827 Committed One Time Expenditure Reserve 2,415 2,415 Property Investment Reimbursement Agreements 5,378 5,378 Public Health 1,459 1,459 Parks and Recreation 11,414 11,414 Public Safety 233 233 Other 4,112 4,112 Assigned Unrestricted Encumbrances 6,522 6,522 Internal Service Funds 98 98 Unassigned Working Capital Reserve Fund 21,339 21,339 Public Safety 113 113 Public Health (275) (275) Community Development (196) (196) Other 43,439 (667) 42,772 Total Fund Balance $ 81,495 $ 135,209 $ 108,575 $ 105,032 $ 430,311 Working Capital Reserve Fund City Council established standards for a minimum working capital reserve account in 1984 to assure a strong financial position and to protect Cincinnati s general obligation bond rating during periods of fiscal stress. The policy called for achievement of a minimum reserve level, for emergency needs of a catastrophic nature, of no less than 5% or more than 8% of general operating revenues by December 31, 1986. The targeted year end reserve level was achieved at the beginning of each fiscal period 1985 through 2014. For 2014, the target reserve of $21.3 million (6.07% of 2014 estimated revenues) has already been achieved. Since conditions have not been specifically defined for its use, the $21.3 million is included in the unassigned fund balance for the general fund. Minimum Fund Balance Policy The City has three components as part of the minimum fund balance reserve: the General Fund carryover balance, the emergency reserve, and the Working Capital Reserve Fund balance. The June 30, 2014 actual ending balance is $41.7 million which consists of $18.0 million fund balance carry over, $2.4 million from the one time expenditure reserve, and $21.3 million working capital reserve. The City s minimum fund balance policy is to maintain an un-appropriated surplus of between 8 and 10% of 2014 General Fund revenues. General Fund actual revenues for 2014 were $355.8 million. Included in the financial statements are an internal service fund and a non-major governmental fund with a net position deficit as of June 30, 2014. The net position deficit in the internal service fund of Fleet Services ($118,000) and non-major governmental fund Community Development ($196,000) are to be covered by future user charges and grant reimbursements. 79

8. LEASES CITY AS LESSEE Operating Leases The City has entered into various leases for property, equipment and office space. These leases are considered for accounting purposes to be operating leases. The total cost for such leases were $1,384,000 for the fiscal year ended June 30, 2014. Future minimum lease payments are as follows: (Amounts in Thousands) Fiscal Year Amounts 2015 $ 247 2016 156 2017 123 2018 78 2019 79 Remaining Years 30 Total Future Minimum Rents $ 713 Capital Leases The City has capitalized leases for the following property and equipment. These lease agreements qualify as capital leases for accounting purposes and, therefore, have been recorded at the present value of their future minimum lease payments as of the inception date. The assets acquired through capital leases are as follows: (Amounts in Thousands) Governmental Business-Type Activities Activities Leased Property/Equipment $ 561 $ 2,653 Less: Accumulated Depreciation 341 1,238 Total $ 220 $ 1,415 The following is a schedule of future minimum capital leases and the present value of the net minimum lease payments at June 30, 2014: (Amounts in Thousands) Governmental Business-Type Fiscal Year Activities Activities 2014 $ 104 $ 284 2015 77 295 2016 22 295 2017 13 295 2018 8 444 2019 - - Total Minimum lease payments 224 1,613 Less: Amounts representing interest 14 112 Present value of net minimum lease payments $ 210 $ 1,501 80

CITY AS LESSOR The City has entered into various contractual agreements for the rental of properties to various commercial enterprises, which are reported as operating leases for accounting purposes. Amounts related to the operating lease as of June 30, 2014 are included in the financial statements of the following: (Amounts in Thousands) Governmental Business-Type Fiscal Year Activities Activities 2014 $ 23,224 $ 1,042 2015 23,118 701 2016 22,766 498 2017 22,718 125 2018 22,594 11 Remaining years 245,321 23 Total Future Minimum Rental Payments $ 359,741 $ 2,400 Total Rentals for Fiscal Year 2014: $ 22,951 $ 1,616 (Amounts in Thousands) Governmental Business Type Activities Activities Land $ 3,823 $ 339 Buildings 15,313 1,759 Accumulated Depreciation 2,071 1,624 Improvements 87,202 - Accumulated Depreciation 87,157 Depreciation Expense 754 52 Future minimum rentals of the railway line, recorded in Debt Service Fund, are assumed to equal the payments calculated for the current period. These minimum rentals are included in the Governmental Activities column. Enterprise Funds The General Aviation rentals (included in business-type activities) do not include contingent rentals, which may be received on the basis of hours or usage in excess of stipulated minimums. Terms of the leases are normally on a five-year basis with renewal options not to exceed fourteen years. Parking Facilities has leased the Fountain Square North Parking Garage for a one-time payment of $7.5 million for a period of 40 years beginning in 2005. This has been presented as a service concession arrangement in Footnote 18. Governmental Capital Assets The City-owned railway line, the Cincinnati Southern Railway, is leased to the Cincinnati, New Orleans, and Texas Pacific Railway Company until December 31, 2026, with a renewal option of twenty-five years. Pursuant to the Ohio Revised Code, the use of the rental income from the railway line is restricted to debt service. On March 12, 2008 Ordinance 78-2008 was passed authorizing the issuance of bonds for the 81

construction of a new administrative building for the Metropolitan Sewer District (MSD). The bonds were issued on July 22, 2009 for a term of 20 years. MSD will lease the building and the rentals will be equivalent to the annual debt service payment. The total rent payments in fiscal year ending June 30, 2014 were $1,108,000. The outstanding principal is $12,735,000. 9. LONG-TERM DEBT General Obligation Bonds The City issues general obligation bonds to provide funds for the acquisition and construction of major capital facilities. General obligation bonds have been issued for both governmental and business-type activities. General obligation bonds are direct obligations and pledge the full faith and credit of the City. General obligation bonds currently outstanding are as follows: (Amounts in Thousands) Purpose Interest Rates Amount Governmental Activities 0.371%-6.046% $ 495,608 Business-Type Activities 1.5% to 5.5% 10,268 $ 505,876 Annual debt service requirements to maturity for the general obligation bonds are as follows: (Amounts in Thousands) Year Ending Governmental Activities Business-Type Activities All Activities June 30 Principal Interest Principal Interest Principal Interest 2015 $ 43,718 $ 21,134 $ 3,097 $ 387 46,815 21,521 2016 46,086 18,903 1,289 310 47,375 19,213 2017 41,856 17,188 614 281 42,470 17,469 2018 38,336 15,599 609 256 38,945 15,855 2019 34,085 14,103 610 229 34,695 14,332 2020-2024 130,851 51,153 1,789 857 132,640 52,010 2025-2029 97,666 25,194 2,260 316 99,926 25,510 2030-2034 50,680 7,850 50,680 7,850 2035-2038 12,330 659 12,330 659 $ 495,608 $ 171,783 $ 10,268 $ 2,636 $ 505,876 $ 174,419 URevenue Bonds and NotesU The City also issues bonds and notes where the City pledges income derived from the acquired or constructed assets to pay debt service. The net revenues of the Water Works are pledged to pay Water Works revenue bonds debt service. The original amount of revenue bonds and notes authorized in prior years was $998,905,000 of which $767,445,000 was issued. 82

Revenue bonds and notes outstanding at end of the fiscal period are as follows: (Amounts in Thousands) Purpose Interest Rates Amount Economic Development 0.11% to 8.48% $ 99,432 Water Works 1.0% to 6.458% 471,585 $ 571,017 The annual debt service requirements to maturity for the revenue bonds and notes are as follows: (Amounts in Thousands) Year Ending Governmental Activities Business-Type Activities All Activities June 30 Principal Interest Principal Interest Principal Interest 2015 $ 4,335 $ 3,697 $ 20,620 $ 22,507 24,955 26,204 2016 4,765 3,506 24,685 21,498 29,450 25,004 2017 3,815 3,341 25,645 20,412 29,460 23,753 2018 3,930 3,229 26,865 19,229 30,795 22,458 2019 4,290 3,100 28,015 17,936 32,305 21,036 2020-2024 32,837 13,012 144,070 69,813 176,907 82,825 2025-2029 16,735 8,771 84,325 42,240 101,060 51,011 2030-2034 19,080 4,657 82,925 20,721 102,005 25,378 2035-2038 9,645 1,434 34,435 2,656 44,080 4,090 $ 99,432 $ 44,747 $ 471,585 $ 237,012 571,017 281,759 Build America Bond Subsidy In 2009, the Cincinnati Water Works issued Series 2009B taxable bonds as Build America Bonds under the provisions of the American Recovery and Reinvestment Act of 2009. Under this agreement, the Water Works is to receive 35% of the Bond interest as the Build America Bond Subsidy. The amount received in fiscal year 2014 was $1,579,000. In 2010, the City issued taxable GO Build America Bonds in the amount of $15,930,000 under the provisions of the American Recovery and Reinvestment Act. The City received a subsidy of $198,000 for the bond interest in fiscal year 2014. The payments were reduced with the passage of the sequestration cuts made in 2013. Long-Term State Loans The Ohio Public Works Commission extends loans to the City. Loans in the amount of $2,109,000 accounted for as Governmental type and $2,871,000 as Business-type represent the amounts due on ten loans from the Ohio Public Works Commission (OPWC) for infrastructure improvements. As of June 30, 2014 two additional loans had been approved for up to a total of $3,080,000. Only that portion of the loan commitment actually disbursed is recognized as a liability by the City. These notes are non-interest bearing. 83

Annual debt service requirements to maturity for the Ohio Public Works Commission notes are as follows: (Amounts in Thousands) Governmental Business-Type Year Ending Activities Activities June 30 Principal Principal 2015 $ 211 $ 219 2016 211 219 2017 203 219 2018 176 219 2019 157 219 2020-2024 749 1,044 2025-2029 402 607 2030-2031 125 Total $ 2,109 $ 2,871 The Ohio Water Development Authority extends loans to the City. Notes in the amount of $37,049,000 accounted for as Business type represent the amounts due on several loans from the Ohio Water Development Authority (OWDA) for water works improvements. These notes bear interest at from 1.75% to 3.25% per year. Only that portion of the loan commitment actually paid to the City is recognized as a liability by the City. Annual debt service requirement to maturity for the Ohio Water Development Authority notes are as follows: (Amounts in Thousands) Year Ending Business-type Activities June 30 Principal Interest 2015 $ 1,729 $ 758 2016 1,765 721 2017 1,803 683 2018 1,842 644 2019 1,881 605 2020-2024 10,030 2,401 2025-2029 10,280 1,322 2030-3034 7,719 340 Total $ 37,049 $ 7,474 On December 17, 2008, City Council authorized the City Manager to enter into a $6.2 million 15 year installment sales agreement to build a garage with Uptown Consortium. The City will maintain the title to the garage for the duration of the agreement and pay the installment payments with net service payments collected from the real property, net service payments collected from the real properties of the project and net revenue from the operation of the project. 84

On March 31, 2010, the City entered into an installment sales agreement with Vernon Manor Offices Leverage Lender, LLC for the construction of a 440-space parking garage for $7.1 million. The City will maintain the title to the garage for the duration of the agreement and pay the installment payments with net service payments collected from the real property, net service payments collected from the real properties of the project and net revenue from the operation of the project. The project was completed in 2011. The combined repayment schedule for the notes payable is below (includes Vernon Manor and Uptown). (Amounts in Thousands) Principal Interest Total Payment Payment P&I 2015 $ 599 $ 561 $ 1,160 2016 625 536 1,161 2017 652 509 1,161 2018 680 481 1,161 2019 709 452 1,161 2020-2024 4,030 1,774 5,804 2025-2029 1,398 1,102 2,500 2030-2034 3,171 570 3,741 2035 378 9 387 Total $ 12,242 $ 5,994 $ 18,236 The following are the total outstanding bonds and notes at June 30, 2014 and the debt service requirement for fiscal year 2015. 85

Bonds and Notes Outstanding at June 30, 2014 (AMOUNTS IN THOUSANDS) Amount Amount Originally Due Outstanding Description Interest Rates Issue Dates Maturity Dates Issued 2015 6/30/2014 Bonds: General Property Tax Supported 7.875% 1987 2017 $ 30,000 $ 1,000 $ 4,000 Various Rate Issues 1.5-5.82% 2005-2014 2014-2037 260,340 14,915 170,360 Refunding 1.5 to 5.0% 2007-2012 2018-2029 113,127 13,138 88,103 Urban Redevelopment Various Rate Issues 1.5% to 5.0% 2014 2021 1,085 155 1,085 Municipal Income Tax 1.23%-5.82% 2005-2014 2015-2035 119,795 6,405 74,060 Refunding 1.5% to 5.00% 2007-2014 2020-2029 19,895 395 19,335 Recreational Facilities Refunding 4.25% to 5.00% 2007 2021 4,500 455 3,600 Urban Renewal/Economic Dev. 0.62% to 6.0% 2004-2014 2023-2036 84,485 3,990 71,740 Refunding 2.0% to 5.0% 2012-2014 2020-2029 5,670 165 5,670 Judgement 5.0% 2005 2020 4,300 290 290 Urban Development Taxable Various Rate Issues 2.00% to 6.046% 2009-2011 2016-2028 6,660 640 5,420 Refunding 4.25% to 5.00% 2007 2021 2,500 260 1,980 MSD Administration Bldg 2.0% to 5.0% 2009 2029 15,000 600 12,735 Police & Fire Pension Refunding 0.371% to 4.5% 2005&2014 2022&2036 49,085 1,310 37,230 Total Governmental Activities Bond Obligations 716,442 43,718 495,608 General Aviation 1.5% to 5.5% 2010 2026 178 12 132 Convention Center 1.5% to 5.5% 2010 2026 675 45 491 Parks & Recreation 1.5%to 4.375% 2006-2014 2018-2029 4,205 315 2,045 Stormwater 2.0% to 4.0% 2010 2015 3,375 675 1,350 Parking Facilities 2.0% to 4.0% 2010 2028 5,000 250 4,450 Water Works 4.20% 1999 2014 29,800 1,800 1,800 Total Proprietary Fund Obligations 43,233 3,097 10,268 Total General Obligation Bonds Payable 759,675 46,815 505,876 Notes: Economic Development 1.04% 2012 2016 3,800 3,800 Public Transportation 0.60% 2012 2017 15,000 15,000 Urban Redevelopment 0.75% 2012 2017 6,000 6,000 Economic Development 1.3% 2014 2018 12,000 12,000 Economic Development 1.43% 2014 2018 3,500 3,500 Public Buildings 0.11% 2014 2015 3,000 7,000 7,000 Economic Development 1.76% 2014 2019 750 3,000 Economic Development 0.15% 2014 2015 7,000 750 750 Total General Obligation Notes Payable 51,050 7,750 51,050 Total General Obligation Bonds and Notes Payable $ 810,725 $ 54,565 $ 556,926 Revenue Bonds and Notes 0.11% to 8.48% 1996-2014 2015-2038 $ 716,395 $ 45,705 $ 582,465 Total Outstanding Debt $ 1,527,120 $ 100,270 $ 1,139,391 86

Changes in long-term liabilities Long-term liability activity for the fiscal year ended June 30, 2014, was as follows: (Amounts in Thousands) Beginning Ending Due Within Balance Additions Reductions Balance One Year Governmental Activities: Bonds Payable: General Obligation Bonds $ 457,101 $ 126,880 $ (88,373) $ 495,608 $ 43,718 Unamortized premiums 23,857 16,296 (2,279) 37,874 480,958 143,176 (90,652) 533,482 43,718 Revenue Bonds 93,520 (3,389) 90,131 4,335 Unamortized premiums 592 (25) 567 Unamortized discounts (695) 20 (675) 93,417 - (3,394) 90,023 4,335 Total Bonds Payable 574,375 143,176 (94,046) 623,505 48,053 Notes Payable 12,817 (865) 11,952 599 Compensated Absences 103,301 34,677 (36,063) 101,915 5,234 Claims and Judgments 58,869 28,581 (29,735) 57,715 28,581 Capital Leases 200 (79) 121 93 Net Pension Obligation 120,299 45,696 (20,858) 145,137 Net Other Post Employment Benefit Obligation 69,235 3,149 72,384 State Loans 2,320 - (211) 2,109 211 Other 701 (206) 495 95 Governmental Activities Long-term Liabilities $ 942,117 $ 255,279 $ (182,063) $ 1,015,333 $ 82,866 Business-type Activities: Bonds Payable: General Obligation Bonds $ 13,649 $ 728 $ (4,122) $ 10,255 $ 3,097 Unamortized premiums 56 13 (2) 67 13,705 741 (4,124) 10,322 3,097 Revenue Bonds 491,165 (19,580) 471,585 20,620 Unamortized premiums 26,927 (1,942) 24,985 518,092 - (21,522) 496,570 20,620 Total Bonds Payable 531,797 741 (25,646) 506,892 23,717 Compensated Absences 8,854 3,084 (3,608) 8,330 4,920 Claims and Judgments 252 217 (208) 261 261 Capital Leases 1,685 93 (277) 1,501 249 Net Pension Obligation 32,215 12,840 (5,936) 39,119 Net Other Post Employment Benefit Obligation 18,415 797 19,212 State Loans 30,445 11,135 (1,660) 39,920 1,948 Business-Type Activities Long-term Liabilities $ 623,663 $ 28,907 $ (37,335) $ 615,235 $ 31,095 For the governmental activities, claims and judgments are generally liquidated by the general fund. Net Pension Obligation, Net Other Post Employment Benefit Obligation, and compensated absences annual payments are made from the same funds which pay the employees salaries. 87

Internal Service funds predominantly serve the governmental funds. Accordingly, long-term liabilities for them are included as part of the above totals for governmental activities. At fiscal year end, $1,525,000 of compensated absences, $17,388,000 of unpaid claims, $10,138,000 of net pension obligation, $4,413,000 of net other post employment benefit obligation and $154,000 in capital leases for the internal service funds are included in the above amounts. UDefeased Bonds Below is a description of the City s defeased bonds and the outstanding balances at June 30, 2014 (Amounts in thousands). These bonds are no longer included in the financial statements. Description Date Original Redemption Outstanding of Originally Par Call Date Maturities Interest Amount Amount Bonds Issued Amount Date Defeased Defeased Rate Defeased 06/30/14 Police and Fire Pension - G1213 3/1/2000 $ 42,000 6/25/2005 2011-2035 4.9-6.0 $ 40,470 $ 28,885 Various Purpose Urban Development GO G1206 12/1/1998 7,200 10/27/2009 2009-2019 6.25 4,800 4,270 UT GO Various Purpose Bonds 2004A 5/6/2004 44,365 12/1/2013 6/7/2012 4.5-5.0 13,860 13,125 2005A 6/1/2005 26,300 12/1/2014 12/20/2012 3.625-4.25 10,945 9,745 2005B 6/1/2005 5,200 12/1/2014 12/20/2012 3.6-4.25 2,680 2,680 2006A 6/8/2006 32,995 12/1/2015 12/20/2012 5.0 6,075 6,075 2006B 6/8/2006 14,195 12/1/2015 12/20/2012 5.0 4,145 3,710 10. DEBT LIMITATION The City's "indirect" (ten mill) debt limit was removed by decision of the Ohio courts. In September 1977, the Supreme Court of Ohio dismissed an appeal from the decision of the Court of Appeals, First Appellate District, Hamilton County, Ohio, involving the City's debt limitations. In summary, the City instituted a test case against the Director of Finance for the purpose of obtaining a definitive construction of certain sections of the City Charter bearing on the right of the City to levy taxes in excess of the ten mill limitation of Section 5705.02 of the Ohio Revised Code. As a result of the Court decision, the City has the right to levy property taxes without limitation to support its lawfully issued bonds and notes, and the City's ability to incur debt will be limited only by the arithmetical (percentage) limitations set forth under Section 133.05 of the Ohio Revised Code. Section 133.05 provides that the principal amount of both voted and un-voted debt of the City may not exceed 10-1/2% of the City's assessed valuation, and the principal amount of the City's un-voted debt may not exceed 5-1/2% of the City's assessed valuation. The Code also provides several exemptions of debt from the 5-1/2% and 10-1/2% limitations. 88

of U 11. TAXES City Income Tax This locally levied tax applies to gross salaries, wages and other personal service compensation earned by residents both in and out of the City and to earnings of nonresidents (except certain transients) earned in the City. It also applies to net income of business organizations for business conducted in the City. The tax is the largest single source of General Fund revenue. The City's income tax of 2.1% is subdivided into four components. The first component is 0.1%, which is to be spent only for the maintenance of the City's infrastructure. The second component is the 0.3%, which can be used only for public transit purposes, including both capital and current operating expense. The third component is 0.15%, which can be used only for permanent improvement purposes. The remaining 1.55% is used to meet operating expenses in the General Fund. The following table identifies the 1.55% income tax collections to the General Fund for the years 2010 through 2014: U U (Amounts in Thousands) General Fund Collections UYearU 1.55% 2010 $ 222,497 2011 233,752 2012 238,210 2013* 128,873 2014** 251,682 Property Taxes * This is for the six month period ending June 30, 2013 **This is for the fiscal year ending June 30, 2014 The assessed valuation of property within the City subject to the levy of ad valorem taxes includes real property, public utilities property and tangible personal property. The assessed value upon which the 2013 and 2014 levies were based was $4,960,616,820 and 313,437,020 for 2013 and $4,946,475,290 and $385,238,120 for 2014. These were for real property and public utility property respectively (per Hamilton County Auditor). The City's property taxes are collected by the Hamilton County Auditor and are remitted to the City on a periodic basis. Real property taxes collected in any calendar year are generally levied on assessed values as of January 1 of the preceding year according to the following calendar: UProperty Tax Calendar - 2014 Lien date January 1, 2013 Levy date October 31, 2013 First installment payment due January 31, 2014 Second installment payment due June 20, 2014 Assessed values are established by the County Auditor, or at no more than 35% of appraised market value. The laws of the State of Ohio presently require that all property be revalued no less than every six years, at any time the County Auditor finds that true or taxable value thereof has changed, and in the third 89

calendar year following the year in which a sexennial reappraisal is completed if ordered by the State Commissioner of Tax Equalization. Real property experienced a statutory sexennial reappraisal in 2011 resulting in a 7.5% decrease in assessed values. Property tax due in second six months of calendar 2013 and the first six months of calendar 2014 has been included in revenues for the fiscal period 2014. The second installment of 2014 is not recorded as revenue for fiscal year 2014. The Ohio Revised Code requires the second installment of property tax be recorded as a deferred inflow. Tangible personal property of public utilities is assessed at various rates (25% to 88% of true value) depending upon the type of property. Effective for collection year 2002, the assessed valuation of electric utility production equipment was reduced from 100% and natural gas utility property from 88% of true value, both to 25% of true value. The State s 2005 biennial budget bill included a reduction in the 88% assessment rate for electric utility transmission and distribution equipment to 85%, and a reduction in the 25% assessment rate for all electric company taxable property to 24% commencing in tax year 2006. That legislation also provides for a phasing out of the taxation of all personal property used by telephone companies, telegraph companies, or interchange telecommunications companies by tax year 2011, with State reimbursement payments to be made in declining amounts through 2018. In the State s 2012 budget, public utility property tax reimbursements for normal operating expenses paid to the general fund were eliminated effective July 2011. The State reimbursements for debt service will continue through 2016 at a fixed amount. House Bill 66 passed June 30, 2005, phased out the taxation of all tangible personal property used in business over four years beginning in 2006 and ending in 2009, when all such property becomes exempted from taxation. The phase out applies to most businesses and includes furniture and fixtures, machinery and equipment, and inventory. To compensate for foregone revenue as the tangible personal property tax is phased out, the State will make distributions to taxing subdivisions (such as the City) from revenue generated by a newly enacted commercial activity tax. Generally, these distributions are expected to fully compensate taxing subdivisions for such tax revenue losses through 2010, with gradual reductions in the reimbursement amount from 2011 through 2017. In the State s 2012 budget the tangible personal property tax reimbursements for normal operating expenses paid to the general fund were eliminated. The State s reimbursements for debt service will continue through 2017 at a fixed amount. Tax Increment Financing Districts (TIF Districts) The City, pursuant to the Ohio Revised Code and City ordinances, has established 20 TIF Districts. A TIF District represents a geographic area not greater than 300 acres, wherein 100% of the property value increases created after the commencement date of the TIF Districts are exempt, in whole or in part, from property taxes. Owners of such property, however, must pay amounts equal to the property taxes, known as statutory service payments, as though the TIF District had not been established. These statutory service payments are then dedicated to the payments for various public improvements within or adjacent to the TIF District. Property values existing before the commencement of the TIF District continue to be subjected to property taxes. In 2014, the City received statutory service payments totaling $12.2 million from the TIF districts. This amount is net of the county auditor fees and the payments to the Cincinnati School Board. In accordance with the agreement with the Cincinnati School district as amended December 18, 2002, twenty-seven percent of the statutory service payments received from the TIF districts is paid to the Cincinnati School Board. This payment in lieu of taxes revenue is accounted for in the TIF Funds along with the debt service payments. Corresponding capital assets are accounted for in the City s infrastructure accounts and property accounts TIF Districts have longevity of 30 years. The property tax exemption then ceases; statutory service payments cease, and property taxes then apply to the increased property values. 90

Casino Revenue In 2009, voters approved an amendment to the Ohio Constitution which became HB 519 authorizing one casino in Cincinnati, Cleveland, Columbus and Toledo. A gross revenue tax of 33% was imposed on licensed casino operators. A portion (5%) would be given to the host city. The casino in the City of Cincinnati opened in 2012. Revenues from the casino were $1,974,000 in 2012 and $3,564,000 in six month period ending June 30, 2013 and $8,345,000 in fiscal year 2014. 12. SHORT-TERM DEBT BOND ANTICIPATION NOTES The City issues bond anticipation notes in advance of issuance of bonds, depositing the proceeds in its capital projects fund. These notes are necessary to provide adequate funds at the time needed to support contracts for the improvements prior to issuance of the related bonds. The General Obligation and Revenue Bond Anticipation Notes issued during the period and outstanding at the end of period include $71,800,000 in City issued notes that were purchased by the City. For an explanation of the presentation of these notes in the financial statements, refer to Footnote 5 on Inter-fund Assets and Liabilities. (Amounts in Thousands) Beginning Ending Balance Issued Redeemed Balance Governmental Activities Revenue Bond Anticipation Notes $ 7,500 $ 20,750 $ 7,500 $ 20,750 General Obligation Bond Anticipation Notes 69,275 26,250 44,475 51,050 $ 76,775 $ 47,000 $ 51,975 $ 71,800 13. RESTRICTED ASSETS The balance of the restricted asset accounts in the enterprise funds are as follows: (Amounts in Thousands) Revenue bond Construction Account - Water Works $ 8,008 Revenue bond Reserve Account - Water Works 60,080 Customer Deposits - Water Works 3,106 Construction Account - Other - Water Works 33,713 Total restricted assets $ 104,907 91

14. CAPITAL ASSETS Capital asset activity for the fiscal year ended June 30, 2014 was as follows: (Amounts in Thousands) Beginning Ending Balance Increases Decreases Balance Governmental Activities: Capital assets, not being depreciated: Land $ 176,097 $ 12,405 $ (555) $ 187,947 Construction in Progress 180,449 148,912 (103,562) 225,799 Total capital assets, not being depreciated 356,546 161,317 (104,117) 413,746 Capital assets, being depreciated: Buildings 234,633 33,310 (636) 267,307 Improvements other than buildings 451,501 8,322 (1) 459,822 Machinery and Equipment 149,364 5,593 (1,164) 153,793 Property acquired under capital leases 659 133 (231) 561 Infrastructure 957,906 62,681 (1,379) 1,019,208 Total capital assets, being depreciated 1,794,063 110,039 (3,411) 1,900,691 Less accumulated depreciation for: Buildings (130,723) (15,831) 636 (145,918) Improvements other than buildings (233,034) (13,928) 25 (246,937) Machinery and Equipment (108,430) (11,779) 285 (119,924) Property acquired under capital leases (459) (83) 201 (341) Infrastructure (400,483) (34,665) (435,148) Total accumulated depreciation (873,129) (76,286) 1,147 (948,268) Total capital assets, being depreciated, net 920,934 33,753 (2,264) 952,423 Governmental-type Activities capital assets, net $ 1,277,480 $ 195,070 $ (106,381) $ 1,366,169 Capital asset activity for the fiscal year ended June 30, 2014 was as follows: 92

(Amounts in Thousands) Beginning Ending Balance Increases Decreases Balance Business-type Activities: Capital assets, not being depreciated: Land $ 43,205 $ 11 $ 43,216 Construction in Progress 158,661 72,201 (113,247) 117,615 Total capital assets, not being depreciated 201,866 72,212 (113,247) 160,831 Capital assets, being depreciated: Buildings 314,566 26,756 341,322 Improvements other than buildings 1,077,703 46,506 (2,963) 1,121,246 Machinery and Equipment 269,627 17,626 (2,327) 284,926 Property acquired under capital leases 2,131 522-2,653 Total capital assets, being depreciated 1,664,027 91,410 (5,290) 1,750,147 Less accumulated depreciation for: Buildings (189,409) (5,289) (194,698) Improvements other than buildings (230,683) (17,585) 931 (247,337) Machinery and Equipment (180,535) (9,618) 1,722 (188,431) Property acquired under capital leases (446) (793) 1 (1,238) Total accumulated depreciation (601,073) (33,285) 2,654 (631,704) Total capital assets, being depreciated, net 1,062,954 58,125 (2,636) 1,118,443 Business-type Activities capital assets, net $ 1,264,820 $ 130,337 $ (115,883) $ 1,279,274 Depreciation expense was charged to functions/programs of the City as follows: (Amounts in Thousands) Governmental activities: General Government $ 3,002 Community Development 3,184 Parks and Recreation 10,494 Public Safety 5,055 Transportation and Engineering 33,006 Public Services 17,072 Public Health 616 Capital assets held by the City's internal service funds are charged to the various functions based on their usage of the assets 5,212 Total depreciation expense - governmental activities: $ 77,641 Business-type activities: Water Works $ 22,173 Parking Facilities 1,641 Convention Center 4,259 General Aviation 716 Municipal Golf 988 Stormwater Management 3,078 Total depreciation expense - business-type activities: $ 32,855 Total additions to accumulated depreciation may not match depreciation expense because of asset transfers between governmental and business type activities where assets have been depreciated. 93

Governmental Activities Construction in Progress at June 30, 2014 is comprised of the following: (Amounts in Thousands) Expended to Required Project June 30, Future Administering Department Authorizations 2014 Committed Financing Transportation and Engineering $ 263,972 $ 95,034 $ 168,938 $ 78,467 Community Development 61,672 24,663 36,920 11,939 Economic Development 52,443 27,578 24,865 1,860 Recreation 14,872 11,276 3,596 - Safety 9,886 9,144 742 4 Parks 19,384 13,120 6,264 5 Public Services 45,906 26,750 19,155 78 Other 19,718 38,456 4,538 (6,134) Total $ 487,853 $ 246,021 $ 265,018 $ 86,219 Required future financing represents Federal, State and City commitments in support of City projects. Business Activities Construction in Progress at June 30, 2014 is comprised of the following: (Amounts in Thousands) Expended to Required Project June 30, Future Enterprise Fund Authorizations 2014 Committed Financing Water Works $ 143,865 $ 97,162 $ 15,464 $ - Parking Facilities 16,411 11,737 4,674 174 Convention Center 2,816 1,817 999 $ 8 General Aviation 2,414 1,228 1,186 (329) Municipal Golf 500 500 - - Stormwater Management 8,361 5,671 2,690 (146) Total $ 174,367 $ 118,115 $ 25,013 $ (293) 15. RECEIVABLES Accounts Receivable are presented in the financial statements net of the allowance for uncollectible accounts. The uncollectible accounts related to the General Fund at June 30, 2014, are as follows: Taxes Receivable ($1,067,000) and other accounts receivable ($9,251,000). The uncollectible accounts related to the Debt Service Fund at June 30, 2014 are Taxes Receivable ($1,216,000). The balance for the allowance for uncollectible accounts in the Capital Projects Fund at June 30, 2014 is ($86,000). The balance of the allowance accounts for Special Revenue Funds is ($1,860,000) as of June 30, 2014. The balances of the allowance accounts of the proprietary funds as of June 30, 2014 are as follows: Water Works ($8,733,000), Enterprise Technology Services ($46,000), Municipal Golf ($6,000), General Aviation ($9,000), Convention Center ($31,000), Parking Facilities ($1,000) and Stormwater Management ($2,384,000). Loans receivable of the special revenue funds are made from revolving type loan accounts financed by allocations from the City's Community Development Block Grant. These loans are secured by liens on the property. Federal regulations provide that the grantor maintains the ownership of the City's Community Development Block Grant funded revolving loan portfolio; accordingly, revolving loan fund transactions do not affect the operating statement. A small number of the special revenue loans, with a 94

value of $6,304,000, were made from Housing and Urban Development Section 108 funds and do not involve a revolving type loan account. The loans are repaid to the federal government. If the borrower fails to repay the loan, the City's Community Development Block Grant funds may be used to repay the federal government. The total amount receivable for the special revenue loans is offset by an allowance for uncollectible loans receivable. Special revenue loans receivable at June 30, 2014 total $57,414,000. Loans receivable of the capital project funds receive similar treatment to the special revenue funds' loans receivable, in that the total amount receivable is offset by an allowance for uncollectible loans receivable. The allowance for uncollectible loans at June 30, 2014 is $15,475,000. This amount is related to Goodall Properties Ltd., forgivable housing loans and downtown development loans. Sale of Blue Ash Airport The City of Cincinnati sold 130 acres of the Blue Ash Airport property to the City of Blue Ash for $37,250,000. The original sales agreement was amended in 2012 per Ordinance 302-2012. There was an initial payment of $6,000,000 and in fiscal year 2014 a payment of $750,000 was received. The payments for the remaining 23 fiscal years will be as follow from August 31, 2014 to August 1, 2036: fiscal years 2015-2016 -$1,000,000 annually, fiscal years 2018-2027 - $1,250,000 annually and fiscal years 2028-2037 - $1,500,000 annually. The City of Cincinnati has agreed to be responsible for costs associated with completing remedial action work at the Blue Ash Airport up to $1,500,000. In accordance with GASB 62, the loan receivable has been discounted using a 5% imputed interest rate and will be accounted for as collected using the following present value schedule: (Amounts in Thousands) Fiscal Year Principal Interest 2015 $ 907 $ 93 2016 864 136 2017 823 177 2018 979 271 2019 933 317 2020-2024 4,038 2,212 2025-2029 3,399 3,351 2030-2034 2,975 4,525 2035-2037 1,466 3,034 $ 16,384 $ 14,116 In 2009, the City of Cincinnati entered into a loan agreement with Graeter s for $10 million. The loan is to be repaid over a 20 year period at 2% interest in year 1 and 2 and 4% interest in the remaining years. Below is the repayment schedule. The principal and interest payments for fiscal year 2014 were $412,000 and $372,000 respectively. Also included in the following schedule is a loan to Mahogany s for $300,000 to be paid by monthly installments over the next 9 years. The principal and interest payments for fiscal year 2014 were $8,000 and $6,000 respectively. 95

(Amounts In Thousands) Fiscal Year Principal Interest Total 2015 $ 455 $ 183 $ 638 2016 473 349 822 2017 493 329 822 2018 513 328 841 2019 533 289 822 2020-2024 2,975 1,102 4,077 2025-2029 3,455 468 3,923 2030 385 8 393 Total $ 9,282 $ 3,056 $ 12,338 16. CONTINGENT LIABILITIES Federal and State Grants The City has received Federal and State grants of approximately $81 million for specific purposes that are subject to review and audit by the grantor agencies or their designee. Such audits could lead to a request for reimbursement to the grantor agency for expenditures disallowed under terms of the grant. Such disallowances have been immaterial in prior years. Litigation Various claims and lawsuits are pending against the City as of June 30, 2014. A liability of $40.2 million was recorded for those claims and judgments as of June 30, 2014 and includes an estimate for property taxes due from the Convention Center. Over the past decade, the City has averaged annual payments of $2.5 million for claim and lawsuit settlements. Adequate funds have been provided to meet the claims paid from the General Fund, restricted funds and the sale of debt. The City Administration believes there is no foreseen problem in having adequate resources to settle presently known cases. UPollution Remediation Liability The City has entered into an agreement to clean up and remediate the former Queen City Barrel site. The estimated total cost of the site remediation is $13,829,000 which will be offset by a Clean Ohio Council Grant of $3,000,000 and other funding sources of $4,089,532. The total project expenditures were $3,801,000 as of June 30, 2014. The remaining balance of $2,938,000 is an accrued liability in 2014. The City received State and Federal funding for site clean-up of Provident North, Red Bank, Oakley, and Metro West sites. The balance of the clean-up is $2,073,000. The City has several underground storage tanks for which it is responsible for the ongoing remediation and clean up costs. The remaining estimated liability at June 30, 2014 is approximately $497,000. 17. RISK MANAGEMENT The City is exposed to various risks of loss related to torts; theft of, damage to, or destruction of assets; errors and omissions; injuries to employees; employee health claims; unemployment compensation claims; property tax appeals and environmental damage. The City purchases commercial insurance to cover losses due to: theft of, damage to, or destruction of assets and purchases general liability insurance for specific operations and professional liability insurance for certain operations. All other risks of loss are self-insured by the City. There has been no reduction in insurance coverage in fiscal year 2014. 96

Insurance settlements for claims resulting from the risks covered by commercial insurance have not exceeded the insurance coverage in any of the past three years. The City of Cincinnati provides a health insurance plan for its employees. The plan is self-insured and accounted for as an internal service fund. This internal service fund, titled "Self Insurance Risk Management" has been in existence since 1980. Operating funds are charged a monthly rate per employee, by type of coverage. In 1990, the City began to account for and finance its risk of loss due to workers' compensation claims and established an internal service fund titled "Self Insurance - Workers' Compensation". The city pays worker s comp claims on a per claim basis except a small portion that is paid through the State of Ohio Bureau of Workers Compensation. All funds of the City participate in the program and make payments to the internal service fund based on the experience premium that would normally be charged by the Bureau of Workers' Compensation. Policy years 1989 through 2000 were financed through the retrospective rating program. Policy years 2001 and 2002 were financed through the fully insured program with the State Fund workers compensation program. Beginning with policy year 2003, the City elected to be fully self-insured for workers compensation. All of the City s workers compensation liabilities are funded within the Workers Compensation Self-Insurance fund. Changes in the balances of claims liabilities and claims adjustment expenses during fiscal year 2014 and fiscal period 2013 are as follows: (Amounts in Thousands) Debt Capital Tax Water Works Parking Facilities Service Projects Increment General Fund Fund Fund Fund Funds Financing 2014 2013 2014 2013 2014 2013 2014 2013 2014 2013 2014 2013 Beginning Balance $ 487 $ 374 $ 252 $ 221 $ - $ - $ - $ 4.00 $ 15,000 $ 15,000 $ - $ 379 Current-Year Claims Claims and Changes in Estimates 1,740 630 217 50 1 1 - (4) Claim Payments (1,923) (517) (208) (19) (1) (1) - 0 (379) Ending Balance $ 304 $ 487 $ 261 $ 252 $ - $ - $ - $ - $ 15,000 $ 15,000 $ - $ - Special Self Insurance Workers' Governmental Revenue Risk Management Compensation Activities Funds Fund Fund Obligations Totals 2014 2013 2014 2013 2014 2013 2014 2013 2014 2013 Beginning Balance $ 112 $ 75 $ 8,338 $ 9,354 $ 11,869 $ 11,409 $ 43,869 $ 28,620 $ 79,927 $ 65,436 Current-Year Claims Claims and Changes in Estimates 92 56 61,193 27,501 2,976 2,804 2,983 19,445 69,202 50,483 Claim Payments (19) (19) (61,168) (28,517) (3,205) (2,344) (4,137) (4,196) (70,661) (35,992) Ending Balance $ 185 $ 112 $ 8,363 $ 8,338 $ 11,640 $ 11,869 $ 42,715 $ 43,869 $ 78,468 $ 79,927 The claims liabilities at June 30, 2014 for the Internal Service Funds above (Self-Insurance Medical and Workers Compensation) are included in the following liabilities in the balance sheet: 97

(Amounts in Thousands) Self-Insurance Risk Management Self-Insurance Workers' Compensation Accounts Payable $ 2,163 $ 299 Accrued Liabilities 153 Estimated Liability For Unpaid Claim 6,200 11,188 Total $ 8,363 $ 11,640 18. SERVICE CONCESSION ARRANGEMENTS The City has one service concession arrangement with Fountain Square LLC. The Fountain Square North Parking Garage was leased in as is condition for an upfront payment of $7.5 million and annual rent payments of $100 for a period of 40 years beginning in 2005. The upfront payment is reported as deferred inflow. The current period revenue recognition is $187,500 and the balance in unearned revenue at June 30, 2014 is $5.7 million. In addition, Fountain Square LLC made $7.9 million in improvements to the parking garages. These improvements are included in the capital assets of the Parking Facilities Fund. The Net book value at June 30, 2014 was $6.5 million. The current period revenue recognition is $197,545. 19. SUBSEQUENT EVENTS On August 6, 2014, City Council passed ordinance 213-2014 authorizing the issuance and sale of $5,440,000 of economic development revenue bonds or notes to be used for improvements at the Keystone Park Project. On October 15, 2014, City Council passed Ordinance 290-2014 authorizing the issuance and sale of $1,160,000 of General Obligation bonds or notes for the purpose of making public building improvements. 20. POSTEMPLOYMENT BENEFITS OTHER THAN PENSIONS Plan Description The City administers a death benefit for its employees, both active and retired, that are police officers or fire fighters. If the police officer or fire fighter is retired, the benefit provides for $5,000 to be paid to the designated beneficiary of the deceased police officer or fire fighter upon receipt of proof of death. If the police officer or fire fighter is active, the benefit provides for $35,000 to be paid to the designated beneficiary of the deceased police officer or fire fighter upon receipt of proof of death. Death benefit provisions are negotiated individually between the Fire union and the City, and the Police union and the City. Funding Policy The benefit is funded on a pay-as-you-go basis. Each year the City budgets for a pre-determined amount based on prior years payments. The members of the Ohio Police and Fire Pension Fund do not make a contribution for this benefit. In 2014, the City budgeted $300,000 and paid out $280,000. The benefits unfunded liability for Fiscal year ending 6/30/2014 based on the future value of the liability as calculated by the City is $6,352,064. Included in the Net Other Postemployment Benefits in the Governmental Activities financials is $1,933,000 for the Police and Fire death benefit. 98

21. PENSION AND RETIREMENT City employees are covered by one of three pension systems. They are the Ohio Police and Fire Pension Fund (OP&F), the Ohio Public Employees Retirement System (OPERS), and the City of Cincinnati's Retirement System. OP&F and OPERS are cost-sharing multiple-employer defined benefit pension plans. In addition to the defined benefit plan, OPERS has two other pension plans: the Member Directed Plan-a defined contribution plan and the Combined Plan-a cost-sharing multiple-employer defined benefit pension plan that has elements of both a defined benefit and contribution plan. The City of Cincinnati s Retirement System is accounted for as a single-employer defined benefit pension plan. UOhio Police and Fire Pension FundU Plan Description Police and Fire Fighters of the City of Cincinnati are members of the Ohio Police and Fire Pension Fund. The City of Cincinnati contributes to the (OP&F), a cost-sharing multiple-employer defined benefit pension plan. OP&F provides retirement and disability pension benefits, annual cost-of-living adjustments, and death benefits to plan members and beneficiaries. Benefit provisions are established by the Ohio State Legislature and are codified in Chapter 742 of the Ohio Revised Code. OP&F issues a publicly available financial report that includes financial information and required supplementary information for the plan. That report may be obtained by writing to OP&F, 140 East Town Street, Columbus, Ohio 43215-5164. Funding Policy Plan members are required to contribute 10.75% of their annual covered salary. The members will be required to increase their contribution on July 2, 2014 to 11.5%. The rate will increase to 12.25% on July 1, 2015. The City of Cincinnati is required to contribute 19.5% and 24.0% respectively for police officers and fire fighters. The City of Cincinnati s contributions to OP&F for the twelve months ending June 30, 2014 was $28,540,000. For the short year ended June 30, 2013 the contribution was $13,993,000. For the calendar years ended in 2012 and 2011, the contributions were $28,634,000 and $28,692,000 respectively. The OP&F informed the City that the City's only unfunded prior service cost of the fund is the deficiency existing at the time the fund was established in 1967 as determined by actuarial evaluation. On March 1, 2000 the City sold bonds for the refunding of the City s obligation for the employer s accrued liability. Pursuant to Section 742.30 of the Ohio Revised Code, the City and the OP&F (the Fund) have entered into an agreement, which permitted the City to make a one-time payment to the Fund for the purpose of extinguishing the City s obligation to the Fund for employer s accrued liability. The payment amount was $41,454,864, which represents 68% of the first $500,000 of the employer s accrued liability and 70% of the balance, plus accrued interest on the full amount of such accrued liability from March 1, 2000 to the date of payment. Other Post Employment Benefit Information UPlan DescriptionU: The City of Cincinnati contributes to the OP&F sponsored healthcare program, a costsharing multiple-employer defined post employment healthcare plan administered by OP&F. OP&F provides health care benefits including coverage for medical, prescription drugs, dental, vision, Medicare Part B Premium and long term care to retirees, qualifying benefit recipients and their eligible dependents. OP&F provides access to post-retirement health care coverage for any person who receives or is eligible to receive a monthly service, disability, or survivor benefit check or is a spouse or eligible dependent child of such person. The healthcare coverage provided by OP&F meets the definition of an Other Post Employment Benefit (OPEB) as described in GASB 45. 99

The Ohio Revised code allows, but does not mandate OP&F to provide OPEB benefits. Authority for the OP&F Board of Trustees to provide healthcare coverage to eligible participants and to establish and amend benefits, are codified in Chapter 742 of the Ohio Revised code. UFunding PolicyU: OP&F maintains funds for health care in two separate accounts: One for health care benefits under an IRS Code Section 115 trust and one for Medicare Part B reimbursements administered as an Internal Revenue Code 401(h) account, both of which are within the defined benefit pension plan, under the authority granted by the Ohio Revised Code to the OP&F Board of Trustees. The Board of Trustees is authorized to allocate a portion of the total employer contributions made into the pension plan to the Section 115 and the Section 401(h) account as employer contributions for retiree health care benefits. For the fiscal year end June 30, 2014, the employer contribution allocated to the health care plan was 2.85% for police and fire fighters on covered payroll for the six months ended December 31, 2013. The portion of the employer required contribution was lowered to.5% for both police and fire fighters covered payroll beginning on January 1, 2014. The amount of employer contributions allocated to the health care plan each year is subject to the Trustees primary responsibility to ensure that pension benefits are adequately funded and is limited by the provisions of Sections 115 and 401 (h). The OP&F board of trustees also is authorized to establish requirements for contributions to the healthcare plan by retirees and their eligible dependents or their surviving beneficiaries. Payment amounts vary depending on the number of covered dependents and the coverage selected. The Ohio Revised Code provides that healthcare cost paid from the funds of OP&F be included in the employer s contribution rate. The portion of the City's contributions for police that were used to pay postemployment benefits for the fiscal year ended was $1,237,000. For the short year ended June 30, 2013 the contribution to the post employment benefits was $2,436,000. For calendar years ended 2012 and 2011 the contributions were $5,143,000 and $5,267,000 respectively. For firefighters, the portion of the City's contributions that were used to pay postemployment benefits for the fiscal year ending was $992,000. For the short year ended June 30, 2013 the contribution to the post employment benefits was $1,956,000. For calendar years ended 2012 and 2011, the contributions were $3,869,000 and $3,785,000 respectively. State PERS Plan Description Rehired retirees of the Ohio Police and Fire Pension Fund, elected officials and certain part time employees are enrolled in Ohio Public Employees Retirement System (OPERS). Prior to February, 2012, newly hired city employees who were members of the OPERS or another Ohio State Retirement System were permitted to remain enrolled in OPERS. Ohio Public Employees Retirement System (OPERS) administers three separate pension plans as described below: The Traditional Pension Plan- cost-sharing multiple-employer defined benefit pension plan. The Member Directed Plan - a defined contribution plan in which the member invests both member and employer contributions (employer contributions vest over 5 years at 20% a year). Under the Member Directed Plan, members accumulate retirement assets equal to the value of member and (vested) employer contributions plus any investment earnings. The Combined Plan - a cost-sharing multiple-employer defined benefit pension plan. Under the Combined Plan, OPERS invests employer contributions to provide a formula retirement benefit similar 100

in nature to the Traditional Pension Plan benefit. Member contributions, the investment of which is selfdirected by the member, accumulate retirement assets in a manner similar to the Member-Directed Plan. OPERS provides retirement, disability, survivor and death benefits and annual cost-of-living adjustments to members of both the Traditional Pension and the Combined Plans. Members of the Member-Directed Plan do not qualify for ancillary benefits. Authority to establish and amend benefits is provided in Chapter 145 of the Ohio Revised Code. OPERS issues a stand-alone financial report. Interested parties may obtain a copy by writing to OPERS, 277 East Town Street, Columbus, Ohio 43215-4642 or calling (614) 222-5601 or (800) 222-7377. Funding Policy The Ohio Revised Code provides statutory authority for member and employer contributions. For fiscal year 2014, member and employer contribution rates were consistent across all three plans. Employees contribute 10.0% of their annual compensation. For fiscal year 2014, the City's contribution rate was 14.00% of covered payroll. The portion of the employer contribution allocated to health care was 1.0% for the six months ended December 31, 2013; and 2% for the six months ended June 30, 2014. City of Cincinnati s contributions to OPERS for the fiscal year ending was $1,740,000. For the short year ended June 30, 2013 the contribution to OPERS was $931,000. The contributions for calendar years ending in 2012 and 2011 were $2,105,000 and $2,144,000 respectively, equal to 100% of the required contributions for each time period. The Ohio Revised Code currently limits the City s contribution to a rate not to exceed 14% of covered payroll. Active members do not make contributions to the OPEB Plan. Other Postemployment Benefit Information UPlan DescriptionU: OPERS provides postemployment health care coverage to qualifying members of both the Traditional Pension and the Combined Plans. Members of the Member-Directed Plan do not qualify for ancillary benefits, including postemployment healthcare coverage. OPERS maintains a cost-sharing multiple employer defined benefit post-employment healthcare plan, which includes a medical plan, prescription drug program and Medicare Part B premium reimbursement, to qualifying members of both the Traditional Pension and the Combined Plans. Members of the Member-Directed Plan do not qualify for ancillary benefits, including postemployment healthcare coverage. In order to qualify for postemployment healthcare coverage, age and service retirees under the Traditional Pension and Combined Plans must have ten or more years of qualifying Ohio service credit. Health care coverage for disability benefit recipients and qualified survivor benefit recipients is available. The health care coverage provided by OPERS meets the definition of an Other Postemployment Benefit (OPEB) as described in GASB statement 45. A portion of each employer's contribution to OPERS is set aside for the funding of postemployment health care. UFunding PolicyU: The Ohio Revised Code provides statutory authority requiring public employers to fund post employment healthcare through their contributions to OPERS. The Ohio Revised Code permits, but does not mandate, OPERS to provide OPEB to its eligible members and beneficiaries. Authority to establish and amend benefits is provided in Chapter 145 of the Ohio Revised Code. The City's contribution rate for 2014 was 14% of covered payroll. The portion of the employer contribution allocated to health care was 1.0% for both the Traditional Plan and Combined Plan beginning on January 1, 2013. The portion of employer contributions was then raised to 2% on January 1, 2014. The portion of the City s employer contributions that were used to fund postemployment benefits for the fiscal year ended June 30, 2014 was $185,000. In the short year ended June 30, 2013, the city contributed $335,000 toward the health care program. For calendar years 2012 and 2011 the city contributed $583,000 and 101

601,000 respectively, which was equal to 100% of the required contribution for those time periods. OPERS Post Employment Health Care plan was established under, and is administrated in accordance with, Internal Revenue Code 401(h). Each year, the OPERS Retirement Board determines the portion of the employer contribution rate that will be set aside for funding of post employment healthcare benefits. The OPERS Retirement Board is also authorized to establish rules for the payment of a portion of the healthcare benefits provided, by the retiree or their surviving beneficiaries. Payment amounts vary depending on the number of covered dependents and the coverage selected. On September 19, 2012 the OPERS board of trustees adopted a set of changes to the OPERS health care plan that will allow the plan to continue offering retirees access to health care coverage. These changes will be implemented in 2014. UCity of Cincinnati Retirement SystemU Plan Description The City of Cincinnati Retirement System is accounted for as a single employer defined benefit pension plan. However, employer contributions are received from University Hospital and the University of Cincinnati based upon an agreement when control of these institutions moved from the City to the State of Ohio. Also, although the Metropolitan Sewer District is an agency fund of the City, the employees are members of the City s retirement system. The System provides retirement and disability benefits, annual cost of living adjustments, and death benefits to plan members and beneficiaries. The System is considered part of the City of Cincinnati's financial reporting entity and is included in the City's financial report as a pension trust fund. No separate financial report is issued. Article XV of the Administrative Code of the City of Cincinnati provides the statutory authority vesting the general administration and responsibility for the proper operation of the System in the Board of Trustees of the City of Cincinnati Retirement System. Membership of the Retirement System of the City consisted of the following at December 31, 2013, the date of the latest actuarial valuation: Pension Health Retirees and beneficiaries receiving benefits 4,409 4,071 Terminated plan members entitled to future benefits 158 52 Spouses currently receving benefits 1,558 Inactive participants * 6,362 Active Plan Members Full time 2,957 2,957 Part time 1,117 1,117 Total 15,003 9,755 * Participants who are former employees who have an employee account balance in the plan but are not otherwise vested in an employee provided benefit. A major plan revision was approved by the City Council on March 16, 2011 and adopted by the Board. The plan allows for a two and half year transition period from July 1, 2011 to January 1, 2014. Active members who are eligible or become eligible to retire and elect to retire during this transition period can retire with 30 years of creditable service or at age 60 with at least five years of creditable service and will receive benefits according to the current plan as described below. Prior Benefits Pensioners that retired prior to July 1, 2014, the annual retirement allowance was equal to 2.5% or 2.22% 102

of the average of the three highest years' compensation multiplied by the number of years of membership service. Employees hired before July 12, 1998 elected either the 2.5% or a 2.22% formula, which factors in overtime pay and lump sum payments for vacation, sick leave and compensatory balances. All new employees hired July 12, 1998 and thereafter are subject to the 2.5% formula. Pensions are increased by 3% compounded annually, commencing one year after retirement. The System also provides death and disability benefits. These benefit provisions and all other requirements, are established by the Cincinnati Municipal Code. Current Plan Benefits Active members who were not eligible to retire before January 1, 2014 will be subject to the new plan benefits. To be eligible to retire, an active employee must have completed 30 years of creditable service and have reached age 60 or older or an employee must have 5 years of creditable service and have reached age 65 or older. The annual retirement allowance through June 30, 2011 will be the same as current plan. For years of service beginning July 1, 2011 all active employees will receive 2.2% per year of creditable service through 30 years and the 2% for every year after 30 years of creditable service. Benefits will be calculated using the average of highest 60 consecutive months compensation. Pensions are increased based on the CPI-U with a maximum of 2% annually and will be based on simple interest, commencing one year after retirement. The System will not provide death benefits but will continue to provide disability benefits. The Medical benefits changed on January 1, 2011. Medicare reimbursements are eliminated for all retirees and all retirees will be on the City s 80/20 health plan. Premiums are charged for all retirees retiring after January 1, 2007 except for Carve out plan where we have approximately 300 remaining participants. The service retirement allowance vesting after five years of creditable service. Medical care benefits are provided after fifteen years of creditable service, or if hired before January 9, 1997 after reaching age sixty with at least five years of creditable service. The 15 year requirement is universal for all members who retired on or after July 1, 2011. In 2007, an Early Retirement Window (ERW) was offered to City employees who would have 28 or more years of service by December 31, 2007. Employees who elected the window were granted two additional years of service. The additional actuarial accrued liability associated with the ERW of approximately $42,300,000 is funded by separate contributions made by the city over a 15 year period. The fiscal year 2015 contribution of $6,177,557 will be paid in September 2014. The contribution will increase each year until 2015 when it will be $6,177,557 annually through fiscal year 2024. Contributions Each member contributes at a rate of 9.0% of his salary for 2013. This percent contributed by the employees is fixed by the fund's Board of Trustees on the basis of authority provided by Chapter 203 Section 73 of the Cincinnati Municipal Code. In 2009, the municipal code was amended to increase the employee contribution amount. The City makes employer contributions based on a percentage of covered payroll of all CRS members. For fiscal year 2014 the contribution rate was 20% on covered payroll from July 1, 2013 to December 31, 2013. The rate was raised to 22% on covered payroll for January 1, 2014 through June 30, 2014. The total covered payroll for CRS members was $165,225,000. The ARC, including ERIP for fiscal year 2014 based on the 2013 actuarial report was 48.8% on covered payroll for the Pension Fund and 4.6% on covered payroll for the Health Benefits Fund. The City of Cincinnati s approved budget for Fiscal Year 103

2015 incorporated a contribution rate of 14%. The Employer s contributions (including ERIP) to the City of Cincinnati Retirement System s Pension Fund for the fiscal year ending June 30, 2014 as $37,739,000. For the short year ended June 30, 2013 the contributions were $16,651,000. The contributions for calendar years 2012 and 2011 were $33,608,000 and $31,160,000 respectively. For Fiscal year 2014, there were no employer contributions made to the Health Plan. The contributions for all of these periods were less than the required contributions. Administrative costs are financed from the system assets. As of the last actuarial valuation date 0f December 31, 2013, the pension plan unfunded actuarial accrued liability was $829,188,000 to be amortized over an open period of 30 years. The funded ratio was 63.2%, and the actuarial value of assets was $1,424,933,000. The unfunded actuarial accrued liability as a percentage of covered payroll of $163,477,000 was 507.2%. The Actuarial Accrued Liability at December 31, 2013 was $2,254,121,000. The required supplementary schedule, which immediately follows the notes, contains multi-year trend information about the actuarial value of plan assets and if it is increasing or decreasing over time relative to the actuarial accrued liability for benefits. Annual Pension Cost and Net Pension Obligation. The City s annual pension cost and net pension obligation to CRS for the current fiscal period and prior fiscal years were as follows: Annual Pension Cost and Net Pension Obligation (Amounts in Thousands) Fiscal Fiscal Calendar 2014 2013 2012 Annual required contribution $ 63,340 $ 33,500 $ 49,952 Interest on net pension obligation $ 9,277 $ 5,093 $ 9,643 Adjustment to annual required contribution $ (10,473) $ (5,750) $ (10,707) Annual pension Costs $ 62,144 $ 32,843 $ 48,888 Actual Contribution $ (30,402) $ (16,151) $ (33,608) Increase (decrease) in net pension obligation $ 31,742 $ 16,692 $ 15,280 Net Pension Obligation beginning of year $ 152,514 $ 135,822 $ 120,542 Net Pension Obligation end of year $ 184,256 $ 152,514 $ 135,822 Annual pension costs $ 62,144 $ 32,843 $ 48,888 Percentage of annual pension cost contribution 48.92% 49.18% 68.74% Annual OPEB Costs and Net OPEB Obligation 2014 2013 2012 Annual required contribution $ 5,969 $ 2,849 $ 453 Interest on net obligation $ 5,229 $ 3,169 $ 6,944 Adjustment to annual required contribution $ (5,491) $ (3,577) $ (7,710) Annual OPEB Costs $ 5,707 $ 2,441 $ (313) Actual Contribution $ (2,048) $ (924) $ (2,000) Increase (decrease) in net OPEB obligation $ 3,659 $ 1,517 $ (2,313) Net OPEB Obligation beginning of year $ 86,004 $ 84,487 $ 86,800 Net OPEB Obligation end of year $ 89,663 $ 86,004 $ 84,487 Annual OPEB costs $ 5,707 $ 2,441 $ (313) Percentage of annual OPEB cost contribution 35.89% 37.85% -638.98% 104

Summary of Significant Accounting Policies and Plan Asset Matters Basis of Accounting - The City of Cincinnati Retirement System financial statements are prepared using the accrual basis of accounting. Plan member contributions are recognized in the period in which the contributions are due. Employer contributions to the plan are recognized when due and the employer has made a formal commitment to provide the contributions. Benefits and refunds are recognized when due and payable in accordance with the terms of the plan. Method Used to Value Investments - The Retirement System investments are reported at fair value. Short-term investments are reported at cost, which approximates fair value. Securities traded on national or international exchanges are valued at the last reported sales price at current exchange rates. Securities Lending The Retirement System securities lending program disclosures are presented in accordance with Governmental Accounting Standards Board Statement 28, Accounting and Financial Reporting for Securities Lending Transactions and Statement 40, Deposit and Investment Risk Disclosures. The disclosures are located in Footnote 2 Deposits with Financial Institutions and Investments and on the statement of plan net assets and statement of changes in plan net position. Derivatives The Retirement System derivative disclosures are presented in accordance with Governmental Accounting Standards Board 53, Accounting and Financial Reporting for Derivative Instruments, and Governmental Accounting Standards Board Statement 40, Deposit and Investment Risk Disclosures, and can be found in Footnote 2 Deposits with Financial Institutions and Investments. Rate of Return For the year ended June 30, 2014, the annual money-weighted rate of return on pension plan investments, net of pension plan investment expense, was 16.65%. The money-weighted rate of return expresses investment performance, net of investment expense, adjusted for the changing amounts actually invested. Investment Allocations Asset Class Target Allocation Domestic Equity 29.5% International Equity 21.0% Long Short Equity 10.0% Fixed Income 17.0% Real Estate 7.5% Risk Parity 5.0% Private Equity 5.0% Infrastructure 5.0% Total 100.0% Net Pension Liability The components of the city s net pension liability as of June 30, 2014 are as follows: Total pension liability $2,747,109 Plan fiduciary net position $1,578,749 Net Pension Liability $1,168,360 Plan fiduciary net position as a percentage of the total pension liability 57.47% 105

Long term expected rate of return The long-term expected rate of return on pension plan investments was determined using a building block method in which best-estimate ranges of expected future real rates of return(expected returns, net of pension plan investment expense and inflation) are developed for each major asset class. These ranges are combined to produce the long-term expected rate of return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. Best estimates of arithmetic real rates of return for each major asset class included in the pension plan s target asset allocation as of June 30, 2014 are summarized in the following table: Asset Class Target Long Term Expected Allocation Real Rate of Return Broad Fixed Income 14.0% 1.1% High Yield 3.0% 5.6% Broad US Equity 19.5% 6.6% US Mid Cap Equity 5.0% 7.8% US Small Cap Equity 5.0% 10.6% Developed Large Cap 11.0% 7.8% Un US Small Cap 5.0% 11.9% Emerging Market 5.0% 11.3% Hedge Funds 15.0% 4.7% Real Estate Core 7.5% 5.1% Infrastructure 5.0% 8.3% Private Equity 5.0% 13.2% Total 100.0% Discount Rate The discount rate used to measure the total pension liability was 5.53% as of June 30, 2013 and 5.59% as of June 30, 2014. The projection of cash flows used to determine the discount rate assumed that plan member contributions will be made at the current contribution rate and that city contributions will be made at actuarially determined rates. Based on these assumptions, the pension plan s fiduciary net position was projected to be available to make all projected futures benefit payments of current plan members. Therefore, the long-term expected rate of return on pension plan investments was applied to all periods of projected benefit payments to determine the total pension liability. The municipal bond rate used was 4.27% as of June 30, 2013 and 4.35% as of 2014. Sensitivity of the net pension liability to changes in the discount rate The following table present the sensitivity of the net pension liability to a 1 percent decrease (4.59%) and a 1 percent increase (6.59%) from the calculated discount rate. 1% Current 1% Decrease Discount Increase (4.59%) Rate(5.59%) (6.59%) System's Net Pension Liability $ 1,491,447 $ 1,168,360 $ 896,572 Other Postemployment Benefit Information The System provides hospital and surgical insurance to retired members who have earned fifteen years credited service at the time of termination and a group who terminated after age sixty with five years credited service. Those who are receiving optionee benefits of eligible members are entitled to have their hospital and surgical insurance as continued through the System. 106

The health care coverage provided by the System is considered an Other Postemployment Benefit (OPEB) as described in GASB statement 45. It is advance-funded on an actuarially determined basis as a portion of the employer contribution requirement to the System. The Cincinnati Municipal Code provides authority for employer contributions. The City of Cincinnati Retirement System s healthcare coverage was established under, and is administrated in accordance with, Internal Revenue Code 401(h). The actuarial assumptions used for the December 31, 2013 valuation included an assumption for hospital and surgical benefits recognizing adjusted premiums based on experience for recent years. The actuarial valuations for OPEB plans are estimates of the value of reported amounts and assumptions about the probability of events far into the future. Amounts determined are subject to continual revision as results are compared to past expectations and new estimates are made about the future. The cost of OPEB is recognized as an expense as claims are paid. No employer contribution was used to fund postemployment benefits for the fiscal year ended June 30, 2014. As of the December 31, 2013, valuation, the healthcare plan s unfunded actuarial accrued liability was ($56,201,000). The actuarial value of assets was $674,709,000. The Actuarial Accrued Liability was $618,508,000. The unfunded actuarial accrued liability as a percentage of covered payrolls of $163,477,000 was (34.4%). Calculations are based on the OPEB benefits provided under the terms of the plan in effect at the time of each valuation and on the pattern of cost sharing between the employer and the plan members at that point. The actuarial calculations of the OPEB plan reflect a long term perspective. The required supplementary schedule, which immediately follows the notes, contains multi-year trend information about the actuarial value of plan assets and if it is increasing or decreasing over time relative to the actuarial accrued liability for benefits. The current financial statements for the Pension and OPEB trusts funds follow. 107

CITY OF CINCINNATI, OHIO Statement of Plan Net Position Pension Trust June 30, 2014 (Amounts in Thousands) Pension Healthcare Total ASSETS Cash and Equivalents $ 27,549 $ 13,163 $ 40,712 Investments, at fair value: International Bonds 11,810 5,643 17,453 Convertible Bonds 143 68 211 US Government Bonds 64,316 30,730 95,046 Tax Exempt Government Municipal 856 409 1,265 Corporate Fixed Income 31,040 14,830 45,870 State and Local Obligations 1,887 902 2,789 US Agencies 61,432 29,352 90,784 Equities - Common Stock 794,667 379,683 1,174,350 Private Equity 153,067 73,133 226,200 Real Estate 127,920 61,119 189,039 Private Placements 16,213 7,746 23,959 Other Assets (Alternatives) 309,568 147,907 457,475 Total Investments, at fair value 1,572,919 751,522 2,324,441 Collateral on Loaned Securities 94,438 45,121 139,559 Receivables: Accounts Receivable - Other 939 448 1,387 Accounts Receivable for Securities Sold 20,842 9,958 30,800 Accrued Interest and Dividends 2,494 1,192 3,686 Due from Primary Government 739 353 1,092 Due from Other Governments 385 184 569 Loans Receivable 835 0 399 0 1,234 Machinery and Equipment 538 257 795 Accumulated Depreciation (499) (239) (738) Total Assets 1,721,179 822,358 2,543,537 LIABILITIES Accounts Payable 2,573 1,230 3,803 Accounts Payable for Securities Purchased 27,287 13,038 40,325 Due to Primary Government 1 0 1 Obligations under Securities Lending 94,438 45,121 139,559 Accrued Payroll 35 16 51 Accrued Liabilities 18,013 8,607 26,620 Estimated Liability for Compensated Absences 81 38 119 Total Liabilities 142,428 68,050 210,478 NET POSITION Held in Trust for Employees' Pension Benefits 1,578,751 1,578,751 Held in Trust for Employees' Post employment Healthcare Benefits 754,308 754,308 Combined Net Position $ 1,578,751 $ 754,308 $ 2,333,059 108

CITY OF CINCINNATI, OHIO Combining Statement of Changes in Plan Net Position Pension Trust For the fiscal year ended June 30, 2014 (Amounts in Thousands) ADDITIONS Pension Healthcare Total Contributions: Member $ 15,059 $ 15,059 Employer 37,740 37,740 Other $ 2,048 2,048 Total Contributions 52,799 2,048 54,847 Transfers from Other Retirement Systems 447 447 Investment Income From Investing Activities: Interest & Dividends 23,590 11,079 34,669 Net Appreciation in Fair Value of Investments 242,579 113,928 356,507 Total Investment Earnings 266,169 125,007 391,176 Less Investment Management Expenses 8,102 3,805 11,907 Net Income From Investing Activities 258,067 121,202 379,269 From Security Lending Activities: Securities Lending Income 248 117 365 Securities Lending Expense: Borrower Rebates 146 69 215 Management Fees (79) (37) (116) Total Securities Lending Expenses 67 32 99 Net Income from Securities Lending Activities 315 149 464 Total Additions 311,628 123,399 435,027 DEDUCTIONS Benefits Payments: Pension and Annuities 154,744 154,744 Hospital and Medical Care 38,583 38,583 Death Benefits, Active and Retired 665 665 Transfers - Retirement to Other Systems 1,187 1,187 Total Benefits Payments 156,596 38,583 195,179 Refunds of Contributions 1,785 1,785 Administrative Expenses: Personal Services 796 374 1,170 Contractual Services 348 163 511 Materials and Supplies 173 81 254 Depreciation 67 31 98 Total Administration Expenses 1,384 649 2,033 Total Deductions 159,765 39,232 198,997 Change in Net Position 151,863 84,167 236,030 Net Position held in Trust for Benefits Beginning of Period 1,426,888 670,141 2,097,029 End of Period $ 1,578,751 $ 754,308 $ 2,333,059 109

The information presented in the required supplementary schedules was determined as part of the actuarial valuations at the dates indicated. Additional information as of the latest actuarial valuation follows. Valuation date 12/31/2013 Actuarial cost method Asset valuation method Actuarial assumptions: Investment rate of return Inflation Assumption Mortality Non-disabled lives: Disabled Retirees: Withdraw assumption Salary increases Individual entry age normal The actuarial value of assets was reset to market value of assets as of December 31, 2003. For future years, asset gains and losses will be recognized at the rate of 20% per year. The investment gain/(loss) is taken as the excess of the actual return on assets over the expected return on assets. The investment gain/(loss) is then recognized at 20% per year until fully recognized. The actuarial value of assets is the market value minus the sum of the deferred investment gains/(losses) during the preceding five plan years. In addition, the actuarial value is restricted to be no less than 80% of the market value or no more than 120% of the market value. 7.5% per year, net of expenses, compounded annually. 3.00% per annum. RP-Combined Morality Table set forward 2 years for males and 1 year forward for females using a Scale AA projection to 2020 RP-2000 Disabled Morality Table (set back 5 years for females) It was assumed that 100% of vested members who terminate with less than 15 years of service elect to withdraw their contributions, and that 50% of vested who terminate with 15 or more years of service elect to withdraw their contributions while 50% leave their contributions in the plan in order to be eligible for a benefit at a retirement date. Salary increases are assumed to vary by service. Salary increases are assumed to be lower for a five-year period beginning with the December 31, 2011 valuation. Representative rates are as follows: Years of Service Select Period Ultimate Period 0 7.00% 7.50% 5 4.50% 5.00% 10 3.00% 4.50% 20 3.00% 4.50% 30 3.00% 4.00% 110

Medical Benefits: The City offers medical benefits (including outpatient prescription drug coverage) to retirees before and during Medicare eligibility. As of September 1, 2007, all future retirees will be covered by the 80/20 PPO plan. The employee contribution for 2013 is 5% of the premium costs. Retirees who retired prior to 2008 may participate in either Modified PPO plan or if eligible the Modified Carve-Out PPO. To be eligible for the Carve-Out PPO, a retiree must have a pension system benefit of less $30,000 or less per year. Employees who retired under a special incentive plan in 2007 and are covered by the 80/20 PPO plan. Beginning January 1, 2012, members who retired prior to September 1, 2007 and establish that their annual income was less than $30,000 are eligible for the Blue Assess Carve-Out PPO plan. All others will receive the Blue Access 80/20 plan. Retiree Contributions Other Health Benefits Dental Benefits Vision Benefits Option Electives Group 1 participants covered by the Modified PPO or the Carve-out PPO plans do not contribute towards the cost of coverage. Group 1 participants covered by the 80/20 PPO contribute an amount equal to a % the active employee contribution. Group 2 future retirees will pay the higher of the active employee contribution or the portion of their cost determined by the point system. UMedicare Part BU: Beginning January 1, 2012 all Medicare eligible retirees and dependents are responsible for the payment of required Medicare Part B premiums. Under the provisions of Ordinance 85-2011, beginning January 1, 2012, all members electing to participate in the dental plan are required to pay the full cost of dental coverage. As such, it is assumed the System has no liability under GASB 43 and 45 for dental benefits. Under the provisions of Ordinance 85-2011, beginning January 1, 2012, all members electing to participate in the vision plan are required to pay the full cost of vision coverage. As such, it is assumed the System has no liability under GASB 43 and 45 for vision benefits. 70% of male participants and 30% of female participants will have a spouse who is covered under the medical, dental, and vision benefits portions of the plan. Of these participants with a covered spouse, 85% will elect a Joint & Survivor option. 111

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REQUIRED SUPPLEMENTARY INFORMATION 113

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REQUIRED SUPPLEMENTARY INFORMATION Schedule of Changes in Net Pension Liability and Related Ratios * (Amounts in thousands) 2014 Total pension liability Service Cost $ 25,937 Interest 148,408 Benefit changes Difference between expected and actual experience Changes of assumptions (17,827) Benefit payments (156,149) Refunds of contributions (1,785) Net change in total pension liability ($1,416) Total pension liability beginning $ 2,748,525 Total pension liability ending (a) $ 2,747,109 Plan net position Contributions employer $ 37,739 Contributions member 15,059 Net investment income 258,382 Benefit payments (156,149) Administrative expense (1,385) Refunds of contributions (1,785) Other 0 Net change in plan net position $ 151,861 Plan net position beginning $ 1,426,888 Plan net position ending (b) $ 1,578,749 Net pension liability ending (a) (b) $ 1,168,360 Total pension liability $ 2,747,109 Plan net position 1,578,749 Net pension liability $ 1,168,360 Ratio of plan net position to total pension liability 57.47% Covered employee payroll $ 163,477 Net pension liability as a percentage of covered employee payroll 714.69% * For fiscal year 2014 only one year of data is available. The chart will eventually present ten years. SCHEDULE OF EMPLOYER CONTRIBUTIONS (Amounts in thousands) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Actuarially determined employer contribution $ 34,148 $ 23,227 $ 38,571 $ 38,767 $ 43,065 $ 80,882 $ 54,875 $ 49,952 $ 66,999 $ 78,101 Actual employer contributions 15,923 24,946 31,763 23,969 26,650 30,029 31,160 33,608 37,192 37,739 Annual contribution deficiency/(excess) $ 18,225 $ (1,719) $ 6,808 $ 14,798 $ 16,415 $ 50,853 $ 23,715 $ 16,344 $ 29,807 $ 40,362 Covered-employee payroll $ 175,335 $ 175,369 $ 182,396 $ 164,640 $ 170,416 $ 167,589 $ 165,029 $ 167,148 $ 167,148 $ 163,477 Actual contributions as a percentage of covered-employee payroll 9.08% 14.22% 17.41% 14.56% 15.64% 17.92% 18.88% 20.11% 22.25% 23.09% NOTES: The City of Cincinnati changed fiscal years in 2013. The information for the 2013 fiscal year is for the six month period ending June 30, 2013. Valuation date: The actuarially determined contribution rates are calculated as of the December 31, eighteen months prior to the fiscal year end in which contributions are reported. The following actuarial methods and assumptions were used to determine actuarial contribution rates: Actuarial cost method: Entry age Asset Valuation method: 5 year smoothed market Amortization method: Level dollar, open Inflation: 3.00% Remaining amortization period: 30 years Investment rate of return: 7.5% net of pension plan investment expense including inflation Salary increase: 3.0 to 7.0 %, including inflation for five year selct period beginning 12/31/11; 4.0 to 7.5 %, including inflation thereafter 115

Schedule of Funding Progress OPEB Health Care Plan Acturial unfunded % Actuarial Accrued Actuarial UAAL as a Actuarial Value Liability Accrued % Percentage of Valuation of (AAL) Liability Funded Covered Payroll Date Assets Entry Age (UAAL) Ratio Payroll Covered Actuarial (a) (b) (b a) (a/b) ( c ) ((b a) / C) 12/31/2007 $ 835,486 $ 921,985 $ 86,499 90.62% $ 182,396 47.42% 12/31/2008 688,870 998,491 309,621 68.99% 164,640 188.06% 12/31/2009 746,029 877,399 131,370 85.03% 170,416 77.09% 12/31/2010 726,412 657,045 (69,367) 110.56% 167,589 41.39% 12/31/2011 668,392 653,404 (14,988) 102.29% 165,029 9.08% 12/31/2012 634,173 641,876 7,703 98.80% 167,148 4.61% 12/31/2013 674,709 618,508 (56,201) 109.09% 163,477 34.38% Schedule of Employer's Contributions of OPEB Health Care Plan Year Annual % Ended Required Percentage December 31 Contribution Contributed 2007 30,691 17.18% 2008 22,767 18.78% 2009 11,388 49.15% 2010 44,689 9.78% 2011 19,943 10.74% 2012 453 441.50% 2013 7,363 27.81% 116

City of Cincinnati, Ohio Budgetary Comparison Schedule Non GAAP For the fiscal year ended June 30, 2014 (Amounts in thousands) Budgeted Amounts Original Final General Fund Revenue Taxes $ 275,469 278,591 General Fund Actual Amounts Variance with Budget - Positive (Negative) $ $ 281,245 $ 2,654 Licenses and Permits 11,415 11,415 12,681 1,266 Use of Money and Property 7,017 7,017 6,604 (413) Intergovernmental Revenue 28,128 28,128 29,970 1,842 Charges for Services 21,658 21,658 23,767 2,109 Miscellaneous 3,569 3,569 1,558 (2,011) Total Revenues 347,256 350,378 355,825 5,447 EXPENDITURES Current General Government 59,946 62,397 59,130 3,267 Community Development 5,649 6,986 6,756 230 Parks and Recreation 22,992 24,297 24,035 262 Public Safety 220,029 220,543 218,120 2,423 Transportation and Engineering 3,130 3,776 3,621 155 Public Services 18,170 21,342 20,450 892 Public Health 19,590 21,223 21,100 123 Employee Benefits 9,756 10,385 10,118 267 Capital Outlay 167 170 169 1 Debt Service 949 949 811 138 Total Expenditures 360,378 372,068 364,310 7,758 Deficiency of Revenue under Expense (13,122) (21,690) (8,485) 13,205 Other Financing Sources (Uses) Transfers In 97 68 68 - Transfers (Out) (3,823) (3,075) (3,075) - Total Other Financing Sources (Uses) (3,726) (3,007) (3,007) - Change in Fund Balance (16,848) (24,697) (11,492) 13,205 Cancellation of Prior Years Encumbrances 1,802 1,802 2,400 598 Fund balances - beginning 34,423 34,423 34,423 Fund balances - ending $ 19,377 $ 11,528 $ 25,331 $ 13,803 Adjustments necessary to convert the results of operations at end of year on the budget basis to the modified accrual basis (GAAP) are as follows: Excess (Deficiency) of revenues and other financing sources over (under) expenditures and other uses per the Budgetary Comparison Schedule $ (11,492) (Increases) decreases from revenues: Received in cash during year but already accrued as receivables (GAAP) at June 30, 2013 (25,333) Accrued as receivables at June 30, 2014 but not recognized in budget 28,470 (Increases) decreases from encumbrances: Expenditures of amounts encumbered during prior years (6,592) Recognized as expenditures in the budget 11,538 (Increases) decreases from expenditures: Accrued as liabilities at June 30, 2013 recognized as expenditures (GAAP) but not in budget 7,198 Accrued as liabilities at June 30, 2014 (8,602) Net Change in fund balance per the Statement of Revenues, Expenditures, and Changes in Fund Balance (Page 44) $ (4,813) See notes to required supplementary information. 117

Note A- Budgetary Data City Of Cincinnati, Ohio Note to the Required Supplementary Information June 30, 2014 An annual operating budget is legally adopted each fiscal year for the General Fund, Debt Service Fund, Capital Projects Fund and the following Special Revenue Funds: Health Services, Street Construction Maintenance and Repair, Income Tax Infrastructure, Income Tax Transit, Motor Vehicle License and Special Recreation. The budgetary data reports included within this report are prepared on a cash basis of accounting, with the exception of certain accrued personal service and employee benefit costs. Encumbrances, which do not lapse at year-end, are included as expenditures in the current year budget (Non-GAAP). The budgetary process begins at least six months prior to the calendar year for which the budget is to be adopted, with the City certifying the proposed budget to the County Auditor by January 20. By July 1, City Council may adopt annual or temporary appropriation measures using, in part, the official certificate of estimated resources approved by the County Budget Commission and tax rates certified by the County Auditor. By October 1, City Council must adopt annual appropriation ordinances. Only unencumbered appropriations lapse at end of the fiscal period. There are several other special revenue appropriated funds whose revenues are mostly grants which are appropriated monthly as revenues are receipted. These funds include: Tax Increment Financing Funds, Recreation, Parks, Safety, Health, Cincinnati Blue Ash Airport, Community Development, Department of Labor Grants and Other. The budgets for these funds in the reports included herein are equivalent to the funds expenditures at year end. Outstanding encumbrances are re-appropriated in the next periods budget. The budgeted revenue is the amount of resources available for expenditures within the period. Some reimbursement grants funds are encumbered before revenue is receipted resulting in negative fund balances. The Community Development Fund ($2,334,000) reflects a negative fund balance at June 30, 2014. The levels of appropriation control for each budgeted expenditure classification that may not be exceeded are: personal services, non-personal services, capital outlay, and debt service. Any revisions that alter the budgeted expenditure classification of any division within a City department must be approved by City Council. During the period, several supplementary appropriations were necessary. 118

SUPPLEMENTARY INFORMATION 119

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MAJOR GOVERNMENTAL FUNDS General Fund - is the general operating fund for the City. It is used to account for resources, traditionally associated with governments, which are not required to be accounted for in another fund. Capital Projects Fund - is used primarily to account for resources restricted to construct or acquire governmental fund capital assets. Such resources are derived principally from proceeds of general obligation debt, federal and state grants and City income tax. Debt Service Fund - accounts for the resources accumulated and payments made for principal and interest on general obligation debt and capital lease payments of the governmental funds. 121

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CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Original Budget Final Budget Actual General Fund Revenue Taxes Real Property $ 24,035 $ 24,035 24,174 Variance with Final Budget Positive (Negative) $ $ 139 Personal Property - - 7 7 City Income Tax 246,934 250,056 251,683 1,627 Admissions 4,500 4,500 5,279 779 Total Taxes 275,469 278,591 281,143 2,552 Licenses and Permits Street Use 4,704 4,704 4,796 92 Police and Protective 35 35 35 - Beer and Liquor 504 504 531 27 Business and Merchandising 1,914 1,914 1,858 (56) Amusements 75 75 81 6 Professional and Occupational 174 174 181 7 Buildings, Structures and Equipment 4,009 4,009 5,199 1,190 Total Licenses and Permits 11,415 11,415 12,681 1,266 Use of Money and Property Fines, Forfeits and Penalties 4,592 4,592 4,409 (183) Income from Treasury Investments 2,250 2,250 2,010 (240) Rents 165 165 177 12 General Concessions and Commissions 10 10 8 (2) Total Use of Money and Property 7,017 7,017 6,604 (413) Intergovernmental Revenue Proportionately shared State Taxes Local Government Fund - Sales, Franchise, State Income Tax 13,723 13,723 13,053 (670) Casino Tax-County Share 5,600 5,600 4,888 (712) Casino Tax-Host City 4,400 4,400 3,584 (816) Estate Tax 2,200 2,200 6,161 3,961 State Income Tax - Real Property Tax Reduction 2,205 2,205 2,284 79 Total Intergovernmental Revenue 28,128 28,128 29,970 1,842 Charges for Services General Government 6,755 6,755 7,063 308 Public Recreation - - 1 1 City Planning Other Inspection Certificates 1,475 1,475 1,576 101 Elevator Certificates 625 625 576 (49) Enterprise Technology Services 33 33 - (33) Public Safety Police and Communication Charges 879 879 352 (527) Motor Vehicle Response 700 700 612 (88) Impounded Vehicle Fees 660 660 793 133 Protective Inspection Fees 318 318 206 (112) Protective Service - Burglary Alarm 350 350 357 7 Emergency Transportation Service 7,000 7,000 7,573 573 Other Public Safety Charges 110 110 243 133 Parking Facilities 1,500 1,500 1,500 - Public Services Recycling Incentive Fee 500 500 416 (84) Other Public Services Charges 100 100 1,848 1,748 Public Health Vital Statistics 546 546 545 (1) Clinic Fees 106 106 106 - Other Public Health charges 1 1 - (1) Total Charges for Current Services 21,658 21,658 23,767 2,109 Miscellaneous 3,569 3,569 1,660 (1,909) Total Revenues 347,256 350,378 355,825 5,447 (Continued) 123

General Fund (Continued) CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Original Budget Final Budget Actual Variance with Final Budget Positive (Negative) Expenditures City Council Personal Services $ 1,991 $ 1,996 $ 1,841 $ 155 Non Personal Services 45 46 39 7 Total City Council 2,036 2,042 1,880 162 Office of the Mayor Personal Services 502 560 511 49 Non Personal Services 30 63 58 5 Total Office of the Mayor 532 623 569 54 Office of the Clerk of Council Personal Services 492 496 457 39 Non Personal Services 256 268 234 34 Total Office of the Clerk of Council 748 764 691 73 Department of Enterprise Technology Services Personal Services 4,260 4,381 4,366 15 Non Personal Services 939 953 915 38 Captial - - - - Total Department of Enterprise Technology Services 5,199 5,334 5,281 53 Department of the City Manager Office of the City Manager Personal Services 1,765 2,256 2,112 144 Non Personal Services 992 1,534 1,436 98 Total Office of the City Manager 2,757 3,790 3,548 242 Division of Budget and Evaluation Personal Services 912 962 907 55 Non Personal Services 73 106 98 8 Total Division of Budget and Evaluation 985 1,068 1,005 63 Division of Emergency Communications Personal Services 7,473 8,169 7,734 435 Non Personal Services 394 394 389 5 Total Division of Emergency Communications 7,867 8,563 8,123 440 Division of Environment Sustainability Personal Services 308 411 377 34 Non Personal Services 2,959 3,093 2,979 114 Total Division of Environment Sustainability 3,267 3,504 3,356 148 Total Department of the City Manager 14,876 16,925 16,032 893 Citizen's Complaint Authority & Internal Audit Personal Services 784 848 833 15 Non Personal Services 55 56 44 12 Total Citizen's Complaint Authority & Internal Audit 839 904 877 27 Department of Law Personal Services 5,305 5,558 4,984 574 Non Personal Services 694 699 665 34 Total Department of Law 5,999 6,257 5,649 608 Department of Human Resources Personal Services 1,634 1,622 1,488 134 Non Personal Services 278 324 228 96 Total Department of Human Resources 1,912 1,946 1,716 230 Department of Finance Office of the Director Personal Services 342 347 314 33 Non Personal Services 19 20 12 8 Capital Outlay - - - - Total Office of the Director 361 367 326 41 Division of Accounts and Audits Personal Services 1,277 1,372 1,302 70 Non Personal Services 65 75 72 3 Total Division of Accounts and Audits 1,342 1,447 1,374 73 (Continued) 124

CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Original Budget Final Budget Actual General Fund (Continued) Expenditures Department of Finance (Continued) Division of Treasury Personal Services $ 557 $ 635 548 Variance with Final Budget Positive (Negative) $ $ 87 Non Personal Services 394 393 378 15 Total Division of Treasury 951 1,028 926 102 Division of Risk Management Non Personal Services 138 138 131 7 Total Division of Risk Management 138 138 131 7 Division of Income Tax Personal Services 2,857 2,547 2,469 78 Non Personal Services 575 576 440 136 Total Division of Income Tax 3,432 3,123 2,909 214 Division of Purchasing Personal Services 807 802 700 102 Non Personal Services 117 120 116 4 Total Division of Purchasing 924 922 816 106 Total Department of Finance 7,148 7,025 6,482 543 Department of Trade and Development Office of the Director Personal Services 692 700 522 178 Non Personal Services 1,869 2,511 2,508 3 Total Office of the Director 2,561 3,211 3,030 181 Division of Housing Development Personal Services 100 97 97 - Non Personal Services 27 457 456 1 Total Division of Housing Development 127 554 553 1 Division of Community Development Personal Services 430 455 443 12 Non Personal Services 464 641 637 4 Capital - - - - Total Division of Trade and Development 894 1,096 1,080 16 Division of New Construction & Existing Building Standards Personal Services 1,917 1,972 1,966 6 Non Personal Services 150 153 127 26 Capital - - - - Total Division of New Construction & Existing Building Standards 2,067 2,125 2,093 32 Total Department of Community Development 5,649 6,986 6,756 230 Department of Planning and Buildings Division of City Planning Personal Services 613 624 611 13 Non Personal Services 54 57 55 2 Total Division of City Planning 667 681 666 15 Division of Licenses and Permits Personal Services 4,847 4,567 4,245 322 Non Personal Services 428 821 808 13 Debt Service 71 71 60 11 Total Division of Licenses and Permits 5,346 5,459 5,113 346 Total Department of Planning and Buildings 6,013 6,140 5,779 361 Department of Public Recreation West Region Division Personal Services 2,215 2,262 2,245 17 Non Personal Services 456 505 505 - Debt Service 130 130 113 17 Total West Region Division 2,801 2,897 2,863 34 East Region Division Personal Services 1,592 1,715 1,708 7 Non Personal Services 404 444 436 8 Debt Service 118 118 103 15 Total East Region Division 2,114 2,277 2,247 30 (Continued) 125

General Fund (Continued) Expenditures CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Original Budget Final Budget Actual Variance with Final Budget Positive (Negative) Department of Public Recreation (Continued) Central Region Division Personal Services $ 2,221 $ 2,265 $ 2,230 $ 35 Non Personal Services 442 472 472 - Debt Service 130 130 113 17 Total Central Region Division 2,793 2,867 2,815 52 Maintenance Division Personal Services 2,833 2,605 2,420 185 Non Personal Services 1,308 1,475 1,475 - Total Maintenance Division 4,141 4,080 3,895 185 Division of Athletics Personal Services 2,309 2,470 2,470 - Non Personal Services 360 361 361 - Total Division of Athletics 2,669 2,831 2,831 - Division of Administration Personal Services 1,352 1,520 1,512 8 Non Personal Services 203 257 257 - Capital Outlay 25 25 25 - Total Division of Administration 1,580 1,802 1,794 8 Total Department of Public Recreation 16,098 16,754 16,445 309 Department of Parks Office of the Director Personal Services 230 238 238 - Non Personal Services 1 1 1 - Total Office of the Director 231 239 239 - Division of Operations and Facilities Personal Services 3,276 3,404 3,402 2 Non Personal Services 2,095 2,171 2,171 - Total Division of Operations and Facilities 5,371 5,575 5,573 2 Division of Administration and Program Services Personal Services 891 1,309 1,309 - Non Personal Services 804 823 823 - Total Division of Administration and Program Services 1,695 2,132 2,132 - Total Department of Parks 7,297 7,946 7,944 2 Department of Police Division of Police Personal Services 112,635 111,547 110,494 1,053 Non Personal Services 12,460 13,630 13,045 585 Capital Outlay - - - - Debt Service 74 74 62 12 Total Division of Police 125,169 125,251 123,601 1,650 Total Department of Police 125,169 125,251 123,601 1,650 Department of Fire Personal Services 86,423 86,688 86,001 687 Non Personal Services 8,511 8,678 8,580 98 Capital Outlay 142 142 141 1 Debt Service 78 78 65 13 Total Department of Fire 95,154 95,586 94,787 799 Department of Transportation and Engineering Office of the Director Personal Services 481 536 532 4 Non Personal Services 73 137 88 49 Total Office of the Director 554 673 620 53 (Continued) 126

CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Original Budget Final Budget Actual General Fund (Continued) Expenditures Department of Transportation and Engineering (Continued) Division of Transportation Planning Personal Services $ 44 $ 68 65 Variance with Final Budget Positive (Negative) $ $ 3 Non Personal Services 21 21 16 5 Total Division of Transportation Planning 65 89 81 8 Division of Engineering Personal Services 276 345 336 9 Non Personal Services 50 50 47 3 Total Division of Engineering 326 395 383 12 Division of Traffic Engineering Personal Services 156 125 70 55 Non Personal Services 2,029 2,494 2,467 27 Capital Outlay - - - - Total Division of Traffic Engineering 2,185 2,619 2,537 82 Total Department of Transportation and Engineering 3,130 3,776 3,621 155 Department of Public Services Office of the Director Personal Services 742 816 721 95 Non Personal Services 85 87 75 12 Total Office of the Director 827 903 796 107 Division of Traffic and Road Operations Personal Services 399 732 732 - Non Personal Services 374 1,929 1,929 - Total Traffic and Road Operations 773 2,661 2,661 - Neighborhood Operations Division Personal Services 7,965 7,653 6,969 684 Non Personal Services 6,056 7,012 6,960 52 Capital Outlay - - - - Debt Service 77 77 65 12 Total Neighborhood Operations Division 14,098 14,742 13,994 748 Division of City Facility Management Personal Services 84 85 78 7 Non Personal Services 2,328 2,897 2,897 - Debt Service 151 151 126 25 Total City Facility Management 2,563 3,133 3,101 32 Division of Fleet Services Personal Services 137 130 89 41 Non Personal Services 0 1 0 1 Total Fleet Services 137 131 89 42 Total Department of Public Services 18,398 21,570 20,641 929 Department of Public Health Office of the Commissioner Personal Services 1,547 1,727 1,727 - Non Personal Services 180 204 203 1 Capital Outlay - 3 3 - Total Office of the Commissioner 1,727 1,934 1,933 1 Office of Technical Resources Personal Services 1,620 1,803 1,796 7 Non Personal Services 547 623 619 4 Debt Service 120 120 104 16 Total Office of Technical Resources 2,287 2,546 2,519 27 Office of Community Health Services Personal Services 3,298 3,669 3,663 6 Non Personal Services 412 414 413 1 Total Office of Community Health Services 3,710 4,083 4,076 7 Division of Primary Care - Special Services Personal Services 2,772 2,576 2,573 3 Non Personal Services 7 147 146 1 Total Division of Primary Care - Special Services 2,779 2,723 2,719 4 Division of Primary Care - Health Centers Personal Services 7,471 8,256 8,157 99 Non Personal Services 923 923 923 - Total Division of Primary Care - Health Centers 8,394 9,179 9,080 99 (Continued) 127

General Fund (Continued) CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Original Budget Final Budget Actual Variance with Final Budget Positive (Negative) Expenditures Department of Public Health (Continued) Division of School and Adolescent Health Personal Services $ 808 $ 833 $ 833 $ - Non Personal Services 5 48 47 1 Total Division of School and Adolescent Health 813 881 880 1 Total Department of Public Health 19,710 21,346 21,207 139 Nondepartmental Accounts Pension Contributions to City Pension System 2,174 2,303 2,303 - Contributions to State Pension System - - - - Contributions to Police Pension System 1,306 1,306 1,261 45 Contributions to Fire Pension System 1,360 1,360 1,312 48 Employee Benefits Public Employee Assistance 271 271 267 4 Workers' Compensation Insurance 3,345 3,345 3,345 - Police Officers and Firefighters' Insurance 300 300 280 20 State Unemployment Compensation 500 500 446 54 Lump Sum Payments 500 1,000 904 96 Life Insurance - - - - City Council Benefits - - - - Professional Services and Legal Fees Judgments Against the City 900 900 900 - Audit and Examiners' Fees 400 400 391 9 Hamilton County Treasurer's and Auditor's Fees 600 600 526 74 County Clerk Fees 350 350 350 - Election Expense 525 607 607 - Miscellaneous Accounts Enterprise Software and Licenses 2,967 2,968 2,968 - Memberships and Publications 213 213 191 22 Mayor's Office Obligations 80 120 113 7 Manager's Office Obligations 100 127 48 79 Downtown Special Improvement District 112 112 47 65 Cincinnati Public Schools 5,000 5,000 5,000 - Port Authority of Greater Cincinnati 593 593 593 - Property Investment Reimbursement Agreements 2,500 2,500 2,500 - Reserve for Contingencies 375 18-18 Total Nondepartmental Accounts 24,471 24,893 24,352 541 Total Expenditures 360,378 372,068 364,310 7,758 Excess (deficiency) of revenues over expenditures (13,122) (21,690) (8,485) 13,205 Other Financing Sources (Uses) Transfers In 97 68 68 Transfers (Out) (3,823) (3,075) (3,075) Total Other Financing Sources (Uses) (3,726) (3,007) (3,007) - Excess (Deficiency) of Revenue over (under) Expenditures and Other Financing Sources (Uses) (16,848) (24,697) (11,492) 13,205 Cancellation of Prior Years Encumbrances 1,802 1,802 2,400 598 Fund balances - beginning 34,423 34,423 34,423 Fund balances - ending $ 19,377 $ 11,528 $ 25,331 $ 13,803 128

City of Cincinnati, Ohio Statement of Revenue, Expenditures and Changes in Fund Balance For the fiscal year ended June 30, 2014 (Amounts in Thousands) GENERAL FUND Revenue Taxes Real Property $ 24,544 Personal Property 7 City Income Tax 254,413 Admissions 5,278 Total Taxes 284,242 Payment in Lieu of Taxes 104 Licenses and Permits Street Use 4,796 Police and Protective 35 Beer and Liquor 535 Business and Merchandising 1,857 Amusements 82 Professional and Occupational 123 Buildings, Structures and Equipment 5,254 Total Licenses and Permits 12,682 Use of Money and Property Fines, Forfeits and Penalties 4,086 Income from Treasury Investments 5,109 Rents 29 General Concessions and Commissions 8 Total Use of Money and Property 9,232 Intergovernmental Revenue Proportionately shared State Taxes Local Government Fund - Sales, Franchise, State Income Tax 13,002 State Income Tax - Real Property Tax Reduction 2,284 Estate Tax 4,127 Casino Tax - County Share 4,845 Casino Tax - Host City Share 3,500 Payments from Other Governmental Units 3 Revenues from Private Sources 79 Total Intergovernmental Revenue 27,840 (Continued) 129

City of Cincinnati, Ohio Statement of Revenue, Expenditures and Changes in Fund Balance For the fiscal year ended June 30, 2014 (Amounts in Thousands) GENERAL FUND (Continued) Charges for Services General Government $ 6,425 Public Recreation 1 Planning and Buildings Other Inspection Certificates 1,578 Elevator Certificates 558 Public Safety Police and Communication Charges 426 Impounded Vehicle Fees 1,405 Protective Inspection Fees 200 Protective Service - Burglary Alarm 357 Emergency Transportation Service 6,845 Other Public Safety Charges 115 Public Services 2,187 Public Health Vital Statistics 545 Clinic Fees 106 Total Charges for Current Services 20,748 Miscellaneous 1,826 Total Revenues 356,674 Expenditures City Council 1,944 Office of the Clerk of Council 688 Office of the Mayor 631 Department of the City Manager Office of the City Manager 3,573 Division of Budget and Evaluation 1,045 Emergency Communications Center 8,823 Division of Environmental Management 3,134 Division of Economic Development 86 Total Department of City Manager 16,661 Citizen's Complaint Authority 965 (Continued) 130

City of Cincinnati, Ohio Statement of Revenue, Expenditures and Changes in Fund Balance For the fiscal year ended June 30, 2014 (Amounts in Thousands) GENERAL FUND (Continued) Expenditures Department of Law $ 5,844 Department of Human Resources 1,784 Department of Finance Office of the Director 339 Division of Accounts and Audits 1,502 Division of Treasury 927 Division of Risk Management 136 Division of Income Tax 2,895 Division of Purchasing 834 Total Department of Finance 6,633 Department of City Planning and Buildings Office of the Director 681 Division of Licenses and Permits 5,256 Total Department of City Planning and Buildings 5,937 Department of Community Development Office of the Director 2,869 Diii Division of fhousing Development 535 Division of Community Development 1,045 Division of New Construction & Existing Building Standards 2,158 Total Department of Community Development 6,607 Department of Public Recreation Division of Community Activities - West Region Division 2,923 Division of Community Activities - East Region Division 2,258 Division of Community Activities - Central Region Division 2,884 Division of Community Activities - Maintenance Division 3,673 Division of Athletics 2,909 Division of Administration 1,785 Total Department of Public Recreation 16,432 Department of Parks Administration and Program Services Office of the Director 263 Division of Operations and Facility Management 5,179 Division of Planning, Design and Development 2,175 Total Department of Parks Administration and Program Services 7,617 (Continued) 131

City of Cincinnati, Ohio Statement of Revenue, Expenditures and Changes in Fund Balance For the fiscal year ended June 30, 2014 (Amounts in Thousands) GENERAL FUND (Continued) Expenditures Department of Police Division of Police $ 123,783 Department of Fire 95,501 Department of Transportation and Engineering Office of the Director 664 Division of Engineering 384 Division of Transportation Planning 40 Division of Traffic Engineering 2,691 Total Department of Transportation and Engineering 3,779 Department of Public Services Office of the Director 852 Division of Traffic and Road Operations 4,188 Division of Neighborhood Operations 13,259 Division of City Facility Management 2,600 Total Department t of Public Services 20,899 Department of Regional Computer Center 5,296 Department of Enterprise Services Division of Fleet Services 92 Total Department of Enterprise 92 Department of Public Health Office of the Commissioner 2,139 Division of Technical Resources 2,418 Division of Community Health Services 4,180 Division of Primary Care - Programs 2,806 Division of Primary Care - Health Centers 9,416 Division of Primary Care - Other 904 Total Department of Public Health 21,863 (Continued) 132

City of Cincinnati, Ohio Statement of Revenue, Expenditures and Changes in Fund Balance For the fiscal year ended June 30, 2014 (Amounts in Thousands) GENERAL FUND (Continued) Expenditures Nondepartmental Accounts Judgments Against the City $ 2,046 Enterprise Software Licenses 2,706 County Fees 892 Election Expense 607 Mayor's Office Obligations 90 Cincinnati Manager's Office Obligations 51 Professional Memberships and Publications 181 Downtown Special Improvement Districts 47 Cincinnati Public Schools 5,000 Audit Fees 425 Port Authority of Greater Cincinnati 593 Property Investment Reimbursement Agreements 1,106 Total Nondepartmental Accounts 13,744 Total Expenditures 356,700 Excess (Deficiency) of revenues over expenditures (26) Other Financing Sources(Uses) Transfers In 1,715 Transfers (Out) (6,502) Total Other Financing Sources (Uses) (4,787) Net change in Fund Balance (4,813) Fund balances, July 1 86,308 Fund balances, June 30 $ 81,495 133

Capital Project Funds CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Variance with Final Budget Positive (Negative) Revenue Taxes $ 24,356 $ 24,356 $ - Use of Money and Property 1,620 1,620 - Special Assessments 203 203 - Intergovernmental Revenue 1,353 1,353 - Federal Grants 20,744 20,744 - State Grants and Subsidies 7,307 7,307 - Miscellaneous 6,510 6,510 - Total Revenues 62,093 62,093 - Capital Outlay Expenditures Enterprise Technology Services 977 977 - Department of the City Manager Office of the City Manager 587 587 - Division of Budget and Evaluation 3 3 - Division of Emergency Communications 485 485 - Office of Environment Sustainability 667 667 - Division of Economic Development 14,877 14,877 - Total Department of the City Manager 16,619 16,619 - Department of Finance Division of Accounts and Audits 41 41 - Total Department of Finance 41 41 - Department of Community Development Division of Housing Development 10,665 10,665 - Division of Community Development 4,470 4,470 - Division of New Construction and Building Standards 4,828 4,828 - Total Department of Community Development 19,963 19,963 - Department of City Planning and Buildings Division of City Planning 602 602 - Total Department of City Planning and Buildings 602 602 - Department of Public Recreation Division of Support Services 5,435 5,435 - Total Department of Public Recreation 5,435 5,435 - Department of Parks Division of Administration and Program Services 4,130 4,130 - Total Department of Parks 4,130 4,130 - Department of Police 226 226 - Department of Fire 1,186 1,186 - Department of Transportation and Engineering Office of the Director 84 84 - Division of Transportation Planning 29,907 29,907 - Division of Engineering 62,050 62,050 - Division of Aviation 285 285 - Division of Traffic Engineering 2,025 2,025 - Total Department of Transportation and Engineering 94,351 94,351 - Department of Enterprise Services Division of Convention Center 799 799 - Division of Parking Facilities 2,442 2,442 - Total Department of Enterprise Services 3,241 3,241 - Department of Public Services Division of Traffic and Road Operations 203 203 - Neighborhood Operations Division 3,820 3,820 - Division of City Facility Management 7,147 7,147 - Total Department of Public Services 11,170 11,170 - (Continued) 134

Capital Project Funds (Continued) CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Variance with Final Budget Positive (Negative) Capital Outlay Expenditures Department of Public Health Office of the Commissioner $ 344 $ 344 $ - Total Department of Public Health 344 344 - Department of Stormwater Management Office of the Director 1,116 1,116 - Total Department of Stormwater Management 1,116 1,116 - Motorized Equipment 3,170 3,170 - Total Capital Outlay Expenditures 162,571 162,571 - Other Expenditures Department of City Manager Office of Environmental Sustainability Non Personal Services 3 3 - Department of Law Non Personal Services 1 1 - Department of Finance Division of Accounts and Audits Non Personal Services 532 532 - Debt Service 19,360 19,360 - Department of Parks Division of Operations and Facility Management Non Personal Services 419 419 - Department of Transportation and Engineering Division of Engineering Personal Services 10 10 - Debt Service 2,870 2,870 - Total Other Expenditures 23,195 23,195 - Total Expenditures 185,766 185,766 - Excess (deficiency) of revenues over expenditures (123,673) (123,673) - Other Financing Sources (Uses) Bond Proceeds 119,342 119,342 - Transfers In 154,794 154,794 - Transfers (Out) (150,301) (150,301) - Total Other Financing Sources (Uses) 123,835 123,835 - Net Change in Fund Balance 162 162 - Fund balances - beginning 230,754 230,754 Fund balances - ending $ 230,916 $ 230,916 $ - 135

CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Debt Service Fund Budget Actual Variance with Final Budget Positive (Negative) Revenue Taxes $ 39,050 $ 39,765 $ 715 Use of Money and Property 21,868 21,804 (64) Intergovernmental Revenue 6,984 8,167 1,183 Miscellaneous Revenue 3,180 3,079 (101) Total Revenues 71,082 72,815 1,733 Expenditures Department of the City Manager Division of Economic Development Debt Service 783 783 - Total Division of Economic Development 783 783 - Total Department of the City Manager 783 783 - Department of Finance Office of the Director Personal Services 82 77 5 Division of Accounts and Audits Personal Services 111 111 - Non Personal Services 340 340 - Debt Service Payments 4,000 4,000 - Total Division of Accounts and Audits 4,451 4,451 - Division of Treasury Personal Services 292 229 63 Non Personal Services 2,361 1,689 672 Debt Service 125,050 125,510 (460) Total Division of Treasury 127,703 127,428 275 Total Department of Finance 132,236 131,956 280 Department of Community Development and Planning Division of Housing Development Non Personal Services 3 3 - Debt Service 1,116 1,116 - Total Division of Housing Development 1,119 1,119 - Total Department of Community Development and Planning 1,119 1,119 - Non Departmental Accounts Workers' Compensation Insurance 5 5 - Non Departmental - Debt Service Payments Non Personal Services 2 2 - Debt Service 4,045 4,045 - Total Non-Departmental - Debt Service Payments 4,047 4,047 - Total Expenditures 138,190 137,910 280 Excess (deficiency) of revenues over expenditures (67,108) (65,095) 2,013 Other Financing Sources (Uses) General Obligation Bond Proceeds 67,074 67,074 - Bond Premiums 11,395 11,395 - Build America Bonds Subsidy 1,677 198 (1,479) Operating Transfers In 35,666 35,666 - Operating Transfers (Out) (32,531) (32,531) - Total Other Financing Sources (Uses) 83,281 81,802 (1,479) Net Change in Fund Balance 16,173 16,707 534 Cancellation of Prior Years Encumbrances 9 9 Fund balances - beginning 89,148 89,148 Fund balances - ending $ 105,330 $ 105,864 $ 534 136

CITY OF CINCINNATI, OHIO NONMAJOR GOVERNMENTAL FUNDS SPECIAL REVENUE FUNDS Tax Increment Financing Funds - Used to account for service payments in lieu of property taxes, capital and debt service expenditure from Tax Increment Financing Districts and Projects. Health Services Fund - Used to improve, establish, expand, and/or maintain health services to the citizens of Cincinnati. Street Construction, Maintenance and Repair Fund - Used to account for street maintenance, repair and cleaning, and the operation and maintenance of traffic signals. Financing is provided by the City's share of State-levied Motor Vehicle License Tax, Gasoline Tax, and reimbursements of expenses. Income Tax Infrastructure Fund - Used to account for the proceeds of a.1% levy on earned income for infrastructure purposes. Income Tax Transit Fund - Used to account for the proceeds of a.3% levy on earned income for transit purposes. Motor Vehicle License Fund - Used to account for resources provided by the locally levied Municipal Motor Vehicle License Tax. Special Recreation Fund - Used to account for monies received for special activities such as enrichment exercise programs or caretaker services. Recreation - Used to account for Federal funds, private contributions, and user fees, and for expenditures made for special recreation activities. Parks - Used to account for State funds, private contributions, and user fees, and for expenditures made for special parks activities. Safety - Used to account for Federal and State funds and private contributions, and for expenditures made for public safety purposes. Health - Used to account for Federal and State funds, private contributions and user fees, and for expenditures made for public health purposes. Cincinnati Blue Ash Airport - Used to account for the revenue and the expenditures for the operation and maintenance of a municipal airport. Community Development - Used to account for Federal funds received for city-wide development operations. 137

CITY OF CINCINNATI, OHIO NONMAJOR GOVERNMENTAL FUNDS SPECIAL REVENUE FUNDS (Cont) Department of Labor Grants - Used to account for Federal funds received for the relief of unemployment through jobs and training. Other - Used to account for Federal and State funds, private contributions and user fees, and for expenditures for specific purposes not otherwise designated. Bettman Nature Center - Used to account for the investment and expenditure of bequests made for the Bettman Nature Center. PERMANENT FUNDS Groesbeck Endowment - Used to account for the investment and expenditure of bequests made for the cost of music concerts in Burnet Woods. Schmidlapp Park Music - Used to account for the investment and expenditure of bequests made for the cost of music concerts in Eden Park. Joanna Peters Bequest - Used to account for the investment and expenditure of bequest made for the treatment of alcoholism. W. M. Ampt Music Endowment - Used to account for the investment and expenditure of bequests made for the cost of concerts in various City parks. Crosley Field Trust - Used to account for the investment and expenditure of bequests made for the maintenance of the Crosley Field Sports Complex. Kroger Trust - Used to account for the investment and expenditure of a bequest made for the maintenance of the Hartwell Recreation Center. Yeatman's Cove Park Trust - Used to account for the investment and expenditure of a bequest made for the maintenance of the Yeatman's Cove Park. Park Board Fund - Used to account for the investment and expenditure of bequests related to the maintenance and improvement of Fleischmann Gardens, the Geier Esplanade, and various citywide parks. 138

ASSETS CITY OF CINCINNATI, OHIO Combining Balance Sheet Nonmajor Governmental Funds June 30, 2014 (Amounts in Thousands) Special Revenue Funds Tax Street Increment Construction Motor Financing Health Maintenance Income Tax Income Tax Vehicle Special Funds Services and Repair Infrastructure Transit License Recreation Recreation Cash and Equivalents $ 163 $ 8 Equity in City Treasury Cash $ 24,118 $ 1,103 $ 3,307 $ 8,150 $ 9,978 $ 976 4,521 2,490 Investments 4,666 - - - - - - - Receivables: Taxes - - 1,550 4,649 - - - Accounts, Net 33,114 596 10 118-18 33 - Special Assessments - - - - - - - Accrued Interest - - - 16-13 6 Due from Other Funds 2,591 120 552 982 1,076 138 489 269 Due from Other Governments - 1,490 - - - 2 6 Inventory - - 134-12 - - Advances to Other Funds 4,000-496 - - - - 25 Total Assets $ 68,489 $ 1,819 $ 5,855 $ 10,934 $ 15,719 $ 1,144 $ 5,221 $ 2,804 LIABILITIES, DEFERRED INFLOWS AND FUND BALANCES Liabilities: Accounts Payable $ 4,579 $ 267 $ 67 $ 125 - $ 38 $ 77 $ 19 Due to Other Funds 80 114 61 $ 54 27 4 - Due to Fiduciary Funds 20 42 100-10 7 Accrued Payroll 169 338 695-79 217 - Accrued Liabilities 3,997 3 5 18-1 5 - Deposits Payable - 6 3 - - - - Estimated Liability for Unpaid Claims 11 0 15 Total Liabilities 8,576 539 583 1,002 54 155 325 19 DEFERRED INFLOWS OF RESOURCES Revenues Levied for the next year and Unavailable Revenue 33,408 0 313 950 0 9 4 Fund Balances: Nonspendable 134 12 Restricted 26,505 5,272 9,485 14,715 977 2,293 Committed 1,280 4,887 488 Unassigned Total Fund Balances 26,505 1,280 5,272 9,619 14,715 989 4,887 2,781 Total Liabilities, Deferred Inflows and Fund Balances $ 68,489 $ 1,819 $ 5,855 $ 10,934 $ 15,719 $ 1,144 $ 5,221 $ 2,804 139

CITY OF CINCINNATI, OHIO Combining Balance Sheet Nonmajor Governmental Funds June 30, 2014 (Amounts in Thousands) Special Revenue Funds Cincinnati Department Blue Ash Community of Labor Parks Safety Health Airport Development Grants Other ASSETS Cash and Equivalents $ 4,774 - - - - - $ 538 $ 23 Equity in City Treasury Cash 5,662 $ 8,659 $ 1,899 $ 82 $ 121 $ 14 6,271 - Investments 941 - - - - - - 1,707 Receivables: Taxes - - - - - - - - Accounts, Net 1 1,306 340 - - - 164 - Special Assessments - - - - 9,670-18,788 - Accrued Interest 14 2 - - - - - - Due from Other Funds 612 931 205 9 20 2 725 - Due from Other Governments - 1,637 331-1,222-1,409 - Inventory - - 75 - - - 100 - Advances to Other Funds - - - - - - - - Bettman Nature Center Total Assets $ 12,004 $ 12,535 $ 2,850 $ 91 $ 11,033 $ 16 $ 27,995 $ 1,730 LIABILITIES, DEFERRED INFLOWS AND FUND BALANCES Liabilities: Accounts Payable $ 35 $ 845 $ 874 $ 0 $ 1,139 $ 0 $ 1,977 $ 0 Due to Other Funds 4 556 27-11 - 13 - Due to Fiduciary Funds 3 9 44 13 4 Accrued Payroll 41 67 386-69 - 58 - Accrued Liabilities 1 1 9-175 - 347 - Deposits Payable - 2,743 - - - - 19 - Estimated Liability for Unpaid Claims 14 145 Total Liabilities 98 4,221 1,340 1,407 2,563 DEFERRED INFLOWS OF RESOURCES Revenues Levied for the next year and Unavailable Revenue 10 657 132 9,822 19,212 Fund Balances: Nonspendable - - 75 0 0-55 - Restricted 5,857 7,311 1,399 91 0 16 2,720 1,730 Committed 6,039 233 179 - - - 4,112 Unassigned 0 113 (275) - (196) - (667) Total Fund Balances 11,896 7,657 1,378 91 (196) 16 6,220 1,730 Total Liabilities, Deferred Inflows and Fund Balances $ 12,004 $ 12,535 $ 2,850 $ 91 $ 11,033 $ 16 $ 27,995 $ 1,730 140

CITY OF CINCINNATI, OHIO Combining Balance Sheet Nonmajor Governmental Funds June 30, 2014 (Amounts in Thousands) Permanent Funds Total Groesbeck Schmidlapp Joanna The W.M. Ampt Crosley Yeatman's Park Nonmajor Endowment Park Music Peters Music Field Kroger Cove Park Board Governmental Fund Fund Bequest Endowment Fund Trust Trust Trust Fund Funds ASSETS Cash and Equivalents - - - - $ 12 - - $ 246 $ 5,764 Equity in City Treasury Cash $ 35 $ 46 $ 111 $ 116 - $ 82 $ 584-78,325 Investments, at Fair Value 586 - - 198 935 - - 7,134 16,167 Receivables: Taxes - - - - - - - - 6,199 Accounts, Net - - - - - - - - 35,700 Special Assessments - - - - - - - - 28,458 Accrued Interest - - - - - - 2-53 Due from Other Funds 4 5 12 13-9 63-8,827 Due from Other Governments - - - - - - - - 6,097 Inventory - - - - - - - - 321 Advances to Other Funds - - - - - - - - 4,521 Total Assets $ 625 $ 51 $ 123 $ 327 $ 947 $ 91 $ 649 $ 7,380 $ 190,432 LIABILITIES, DEFERRED INFLOWS AND FUND BALANCES Liabilities: Accounts Payable $ - $ - $ - $ - $ - $ - $ - $ - $ 10,042 Due to Other Funds - - - - - - - - 951 Due to Fiduciary Funds 252 Accrued Payroll - - - - - - - - 2,119 Accrued Liabilities - - - - - - - - 4,562 Deposits Payable - - - - - - - - 2,771 Estimated Liability for Unpaid Claims 185 Total Liabilities 20,882 DEFERRED INFLOWS OF RESOURCES Revenues Levied for the next year and Unavailable Revenue - - 0 - - 1 64,518 Fund Balances: Nonspendable 617 51 0 320 225 50 502 672 2,713 Restricted 8 0 123 7 722 41 146 6,708 86,126 Committed 0 0 0 - - - 0 0 17,218 Unassigned 0 0 0 - - - 0 0 (1,025) Total Fund Balances 625 51 123 327 947 91 648 7,380 105,032 Total Liabilities, Deferred Inflows and Fund Balances $ 625 $ 51 $ 123 $ 327 $ 947 $ 91 $ 649 $ 7,380 $ 190,432 141

CITY OF CINCINNATI, OHIO Combining Statement of Revenue, Expenditures and Changes in Fund Balances Nonmajor Governmental Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Special Revenue Funds Tax Street Increment Construction Motor Financing Health Maintenance Income Tax Income Tax Vehicle Special Funds Services and Repair Infrastructure Transit License Recreation Recreation REVENUES Taxes - - $ 16,414 $ 49,241 - - - Licenses and Permits - - - - - - - Use of Money and Property $ 2 - - - 96 - $ 742 $ 36 Special Assessments - - - - - - - Intergovernmental Revenue 234 - $ 9,478 - - $ 2,322 - - Federal Grants - - - - - 97 359 State Grants and Subsidies - - - - - - 212 Charges for Current Services $ 5,891 167 16-21 3,640 16 Miscellaneous 29,193 0-59 - - 4 - Total Revenues 29,429 5,891 9,645 16,489 49,337 2,343 4,483 623 EXPENDITURES Current: General Government 14,081 106-2,841 437 107 190 - Community Development 582 - - - - - - - Parks and Recreation - - 387 2,694 23-3,352 575 Public Safety - - - - - - - - Transportation and Engineering - - - 5,087 62 - - - Public Services - - 8,558 5,675-2,609 - - Transit System - - - - 48,875 - - - Public Health - 5,356 - - - - - - Employee Benefits - - - - - - - - Capital Outlay 1,426-5 8 - - - - Debt Service Principal 4,355 - - - - - - - Debt Service Interest 5,714 - - - - - - - Total Expenditures 26,158 5,462 8,950 16,305 49,397 2,716 3,542 575 Excess (Deficiency) of Revenues over (under) Expenditures 3,271 429 695 184 (60) (373) 941 48 OTHER FINANCING SOURCES (USES) Transfers In - - - - 1-14 14 Transfers (Out) (1,853) - - - (100) - - - Total Other Financing Sources (Uses) (1,853) (99) 14 14 Net Change in Fund Balances 1,418 429 695 184 (159) (373) 955 62 Fund Balances, July 1 25,087 851 4,577 9,435 14,874 1,362 3,932 2,719 Fund Balances, June 30 $ 26,505 $ 1,280 $ 5,272 $ 9,619 $ 14,715 $ 989 $ 4,887 $ 2,781 142

CITY OF CINCINNATI, OHIO Combining Statement of Revenue, Expenditures and Changes in Fund Balances Nonmajor Governmental Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Special Revenue Funds Cincinnati Department Blue Ash Community of Labor Parks Safety Health Airport Development Grants Other REVENUES Taxes $ - $ - $ - $ - $ - $ - $ 2,705 $ - Licenses and Permits - 121 1,231 - - - 7 - Use of Money and Property 3,475 16-3 1,325-2,086 268 Special Assessments - - 2-156 - 5,763 - Intergovernmental Revenue - 4,441 1,350 - - - - - Federal Grants - 12,036 7,510-20,448-8,633 - State Grants and Subsidies 4 (99) 1,075 - - 803 - Charges for Current Services 992 2,186 6,424-77 - 280 - Miscellaneous 720 0 3-59 - 669 - Total Revenues 5,191 18,701 17,595 3 22,065 20,946 268 Bettman Nature Center EXPENDITURES Current: General Government - 5,275 154-1,413-5,459 - Community Development - - - - 1,907-3,829 - Parks and Recreation 2,362 - - - - - 2,039 11 Public Safety - 10,164 - - 9-101 - Transportation and Engineering - - - - - - 278 - Public Services - - - - 67-2,761 - Transit System - - - - - - 2 - Public Health - - 17,245 - - - - - Employee Benefits - - - - - - - - Capital Outlay - 2,526 - - 18,143-6,945 - Debt Service Principal - - - 290 - - - Debt Service Interest - - - - 273 - - - Total Expenditures 2,362 17,965 17,399 22,102 21,414 11 Excess (Deficiency) of Revenues over (under) Expenditures 2,829 736 196 3 (37) (468) 257 OTHER FINANCING SOURCES (USES) Transfers In 138 - - - 7 296 - Transfers (Out) - (30) - - (1) - (31) Total Other Financing Sources (Uses) 138 (30) 6 296 (31) Net Change in Fund Balances 2,967 706 196 3 (31) (172) 226 Fund Balances, July 1 8,929 6,951 1,182 88 (165) 16 6,392 1,504 Fund Balances, June 30 $ 11,896 $ 7,657 $ 1,378 $ 91 $ (196) $ 16 $ 6,220 $ 1,730 143

CITY OF CINCINNATI, OHIO Combining Statement of Revenue, Expenditures and Changes in Fund Balances Nonmajor Governmental Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Permanent Funds Groesbeck Schmidlapp Joanna The W.M. Ampt Crosley Yeatman's Park Endowment Park Music Peters Music Field Kroger Cove Park Board Fund Fund Bequest Endowment Fund Trust Trust Trust Fund Total Nonmajor Governmental Funds REVENUES Taxes $ - $ - $ - $ - $ - $ - $ - $ - $ 68,360 Licenses and Permits - - - - - - - - 1,359 Use of Money and Property 83 1 2 17 118 1 9 1,138 9,418 Special Assessments - - - 0 - - - - 5,921 Intergovernmental Revenue - - - 0 - - - - 17,825 Federal Grants - - - - - - - - 49,083 State Grants and Subsidies - - - - - - - - 1,995 Charges for Current Services - - - - - - - - 19,710 Miscellaneous - - - - - - - - 30,707 Total Revenues 83 1 2 17 118 1 9 1,138 204,378 EXPENDITURES Current: General Government - - - - - - - - 30,063 Community Development - - - - - - - - 6,318 Parks and Recreation - - - - 10 - - 49 11,502 Public Safety - - - - - - - - 10,274 Transportation and Engineering - - - - - - - - 5,427 Public Services - - - - - - - - 19,670 Transit System - - - - - - - - 48,877 Public Health - - - - - - - - 22,601 Employee Benefits - - - - - - - - 0 Capital Outlay - - - - - - - - 29,053 Debt Service Principal - - - - - - - 4,645 Debt Service Interest - - - - - - - - 5,987 Total Expenditures 10 49 194,417 Excess (Deficiency) of Revenues over Expenditures 83 1 2 17 108 1 9 1,089 9,961 OTHER FINANCING SOURCES (USES) Transfers In - - - 0 - - - - 470 Transfers (Out) (18) - - (7) (14) - - (81) (2,135) 0 Total Other Financing Sources (Uses) (18) (7) (14) (81) (1,665) Net Change in Fund Balances 65 1 2 10 94 1 9 1,008 8,296 Fund Balances, July 1 560 50 121 317 853 90 639 6,372 96,736 Fund Balances, June 30 $ 625 $ 51 $ 123 $ 327 $ 947 $ 91 $ 648 $ 7,380 $ 105,032 144

CITY OF CINCINNATI, OHIO Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Tax Increment Financing Funds Revenue Intergovernmental Revenue $ 232 232 Variance with Final Budget Positive (Negative) $ $ - Use of Money and Property 1 1 - Miscellaneous Revenue 29,195 29,195 - Total Revenues 29,428 29,428 - Expenditures Department of the City Manager Office of Economic Development Capital Outlay 2,676 2,676 - Total Office of Economic Development 2,676 2,676 - Total Department of the City Manager 2,676 2,676 - Department of Finance Division of Accounts and Audits Non Personal Services 12,814 12,814 - Debt Service 9,054 9,054 - Total Department of Finance 21,868 21,868 - Department of the Trade and Communtiy Development Office of Housing Development Non Personal Services 1,154 1,154 - Total Office of Housing Development 1,154 1,154 - Total Department of Trade and Community Development 1,154 1,154 - Total Expenditures 25,698 25,698 - Excess (deficiency) of revenues over(under) expenditures 3,730 3,730 - Other Financing Sources (Uses) Operating Transfers In 1,978 1,978 - Operating Transfers (Out) (3,842) (3,842) - Total Other Financing Sources (Uses) (1,864) (1,864) - Net Change in Fund Balance 1,866 1,866 - Fund balances - July 1 29,509 29,509 Fund balances - June 30 $ 31,375 $ 31,375 $ - 145

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) HEALTH SERVICES FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Charges for Current Services $ 5,402 $ 5,785 $ 383 Total Revenues 5,402 5,785 383 EXPENDITURES Department of Public Health Division of Primary Health Care - Programs Personal Services 130 126 4 Non-Personal Services 4 3 1 Total Division of Primary Health Care - Programs 134 129 5 Division of Primary Health Care - Centers Personal Services 3,502 3,318 184 Non-Personal Services 2,034 1,974 60 Total Division of Primary Health Care - Centers 5,536 5,292 244 Total Department of Public Health 5,670 5,421 249 Nondepartmental Accounts Public Employee Assistance 4 3 1 Workers' Compensation Insurance 43 39 4 General Fund Overhead Charge 106 106 - Total Nondepartmental Accounts 153 148 5 Total Expenditures 5,823 5,569 254 Net Change in Fund Balance (421) 216 637 Cancellation of Prior Year Encumbrances 28 28 Fund Balance - July 1 630 630 Fund Balance - June 30 $ 237 $ 874 $ 637 146

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) STREET CONSTRUCTION, MAINTENANCE AND REPAIR FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Intergovernmental Revenue Motor Vehicle License $ 1,784 $ 1,868 $ 84 Gasoline 7,553 7,491 (62) Miscellaneous - 213 213 Total Revenues 9,337 9,572 235 EXPENDITURES Department of Parks Operations and Facility Management Personal Services 264 262 2 Non-Personal Services 108 108 - Total Operations and Facility Management 372 370 2 Total Department of Parks 372 370 2 Department of Public Services Traffic and Road Operations Division Personal Services 4,329 4,317 12 Non-Personal Services 2,457 2,388 69 Capital Outlay 18 13 5 Total Traffic and Road Operations Division 6,804 6,718 86 Neighborhood Operations Division Personal Services 2,369 2,307 62 Non-Personal Services 953 907 46 Total Neighborhood Operations Division 3,322 3,214 108 Total Department of Public Services 10,126 9,932 194 Nondepartmental Accounts Contributions to Pension 93 93 - Public Employee Assistance 7-7 Workers' Compensation Insurance 88 82 6 State Unemployment Compensation 10 9 1 Total Nondepartmental Accounts 198 184 14 Total Expenditures 10,696 10,486 210 Net Change in Fund Balance (1,359) (914) 445 Cancellation of Prior Year Encumbrances 399 399 Fund Balance - July 1 2,804 2,804 Fund Balance - June 30 $ 1,844 $ 2,289 $ 445 147

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual INCOME TAX INFRASTRUCTURE FUND REVENUES Taxes City Income Tax $ 16,133 16,238 Variance with Budget - Positive (Negative) $ $ 105 Miscellaneous - 365 365 Total Revenues 16,133 16,603 470 EXPENDITURES Enterprise Technology Services Non-Personal Services 762 762 - Total Enterprise Technology Services 762 762 - Department of the City Manager Office of the City Manager Personal Services 235 200 35 Non-Personal Services 47 47 - Total Office of the City Manager 282 247 35 Office of the Budget and Evaluation Personal Services 120 104 16 Non-Personal Services 24 23 1 Total Office of Budget and Evaluation 144 127 17 Total Department of the City Manager 426 374 52 Department of Law Administration Personal Services 227 214 13 Non-Personal Services 7 4 3 Total Department of Law 234 218 16 Department of Human Resources Personal Services 317 309 8 Total Department of Human Resources 317 309 8 Department of Finance Division of Accounts and Audits Personal Services 253 194 59 Non-Personal Services 4 1 3 Total Division of Accounts and Audits 257 195 62 Division of Purchasing Personal Services 124 115 9 Total Division of Purchasing 124 115 9 Total Department of Finance 381 310 71 Department of Planning and Buildings Division of Planning, Licenses and Permits Personal Services 68 61 7 Total Department of Planning and Buildings 68 61 7 Department of Public Recreation Division of Maintenance Personal Services 756 752 4 Total Department of Public Recreation 756 752 4 Department of Parks Division of Operations and Facility Management Personal Services 1,701 1,701 - Non-Personal Services 16 16 - Total Division of Operations and Facility Management 1,717 1,717 - (Continued) 148

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Variance with Budget - Positive (Negative) INCOME TAX INFRASTRUCTURE FUND (Continued) Expenditures Division of Administration and Program Services Personal Services 72 72 - Total Division of Administration and Program Services 72 72 - Total Department of Parks 1,789 1,789 - Department of Transportation and Engineering Office of the Director Personal Services $ 682 $ 671 $ 11 Non-Personal Services 39 34 5 Total Office of the Director 721 705 16 Division of Transportation Planning Personal Services 250 94 156 Non-Personal Services 17 10 7 Total Division of Transportation Planning 267 104 163 Division of Engineering Personal Services 2,557 2,320 237 Non-Personal Services 515 443 72 Total Division of Engineering 3,072 2,763 309 Division of Traffic Engineering Personal Services 1,680 1,524 156 Non-Personal Services 230 108 122 Total Division of Traffic Engineering 1,910 1,632 278 Total Department of Transportation and Engineering 5,970 5,204 766 Department of Public Services Office of the Director Personal Services 115 106 9 Non-Personal Services 90 80 10 Total Office of the Director 205 186 19 Division of Traffic and Road Operations Personal Services 1,391 1,391 - Non-Personal Services 1,389 1,378 11 Capital Outlay 12 8 4 Total Division of Traffic and Road Operations 2,792 2,777 15 Division of City Facility Management Personal Services 1,761 1,759 2 Non-Personal Services 1,191 1,190 1 Total City Facility Management 2,952 2,949 3 Total Department of Public Services 5,949 5,912 37 Nondepartmental Accounts Contributions to City Pension 367 367 - Public Employee Assistance 10 10 - State Unemployment Compensation 10 5 5 Workers' Compensation Insurance 120 120 - Lump Sum Payments 275 267 8 General Fund Overhead 655 655 - Total Nondepartmental Accounts 1,437 1,424 13 Total Expenditures 18,089 17,115 974 Net Change in Fund Balance (1,956) (512) 1,444 Cancellation of Prior Years Encumbrances 142 142 Fund Balance - July 1 7,698 7,698 Fund Balance - June 30 $ 5,884 $ 7,328 $ 1,444 149

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) INCOME TAX TRANSIT FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Taxes City Income Tax $ 48,398 $ 48,713 $ 315 Use of Money and Property 65 48 (17) Miscellaneous - 1 1 Total Revenues 48,463 48,762 299 EXPENDITURES SORTA Operations 48,875 48,875 - Total SORTA 48,875 48,875 - Department of Parks Division of Parks Operations and Facility Management Non Personal Services 56 53 3 Total Department of Pakrs 56 53 3 Department of Transportation and Engineering Office of the Director Personal Services 45 6 39 Total Office of the Director 45 6 39 Division of Transportation Planning Personal Services 51 28 23 Non-Personal Services 76-76 Total Division of Transportation Planning 127 28 99 Total Department of Transportation and Engineering 172 34 138 Nondepartmental Accounts Workers' Compensation Insurance 1-1 General Fund Overhead 450 436 14 Total Nondepartmental Accounts 451 436 15 Total Expenditures 49,554 49,398 156 Net Change in Fund Balance (1,091) (636) 455 Cancellation of Prior Years Encumbrances 24 24 Fund Balance - July 1 11,713 11,713 Fund Balance - June 30 $ 10,646 $ 11,101 $ 455 150

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) MOTOR VEHICLE LICENSE FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Intergovernmental Revenue $ 2,535 $ 2,524 $ (11) Miscellaneous - 34 34 Total Revenues 2,535 2,558 23 EXPENDITURES Department of Public Services Traffic and Road Operations Division Personal Services 2,235 2,043 192 Non-Personal Services 757 725 32 Total Department of Public Services 2,992 2,768 224 Nondepartmental Accounts Contributions to City Pension 68 68 - Workers' Compensation Insurance 20 20 - Public Employees Assistance Program 2-2 General Fund Overhead 107 107 - Total Nondepartmental Accounts 197 195 2 Total Expenditures 3,189 2,963 226 Net Change in Fund Balance (654) (405) 249 Cancellation of Prior Years Encumbrances 148 148 Fund Balance - July 1 975 975 Fund Balance - June 30 $ 469 $ 718 $ 249 151

SPECIAL RECREATION FUND City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 373 $ 360 $ (13) Charges for Services 3,616 3,917 301 Intergovernmental Revenue 70 95 25 Miscellaneous Revenue 1 9 8 Total Revenues 4,060 4,381 321 EXPENDITURES Department of Recreation West Region Personal Services 475 467 8 Non-Personal Services 166 105 61 Total West Region 641 572 69 East Region Personal Services 716 678 38 Non-Personal Services 167 131 36 Total East Region 883 809 74 Central Region Personal Services 529 463 66 Non-Personal Services 172 134 38 Total Central Region 701 597 104 Division of Athletics Personal Services 619 191 428 Non-Personal Services 568 496 72 Total Division of Athletics 1,187 687 500 Division of Support Services Personal Services 101 98 3 Non-Personal Services 37 23 14 Capital Outlay 13-13 Total Division of Support Services 151 121 30 Total Department of Recreation 3,563 2,786 777 Department of Parks Division of Parks, Operations, and Facility Management Personal Services 598 419 179 Non-Personal Services 484 391 93 Capital Outlay 150 150 - Total Division of Parks, Operations and Facility Mgt 1,232 960 272 Division of Parks, Administration and Program Services Personal Services 20-20 Total Division of Parks, Operations and Facility Mgt 20-20 Total Department of Parks 1,252 960 292 (Continued) 152

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) SPECIAL RECREATION FUND (Continued) EXPENDITURES Budget Actual Variance with Budget - Positive (Negative) Nondepartmental Accounts Public Employee Assistance $ 4 $ 3 $ 1 Workers' Compensation Insurance 47 36 11 General Fund Overhead 235 190 45 Total Nondepartmental Accounts 286 229 57 Total Expenditures 5,101 3,975 1,126 Net Change in Fund Balance (1,041) 406 1,447 Cancellation of Prior Year Encumbrances 19 19 Fund Balance - July 1 3,999 3,999 Fund Balance - June 30 $ 2,977 $ 4,424 $ 1,447 153

Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) RECREATION GRANTS Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 23 $ 17 $ (6) Federal Grants 400 360 (40) State Grants and Subsidies 211 211 - Charges for Current Services 10 9 (1) Total Revenues 644 597 (47) EXPENDITURES Department of Recreation West Region Non-Personal Services 8 8 - Total West Region 8 8 - East Region Non-Personal Services 85 85 - Total East Region 85 85 - Central Region Non-Personal Services 27 27 - Total Central Region 27 27 - Division of Athletics Personal Services 216 216 - Non-Personal Services 152 152 - Total Division of Athletics 368 368 - Division of Support Services Non-Personal Services 91 91 - Total Division of Support Services 91 91 - Total Department of Recreation 579 579 - Nondepartmental Accounts Workers' Compensation Insurance 1 1 - Total Division of Support Services 1 1 - Total Expenditures 580 580 - Excess (Deficiency) of Revenues over (under) Expenditures 64 17 (47) OTHER FINANCING Sources(Uses) Transfers In 14 14 - Total Other Financing Sources 14 14 - Net Change in Fund Balance 78 31 (47) Fund Balance - July 1 2,729 2,729 Fund Balance - June 30 $ 2,807 $ 2,760 $ (47) 154

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) PARKS Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 438 $ 3,413 $ 2,975 Charges for Current Services 651 992 341 State Grants and Subsidies 72 4 (68) Miscellaneous 37 115 78 Total Revenues 1,198 4,524 3,326 EXPENDITURES Department of Parks Division of Operations and Facility Management Personal Services 866 866 - Non-Personal Services 477 477 - Total Division of Operations and Facility Management 1,343 1,343 - Division of Administration and Program Services Personal Services 210 210 - Non-Personal Services 144 144 - Total Division of Administration and Program Services 354 354 - Total Department of Parks 1,697 1,697 - Nondepartmental Accounts Public Employee Assistance Program 1 1 - Workers' Compensation Insurance 13 13 - Total Nondepartmental Accounts 14 14 - Total Expenditures 1,711 1,711 - Excess (Deficiency) of Revenues over (under) Expenditures (513) 2,813 3,326 OTHER FINANCING SOURCES(USES) Transfers In 26 26 - Total Financing Sources 26 26 - Net Change in Fund Balances (487) 2,839 3,326 Fund Balance - July 1 3,258 3,258 Fund Balance - June 30 $ 2,771 $ 6,097 $ 3,326 155

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) SAFETY Budget Actual Variance with Budget - Positive (Negative) REVENUES Licenses and Permits $ 78 $ 121 $ 43 Use of Money and Property 9 7 (2) Intergovernmental Revenue 5,231 5,478 247 Federal Grants 5,083 9,764 4,681 Charges for Current Services 1,500 1,301 (199) Miscellaneous 32 31 (1) Total Revenues 11,933 16,702 4,769 EXPENDITURES Enterprise Technology Services Personal Services 1,489 1,489 - Non-Personal Services 2,587 2,587 - Total Enterprise Technology Services 4,076 4,076 - Office of the City Manager Division of Emergency Communications Personal Services 888 888 - Non-Personal Services 451 451 - Total Office of the City Manager 1,339 1,339 - Department of Law Non-Personal Services 12 12 - Total Department of Law 12 12 - Department of Police Non-Personal Services 4,456 4,456 - Capital Outlay 442 442 - Total Department of Police 4,898 4,898 - Department of Fire Personal Services 5,235 5,235 - Non-Personal Services 552 552 - Capital Outlay 143 143 - Total Department of Fire 5,930 5,930 - Nondepartmental Accounts Contributions to City Pension 38 38 - Workers' Compensation Program 19 19 - Total Nondepartmental Accounts 57 57 - Total Expenditures 16,312 16,312 - Excess (Deficiency) of Revenues over (under) Expenditures (4,379) 390 4,769 OTHER FINANCING SOURCES (USES) Transfers Out (30) (30) - Total Other Financing Sources (30) (30) - Net Change in Fund Balance (4,409) 360 Fund Balance - July 1 7,348 7,348 Fund Balance - June 30 $ 2,939 $ 7,708 $ - 156

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) HEALTH Budget Actual Variance with Budget - Positive (Negative) REVENUES Licenses and Permits $ 1,231 $ 1,231 $ - Use of Money and Property 3 3 - Intergovernmental Revenue 1,350 1,350 - Federal Grants 7,409 7,409 - State Grants and Subsidies 1,082 1,082 - Charges for Current Services 6,439 6,439 - Special Assessments 2 2 - Total Revenues 17,516 17,516 - EXPENDITURES Department of Finance Division of Treasury Personal Services 11 11 - Total Department of Finance 11 11 - Department of Public Health Office of the Commissioner Personal Services 273 273 - Non-Personal Services 695 695 - Total Office of the Commissioner 968 968 - Division of Technical Resources Personal Services 51 51 - Non-Personal Services 15 15 - Total Division of Technical Resources 66 66 - Division of Community Health Personal Services 1,700 1,700 - Non-Personal Services 1,095 1,095 - Total Division of Community Health 2,795 2,795 - Division of Primary Care - Special Programs Personal Services 3,761 3,761 - Non-Personal Services 1,454 1,454 - Total Division of Primary Care - Special Programs 5,215 5,215 - Division of Primary Care - Health Centers Personal Services 1,531 1,531 - Non-Personal Services 2,335 2,335 - Total Division of Primary Care - Health Centers 3,866 3,866 - Division of School and Adolescent Health Personal Services 2,865 2,865 - Non-Personal Services 1,063 1,063 - Total Division of School and Adolescent Health 3,928 3,928 - Total Department of Public Health 16,838 16,838 - Nondepartmental Accounts Public Employee Assistance 8 8 - Workers' Compensation Insurance 106 106 - General Fund Overhead Charge 145 145 - Total Nondepartmental Accounts 259 259 - Total Expenditures 17,108 17,108 - Net Change in Fund Balance 408 408 - Fund Balance - July 1 2,024 2,024 Fund Balance - June 30 $ 2,432 $ 2,432 $ - 157

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) CINCINNATI BLUE ASH AIRPORT Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 10 $ 10 $ - Total Revenues 10 10 - EXPENDITURES Total Expenditures - - - Net Change in Fund Balance 10 10 - Fund Balance - July 1 216 216 Fund Balance - June 30 $ 226 $ 226 $ - 158

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual COMMUNITY DEVELOPMENT REVENUES Use of Money and Property $ 1,332 1,332 Variance with Budget - Positive (Negative) $ $ - Federal Grants 20,329 20,329 - Charges for Current Services 94 94 - Miscellaneous 245 245 - Total Revenues 22,000 22,000 - EXPENDITURES Department of the City Manager Office of the City Manager Personal Services 39 39 - Non-Personal Services 6 6 - Total Office of the City Manager 45 45 - Office of Budget and Evaluation Personal Services 24 24 - Non-Personal Services 3 3 - Total Office of Budget and Evaluation 27 27 - Office of Economic Development Non-Personal Services 11 11 - Capital Outlay 778 778 - Total Office of Economic Development 789 789 - Total Department of the City Manager 861 861 - Department of Finance Division of Accounts and Audits Personal Services 112 112 - Non-Personal Services 1 1 - Total Division of Accounts and Audits 113 113 - Division of Treasury Personal Services 22 22 - Total Division of Treasury 22 22 - Division of Income Tax Capital Outlay 1 1 - Total Division of Income Tax 1 1 - Total Department of Finance 136 136 - Department of Trade and Development Office of the Director Personal Services 496 496 - Non-Personal Services 258 258 - Capital Outlay 783 783 - Total Office of the Director 1,537 1,537 - Division of Housing Development Personal Services 331 331 - Non-Personal Services 74 74 - Capital Outlay 14,720 14,720 - Total Division of Housing Development 15,125 15,125 - Division of Economic Development Personal 98 98 - Capital Outlay 53 53 - Capital Outlay 541 541 - Total Division of Community Development 692 692 - Division of New Construction and Existing Building Standards Capital Outlay 1,181 1,181 - Total Division of New Construction and Existing Building Standards 1,181 1,181 - Total Department of Trade and Community Development 18,535 18,535 - (Continued) 159

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Variance with Budget - Positive (Negative) Budget Actual COMMUNITY DEVELOPMENT (Continued) EXPENDITURES Department of City Planning and Buildings Division of City Planning Personal Services $ 385 $ 385 $ - Non-Personal Services 17 17 - Total Division of City Planning 402 402 - Total Department of City Planning and Buildlings 402 402 - Department of Parks Division of Administration and Program Services Capital Outlay 85 85 - Total Division of Administration and Program Services 85 85 - Total Department of Parks 85 85 - Department of Police Capital Outlay 97 97 - Total Department of Police 97 97 - Department of Public Services Division of City Facility Management Capital Outlay 225 225 - Total Division of City Facility Management 225 225 - Total Department of Public Services 225 225 - Department of Health Division of Community Health Capital Outlay 715 715 - Division of Community Health 715 715 - Total Department of Health 715 715 - Nondepartmental Accounts Contributions to City Pension 68 68 - Public Employee Assistance 1 1 - Workers' Compensation Insurance 17 17 - Auditors and Examiners Fees 6 6 - Indirect Costs 300 300 - Special Investigations and Studies 482 482 - Total Nondepartmental Accounts 874 874 - Total Expenditures 21,930 21,930 - Excess (Deficiency) of Revenues over (under) Expenditures 70 70 - Net Change in Fund Balance 70 70 Fund Balance - July 1 (2,404) (2,404) Fund Balance - June 30 $ (2,334) $ (2,334) $ - 160

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) DEPARTMENT OF LABOR GRANTS REVENUES Budget Actual Variance with Budget - Positive (Negative) Total Revenues $ - $ - $ - EXPENDITURES Total Expenditures - - - Net Change in Fund Balance - - - Fund Balance - July 1 15 15 Fund Balance - June 30 $ 15 $ 15 $ - 161

OTHER GRANTS City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Variance with Budget - Positive (Negative) REVENUES Taxes $ 2,705 $ 2,705 $ - Use of Money and Property 2,525 2,613 88 Special Assessments 5,245 5,245 - Federal Grants 9,374 9,020 (354) State Grants and Subsidies 99 99 - Charges for Current Services 370 370 - License and Permits 15 7 (8) Miscellaneous 370 232 (138) Total Revenues 20,703 20,291 (412) EXPENDITURES Department of the City Manager Office of the City Manager Non-Personal Services 2 2 - Total Office of the City Manager 2 2 - Office of Environment Sustainability Non-Personal Services 8 8 - Total Office of Environment Sustainability 8 8 - Office of Economic Development Non-Personal Services 351 351 - Total Office of Economic Development 351 351 - Total Department of the City Manager 361 361 - Department of Finance Division of Accounts and Audits Non-Personal Services 688 688 Total Division of Accounts and Audits 688 688 - Division of Treasury Non-Personal Services 5,149 5,149 - Total Division of Treasury 5,149 5,149 - Total Department of Finance 5,837 5,837 - Department of Trade and Development Office of the Director Non-Personal Services 45 45 - Total Office of the Director 45 45 - Division of Housing Development - Personal Services 66 66 Non-Personal Services 770 770 - Capital Outlay 7,924 7,924 - Total Division of Housing Development 8,760 8,760 - Division of Community Development Personal Services 28 28 - Non Personal Services 401 401 - Total Division of Community Development 429 429 - Division of New Construction and Existing Building Standards Non-Personal Services 1,288 1,288 - Total Division of New Construction and Existing Building Standards 1,288 1,288 - Total Department of Trade and Development 10,522 10,522 - (Continued) 162

OTHER GRANTS City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) Budget Actual Variance with Budget - Positive (Negative) (Continued) Expenditures Department of Parks Division of Operations and Facility Management Personal Services $ 615 $ 615 $ - Non-Personal Services 1,085 1,085 - Total Department of Parks 1,700 1,700 - Department of Police Non-Personal Services 105 105 - Total Department of Police 105 105 - Department of Transportation and Engineering Division of Traffic Engineering Personal Services 120 120 - Non-Personal Services 162 162 - Total Division of Traffic Engineering 282 282 - Total Department of Transportation and Engineering 282 282 - Department of Public Services Division of Traffic and Road Operations Personal Services 71 71 - Non-Personal Services 173 173 - Capital 13 13 - Total Division of Traffic and Road Operations 257 257 - Division of Neighborhood Operations Non-Personal Services 33 33 - Total Division of Neighborhood Operations 33 33 - Division of City Facility Management Non-Personal Services 2,114 2,114 - Total City Facility Management 2,114 2,114 - Total Department of Public Services 2,404 2,404 - Department of Water Works Non-Personal Services 2 2 - Total Department of Water Works 2 2 - Nondepartmental Accounts Public Employees Assistance Program 1 1 - Workers' Compensation Insurance 9 9 - Total Department of Nondepartmental Accounts 10 10 - Total Expenditures 21,223 21,223 - Excess (Deficiency) of Revenues over (under) Expenditures (520) (932) (412) OTHER FINANCING SOURCES Transfers In 15 15 - Total Other Financing Sources 15 15 - Net Change in Fund Balance (505) (917) Fund Balance - July 1 10,663 10,663 Fund Balance - June 30 $ 10,158 $ 9,746 $ - 163

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) BETTMAN NATURE CENTER Variance with Budget - Positive Budget Actual (Negative) REVENUES Use of Money and Property $ 240 $ 240 $ - Total Revenues 240 240 - EXPENDITURES Department of Parks Division of Operations and Facility Management Non-Personal Services 11 11 - Total Division of Operations and Facility Management 11 11 - Total Department of Parks 11 11 - Total Expenditures 11 11 - Excess (Deficiency) of Revenues over (under) Expenditures 229 229 - OTHER FINANCING (USES) Transfers Out (31) (31) - Total Other Financing Uses (31) (31) - Net Change in Fund Balance 198 198 - Fund Balance - July 1 1,289 1,289 Fund Balance - June 30 $ 1,487 $ 1,487 $ - 164

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) GROESBECK ENDOWMENT FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 22 $ 22 $ - Total Revenues 22 22 - Excess (Deficiency) of Revenues over (under) Expenditures 22 22 - OTHER FINANCING (USES) Transfers Out (19) (19) - Total Other Financing Uses (19) (19) - Net Change in Fund Balance 3 3 - Fund Balance - July 1 54 54 Fund Balance - June 30 $ 57 $ 57 $ - 165

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) SCHMIDLAPP PARK MUSIC FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ - $ - $ - Total Revenues - - - Excess (Deficiency) of Revenues over (under) Expenditures - - - OTHER FINANCING (USES) Transfers Out - - - Total Other Financing Uses - - - Net Change in Fund Balance - - - Fund Balance - July 1 51 51 Fund Balance - June 30 $ 51 $ 51 $ - 166

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) JOANNA PETERS BEQUEST Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 1 $ 1 $ - Total Revenues 1 1 - Net Change in Fund Balance 1 1 - Fund Balance - July 1 122 122 Fund Balance - June 30 $ 123 $ 123 $ - 167

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) THE W. M. AMPT MUSIC ENDOWMENT FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 8 $ 8 $ - Total Revenues 8 8 - Excess (Deficiency) of Revenues over (under) Expenditures 8 8 - OTHER FINANCING (USES) Transfers Out (7) (7) - Total Other Financing Uses (7) (7) - Net Change in Fund Balance 1 1 - Fund Balance - July 1 136 136 Fund Balance - June 30 $ 137 $ 137 $ - 168

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) CROSLEY FIELD TRUST Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 119 $ 119 $ - Total Revenues 119 119 - EXPENDITURES Department of Recreation Division of Athletics Non-Personal Services 11 11 - Total Department of Recreation 11 11 - Total Expenditures 11 11 - Excess (Deficiency) of Revenues over (under) Expenditures 108 108 - OTHER FINANCING (USES) Transfers Out (14) (14) - Total Other Financing Uses (14) (14) - Net Change in Fund Balance 94 94 - Fund Balance - July 1 588 588 Fund Balance - June 30 $ 682 $ 682 $ - 169

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) KROGER TRUST Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 1 $ 1 $ - Total Revenues 1 1 - Net Change in Fund Balance 1 1 - Fund Balance - July 1 91 91 Fund Balance - June 30 $ 92 $ 92 $ - 170

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) YEATMAN'S COVE PARK TRUST Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 4 $ 4 $ - Total Revenues 4 4 - Net Change in Fund Balance 4 4 - Fund Balance - July 1 641 641 Fund Balance - June 30 $ 645 $ 645 $ - 171

City of Cincinnati, Ohio Schedule of Revenue, Expenditures and Changes in Fund Balance Budget(Non-GAAP Budgetary Basis) and Actual For the year ended June 30, 2014 (Amounts in Thousands) PARK BOARD FUND Budget Actual Variance with Budget - Positive (Negative) REVENUES Use of Money and Property $ 471 $ 471 $ - Total Revenues 471 471 - EXPENDITURES Department of Parks Division of Administration and Program Services Non-Personal Services 49 49 - Total Division of Administration and Program Services 49 49 - Total Department of Parks 49 49 - Total Expenditures 49 49 - Excess (Deficiency) of Revenues over (under) Expenditures 422 422 - OTHER FINANCING (USES) Transfers Out (82) (82) - Total Other Financing Uses (82) (82) - Net Change in Fund Balance 340 340 - Fund Balance - July 1 5,665 5,665 Fund Balance - June 30 $ 6,005 $ 6,005 $ - 172

CITY OF CINCINNATI, OHIO NON-MAJOR ENTERPRISE FUNDS Convention Center Used to account for the expenses from the operation of the Duke Energy Convention Center, financed primarily through user fees. Parking Facilities - Used to account for the revenue and expenses of the parking meters, garages, and lots of the City. General Aviation - Used to account for the expenses of Lunken Airport, financed primarily through user fees. Municipal Golf - Used to account for the revenue received from all golf activities and for the expenses of operating the golf courses of the City. Stormwater Management - Used to account for the operation, maintenance and improvement of a stormwater management system. Financing is provided by the users of the system in proportion to their use of the system. 173

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CITY OF CINCINNATI, OHIO Combining Statement of Net Position Nonmajor Enterprise Funds June 30, 2014 (Amounts in Thousands) Convention Center Business Type Activities - Enterprise Funds Parking General Municipal Stormwater Facilities Aviation Golf Management Total Nonmajor Enterprise Funds ASSETS Current Assets: Cash and Equivalents $ 71 $ 206 $ 277 Equity in City Treasury Cash $ 533 1,575 $ 444 158 $ 1,844 4,554 Receivables: Taxes 422 422 Accounts, Net 1,390 51 57 0 2,517 4,015 Accrued Interest 32 10 2 33 77 Due from Other Funds 307 920 259 92 1,136 2,714 Prepaid Items 421 29 7 0 0 457 Advances to Other Funds 995 4,499 1,480 0 2,835 9,809 Total Current Assets 4,068 7,177 2,257 458 8,365 22,325 Noncurrent Assets: Equity in City Treasury Cash 2,329 6,886 1,942 693 8,061 19,911 Land 11,555 7,306 13,229 1,324 7,074 40,488 Buildings, net of Accumulated Depreciation 87 6,725 585 331 0 7,728 Improvements, net of Accumulated Depreciation 90,827 16,595 6,924 7,455 52,519 174,320 Machinery and Equipment, net of Accumulated Depreciation 446 52 164 233 419 1,314 Property Acquired Under Capital Lease Net of Accumulated Amortization 1,327 1,327 Construction in Progress 1,817 11,737 1,228 0 5,671 20,453 Total Noncurrent Assets 107,061 49,301 24,072 11,363 73,744 265,541 Total Assets 111,129 56,478 26,329 11,821 82,109 287,866 DEFERRED OUTFLOWS OF RESOURCES Loss on Defeasance 14 15 29 LIABILITIES Current Liabilities: Accounts Payable 152 266 22 66 163 669 Due to Other Funds 19 10 43 170 242 Due to Fiduciary Funds 11 5 1 9 26 Accrued Payroll 79 45 10 68 202 Accrued Liabilities 419 535 21 237 1 1,213 Accrued Interest 2 18 2 6 3 31 Obligations Under Capital Lease 218 218 Deposits Payable 13 4 17 Unearned Revenue 671 34 705 Compensated Absences Payable 183 48 27 87 345 General Obligation Bonds Payable 45 250 45 282 675 1,297 Total Current Liabilities 1,302 1,395 202 890 1,176 4,965 Noncurrent liabilities: Compensated Absences Payable 133 209 12 195 549 General Obligation Bonds Payable 446 4,200 512 1,392 675 7,225 Obligations Under Capital Lease 1,194 1,194 Net Pension Obligation 145 2,067 835 70 1,230 4,347 Net Other Post Employment Benefit Obligation 46 1,083 440 33 614 2,216 Total Noncurrent Liabilities 637 7,483 1,996 2,701 2,714 15,531 Total Liabilities 1,939 8,878 2,198 3,591 3,890 20,496 DEFERRED INFLOWS OF RESOURCES Service Concession Arrangement 12,138 12,138 Gain on Defeasance 49 23 13 85 49 12,138 23 13 12,223 NET POSITION Net Investment in Capital Assets 104,241 37,965 21,640 7,599 64,335 235,780 Unrestricted Net Position 4,900 (2,503) 2,482 633 13,884 19,396 Total Net Position $ 109,141 $ 35,462 $ 24,122 $ 8,232 $ 78,219 $ 255,176 175

CITY OF CINCINNATI, OHIO Combining Statement of Revenue, Expenses and Changes in Net Position Nonmajor Enterprise Funds For the year ended June 30, 2014 (Amounts in Thousands) Business Type Activities - Enterprise Funds Nonmajor Convention Parking General Municipal Stormwater Enterprise Center Facilities Aviation Golf Management Funds OPERATING REVENUES Charges for Services $ 6,693 $ 13,468 $ 1,848 $ 5,392 $ 11,305 $ 38,706 Miscellaneous Income 385 1 386 Total Operating Revenues 6,693 13,853 1,848 5,393 11,305 39,092 Total OPERATING EXPENSES Personal Services 77 2,400 1,132 280 2,507 6,396 Contractual Services 8,125 5,425 229 3,675 1,888 19,342 Maintenance and Repairs 248 87 15 2,582 2,932 Materials and Supplies 667 97 169 161 1,094 Utilities 195 167 397 60 819 Insurance 63 82 3 10-158 Taxes 87 1,091 42 532 1,752 Rent 105 6 159 270 Other Expense 101 3-3 107 Depreciation and Amortization 4,259 1,641 716 988 3,078 10,682 Total Operating Expenses 12,611 11,955 2,482 6,066 10,438 43,552 Operating Income (Loss) (5,918) 1,898 (634) (673) 867 (4,460) NONOPERATING REVENUES (EXPENSES) Interest Revenue 182 58 14 193 447 Occupancy Tax 1,640 1,640 Interest Expense (14) (218) (21) (113) (43) (409) Total Non-Operating Revenues (Expenses) 1,626 (36) 37 (99) 150 1,678 Income (Loss) before Contributions and Transfers (4,292) 1,862 (597) (772) 1,017 (2,782) Transfers In 280 576 4 860 Transfers (Out) (1,500) (1,500) Capital Contributions (1) 195 194 Change in Net Position (4,012) 937 (402) (772) 1,021 (3,228) Beginning Net Position 113,153 34,525 24,524 9,004 77,198 258,404 Ending Net Position $ 109,141 $ 35,462 $ 24,122 $ 8,232 $ 78,219 $ 255,176 176

CITY OF CINCINNATI, OHIO Combining Statement of Cash Flows Nonmajor Enterprise Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Convention Center Business Type Activities - Enterprise Funds Parking General Municipal Stormwater Facilities Aviation Golf Management Total Nonmajor Enterprise Funds Cash Flows from Operating Activities: Receipts from Customers $ 5,997 $ 13,460 $ 2,262 $ 5,393 $ 11,194 $ 38,306 Receipts from Other Funds 860 860 Payments to Suppliers (7,987) (6,393) (609) (4,803) (1,371) (21,163) Payments to Other Funds (46) (2,762) (3,472) (6,280) Payments to Employees (77) (2,140) (943) (278) (2,208) (5,646) Payments for Property Taxes (87) (1,068) (41) (1,196) Net Cash Provided (Used) by Operating Activities (1,340) 1,097 669 312 4,143 4,881 Cash Flows from Noncapital Financing Activities: Repayment of Advances Made To Other Funds 243 591 834 Advances to Other Funds 21 (599) (578) Amounts Due From Other Funds for City Notes 9 89 12 40 (246) (96) Occupancy Tax 1,623 1,623 Transfers to Other Funds (1,500) (1,500) Transfers from Other Funds 280 576 4 860 Net Cash Provided (Used) by Noncapital Financing $ 2,155 $ (814) $ (587) $ 40 $ 349 $ 1,143 Cash Flows from Capital and Related Financing Activities: Capital Items Expensed 792 2,364 3,156 Capital Contributed by Other Sources (1) 195 194 Acquisition of Property, Plant and Equipment (18) (55) (73) Interest Paid on Bonds and Notes (14) (219) (21) (113) (45) (412) Principal Paid on Bonds and Notes (45) (250) (45) (283) (675) (1,298) Payments on Long Term Capital Leases Obligations (231) (231) Additions to Construction in Progress (1,408) (2,521) (197) (7) (1,111) (5,244) Net Cash (Used) by Capital and Related Financing Activities (675) (627) (86) (634) (1,886) (3,908) Cash Flow from Investing Activities: Interest and Dividends on Investments 179 58 15 188 440 Net Cash Provided by Investing Activities 179 58 15 188 440 Net Increase (decrease) in Cash and Cash Equivalents 140 (165) 54 (267) 2,794 2,556 Cash and Cash Equivalents, July 1 2,722 8,697 2,332 1,324 7,111 22,186 Cash and Cash Equivalents, June 30 $ 2,862 $ 8,532 $ 2,386 $ 1,057 $ 9,905 $ 24,742 (Continued) 177

CITY OF CINCINNATI, OHIO Combining Statement of Cash Flows Nonmajor Enterprise Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Convention Center Business Type Activities - Enterprise Funds Parking General Municipal Stormwater Facilities Aviation Golf Management Total Nonmajor Enterprise Funds (Continued) Reconciliation of Operating Income (Loss) to Net Cash Provided (Used) by Operating Activities: Operating Income (Loss) $ (5,918) $ 1,898 $ (634) $ (673) $ 867 $ (4,460) Depreciation and Amortization 4,259 1,641 716 988 3,078 10,682 Amortization of Deferred Inflows and Outflows (386) (386) Changes in Assets, Deferred Inflows/Outflows and Liabilities: (Increase) Decrease in: Receivables 32 32 414 4 (112) 370 Due from Other Funds (3) 1 (2) Prepaid Items 5 4 (7) 2 Increase (Decrease) in: Accounts Payable 63 31 (9) (16) (113) (44) Deposits Payable 13 13 Due to Other Funds (2,367) (1) 7 123 (2,238) Due to Fiduciary Funds (4) (1) 0 (1) (6) Accrued Payroll 3 6 1 11 21 Accrued Liabilities 87 23 1 (17) 94 Unearned Revenue 119 (36) 83 Compensated Absences Payable (55) 34 2 36 17 Net Pension Obligation 283 134 14 227 658 Net Other Post Employment Benefit Obligation 33 16 2 26 77 Net Cash Provided (Used) by Operating Activities $ (1,340) $ 1,097 $ 669 $ 312 $ 4,143 $ 4,881 0 Schedule of Noncash Investing, Capital and Financing Activities: Change in Fair Value of Investments $ 94 $ 30 $ 6 $ 100 $ 230 Total Noncash Investing, Capital and Financing Activities $ 94 $ 30 $ 6 $ 100 $ 230 178

CITY OF CINCINNATI, OHIO INTERNAL SERVICE FUNDS Purchasing, Reproduction, and Printing - Used to account for revenue from City departments and for the expenses of operations and maintenance of the Division of Reproduction and Printing. Also, used to account for the revenue and expenses related to the distribution and sale of materials and supplies. Fleet Services - Used to account for revenue from City departments for auto repairs and maintenance and to account for the expenses necessary to provide this service. Property Management - Used to account for proceeds of City leases and land sales and to account for costs of administering the fixed assets of the City. Self Insurance-Risk Management- Used to account for monies appropriated from the General or other funds or received from contract agencies, employees, members of council and others, including interest earned, and to make expenditures for insurance costs for employees health care and for City property, liability, and other risk coverage. Self Insurance-Workers' Compensation - Used to receive, from all City funds, workers' compensation premium charges, and to pay workers' compensation premium payments, claim costs and reserve settlements. Enterprise Technology Services - Used to account for revenue and expenses related to the delivery of data processing services to the City, Hamilton County, and others. 179

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CITY OF CINCINNATI, OHIO Combining Statement of Net Position Internal Service Funds June 30, 2014 (Amounts in Thousands) Total Internal Service Funds Enterprise Technology Self Insurance Workers' Self Insurance Property Risk Purchasing Reproduction Management Management Compensation Services Fleet Services and Printing ASSETS Current Assets: Cash and Equivalents $ 341 $ 341 Equity in City Treasury Cash $ 72 $ 390 $ 358 6,042 $ 3,243 $ 930 11,035 Receivables: Accounts, Net 22 163 287 472 Accrued Interest 87 52 8 147 Due from Other Funds 195 1,590 210 3,621 1,884 745 8,245 Due from Fiducary Funds 1 1 181 Due from Other Governments 95 95 Prepaid Items 7 29 1,212 91 174 1,513 Inventory 31 394 425 Advances to Other Funds 1,612 1,612 Total Current Assets 320 2,544 597 11,590 5,270 3,565 23,886 Noncurrent Assets: Equity in City Treasury Cash 317 1,704 1,566 26,404 14,174 4,060 48,225 Land 283 283 Improvements, net of Accumulated Depreciation 2,020 2,669 4,689 Machinery and Equipment, net of Accumulated Depreciation 587 935 1 52 8,531 10,106 Property Acquired Under Capital Lease, net of Accumulated Amortization 37 1 38 Other Assets 1,865 1,865 Total Noncurrent Assets 941 6,807 1,566 26,406 14,226 15,260 65,206 Total Assets 1,261 9,351 2,163 37,996 19,496 18,825 89,092 (Continued)

CITY OF CINCINNATI, OHIO Combining Statement of Net Position Internal Service Funds June 30, 2014 (Amounts in Thousands) Total Internal Service Funds Purchasing Self Insurance Self Insurance Enterprise Reproduction Fleet Property Risk Workers' Technology and Printing Services Management Management Compensation Services (Continued) LIABILITIES Current Liabilities: Accounts Payable $ 200 $ 763 $ 2,291 $ 363 $ 458 $ 4,075 Due to Other Funds 5 1 2 8 Due to Fiduciary Funds 2 27 $ 2 3 3 14 51 Accrued Payroll 16 213 17 48 4 119 417 Accrued Liabilities 1 3 153 121 278 Obligations under Capital Leases 60 2 62 Deposits Payable 618 618 Compensated Absences Payable 37 341 22 100 4 339 843 182 Unpaid Claims Payable 6,200 2,754 0 8,954 Total Current Liabilities 316 1,352 659 8,645 3,281 1,053 15,306 Noncurrent Liabilities: Estimated Liability for Compensated Absences 30 496 8 43 12 93 682 Estimated Liability for Unpaid Claims 8,434 8,434 Advances from Other Funds 50 1,402 177 125 1,754 Advances from Other Governments 20 3 23 Obligations under Capital Leases 52 52 Net Pension Obligation 380 4,305 332 360 193 4,568 10,138 Net Other Post Employment Benefit Obligation 191 1,894 150 100 20 2,058 4,413 Total Noncurrent Liabilities 703 8,117 667 628 8,659 6,722 25,496 Total Liabilities 1,019 9,469 1,326 9,273 11,940 7,775 40,802 NET POSITION Net Investment in Capital Assets 512 3,238 52 11,200 15,002 Restricted 1,865 1,865 Unrestricted Net Position (270) (5,221) 837 28,723 7,504 (150) 31,423 Total Net Position $ 242 $ (118) $ 837 $ 28,723 $ 7,556 $ 11,050 $ 48,290

CITY OF CINCINNATI, OHIO Combining Statement of Revenue, Expenses and Changes in Fund Net Position Internal Service Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Total Purchasing Self Insurance Self Insurance Enterprise Internal Reproduction Fleet Property Risk Workers' Technology Service and Printing Services Management Management Compensation Services Funds OPERATING REVENUES Charges for Services $ 2,503 $ 18,688 $ 76,552 $ 3,407 $ 7,860 $ 109,010 Miscellaneous $ 1,887 1,887 Total Operating Revenues 2,503 18,688 1,887 76,552 3,407 7,860 110,897 OPERATING EXPENSES Personal Services 439 6,114 344 1,416 218 3,511 12,042 Contractual Services 589 1,090 30 1,921 20 975 4,625 Maintenance and Repairs 66 586 143 795 Materials and Supplies 824 10,451 2 40 1 364 11,682 Utilities 2 205 3 7 2,103 2,320 183 Insurance 8 61,168 168 3,205 13 64,394 Rent 16 15 7 99 1,494 1,631 Depreciation and Amortization 230 277 1 5 17 4,669 5,199 Other Expense 12 2 29 29 72 Total Operating Expenses 2,166 18,758 389 64,685 3,490 13,272 102,760 Operating Income (Loss) 337 (70) 1,498 11,867 (83) (5,412) 8,137 NONOPERATING REVENUES (EXPENSES) Interest Expense (8) (8) Interest Revenue 509 295 44 848 Total Non-Operating Revenue (Expenses) (8) 509 295 44 840 Income (Loss) before Contributions and Transfers 329 (70) 1,498 12,376 212 (5,368) 8,977 Transfers In 1,069 1,719 2,788 Transfers (Out) (1,424) (1,424) Capital Contribution 26 26 Change in Net Position 329 (44) 1,143 12,376 212 (3,649) 10,367 Beginning Net Position (87) (74) (306) 16,347 7,344 14,699 37,923 Ending Net Position $ 242 $ (118) $ 837 $ 28,723 $ 7,556 $ 11,050 $ 48,290

CITY OF CINCINNATI, OHIO Combining Statement of Cash Flows Internal Service Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Total Purchasing Self Insurance Self Insurance Enterprise Internal Reproduction Fleet Property Risk Workers' Technology Service and Printing Services Management Management Compensation Services Funds Cash Flows from Operating Activities: Receipts from Customers $ 302 $ 354 $ 2,473 $ 8,821 $ 176 $ 1,126 $ 13,252 Receipts from Other Funds 2,185 18,342 67,579 3,231 8,127 99,464 Receipts from Retirement System 170 170 Payment to Suppliers (1,447) (10,344) (1,353) (63,467) (3,425) (5,026) (85,062) Payments to Other Funds (3) (2,028) 10 (2,021) Payments to Employees (389) (5,188) (270) (1,365) (86) (3,242) (10,540) Net Cash Provided (Used) by Operating Activities 648 1,136 850 11,738 (104) 995 15,263 Cash Flows from Noncapital Financing Activities: Due from Other Funds for City Note Payable (13) (43) (37) (1,013) 106 (68) (1,068) Repayment of Amount Due to Other Fund (835) (835) Transfers to Other Funds (1,424) (1,424) 184 Transfers from Other Funds 1,069 1,660 2,729 Net Cash Provided (Used) by Noncapital Financing Activities (13) (43) (392) (1,013) 106 757 (598) Cash Flows from Capital and Related Financing Activities: Contributions from Other Sources 26 26 Acquisition of Property, Plant and Equipment (449) (26) (169) (644) Capital Items Expensed 590 590 Additions to Construction In Progress (825) (825) Interest Paid on Debt (8) (8) Payment on Long Term Capital Lease Obligations (42) (3) (454) (499) Net Cash (Used) by Capital and Related Financing Activities (499) (3) (858) (1,360) Cash Flows from Investing Activities: Investment Purchases (565) (565) Interest on Investments 476 292 43 811 Net Cash Provided by Investing Activities (565) 476 292 43 246 Net Increase (Decrease) in Cash and Cash Equivalents 136 528 458 11,198 294 937 13,551 Cash and Cash Equivalents at July 1 253 1,566 1,466 21,589 17,123 4,053 46,050 Cash and Cash Equivalents at June 30 $ 389 $ 2,094 $ 1,924 $ 32,787 $ 17,417 $ 4,990 $ 59,601

CITY OF CINCINNATI, OHIO Combining Statement of Cash Flows Internal Service Funds For the year ended June 30, 2014 (Amounts in Thousands) Total Internal Self Insurance Enterprise Self Insurance Purchasing Service Funds Reproduction Fleet Property Risk Workers' Technology and Printing Services Management Management Compensation Services Reconciliation of Operating Income(Loss) to Net Cash Provided (Used) by Operating Activities: Operating Income (Loss) $ 337 $ (70) $ 1,498 $ 11,867 $ (83) $ (5,413) $ 8,136 Depreciation and Amortization 230 277 1 5 17 4,669 5,199 Changes in Assets and Liabilities: (Increase) Decrease in: Receivables (6) 38 (3) (287) (258) Due from Other Funds (10) (30) (13) 1,220 1,167 Due from Fiduciary Funds 31 20 51 Due from Other Governments 150 150 Inventory 14 5 19 Prepaid Items 1 (29) (5) (5) (38) Increase (Decrease) in: Accounts Payable 33 33 191 60 (26) 291 Deposits Payable 589 177 766 Due to Other Funds (44) (1,280) (2) (1) (1,327) Due to Fiduciary Funds (6) (1) (2) (4) (70) (83) Accrued Payroll 1 37 5 (13) 1 (83) (52) Accrued Liabilities 1 0 (15) 4 (10) Advances from Other Governments 0 Estimated Liability for Compensated Absences 3 56 1 (37) (92) (69) Estimated Liability for Unpaid Claims Payable 0 (100) (215) (315) Net Pension Obligation 41 751 62 92 121 399 1,466 Net Other Post Employment Benefit Obligation 5 87 7 11 14 46 170 Net Cash Provided (Used) by Operating Activities $ 648 $ 1,136 $ 850 $ 11,738 $ (104) $ 995 $ 15,263 Schedule of Noncash Investing, Capital and Financing Activities: Change in Fair Value of Investments $ 258 $ 153 $ 23 $ 434 Total Noncash Investing, Capital and Financing Activities $ 258 $ 153 $ 23 $ 434 185

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CITY OF CINCINNATI, OHIO FIDUCIARY FUNDS AGENCY FUNDS Agency Funds Towing Charges and Private Operations - Used to account for monies received as charges for towing and storage of impounded vehicles. Convention Facility Authority Used to account for monies collected by the City of Cincinnati from Transient Occupancy Tax Revenues. Admission Tax Bond - Used to account for deposits related to entertainment facilities in the City. Engineering Deposits - Used to account for Transportation & Engineering monies reserved for specific purposes. Metropolitan Sewer District - Used to account for the monies of the Metropolitan Sewer District. 187

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CITY OF CINCINNATI, OHIO Combining Statement of Fiduciary Assets and Liabilities Agency Funds June 30, 2014 (Amounts in Thousands) Towing Charges Private Operators Convention Facility Authority Agency Funds Admissions Metropolitan Tax Engineering Sewer Bonds Deposits District Total ASSETS Equity in City Treasury Cash $ 181 $ 567 $ 31 $ 2,367 $ $ 3,146 Cash With Fiscal Agent 101 101 Investments, at fair value 397,850 397,850 Receivables: Accounts, Net 19 61 3 259 61,588 61,930 Accrued Interest and Dividends 355 355 Total Assets $ 200 $ 628 $ 34 $ 2,626 $ 459,894 $ 463,382 LIABILITIES Accounts Payable $ 44 $ $ $ 15 $ 20,556 $ 20,615 Due to Other Governments 0 628 428,385 429,013 Accrued Payroll 1,967 1,967 Accrued Liabilities 51 51 Deposits Payable 156 34 2,611 34 2,835 Estimated Liability for Compensated Absences 8,901 8,901 Total Liabilities $ 200 $ 628 $ 34 $ 2,626 $ 459,894 $ 463,382 189

CITY OF CINCINNATI, OHIO Combining Statement of Changes in Assets and Liabilities Agency Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Balance Balance July 1, June 30, 2013 Additions Deductions 2014 TOWING CHARGES - PRIVATE OPERATORS ASSETS Equity in City Treasury Cash $ 421 $ 704 $ 944 $ 181 Accounts Receivable 49 19 49 19 Total Assets $ 470 $ 723 $ 993 $ 200 LIABILITIES Accounts Payable $ 38 $ 445 $ 439 $ 44 Due to Other Governments 13 13 Deposits Payable 419 1,508 1,771 156 Total Liabilities $ 470 $ 1,953 $ 2,223 $ 200 CONVENTION FACILITY AUTHORITY ASSETS Equity in City Treasury Cash $ 195 $ 1,592 $ 1,220 $ 567 Accounts Receivable 23 61 23 61 Total Assets $ 218 $ 1,653 $ 1,243 $ 628 LIABILITIES Due to Other Governments $ 218 $ 825 $ 415 $ 628 Accounts Payable 1,627 1,627 Deposits Payable 137 137 Total Liabilities $ 218 $ 2,589 $ 2,179 $ 628 ADMISSION TAX BONDS ASSETS Equity in City Treasury Cash $ 29 $ 6 $ 4 $ 31 Accounts Receivable 3 3 3 3 Total Assets $ 32 $ 9 $ 7 $ 34 LIABILITIES Deposits Payable $ 32 $ 3 $ 1 $ 34 ENGINEERING DEPOSITS ASSETS Cash and Cash Equivalents $ $ 148 $ 148 $ Equity in City Treasury Cash 2,472 1,791 1,896 2,367 Accounts Receivable 325 498 564 259 Total Assets $ 2,797 $ 2,437 $ 2,608 $ 2,626 LIABILITIES Accounts Payable $ 50 $ 15 $ 50 $ 15 Deposits Payable 2,747 1,690 1,826 2,611 $ 2,797 $ 1,705 $ 1,876 $ 2,626 190

CITY OF CINCINNATI, OHIO Combining Statement of Changes in Assets and Liabilities Agency Funds For the fiscal year ended June 30, 2014 (Amounts in Thousands) Balance Balance July 1, June 30, 2013 Additions Deductions 2014 METROPOLITAN SEWER DISTRICT ASSETS Investments $ 259,480 $ 744,463 $ 606,093 $ 397,850 Cash with Fiscal Agent 70 3,196 3,165 101 Accounts Receivable 64,412 70,118 72,942 61,588 Accrued Interest Receivable 424 498 567 355 Total Assets $ 324,386 $ 818,275 $ 682,767 $ 459,894 LIABILITIES Accounts Payable $ 20,051 $ 321,943 $ 321,438 $ 20,556 Due to Other Governments 244,547 623,636 439,798 428,385 Accrued Payroll 2,010 2,890 2,933 1,967 Accrued Liabilities 50 51 50 51 Deposits Payable 57 23 34 Estimated Liability for Compensated Absences 9,301 400 8,901 Net Pension Obligation 37,749 37,749 Net Other Post Employment Benefit Obligation 10,678 10,678 Total Liabilities $ 324,386 $ 948,577 $ 813,069 $ 459,894 TOTAL AGENCY FUNDS ASSETS Cash and Cash Equivalents $ 0 $ 148 $ 148 $ Equity in City Treasury Cash 3,117 4,093 4,064 3,146 Cash with Fiscal Agent 70 3,196 3,165 101 Investments 259,480 744,463 606,093 397,850 Receivables: Accounts, Net 64,812 70,699 73,581 61,930 Accrued Interest Receivable 424 498 567 355 Total Assets $ 327,903 $ 823,097 $ 687,618 $ 463,382 LIABILITIES Accounts Payable $ 20,139 $ 324,030 $ 323,554 $ 20,615 Due to Other Governmental Agencies 244,778 624,461 440,226 429,013 Accrued Payroll 2,010 2,890 2,933 1,967 Accrued Liabilities 50 51 50 51 Deposits Payable 3,198 3,395 3,758 2,835 Estimated Liability for Compensated Absences 9,301 400 8,901 Net Pension Obligation 37,749 37,749 Net Other Post Employment Benefit Obligation 10,678 10,678 Total Liabilities $ 327,903 $ 954,827 $ 819,348 $ 463,382 191

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CAPITAL ASSETS USED IN THE OPERATION OF GOVERNMENTAL FUNDS 193

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CITY OF CINCINNATI, OHIO Comparative Schedule of Capital Assets Used in the Operation of Governmental Activities Schedule by Source For the fiscal year (Amounts In Thousands) Governmental Activites Capital Assets June 30 June 30 2014 2013 Land $ 187,947 $ 176,097 Buildings 247,086 234,633 Improvements 459,821 451,501 Machinery and Equipment 153,793 149,364 Infrastructure 1,019,208 957,906 Construction in Progress 246,021 180,449 Property acquired under capital leases 561 659 Total Governmental Capital Assets $ 2,314,437 $ 2,150,609 Investment in Governmental Capital Assets $ 2,314,437 $ 2,150,609 Investment in Governmental Capital Assets by Source: Permanent Improvement Fund or General Obligation Bonds $ 1,537,988 $ 1,411,192 Federal Grants 155,764 137,670 State Grants 190,898 184,707 County Grants 12,409 11,427 Private 14,168 13,842 General Fund Revenues 114,027 107,712 Special Revenue Funds 54,217 52,316 Gifts 2,529 2,529 Other and Undifferentiated 232,437 229,214 Total from All Sources $ 2,314,437 $ 2,150,609 195

CITY OF CINCINNATI, OHIO Schedule of Capital Assets Used in the Operation of Governmental Funds Schedule by Function and Activity As of June 30, 2014 (Amounts In Thousands) Property Acquisition under Capital Total Land Buildings Improvements Equipment Infrastructure Leases Construction In Progress Mayor and Council $ 62 $ $ $ $ 62 $ $ $ City Manager 2,826 48 787 1,984 7 Economic Development 59,092 10,690 6,747 28,417 13,238 Law 175 175 Human Resources 6,796 6,672 93 31 Finance 1,085 710 340 35 Enterprise Technology Services 2,842 2,842 Community Development 141,721 62,624 7,329 41,120 68 30,568 12 City Planning 148 96 52 Recreation 169,619 6,913 35,109 123,441 3,907 207 42 Parks 116,640 15,064 15,676 38,305 4,111 43,484 Buildings and Inspections 373 91 282 Public Safety 78,885 1,833 8,636 12,766 55,650 Transportation & Engineering 980,044 31,521 7,319 12,649 632 927,923 Enterprise Services 1,432 296 403 733 Public Services 119,311 2,578 48,113 39,144 27,672 1,804 Public Health 16,706 237 4,203 8,986 3,280 Pooled, Unassigned Equipment 957 957 Southern Railway Improvement 83,224 83,224 General Government Land 55,908 55,908 Buildings 113,634 113,634 Improvements 51,558 51,558 Total Governmental Capital Assets Allocated by Function 2,003,038 187,664 246,814 447,486 101,687 1,019,208 179 Construction in Progress 246,021 246,021 Internal Service Funds: Purchasing, Printing and Stores 2,018 1,651 367 Fleet Services 7,728 283 272 4,345 2,828 Property Management 35 20 15 Sef-Insured Workers Comp 82 82 Self Insurance Medical 21 6 15 Enterprise Technology Services 55,494 7,984 47,510 Total Governmental Capital Assets $ 2,314,437 $ 187,947 $ 247,086 $ 459,821 $ 153,793 $ 1,019,208 $ 561 $ 246,021 196

CITY OF CINCINNATI, OHIO Schedule of Capital Assets Used in the Operation of Governmental Funds Schedule of Changes by Function and Activity For the fiscal year ended June 30, 2014 (Amounts in Thousands) General Capital Assets July 1, 2013 Additions General Capital Assets Deletions June 30, 2014 Mayor and Council $ 62 $ $ $ 62 City Manager 2,548 278 2,826 Economic Development 55,174 5,089 1,171 59,092 Law 127 67 19 175 Human Resources 6,765 45 14 6,796 Enterprise Technology Services 2,821 21 2,842 Finance 989 135 39 1,085 Community Development 128,464 13,267 10 141,721 City Planning and Buildings 142 6 148 Recreation 166,824 2,825 30 169,619 Parks 109,759 6,910 29 116,640 Buildings and Inspections 373 373 Public Safety 78,378 791 284 78,885 Transportation & Engineering 931,913 49,520 1,389 980,044 Enterprise Services 1,432 1,432 Public Services 98,779 20,764 232 119,311 Public Health 16,547 188 29 16,706 Pooled, Unassigned Equipment 957 957 Southern Railway Improvement 83,224 83,224 General Government Land 55,908 55,908 Buildings 113,634 113,634 Improvements 51,558 51,558 Construction in Progress 180,449 148,912 83,340 246,021 Internal Service Funds: Purchasing, Printing and Stores 1,438 710 130 2,018 Fleet Services 7,641 87 7,728 Property Management 21 21 Self Insurance Workers' Compensation 82 82 Self Insurance Risk Management 20 15 35 Enterprise Technology Services 54,579 1,505 590 55,494 Total Governmental Capital Assets $ 2,150,608 $ 251,135 $ 87,306 $ 2,314,437 Note: The additions and deletions include department reclassifications and transfers. 197

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SCHEDULE 199

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City of Cincinnati, Ohio Schedule of Outstanding Bonds and Notes June 30, 2014 (a)general Obligation (b)municipal Bonds Income Tax (c)water Works (d)revenue (c)police and Fire Year and Notes Bonds and Notes Bonds Bonds and Notes Pension Bonds 2005 217,710,000 13,560,000 31,380,000 332,094,000 42,935,000 2006 223,225,000 22,995,000 22,950,000 321,282,337 42,935,000 2007 222,868,000 42,655,000 16,400,000 391,750,000 42,365,000 2008 223,695,000 50,095,000 11,800,000 405,625,000 41,515,000 2009 220,385,000 71,910,000 9,800,000 496,105,000 40,630,000 2010 216,595,000 77,585,000 7,800,000 478,100,000 39,700,000 2011 208,770,000 80,870,000 5,800,000 544,580,000 38,730,000 2012 218,525,000 88,150,000 3,800,000 592,610,000 37,720,000 2013 230,505,000 97,150,000 3,800,000 603,385,000 37,720,000 2014 251,690,000 97,395,000 1,800,000 582,465,000 37,230,000 (e)urban (c)off-street Development (c)recreational Parking (c)urban Renewal (d)sewer Admin (c) Public Taxable Facility Facilities Economic Development Building Transportation Year Bonds Bonds and Notes Bonds Bonds and Notes Bonds & Notes Notes 2005 5,830,000 8,375,000 350,000 35,046,800 2006 5,555,000 10,090,000 37,694,301 2007 5,265,000 10,435,000 26,640,000 2008 4,960,000 9,820,000 25,835,000 2009 5,080,000 8,955,000 31,080,000 $ 15,000,000 2010 4,915,000 8,090,000 5,000,000 36,995,000 14,460,000 2011 4,740,000 7,225,000 4,850,000 51,835,000 13,900,000 2012 4,560,000 6,435,000 4,700,000 81,345,000 13,325,000 $ 21,000,000 2013 4,470,000 6,435,000 4,700,000 83,845,000 13,325,000 21,000,000 2014 4,270,000 5,645,000 4,450,000 96,000,000 12,735,000 21,000,000 Gross Gross (c)urban Public Tax Revenue Gross (c)stormwater Redevelopment Building Supported Supported Total Year Bonds and Notes Bonds and Notes Bonds (d) Debt Debt Debt 2005 1,450,000 14,885,000 217,710,000 485,905,800 703,615,800 2006 725,000 13,565,000 223,225,000 477,791,638 701,016,638 2007 12,230,000 222,868,000 547,740,000 770,608,000 2008 10,870,000 223,695,000 560,520,000 784,215,000 2009 1,250,000 9,485,000 220,385,000 689,295,000 909,680,000 2010 3,375,000 24,570,000 $ 10,080,000 216,595,000 710,670,000 927,265,000 2011 2,700,000 16,620,000 9,405,000 208,770,000 781,255,000 990,025,000 2012 2,025,000 15,120,000 8,730,000 218,525,000 879,520,000 1,098,045,000 2013 2,025,000 15,120,000 8,730,000 230,505,000 901,705,000 1,132,210,000 2014 1,350,000 8,965,000 14,395,000 251,690,000 887,700,000 1,139,390,000 (a) (b) (c) (d) (e) Supported by general tax levy or special assessment levy Supported by Municipal Income Tax, but have property tax support if necessary Supported by current revenue, but have property tax support if necessary Supported by current revenue, no tax support pledged Supported by current revenue, but have property tax support if necessary-taxable 201

CITY OF CINCINNATI SCHEDULE OF ANNUAL DEBT SERVICE June 30, 2014 PROPERTY TAX-SUPPORTED SELF-SUPPORTED Debt Outstanding Debt Outstanding Fiscal Interest Service Debt Interest Service Debt Fiscal Year Maturing Cost Requirement End of Year Maturing Cost Requirement End of Year Year 2014 $ 262,690,000 $ 200,840,000 2014 2015 $ 35,435,000 $ 11,074,693 $ 46,509,693 227,255,000 $ 12,330,000 $ 6,638,960 $ 18,968,960 188,510,000 2015 2016 30,195,000 9,541,399 39,736,399 197,060,000 13,680,000 6,264,739 19,944,739 174,830,000 2016 2017 26,105,000 8,371,893 34,476,893 170,955,000 9,050,000 5,853,645 14,903,645 165,780,000 2017 2018 22,775,000 7,325,043 30,100,043 148,180,000 29,850,000 6,075,923 35,925,923 135,930,000 2018 2019 18,770,000 6,410,306 25,180,306 129,410,000 27,510,000 6,484,722 33,994,722 108,420,000 2019 2020 16,450,000 5,633,631 22,083,631 112,960,000 8,550,000 4,823,029 13,373,029 99,870,000 2020 2021 14,525,000 4,926,506 19,451,506 98,435,000 8,600,000 4,446,429 13,046,429 91,270,000 2021 2022 11,375,000 4,329,931 15,704,931 87,060,000 8,175,000 4,069,532 12,244,532 83,095,000 2022 2023 10,790,000 3,812,713 14,602,713 76,270,000 7,795,000 3,700,922 11,495,922 75,300,000 2023 2024 10,350,000 3,315,150 13,665,150 65,920,000 7,850,000 3,338,547 11,188,547 67,450,000 2024 2025 9,990,000 2,841,128 12,831,128 55,930,000 8,200,000 2,966,996 11,166,996 59,250,000 2025 2026 8,175,000 2,415,931 10,590,931 47,755,000 7,875,000 2,587,442 10,462,442 51,375,000 2026 2027 7,930,000 2,026,603 9,956,603 39,825,000 7,490,000 2,224,542 9,714,542 43,885,000 2027 2028 6,865,000 1,665,113 8,530,113 32,960,000 7,275,000 1,875,979 9,150,979 36,610,000 2028 2029 6,200,000, 1,345,203, 7,545,203, 26,760,000, 7,205,000, 1,527,244, 8,732,244, 29,405,000, 2029 2030 5,100,000 1,078,950 6,178,950 21,660,000 6,375,000 1,209,291 7,584,291 23,030,000 2030 2031 4,070,000 874,125 4,944,125 17,590,000 5,115,000 943,587 6,058,587 17,915,000 2031 2032 4,010,000 693,400 4,703,400 13,580,000 5,210,000 703,693 5,913,693 12,705,000 2032 2033 3,575,000 523,675 4,098,675 10,005,000 4,835,000 470,713 5,305,713 7,870,000 2033 2034 3,305,000 367,225 3,672,225 6,700,000 2,870,000 293,913 3,163,913 5,000,000 2034 2035 3,340,000 212,300 3,552,300 3,360,000 2,980,000 161,063 3,141,063 2,020,000 2035 2036 1,120,000 112,000 1,232,000 2,240,000 1,560,000 57,675 1,617,675 460,000 2036 2037 1,120,000 67,200 1,187,200 1,120,000 460,000 10,975 470,975 0 2037 2038 1,120,000 22,400 1,142,400-78,986,518 MUNICIPAL INCOME TAX SUPPORTED TOTAL Debt Outstanding Interest Service Debt Debt Outstanding Year Maturing Cost Requirement End of Year Interest Service Debt 2014 $ 93,395,000 Maturing Cost Requirement End of Year Year 2015 $ 6,800,000 $ 3,806,079 $ 10,606,079 86,595,000 $ 1,139,390,000 2014 2016 7,300,000 3,482,167 10,782,167 79,295,000 $ 100,270,000 $ 47,723,898 $ 147,993,898 1,039,120,000 2015 2017 7,315,000 3,239,143 10,554,143 71,980,000 80,625,000 44,291,834 124,916,834 958,495,000 2016 2018 7,320,000 2,990,077 10,310,077 64,660,000 71,930,000 41,217,410 113,147,410 886,565,000 2017 2019 6,915,000 2,727,238 9,642,238 57,745,000 90,740,000 38,848,830 129,588,830 795,825,000 2018 2020 6,605,000 2,448,355 9,053,355 51,140,000 85,375,000 36,658,158 122,033,158 710,450,000 2019 2021 6,450,000 2,164,258 8,614,258 44,690,000 65,365,000 32,513,174 97,878,174 645,085,000 2020 2022 5,590,000590 000 1,895,198 198 7,485,198 39,100,000 000 64,525,000 29,667,160 94,192,160 160 580,560,000560 000 2021 2023 4,895,000 1,651,816 6,546,816 34,205,000 61,865,000 26,805,437 88,670,437 518,695,000 2022 2024 4,640,000 1,435,049 6,075,049 29,565,000 53,510,000 24,165,207 77,675,207 465,185,000 2023 2025 4,690,000 1,230,406 5,920,406 24,875,000 55,105,000 21,665,324 76,770,324 410,080,000 2024 2026 4,795,000 1,021,926 5,816,926 20,080,000 46,185,000 19,322,730 65,507,730 363,895,000 2025 2027 4,940,000 801,781 5,741,781 15,140,000 45,210,000 17,168,875 62,378,875 318,685,000 2026 2028 4,575,000 582,809 5,157,809 10,565,000 37,160,000 15,162,095 52,322,095 281,525,000 2027 2029 3,720,000 397,250 4,117,250 6,845,000 36,540,000 13,335,028 49,875,028 244,985,000 2028 2030 2,495,000 255,825 2,750,825 4,350,000 35,890,000 11,532,610 47,422,610 209,095,000 2029 2031 1,090,000 176,388 1,266,388 3,260,000 33,695,000 9,808,255 43,503,255 175,400,000 2030 2032 1,090,000 128,163 1,218,163 2,170,000 30,405,000 8,218,472 38,623,472 144,995,000 2031 2033 910,000 83,475 993,475 1,260,000 31,500,000 6,655,217 38,155,217 113,495,000 2032 2034 630,000 47,250 677,250 630,000 32,165,000 5,020,414 37,185,414 81,330,000 2033 2035 630,000 15,750 0 24,920,000 3,524,690 28,444,690 56,410,000 2034 23,475,000 2,228,772 25,703,772 32,935,000 2035 REVENUE 11,580,000 1,316,434 12,896,434 21,355,000 2036 11,015,000 768,094 11,783,094 10,340,000 2037 Debt Outstanding 6,530,000 342,860 6,872,860 3,810,000 2038 Interest Service Debt 3,810,000 93,031 3,903,031 0 2039 Year Maturing Cost Requirement End of Year 2014 $ 582,465,000 2015 $ 45,705,000 $ 26,204,166 $ 71,909,166 536,760,000 2016 29,450,000 25,003,530 54,453,530 507,310,000 2017 29,460,000 23,752,729 53,212,729 477,850,000 2018 30,795,000 22,457,787 53,252,787 447,055,000 2019 32,180,000 21,035,891 53,215,8915,89 414,875,000 2020 33,760,000 19,608,159 53,368,159 381,115,000 2021 34,950,000 18,129,967 53,079,967 346,165,000 2022 36,725,000 16,510,775 53,235,775 309,440,000 2023 30,030,000 14,999,757 45,029,757 279,410,000 2024 32,265,000 13,576,578 45,841,578 247,145,000 2025 23,305,000 12,284,200 35,589,200 223,840,000 2026 24,365,000 11,143,575 35,508,575 199,475,000 2027 16,800,000 10,109,169 26,909,169 182,675,000 2028 17,825,000 9,211,127 27,036,127 164,850,000 2029 18,765,000 8,262,913 27,027,913 146,085,000 2030 19,725,000 7,264,189 26,989,189 126,360,000 2031 20,130,000 6,224,372 26,354,372 106,230,000 2032 21,190,000190 000 5,129,962 962 26,319,962 962 85,040,000 000 2033 22,845,000 3,942,552 26,787,552 62,195,000 2034 18,115,000 2,816,303 20,931,303 44,080,000 2035 16,525,000 1,839,660 18,364,660 27,555,000 2036 8,900,000 1,146,759 10,046,759 18,655,000 2037 9,435,000 689,919 10,124,919 9,220,000 2038 5,410,000 320,460 5,730,460 3,810,000 2039 3,810,000 93,031 3,903,031 0 202

(Amounts in Thousands) CITY OF CINCINNATI, OHIO Schedule of Expenditures of Federal Awards (Non-GAAP Budgetary Basis) For the Fiscal Year ended June 30, 2014 Grantor/Program Title Fund CFDA # Grant # Agency Grant and Contract Revenue Received Contributions and other Revenue CFS Expenditures Advances (Repayments) or Adjustments 1 U.S. Department of Agriculture * Passed through Ohio Department of Health Hamilton County WIC Program 391 10.557 31-2-001-1-WA-0613 NAM Health 886 (987) Hamilton County WIC Program 391 10.557 31-2-001-1-WA-0714 NAM Health 2,366 (2,286) Total for CFDA No. 10.557 3,252 - (3,273) - * Passed through Ohio Department of Education CACFP- Child & Adult Care Food Program 324 10.558 009070 NAR Recreation 100 - (84) Total for CFDA No. 10.558 100 - (84) - TOTAL DEPARTMENT OF AGRICULTURE 3,352 - (3,357) - 2 U.S. Department of Health and Human Services * Passed through Ohio Department of Community Dev. Child Care& Development Block Grant 323 93.575 APR Recreation 24 (24) (a.) Total for CFDA No. 93.575 24 - (24) - * Passed through Ohio Department of Health Social Services Block Grant 323 93.667 APR Recreation 24 (24) Total for CFDA No. 93.667 24 - (24) - * Passed through Council on Aging of Southwestern Ohio Special Programs for the Aging Title III Part B 324 93.044 NAR Recreation 24 (24) (b.) Total for CFDA No. 93.044 24 - (24) - Special Programs for the Aging Title III Part C 324 93.045 NAR Recreation 207 8 (228) (b.) Total for CFDA No. 93.045 207 8 (228) - * Passed through Ohio Department of Health Medical Assistance - T.R. Waivers 324 93.778 NAR Recreation 23 (5) (c.) Total for CFDA No. 93.778 23 - (5) - * Passed through YMCA of Greater Cincinnati Temporary Assistance for Needy Families 323 93.558 APR Recreation 48 (48) (h.) Total for CFDA No. 93.558 48 - (48) - * Passed through Ohio Department of Health Homeless Health Care Program 448 93.151 Contract #15x0059 NAM Health 186 (113) Total for CFDA No. 93.151 186 - (113) - * Passed through Ohio Department of Health Cincinnati Health Network 446 93.224 H80CS25683 NAM Health 559 - (597) (j.) Total for CFDA No. 93.224 559 - (597) - * Passed through Ohio Department of Health Immunization Action Plan Special 415 93.268 31-2-001-2-IM-0613 NAM Health 146 (176) Immunization Action Plan Special 415 93.268 31-2-001-2-IM-0714 NAM Health 127 (126) Total for CFDA No. 93.268 273 - (302) - * Passed through Ohio Department of Health Heart Health in Hamilton County 425 93.991 31-2-001-4-CC-0514 NAM Health 50 (44) Heart Health in Hamilton County 425 93.991 31-2-001-4-CC-0413 NAM Health 58 (63) Total for CFDA No. 93.991 108 - (107) - Adv. Conformance w/voluntary NRFRPSG 350 93.103 1U18FD004688-01 NAM Health 25 (21) Total for CFDA No. 93.103 25 - (21) - * Passed through Ohio Department of Health Reproductive Health and Wellness 350 93.217 31-2-001-1-RH-0213 NAM Health 213 - Reproductive Health and Wellness 350 93.217 31-2-001-1-RH-0314 NAM Health 323 (323) Reproductive Health and Wellness 350 93.217 31-2-001-1-RH-0414 NAM Health 340 (311) Total for CFDA No. 93.217 876 - (634) - 203

(Amounts in Thousands) CITY OF CINCINNATI, OHIO Schedule of Expenditures of Federal Awards (Non-GAAP Budgetary Basis) For the Fiscal Year ended June 30, 2014 Grantor/Program Title Fund CFDA # Grant # Agency Grant and Contract Revenue Received Contributions and other Revenue CFS Expenditures Advances (Repayments) or Adjustments * Passed through Ohio Department of Health Public Health Emergency Preparedness 350 93.069 31-2-001-2-PH-0312 NAM Health - (7) Public Health Emergency Preparedness 350 93.069 31-2-001-2-PH-0413 NAM Health 219 (244) Public Health Emergency Preparedness 350 93.069 31-2-001-2-PH-0514 NAM Health 415 (249) Total for CFDA No. 93.069 634 - (500) - * Passed through Ohio Department of Health Safety Net Dental Care 350 93.994 31-2-001-1-SC-0714 NAM Health 57 (42) Total for CFDA No. 93.994 57 - (42) - Affordable Care Act Grants/SBHCCP 353 93.501 C-12-CS-21795 NAM Health 512 (512) Total for CFDA No. 93.501 512 - (512) - TOTAL DEPARTMENT OF HEALTH AND HUMAN SERVICES 3,580 8 (3,181) - 3 U.S.Department of Housing & Urban Development Community Development Block Grant 304 14.218 B12-MC390003 NAC Comm Dev 5,900 - (5,346) Community Development Block Grant 304 14.218 B13-MC390003 NAC Comm Dev 3,645 1,100 (4,950) Community Development Block Grant 304 14.218 B14-MC390003 NAC Comm Dev - 485 (614) - Neighborhood Stabilization Program 3 438 14.218 B11-MN390003 NAO Comm Dev 72 177 (370) Neighborhood Stabilization Program 1 438 14.218 B08-MN390003 NAO Comm Dev - 1 (1) (d.) Total for CFDA No. 14.218 9,617 1,763 (11,281) - Community Development Block Grant 305 14.248 CDBG Section 108 Loan NAC Comm Dev 8,905 22 (8,905) Total for CFDA No. 14.248 8,905 22 (8,905) - Emergency Shelter Grant 445 14.231 S10MC390003 NAO Comm Dev 7 - (7) Emergency Shelter Grant 445 14.231 E-11-MC-39-0003 NAO Comm Dev 80 - (80) Emergency Shelter Grant 445 14.231 E-12-MC-39-0003 NAO Comm Dev 448 (366) Emergency Shelter Grant 445 14.231 E-13-MC-39-0003 NAO Comm Dev 628 (628) Total for CFDA No. 14.231 1,163 - (1,081) - HOME-Shelter Plus Care 410 14.238 OH16C70-001 NAO Comm Dev - - HOME-Shelter Plus Care 410 14.238 OH16C70-001 NAO Comm Dev - - HOME-Shelter Plus Care 410 14.238 OH0002C5E000800 NAO Comm Dev 43 (43) - HOME-Shelter Plus Care 410 14.238 OH0003C5E000800 NAO Comm Dev 141 (141) - HOME-Shelter Plus Care 410 14.238 OH0006C5E000800 NAO Comm Dev 86 (86) - HOME-Shelter Plus Care 410 14.238 OH0331C5E001001 NAO Comm Dev - - - HOME-Shelter Plus Care 410 14.238 OH0009C5E001104 NAO Comm Dev 28 (28) - HOME-Shelter Plus Care 410 14.238 OH0302C5E000900 NAO Comm Dev 59 (59) - HOME-Shelter Plus Care 410 14.238 OH0307C5E000900 NAO Comm Dev 55 (55) - HOME-Shelter Plus Care 410 14.238 OH0308C5E000900 NAO Comm Dev 156 (156) - HOME-Shelter Plus Care 410 14.238 OH0362C5E001000 NAO Comm Dev 395 (395) - HOME-Shelter Plus Care 410 14.238 OH0009L5E001205 NAO Comm Dev 4,824 (4,886) - Total for CFDA No. 14.238 5,787 - (5,849) - HOME 411 14.239 M-09-MC-39-0213 NAC Comm Dev 0 - - - HOME 411 14.239 M-10-MC-39-0213 NAC Comm Dev 1,339 (1,339) - HOME 411 14.239 M-11-MC-39-0213 NAC Comm Dev 162 (162) + - HOME 411 14.239 M-12-MC-39-0213 NAC Comm Dev 177 (177) - HOME 411 14.239 M-13-MC-39-0213 NAC Comm Dev 201 31 (231) - HOME 411 14.239 M-14-MC-39-0213 NAC Comm Dev - 201 (169) - 2 HOME 411 14.239 Outstanding CFDA Loans NAC Comm Dev - (32,211) Total for CFDA No. 14.239 1,879 232 (34,289) - Housing Opportunities For People With Aids 465 14.241 O-HH-12-F001 NAO Comm Dev 77 Housing Opportunities For People With Aids 465 14.241 O-HH-13-F001 NAO Comm Dev 643 (584) Total for CFDA No. 14.241 720 - (584) - 204

(Amounts in Thousands) CITY OF CINCINNATI, OHIO Schedule of Expenditures of Federal Awards (Non-GAAP Budgetary Basis) For the Fiscal Year ended June 30, 2014 Grantor/Program Title Fund CFDA # Grant # Agency Grant and Contract Revenue Received Contributions and other Revenue CFS Expenditures Advances (Repayments) or Adjustments ARRA - Neighborhood Stabilization Program 502 14.256 B-09-CN-OH-0033 NAO Comm Dev - 49 (36) Total for CFDA No 14.256-49 (36) - Metro West HUD- 03668 980 14.408 B-10-SP-OH-0080 CP Econ Dev 93 - (423) Total for CFDA No 14.408 93 - (423) - Sustainable Housing Grant -10253 980 14.704 CCPOHOO19-10 CP Econ Dev 714 (492) - Total for CFDA No. 14.704 714 - (492) - Lead Hazard Control Grant 381 14.905 OHLHD0217-10 NAM HEALTH 935 0 (792) Cincinnati Lead Abatement Program 387 14.905 OHLHD 0245-12 NAO Comm Dev 646 1 (798) Total for CFDA No. 14.905 1,581 1 (1,590) - TOTAL DEPARTMENT OF HOUSING & URBAN DEVELOPMENT 30,459 2,067 (64,530) - 4 U.S. Department of the Interior * Passed through Ohio Department of Natural Resources ODNR-Hooked on Fishing 324 15.605 NAR Recreation 6 (8) (e.) Total for CFDA No. 15.605 6 - (8) - TOTAL DEPARTMENT OF THE INTERIOR 6 - (8) - 5 U.S. Department of Justice * Passed through Ohio Department of Youth Services Juvenile Accountability - 12JABG 368 16.540 2010-JB-012-A242-A NAS Police 15 - (15) Juvenile Accountability - 13JABG 368 16.540 2011-JB-011-A242-S NAS Police 2 - (2) Total for CFDA No. 16.540 17 - (17) - * Passed through Ohio Office of Criminal Justice Services VALU/SVAA 13VALU 368 16.575 2013-VAGENE757 NAS Police 18 (12) VALU/SVAA 14VALU 368 16.575 2014-VAGENE757 NAS Police 27 (33) Total for CFDA No. 16.575 45 - (45) - * Passed through Ohio Office of Criminal Justice Services Domestic Violence Advocacy 368 16.588 2012-WF-VA5-8583 NAS Police 45 (45) Domestic Violence Advocacy 368 16.588 2013-WF-VA5-8583 NAS Police 15 (15) Total for CFDA No. 16.588 60 - (60) - * Passed through Ohio Office of Criminal Justice Services Bulletproof Vests 368 16.607 100415 NAS Police 18 (18) - Total for CFDA No. 16.607 18 - (18) - Project Safe Neighborhood - 12PSN 368 16.609 2012-PS-PSN-419 NAS Police 55 (61) - Total for CFDA No. 16.609 55 - (61) - 2011 COPS Hiring - 11COPS 368 16.710 2011-UL-WX-0024 NAS Police 2,130 (2,040) Total for CFDA No. 16.710 2,130 - (2,040) - Justice Assistance Grant - 12HOME 368 16.738 2012-JG-A02-6810 NAS Police 36 (36) Justice Assistance Grant - 10SMART 368 16.738 2010-DJ-BX-0003 NAS Police - (15) Justice Assistance Grant - 10JAG 478 16.738 2010-DJ-BX-0260 NAS Police - 0 (165) Justice Assistance Grant - 11JAG 478 16.738 2011-DJ-BX-3278 NAS Police - 2 (108) Justice Assistance Grant - 12JAG 478 16.738 2012-DJ-BX-0145 NAS Police - 2 (16) Justice Assistance Grant - 13JAG 478 16.738 2013-DJ-BX-0194 NAS Police 382 - (172) (i.) Total for CFDA No. 16.738 418 4 (512) - 2008 Earmark-Cameras 368 16.753 2008-DD-BX-0175 NAS Police - - - Total for CFDA No. 16.753 - - - - DOJ Equitable Sharing/Asset Forfeiture 367 16.000 NAS Police 320 2 (259) Total for CFDA No. 16.000 320 2 (259) - TOTAL DEPARTMENT OF JUSTICE 3,063 6 (3,012) - * Passed through Ohio Department of Transportation 205

(Amounts in Thousands) CITY OF CINCINNATI, OHIO Schedule of Expenditures of Federal Awards (Non-GAAP Budgetary Basis) For the Fiscal Year ended June 30, 2014 Grantor/Program Title Fund CFDA # Grant # Agency Grant and Contract Revenue Received Contributions and other Revenue CFS Expenditures Advances (Repayments) or Adjustments Uptown Access Improvement West MLK Dr-11 980 20.205 PID 87036 ODOT CP 980 3,160 - (3,160) - M.L. King/I-71 Interchange '06-03221 980 20.205 PID 77628 ODOT CP 980 294 - (183) Montana - Boudinot to Farrell '09-03618 980 20.205 PID 79088 ODOT CP 980 84 - (84) Colerain Avenue Virginia to Leeper Improv. -1 980 20.205 PID 81845 CP 980 225 (237) - Ohi River Trail - Downtown to Salem -11340 980 20.205 PID 80530 CP 980 112 1 - Kennedy Connector-03354 980 20.205 PID 88706 CP 980 4,831 (4,831) Harrison Avenue Improvements-11338 980 20.205 PID 81853 CP 980 3,364 (3,364) 4 (f.) Sub-total for ODOT - CFDA No. 20.205 12,070 - (11,858) - * Passed through Southwest Ohio Regional Transit Authority 3 FTA -Urban Circulator Grant - 03678 980 20.500 OH-03-0303-00 CP 980 2,626 (2,626) (k.) Total for CFDA No. 20.500 2,626 (2,626) * Passed through Southwest Ohio Regional Transit Authority 3 CMAQ Grant - 03678 980 20.507 OH-95-X054-00 CP 980 4,000 (4,000) (k.) Total for CFDA No. 20.507 4,000 (4,000) * Passed through Southwest Ohio Regional Transit Authority 3 Tiger Grant - 03678 980 20.933 OH-79-002 CP 980 745 (745) Total for CFDA No. 20.933 745 - (745) - * Pass through City of Blue Ash, Ohio * DUI 368 20.600 OVITF-2013-31-00377-00 NAS Police 29 - (29) - * DUI 368 20.600 HVEO-2013-31-00332-00 NAS Police 63 - (63) - * DUI 368 20.600 HVEO-2014-31-00307-01 NAS Police 36 - (27) - * DUI 368 20.600 OVITF-2014-31-00311-00 NAS Police 30 - (30) - (g.) Total for CFDA No. 20.600 158 - (149) - Pass through State of Ohio, Dept op Public Safety * Construction Zone 368 20.600 CZ-2014-31-00-00-00479-00 NAS Police 44 - (44) - (g.) Total for CFDA No. 20.600 44 - (44) - Local Match Funds - FAA Project-10346 980 20.106 3-39-0018-2112 CP DOTE 195 (195) - Total for CFDA No. 20.106 195 - (195) - TOTAL DEPARTMENT OF TRANSPORTATION 19,838 - (19,617) - * Pass through Ohio Water Development Authority OWDA Loan Project 756 66.468 FS390255-0008 CP GCWW 35 - (35) - OWDA Loan Project 756 66.468 FS390255-0015 CP GCWW 57 - (57) - OWDA Loan Project 756 66.468 FS390255-0028 CP GCWW 543 - (543) - OWDA Loan Project 756 66.468 FS390255-0023 CP GCWW 94 - (94) - OWDA Loan Project 756 66.468 FS390255-0026 CP GCWW 402 - (402) - OWDA Loan Project 756 66.468 FS390255-0022 CP GCWW 272 - (272) - OWDA Loan Project 756 66.468 FS390255-0020 CP GCWW 88 - (88) - OWDA Loan Project 756 66.468 FS390255-0019 CP GCWW 47 - (47) - OWDA Loan Project 756 66.468 FS390255-0025 CP GCWW 38 - (38) - OWDA Loan Project 756 66.468 FS390255-0024 CP GCWW 192 - (192) - OWDA Loan Project 756 66.468 FS390255-0017 CP GCWW 644 - (644) - OWDA Loan Project 756 66.468 FS390255-0027 CP GCWW 1,242 - (1,242) - OWDA Loan Project 756 66.468 FS390255-0029 CP GCWW 59 - (59) - OWDA Loan Project 756 66.468 FS390255-0021 CP GCWW 15 - (15) - OWDA Loan Project 756 66.468 FS390255-0031 CP GCWW 532 - (532) - OWDA Loan Project 756 66.468 FS390255-0030 CP GCWW 723 - (723) - OWDA Loan Project 756 66.468 FS390255-0032 CP GCWW 6,049 - (6,049) - (l.) Total for CFDA No. 66.468 11,032 - (11,032) - TOTAL ENVIRONMENTAL PROTECTION AGENCY 11,032 - (11,032) - * Passed through Ohio Dept. of Natural Resources 206

(Amounts in Thousands) CITY OF CINCINNATI, OHIO Schedule of Expenditures of Federal Awards (Non-GAAP Budgetary Basis) For the Fiscal Year ended June 30, 2014 Grantor/Program Title Fund CFDA # Grant # Agency Grant and Contract Revenue Received Contributions and other Revenue CFS Expenditures Advances (Repayments) or Adjustments Paddle Safe Cincinnati-Kids in Kayak 324 97.012 11-05 NAR Recreation - (6) Total for CFDA No. 97.012 - - (6) - * Passed through Ohio Dept. of Public Safety FEMA 2011 Spring Rains 461 97.036 FEMA 4002-DR-061-15000 NAO Finance 631 89 (622) Total for CFDA No. 97.036 631 89 (622) - Assistance to Firefighers Grant - FY09 472 97.044 EMW-2009-FO-10718 NAS Fire 27 (35) Assistance to Firefighers Grant - FY10 472 97.044 EMW-2010-FO-09685 NAS Fire 3 - (4) Assistance to Firefighers Grant - FY11 472 97.044 EMW-2011-FO-09648 NAS Fire 106 - (138) Assistance to Firefighers Grant - FY12 472 97.044 EMW-2012-FO-06745 NAS Fire 62 2 (78) Assistance to Firefighers Grant - FY11 472 97.044 EMW-2011-FP-01090 NAS Fire 26 (32) Total for CFDA No. 97.044 224 2 (287) - FY08Port Security Grant Program(PSGP) 368/472 97.056 2008-GB-T8-K082 NAS Police/Fire 258 (192) FY09Port Security Grant Program(PSGP) 368/472 97.056 2009-PU-T9-K016 NAS Police/Fire 560 (537) FY10Port Security Grant Program(PSGP) 368472 97.056 2010-PU-T0-K020 NAS Police/Fire 162 (188) FY13Port Security Grant Program(PSGP) 368 97.056 2013-PU-00176-S01 NAS Police 19 (21) FY13Port Security Grant Program(PSGP) 472 97.056 2013-PU-00520-50 NAS Fire 22 (22) Total for CFDA No. 97.056 1,021 - (960) - * Passed through Ohio Emergency Management Agency FY09 Urban Area Security Initiative 476 97.067 0000020717 NAS Fire/Pol 34 (34) FY10 Urban Area Security Initiative 476 97.067 EMW-2011-22-00070 NAS Fire/Pol 1,937 (1,934) FY11 Urban Area Security Initiative 476 97.067 NAS Fire/Pol 108 (104) Metropolitan Medical Response System FY10 454 97.067 0000025496 NAS Fire 244 3 Metropolitan Medical Response System FY11 454 97.067 0000034791 NAS Fire 75 (294) Total for CFDA No. 97.067 2,398 - (2,363) - * FY11 Staffing for Adequate Fire & Emergency 472 97.083 EMW-2011-FH-01122 NAS Fire 3,299 (3,232) * FY12 Staffing for Adequate Fire & Emergency 472 97.083 EMW-2012-FH-00918 NAS Fire 1,967 (1,908) Total for CFDA No. 97.083 5,266 - (5,140) - TOTAL DEPARTMENT OF HOMELAND SECURITY 9,540 91 (9,378) - TOTAL FEDERAL GRANTS & SUBSIDIES (Non-GAAP Basis) 80,870 2,172 (114,115) - Less Amount Recognized as Contributed Capital (31) Less Accrual of Federal Grant & Subsidies at 12/31/11 (2,166) Plus Accrual of Federal Grant & Subsidies at 12/31/12 1,947 Plus 502 Receivables @12/31/2011. AJE #46 (16) Amount Recognized as Federal Grants & Subsidies (GAAP Basis) 80,604.00 1 * Indicates Federal monies passed through another agency to the City of Cincinnati. 2 Total Community Development loans outstanding at June 30, 2014 totaled $15,975,810.91 under CFDA 14.218, $32,211,350.45 under CFDA 14.239, $8,904,930.00 under CFDA 14.248, and $570,499.40 under CFDA 14.256. 3 In 2012 the City entered into an intergovernmental cooperative agreement with SORTA to administer the following grants awarded to the City as a sub-recipient. The City is responsible for the to assure that invoices paid are in compliance with the grants. The three grants covered under this agreement are: The Urban Criculator Grant 20.500 $ 24,990,000.00 Congestion Mitigation & Air Quality (CMAQ) Grant 20.205 $ 4,000,000.00 TIGER 3 Grant 20.933 $ 10,920,000.00 4 The City of Cincinnnati and the State of Ohio Department of Transportation (ODOT) have entered into an intergovernmental agreement to complete construction of the Waldvogel Viaduct and the 6th Street expressway. The following grants were awarded to the City as pass through grants and will be administered by ODOT. SAFETEA-LU Grant 20.205 $ 8,430,076.00 207

(Amounts in Thousands) CITY OF CINCINNATI, OHIO Schedule of Expenditures of Federal Awards (Non-GAAP Budgetary Basis) For the Fiscal Year ended June 30, 2014 Grantor/Program Title Fund CFDA # Grant # Agency OKI - Grant from FHWA 20.205 $ 16,436,014.00 Local Major Bridge Fund Grant 20.205 $ 8,700,000.00 5 CLUSTERS a. CCDF Cluster b. Aging Cluster c. Medicaid Cluster d. CDBG - Entitlement Grant Cluster e. Fish and Wildfire Cluster f. Highway Planning and Construction Cluster g. Highway Safety Cluster h. Temporary Assistance for Needy Families(TANF)State Programs Cluster i. JAG Program Cluster j. Consolidated Health Centers Cluster k. Federal Transit Cluster l. Drinking Water State Revolving Fund Cluster Grant and Contract Revenue Received Contributions and other Revenue CFS Expenditures Advances (Repayments) or Adjustments 208

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STATISTICAL SECTION

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CITY OF CINCINNATI, OHIO ------- STATISTICAL SECTION This section of the City of Cincinnati s comprehensive annual financial report provides detailed historical and economic information for users of the financial statements, notes to the financial statements, and required supplementary information for the purpose of assessing and evaluating the City s economic condition. Financial Trends This section provides information on the City s net position, changes to net position and fund balance for assessing the changes in financial position over time. Revenue Capacity This section provides information on the City s ability to generate revenue, specifically income tax (the major source of revenue for governmental activities) and property tax revenue. Debt Capacity Information This section provides information on the City s outstanding debt, debt limitations and the ability to leverage and pay future debt. Demographic and Economic Information This section provides information about the environment in which the City operates. Operating Information This section provides operating information related to the City s infrastructure, assets and services provided by function. Sources: Unless otherwise noted, the information in these statistical schedules is from the comprehensive annual financial reports for the relevant years. Note: The City changed it s fiscal year in 2013 from a January 1 through December 31 to July 1 through June 30. The 2013 Fiscal year represents the six month conversion period from January 1 to June 30. 213

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City of Cincinnati Financial Trends Information Schedule 1 Net Position by Category Last Ten Fiscal Periods (Amounts in Thousands) Fiscal Period 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Governmental Activities Net Investment in Capital Assets $ 631,671 $ 648,232 $ 648,708 $ 645,883 $ 674,690 $ 714,580 $ 741,266 $ 777,236 $ 797,444 $ 870,065 Restricted 151,260 158,416 176,785 162,774 133,750 160,955 203,698 223,826 233,054 233,770 Unrestricted 37,601 38,353 37,165 64,412 60,588 (80,222) (89,024) (114,492) (153,490) (118,352) Subtotal governmental activities net position 820,532 845,001 862,658 873,069 869,028 795,313 855,940 886,570 877,008 985,483 Business-Type activities Net Investment in Capital Assets 715,004 752,246 739,650 707,549 705,909 750,184 745,722 748,487 743,892 741,537 Restricted 48,974 51,409 84,453 42,929 47,438 36,587 23,010 52,330 77,273 90,651 Unrestricted 23,457 23,562 17,250 95,424 97,175 85,433 98,341 79,518 65,200 75,154 Subtotal business-type activities net position 787,435 827,217 841,353 845,902 850,522 872,204 867,073 880,335 886,365 907,342 Primary Government Net Investment in Capital Assets 1,346,675 1,400,478 1,388,358 1,353,432 1,380,599 1,464,764 1,486,988 1,525,723 1,541,336 1,611,602 Restricted 200,234 209,825 261,238 205,703 181,188 197,542 226,708 276,156 310,327 324,421 Unrestricted 61,058 61,915 54,415 159,836 157,763 5,211 9,317 (34,974) (88,290) (43,198) Total primary government net position $ 1,607,967 $ 1,672,218 $ 1,704,011 $ 1,718,971 $ 1,719,550 $ 1,667,517 $ 1,723,013 $ 1,766,905 $ 1,763,373 $ 1,892,825 Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 2,000,000 1,800,000 1,600,000 1,400,000 1,200,000 1,000,000 800,000 600,000 400,000 200,000-2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Governmental Net Assets(Position) Business Type Net Assets(Position) 2,000,000 1,800,000 1,600,000 1,400,000 1,200,000 1,000,000 800,000 600,000 400,000 200,000-2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Restricted Net Assets(Position) Total Net Assets(Position) 215

City of Cincinnati, Ohio Financial Trends Information Schedule 2 Changes in Net Assets(Position) Last Ten Fiscal Periods (Amounts in Thousands) Fiscal Period 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Program Revenues Governmental Activities: Charges for Services General Government $ 91,650 $ 92,798 $ 98,413 $ 100,874 $ 107,959 $ 106,395 $ 78,682 $ 52,737 $ 18,198 $ 59,250 Community Development 676 706 1,274 2,488 408 5,147 37 13,346 6,779 31,726 Parks and Recreation 5,915 6,939 7,103 6,833 7,314 7,451 7,059 7,404 4,809 10,775 Public Safety 12,562 16,410 12,083 16,404 14,230 14,789 19,331 18,059 8,752 22,032 Transportation and Engineering 1,189 1,247 1,185 1,583 85 1,956 1,360 1,581 937 3,233 General Services Public Services 2,212 1,976 2,256 3,078 5,735 2,588 36 2,301 1,056 2,789 Public Health 8,582 8,286 9,060 8,216 9,607 10,152 10,314 12,340 6,941 14,188 Operating Grants and Contributions 43,148 62,757 38,051 43,632 54,101 64,475 66,024 78,897 21,967 58,425 Capital Grants and Contributions 13,478 9,954 12,559 21,502 22,951 23,436 27,012 31,232 21,416 36,456 Total governmental activities program revenue 179,412 201,073 181,984 204,610 222,390 236,389 209,855 217,897 90,855 238,874 Business-type activities Charges for Services Water Works 98,689 101,057 117,494 119,228 115,377 123,443 119,434 132,486 64,840 139,635 Parking Facilities 8,827 8,196 8,567 8,814 8,860 9,520 10,385 10,402 5,709 13,468 Convention Center 1,776 3,676 6,209 6,440 5,236 6,764 7,513 6,788 4,221 6,693 General Aviation 1,786 1,669 1,887 2,029 1,932 2,039 2,044 2,083 1,444 1,848 Municipal Golf 5,949 6,129 6,457 6,414 6,458 6,069 5,270 5,990 2,760 5,392 Stormwater Management 7,063 7,230 8,713 8,692 8,756 8,919 8,412 9,686 5,691 11,305 Capital Grants and Contributions 61,017 32,711 5,140 5,293 9,971 32,217 3,543 3,414 359 2,196 Total business-type activities program revenues 185,107 160,668 154,467 156,910 156,590 188,971 156,601 170,849 85,024 180,537 Total primary government program revenues $ 364,519 $ 361,741 $ 336,451 $ 361,520 $ 378,980 $ 425,360 $ 366,456 $ 388,746 $ 175,879 $ 419,411 Expenses Governmental Activities: General Government $ 127,826 $ 139,504 $ 141,045 $ 139,980 $ 140,573 $ 178,047 $ 117,064 $ 111,713 $ 33,404 $ 121,182 Community Development 39,235 56,751 45,910 48,658 44,194 54,316 45,274 49,744 25,076 10,227 Parks and Recreation 39,438 40,848 42,069 44,616 42,345 51,298 42,419 44,615 25,399 50,777 Public Safety 218,576 224,724 235,945 247,924 253,413 254,720 242,159 248,347 128,138 231,273 Transportation and Engineering 26,472 37,271 37,734 37,965 42,361 46,805 34,121 58,483 11,671 59,372 Transit Systems 37,712 41,950 43,814 45,389 46,537 40,398 41,746 45,047 23,976 48,877 Public Services 48,125 47,268 53,166 60,227 48,987 60,920 57,415 46,287 28,611 60,855 Public Health 44,809 44,227 43,367 45,703 48,017 58,940 47,862 43,197 26,279 50,068 Interest on long-term debt 21,767 18,789 19,034 21,276 22,180 22,865 23,004 23,806 11,957 18,399 Total governmental activities expenses 603,960 651,332 662,084 691,738 688,607 768,309 651,064 671,239 314,511 651,030 Business-type activities Water Works 99,895 99,177 108,314 113,804 117,007 132,531 119,423 116,368 64,130 123,599 Parking Facilities 8,637 9,118 10,397 8,969 8,831 9,605 8,807 11,765 4,296 12,173 Convention Center 6,809 10,359 14,588 18,372 14,605 15,424 15,484 14,617 6,964 12,625 General Aviation 2,032 2,160 2,319 2,753 2,529 2,864 2,729 2,110 1,120 2,503 Municipal Golf 6,266 6,179 6,428 6,369 6,141 6,258 7,313 6,291 3,318 6,179 Stormwater Management 5,739 7,226 8,258 8,452 9,998 8,927 11,157 11,458 4,621 10,481 Total business-type activities expenses 129,378 134,219 150,304 158,719 159,111 175,609 164,913 162,609 84,449 167,560 Total primary government expenses $ 733,338 $ 785,551 $ 812,388 $ 850,457 $ 847,718 $ 943,918 $ 815,977 $ 833,848 $ 398,960 $ 818,590 Net (Expense)/Revenue Governmental activities $ (424,548) $ (450,259) $ (480,100) $ (487,128) $ (466,217) $ (531,920) $ (441,209) $ (453,342) $ (223,656) $ (412,156) Business-type activities 55,729 26,449 4,163 (1,809) (2,521) 13,362 (8,312) 8,240 575 12,977 Total Primary Government Net Expense (368,819) (423,810) (475,937) (488,937) (468,738) (518,558) (449,521) (445,102) (223,081) (399,179) Continued 216

City of Cincinnati, Ohio Financial Trends Information Schedule 2 Changes in Net Assets(Position) Last Ten Fiscal Period (Amounts in Thousands) (Continued) Fiscal Period 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 General Revenues and Other Changes in Net Assets(Position) Governmental activities: Tax Property taxes $ 67,816 $ 79,996 $ 75,393 $ 75,062 $ 80,153 $ 51,509 $ 53,335 $ 50,310 $ 23,730 $ 58,714 Income taxes 297,583 305,254 304,466 319,565 299,778 297,636 325,089 319,317 159,275 351,262 Admission taxes 3,691 4,494 4,309 4,570 4,028 4,174 4,450 4,616 1,720 5,278 Occupancy Tax 1,909 1,874 2,131 2,222 1,884 2,007 2,270 2,330 1,092 2,705 Shared Revenues 67,304 63,412 67,927 73,079 60,320 64,714 62,012 57,438 14,817 50,004 Unrestricted Investment earnings 12,234 20,344 20,311 19,363 14,461 10,861 9,407 5,931 (2,963) 10,484 Miscellaneous 206 55 127 699 1,350 27,380 31,844 31,370 17,474 41,044 Special Item - Gain on Sale of Property 16,543 14,000 Transfers between governmental and business-type activities (3,985) (701) 3,500 2,726 202 (76) (571) 100 (1,051) 1,140 Total governmental activities 446,758 474,728 494,707 497,286 462,176 458,205 501,836 471,412 214,094 520,631 Business-type activities: Tax Occupancy taxes 1,230 1,046 1,274 1,287 1,187 1,234 1,394 1,419 836 1,640 Unrestricted Investment earnings 4,176 7,278 8,380 6,320 3,662 4,969 4,515 3,976 (449) 4,443 Miscellaneous 3,943 4,308 3,819 2,455 2,494 2,041 1,486 3,294 4,301 3,057 Special Item (978) (4,785) Transfers between governmental and business-type activities 3,985 701 3,500 (2,726) (202) 76 571 (100) 1,051 (1,140) Total business-type activities 13,334 13,333 16,973 6,358 7,141 8,320 3,181 8,589 5,739 8,000 Total Primary Governmental Activities 460,092 488,061 511,680 503,644 469,317 466,525 505,017 480,001 219,833 528,631 Change in Net Assets (Position) Governmental activities $ 22,210 $ 24,469 $ 14,607 $ 10,158 $ (4,041) $ (73,715) $ 60,627 $ 18,070 $ (9,562) $ 108,475 Business-type activities 69,063 39,782 21,136 4,549 4,620 21,682 (5,131) 16,829 6,314 20,977 Total Primary Governmental Activities $ 91,273 $ 64,251 $ 35,743 $ 14,707 $ 579 $ (52,033) $ 55,496 $ 34,899 $ (3,248) $ 129,452 Note: In 2011, the Retirement beginning paying the presciption drug benfits for retirees directly instead of through the Self-Insured Medical Fund, resulting in a decrease in General Government Charges for Services, offset by a decrease in General Government Expenditures. Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 140,000 120,000 100,000 80,000 60,000 40,000 20,000 - (20,000) (40,000) (60,000) (80,000) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Change in Net Assets(Position) from Business Activities Change in Net Assets(Position)from Governmental Activities 217

City of Cincinnati Financial Trends Information Schedule 3 Fund Balances, Governmental Funds Last Ten Fiscal Periods (Amounts in Thousands) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 General Fund Nonspendable $ 5,790 $ 3,726 $ 4,063 $ 6,415 $ 4,025 $ 2,304 Reserved $ 15,229 $ 13,712 $ 17,406 $ 13,226 Unreserved 55,994 57,392 56,058 53,471 Unrestricted: Committed 12,885 8,295 5,287 6,828 7,177 7,793 Assigned 36,106 27,316 24,975 24,548 22,561 6,620 Unassigned - - - - 35,214 46,017 65,481 61,915 52,545 64,778 Total General Fund 71,223 71,104 73,464 66,697 89,995 85,354 99,806 99,706 86,308 81,495 Capital Projects Fund Nonspendable 17,213 15,962 898 903 837 797 Reserved 72,364 66,454 67,052 103,682 Restricted 118,630 109,561 125,603 160,798 134,339 137,284 Unreserved 94,921 94,446 109,614 105,996 Unrestricted: Committed 15,764 Assigned 31,550 Unassigned - - - - - - - - - - Total Capital Projects Fund 167,285 160,900 176,666 209,678 183,157 125,523 126,501 161,701 135,176 138,081 Debt Service Fund Nonspendable 10,000 Reserved 44,780 51,256 55,545 65,660 Restricted 73,137 50,548 81,090 76,846 90,078 105,704 Unreserved 1,425 Unrestricted: Committed Assigned Unassigned - - - - - - - - - - Total Debt Service Fund 44,780 51,256 55,545 67,085 73,137 60,548 81,090 76,846 90,078 105,704 All Other Governmental Funds Nonspendable 3,447 3,274 2,645 2,655 2,658 2,713 Reserved 41,709 45,472 40,850 45,987 Restricted 52,111 98,085 117,086 93,966 83,277 86,125 Unreserved 31,275 31,898 36,644 35,684 Unrestricted: Committed 503 18,021 13,171 13,642 17,218 Assigned 24,587 18,447 Unassigned - - - - (1,581) - (1,748) (1,024) (2,841) (1,025) Total Other Governmental Funds 72,984 77,370 77,494 81,671 78,564 120,309 136,004 108,768 96,736 105,031 Total Fund Balance, Governmental Funds $ 356,272 $ 360,630 $ 383,169 $ 425,131 $ 424,853 $ 391,734 $ 443,401 $ 447,021 $ 408,298 $ 430,311 Estimated Liability for Compensated Absences $ 7,624 $ 7,923 $ 8,340 $ 8,683 $ 10,623 $ 1,065 $ 1,048 $ (3,448) $ 5,707 $ (1,317) Notes: In 2004 a reserve of fund balance was created for the Estimated Liability for Compensated Absences. In prior years this amount has been included in the liability section of the financial statements. Prior years have been restated. In 2009 GASB 54 was implemented which eliminated the reserved and unreserved classifications and replaced them with Nonspendable, Restricted and Unrestricted. Within the Unrestricted category three classifications of fund balance were created. They are Committed, Assigned and Unassigned. The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 218

City of Cincinnati Financial Trends Information Schedule 4 Changes in Fund Balances, Governmental Funds Last Ten Fiscal Periods (Amounts in Thousands) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Revenues Taxes $ 357,636 $ 384,108 $ 392,302 $ 398,520 $ 386,846 $ 359,559 $ 377,508 $ 379,467 $ 190,262 $ 409,624 Licenses and Permits 10,449 10,917 11,516 11,302 12,045 11,218 11,313 10,624 6,071 14,041 Use of Money and Property 37,413 46,741 52,347 45,223 41,409 43,935 38,047 37,099 13,488 44,781 Special Assessments 4,183 4,048 4,257 4,327 4,383 5,416 4,993 5,058 3,128 6,061 Intergovernmental Revenue 75,976 67,800 69,001 77,737 71,514 75,139 71,506 90,255 29,442 55,963 Federal Grants 33,723 56,410 41,806 32,613 48,155 60,328 62,508 65,729 30,728 69,829 State Grants and Subsidies 3,283 7,545 4,429 22,584 10,461 14,738 17,824 10,550 7,233 9,384 Charges for Current Services 27,441 29,979 31,448 32,326 34,066 35,015 35,007 37,738 18,461 40,675 Miscellaneous 14,460 6,908 6,584 5,744 13,216 35,753 35,419 34,839 18,791 47,628 Total Revenue 564,564 614,456 613,690 630,376 622,095 641,101 654,125 671,359 317,604 697,986 Expenditures Current General Government 46,751 49,555 51,621 51,828 65,161 62,296 64,982 65,969 42,632 92,091 Community Development 10,283 9,575 8,934 13,087 11,418 10,553 8,386 8,351 3,854 12,928 Parks and Recreation 28,360 30,626 30,746 30,037 28,864 28,324 26,048 28,133 13,959 35,930 Public Safety 154,319 168,514 171,533 180,415 180,917 177,738 177,432 176,453 84,797 229,607 Transportation and Engineering 7,386 7,586 8,422 7,194 8,222 7,488 6,241 7,671 3,851 9,216 Transit System 37,672 41,950 43,820 45,389 46,537 40,398 41,746 45,047 23,976 48,877 Public Services 33,724 33,529 38,371 39,754 33,549 35,514 28,887 27,834 15,573 40,661 Public Health 34,225 34,752 33,461 32,235 34,275 33,898 30,203 31,397 15,742 44,464 Employee Benefits 72,318 77,996 84,415 81,588 84,487 92,418 94,932 102,874 53,084 Capital Outlay 96,133 152,032 114,358 130,585 142,571 171,810 144,866 205,251 86,988 186,742 Debt Services: Principal Retirement 35,514 50,581 53,079 34,398 41,852 38,338 40,869 44,888 708 59,635 Interest 18,054 18,878 19,298 21,006 21,878 22,878 22,670 23,885 12,020 20,812 Bond Issuance Cost 679 389 1,059 1,403 1,070 556 850 1,193-900 219 Total Expenditures 575,418 675,963 659,117 668,919 700,801 722,209 688,112 768,946 357,184 781,863 Excess(Deficiency of Revenues over(under) Expenditures (10,854) (61,507) (45,427) (38,543) (78,706) (81,108) (33,987) (97,587) (39,580) (83,877) Other Financing Sources (Uses) General Obligation Bonds and Notes Issued 44,431 61,190 50,500 41,600 64,250 47,027 49,000 89,155 94,721 Refunding Bonds Issued 40,470 6,087 52,005 5,080 10,305 19,000 49,025 42,045 Payment to Refunded Bonds Escrow Agent (40,292) (54,308) (4,800) (10,810) (20,683) (54,571) (46,959) State Loans Received 2,300 Capital Lease Agreements Revenue Bonds Issued 9,995 35,280 12,770 21,000 Premium on Bonds Issued 1,021 720 3,524 1,133 1,279 1,661 3,869 17,670 16,309 Discount on Revenue Bonds (554) (31) (180) Operating Transfers In 39,280 48,532 85,980 130,747 80,441 81,621 74,290 115,744 19,985 101,424 Operating Transfers(Out) (43,293) (50,664) (82,030) (127,701) (80,561) (81,815) (74,642) (114,796) (19,128) (101,650) Total Other Financing Sources(Uses) 41,617 65,865 67,966 80,505 78,428 47,989 71,654 102,227 857 105,890 Special Item 14,000 Net change in fund balances $ 30,763 $ 4,358 $ 22,539 $ 41,962 $ (278) $ (33,119) $ 51,667 $ 4,640 $ (38,723) $ 22,013 Capitalized Assets $ 70,581 $ 73,029 $ 81,589 $ 89,910 $ 124,870 $ 108,294 $ 112,357 $ 141,071 $ 79,205 $ 88,689 Debt services as a Percentage of Noncapital Expenditures 10.75% 11.58% 12.72% 9.81% 11.25% 10.06% 11.18% 11.14% 4.58% 11.74% Note: Capitalized Asset amount is from Footnote 14, Governmental Asset Additions. Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. Note: Beginning in fiscal year 2014 Employee Beneits are expensed at the program level.

City of Cincinnati Financial Trends Information Schedule 5 Program Revenues by Function Last Ten Fiscal Periods (Amounts in Thousands) Program Revenue 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Function/Program Governmental Activities: General Government $ 94,598 $ 100,473 $ 110,447 $ 103,886 $ 110,673 $ 111,773 $ 90,913 $ 69,143 $ 23,079 $ 65,264 Community Development 32,316 39,478 25,617 25,404 31,580 43,336 36,005 45,061 18,610 64,039 Parks and Recreation 7,655 10,897 9,832 13,888 9,358 12,601 9,447 9,295 5,361 12,171 Public Safety 15,997 31,978 17,649 21,909 26,464 27,654 35,241 30,243 13,150 34,914 Transportation and Engineering 11,232 1,608 253 18,842 19,382 15,828 17,007 41,236 17,796 35,199 Transit System Enterprise Services Public Services 2,326 2,036 2,296 4,968 5,781 4,812 1,409 3,304 1,358 3,161 Public Health 15,288 14,603 15,890 15,713 19,152 20,385 19,833 19,615 11,501 24,126 Subtotal governmental activities program revenue 179,412 201,073 181,984 204,610 222,390 236,389 209,855 217,897 90,855 238,874 Business-type activities Water Works 113,153 106,703 122,429 122,327 125,081 126,482 122,738 135,871 65,142 141,637 Parking Facilities 8,827 8,218 8,610 8,822 8,868 9,520 10,535 10,402 5,766 13,467 Convention Center 48,064 29,101 6,209 7,505 5,236 6,764 7,513 6,788 4,221 6,693 General Aviation 2,051 1,987 1,983 2,103 2,191 2,042 2,133 2,112 1,444 2,043 Municipal Golf 5,949 7,429 6,511 6,776 6,458 6,367 5,270 5,990 2,760 5,392 Stormwater Management 7,063 7,230 8,725 9,377 8,756 37,796 8,412 9,686 5,691 11,305 Subtotal business-type activities program revenues 185,107 160,668 154,467 156,910 156,590 188,971 156,601 170,849 85,024 180,537 Total primary government program revenues $ 364,519 $ 361,741 $ 336,451 $ 361,520 $ 378,980 $ 425,360 $ 366,456 $ 388,746 $ 175,879 $ 419,411 Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 450,000 400,000 350,000 300,000 250,000 200,000 150,000 100,000 50,000-2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Revenue from Govt Activities Revenue from Business Activities 220

City of Cincinnati Financial Trends Information Schedule 6 Total Revenue by Source, Governmental Funds Last Ten Fiscal Periods (Amounts in Thousands) Licenses Use of Inter- Grants Charges Fiscal and Money and Special Governmental and for Current Year Taxes Permits Property Assessments Revenues Subsidies Services Misc Total 2005 $ 357,636 $ 10,449 $ 37,413 $ 4,183 $ 75,976 $ 37,006 $ 27,441 $ 14,460 $ 564,564 2006 384,108 10,917 46,741 4,048 67,800 63,955 29,979 6,908 614,456 2007 392,302 11,516 52,347 4,257 69,001 46,235 31,448 6,584 613,690 2008 398,520 11,302 45,223 4,327 77,737 55,197 32,326 5,744 630,376 2009 386,846 12,045 41,409 4,383 71,514 58,616 34,066 13,216 622,095 2010 359,559 11,218 43,935 5,416 75,139 75,066 35,015 35,753 641,101 2011 377,508 11,313 38,047 4,993 71,506 80,332 35,007 35,419 654,125 2012 379,467 10,624 37,099 5,058 90,255 76,279 37,738 34,839 671,359 2013 190,262 6,071 13,488 3,128 29,442 37,961 18,461 18,791 317,604 2014 409,624 14,041 44,781 6,061 55,963 79,213 40,675 47,628 697,986 Change 2005-2014 14.5% 34.4% 19.7% 44.9% -26.3% 114.1% 48.2% 229.4% 23.6% City of Cincinnati Tax Revenues by Source, Governmental Funds Last Ten Fiscal Periods (Amounts in Thousands) Fiscal Income Property Admissions Occupancy Tax Year Tax Tax Tax Tax Revenue 2005 $ 285,116 $ 66,956 $ 3,673 $ 1,891 $ 357,636 2006 298,603 79,138 4,493 1,874 384,108 2007 311,327 74,534 4,310 2,131 392,302 2008 317,532 74,196 4,570 2,222 398,520 2009 303,685 77,250 4,027 1,884 386,846 2010 302,307 51,070 4,175 2,007 359,559 2011 317,453 53,335 4,450 2,270 377,508 2012 322,526 49,995 4,616 2,330 379,467 2013 166,137 21,314 1,719 1,092 190,262 2014 344,688 56,953 5,278 2,705 409,624 Governmental Revenue 2014 (Amounts in Thousands) 14,041 6,061 44,781 55,963 409,624 79,213 40,675 47,628 Taxes Licenses and Permits Use of Money and Property Use of Special Assessments Inter- Governmental Revenues Grants and Subsidies Charges for Current Services Misc Change 2005-2014 20.9% -14.9% 43.7% 43.0% 14.5% (1) Property Taxes include TIF service payments until 2010. TIF service payments are now in Miscellaneous Revenue (2) The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 221

City of Cincinnati Revenue Capacity Schedule 1 Income Tax Revenue Base and Collections Cash Basis Last Ten Fiscal Periods (Amounts in Thousands) Tax % % % Gross Net Year Individual Total Business Total Withholding Total Receipts Refunds Receipts 2005 $ 16,226 5.5% $ 38,407 13.0% $ 240,200 81.5% $ 294,833 9,184 $ 285,649 2006 17,984 5.7% 46,714 14.8% 251,446 79.5% 316,144 11,848 304,296 2007 16,206 5.1% 44,812 14.0% 258,136 80.9% 319,154 13,155 305,999 2008 17,414 5.2% 51,676 15.5% 264,806 79.3% 333,896 12,660 321,236 2009 16,789 5.3% 43,743 13.8% 257,088 80.9% 317,620 14,608 303,012 2010 15,981 5.1% 40,236 12.7% 259,652 82.2% 315,869 12,955 302,914 2011 17,855 5.4% 42,898 13.0% 268,318 81.5% 329,071 12,721 316,350 2012 17,705 5.3% 38,315 11.4% 278,910 83.3% 334,930 12,194 322,736 2013 12,819 6.9% 27,582 14.9% 144,553 78.2% 184,954 11,707 173,247 2014 22,225 6.3% 48,234 13.6% 284,804 80.2% 355,263 14,273 340,990 100% 80% 60% 40% 20% 0% 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Withholdings Business Individual Note: 1. The income tax rate is 2.1%. 2. Minor differences between net receipts and Non-GAAP receipts are due to processing of City employee withholdings. 3. The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. Source: Cincinnati Income Tax Division 222

City of Cincinnati Revenue Capacity Schedule 2 Income Tax Revenues GAAP and NonGAAP Last Ten Fiscal Periods (Amounts in Thousands) Non GAAP Budgetary Basis Permanent % General Transit Infrastructure Improvement Inc(Dec) Year Fund Fund Fund Fund Total PriorYr 2005 $ 210,536 $ 40,749 $ 13,583 $ 20,375 $ 285,243 8.85% 2006 219,000 43,149 14,383 25,512 302,044 5.89% 2007 225,008 43,840 14,614 23,421 306,883 1.60% 2008 231,758 45,821 15,274 27,898 320,751 4.52% 2009 223,800 43,316 14,439 21,658 303,213-5.47% 2010 222,497 43,064 14,355 21,532 301,448-0.58% 2011 233,752 45,242 15,081 22,621 316,696 5.06% 2012 238,210 46,105 15,368 23,053 322,736 1.91% 2013 127,873 24,749 8,250 12,375 173,247-46.32% 2014 251,683 48,713 16,238 24,356 340,990 96.82% GAAP Basis Permanent % General Transit Infrastructure Improvement Inc(Dec) Year Fund Fund Fund Fund Total PriorYr 2005 $ 210,415 $ 40,726 $ 13,575 $ 20,364 $ 285,080 6.64% 2006 216,323 42,631 14,210 25,439 298,603 4.74% 2007 226,704 44,168 14,723 25,732 311,327 4.26% 2008 229,381 45,362 15,121 27,668 317,532 1.99% 2009 222,942 43,150 14,383 23,210 303,685-4.36% 2010 223,130 43,187 14,396 21,594 302,307307-0.45% 2011 234,311 45,350 15,117 22,675 317,453 5.01% 2012 238,054 46,075 15,359 23,038 322,526 1.60% 2013 122,624 23,734 7,912 11,867 166,137-48.49% 2014 254,413 49,241 16,414 24,620 344,688 107.47% Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. Tax Revenue Collection by Fiscal Period GAAP Basis $400,000 $350,000 $300,000 $250,000 $200,000 $150,000 $100,000 $50,000 $- 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 223

Assessed Valuations Tangible Direct Public Utility Personal Tax Year Real Property Property Property Total Rate 2005 $ 4,836,981,760 $ 319,434,990 $ 542,827,280 $ 5,699,244,030 10.34 2006 5,507,516,440 324,806,710 412,447,200 6,244,770,350 10.19 2007 5,522,872,120 312,711,570 337,541,870 6,173,125,560 9.93 2008 5,523,140,570 259,754,620 182,812,120 5,965,707,310 9.89 2009 5,647,647,630 258,279,260 28,684,610 5,934,611,500 9.89 2010 5,653,703,070 270,947,630 15,462,590 5,940,113,290 9.82 2011 5,548,127,850 279,408,310-5,827,536,160 10.07 2012 5,047,722,430 295,612,690-5,343,335,120 10.50 2013 4,960,616,820 313,437,020-5,274,053,840 10.85 2014 4,946,475,290 385,238,120-5,331,713,410 12.20 The current assessed valuation for 2014 is computed at approximately the following percentages of estimated true value: real property - 35%; public utilities, tangible personal property machinery and equipment, and inventory - various. For real property, the estimated true values for the last ten years are computed as follows: Year City of Cincinnati Revenue Capacity Schedule 3 Assessed Valuations and Estimated True Values Last Ten Fiscal Periods Estimated True Values 2005 $ 13,819,947,886 2010 $ 16,486,235,333 2006 15,735,761,257 2011 16,131,202,167 2007 15,779,634,629 2012 15,266,671,771 2008 15,780,401,629 2013 15,068,725,257 2009 16,509,153,786 2014 15,233,466,886 For public utility property and tangible personal property, the City is not able to calculate estimated true values for the last ten years because the tangible personal property components (machinery and equipment, and business inventory) have been assessed over the years at different percentages. Collection Year Agricultural Commercial Industrial Residential Utilities 2008 $ 1,406,310 $ 1,773,319,530 $ 266,653,080 $ 3,479,281,690 $ 2,479,960 2009 1,316,280 1,833,163,370 276,872,310 3,530,713,210 5,577,460 2010 1,855,360 1,863,856,900 276,902,230 3,504,843,770 6,244,810 2011 1,775,390 1,795,046,310 268,871,190 3,476,195,560 6,239,400 2012 1,246,130 1,704,687,600 259,975,110 3,075,226,390 6,587,200 2013 1,056,000 1,635,350,450 261,206,740 3,055,938,780 7,064,850 Year City of Cincinnati Revenue Capacity Schedule 4 Real Property Assessed Valuation By Type of Property Last Six Collection Years Estimated True Values Note: Rates are expressed as dollars of tax per thousand dollars of taxable valuation. Source: Hamilton County Auditor's Office 224

Residential Commercial City Levy School County Total Effective Effective Year Year General Fund Debt Service Levy Levy Levy Millage Millage 2004 for 2005 4.98 5.36 60.83 21.06 92.23 64.21 71.87 2005 for 2006 4.83 5.36 59.77 20.81 90.77 57.61 68.60 2006 for 2007 4.57 5.36 59.37 20.18 89.48 56.94 67.99 2007 for 2008 4.53 5.36 59.67 20.56 90.12 57.57 68.69 2008 for 2009 4.53 5.36 67.95 20.63 98.47 65.70 76.08 2009 for 2010 4.46 5.36 67.87 21.48 99.17 66.66 77.44 2010 for 2011 4.60 5.47 68.54 21.48 100.09 67.82 79.88 2011 for 2012 4.60 5.90 70.76 20.06 101.32 73.68 84.72 2012 for 2013 4.60 6.25 71.34 21.06 103.25 74.81 86.34 2013 for 2014 5.70 6.50 71.49 21.06 104.75 76.51 88.19 Note: Rates are expressed as dollars of tax per thousand dollars of taxable valuation. Source: Hamilton County Auditor's Office City of Cincinnati Revenue Capacity Schedule 5 Property Tax Rates - Direct and Overlapping Governments Last Ten Fiscal Periods 2013 2004 Percentage Percentage Taxable of Total Taxable of Total Assessed Assessed Assessed Assessed Taxpayer Value Rank Value Value Rank Value Duke Energy (aka Cinergy $ 351,228,450 1 6.66% $ 233,055,770 1 4.09% The Procter and Gamble C 54,186,250 2 1.01% 88,123,540 2 1.55% Emery Realty 26,646,190 3 0.50% Fifth Third Bank 23,923,290 4 0.45% 27,125,000 5 0.48% OTR 21,525,000 5 0.40% Columbia Development 20,448,030 6 0.38% 66,074,800 3 1.16% Regency Centers LP 17,937,490 7 0.34% 22,802,930 8 0.40% Hertz Center 14,000,000 8 0.26% Fifth Third Central Ohio 13,053,470 9 0.24% 20,491,170 9 0.36% Western Southern Life 12,023,470 10 0.23% Emery Realty 31,255,000 4 0.55% Prudential Insurance 26,337,500 6 0.46% Kroger Company 23,296,890 7 0.41% Total $ 554,971,640 10.47% 515,265,710 9.46% Total Assessed Value $ 5,274,053,840 City of Cincinnati Revenue Capacity Schedule 6 Principal Property Taxpayers Prior Calendar Year and Nine Years Ago Source: Hamilton County Auditors' Office Note: 1. Assessed Valuation is based on both the personal and real property valuation of the largest property holder in the city. 2. The total assessed valuation figure is the 2013 valuation for 2014 real property tax collections. 225

City of Cincinnati Revenue Capacity Schedule 7 Property Tax Levy and Collections Last Ten Fiscal Periods (in thousands) Percentage Percentage of Current of Total Net Current Collections Prior Year Total Collections Year Tax Levy Collections to Net Levy Collections Collections to Net Levy 2005 $ 60,536 $ 56,162 92.77% $ 2,696 $ 58,858 97.23% 2006 64,591 59,744 92.50% 3,279 63,023 97.57% 2007 62,614 57,087 91.17% 3,148 60,235 96.20% 2008 60,231 55,389 91.96% 2,978 58,367 96.91% 2009 59,803 54,390 90.95% 2,956 57,346 95.89% 2010 58,408 52,764 90.34% 2,769 55,533 95.08% 2011 59,552 54,285 91.16% 3,389 57,674 96.85% 2012 50,382 46,897 93.08% 3,123 50,020 99.28% 2013 51,887 48,849 90.29% 2,494 51,343 98.95% 2014 59,073 55,525 93.99% 2,548 58,073 98.31% Note 1: Collections (2006-2014) have been reduced for State reimbursements of personal property tax that had been included in prior year amounts. These amounts are included in intergovernmental revenues. Note 2: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. All Property tax collections are due before June 30th. 226

City of Cincinnati Revenue Capacity Schedule 8 Water Works Top Ten Retail Customer Data For The Year Ended June 30, 2014 TOTAL TOTAL RANK NAME OF CUSTOMER CONSUMPTION, CONSUMPTION, PERCENT OF PERCENT OF HUNDREDS OF THOUSANDS TOTAL TOTAL TOTAL CUBIC FEET OF GALLONS CONSUMPTION CHARGES CHARGES 1 University of Cincinnati 678,447 507,478 1.38% $ 984,430 0.76% 2 Cincinnati Renewable Fuels 665,599 497,868 1.36% $ 129,915 0.10% 3 Cognis Corporation 513,831 384,346 1.05% $ 907,572 0.70% 4 Children's Hospital 327,757 245,162 0.67% $ 546,362 0.42% 5 Procter and Gamble 217,460 162,660 0.44% $ 360,061 0.28% 6 Coca Cola 217,359 162,585 0.44% $ 361,603 0.28% 7 Samuel Adams Brewing 180,566 135,063 0.37% $ 300,085 0.23% 8 Givaudan Flavor 165,695 123,940 0.34% $ 275,754 0.21% 9 John Morrell Co 157,690 117,952 0.32% $ 331,385 0.25% 10 Cinergy Solutions 151,618 113,410 0.31% $ 315,650 0.24% Total - Top Ten Retail Users 3,276,022 2,450,464 6.68% $4,512,817 3.47% TOTAL - Top 75 Users 18,580,954 13,898,554 37.90% $31,402,985 24.16% TOTAL - System 49,021,929 36,668,403 100.00% $129,978,291 100.00% Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 227

City of Cincinnati Revenue Capacity Schedule 9 Water Works Historical and Projected Water System Pumpage System's Maximum Rated Pumpage Daily Pumpage Total Average Day Maximum Day Capacity as % of Year Pumpage (MG's) MGD MGD MGD Capacity 2005 50,246.239 137.7 213.8 255 83.84% 2006 47,990.075 131.5 211.5 260 81.35% 2007 53,410.400 146.3 229.5 260 88.27% 2008 49,566.720 135.4 220.6 260 84.85% 2009 45,554.620 124.8 169.3 260 65.12% 2010 47,328.971 129.7 188.6 260 72.54% 2011 44,396.749 121.6 206.3 260 79.36% 2012 45,233.283 123.6 230.3 260 88.56% 2013 20,559.715 113.6 168.6 260 64.85% 2014 43,838.631 120.1 157.4 260 60.54% MG - Million Gallons MGD - Million Gallons per Day City of Cincinnati Revenue Capacity Schedule 10 Water Works Accounts Receivable Year Net Water Sales Cash Collected During Year for Current & Prior Year's Sales Percentage of Sales Collected 2005 $ 93,542,902 $ 92,994,903 99.41% 2006 93,746,893 92,171,945 98.32% 2007 108,648,659 107,857,042 99.27% 2008 110,122,765 109,451,016 99.39% 2009 108,648,959 107,855,822 99.27% 2010 113,698,642 112,744,685 99.16% 2011 107,523,801 107,944,056 100.39% 2012 120,698,632 119,918,322 99.35% 2013 54,935,164 53,572,641 97.52% 2014 121,681,377 120,831,281 99.30% $ 1,033,247,794 $ 1,025,341,713 99.23% Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 228

City of Cincinnati Debt Capacity Information Schedule 1 Ratios of Outstanding Debt by Type Last Ten Fiscal Periods (Amount in Thousands) General General Total Outstanding % of Per Capita Debt to Fiscal Obligation Obligation Revenue Revenue Notes Capital Outstanding Debt per Personal Net Asset Year Bonds Notes Bonds Notes Payable Loans Leases Debt Capita (Actual) Income Ratio Governmental Activities 2005 $ 320,278 $ 9,930 $ 33,449 $ 3,000 $ 60 $ 366,717 $ 1,155.52 3.2% 2.24 2006 340,640 6,050 30,595 6,087 28 383,400 1,208.09 3.2% 2.20 2007 352,955 8,268 38,115 7,380 $ 3,374 471 410,563 1,235.70 3.2% 2.10 2008 363,120 12,800 70,825 2,550 3,220 247 452,762 1,361.86 3.5% 1.93 2009 389,680 4,490 80,140 3,029 501 477,840 1,437.29 3.8% 1.82 2010 401,597 22,500 77,000 2,847 460 504,404 1,698.66 4.3% 1.58 2011 411,574 17,000 95,715 2,636 353 527,278 1,775.69 4.6% 1.62 2012 481,313 34,595 93,946 7,500 $ 12,887 2,425 284 632,950 2,136.73 5.3% 1.40 2013 480,958 69,275 93,418 7,500 12,817 2,320 200 666,488 2,247.47 N/A 1.32 2014 542,311 51,050 78,553 20,750 11,952 2,138 121 706,875 2,375.91 N/A 1.39 Business-Type Activities 2005 $ 33,567 $ 7,747 $ 295,645 $ 1,905 $ 338,864 $ 1,067.76 3.0% 2.32 2006 25,170 7,874 284,600 3,114 320,758 1,010.70 2.7% 2.58 2007 17,635 346,255 12,868 $ 181 376,939 1,134.50 3.0% 2.23 2008 15,470 332,635 12,622 268 360,995 1,085.84 2.8% 2.34 2009 13,155 6,250 415,965 12,190 284 447,844 1,347.07 3.5% 1.90 2010 20,068 401,100 8,271 190 429,629 1,446.84 3.6% 2.03 2011 16,871 448,865 10,321 120 476,177 1,603.60 4.1% 1.82 2012 13,707 519,060 17,790 1,835 552,392 1,864.78 4.7% 1.60 2013 13,705 518,092 30,445 1,685 563,927 1,901.63 N/A 1.57 2014 10,407 496,570 39,920 1,501 548,398 1,843.25 N/A 1.65 Total Primary Governmental Activiites 2005 $ 353,845 $ 17,677 $ 329,094 $ 3,000 $ 1,905 $ 60 $ 705,581 $ 2,129.80 6.0% 2.28 2006 365,810 13,924 315,195 6,087 3,114 28 704,158 2,218.79 5.9% 2.37 2007 370,590 8,268 384,370 7,380 16,242 652 787,502 2,481.41 6.5% 2.16 2008 378,590 12,800 403,460 2,550 15,842 515 813,757 2,449.22 6.3% 2.11 2009 402,835 10,740 496,105-15,219 785 925,684 2,784.36 7.3% 1.86 2010 421,665 22,500 478,100 11,118 650 934,033 2,809.48 7.1% 1.79 2011 428,445 17,000 544,580 12,957 473 1,003,455 3,379.28 8.7% 1.72 2012 495,020 34,595 613,006 7,500 $ 12,887 20,215 2,119 1,185,342 3,991.82 10.0% 1.49 2013 494,663 69,275 611,510 7,500 12,817 32,765 1,885 1,230,415 4,149.10 N/A 1.43 2014 552,718 51,050 575,123 20,750 11,952 42,058 1,622 1,255,273 4,219.16 N/A 1.51 Note: The City of Cincinnati Changed Fiscal Year in 2013. The information for the 2013 Fiscal Year represents six months of information for the period ending June 30, 2013. 229

Year City of Cincinnati Debt Capacity Information Schedule 2 Ratio of Net General Bonded Debt To Assessed Value and Net Bonded Debt Per Capital Last Ten Years Net Bonded Debt Population (Note 1) Assessed Value (Note 2) Ratio of Net Bonded Debt To Assessed Value Net Bonded Debt per Capita 2005 195,355,794 5,699,244,030 317,361 3.43% 616 2006 196,217,743 6,244,770,350 317,361 3.14% 618 2007 198,642,767 6,173,125,560 332,252 3.22% 598 2008 267,007,624 5,937,230,230 332,458 4.50% 803 2009 274,026,733 5,934,611,500 332,458 4.62% 824 2010 294,180,000 5,940,113,290 332,252 4.95% 885 2011 289,640,000 5,827,536,160 296,943 4.97% 975 2012 251,333,258 5,343,335,120 296,223 4.70% 848 2013 286,684,093 5,274,053,840 296,550 5.44% 967 2014 318,288,837 5,331,713,410 296,550 5.97% 1,073 Note 1 - Includes only the net general obligation debt that is tax supported. Note 2-2008 figures are based on Bureau of the Census data. City of Cincinnati Debt Capacity Information Schedule 3 Computation of Direct and Overlapping Debt June 30, 2014 Assessed Net General Net Tax Valuation Tax Supported Percent Supported (a) Debt Overlapping Overall Debt Direct: City Ctyof Cincinnati $ 5,331,713,410, 3, $ 318,288,837 88,83 100 % $ 318,288,837 88,83 Overlapping: Board of Education - Cincinnati City School District Hamilton County Subtotal 5,926,061,990 18,169,605,450 693,540,000 87,819,873 781,359,873 (b) 89.97% (a) 29.34% 623,982,085 25,769,981 649,752,066 Total $ 1,099,648,710 $ 968,040,903 (a) Source: Hamilton County Auditor's Office (b) Source: Cincinnati City School District Total Net Bonded Debt Outstanding at Year End 350,000,000 300,000,000 250,000,000 200,000,000 150,000,000 100,000,000 50,000,000-2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 230

City of Cincinnati Debt Capacity Information Schedule 4 Legal Debt Margin For the Fiscal Periods Overall Debt Limitation - 10-1/2 % of Assessed Valuation 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 $ 598,420,623 $ 657,615,564 $ 648,178,184 $ 626,399,268 623,134,208 623,711,895 611,891,297 561,050,188 553,797,707 551,003,031 Net Debt Within 10-1/2% Limitation 217,670,000 247,190,000 222,868,000 236,495,000 226,635,000 227,020,000 208,770,000 218,525,000 235,505,000 251,690,000 Legal Debt Margin Within 10-1/2% Limitation $ 380,750,623 $ 410,425,564 $ 425,310,184 $ 389,904,268 $ 396,499,208 $ 396,691,895 $ 403,121,297 $ 342,525,188 $ 318,292,707 $ 299,313,031 Net Debt Percentage of 10 1/2 % Limitation 36.37% 37.59% 34.38% 37.75% 36.37% 36.40% 34.12% 38.95% 42.53% 45.68% Unvoted Debt Limitation - 5-1/2% of Assessed Valuation 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 $ 313,458,422 $ 344,465,295 $ 339,521,906 $ 328,113,902 326,403,633 326,706,231 320,514,488 293,883,432 290,084,513 288,620,635 Net Debt Within 5-1/2% Limitation 217,670,000 247,190,000 222,868,000 236,495,000 226,635,000 227,020,000 208,770,000 218,525,000 235,505,000 251,690,000 Legal Debt Margin Within 5-1/2% Limitation $ 95,788,422 $ 97,275,295 $ 116,653,906 $ 91,618,902 $ 99,768,633 $ 99,686,231 $ 111,744,488 $ 75,358,432 $ 54,579,513 $ 36,930,635 Net Debt Percentage of 5 1/2 % Limitation 69.44% 71.76% 65.64% 72.08% 69.43% 69.49% 65.14% 74.36% 81.18% 87.20% 600,000,000 500,000,000 400,000,000 300,000,000 200,000,000 100,000,000-2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Outstanding Debt Legal Debt Margin - Unvoted Debt 231

City of Cincinnati Debt Service Capacity Schedule 5 Revenue Bonds Debt Service Coverage Last Ten Fiscal Years Economic Development Financing Bonds Water Works Bonds Fiscal Year Payment in Lieu Debt Service Water Works Debt Service of Taxes/Repay Loan Principal Interest Total Coverage Revenue Principal Interest Total Coverage 2005 4,848,086 2,288,000 1,995,000 4,283,000 1.13 105,797,000 7,240,000 11,174,000 18,414,000 2.18 2006 4,840,444 2,854,000 1,915,905 4,769,905 1.01 110,858,000 11,045,000 12,721,000 23,766,000 1.91 2007 4,796,765 2,475,000 1,782,231 4,257,231 1.13 127,995,000 11,475,000 13,082,000 24,557,000 2.24 2008 6,486,865 2,955,000 2,209,510 5,164,510 1.26 126,839,000 13,620,000 14,840,000 28,460,000 1.79 2009 9,953,193 3,070,000 2,050,209 5,120,209 1.94 120,504,000 14,000,000 15,797,000 29,797,000 1.46 2010 9,754,692 3,140,000 2,652,176 5,792,176 1.68 131,000,000 14,865,000 19,210,000 34,075,000 1.20 2011 11,402,482 2,285,000 3,886,719 6,171,719 1.85 120,682,000 11,840,000 20,624,000 32,464,000 1.51 2012 10,749,956 3,000,000 4,185,332 7,185,332 1.50 135,609,000 17,700,000 21,845,000 39,545,000 1.57 2013 5,545,377 425,000 1,720,059 2,145,059 2.59 68,947,000-12,005,000 12,005,000 2.49 2014 11,059,444 3,390,000 3,821,284 7,211,284 1.53 142,317,000 19,850,000 23,420,000 43,000 1.57 Includes: Urban Renewal Revenue Bonds, Series 1990A - One Gateway Project Economic Development Revenue Bonds, Series 1996 - Cincinnati Development Group LLC - Fountain Square West Project Economic Development Revenue Bonds, Series 1998 - Convention Place Mall Project - RSJJ Investments Limited Economic Development Revenue Bonds, Series 2002 - Saks Fifth Avenue Inc. & Race Street Development LTD Economic Development Revenue Bonds, Series 2003 - Convergys Corporation Project Economic Development Revenue Bonds, Series 2007 - Convergys Corporation Project Economic Development Revenue Bonds, Series 2008A - The Keystone Project Economic Development Revenue Bonds, Series 2008B - Baldwin 300 Project Economic Development Revenue Bonds, Series 2009B - Columbia Square Economic Development Revenue Bonds, Series 2007 - Madison Circle Economic Development Revenue Bonds, Series 2009 - Graeters Economic Development Revenue Bonds, Series 2011 - Usquare Economic Development Revenue Bonds, Series 2012A - Convergys Corporation Project The calculation of the revenue coverage ratio excludes Non-Cash Expenses for Depreciation and Accrued Pension and NPEO Liability for Water Works. Note: The City of Cincinnati changed fiscal year in 2013. The informatin for 2013 fiscal year represents six months of information for the period ending June 30, 2013. 232

City of Cincinnati Bond Retirement Fund Balance, Southern Railway Revenue and Capital Improvement Plan Debt Capacity Schedule 6 Last 5 Fiscal Years Bond Southern Retirement Railway Year Fund Balance Revenue 2010 $ 26,532,838 $ 19,551,307 2011 29,674,776 19,709,868 2012 38,203,547 20,189,606 2013* 51,179,093 10,094,803 2014 66,531,901 20,734,726 * The City of Cincinnati changed fiscal year in 2013. The information for 2013 fiscal year represents six months of information for the period ending June 30, 2013. Projected 5 year plan (Amounts in Thousands) 2013/2014** 2015 2016 2017 2018 Total CIP Budget $ 95,330 $ 53,050 $ 51,810 $ 51,000 $ 46,145 $ 297,335 Property Tax Supported Debt $ 42,900 $ 15,000 $ 15,000 $ 15,000 $ 15,000 $ 102,900 %Debt 45% 28% 29% 29% 33% 35% ** 2013/2014 includes stub period January through June 2013 and fiscal year 2014. 233

City of Cincinnati Debt Capacity Schedule 7 Water Works Historical Financial Operations (Dollars in Thousands) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Operating Revenue Total Operating Revenue $102,272 $105,059 $121,244 $121,302 $117,441 $123,443 $120,682 $135,382 $68,947 $142,317 Operating Expense: Personal Services 36,805 37,600 39,575 41,944 42,827 58,805 47,129 43,050 23,440 47,074 Contractual Services 8,963 7,328 8,530 9,660 9,249 8,628 8,329 7,766 3,999 8,417 Maintenance and Repair 3,223 3,135 4,550 4,115 3,704 3,980 4,536 3,813 1,863 4,825 Materials and Supplies 5,651 6,105 7,451 7,869 8,475 8,007 8,976 8,756 4,715 9,249 Utilities 9,270 9,752 11,639 11,287 10,821 11,427 7,530 7,732 4,037 8,881 Insurance 234 201 169 114 117 121 121 142 69 157 Taxes 46 48 2 0 1 6 3 5 2 11 Rent 931 1,037 823 1,057 1,256 1,302 1,252 2,211 662 1,428 Other 470 412 354 823 620 630 328 2,355 3,153 1,812 Depreciation and Amortization Expense 19,516 21,471 21,934 22,705 24,161 24,206 24,832 23,432 11,086 22,520 Amortization Mason Agreement 66-72 76 0 84 88 92 48 99 Bad Debt Expense - - - - Total Operating Expense 85,175 87,089 95,099 99,650 101,231 117,196 196 103,124 124 99,354 53,074 104,473 473 Operating Income $ 17,097 $ 17,970 $ 26,145 $ 21,652 $ 16,210 $ 8,091 $ 17,558 $ 36,030 $ 15,873 $ 37,844 Non-Operating Revenue (Expenses): Capital Contribution $14,464 $5,646 $4,935 $5,408 $9,704 $3,039 $3,304 $3,385 $302 $2,002 Gain (Loss) on Disposal of Fixed Assets (351) (628) (52) (1,338) (1,621) (1,320) (829) (838) (4) (1,910) Transfers In - - - - 131 (47) - (500) Interest Revenue 3,525 5,799 6,751 5,272 2,403 2,560 2,309 1,981 (1,020) 2,418 Build America Bond Subsidy 553 1,701 1,701 1,701 777 1,579 Interest Expense (12,155) (11,113) (12,359) (13,997) (13,525) (12,695) (14,909) (16,358) (9,823) (18,339) Total Non-Operating Revenue (Expense 5,483 (296) (725) (4,655) (2,486) (6,715) (8,293) (10,176) (9,768) (14,750) Net Income $22,580 $17,674 $25,420 $16,997 $13,724 $1,376 $9,265 $25,854 $6,105 $23,094 Note: The City of Cincinnati changed fiscal year in 2013. The informatin for 2013 fiscal year represents six months of information for the period ending June 30, 2013. 234

Greater Cincinnati Water Works Projected Operating Results Description 2015 2016 2017 $ $ $ Metered Water Sales Revenue Under Existing Rates 124,553,568 123,738,026 122,716,221 Indicated Revenue Increases (a) Revenue Month - Year Increase January 2011 0.00% 0 0 January 2012 8.50% 9,292,000 9,230,000 January 2014 5.50% 6,850,446 6,805,591 6,749,392 January 2015 6.00% 6,898,711 7,832,617 7,767,937 January 2016 7.00% 8,475,544 9,606,348 January 2017 7.00% 8,993,944 Total Increased Revenue 13,749,157 23,113,752 33,117,621 Total Metered Water Sales Revenue 138,302,725 146,851,778 155,833,842 Total Increased Revenue - CPI 3,255,978 3,321,097 3,387,519 Other Revenue 3,411,000 3,411,000 3,411,000 Billing Services 10,628,324 10,844,696 11,080,203 Construction Reimbursement Charges 342,633 342,633 342,633 Interest Income (b) 800,000 800,000 800,000 Total Revenue 156,740,660 165,571,204 174,855,197 Operating & Maintenance Expense (c) 88,306,449 91,290,162 94,380,111 Net Revenue Available for Debt Service 68,434,210 74,281,042 80,475,086 Series 2005A Revenue Bond Debt Service 32,938 32,938 32,938 Series 2007A Revenue Bond Debt Service 15,632,650 15,148,650 15,875,250 Series 2007B Revenue Bond Debt Service 5,164,438 5,162,400 5,165,600 Series 2009A Revenue Bond Debt Service 10,532,550 10,925,150 10,293,750 Series 2009B BAB Debt Service 4,860,614 4,860,614 4,860,614 Series 2011A Revenue Bond Debt Service 5,147,300 5,146,900 5,147,700 Series 2012A Revenue Bond Debt Service 3,989,244 3,988,144 3,992,394 Future Senior Lien Revenue Bond Debt Service (d) 3,465,000 5,421,112 10,216,112 Total Senior Lien Revenue Bond Debt Service 48,824,734 50,685,908 55,584,357 Series 2005B Revenue Bond Conversion Debt Service 1,500,000 1,500,000 1,500,001 Total Junior Lien Revenue Bond Debt Service 1,500,000 1,500,000 1,500,001 State of Ohio Issue 2 Money ($1M/20Yrs/0%)-2003 50,000 50,000 50,000 State of Ohio Issue 2 Money ($980K/20Yrs/0%)-2004 49,000 49,000 49,000 State of Ohio Issue 2 Money ($1.15M/20Yrs/0%)-2005 57,500 57,500 57,500 State of Ohio Issue 2 Money (1.25M/20Yrs/0%)-2011 62,494 62,494 62,494 Ohio EPA Water Supply Revolving Loan ($1.7M/20Yrs/3.25%)-2006 116,096 116,096 116,096 Ohio EPA Water Supply Revolving Loan ($4M/20Yrs/3.25%)-2006 268,251 268,251 268,251 Ohio EPA Water Supply Revolving Loan ($2.98M/20Yrs/2%)-2011 278,458 278,458 278,458 Ohio EPA Water Supply Revolving Loan ($3.8M/20Yrs/2.0%)-2011 183,956 183,956 183,956 Ohio EPA Water Supply Revolving Loan ($2.3M/20Yrs/2.0%)-2012 117,968 117,968 117,968 Ohio EPA Water Supply Revolving Loan ($2.7M/20Yrs/1.71%)-2012 161,262 161,262 161,262 Ohio EPA Water Supply Revolving Loan ($4.9M/20Yrs/1.75%)-2012 294,451 294,451 294,451 Ohio EPA Water Supply Revolving Loan ($2.0M/20Yrs/1.88%)-2012 125,173 125,173 125,173 Ohio EPA Water Supply Revolving Loan ($3.2M/20Yrs/1.98%)-2012 197,326 197,326 197,326 Ohio EPA Water Supply Revolving Loan ($7.6M/20Yrs/2.0%)-2012 464,611 464,611 464,611 Ohio EPA Water Supply Revolving Loan ($3.6M/20Yrs/2.0%)-2012 179,489 179,489 179,489 Ohio EPA Water Supply Revolving Loan ($5.2M/20Yrs/1.94%)-2012 312,464 312,464 312,464 Other Financing Requirements 2,918,499 2,918,499 2,918,499 Revenues Available for Transfer to Water System Reserve Fund 15,190,976 19,176,635 20,472,229 Working Capital Balance Prior Year Revenue Fund Working Capital Balance 28,857,670 28,004,743 32,422,602 Revenue Transfer To Water System Reserve Fund 16,043,904 14,758,775 18,729,078 Revenues Available for Transfer 15,190,976 19,176,635 20,472,229 End of Year Working Capital Balance 28,004,743 32,422,602 34,165,753 Working Capital Balance Requirement (f) 13,245,967 13,693,524 14,157,017 Revenues Transferred the Next Fiscal Year 14,758,775 18,729,078 20,008,736 Water System Reserve Fund Beginning of Year Balance 18,909,143 17,344,441 15,518,370 Deposits 16,043,904 14,758,775 18,729,078 Transfer to Water Works Capital Improvement Fund 17,608,606 16,584,846 16,936,581 End of Year Balance 17,344,441 15,518,370 17,310,867 (a) Reflects the effect of a 12.5% bill proration and billing lag on the level of revenues to be received in the first year of each revenue adjustment. (b) Does not include interest earnings from construction fund which will be used to fund future projects and reduce additional borrowing. (c) Inflation factors used in calculations are 2.6-6.0% increases for Non-Personnel Costs and 3% increases in Personnel Costs (d) Estimated Future Issues assuming revenue bonds (25 years bonds) as follows: Proceeds Year Required Total Issue Interest Rate 2015 $44.87M $49.40M 5.00% 2016 $40.77M $44.88M 5.00% (e) General Obligation Bond debt issued for Water System Improvements. (f) It has been the policy of the Utility to maintain a working capital reserve equal to 15% of the prior fiscal year's O&M Expenses. 235

City of Cincinnati Debt Capacity Schedule 9 Water Works Senior Bonds and Senior Subordinated Debt Service Requirements Total Senior Bonds Debt Service Debt Service and Debt Service Debt Service Build America Bonds Debt Service Debt Service Debt Service Debt Service Total Senior Bonds Debt Service Debt Service Total Subordinated Subordinated Bonds Year Series 2012A Series 2011A Series 2009B* Series 2009A Series 2007B Series 2007A Series 2005A Debt Service Series 2005B GO Debt Debt Service Debt Service 2015 3,957,043.76 9,991,425.00 4,860,613.70 2,503,050.00 5,124,375.00 15,307,075.00 32,937.50 41,776,519.96 1,350,693.76 1,837,800.00 1,837,800.00 44,965,013.72 2016 3,966,193.74 5,122,100.00 4,860,613.70 10,366,350.00 5,120,918.75 15,363,150.00 32,937.50 44,832,263.69 1,350,693.76 46,182,957.45 2017 3,972,768.74 5,112,300.00 4,860,613.70 10,724,450.00 5,116,500.00 14,886,950.00 32,937.50 44,706,519.94 1,350,693.76 46,057,213.70 2018 3,956,693.76 5,128,575.00 4,860,613.70 10,073,625.00 5,117,800.00 15,573,125.00 32,937.50 44,743,369.96 1,350,693.76 46,094,063.72 2019 3,977,081.26 5,103,450.00 4,860,613.70 9,964,875.00 5,102,875.00 15,558,750.00 32,937.50 44,600,582.46 1,350,693.76 45,951,276.22 2020 3,971,718.76 5,120,912.50 4,860,613.70 10,085,125.00 5,095,625.00 15,576,687.50 32,937.50 44,743,619.96 1,350,693.76 46,094,313.72 2021 3,964,818.76 11,287,437.50 4,860,613.70 3,669,500.00 5,097,000.00 15,558,675.00 32,937.50 44,470,982.46 1,350,693.76 45,821,676.22 2022 3,966,034.38 11,369,625.00 8,485,224.95 5,091,625.00 15,548,100.00 32,937.50 44,493,546.83 1,350,693.76 45,844,240.59 2023 3,962,800.00 4,648,750.00 8,479,057.45 5,089,250.00 7,694,062.50 791,468.75 30,665,388.70 6,981,318.76 37,646,707.46 2024 3,946,500.00 4,436,875.00 8,471,840.45 5,084,500.00 7,893,700.00 29,833,415.45 8,642,412.51 38,475,827.96 2025 3,947,000.00 4,435,250.00 8,467,900.20 5,082,000.00 21,932,150.20 8,620,440.63 30,552,590.83 2026 3,944,100.00 4,427,875.00 8,437,025.65 5,076,375.00 21,885,375.65 8,584,800.00 30,470,175.65 2027 3,942,700.00 4,429,375.00 8,425,755.00 5,072,250.00 21,870,080.00 21,870,080.00 2028 3,942,600.00 4,424,375.00 8,414,787.45 5,069,125.00 21,850,887.45 21,850,887.45 2029 3,938,700.00 4,417,750.00 8,402,831.40 5,061,625.00 21,820,906.40 21,820,906.40 2030 3,935,900.00 4,414,125.00 8,388,595.25 5,059,250.00 21,797,870.25 21,797,870.25 2031 3,934,000.00 4,413,000.00 8,375,625.95 5,051,500.00 21,774,125.95 21,774,125.95 2032 3,918,625.00 4,412,750.00 8,357,470.45 5,047,875.00 21,736,720.45 21,736,720.45 2033 3,918,250.00 4,404,500.00 8,342,514.25 5,037,875.00 21,703,139.25 21,703,139.25 2034 3,910,625.00 4,399,125.00 8,323,981.40 16,633,731.40 16,633,731.40 2035 3,910,375.00 4,394,750.00 8,309,934.50 16,615,059.50 16,615,059.50 2036 3,902,125.00 4,390,875.00 8,293,000.00 8,293,000.00 2037 3,900,500.00 4,387,000.00 8,287,500.00 8,287,500.00 2038 3,895,000.00 3,895,000.00 3,895,000.00 $ 94,582,153.16 $ 124,672,200.00 $ 151,706,840.25 $ 57,386,975.00 $ 96,598,343.75 $ 138,960,275.00 $ 1,054,968.75 $ 664,961,755.91 $ 43,634,521.98 $ 1,837,800.00 $ 1,837,800.00 $ 710,434,077.89 Last updated 9/9/14 236

City of Cincinnati, Ohio Demographic and Economic Information Schedule 1 Population Statistics Last Ten Calendar Years Population Per Capita Personal Income Civilian Labor Force Estimates Cincinnati Hamilton United Cincinnati Hamilton United Cincinnati Hamilton % Year United States Ohio MSA County States Ohio MSA County States Ohio MSA County Cincinnati Unemployed Avera 2000 282,171,936 11,363,719 2,014,615 844,290 29,847 28,207 30,474 33,554 142,583,000 5,807,000 1,045,800 428,800 160,400 3.5 2001 285,039,803 11,391,298 2,035,394 849,297 30,582 28,585 31,008 34,307 143,734,000 5,825,600 1,049,300 425,600 159,400 4.1 2002 287,726,647 11,410,582 2,049,629 848,120 30,838 29,197 31,766 35,385 144,863,000 5,838,100 1,057,000 423,900 159,900 5.2 2003 290,210,914 11,430,306 2,065,531 847,161 31,530 29,846 32,303 36,069 146,510,000 5,860,000 1,071,300 423,100 156,300 5.4 2004 292,892,127 11,445,095 2,082,796 846,254 33,157 30,765 33,933 38,258 147,401,000 5,862,800 1,081,800 420,400 154,900 5.4 2005 295,753,151 11,475,262 2,102,422 847,182 35,424 32,429 35,774 40,037 149,320,000 5,889,500 1,094,500 419,000 153,000 5.3 2006 298,593,212 11,492,495 2,122,711 847,656 37,698 33,991 37,431 42,369 151,428,000 5,942,100 1,109,600 425,700 164,100 5.2 2007 301,579,895 11,520,815 2,148,315 855,928 39,392 35,174 38,434 43,035 153,124,000 5,976,700 1,121,300 436,400 164,300 5.0 2008 304,374,846 11,528,072 2,158,643 853,508 40,166 35,889 39,066 43,918 154,287,000 5,971,900 1,127,500 438,200 164,800 5.8 2009 307,006,550 11,542,645 2,171,896 855,062 39,635 35,408 37,967 42,393 154,205,800 5,970,000 1,133,000 438,800 163,600 9.3 2010 309,330,219 11,537,968 2,132,415 801,948 39,937 36,162 39,673 45,852 153,893,000 5,935,250 1,130,200 438,500 163,800 9.0 2011 311,591,917 11,544,951 2,138,038 800,362 41,560 37,836 46,881 46,881 153,617,000 5,806,000 1,099,600 406,900 143,800 8.8 2012 313,914,040 11,544,225 2,128,603 802,038 42,693 39,289 43,454 49,413 154,975,000 5,748,000 1,089,300 400,000 141,100 8.1 2013 316,128,839 11,570,808 NA NA 44,543 40,865 52,063 NA 155,389,000 5,766,000 1,098,100 403,300 142,300 7.4 2014 NA NA NA NA NA NA NA NA NA NA NA NA NA Personal Income (in millions) United Cincinnati Hamilton Year States Ohio MSA County 2000 8,554,866 866 326,074 62,649 649 28,823 823 2001 8,878,830 333,539 64,885 29,798 2002 9,054,781 340,664 66,798 30,727 2003 9,369,072 350,892 68,834 31,468 2004 9,928,790 361,854 72,512 33,147 2005 10,476,669 372,132 75,148 33,918 2006 11,256,516 390,645 79,456 35,914 2007 11,879,836 405,236 82,567 36,835 2008 12,225,589 413,732 84,329 37,484 2009 12,168,161 408,707 82,460 32,068 2010 12,353,577 417,234 84,600 36,770 2011 12,949,905 436,818 87,485 37,522 2012 13,401,869 453,556 92,497 39,631 2013 14,081,282 472,845 NA NA Source: Ohio Department of Job and Family Services (lmi.state.oh.us/) US Dept of Commerce, Bureau of Economic Commerce (www.bea.gov) N/A = Not Available 237

City of Cincinnati Demographic and Economic Information Schedule 2 Ten Largest Employers In Cincinnati Primary Metropolitan Statistical Area Current Year and Nine Years Ago 2014 2005 Number Percentage Number Percentage of of Total of of Total Employer Employees Employment Employees Employment The Kroger Co 20,260 1 0.96% 14,000 2 1.59% University of Cincinnati 15,651 2 0.75% 15,400 1 1.74% Children's Hospital Medical Center 13,967 3 0.67% 12,000 4 1.36% Proctor and Gamble 12,000 4 0.57% 8,102 7 0.92% Tri-Health Inc 11,000 5 0.52% 13,141 3 1.49% UC Health 10,000 6 0.48% Catholic Health Partners/Mercy 8,956 7 0.43% 7,648 8 0.87% GE Aviation 7,600 8 0.36% Archdiocese of Cincinnati 7,500 0.36% St. Elizabeth Medical Center 7,423 9 0.35% Total 114,357 5.79% 102,298 11.59% Total Metropolitan Statistical Area 2,100,000 883,200 Sources: Cincinnatiusa.org Business Courier 2014 Winter Book of Business Lists 238

New Residential Construction (1) City of Cincinnati, Ohio Demographic and Economic Information Schedule 3 Construction and Property Values New Non-Residential Construction (1) All Total Construction (1) Number Estimated Number Estimated Number Estimated of Cost of Cost of Cost Year Permits (in thousands) Permits (in thousands) Permits (in thousands) 2002 198 44,323 65 52,432 8,726 559,529 2003 154 36,200 78 67,496 8,146 333,396 2004 187 26,488 55 97,719 7,950 486,905 2005 237 50,032 51 119,405 8,396 510,003 2006 231 75,536 53 93,812 8,545 547,934 2007 150 36,540 55 124,961 8,780 487,176 2008 72 13,252 66 243,388 8,196 431,373 2009 44 10,642 60 264,896 8,139 603,416 2010 85 14,304 76 217,069 8,958 594,199 2011 90 28,403 43 126,318 9,290 536,041 2012 83 34,675 43 66,630 9,050 401,558 2013 59 12,374 21 53,526 4,691 220,351 2014 90 21,427 38 197,818 9,433 672,855 Property Value (2) Residential Non-Residential Year (in thousands) (in thousands) 2002 7,190,165 5,322,012 2003 8,135,933 6,695,987 2004 8,154,379 6,857,111 2005 8,191,224 6,541,396 2006 9,890,166 6,773,615 2007 9,880,248 5,899,386 2008 9,944,823 5,835,579 2009 10,091,512 6,044,623 2010 10,019,140 6,134,297 2011 9,937,060 5,914,734 2012 8,789,921 4,118,106 2013 8,734,271 5,441,937 2014 8,696,913 5,292,777 Source: (1) The City's Department of Buildings and Inspections' records (2) Values obtained from the Hamilton County Auditor's Office 239

City of Cincinnati, Ohio Demographic and Economic Information Schedule 4 Salaries of Principal Officials Position Salary Mayor $121,291 Councilmember $60,646 City Manager $240,000 Commissioner of Health $119,127 - $160,821 Deputy City Manager $119,127 - $160,821 City Solicitor $119,127 - $184,199 Various Department Directors $101,956 - $194,685 MAYOR and CITY COUNCIL The mayor is elected for a four-year term by the voters of Cincinnati. The legislature of the City is a nine-member council elected at large on a partisan basis for two-year terms. The vice-mayor is chosen by the mayor from the councilmembers. A list of the council incumbents and the term each is presently serving appears on page (xiii). The mayor selects the city manager, but the mayor s nominee must be approved by a majority of the council. The city manager appoints the deputy city manager and the department directors. City of Cincinnati, Ohio Demographic and Economic Information Schedule 5 Surety Bond Coverage A faithful performance blanket bond coverage of $5,000,000 is maintained for all City employees. 240

Cincinnati-Middletown MSA Demographic and Economic Information Schedule 6 Annual Employment Average by Industry (in thousands) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Goods-Producing Industries 175.7 174.2 172.1 160.8 146.1 146.4 149.7 152.0 143.8 150.8 Natural Resources, Mining and Construction 52.4 52.6 50.6 45.0 40.6 36.1 36.9 36.8 37.0 41.5 Construction of Buildings 12.8 12.6 12.1 9.7 8.4 7.7 7.6 7.6 8.6 9.2 Specialty Trade Contractors 33.7 34.2 32.6 29.6 24.9 22.5 22.6 24.0 23.3 27.5 Manufacturing 123.3 121.7 121.5 115.8 105.5 110.3 112.8 115.0 106.8 109.3 Durable Goods 71.9 71.8 72.1 69.2 60.1 65.3 69.6 70.5 64.0 65.6 Primary Metals 7.5 6.5 6.8 6.2 5.6 5.9 7.0 7.0 6.0 5.8 Transportation Equipment 18.2 19.5 19.8 19.1 17.6 18.2 17.5 18.0 19.2 19.8 Motor Vehicle Parts 8.4 8.8 8.7 7.8 6.5 6.6 6.7 6.8 8.0 8.5 Aerospace Products and Parts 8.7 9.4 9.5 9.8 9.2 9.2 9.5 9.7 10.0 N/A Nondurable Goods 51.4 49.9 49.4 46.6 45.4 45.0 43.2 44.5 42.8 43.7 Chemical Manufacturing 11.1 11.2 11.1 11.2 11.4 11.5 11.0 10.9 10.7 10.7 Service-Providing Industries 859.6 864.2 873.0 877.4 850.7 841.3 853.0 871.8 754.5 777.0 Trade, Transportation, and Utilities 211.0 209.6 212.8 215.4 201.0 196.4 202.4 207.9 201.8 205.6 Wholesale Trade 58.0 59.2 61.0 60.4 54.9 52.3 57.6 58.2 59.2 61.3 Merchant Wholesalers, Durable Goods 27.8 28.7 28.8 28.3 24.7 22.9 26.0 27.7 27.4 28.2 Merchant Wholesalers, Non-Durable Goods 22.5 23.2 23.8 23.6 22.8 22.8 22.0 21.0 19.7 20.9 Retail Trade 109.4 109.2 109.7 111.5 105.7 104.5 103.8 107.6 101.7 103.9 Food and Beverage Stores 20.3 20.8 21.4 21.8 20.8 19.8 20.3 20.8 20.5 19.1 Grocery Stores 17.4 17.9 18.6 18.9 16.8 17.1 17.8 18.5 18.4 16.9 Health and Personal Care Stores 7.4 7.3 7.4 7.3 7.1 6.8 6.6 7.1 6.5 6.6 Clothing and Clothing Accessories Stores 9.3 9.4 8.8 9.7 9.8 10.2 9.4 11.5 7.8 7.6 General Merchandise Stores 21.6 22.0 22.7 25.0 22.6 22.6 21.6 22.1 19.9 19.7 Transportation, Warehousing and Utilities 43.6 41.1 42.0 43.5 40.4 39.6 41.0 42.1 40.9 40.4 Transportation and Warehousing 40.4 38.0 38.9 39.8 36.4 34.9 37.9 39.0 38.3 37.8 Air Transportation 10.0 8.6 8.0 7.0 5.8 5.4 4.5 3.9 3.9 2.8 Information 15.8 15.7 15.6 15.3 14.4 14.0 13.9 13.8 13.6 13.9 Telecommunications 5.4 N/A N/A N/A N/A N/A N/A N/A N/A N/A Financial Activities 65.6 65.3 65.6 64.4 61.7 58.4 58.5 62.0 64.1 66.6 Finance and Insurance 51.5 51.6 52.3 52.2 50.9 49.9 50.0 52.4 52.6 54.0 Credit Intermediation and Related Activities 21.5 20.8 20.5 21.3 20.7 20.6 20.4 21.8 22.2 21.8 Insurance Carriers and Related Activities 22.9 23.2 23.8 24.2 24.2 23.5 23.7 25.2 24.5 25.6 Professional and Business Services 152.3 156.0 154.8 155.6 150.6 149.7 153.5 163.6 165.6 166.9 Professional and Technical Services 52.2 53.6 54.7 56.0 53.2 54.0 57.3 61.2 57.4 58.2 Management of Companies and Enterprises 31.6 32.7 33.5 36.6 37.9 38.0 40.0 42.9 42.1 42.3 Administrative, Support, and Waste Services 68.5 69.7 66.7 63.0 58.7 57.7 56.2 59.5 66.1 66.4 Employment Services 35.4 36.4 34.1 30.2 24.3 24.3 24.9 27.3 29.0 31.8 Services to Buildings and Dwellings 13.4 13.4 13.6 12.5 11.8 12.2 12.5 13.9 15.5 15.7 Educational and Health Services 134.6 137.4 141.3 147.3 148.4 151.9 153.2 152.2 153.6 158.8 Educational Services 14.2 14.4 14.6 15.8 16.3 16.6 16.7 18.5 17.2 18.1 Health Care and Social Assistance 120.4 123.1 126.7 131.5 132.1 135.3 136.5 133.7 136.4 140.7 Hospitals 39.4 40.7 41.3 44.1 45.1 46.2 46.0 46.4 47.6 48.5 Leisure and Hospitality 105.4 105.2 106.9 101.9 99.1 97.0 98.8 104.6 116.8 123.4 Arts, Entertainment and Recreation 18.9 18.3 18.8 16.4 16.6 15.6 14.4 14.4 27.1 29.9 Accommodation and Food Services 86.6 86.9 88.0 85.5 82.5 81.4 84.4 90.2 89.7 93.5 Other Services 42.8 42.5 43.2 43.1 41.6 40.9 42.2 40.3 39.0 41.8 Government 132.2 132.5 132.9 134.4 133.9 133.0 130.5 127.4 121.7 123.2 Federal Government 17.6 17.7 17.4 16.9 16.7 16.6 16.5 15.6 15.9 15.7 State Government 27.4 27.1 27.5 29.0 29.1 28.6 28.4 28.0 23.3 23.7 State Government Education 22.2 21.9 22.3 24.0 23.8 23.2 24.7 23.7 17.4 18.9 Local Government 87.1 87.7 88.1 88.5 88.1 87.8 85.6 83.8 82.5 83.8 Local Government Education 49.0 49.4 49.0 50.8 51.4 51.1 50.0 49.4 43.9 44.8 Total 1035.3 1038.4 1045.1 1038.2 996.8 987.7 1002.7 1023.8 898.3 927.8 Unemployment Rate 5.4 5.2 5.0 5.0 10.1 9.0 7.8 7.8 7.4 7.4 Note: The Cincinnati-Middletown are included Brown, Butler, Clermont, Hamilton and Warren Counties in Ohio; Dearborn, Franklin and Ohio Counties in Indiana; Boone, Bracken, Campbell, Gallatin, Grant, Kenton, and Pendleton Counties in Kentucky. Source: Ohio Department of Job and Family Services, Bureau of Labor Market Information 241

City of Cincinnati Operating Information Schedule 1 Full Time Equivalent Positions by Function/Program Last Ten Fiscal Years Function/Program 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 General Government 542 547 497 400 446 447 425 447 518 518 Community Development 56 52 61 140 73 70 66 54 71 67 General Services 72 73 66 61 63 62 57 59 57 63 Parks and Recreation 314 311 311 302 290 298 282 288 285 286 Public Safety Police 1,322 1,333 1342 1356 1,335 1,324 1,253 1,221 1,093 1,088 Fire 855 870 885 905 890 844 806 829 818 888 Transportation and Engineering 159 163 151 152 154 144 143 156 143 135 Public Services 437 464 425 416 402 367 334 326 321 291 Public Health 452 451 414 426 421 404 369 377 372 376 MSD 563 559 526 532 587 599 608 594 589 552 Enterprise Water Works 570 569 542 541 561 552 533 522 523 500 Parking Facility 55 51 44 41 40 35 28 31 30 29 Convention Center 29 1 1 General Aviation 13 13 13 13 13 13 11 11 9 10 Municipal Golf 2 2 2 2 2 2 2 2 2 2 Stormwater Management 16 11 12 31 16 15 13 16 15 17 5,457 5,470 5,292 5318 5,293 5,176 4,930 4,933 4,846 4,822 Source: Cincinnati Human Resource Information System (CHRIS) 242

City of Cincinnati Operating Information Schedule 2 Operating Indicators by Function/Program Last Ten Fiscal Years Function/Program 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 General Government Litigations Total Cases 121 342 383 117 106 103 128 90 52 80 Open Cases 83 223 295 79 98 123 155 119 124 148 Trade and Development Housing Units 2,110 2,239 2,052 1,581 1,834 2,560 1,735 1,880 1,030 1,741 Job Created/Retained thru Income Tax Credits 570 273 319 65 149 1 387 3,105 Enterprise Zone Agreement 1 2 5 0 0 0 0 0 0 0 Police Service Calls 291,468 303,670 273,652 287,268 275,424 263,196 276,407 272,212 129,086 261,955 Arrests 48,757 47,474 41,510 41,542 36,768 37,529 37,207 35,141 16,109 32,155 Reports Filed 43,427 26,850 24,678 24,743 38,700 36,179 38,573 36,901 17,040 31,363 Fire Incidences (Fires, EMS, other) 65,206 65,866 67,435 68,973 72,128 70,889 73,531 75,412 31,960 81,955 Parks Annual Visitors 6,000,000 6,000,000 6,000,000 6,000,000 6,000,000 6,000,000 6,000,000 6,000,000 3,000,000 6,000,000 Nature Education Programs 1,300 1,000 1,000 1,000 1,168 1,375 1,382 1,298 698 1,403 Volunteer Hours 33,700 62,500 87,737 87,737 93,439 59,046 56,340 65,576 31,582 63,685 Park Reservations 690 1,300 1,350 1,350 732 958 976 961 411 812 Visitor Center Phone Calls 21,000 24,600 26,350 26,350 16,848 15,000 15,211 16,244 8,100 17,800 Health Patients 48,961 37,077 34,688 41,674 37,375 37,319 32,176 43,299 21,700 35,000 Visits 137,105 125,971 123,445 119,846 153,548 151,505 137,966 155,684 76,218 151,505 Inspections 26,317 24,312 31,244 17,635 19,751 20,798 22,812 22,664 11,379 20,146 Birth and Death Certificates 84,314 82,876 78,187 68,568 66,990 63,349 55,483 45,330 22,205 44,583 Sanitation Total solid waste collected and disposed 115,000 106,463 103,504 100,045 99,946 99,203 95,571 90,570 90,570 71,895 Water Works Water Delivered to Water Mains (Gallons) 50,246,239,000 47,990,075,000 53,410,396,000 49,566,715,000 45,554,623,000 47,328,971,000 44,396,749,000 45,233,282,700 20,559,715,500 43,838,631,300 Total Water Consumption (Gallons) 42,128,497,000 40,061,250,000 44,161,654,000 41,510,868,000 37,844,460,000 39,300,198,000 37,331,342,000 38,142,397,000 16,488,683,000 36,691,200,000 Percent of Unmetered Water 16% 17% 17% 16% 17% 17% 16% 16% 20% 16% Average Daily Delivery (Gallons) 137,661,000 131,480,000 146,330,000 135,428,000 124,807,000 129,668,000 121,635,000 123,588,200 113,589,588 120,105,839 Maximum Daily Pumpage (Gallons) 213,827,000 211,468,000 229,517,000 220,566,000 169,260,000 200,712,000 206,325,000 230,258,100 168,569,000 157,429,000 Minimum Daily Pumpage (Gallons) 108,872,000 102,592,000 106,102,000 99,924,000 95,420,000 95,904,000 95,848,000 88,648,900 100,889,000 94,843,300 N/A = Not Available Note: The City of Cincinnati changed fiscal year in 2013. The informatin for 2013 fiscal year represents six months of information for the period ending June 30, 2013. 243

City of Cincinnati Operating Information Schedule 3 Capital Asset and Infrastructure Statistics by Function/Program Last Ten Fiscal Years Function/Program Public Safety Police Fire 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Stations 5 5 5 5 5 5 5 5 5 5 Fire Stations 26 26 26 26 26 26 26 26 26 26 Paramedic Units 4 4 4 4 6 4 12 12 12 12 Life Support Ambulances 6 6 6 6 8 8 0 0 0 0 Aircraft Rescue 1 1 1 1 1 1 1 1 1 1 Transportation and Engineering Streets (lane miles) 2,840 2,840 2,840 2,840 3,050 3,050 3,000 3,050 3,050 3,065 Sidewalks (miles) 1,700 1,700 1,700 1,700 1,700 1,700 1,700 1,700 1,700 1,700 Street Signs 300,000 300,000 300,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 Bridges 68 68 63 62 62 62 65 64 64 65 Retaining Walls (miles) 51 51 52 52 52 50 50 50 50 50 Public Recreation Parks Recreation Acreage 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 Regional Parks 5 5 5 5 5 5 5 5 5 5 Neighborhood parks 70 70 70 70 70 70 70 71 71 71 Preserves and Nature areas 34 34 34 34 34 34 34 34 34 34 Nature Education Centers 5 5 5 5 5 5 5 5 5 5 Playgrounds 52 52 52 52 52 52 52 52 52 52 Hiking Trails (miles) 65 65 65 65 65 65 65 65 65 65 Plant Species - Krohn Conservatory 1,000 1,000 1,000 1,000 1,000 1,000 1,000 1,000 1,000 1,000 Park Facilities & Structures 121 121 121 121 121 121 121 121 121 121 Street Trees 80,000 80,000 80,000 80,000 80,000 80,000 80,000 80,000 80,000 80,000 Acreage 2,600 2,600 2,600 2,600 2,600 2,600 2,600 2,600 2,600 2,600 Recreation and Senior Centers 40 40 38 38 38 38 32 30 27 27 Play Areas 108 108 108 108 108 108 108 96 100 100 Swimming Pools/Aquatics Facilities 40 40 38 38 38 28 33 32 34 34 Tennis Courts 122 122 122 122 122 122 103 103 97 97 Public Services Traffic Engineering Traffic Signs 739 745 758 749 757 757 765 758 758 758 Street Lights 32,000 32,000 32,000 28,706 12,000 12,000 12,200 8,515 8,515 10,000 Public Health Water Works Municipal Golf General Aviation Convention Center Parking Facilities Stormwater Management Health Centers 6 6 6 6 6 6 6 6 6 6 Total Assets (in thousands) $877,497 $877,914 $970,706 979,428 1,080,499 1,081,596 1,144,127 1,229,795 1,248,476 1,265,321 Water Customer Accounts 239,630 240,472 241,040 241,416 241,500 241,704 241,714 241,707 241,809 241,987 Miles of Water Main in the System 3,079 3,102 3,109 3,121 3,128 3,133 3,316 3,145 3,146 3,148 Golf Courses 7 7 7 7 7 7 7 7 7 7 Acreage 1,000 1,000 870 1,353 1,353 1,353 1,353 1,353 1,353 1,353 Meeting Rooms N/A 37 37 37 37 37 36 36 36 36 Exhibit Space (Square Feet) 162,000 195,000 195,000 195,000 195,000 195,000 195,000 195,000 195,000 195,000 Meeting/Ballroom Space (Square Feet) 82,000 102,000 102,000 102,000 102,000 102,000 102,000 102,000 102,000 102,000 Parking Lots/Garages 15 14 14 14 14 14 14* 14* 14* 13** Parking Meters 5,700 5,700 5,400 5,400 5,400 5,400 5,400 4,979 4,979 4,979 Miles of Storm Sewers 315 315 350 350 350 350 350 350 350 350 *The Gateway Garage was sold on 10/1/11 leaving Parking Facilities with 13 Parking Lots and Garages **The 5th & Race Lot ceased operations at the end of FY13 and was transferred to 3CDC Note: The City of Cincinnati changed fiscal year in 2013. The informatin for 2013 fiscal year represents six months of information for the period ending June 30, 201 244

COMPREHENSIVE ANNUAL FINANCIAL REPORT for the fiscal year ended June 30, 2014 PREPARED BY: Accounts and Audits Mark Ashworth, Charlene Childress, Kim DeWalt, Jeff Harmon, Sandy Martell, Monica Morton, Bev Nussman, Bryan Schmitt, Linda Weigand SPECIAL ACKNOWLEDGEMENT FOR CONTRIBUTIONS FROM: Water Works Matt Brinck Retirement Ron Wilson Treasury Chadrian Johnson and Nicole Lee Design and Printing by: the City of Cincinnati Printing Services

2014 CINCINNATI, OHIO

CITY OF CINCINNATI HAMILTON COUNTY CLERK S CERTIFICATION This is a true and correct copy of the report which is required to be filed in the Office of the Auditor of State pursuant to Section 117.26, Revised Code, and which is filed in Columbus, Ohio. CLERK OF THE BUREAU CERTIFIED APRIL 21, 2015 88 East Broad Street, Fourth Floor, Columbus, Ohio 43215-3506 Phone: 614-466-4514 or 800-282-0370 Fax: 614-466-4490 www.ohioauditor.gov

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APPENDIX C-1 OPINION OF BOND COUNSEL (TAX-EXEMPT SERIES 2016 BONDS) The form of the legal approving opinion of Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP Bond Counsel, is set forth below. The actual opinion will be delivered on the date of delivery of the Tax-Exempt Series 2016 Bonds referred to therein and may vary from the form set forth to reflect circumstances both factual and legal at the time of such delivery. Recirculation of the Official Statement shall create no implication that Bond Counsel has reviewed any of the matters set forth in such opinion subsequent to the date of such opinion. City of Cincinnati, Ohio Cincinnati, Ohio [Date of Delivery] Re: $95,665,000 City of Cincinnati, Ohio Unlimited Tax Various Purpose General Obligation Bonds, Series 2016A (the Tax-Exempt Series 2016 Bonds ) Ladies and Gentlemen: We have examined the transcript of proceedings submitted relating to the issuance of the above-referenced Tax-Exempt Series 2016 Bonds of the City of Cincinnati, Ohio (the City ), County of Hamilton, Ohio, dated as of the date specified above and of the denominations of $5,000 and any integral multiple thereof. The Tax-Exempt Series 2016 Bonds mature, are subject to optional and mandatory redemption, and bear interest upon the terms set forth therein. These Tax-Exempt Series 2016 Bonds are issued under authority of the general laws of the State of Ohio and the Charter of the City of Cincinnati, by virtue of certain ordinances and proceedings of the Council of said City in relation thereto. We have also examined an executed and authenticated Series 2016A Bond of the first maturity. Based on this examination, we are of the opinion, based upon laws, regulations, rulings and decisions in effect on the date hereof, that: 1. The Tax-Exempt Series 2016 Bonds constitute valid obligations of the City in accordance with their terms, which, unless paid from other sources, are payable from an ad valorem tax to be levied upon all the taxable property in the City without limitation as to rate or amount. 2. Under the laws, regulations, rulings and judicial decisions in effect as of the date hereof, interest on the Tax-Exempt Series 2016 Bonds is excludible from gross income for Federal income tax purposes, pursuant to the Internal Revenue Code of 1986, as amended (the Code ). Furthermore, interest on the Tax-Exempt Series 2016 Bonds will not be treated as a specific item of tax preference, under Section 57(a)(5) of the Code, in computing the alternative minimum tax for individuals and corporations. In Preliminary; subject to change. C-1-1

rendering the opinions in this paragraph, we have assumed continuing compliance with certain covenants designed to meet the requirements of Section 103 of the Code. 3. The interest on the Tax-Exempt Series 2016 Bonds, and any profit made on their sale, exchange or other disposition, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio. The City has not designated the Tax-Exempt Series 2016 Bonds as qualified tax-exempt obligations with respect to investments by certain financial institutions under Section 265 of the Code. In giving this opinion, we have relied upon covenants and certifications of facts, estimates and expectations made by officials of the City and others contained in the transcript which we have not independently verified. It is to be understood that the enforceability of the Tax-Exempt Series 2016 Bonds may be subject to bankruptcy, insolvency, reorganization, moratorium and other laws in effect from time to time affecting creditors' rights, and to the exercise of judicial discretion. Very truly yours, C-1-2

APPENDIX C-2 OPINION OF BOND COUNSEL (TAXABLE SERIES 2016 BONDS) The form of the legal approving opinion of Peck, Shaffer & Williams, a division of Dinsmore & Shohl LLP Bond Counsel, is set forth below. The actual opinion will be delivered on the date of delivery of the Taxable Series 2016 Bonds referred to therein and may vary from the form set forth to reflect circumstances both factual and legal at the time of such delivery. Recirculation of the Official Statement shall create no implication that Bond Counsel has reviewed any of the matters set forth in such opinion subsequent to the date of such opinion. City of Cincinnati, Ohio Cincinnati, Ohio [Date of Delivery] Re: $3,605,000 City of Cincinnati, Ohio Unlimited Tax Various Purpose General Obligation Refunding Bonds, Series 2016B (Federally Taxable) (the Taxable Series 2016 Bonds ) Ladies and Gentlemen: We have examined the transcript of proceedings submitted relating to the issuance of the above-referenced Taxable Series 2016 Bonds of the City of Cincinnati (the City ), County of Hamilton, Ohio, dated as of the date specified above and of the denominations of $5,000 and any integral multiple thereof. The Taxable Series 2016 Bonds mature, are subject to optional and mandatory redemption, and bear interest upon the terms set forth therein. These Taxable Series 2016 Bonds are issued under authority of the general laws of the State of Ohio and the Charter of the City of Cincinnati, by virtue of certain ordinances and proceedings of the Council of said City in relation thereto. We have also examined an executed and authenticated Taxable Series 2016 Bond of the first maturity, respectively. Based on this examination, we are of the opinion, based upon laws, regulations, rulings and decisions in effect on the date hereof, that: 1. The Taxable Series 2016 Bonds constitute valid obligations of the City in accordance with their terms, which, unless paid from other sources, are payable from an ad valorem tax to be levied upon all the taxable property in the City without limitation as to rate or amount. 2. Under the laws, regulations, rulings and judicial decisions in effect as of the date hereof, interest on the Taxable Series 2016 Bonds is not excludible from gross income for Federal income tax purposes, pursuant to the Internal Revenue Code of 1986, as amended (the Code ). Preliminary; subject to change. C-2-1

3. The interest on the Taxable Series 2016 Bonds, and any profit made on their sale, exchange or other disposition, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, the Ohio commercial activity tax, and municipal, school district, and joint economic development district income taxes in Ohio. In giving this opinion, we have relied upon covenants and certifications of facts, estimates and expectations made by officials of the City and others contained in the transcript which we have not independently verified. It is to be understood that the enforceability of the Taxable Series 2016 Bonds may be subject to bankruptcy, insolvency, reorganization, moratorium and other laws in effect from time to time affecting creditors' rights, and to the exercise of judicial discretion. Very truly yours, C-2-2

APPENDIX D DEPOSITORY TRUST COMPANY The Depository Trust Company ( DTC ), New York, NY, will act as securities depository for the Series 2016 Bonds (the Securities ). The Securities will be issued as fullyregistered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered Security certificate will be issued for each issue of the Securities, each in the aggregate principal amount of such issue, 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 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-u.s. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC's participants ( Direct Participants ) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-u.s. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a whollyowned subsidiary of The Depository Trust & Clearing Corporation ( DTCC ). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-u.s. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ( Indirect Participants ). DTC has a 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 www.dtcc.com. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security ( 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 Owner entered into the transaction. Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued. D-1

To facilitate subsequent transfers, all Securities 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 Securities 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 Securities; DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities 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 Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Paying Agent and Registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC mails an 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 Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy). Redemption proceeds, distributions, and dividend payments on the Securities 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 City, on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in street name, and will be the responsibility of such Participant and not of DTC or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City, 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. D-2

DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to the City. Under such circumstances, in the event that a successor depository is not obtained, Security certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC. The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. D-3

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APPENDIX E FORM OF CONTINUING DISCLOSURE CERTIFICATE [SEE ATTACHED] E-1

CONTINUING DISCLOSURE CERTIFICATE THIS CONTINUING DISCLOSURE CERTIFICATE (the "Certificate") is executed and delivered the day of, 2016 by the City of Cincinnati, Ohio (the "Issuer") in connection with the issuance of its: (i) $ Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds, Series 2016A (the Series 2016A Bonds ); (ii) $ Unlimited Tax Various Purpose General Obligation Refunding Bonds, Series 2016B (Federally Taxable) (the Series 2016B Bonds and collectively with the Series 2016A Bonds, the Series 2016 Bonds ). The Series 2016 Bonds are being issued pursuant to the Ordinances listed below (the "Authorizing Legislation"), which were adopted by the City Council of the Issuer on the respective dates. Ordinance Number 0230-2015 as amended by 0004-2016 Date of Adoption June 24, 2015 and January 6, 2016 0208-2015 June 24, 2015 0209-2015 June 24, 2015 0206-2015 June 24, 2015 0366-2015 December 12, 2015 0159-2015 June 10, 2016 0019-2016 January 21, 2016 The Issuer certifies, covenants and agrees as follows: Section 1. Purpose of the Certificate. This Certificate is being executed and delivered by the Issuer to provide for the disclosure of certain information concerning the Series 2016 Bonds on an on-going basis as set forth herein for the benefit of Bondholders (as hereinafter defined) in accordance with the provisions of Securities and Exchange Commission Rule 15c2-12, as amended from time to time (the "Rule"). Section 2. Definitions; Scope of this Certificate. All terms capitalized but not otherwise defined herein shall have the meanings assigned to those terms in the Authorizing Legislation and the Series 2016 Bonds. Notwithstanding the foregoing, the term "Disclosure Agent" shall mean the Issuer, or any disclosure agent appointed or engaged by the Issuer; any successor disclosure agent shall automatically succeed to the rights and duties of the Disclosure Agent hereunder, without any amendment hereto. The following capitalized terms shall have the following meanings: 10117594 PSW JCM/cab E-2

"Annual Financial Information" shall mean a copy of the annual audited financial information prepared for the Issuer which shall include, if prepared, a balance sheet, a statement of revenue and expenditure and a statement of changes in fund balances. All such financial information shall be prepared using generally accepted accounting principles, provided, however, that the Issuer may change the accounting principles used for preparation of such financial information so long as the Issuer includes as information provided to the public a statement to the effect that different accounting principles are being used, stating the reason for such change and how to compare the financial information provided by the differing financial accounting principles. Any or all of the items listed above may be set forth in other documents, including Offering Documents of debt issues of the Issuer or related public entities, which have been transmitted to the MSRB, or may be included by specific reference to documents available to the public on the MSRB's Internet Website or filed with the SEC. "Beneficial Owner" shall mean any person which has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Series 2016 Bonds (including persons holding Series 2016 Bonds through nominees, depositories or other intermediaries). "Bondholders" shall mean any holder of the Series 2016 Bonds and any Beneficial Owner thereof. "Event" shall mean any of the following events with respect to the Series 2016 Bonds: (i) (ii) (iii) Principal and interest payment delinquencies; Non-payment related defaults, if material; Unscheduled draws on debt service reserves reflecting financial difficulties; (iv) Unscheduled draws on credit enhancements reflecting financial difficulties; (v) (vi) (vii) Substitution of credit or liquidity providers, or their failure to perform; Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax-exempt status of the security; Modifications to rights of security holders, if material; (viii) Bond calls, if material, and tender offers, except for mandatory scheduled redemptions not otherwise contingent upon the occurrence of an event; 10117594 PSW JCM/cab E-3

(ix) (x) (xi) (xii) Defeasances; Release, substitution or sale of property securing repayment of the securities, if material; Rating changes; Bankruptcy, insolvency, receivership or similar event of the obligated person (Note: For the purposes of this event, the event is considered to occur when any of the following occur: The appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person); (xiii) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and (xiv) Appointment of a successor or additional trustee or the change of name of a trustee, if material. The SEC requires the listing of (i) through (xiv) although some of such events may not be applicable to the Series 2016 Bonds. "MSRB" shall mean the Municipal Securities Rulemaking Board. "Offering Document" shall mean the Official Statement, dated January, 2016. "Operating Data" shall mean the information contained certain annual information and operating data, as shown in APPENDIX A to the Offering Document. "Participating Underwriter" shall mean any of the original underwriters of the Series 2016 Bonds required to comply with the Rule in connection with the offering of the Series 2016 Bonds. "SEC" shall mean the Securities and Exchange Commission. 10117594 PSW JCM/cab E-4

"State" shall mean the State of Ohio. Section 3. Disclosure of Information. (A) Information Provided to the Public. Except to the extent this Certificate is modified or otherwise altered in accordance with Section 4 hereof, the Issuer shall make, or shall cause the Disclosure Agent to make, public the information set forth in subsections (1), (2) and (3) below: (1) Annual Financial Information and Operating Data. Annual Financial Information and Operating Data, as shown in Appendix A to the Offering Document, shall be provided not later than 270 days after the end of each fiscal year ending on the preceding June 30. If the Disclosure Agent is an entity or person other than the Issuer, then the Issuer shall provide the Annual Financial Information to the Disclosure Agent not later than fifteen (15) Business Days prior to the disclosure date referenced above. The Annual Financial Information may be submitted as a single document or as separate documents comprising a package, and may cross-reference other information. Audited financial information prepared for the Issuer, shall be provided when and if available not later than 270 days after the end of each fiscal year ending on the preceding June 30, commencing with the fiscal year that ended on June 30, 2016. (2) Material Events Notices. Notice of the occurrence of an Event, in a timely manner, not in excess of ten (10) business days after the occurrence of the Event. (3) Failure to Provide Annual Financial Information or Operating Data. Notice of the failure of Issuer to provide the Annual Financial Information or Operating Data by the date required herein. (B) Information Provided to Public. Annual Financial Information and, subject to the timing requirement set forth in subsection (A)(2) of this Section 3, notice of all Event occurrences shall be made public on the same day as notice thereof is given to the Bondholders of outstanding Series 2016 Bonds, if required pursuant to the Authorizing Legislation or the Series 2016 Bonds, and shall not be made public before the date of such notice. 10117594 PSW JCM/cab E-5

(C) Means of Making Information Public. (1) Information shall be deemed to be made public by the Issuer or the Disclosure Agent under this Certificate if it is transmitted as provided in subsection (C)(2) of this Section 3 by the following means: (a) to the Bondholders of outstanding Series 2016 Bonds, by first class mail, postage prepaid; (b) to the MSRB, in an electronic format as prescribed by the MSRB, accompanied by identifying information as prescribed by the MSRB (a description of such format and information as presently prescribed by the MSRB is included in Exhibit A hereto); and/or (c) to the SEC, by (i) electronic facsimile transmissions confirmed by first class mail, postage prepaid, or (ii) first class mail, postage prepaid; provided that the Issuer or the Disclosure Agent is authorized to transmit information to a SEC by whatever means are mutually acceptable to the Disclosure Agent or the Issuer, as applicable, and the SEC. (2) Information shall be transmitted to the following: (a) all information to be provided to the public in accordance with subsection (A) of this Section 3 shall be transmitted to the MSRB; (b) all information described in clause (a) shall be made available to any Bondholder upon request, but need not be transmitted to the Bondholders who do not so request. (c) to the extent the Issuer is obligated to file any Annual Financial Information or Operating Data with the MSRB pursuant to this Agreement, such Annual Financial Information or Operating Data may be set forth in the document or set of documents transmitted to the MSRB, or may be included by specific reference to documents available to the public on the MSRB's Internet Website or filed with the SEC. With respect to requests for periodic or occurrence information from Bondholders, the Issuer or Disclosure Agent may require payment by requesting holders of a reasonable charge for duplication and transmission of the information and for the Issuer's or Disclosure Agent's administrative expenses incurred in providing the information. Section 4. Amendment or Modification. Notwithstanding any other provision of this Certificate, the Issuer may amend this Certificate and any provision of this Certificate may be waived, if such amendment or waiver is supported by an opinion of nationally recognized bond counsel expert in federal securities laws to the effect that such amendment or waiver would not, in and of itself, 10117594 PSW JCM/cab E-6

cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule as well as any change in circumstance. Section 5. Miscellaneous. (A) Termination. The Issuer's obligations under this Certificate shall terminate when all of the Series 2016 Bonds are or are deemed to be no longer outstanding by reason of redemption or legal defeasance or at maturity. (B) Additional Information. Nothing in this Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Certificate or any other means of communication, or including any other information in any Annual Financial Statement or notice of occurrence of an Event, in addition to that which is required by this Certificate. If the Issuer chooses to include any information in any Annual Financial Statement or notice of occurrence of an Event in addition to that which is specifically required by this Certificate, the Issuer shall have no obligation under this Certificate to update such information or include it in any future Annual Financial Statement or notice of occurrence of an Event. (C) Defaults: Remedies. In the event of a failure of the Issuer or the Disclosure Agent to comply with any provision of this Certificate any Bondholder may take such action as may be necessary and appropriate, including seeking an action in mandamus or specific performance to cause the Issuer or the Disclosure Agent to comply with its obligations under this Certificate. A default under this Certificate shall not constitute a default on the Series 2016 Bonds and the sole remedy available in any proceeding to enforce this Certificate shall be an action to compel specific performance. (D) Beneficiaries. This Certificate shall inure solely to the benefit of the Issuer, the Disclosure Agent, the Participating Underwriter and Bondholders, or beneficial owners thereof, and shall create no rights in any other person or entity. Section 6. Additional Disclosure Obligations. The Issuer acknowledges and understands that other state and federal laws, including but not limited to the Securities Act of 1933, the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder, may apply to the Issuer, and that under some circumstances compliance with this Agreement, without additional disclosures or other action, may not fully discharge all duties and obligations of the Issuer under such laws. 10117594 PSW JCM/cab E-7

Section 7. Notices. Any notices or communications to the Issuer may be given as follows: To the Issuer: Director of Finance City of Cincinnati, Ohio City Hall, Room 250 801 Plum Street Cincinnati, OH 45202 Telephone: (513) 352-3731 [Remainder of page intentionally left blank] 10117594 PSW JCM/cab E-8

[Signature page to Continuing Disclosure Certificate] IN WITNESS WHEREOF, the Issuer has caused its duly authorized officer to execute this Certificate as of the day and year first above written. CITY OF CINCINNATI, OHIO By: Reginald E. Zeno Director of Finance 10117594 PSW JCM/cab E-9

EXHIBIT A MSRB PROCEDURES FOR SUBMISSION OF CONTINUING DISCLOSURE DOCUMENTS AND RELATED INFORMATION Securities and Exchange Commission Release No. 34-59061 (the "Release") approves an MSRB rule change establishing a continuing disclosure service of the MSRB's Electronic Municipal Market Access system ("EMMA"). The rule change establishes, as a component of EMMA, the continuing disclosure service for the receipt of, and for making available to the public, continuing disclosure documents and related information to be submitted by issuers, obligated persons and their agents pursuant to continuing disclosure undertakings entered into consistent with Rule 15c2-12 ("Rule 15c2-12") under the Securities Exchange Act of 1934. The following discussion summarizes procedures for filing continuing disclosure documents and related information with the MSRB as described in the Release. All continuing disclosure documents and related information is to be submitted to the MSRB, free of charge, through an Internet-based electronic submitter interface or electronic computer-to-computer data connection, at the election of the submitter. The submitter is to provide, at the time of submission, information necessary to accurately identify: (i) the category of information being provided; (ii) the period covered by any annual financial information, financial statements or other financial information or operating data; (iii) the issues or specific securities to which such document is related or otherwise material (including CUSIP number, issuer name, state, issue description/securities name, dated date, maturity date, and/or coupon rate); (iv) the name of any obligated person other than the issuer; (v) the name and date of the document; and (vi) contact information for the submitter. Submissions to the MSRB are to be made as portable document format (PDF) files configured to permit documents to be saved, viewed, printed and retransmitted by electronic means. If the submitted file is a reproduction of the original document, the submitted file must maintain the graphical and textual integrity of the original document. In addition, such PDF files must be word-searchable (that is, allowing the user to search for specific terms used within the document through a search or find function), provided that diagrams, images and other nontextual elements will not be required to be word-searchable. All submissions to the MSRB's continuing disclosure service are to be made through password protected accounts on EMMA by (i) issuers, which may submit any documents with respect to their municipal securities; (ii) obligated persons, which may submit any documents with respect to any municipal securities for which they are obligated; and (iii) agents, designated by issuers and obligated persons to submit documents and information on their behalf. Such designated agents are required to register to obtain password-protected accounts on EMMA in order to make submissions on behalf of the designating issuers or obligating persons. Any party identified in a continuing disclosure undertaking as a dissemination agent or other party responsible for disseminating continuing disclosure documents on behalf of an issuer or obligated person will be permitted to act as a designated agent for such issuer or obligated person, without a designation being made by the issuer or obligated person as described above, if such party certifies through the EMMA on-line account management utility that it is authorized to disseminate continuing disclosure documents on behalf of the issuer or obligated person under 10117594 PSW JCM/cab E-10

the continuing disclosure undertaking. The issuer or obligated person, through the EMMA online account management utility, is able to revoke the authority of such party to act as a designated agent. The MSRB's Internet-based electronic submitter interface (EMMA Dataport) is at www.emma.msrb.org. 10117594 PSW JCM/cab E-11

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APPENDIX F NOTICE OF SALE AND OFFICIAL TERMS AND CONDITIONS [SEE ATTACHED] F-1

NOTICE OF SALE OF BONDS CITY OF CINCINNATI, OHIO $95,665,000 Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds Series 2016A $3,605,000 * Unlimited Tax Various Purpose General Obligation Refunding Bonds Series 2016B (Federally Taxable) BIDS MUST BE SUBMITTED ELECTRONICALLY FOR THE PURCHASE OF EITHER SERIES OF THE SERIES 2016 BONDS BY MEANS OF BIDCOMP /PARITY. BIDS WILL BE RECEIVED UNTIL: THURSDAY, JANUARY 28, 2016 AT 10:30 A.M., E.S.T. FOR THE 2016A BONDS THURSDAY, JANUARY 28, 2016 AT 11:00 A.M., E.S.T. FOR THE 2016B BONDS THE CITY RESERVES THE RIGHT TO CANCEL THIS SALE OR TO REJECT ANY AND ALL BIDS FOR ANY REASON WHATSOEVER, WHICH DETERMINATION SHALL BE IN THE SOLE DISCRETION OF THE CITY. Notice is hereby given that electronic bids will be received by the City of Cincinnati, Ohio (the City ) until: (i) 10:30 a.m., E.S.T. on Thursday, January 28, 2016 (or at such later time and date announced by noon, E.S.T. on the day preceding the bid opening via the BiDCOMP /Parity system or The Municipal Market Monitor ( TM3 )) for the purchase of approximately $95,665,000 * Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds, Series 2016A (the Series 2016A Bonds ) and (ii) 11:00 a.m., E.S.T. on Thursday, January 28, 2016 (or at such later time and date announced by noon, E.S.T. on the day preceding the bid opening via the BiDCOMP /Parity system or The Municipal Market Monitor ( TM3 )) for the purchase of approximately $3,605,000 * Unlimited Tax Various Purpose General Obligation Refunding Bonds, Series 2016B (Federally Taxable) (the Taxable Series 2016B Bonds and, together with the Series 2016A Bonds, the Series 2016 Bonds ). The Series 2016 Bonds are more fully described in the Preliminary Official Statement dated January 22, 2016, available via the following link: http://www.digitalmuni.com/system/documents/1684/original.pdf?1453476217 Preliminary; subject to change. F-2

Prior to opening the bids, the City reserves the right to change the principal amount and terms related to the Series 2016 Bonds, cancel the sale, or change the sale date. Such notice of change will be posted via the BiDCOMP /Parity system and TM3 (www.tm3.com). Electronic bids must be submitted through the BiDCOMP /Parity system as described herein and no other form of bid or provider of electronic bidding services will be accepted. Bids will be opened and acted upon later that same day. Prospective bidders are urged to watch TM3 for changes to the principal amount, amortization schedule, date and time for the receipt of Series 2016 Bonds. [Remainder of page intentionally left blank] F-3

DESCRIPTION OF THE SERIES 2016 BONDS General Description The Series 2016 Bonds are general obligation bonds of the City. The Series 2016 Bonds will be issued as fully registered bonds in denominations of $5,000 each or any integral multiple thereof, dated their date of initial delivery, bearing interest from such date. The principal of the Series 2016 Bonds is payable, without deduction for exchange, collection, or service charges, on the first day of December in the years and amounts as provided in the respective tables below for each series, until final maturity. Interest shall be computed on the basis of a 360-day year consisting of twelve 30-day months and paid, without deduction for any exchange, collection, or service charges, semi-annually on the first day of June and December beginning June 1, 2016. Maturity Schedules $95,665,000 Series 2016A Bonds Year (December 1) Amount * 2016 $2,440,000 2017 2,465,000 2018 2,485,000 2019 5,420,000 2020 6,480,000 2021 4,870,000 2022 4,660,000 2023 7,265,000 2024 7,325,000 2025 7,110,000 2026 7,200,000 2027 7,000,000 2028 7,080,000 2029 7,060,000 2020 4,280,000 2031 3,970,000 2032 3,400,000 2033 1,575,000 2034 1,585,000 2035 1,555,000 2036 440,000 Preliminary; subject to change. F-4

Minimum Purchase Price $3,605,000 Taxable Series 2016B Bonds Year (December 1) Amount * 2016 $ 65,000 2017 65,000 2018 65,000 2019 200,000 2020 335,000 2021 345,000 2022 365,000 2023 370,000 2024 380,000 2025 390,000 2026 410,000 2027 415,000 2028 200,000 OFFICIAL TERMS AND CONDITIONS Each series of the Series 2016 Bonds shall be sold at a purchase price (principal, plus original issue premium, if any, less underwriter s discount) of not less than 100% of the principal amount plus accrued interest. Adjustment of Principal prior to the Bid Date The City reserves the right prior to the bid date to adjust the principal amount of either series of the Series 2016 Bonds in multiples of $5,000. The principal amortization schedules may be adjusted by the City prior to the bid date, and if any such adjustment is made, bidders must bid on the basis of the adjusted schedule(s). Such changes may be communicated electronically, including via TM3. Adjustment of the Principal Amount and Maturities after Submission of Bid The City reserves the right after bids are received and prior to award to adjust the principal amounts for each series of the Series 2016 Bonds, as applicable, in multiples of $5,000 (a) to ensure that the total principal and interest payments for the portion of the Series 2016A Bonds being issued to finance equipment and improvements meet the City s desired amortization criteria and (b) to ensure annual uniform savings with respect to the portion of the Series 2016A Bonds and the Taxable Series 2016B Bonds being issued to provide for the refunding of the applicable Prior Bonds (as defined below). In determining the final principal payments for the Taxable Series 2016 Bonds, the City will not reduce or increase the total principal amount for the Preliminary; subject to change F-5

Series 2016A and Series 2016B Bonds by more than 10% of the preliminary amount stated in this notice or the adjusted principal amounts communicated via TM3 prior to the bid date. THE SUCCESSFUL BIDDER MAY NOT WITHDRAW ITS BID OR CHANGE THE INTEREST RATES BID OR THE INITIAL REOFFERING PRICES AS A RESULT OF ANY CHANGES MADE TO THE PRINCIPAL AMOUNT AND MATURITIES WITHIN THESE LIMITS. In the event the principal amount or the maturity amounts of either series of the Series 2016 Bonds are adjusted, the applicable purchase price will be adjusted to ensure that the percentage net compensation remains constant (i.e., the percentage resulting from dividing (a) the aggregate difference between the offering price of the applicable series of the Series 2016 Bonds to the public and the price of such series of the Series 2016 Bonds to be paid to the City (excluding accrued interest, if any) by (b) the principal amount of such series of the Series 2016 Bonds). Portions of each series of the Series 2016 Bonds will be used to refund certain maturities of the City s outstanding general obligation bonds, as determined by the Finance Director in one or more Fiscal Officer s Certificates with respect to the Series 2016 Bonds (the Fiscal Officer s Certificate(s) ), to be delivered in connection with the sale of the Series 2016 Bonds (such portion of the outstanding general obligation bonds to be refunded is referred to herein as the Prior Bonds ) (see OFFICIAL TERMS AND CONDITIONS Purpose herein). The City s objective for refunding the Prior Bonds is to produce interest cost savings. The above schedules reflect the estimated principal amortization necessary to result in proportionate savings with respect to the applicable Prior Bonds. Optional Redemption Series 2016A Bonds. The Series 2016A Bonds as may be outstanding and mature on or after December 1, 2026 shall be subject to redemption, at the option of the City, and in such order as directed by the City (and by lot within a maturity), in whole or in part on any date on or after June 1, 2026, at a redemption price of 100% (par) of the principal amount redeemed, plus accrued interest to the redemption date. Taxable Series 2016B Bonds. The Taxable Series 2016B Bonds are not subject to redemption prior to their stated maturity. Term Bonds All of the Series 2016 Bonds will be serial bonds unless the successful bidder shall designate consecutive principal maturities to be combined into one or more term bonds. Any such term bond shall be subject to mandatory sinking fund redemption commencing on December 1 of the first year which has been combined to form such term bond and continuing on December 1 in each year thereafter until the stated maturity date of that term bond. The amount redeemed in any year shall be equal to the principal amount for each such year set forth in the appropriate amortization schedule. The Series 2016 Bonds to be redeemed in any year by mandatory sinking fund redemption shall be redeemed at par and shall be selected by lot from among the Series 2016 Bonds of the same maturity, as described in the Preliminary Official Statement relating to the Series 2016 Bonds. F-6

Authorization and Source of Payment Authority for the City to issue bonds emanates from Articles VIII and XVIII of the Constitution of the State of Ohio. Statutory provisions are contained in the Ohio Revised Code, Section 133, Uniform Securities Act. The Series 2016 Bonds, described herein, are lawfully issued as general obligation bonds in accordance with Article VIII, Section 4 of the City Charter of the City which provides for the levy of ad valorem taxes on all property in the City subject to ad valorem taxes to satisfy principal and interest requirements on all bonds and notes of the City, unless paid from other sources (as detailed below). The issuance of the Series 2016 Bonds has been specifically authorized pursuant to the following ordinances adopted by the Council of the City (the City Council ) on the dates set forth below (collectively, the Authorizing Ordinances ): Bond Series/Purpose Ordinance Number Date of Adoption Series 2016A Street Improvements 0230-2015, as amended by 6/24/2015 and 1/6/2016 0004-2016 Series 2016A Public Building Improvements 0208-2015 6/24/2015 Series 2016A Equipment Improvements 0209-2015 6/24/2015 Series 2016A Equipment Improvements 0206-2015 6/24/2015 Series 2016A Ziegler Park Improvements 0366-2015 12/2/2015 Series 2016A - Refunding Bonds 0159-2015 and 0019-2016 6/10/2015 1/22/2016 Taxable Series 2016B - Refunding Bonds 0159-2015 and 0019-2016 6/10/2015 1/22/2016 Pursuant to the Authorizing Ordinances, to be supplemented by the Fiscal Officer s Certificate(s) (together, the Bond Legislation ): (a) The City covenants to annually appropriate municipal income taxes in amounts necessary for the prompt payment of the principal of and interest on certain portions of each series of the Series 2016 Bonds, as applicable, as set forth in such Bond Legislation. (b) The City may also covenant to pay the principal of and interest on certain portions of each series of the Series 2016 Bonds from sources other than ad valorem property taxes, as such monies are appropriated and available, including, but not limited to, all service payments with respect to applicable tax incentive districts, as set forth in such Bond Legislation. [Remainder of page intentionally left blank] F-7

Purpose Series 2016A Bonds. The Series 2016A Bonds are comprised of a new money portion (the Series 2016A Improvement Bonds ) and a refunding portion (the Series 2016A Refunding Bonds ). (a) Proceeds derived from the sale of the Series 2016A Improvement Bonds will be used to make various improvements throughout the City including, but not limited to: (i) widening, opening, extending, realigning, grading, repaving, resurfacing, constructing sewers and drains or otherwise rehabilitating and improving streets, roads, thoroughfares, avenues, expressways. sidewalks, plazas and other public ways; purchasing and/or installing street lights and equipment and boulevard lights, (ii) public building improvements including acquiring real estate or interests in same, constructing, rehabilitating and equipping public buildings and other structures, (iii) purchasing motor vehicles, acquiring and improving City-wide communication system components and related improvements, computer related system upgrades and components and other necessary equipment; structures, (iv) park improvements including acquiring real estate or interests in same, for parks, parkways, playgrounds and recreation centers, improving and equipping such real estate and also rehabilitating existing parks, parkways, playgrounds and recreation centers, specifically the renovation and expansion of Ziegler Park, including renovating and expanding a children's playground, upgrading existing green space, and construction of a comfort station, and (v) refunding bond anticipation notes previously issued for the purpose of providing interim financing for all or a portion of the improvements described in items (i) through (iv) above; and (b) Proceeds derived from the sale of the Series 2016A Refunding Bonds will be used to refund certain Prior Bonds, as determined by the Finance Director of the City in the applicable Fiscal Officer s Certificate. Taxable Series 2016B Bonds. Proceeds derived from the sale of the Taxable Series 2016B Refunding Bonds will be used to refund certain Prior Bonds, as determined by the Finance Director of the City in the applicable Fiscal Officer s Certificate. F-8

Paying Agent and Registrar and Escrow Trustee Principal of and interest on the Series 2016 Bonds will be payable through U.S. Bank National Association, as bond registrar, transfer agent and paying agent, and interest is payable by check sent to the registered owner or by wire or electronic transfer, sent by the bond registrar and transfer agent, without deduction for any exchange, collection or service charge. Original registration and subsequent transfers will be at no cost to the bondholder. U.S. Bank National Association will also serve as the escrow trustee with respect to the escrow fund(s) that will provide for the refunding of any of the Prior Bonds. The Depository Trust Company The Series 2016 Bonds will be issuable under a book-entry system, registered in the name of The Depository Trust Company ( DTC ) or its nominee. There will be no distribution of the Series 2016 Bonds to the ultimate purchasers. The successful bidder will be responsible for qualifying the Series 2016 Bonds with DTC for the book-entry system and for any costs associated with such qualification. Security Deposit from Successful Bidders Bids need not be accompanied by a certified or bank cashier's good faith check, but the successful bidders with respect to each series of the Series 2016 Bonds will be required to wire transfer a security deposit to the order of the City, as instructed by the City, not later than 2:00 p.m. E.S.T. on the day of the award, in the following amounts (a) with respect to the Series 2016A Bonds, the amount of $956,650 and (b) with respect to the Taxable Series 2016B Bonds, the amount of $36,050. If the deposit for a series of the Series 2016 Bonds is not received by such time, the bid acceptance and Fiscal Officer s Certificate for such series of the Series 2016 Bonds, awarding such series of the Series 2016 Bonds to the applicable successful bidder, may be withdrawn by the City, and such series of the Series 2016 Bonds shall be awarded to the bidder offering the next lowest true interest cost with respect to such series. At the time of delivery of the Series 2016 Bonds, the security deposit with respect to each series of the Series 2016 Bonds will be applied as a credit against the applicable purchase price for such series of the Series 2016 Bonds or will be retained as liquidated damages upon the failure of the applicable successful bidder to take and pay for such series of the Series 2016 Bonds in accordance with the terms of its proposal. The successful bidder(s) for either series of the Series 2016 Bonds shall have no right in or to the applicable wired funds or to the funds represented thereby if it fails to complete the purchase of, and payment in full of the purchase price of, the applicable series of the Series 2016 Bonds for any reason whatsoever, unless such failure of performance shall be caused by an act or omission of the City. Notwithstanding the foregoing, should a successful bidder fail to wire transfer the applicable security deposit on the date and in the amount required under this Notice of Sale or fail to pay for the applicable series of the Series 2016 Bonds at the price and on the date agreed upon, the City retains the right to seek further compensation for damages sustained as a result of such failure by the applicable successful bidder. F-9

Basis of Award No bid to purchase less than all of each series of the Series 2016 Bonds or to purchase either series of the Series 2016 Bonds at an aggregate purchase price less than par (100%), plus accrued interest, if any, plus premium, if any, less underwriter's discount will be considered. ALL BIDS SHALL REMAIN FIRM UNTIL 5:00 P.M., E.S.T., ON THE DATE OF RECEIPT OF BIDS. Unless all bids are rejected, each series of the Series 2016 Bonds will be awarded to the respective bidder offering the lowest interest rate to be determined on a true interest cost ( TIC ) basis. The TIC for each series of the Series 2016 Bonds shall be determined by the present value method, i.e., by ascertaining the semiannual rate, compounded semi-annually, necessary to discount as of the dated date of the Series 2016 Bonds, the amount payable on each interest payment date and on each stated maturity date or earlier mandatory redemption with respect to the applicable series of the Series 2016 Bonds, so that the aggregate of the respective amounts will equal the aggregate purchase price offered for the corresponding series of the Series 2016 Bonds. The TIC for each series of the Series 2016 Bonds shall be stated in terms of an annual percentage rate and shall be that rate of interest, which is twice the semiannual rate so ascertained (also known as the Canadian Method ). In the event of tie bids for the lowest TIC with respect to either series of the Series 2016 Bonds, the applicable series of the Series 2016 Bonds will be awarded by lot. The City will reserve the right to: (a) waive non-substantive informalities of any bid or of matters relating to the receipt of bids and award of either series of the Series 2016 Bonds, (b) reject any or all bids with respect to either series of the Series 2016 Bonds without cause, and (c) reject any bid with respect to either series of the Series 2016 Bonds which the City determines to have failed to comply with the terms herein. Rates of Interest for the Series 2016A Bonds For each bid proposal with respect to the Series 2016A Bonds, the rates of interest must conform to the following limitations: 1. Each annual maturity must bear a single rate of interest from the dated date of the Series 2016A Bonds to the date of maturity. 2. Rates of interest bid must be in multiples of one-eighth (1/8) or onetwentieth (1/20) of one percent. 3. Each rate of interest specified for any annual maturity shall not be greater than 4.00%. 4. A zero interest rate cannot be given for any maturity. F-10

Rates of Interest for the Taxable Series 2016B Bonds For each bid proposal with respect to the Taxable Series 2016B Bonds, the rates of interest must conform to the following limitations: 1. Each annual maturity must bear a single rate of interest from the dated date of the Taxable Series 2016B Bonds to the date of maturity. 2. Rates of interest bid must be in multiples of one-eighth (1/8) or onetwentieth (1/20) or one-one hundredth (1/100) of one percent. 3. Each rate of interest specified for any annual maturity shall not be greater than 4.00%. Electronic Bidding 4. A zero interest rate cannot be given for any maturity. Prospective bidders who submit proposals electronically must be contracted customers of Ipreo's BiDCOMP Competitive Bid Calculation System. If you do not have a contract with BiDCOMP, call (877) 588-5030 to become a customer. By contracting with BiDCOMP, a prospective bidder is not obligated to submit a bid in connection with the sale. If any provision of this Notice of Sale shall conflict with information provided by BiDCOMP /Parity as approved provider of electronic bidding services, this Notice of Sale shall control. Further information about BiDCOMP /Parity, including bidding and any fee charged, may be obtained from BiDCOMP /Parity at (212) 849-5021. Bids must be submitted electronically for the purchase of either series of the Series 2016 Bonds by means of BiDCOMP /Parity. Bids must be communicated electronically to BiDCOMP /Parity, by 10:30 a.m., E.S.T., on Thursday, January 28, 2016 for the Series 2016A Bonds and 11:00 a.m., E.S.T., on Thursday, January 28, 2016 for the Taxable Series 2016B Bonds. Prior to that time, a prospective bidder may input and save the proposed terms of its bid in BiDCOMP /Parity. Once the final bid has been saved in BiDCOMP /Parity, the bidder may select the final bid button in BiDCOMP /Parity, to submit the bid to BiDCOMP /Parity. Once the bids are communicated electronically via BiDCOMP /Parity, to the City and the sale time has passed, each bid will constitute an irrevocable offer to purchase the applicable series of the Series 2016 Bonds on the terms therein provided. For purposes of the electronic bidding process, the time as maintained on BiDCOMP /Parity, shall constitute the official time. Each qualified prospective bidder shall be solely responsible to make the necessary arrangements to access BiDCOMP /Parity, for purposes of submitting its bid in a timely manner and in compliance with the requirements of the Notice of Sale. Neither the City nor BiDCOMP /Parity, shall have any duty or obligation to undertake such registration to bid for any prospective bidder or to provide or assure such access to any qualified prospective bidder, and neither the City nor BiDCOMP /Parity, shall be responsible for proper operation of, or have any liability for any delays or interruptions of, or any damages caused by F-11

BiDCOMP /Parity. The City is using BiDCOMP /Parity as a communication mechanism, and not as the City's agent, to conduct the electronic bidding for the Series 2016 Bonds. The City is not bound by any advice and determination of BiDCOMP /Parity to the effect that any particular bid complies with the terms of this Notice of Sale and in particular the bid specifications set forth in Basis of Award above. All costs and expenses incurred by prospective bidders in connection with their registration and submission of bids via BiDCOMP /Parity are the sole responsibility of the bidders; and the City is not responsible, directly or indirectly, for any of such costs or expenses. If a prospective bidder encounters any difficulty in submitting, modifying or withdrawing a bid for either series of the Series 2016 Bonds, he/she should immediately telephone BiDCOMP /Parity and contact the City c/o Nicole Lee, City Treasurer, by telephone at (513) 352-4781 or by e-mail at nicole.lee@cincinnati-oh.gov) and the City s Financial Advisor, Davenport & Company LLC, c/o Kyle Laux by telephone at (804) 697-2913 or Roland Kooch by telephone at (804) 697-2906. Right of Rejection The City reserves the right, in its discretion, to reject any and all proposals, including any proposals not conforming to this Notice and to waive any irregularity or informality in any proposal. Right to Disaffirm Acceptance of Bid Notwithstanding anything herein to the contrary, if the City determines that it is unable to deliver either series of the Series 2016 Bonds, it will so notify the applicable successful bidder. In the event that either series of the Series 2016 Bonds is not delivered to the applicable successful bidder for other than market-related reasons, the applicable successful bidder will have no right of action against the City, except the right to receive its security deposit back from the City. Right to Modify or Amend The City reserves the right to modify or amend this Notice including, but not limited to, the right to adjust and change the principal amount and principal amortization schedule of either series of the Series 2016 Bonds. Notice of any such modification or amendment shall be communicated by the City through TM3. Right of Postponement The City reserves the right to postpone, from time to time, the date established for the receipt of proposals. Delivery It is expected that the Series 2016 Bonds will be delivered by the City on or before February 4, 2016 under the conditions herein specified. Payment shall be made in immediate or federal funds on the date of delivery. F-12

Fees/Expenses which shall be the Responsibility of the Successful Bidders OMAC. The successful bidder for each series of the Series 2016 Bonds will be responsible for paying the fees of the Ohio Municipal Advisory Council ( OMAC ), which fees can obtained by contacting OMAC directly at 1-800-969-6622 or (330) 963-7444. CUSIP. In addition, it is anticipated that CUSIP identification numbers will be printed on all of the Series 2016 Bonds, but neither the failure to print such CUSIP numbers on any bonds of either series of the Series 2016 Bonds nor any error with respect thereto shall constitute cause for a failure or refusal by the applicable purchaser thereof to accept delivery of or pay for the applicable series of the Series 2016 Bonds in accordance with the terms of the applicable bids. Each successful bidder shall be responsible for ordering CUSIP numbers for the applicable series of the Series 2016 Bonds. The CUSIP Service Bureau charge for the assignment of the CUSIP numbers to each series of the Series 2016 Bonds shall be the responsibility of and shall be paid for by the applicable successful bidder for each series of the Series 2016 Bonds. DTC. Each successful bidder will be responsible for qualifying the applicable series of the Series 2016 Bonds with DTC for the book-entry system and for any costs associated with such qualification. Blue Sky Expenses. With respect to any costs and expenses associated with satisfying the requirements of Blue Sky laws for any particular state or states, please see the Section titled OFFICIAL TERMS AND CONDITIONS - Blue Sky Laws below. Blue Sky Laws Only to the extent deemed necessary by either successful bidder, each successful bidder will be responsible for the clearance or exemption with respect to the status of the applicable series of the Series 2016 Bonds for sale under the securities or Blue Sky laws of the several states and the preparation of any surveys or memoranda in connection therewith. Non-Bank Qualified The City Council has NOT designated the Series 2016A Bonds as qualified tax-exempt obligations under Section 265 of the Internal Revenue Code of 1986, as amended (the Code ), as the City anticipates issuing more than $10 million in tax-exempt obligations during calendar year 2016. The Series 2016A Bonds are governmental use obligations under the Code. Reoffering Upon award of the Series 2016 Bonds, each successful bidder shall advise the City of the initial public offering prices of the applicable series of the Series 2016 Bonds. In addition, as required by the Code, each successful bidder will be required to certify to the City as to certain of its activities regarding any reoffering to the public of the applicable series of the Series 2016 Bonds. F-13

Ratings Moody's Investors Service ( Moody s ) and Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc. ( Standard & Poor's ), have assigned ratings to the Series 2016 Bonds of Aa2 (stable outlook) and AA- (stable outlook), respectively. Such ratings reflect only the respective views of such organizations and an explanation of the significance of such ratings may be obtained from the rating agency furnishing the same. Preliminary Official Statement The City's Preliminary Official Statement dated on or about January 22, 2016 and this Notice of Sale are available electronically on the worldwide web via the following link: http://www.digitalmuni.com/system/documents/1684/original.pdf?1453476217 The Preliminary Official Statement has been deemed final by the City as of its date for purposes of SEC Rule 15c2-12, but is subject to change without notice and to completion or amendment or supplementation in the final Official Statement. In the event of any material change to the Preliminary Official Statement between the date hereof and the award date with respect to the Series 2016 Bonds, the City will prepare a supplement to the Preliminary Official Statement and the City will give notice by publication in The Bond Buyer and/or TM3 of the availability of the supplement, or at the discretion of the City, by telephone, facsimile, e-mail or physical delivery. Upon the sale of the Series 2016 Bonds, the City will complete an Official Statement substantially in the same form as the Preliminary Official Statement, subject to such supplementation or amendment as is necessary. An amount not to exceed three (3) copies of the Official Statement will be made available to the successful bidder for each series of the Series 2016 Bonds, all at the expense of the City within seven (7) business days after the award date. Additional copies may be obtained at the expense of such bidder(s). This Notice of Sale is not intended as a disclosure document. Undertakings of the Successful Bidders The successful bidders shall make a bona fide public offering of each of the Series 2016 Bonds and shall, within 30 minutes after being notified that such bidder s bid appears to be the apparent winning bid, subject to verification, advise the City in writing (via facsimile or electronic transmission) of the initial public offering price each of the Series 2016 Bonds (the Initial Reoffering Price ). The successful bidder must provide the initial public offering prices, as the City will not include in the Official Statement an NRO ( not reoffering ) designation to the Series 2016 Bonds. The successful bidder will be responsible to the City in all respects for the accuracy and completeness of information provided by such successful bidder with respect to such reoffering. The successful bidder must, by facsimile or electronic transmission or delivery received by the City within 24 hours after notification of the final principal amounts and maturities, furnish the following information to the City to complete the Official Statement in final form, as described below: F-14

(a) Selling compensation (aggregate total anticipated compensation to the underwriters expressed in dollars, based on the expectation that each of the Series 2016 Bonds are sold at the prices or yields at which the successful bidders advised the City that each of the Series 2016 Bonds were initially offered to the public). (b) The identity of the other underwriters if the successful bidder is part of a group or syndicate. (c) Any other material information that the City determines is necessary to complete the Official Statement in final form. Prior to the delivery of the Series 2016 Bonds, the successful bidder shall furnish to the City a Certificate Regarding Issue Price, substantially in a form acceptable to Bond Counsel, establishing that the successful bidder has made a bona fide public offering of the Series 2016 Bonds at the initial public offering prices set forth in such certificate and that a substantial amount of the Series 2016 Bonds of each maturity was sold to the public (excluding bond houses, brokers and other intermediaries) at such initial public offering price. The City expects the successful bidder to deliver copies of such Official Statement in final form (the final Official Statement ) to persons to whom such bidder initially sells Series 2016 Bonds and to the Municipal Securities Rulemaking Board ( MSRB ). The successful bidder will be required to acknowledge receipt of such final Official Statement, to certify that it has made delivery of the final Official Statement to such repositories, to acknowledge that the City expects the successful bidder to deliver copies of such final Official Statement to persons to whom such bidder initially sells the Series 2016 Bonds and to certify that the Series 2016 Bonds will only be offered pursuant to the final Official Statement and only in states where the offer is legal. In the event that the successful bidder has on its own obtained a commitment for a municipal bond insurance policy or other credit enhancement, the City shall indicate in the final Official Statement that the successful bidder has informed the City that credit enhancement is being sought for the Series 2016 Bonds. The City will also indicate within the final Official Statement that further information concerning such potential credit enhancement may be obtained through the successful bidder. The City has no obligation to include the identity of the potential credit enhancer or other information with respect to the potential credit enhancer in the final Official Statement. In addition, the City has no obligation to place a statement of insurance on the Series 2016 Bonds or provide such documentation, or make such covenants or arrangements, as would customarily be provided, made or arranged were the City to obtain a commitment for municipal bond insurance or other credit enhancement on its own. If the successful bidder obtains a municipal bond insurance policy or other form of credit enhancement, at the same time it provides the initial reoffering price and yield it shall advise the City of the cost of such credit enhancement and whether it will provide to the City, at or before the closing of Series 2016 Bonds, a certificate certifying that (i) the present value of the fees paid for such credit enhancement are less than the present value of the interest reasonably expected to be saved as a result of obtaining such credit enhancement, using the yield on the Series 2016 Bonds (determined with regard to the payments for such credit enhancement) as the discount factor for this purpose, and (ii) to the best of its knowledge, such fees were obtained in arm s length negotiations and do not exceed a reasonable charge for the transfer of credit risk. In F-15

addition, the successful bidder will cooperate with the City to obtain the necessary certifications from the credit enhancement provider. Failure of the Series 2016 Bonds to be so insured or of any such policy to be issued shall not in any manner relieve the successful bidder of its contractual obligations arising from the acceptance of its bid for the purchase of the Series 2016 Bonds. Continuing Disclosure As a condition of closing on the Series 2016 Bonds, the City will undertake, pursuant to a Continuing Disclosure Certificate (or Agreement), to provide annual reports and notices of certain events, as summarized in the Preliminary and Final Official Statements. Insurance The City has not contacted any municipal bond insurer to pre-qualify either series of the Series 2016 Bonds for municipal bond insurance. [Remainder of page intentionally left blank] F-16

[Signature page to Notice of Sale of Bonds] This Notice of Sale has been duly executed and delivered for and on behalf of the City by its Finance Director. CITY OF CINCINNATI, OHIO By: Title: /s/ Reginald Zeno Finance Director Dated: January 22, 2016 F-17

CITY OF CINCINNATI, OHIO $95,665,000 Unlimited Tax Various Purpose General Obligation Improvement and Refunding Bonds Series 2016A $3,605,000 Unlimited Tax Various Purpose General Obligation Refunding Bonds Series 2016B (Federally Taxable) www.digitalmuni.com