CITY OF MORENO VALLEY COMMUNITY FACILITIES DISTRICT

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							       CITY OF MORENO VALLEY

COMMUNITY FACILITIES DISTRICT NO. 87-1
           (TOWNGATE)

         SPECIAL TAX REPORT

        FOR FISCAL YEAR 2007/2008




                  FINAL

               August 2007

               Prepared by:

       PUBLIC WORKS DEPARTMENT

       SPECIAL DISTRICTS DIVISION
City of Moreno Valley

                                            TABLE OF CONTENTS

LIST OF TABLES, ATTACHMENTS, AND MAPS ..........................................................ii
LIST OF PARTICIPANTS ............................................................................................... iii
I.     INTRODUCTION
       A.    Description of Proceedings ........................................................................ 1
       B.    Public Facilities .......................................................................................... 3
       C.    Boundaries of the District........................................................................... 3
       D.    Construction Progress ............................................................................... 4
       E.    Major Events.............................................................................................. 5
II.    DATA REVIEW
       A.    Debt Service Requirements - Fiscal Year (FY) 2007/08 ............................ 7
       B.    Reserve Account Deficiency ...................................................................... 8
       C.    Delinquencies in Payments........................................................................ 8
       D.    Administrative Needs ................................................................................. 8
       E.    Capital Expenditures.................................................................................. 9
III.  FUND STATUS
       A.    Special Tax Fund ..................................................................................... 10
                    Transfer Priority............................................................................. 10
                    Delinquent Special Tax Payments ................................................ 10
                    Special Tax Fund Excess.............................................................. 11
       B.    Revenue Fund ......................................................................................... 11
                    Interest Accounts .......................................................................... 11
                    Principal Accounts......................................................................... 11
                    Redemption Account..................................................................... 12
                    Reserve Accounts ......................................................................... 13
                    Excess Reserve Funds ................................................................. 13
       C.    Rebate Fund ............................................................................................ 13
       D.    Refunding and Cost of Issuance Accounts .............................................. 13
       E.   Administrative Expense Fund................................................................... 14
IV.    COLLECTED REVENUES - FY 2006/07 ........................................................... 14
V.     ARBITRAGE LIABILITY .................................................................................... 15
VI.    TAX INCREMENT CONTRIBUTIONS
       A.    Prior Year Actual Tax Increment and Pass Through Adjustment............. 16
       B.    Supplemental Tax Increment .................................................................. 17
       C.    Projected Tax Increment.......................................................................... 17
       D.    Educational Revenue Augmentation Fund (ERAF).................................. 18
VII. METHOD OF SPECIAL TAX SPREAD.............................................................. 19
VIII. COMPUTATION OF THE SPECIAL TAX REQUIREMENT............................... 20
IX.    SPECIAL TAX ALLOCATION (TAX ROLL) ...................................................... 20




                                                            i
 City of Moreno Valley
                         LIST OF TABLES, ATTACHMENTS, AND MAPS

TABLES
1       Description of Proceedings................................................................................... 2
2       Debt Service Requirements - Refunding Series A Bonds..................................... 8
3       Debt Service Requirements - Refunding Series B Bonds..................................... 8
4       Mandatory Sinking Fund Redemption Summary – Series A (2015) ................... 12
5       Mandatory Sinking Fund Redemption Summary – Series A (2021) ................... 12
6       Mandatory Sinking Fund Redemption Summary – Series B (2009) ................... 12
7       Excess Reserve Fund Transfers ........................................................................ 13
8       Collected Revenue to Pay FY 2006/07 Total Gross Requirement...................... 14
9       Arbitrage Calculation Summary .......................................................................... 15
10      Prior Year Actual Tax Increment and Pass Through Adjustment........................ 16
11      FY 2006/07 Supplemental Tax Allocation........................................................... 17
12      Estimated FY 2007/08 Towngate Tax Increment Calculation ............................. 18
13      ERAF Allocation ................................................................................................. 19

ATTACHMENTS

A       Computation of Special Tax Levy - FY 2007/08 ................................................. 21
B       FY 2007/08 Special Tax Allocation..................................................................... 22
C       Estimated Tax Increment – FY 2007/08 ............................................................. 24
D       Actual Tax Increment for CFD 87-1 ............................................................. 25 - 28
E       Debt Service Schedule ....................................................................................... 29

MAPS

CFD 87-1 BOUNDARY .......................................................................................... 30 - 34
CFD 87-1 TAX INCREMENT BOUNDARY ............................................................ 35 - 36
CFD 87-1 TAX INCREMENT PARCELS............................................................... 37 – 51
TOWNGATE DEVELOPMENT SITES .......................................................................... 52


                                                           ii
City of Moreno Valley


                                LIST OF PARTICIPANTS



City Contacts:                                Underwriter:

Steven M. Chapman                             Mark Holmstedt
Finance Director/City Treasurer               Westhoff, Cone & Holmstedt
City of Moreno Valley                         1777 Botelho Dr., Suite 370
14177 Frederick Street                        Walnut Creek, CA 94596
P.O. Box 88005                                (925) 472-8747
Moreno Valley, CA 92552-0805                   mark@wcah.com
(951) 413-3074
stevec@moval.org

                                              Financial Arbitrage Administration:
Sue A. Maxinoski
Special Districts Division Manager            Trevor Speer
City of Moreno Valley                         NBS
Special Districts                             32605 Highway 79 South, Suite 100
14325 Frederick Street, Suite 9               Temecula, CA 92592
P.O. Box 88005                                (800) 676-7516
Moreno Valley, CA 92552-0805                  tspeer@nbsgov.com
(951) 413-3480
suem@moval.org


Bond Counsel:                                 Fiscal Agent:

Warren Diven                                  Dania D. Samai
Best, Best & Krieger, LLP                     Wells Fargo Bank
655 West Broadway, 15th Floor                 Corporate Trust Services
San Diego, CA 92101                           707 Wilshire Blvd., 17th Floor
(619) 525-1300                                Los Angeles, CA 90071
warren.diven@bbklaw.com                       (213) 614-3328
                                              dania.d.samai@wellsfargo.com




                                        iii
City of Moreno Valley

I. INTRODUCTION

       A.     DESCRIPTION OF PROCEEDINGS

               Community Facilities District No. 87-1 (TownGate) (“CFD 87-1”) was formed
by the City Council of the City of Moreno Valley (the “City Council”) by adoption of the
Resolution of Formation on October 20, 1987. On April 12, 1988, the City Council adopted
the Resolution of Issuance to issue debt in order to finance a portion of the public facilities
related to the TownGate Development. During April 1988, the City of Moreno Valley (the
“City”) issued $9,000,000 of the $21,000,000 of authorized debt in the original CFD 87-1
Series A Bonds (“Series A”). During August 1991, $12,000,000 of original CFD 87-1 Series
B Bonds (“Series B”) were issued.
              On May 24, 1994, the City Council authorized and provided for the issuance
of CFD 87-1 Special Tax Refunding Series A and Refunding Series B Bonds. The
Refunding Series A and Refunding Series B Bonds may be referred to collectively as
“Refunding Series A and B Bonds.” On June 24, 1994, CFD 87-1 Refunding Series A and
B Bonds were sold. The refunding accomplished a net reduction in debt as a result of
favorable interest rates received. Within the refunding activity, the bond dates were
changed from April/October to June/December to more closely align with revenue receipts
and debt requirements.

             The Refunding Series A Bonds are Senior Bonds, issued in the amount of
$14,170,000. These Bonds are rated by Moody's Investors Service as "Aaa" and are rated
by Standard & Poor's Ratings Group as "AAA." The Refunding Series A Bonds are also
guarantied by a financial guaranty bond issued by Capital Guaranty Insurance Company.

             The Refunding Series B Bonds are Junior Bonds, issued in the amount of
$8,530,000 for a total refunding bond issue amount of $22,700,000. No rating was
requested for the Refunding Series B Bonds. The Refunding Series B Bonds are NOT
guarantied by a financial guaranty bond.
               According to the June 1, 1994, Escrow Agreement, sufficient funds received
through the Refunding Series A and B Bonds were deposited with U. S. Trust Company of
California, as fiscal agent, to redeem the Series A and Series B Bonds. The redemption of
Series A Bonds was completed on October 1, 1995. The redemption of Series B Bonds
was completed October 1, 1998.

                The fiscal year (FY) 2007/08 special tax levy is computed based upon the
Refunding Series A and B Bonds’ debt service schedules. This Special Tax Report is
required to demonstrate the special tax requirement for each parcel within CFD 87-1 in
order to meet the debt service requirements of the refunding bonds. TABLE 1 (page 2) is a
list of pertinent proceedings.




                                              1
City of Moreno Valley

                                          TABLE 1
                                Community Facilities District 87-1
                               DESCRIPTION OF PROCEEDINGS

 Current Number of Taxable Parcels (FY 2007/08)                                  76
                                             Series A &                      Refunding
                                              Series B                      Series A & B
         SPECIAL TAX BONDS                      Bonds                          Bonds

 Resolution of Intention or Issuance          April 12, 1988                May 24, 1994

 Resolution Document Number                        88-13                       94-28

 Amount of Total Authorized Bond              $21,000,000                   $22,700,000
 Issue

                                             Special Tax             Refunding Series A Bonds -
        SPECIAL TAX BONDS                   Series A Bonds                    Senior

 Date of Bond Issue (Dated Date)              April 1, 1988                 June 1, 1994

 Amount of Bond Issue                          $9,000,000                  $14,170,000
  Maturity Date           CUSIP           Refunding Series A            Remaining Principal
  (December)              Number           Principal Amount                  Balance

                                                                            $10,975,000

       2015             616865CT6               $5,830,000                   $5,145,000

       2021             616865CE9               $5,145,000                           $0
                                                                           Moody’s = Aaa
 Bond Rating                                   Not Rated                    S & P = AAA
 Current Date of Bond Redemption or
 Maturity                                   October 1, 1995              December 1, 2021

                                             Special Tax         Refunding Series B Bonds –
        SPECIAL TAX BONDS                   Series B Bonds                 Junior

 Date of Bond Issue (Dated Date)             August 1, 1991                 June 1, 1994

 Amount of Bond Issue                         $12,000,000                  $8,530,000
  Maturity Date           CUSIP           Refunding Series B            Remaining Principal
  (December)              Number           Principal Amount                  Balance

                                                                             $3,670,000

       2009             616865CR0              $3,670,000                              $0

 Bond Rating                                   Not Rated                     Not Rated
 Current Date of Bond Redemption or
 Maturity                                   October 1, 1998              December 1, 2009

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City of Moreno Valley

       B.      PUBLIC FACILITIES

             The TownGate Development has developed in phases. The development of
approximately 163 acres within CFD 87-1 was included in the first phase of the TownGate
Development (“Phase One”). Phase One consists of regional/mixed use commercial,
community commercial, and office/civic center uses, which includes Mervyn's, Ralph's
Grocery Co., Ross Dress-for-Less, Blockbuster Video, Olive Garden Restaurant, Acapulco
Restaurant, Carl's Jr., Bank of America, Red Robin Restaurant, Outback Steakhouse
Restaurant, BJ’s Brewery, Chili’s Restaurant, Washington Mutual, Wells Fargo Bank,
ExxonMobil, Cold Stone Creamery, and Staples.

               The public facilities financed with Series A Bonds serve Phase One
development and consist of roadway improvements, including certain grading, paving,
base, curbs, gutters, sidewalks, landscaping, sewers, drainage, intersection work,
streetlights, signing, striping, traffic signals, irrigation conduit, and utilities, together with
appurtenances and appurtenant work on Eucalyptus Avenue (formerly Eastridge Avenue),
Heritage Way, a segment of Towngate Circle, Centerpoint Drive, and Frederick Street, as
well as storm drain improvements, water and sewer improvements, and the construction of
a freeway ramp.

                The public facilities financed with Series B Bonds serve the remaining
portions of development within CFD 87-1 and consist of road improvements, including
certain grading, paving, base, curbs, gutters, sidewalks, landscaping, rights-of-way, sewers,
drainage, intersection work, streetlights, signing, striping, traffic signals, irrigation conduit,
and utilities, together with appurtenances and appurtenant work on Campus Parkway,
Gateway Drive, Day Street, Eucalyptus Avenues (northwest to southeast and southwest to
northeast, formerly Eastridge Avenue), as well as storm drain improvements, sewer
improvements, a sewer lift station, traffic signals, detention basin, and the construction of a
freeway ramp. The bonds purchased right-of-way within the second phase (“Phase Two”)
of the TownGate Development.

                 The City covenanted by Resolution to diligently acquire or construct the public
facilities in a sound and economical manner. Each respective purveyor further covenanted
to maintain their public facilities in accordance with customary and reasonable maintenance
and repair practices for such facilities.

       C.      BOUNDARIES OF THE DISTRICT

             The Phase One and Phase Two areas consist of approximately 254 net
taxable developable acres of land located in the City bounded on the north by State Route
60, on the west by Day Street, on the south by Eucalyptus Avenue (formerly Eastridge
Avenue), and on the east by Frederick Street.




                                               3
City of Moreno Valley

       D.     CONSTRUCTION PROGRESS
              Phase One and Phase Two improvements are complete as it relates to
certain State Highway 60 improvements, including an auxiliary lane between Day Street
and Frederick Street on the south side. On November 21, 2001, construction was
completed on the Line AA Storm Drain, and the facilities were accepted by the Riverside
County Floor Control District for continued maintenance.

            The City of Riverside, CFD 87-1, and the master developer financially
cooperated to construct traffic signals on Day Street. The City of Riverside was the project
coordinator for the design and construction. Because of design constraints, the California
Department of Transportation (“CalTrans”) determined that the westbound exit ramp at
State Highway 60 and Day Street would not be modified. On March 23, 2004, the City
Council adopted Ordinance No. 658 to modify the TownGate Design Guidelines regarding
perimeters/edge landscape requirements for all properties that front State Highway 60.
The original requirement of providing landscape in the CalTrans designed right-of-way
(ROW) areas is not feasible, as CalTrans has not approved landscaping within their ROW.
The revision of the design guidelines provides the intended landscape edge design in the
original specific plan, and includes the landscape (20 feet of Eucalyptus trees) within the
private property instead of on the CalTrans property.

              A maintenance agreement was executed between the City and the City of
Riverside, which defines the maintenance responsibilities of the two agencies. The
agreement covers all the improvements on Day Street between State Highway 60 and
Eucalyptus Avenue. A separate median landscape maintenance agreement between the
Moreno Valley Community Services District (the “CSD”) and City of Riverside was executed
with maintenance provided by the CSD. The City of Riverside pays financial consideration
for that maintenance effort.

              The TownGate development required construction of storm drains and a
detention basin to handle storm water runoff from the area and other benefiting properties.
CFD 87-1 Bonds were used to pay for the construction of the storm drains and the
purchase of the detention basin ROW. The West End Area Drainage Plan (ADP) was
implemented to identify the storm drain improvements and establish an ADP fee. As ADP
fees are collected from future development within the area, they may be used to reimburse
CFD 87-1 for these improvements, subject to future adoption of a West End ADP
Administrative Manual. Any reimbursement revenues collected may be used to reduce
outstanding debt.

             Community Facilities District 87-1, Improvement Area No. 1 (“CFD 87-1, I. A.
1”) financed the acquisition and construction of additional public improvements. The
boundaries and status of acquisition are discussed in the CFD 87-1 I. A. 1, FY 2007/08
Annual Report.




                                            4
City of Moreno Valley

       E.     MAJOR EVENTS
              Commercial Developments
              TownGate Center and Plaza is the site of initial commercial development
within the TownGate development. This site consists of 50.15 acres and offers mixed-use
and community/commercial facilities. Anchoring this site is a 400,000 square (sq.) foot (ft.)
retail shopping center, constructed between 1988 and 1991, with such major retailers as
Mervyn’s Department Stores, Ralph’s Supermarket, Staples, and Ross Dress for Less.
Following development of the shopping center, construction of the Olive Garden Restaurant
was completed in 1991. Additional site development includes Bank of America, Wells
Fargo Bank, Regency Theaters (formerly Ultra Star Theaters), Chili’s Grill & Bar
Restaurants, Acapulco Mexican Restaurant & Cantina, Carl’s Jr. Restaurants, Block Buster
Video, Del Taco, ExxonMobile, Washington Mutual, Outback Steak House, and BJ’s
Restaurant & Brewery. In spring 2007, Panera Bread signed a letter of intent to construct a
bakery-café.
              TownGate Regional Mall opened on October 14, 1992. The 1.3 million sq. ft.
regional mall includes four anchor stores: J.C. Penney, Harris/Gottschalks, Sears &
Roebuck, and Macy’s (formerly Robinson’s-May) Department Stores. The regional mall
includes 430,000 sq. ft. of gross lease area, of which approximately 89% is currently
leased. A fifth anchor site, Harkins Theatres, an upscale theatre complex with 16-
auditorium style screening rooms to accommodate 3,500-stadium style seats, broke ground
on October 5, 2004, and opened on June 23, 2006. A new Mall entrance proposed on the
parking deck between Harkin’s Theatres and Macy’s, shall allow up to 16,000 sq. ft. of
future restaurant space in the remaining area between the theatre and the Mall ring road
(Towngate Circle). Site plans for the Macaroni Grill Restaurant have been submitted to the
City, and TGI Friday’s has signed a letter of intent for future development within this area.
              TownGate Promenade is a 35-acre site designated for commercial
development. The anchor of this site, Costco Wholesale (formerly Price Club), opened
September 25, 1992, and in 2007 expanded their warehouse to include 14,000 sq. ft. of
additional retail space. West of Costco, four nationally recognized restaurants have
developed and are in operation including Baker’s Burgers opened August 30, 2005, Mimi’s
Café opened February 10, 2006, Applebee’s Restaurants opened May 14, 2007, and
Panda Express, an express Chinese food restaurant with drive-thru, which opened on July
16, 2007. Scheduled to begin construction during late 2007 is Johnny Carino’s Restaurant.
Plans have been submitted to the City for the development of On the Border Restaurant
and Famous Dave’s BBQ. Northwest of Costco, a 141,000 sq. ft. retail center is proposed,
which will accommodate future retail and additional restaurant sites. Letters of intent
received by the City to open within this area include: Chipotle, Corner Bakery Café, Go
Roma, Italian Kitchen Restaurants, Beverages & More, Party City, and Orchard Supply
Hardware (OSH). Ayers Suites, a 127-room, four story European boutique style hotel with
meeting room and restaurant, and Hampton Inn and Suites, a four story hotel consisting of
115 rooms with meeting room facilities, have been approved to begin construction in fall
2007.



                                             5
City of Moreno Valley

               TownGate Crossing is anchored by Lowes Home Improvement Warehouse,
which purchased a 15-acre parcel and constructed a 139,095 sq. ft. retail home
improvement center and a 33,555 sq ft. garden center on the southeast corner of State
Highway 60 and Day Street. Lowes opened on January 29, 2003. Circuit City relocated
from TownGate Plaza and opened a new 33,989 sq. ft. retail store on February 19, 2004.
Additional site development at TownGate Crossing includes Wendy’s Hamburgers, a 3,245
sq. ft. restaurant with a drive-thru, which opened in December of 2003, and a Starbuck’s
Coffee with drive-thru, which opened on August 16, 2004. Jamba Juice, Nextel, and
Moreno Valley Dental opened in September 2004. Tarbell Realtors opened in January
2006. Qdoba Mexican Grill opened in late summer 2006, and Boston Pizza is scheduled to
start construction in 2007. Adjacent to TownGate Crossing, CalTrans acquired four parcels
and completed construction of a new State Route 60 eastbound on ramp.

              TownGate Square (formerly TownGate South) is a 28.57-acre site located at
the southeast corner of Day Street and Gateway Drive. Proposed development on the 12
lots consists of a 306,000 sq. ft. mixed-use complex, which will include 136,000 sq. ft. of
restaurant/retail space and 170,000 sq. ft. of office space. The first anchor tenant, Winco
Foods, Inc., completed construction of a 96,000 sq. ft. grocery store and opened in fall
2006. Approval has been given to begin construction on Portillo’s restaurant, a 7,500 sq. ft.
Chicago style sit down restaurant and drive-thru.

              Residential Developments

              Western Pacific Housing, Inc. acquired seven parcels totaling 110 acres,
located on the northeast corner of Day Street and Cottonwood Avenue, to construct 557
single-family residences, TownGate Memorial Park Phase II, and TownGate Community
Center. The Renaissance Park residential development is complete. TownGate
Elementary School opened on September 9, 2004, to house approximately 800 students.

               Within the TownGate project area on property adjacent to the CFD 87-1
boundary is a 17-acre park site, TownGate Memorial Park, Phase I, which was dedicated to
the City on June 3, 2000. The park includes fully improved baseball/softball fields,
restrooms, and child's play area. TownGate Memorial Park, Phase II (including a 4,000 sq.
ft. TownGate Community Center) was dedicated to the City on November 17, 2003. The
Phase II park site includes a tot lot, multipurpose trail, picnic tables, BBQs, covered
shelters, bike racks, and drinking fountains. Western Pacific Housing constructed the park
site and Community Center as a condition of their residential development.

              Three (3) apartment projects have been constructed within the TownGate
Development. On May 22, 2003, the Planning Commission approved TownGate Villas, a
394-unit apartment project located on the southeast corner of Day Street and Eucalyptus
Avenue, the former site of LJ’s Golf Club. This project began leasing apartments units in
fall 2005. Galleria at TownGate, a 268-unit apartment complex on the southwest corner of
Frederick Street and Eastridge Avenue, also began leasing apartment units in fall 2005.


                                             6
City of Moreno Valley

Stonegate Apartments at TownGate (formerly known as Legacy at TownGate), a 556-unit
apartment complex located south of Towngate Circle and north of Towngate Boulevard
between Memorial Way and Heritage Way, completed construction and began leasing
apartments in spring 2006.

              Parkside at TownGate, a 67-unit detached condominium project, located on
the southwest corner of Eucalyptus Avenue, began construction of the models and
residential units in summer 2007.

               Adjacent to CFD 87-1 boundaries within the TownGate project area is a joint
use fire station. The fire station construction was funded through a cooperative agreement
between the City and the City of Riverside. The fire station opened August 25, 1996, and
was dedicated to the cities on October 19, 1996.

              The County of Riverside developed the Transportation Uniform Mitigation Fee
(TUMF) program to assist with the financing of regional transportation corridors within the
county. Measure A sales tax moneys are allocated based on the participation of the cities
in the TUMF program. On March 25, 2003, the City of Moreno Valley adopted Ordinance
No. 623 to authorize participation in the Western Riverside County TUMF program, to
become effective as of June 1, 2003. A Settlement Agreement was finalized on May 6,
2003, which exempted all affected properties located within CFD 87-1 from the TUMF. All
development projects on the affected properties located within the TownGate development
but outside of CFD 87-1 shall be exempt from TUMF fees except for single-family
residential developments.

               Proposition 218, a constitutional initiative known as the Right to Vote on
Taxes Act, was approved by California voters in November 1996. CFD 87-1 was
established to finance the capital costs for roadway improvements, including grading,
paving, sewers, sidewalks, landscaping, etc. Bonds were issued to provide funding for
these improvements. Only properties benefiting from the improvements have annual
special tax levies placed on the property tax roll to repay the bonded indebtedness. Due to
these factors, CFD 87-1 Bonds are in compliance with the provisions of Proposition 218.
Subsequent increases, not addressed in the Community Facilities District Report Phase II
Communities Facilities District No. 87-1 (the “Report”), will be subject to a two-thirds voter
approval.



II. DATA REVIEW
       A.     DEBT SERVICE REQUIREMENTS - FY 2007/08
              According to the Official Statement, or bond offering statement, TABLE 2
(page 8) is the debt service required for the Refunding Series A Bonds:




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City of Moreno Valley

                                TABLE 2
                      Community Facilities District 87-1
        DEBT SERVICE REQUIREMENTS – REFUNDING SERIES A BONDS

     REFUNDING SERIES A
          BONDS                        PRINCIPAL         INTEREST           TOTAL
           June 1, 2008                 $        0       $292,250         $ 292,250
        December 1, 2008                    465,000        292,250            757,250

              TOTAL                     $465,000         $584,500         $1,049,500

            According to the Official Statement, or bond offering statement, the following
TABLE 3 (below) is the debt service required for the Refunding Series B Bonds:

                                TABLE 3
                      Community Facilities District 87-1
        DEBT SERVICE REQUIREMENTS – REFUNDING SERIES B BONDS


 REFUNDING SERIES B BONDS              PRINCIPAL         INTEREST           TOTAL
           June 1, 2008                 $        0        $52,325            $52,325
        December 1, 2008                 780,000           52,325            832,325

              TOTAL                     $780,000         $104,650          $884,650

      B.     RESERVE ACCOUNT DEFICIENCY

              Debt service payments have been made as scheduled; therefore, as of June
2007, there are no Refunding Series A or Refunding Series B Reserve Account
deficiencies.

      C.     DELINQUENCIES IN PAYMENTS

              During FY 2006/07, tax increment generated from CFD 87-1 was sufficient to
cover the annual debt service. No special taxes were levied on the properties; therefore,
there are no delinquencies in special tax payments.

      D.     ADMINISTRATIVE NEEDS

              The following describes the anticipated administrative expenses payable
during the applicable debt service payment period. The actual estimates for these
administrative expenses are contained in Section IX of this report.


                                             8
City of Moreno Valley

             Estimated expenses for FY 2007/08 are included in the levy computations. All
expenses of this type are paid from the CFD 87-1 Administrative Expense Fund. The
maximum Priority Administrative Expense Amount for FY 2006/07 is $186,505 and will
increase 2% per year. Therefore, the FY 2007/08 priority allowable maximum is $190,235.

Special Tax Report This expense relates to the cost for preparing the Special Tax Report
                   and for preparing the special tax installment information to give to the
                   County Tax Collector. Checking for delinquencies is included as part
                   of this scope of work. This expense includes the County Tax
                   Collector’s estimated fee of 36 cents per parcel to levy and collect the
                   tax installments on the property tax bill. Riverside County
                   administrative charges for necessary adjustments to the property tax
                   bill are also included.

Fiscal Agent Fees   This expense relates to the fees of the Fiscal Agent responsibilities
                    associated with bond and fund administration. Wells Fargo Bank
                    provides the estimated expense for FY 2007/08.

Arbitrage Rebate    This expense is related to the cost of calculating the arbitrage rebate
                    as required by Federal Law. The estimated cost for this service is
                    based upon the NBS contract for the FY 2007/08.

                    The fee will cover one year of rebate calculations through:

                           June 2008 for Refunding Series A Bonds and
                           June 2008 for Refunding Series B Bonds.

City Costs:

Personnel           This cost relates to the City's estimated expense in coordinating the
                    consultants, attorneys, bankers, investment bankers, and other
                    administrative contractors, as well as administrative services and
                    project management provided by the City staff in monitoring tax
                    installments, bond proceeds, and related laws.
Accounting          This relates to the costs of the City's accounting of the bond proceeds,
                    fund monitoring, and administration of the debt service requirements,
                    as well as costs associated with outside auditors.
General             This relates to the costs of the City's General Administrative services
Administration      overhead for: personnel support, building rental and maintenance,
                    insurance, City Council support, City Manager support, purchasing,
                    and communications.
      E.      CAPITAL EXPENDITURES
              There is no allocation for Capital Expenditures included in the tax formula.


                                            9
City of Moreno Valley

III. FUND STATUS
             The Bond Indenture (Section 3.01) requires the Fiscal Agent to establish
funds and accounts for the administration and control of the revenues and the proceeds of
the bonds. The following is information regarding these funds and accounts.

       A.     SPECIAL TAX FUND

            According to Section 3.02 of the Bond Indenture, the Treasurer shall within 10
business days transfer the Revenues to the Fiscal Agent for deposit into the Special Tax
Fund. These Revenues will be transferred or deposited into the following funds:

Transfer Priority

       1.     To CFD 87-1 for deposit into the Administrative Expense Fund in an amount
              not to exceed the Priority Administrative Expense Amount.

       2.     To the Revenue Fund, as follows:
              a.    Refunding Series A Interest Account in an amount equal to the
                    interest due on the Series A Bonds.
              b.    Refunding Series A Principal Account in an amount equal to the
                    amount of principal on the Outstanding Series A Bonds.
              c.    Refunding Series A Reserve Account in an amount necessary to
                    equal the Series A Reserve Requirement.
              d.    Refunding Series B Interest Account in an amount equal to the
                    interest due on the Series B Bonds.
              e.    Refunding Series B Principal Account in an amount equal to the
                    amount of principal on the Outstanding Series B Bonds.
              f.    Refunding Series B Reserve Account in an amount necessary to
                    equal the Series B Reserve Requirement.
       3.     To CFD 87-1 for deposit into the Administrative Expense Fund, if the annual
              expenses exceed the Priority Administrative Expense Amount.

Delinquent Special Tax Payments
              According to the Bond Indenture (Section 3.02), any Revenues resulting from
the payment of delinquent special taxes, penalties, and interest shall be applied in the
following order of priority:

       1.     Refunding Series A Reserve Account in an amount that equals any
              withdrawal from the account as a result of delinquency.

       2.     For reimbursement to the Insurer for any calls on the Financial Guaranty
              Bond.



                                           10
City of Moreno Valley


       3.     Refunding Series B Reserve Account in an amount that equals any
              withdrawal from the account as a result of delinquency.

       4.     Any remaining Revenues shall be applied as listed above.

Special Tax Fund Excess

              Any amounts remaining in the Special Tax Fund after the above transfers and
deposits shall be deposited into the Revenue Fund in the priority listed above.

       B. REVENUE FUND

             The Revenue Fund shall be established and maintained by the Fiscal Agent
(Section 3.05 of the Bond Indenture) and shall contain the following accounts:

       Refunding Series A Interest Account        Refunding Series B Interest Account
       Refunding Series A Principal Account       Refunding Series B Principal Account
       Refunding Series A Reserve Account         Refunding Series B Reserve Account
       Redemption Account

              The June 30, 2007, balance in the Revenue Fund is $2,794,788.28.
Interest Accounts

             All amounts in the interest accounts will be used to pay interest on their
respective bonds: Refunding Series A or Refunding Series B (Section 3.06 of the Bond
Indenture). All interest accrued in the accounts will be retained in their respective interest
accounts. The June 30, 2007, balance in the Refunding Series A Interest Account is
$17.82. The June 30, 2007, balance in the Refunding Series B Interest Account is
$232.00.

Principal Accounts

              All amounts in the principal accounts shall be used solely to pay the principal
on the respective bonds: Refunding Series A or Refunding Series B (Section 3.07 of the
Bond Indenture). The June 30, 2007, balance in the Refunding Series A Principal Account
is $0.00. The June 30, 2007, balance in the Refunding Series B Principal Account is $0.00.

             The $5,830,000 Refunding Series A term bonds maturing on December 1,
2015, are subject to the mandatory sinking fund redemption schedule, TABLE 4 (page 12),
which commenced December 1, 2005.




                                             11
City of Moreno Valley
                                     TABLE 4
                  Community Facilities District No. 87-1 (Towngate)
      Mandatory Sinking Fund Redemption Summary – Refunding Series A (2015)
      Redemption Date      Principal      Redemption Date           Principal
       (December 1)        Amount            (December 1)           Amount
           2005               $390,000           2011                   $550,000
           2006                415,000           2012                     585,000
           2007                440,000           2013                     620,000
           2008                465,000           2014                     655,000
           2009                495,000      2015 (maturity)               695,000
           2010                520,000

             The $5,145,000 Refunding Series A term bonds maturing on December 1,
2021, are subject to the mandatory sinking fund redemption schedule, TABLE 5 below,
which commences December 1, 2016.

                                      TABLE 5
                  Community Facilities District No. 87-1 (Towngate)
      Mandatory Sinking Fund Redemption Summary – Refunding Series A (2021)
      Redemption Date       Principal      Redemption Date          Principal
       (December 1)         Amount            (December 1)          Amount
           2016                $735,000           2019                  $880,000
           2017                 780,000           2020                   930,000
           2018                 830,000      2021 (maturity)             990,000


             The $3,670,000 Refunding Series B term bonds maturing on December 1,
2009, are subject to the mandatory sinking fund redemption schedule, TABLE 6 below,
which commenced December 1, 2005.

                                      TABLE 6
                  Community Facilities District No. 87-1 (Towngate)
      Mandatory Sinking Fund Redemption Summary – Refunding Series B (2009)
      Redemption Date       Principal      Redemption Date          Principal
       (December 1)         Amount            (December 1)          Amount
           2005                $645,000           2008                  $780,000
           2006                 685,000      2009 (maturity)             830,000
           2007                 730,000

Redemption Account
              All prepayments shall be deposited in the Redemption Account and shall be
used for redeeming bonds (Section 3.08 of the Bond Indenture). The June 30, 2007,
balance in the Redemption Account is $0.00.




                                          12
City of Moreno Valley
Reserve Accounts
              The Fiscal Agent shall maintain separate reserve accounts for the Refunding
Series A and B Bonds. Amounts from the reserve accounts may be deposited into their
respective interest and principal accounts, if needed, to cure deficiencies (Section 3.09 of
the Bond Indenture). The balance of the Refunding Series A Reserve Account on June 30,
2007, is $1,052,380.85. The balance of the Refunding Series B Reserve Account on June
30, 2007, is $858,639.41.

Excess Reserve Funds
               Any excess funds in the Refunding Series A Reserve Account are to be
transferred to the Refunding Series A Interest Account. Any excess funds in the Refunding
Series B Reserve Account are to be transferred to the Refunding Series B Interest Account.

            Excess funds in the Refunding Series A Reserve Account and Refunding
Series B Reserve Account are reflected in TABLE 7 below.

                                     TABLE 7
                           Community Facilities District 87-1
                        EXCESS RESERVE FUND TRANSFERS

      Excess Reserve Transfer          December 2006        May 2007       Total Transfer

         Refunding Series A                $32,911           $32,911          $65,822

         Refunding Series B                $26,656           $26,656          $53,312

                Total                      $59,567           $59,567         $119,134


              The excess funds reflect Reserve Fund interest earnings and are used to pay
debt service. The excess Reserve Fund transfers for December 2006 and May 2007 shall
be credited towards the Special Tax Requirement for FY 2007/08.
       C. REBATE FUND

               The Rebate Fund shall be maintained by the Fiscal Agent and any interest
accrued will remain in the Rebate Fund. The June 30, 2007, balance in the Rebate Fund is
$0.00.

       D. REFUNDING FUND AND COST OF ISSUANCE ACCOUNTS

              The Refunding Fund, which contained the Refunding and Escrow Accounts
used to retire Series A and Series B Bonds had final balances distributed as of October
1998. All funds in The Cost of Issuance Account were distributed as of April 1995. These
accounts are now closed.




                                            13
City of Moreno Valley
      E. ADMINISTRATIVE EXPENSE FUND (To be maintained by CFD 87-1.)

               CFD 87-1 shall pay Administrative Expenses from the Administrative Expense
Fund. On or before the date amounts are needed to pay Administrative Expenses, CFD
87-1 shall write a request for the Fiscal Agent to withdraw from the Special Tax Fund and
transfer to CFD 87-1 the amount necessary to pay the Administrative Expenses.


IV. COLLECTED REVENUES – FY 2006/07
             Below in TABLE 8 is the revenue collected during FY 2006/07 to pay debt
service and administration.

                             TABLE 8
                   Community Facilities District 87-1
   COLLECTED REVENUE TO PAY FY 2006/07 TOTAL GROSS REQUIREMENT
 Tax Increment Adjustment Allocation From FY 2005/06
                                         (See Special Tax Report for FY 2006/07)    <$277,220>
 Prior Years Supplemental Tax Allocation
                                         (See Special Tax Report for FY 2006/07)      $212,713
 FY 2006/07 Actual Tax Increment Allocation
                  (See Attachment D, page 25 Special Tax Report for FY 2007/08)      $4,692,592
 FY 2006/07 Special Tax
                                         (See Special Tax Report for FY 2006/07)    <$133,728>
 Prior Year Actual Riverside County Pass Through
                               (See Special Tax Report for FY 2007/08, page 16)    <$2,568,171>
 Excess Reserve Fund Interest Earnings
                                         (See Special Tax Report for FY 2006/07)      $119,083
 Prior Years ERAF Pass Through Adjustment
                                         (See Special Tax Report for FY 2006/07)       $21,308

 TOTAL FY 2006/07 COLLECTED REVENUE                                                  $2,066,577
 FY 2006/07 TOTAL GROSS REQUIREMENT
                                         (See Special Tax Report for FY 2006/07)     $2,069,200
 EXCESS:
                             Identified As Prior Year Adjusted Tax Increment
                  (See Attachment A, page 21 Special Tax Report for FY 2007/08)       <$2,623>




                                               14
City of Moreno Valley
V. ARBITRAGE LIABILITY

             Series A - The final arbitrage rebate liability was calculated on all Series A
funds through October 1, 1995. The issue had no liability for the period beginning April 20,
1988, and ending October 1, 1995.

             Series B - The final arbitrage rebate liability was calculated on all Series B
funds through October 1, 1998. The issue had no liability for the period beginning August
14, 1991, and ending October 1, 1998.

             Refunding Series A and B – The first installment date computation was June
23, 1999, the end of the fifth bond year. The second installment date computation was
June 23, 2004, the end of the tenth bond year. The issue has no rebate liability for the
period beginning June 23, 1994, and ending June 23, 2006. The arbitrage calculation is
shown in TABLE 9 below.

                                         TABLE 9
                        Community Facilities District 87-1 (Towngate)
                         ARBITRAGE CALCULATIONS SUMMARY

          Prior Rebate Liability                                      ($425,624.81)

          Reserve Account – Refunding Series A                              (566.38)

          Reserve Account – Refunding Series B                            (2,772.65)

          Improvement Fund (Custody Account)                             (19,304.07)

          Total                                                       ($448,267.91)

          Rebate Liability (90% of Total)                                          $0


VI. TAX INCREMENT CONTRIBUTIONS
              CFD 87-1 receives a contribution of tax increment from the City's
Redevelopment Agency (RDA). The Specific Plan Area 200 documents define the property
within the Project Area. The tax increment has two components, as defined in more detail
below. All available tax increment within the Project Area, less a 20% housing set-aside,
and less a proportionate share of Riverside County pass through, will be available to the
CFD or distributed to property owners according to the November 3, 1987, Moreno Valley
Redevelopment Project Mixed Use Development Participation Agreement. The base year
for the tax increment computation was 1986/87, but was changed to FY 1987/88 by
Resolution No. RDA 87-4 adopted in July 1987.


              On June 14, 1994, the City of Moreno Valley approved Resolution No. 94-35


                                            15
City of Moreno Valley
and the Moreno Valley RDA approved Resolution No. RDA 94-7 to approve the First
Amendment (the “Amendment”) to the November 4, 1987, Cooperation and
Reimbursement Agreement. The rating agency and Capital Guaranty Insurance Company,
the municipal bond insurer for the Refunding Series A Bonds, requested this Amendment.
The Amendment continues the 1987 pledge of tax increment contribution towards the debt
service for the Refunding Series A and B Bonds. The Amendment also specifies that the
RDA will not cause the reimbursement tax increments to be reduced to an amount less
than $1,600,000 per fiscal year so long as the Refunding Series A Bonds are outstanding.
The Agency is directed to pay to the Fiscal Agent the reimbursement tax increments within
10 days of receipt by the Agency.
      A.      PRIOR YEAR ACTUAL TAX INCREMENT AND PASS THROUGH ADJUSTMENT
              Tax increment can be generally defined as the increase in property tax
generated by the properties within the RDA, including Specific Plan Area 200 (TownGate),
from FY 1987/88 to FY 2007/08, less the 20% housing set-aside and less a proportionate
share of Riverside County pass through. As indicated in the Specific Plan Area 200
(TownGate) documents, tax increment is included and applied to the property within the
Project Area. Actual tax increment detail calculations from FY 1988/89 through FY 2006/07
are provided within Attachment D.
              Excluding supplemental taxes, in FY 2006/07, the City received $5,865,740 of
incremental taxes. The total tax increment collected, less the 20% housing set-aside of
$1,173,148 equals $4,692,592. In last year's levy calculation we estimated the net tax
increment collection to be $2,127,044. Additionally, the FY 2006/07 Special Tax Report
estimated that the total tax increment generated by the RDA would be more than the $7
million threshold; therefore, the Riverside County pass through expense was estimated at
$2,555,840. The actual County pass through was $2,568,171. Taking into account the
($12,331) difference between the estimated and actual Riverside County pass through, the
($44,832) difference between the estimated and the actual tax increment, and the $54,540
contingency amount for FY 2006/07, an adjustment of ($2,623) is included in the FY
2007/08 special tax levy. See TABLE 10 below for the adjustment calculation.

                                      TABLE 10
                             Community Facilities District 87-1
           PRIOR YEAR ACTUAL TAX INCREMENT AND PASS THROUGH ADJUSTMENT

                                        Actual          Estimated
                                      FY 2006/07        FY 2006/07         Adjustment
        Total Tax Increment               $5,865,740        $5,921,780          ($56,040)
    Less 20% Housing Set-Aside           (1,173,148)        (1,184,356)           11,208
   Net FY 2006/07 Tax Increment           $4,692,592        $4,737,424          ($44,832)
 Less Riverside County Pass Through      (2,568,171)        (2,555,840)          (12,331)
       Less 2.5% Contingency                       0          (54,540)            54,540
        Allocated Increment               $2,124,421        $2,127,044           ($2,623)




                                            16
City of Moreno Valley
       B.     SUPPLEMENTAL TAX INCREMENT

             According to data obtained from Riverside County, the total unallocated
supplemental taxes billed through April 2007 for Specific Plan Area 200 (TownGate) is
$355,069. CFD 87-1 will receive 80% of the supplemental tax, due to the 20% reduction for
the housing set-aside; therefore, the total contribution towards the debt service is $284,055.
TABLE 11 (below) lists the supplemental tax allocation for FY 2006/07.

                                TABLE 11
                       Community Facilities District 87-1
                FY 2006/07 SUPPLEMENTAL TAX ALLOCATION
                                                          SUPPLEMENTAL TAX
         TAX YEAR            TAX RATE AREA                     BILLED

                                           021-310                                 $217,758

         FY 2006/07                        021-379                                    26,322

                                           021-385                                   110,989

 Total Supplemental Reported in FY 2006/07                                         $355,069

 20% Reduction For Low-Income Housing                                                 71,014

 Total Supplemental Tax Allocated in FY 2006/07                                    $284,055


       C.     PROJECTED TAX INCREMENT
             Working closely with the County Assessor's Office, the City estimates the tax
increment CFD 87-1 should receive during tax year 2007/08. According to the Bond
Indenture, City staff is to add to the total tax increment contribution the projected tax
increment to be received in the upcoming FY 2007/08.

              The estimated tax increment for FY 2007/08 is $6,703,918, less the 20%
housing set-aside of $1,340,783, for a net tax increment of $5,363,135. The total
Redevelopment Project Area tax increment is projected to be over $7 million for FY
2007/08; therefore, CFD 87-1’s proportionate share of the Riverside County pass through
for FY 2007/08 is $2,989,514, which represents 44.59% of the total estimated TownGate
tax increment. Because the County will not finalize the tax area rates until later in the year,
the anticipated tax increment for FY 2007/08 is reduced by a two and one-half percent
(2.5%) contingency, which is a $59,341 reduction. The total available tax increment is
estimated to be $2,314,280 and is calculated in TABLE 12 (page 18).




                                              17
City of Moreno Valley
                                TABLE 12
                      Community Facilities CFD 87-187-1
       ESTIMATED FY 2007/08 TOWNGATE TAX INCREMENT CALCULATION

     Total Estimated Tax
                                                                          $6,703,918
          Increment
   Less 20% Housing Set
                                       20% x $6,703,918                 <$1,340,783>
          Aside

        Net Increment                                                     $5,363,135

  Less Proportionate Share
  of County Pass Through         See Attachment C, page 24              <$2,989,514>
         Reduction
   Tax Increment Prior to                                                 $2,373,621
 2.5% Estimate Adjustment
     Less 2.5% Estimate
         Adjustment                   2.5% x $2,373,621                    <$59,341>

  Tax Increment Available
                                                                          $2,314,280
     For Debt Service

       D.     EDUCATIONAL REVENUE AUGMENTATION FUND (ERAF)

                In FY 1992/93 and FY 1993/94, in response to serious state budgetary
shortfalls, the California State Legislature permanently redirected over $4 billion of property
taxes from cities, counties, and special districts to schools and community college districts.
In doing so, they reduced the state’s funding obligations by passing on this responsibility to
local governments, including Redevelopment Agencies.

              As a result of this shift, the Moreno Valley Redevelopment Agency paid into
ERAF $172,943 in FY 2002/03, $322,039 in FY 2003/04, $609,304 in FY 2004/05, and
$682,410 in FY 2005/06, the final year of the shift. Because TownGate receives property
tax increment from the RDA, the ERAF payment was allocated proportionally to the CFD
87-1 based on the percentage of tax increment generated by Towngate to the total tax
increment received by the RDA in a particular year. TABLE 13 (page 19) shows the ERAF
Allocation History for TownGate’s share of the ERAF payments.




                                              18
City of Moreno Valley
                                         TABLE 13
                 Community Facilities District No. 87-1 (Towngate Refunding)
                                   ERAF Allocation History
                          Total
                       TownGate       Total RDA Tax                     Total ERAF   TownGate Share
   Fiscal Year        Tax Increment     Increment          Percentage    Payment        of ERAF*

    2002/03             $2,221,015        $6,078,769         36.5%        $172,943          $63,188

    2003/04             $2,503,343        $7,314,255         34.2%        $322,039         $110,220

    2004/05             $3,989,537        $9,656,356        41.3 %        $609,304         $249,815

    2005/06             $4,712,263      $13,110,000          35.9%        $682,410         $244,985

    Total Actual ERAF Allocation                                                           $668,208
*Note: Variance in the above calculations are due to annual adjustments not shown in this table

VII. METHOD OF SPECIAL TAX SPREAD
              The City has the power and as such is obligated to levy and collect the
Special Tax according to a rate and method of apportionment of Special Tax, which CFD
87-1 and the eligible landowner electors within CFD 87-1 have approved. The Special Tax
formula apportions the total debt service requirement (principal, interest, administrative
expenses, and restoration of the Bond Reserve Account, if required) each year and takes
into account the availability of other revenues.
               The City has covenanted in the Bond Indenture to levy the Special Tax for
collection in each fiscal year so as to generate that amount of Special Tax revenues which,
when combined with:
                 1.        The estimated reimbursement tax increments to be received by CFD
                           87-1 during such FY; and
                 2.        All funds on deposit in the Special Fund and available for the payment
                           of Annual Debt Service payable, will yield an amount adequate to pay:
                           a)   Annual Debt Service on the Bonds,
                           b)   Replenishment of the Bond Reserve accounts to the reserve
                                requirements, and
                           c)   Authorized costs of administration.
              The Special Tax Levy will first be uniformly applied to the Developed Property
in an amount not to exceed $11,500 per net acre. The amount of the Special Tax has been
projected to generate revenues equal to approximately one and one half (1 1/2) times the
debt service requirement of the entire $21,000,000 of Series A and Series B indebtedness.

             The Special Taxes and any penalties thereon constitute a lien against the lots
and parcels of land that will be annually imposed until they are paid. Such lien is on parity


                                                      19
City of Moreno Valley
with all special taxes and special assessments and is co-equal to and independent of the
lien for general property taxes, regardless of when the taxes are imposed upon the same
property. The Special Taxes have priority over all existing and future private liens imposed
on the property. Although the Special Taxes constitute liens on taxed parcels within CFD
87-1, they do not constitute a personal indebtedness of the owners of property within CFD
87-1. There is no assurance that the owners will be financially able to pay the annual
Special Taxes or that they will pay such taxes even if financially able to do so. With certain
limitations, the City has covenanted to commence foreclosure proceedings in the event
delinquencies occur. These limitations are more fully described in Section 6.04 of the Bond
Indenture and in the "Sources of Payment for the Bonds - Covenant for Superior Court
Foreclosure" portion of the Official Statement for the Refunding Series A and B Bonds.

VIII. COMPUTATION OF THE SPECIAL TAX REQUIREMENT

              ATTACHMENT A (page 21) is the computation for the Special Tax Levy.
IX. SPECIAL TAX ALLOCATION (TAX ROLL)
              The special tax is allocated first to developed property, then to undeveloped
properties only if the special tax levy requirements exceed $11,500 maximum tax per acre.
ATTACHMENT B (pages 22-23) describes the development status for property within the
boundaries of CFD 87-1. Because the Total Contributions and Adjustments are greater
than the Total Gross Requirement, there is no special tax levy for FY 2007/08.




                                             20
      City of Moreno Valley                                                                  ATTACHMENT A

     CITY OF MORENO VALLEY CFD NO. 87-1
     COMPUTATION OF SPECIAL TAX LEVY – FY 2007/08
     TAPE DATE: 07/05/07


                                              FY 2006/07 ADJUSTMENTS                          FY 2007/08
                                                    REFUNDING
                                                                                                                        FY
                                 SERIES A      SERIES A    SERIES B      SERIES B      REFUNDING     REFUNDING        2007/08
        DESCRIPTION              ESTIMATE      ACTUALS     ESTIMATE      ACTUALS        SERIES A      SERIES B        TOTAL

 Annual Debt Service
 (Bond Year 2008)                                                                       $1,049,500         $884,650   $1,934,150

 Reserve Fund Replenishment                                                                     0                0              0

 Administrative Expenses:

 Special Tax Report & Admin.        $10,000      $10,000        $6,000        $6,000                                           0
 Tax Increment Analysis              20,000       20,000        15,000        15,000                                           0
 Bank Fees                            1,500        2,209         1,500         2,209                                       1418
 Arbitrage Rebate Calculation         1,000          875         1,000           875                                       (250)
 Personnel
    Special Districts                19,000       19,000        11,000        11,000                                            0
    Outside Auditor                   7,000        7,000         7,000         7,000                                            0
 Accounting                          12,000       12,000         8,000         8,000                                            0
 General Administration              10,000       10,000         7,250         7,250                                            0

 Administrative Expenses:

 Special Tax Report & Admin.                                                              $10,000            $6,000       16,000
 Tax Increment Analysis                                                                    20,000            15,000       35,000
 Bank Fees                                                                                  1,500             1,500        3,000
 Arbitrage Rebate Calculation                                                               1,000             1,000        2,000
 City Costs:
  Personnel
      Special Districts                                                                    19,000            11,000       30,000
      Outside Auditor                                                                       7,000             7,000       14,000
  Accounting                                                                               12,000             8,000       20,000
  General Administration                                                                   10,000             7,250       17,250

TOTAL GROSS REQUIREMENT                                                                                               $2,072,568
Less:
  Estimated Tax Increment (FY 2007/08 Less 2.5% Contingency) (See Attachment C)                                       $2,314,280
  Excess Reserve Fund Interest Earnings                                                   $65,822           $53,312      119,134
  Supplemental Tax (FY 2006/07 Allocation)                                                                               284,055
  Prior Year Adjusted Tax Increment (See Table 10)                                                                        (2,623)



 TOTAL CONTRIBUTIONS AND ADJUSTMENTS                                                                                  $2,714,846



 TOTAL NET REQUIREMENT                                                                                                $(642,278)




                                                                21
City of Moreno Valley                                                                    ATTACHMENT B
CFD 87-1 (TOWNGATE)               FY 2007/08 SPECIAL TAX ALLOCATION
                   DEVELOPED             SPECIAL        UNDEVELOPED          SPECIAL
  APN     ACRES STATUS   DESCRIPTION       TAX   ACRES    STATUS  DESCRIPTION TAX
291-110-017   26.09 Developed   Stonegate Apartments               $0.00
291-110-032   31.09 Developed   Mall                                0.00
291-110-033    7.43 Developed   Harkins Theaters                    0.00
291-110-034    9.58 Developed   Harris                              0.00
291-110-035   10.51 Developed   Sears                               0.00
291-110-036   10.13 Developed   J. C. Penneys                       0.00
291-110-037   11.41 Developed   Robinsons/May                       0.00
291-110-039   12.69 Developed   Costco                              0.00
291-110-040    0.79 Developed   Baker’s Drive-thru                  0.00
291-110-041    0.79 Developed   Panda Express                       0.00
291-570-001    0.61 Developed   'W' Building                        0.00
291-570-002    2.42 Developed   Ross Dress                          0.00
291-570-003    2.08 Developed   'B' Building                        0.00
291-570-005    0.40 Developed   CA Bank & Trust                     0.00
291-570-006    0.69 Developed   Wells Fargo                         0.00
291-570-007    2.30 Developed   Staples                             0.00
291-570-008    1.41 Developed   'F' Building                        0.00
291-570-010    3.30 Developed   Theatre                             0.00
291-570-011    0.64 Developed   Red Robin                           0.00
291-570-013                                                                0.76 Undeveloped   Lot 6 (Sub 17)   $0.00
291-570-014    0.85 Developed   Washington Mutual                   0.00
291-570-015                                                                0.25 Undeveloped   Lot 6 (Sub 13)    0.00
291-570-016                                                                2.10 Undeveloped   Lot 6 (Sub 14)    0.00
291-570-017    0.80 Developed   ExxonMobil Gas Station              0.00
291-570-018    0.91 Developed   'I' Building                        0.00
291-570-019    0.34 Developed   Del Taco                            0.00
291-570-020    0.49 Developed   Block Buster                        0.00
291-570-021    0.80 Developed   Acapulco                            0.00
291-570-022    4.69 Developed   Ralphs                              0.00
291-570-024    2.96 Developed   TSC                                 0.00
291-570-026    0.90 Developed   'K' Building                        0.00
291-570-027    3.40 Developed   'E' Building                        0.00
291-570-028    1.18 Developed   BJ’s Brewery                        0.00
291-570-029                                                                1.25 Undeveloped   Lot 3 (Office)    0.00
291-570-030    0.83 Developed   “A-3” Building                      0.00
291-570-031    1.10 Developed   Chili’s                             0.00
291-570-032    0.64 Developed   Bank of America                     0.00
291-570-033    2.11 Developed   Olive Garden                        0.00
291-570-034    0.92 Developed   Carl’s Jr.                          0.00
291-570-035    2.34 Developed   Outback Steak House                 0.00
291-570-036    6.68 Developed   Mervyn’s                            0.00
291-590-002                                                                4.48 Undeveloped   Lot 1 (Sub 2)     0.00
291-590-003                                                                1.02 Undeveloped   Lot 1 (Sub 3)     0.00
291-590-011    1.55 Developed   State of CA Dept. of Trans.    Exempt
291-590-012    1.51 Developed   State of CA Dept. of Trans.    Exempt
291-590-014    1.36 Developed   State of CA Dept. of Trans.    Exempt
291-590-015    0.78 Developed   Wendy’s                          0.00
291-590-018    3.53 Developed   Circuit City                     0.00
291-590-019    0.89 Developed   Gateway Co.                      0.00
291-590-020    0.88 Developed   Gateway Co.                      0.00
291-590-021    1.52 Developed   Gateway Co.                      0.00
291-590-022    0.83 Developed   Gateway Co.                      0.00
291-590-023   14.29 Developed   Lowes HIW, Inc.                  0.00
291-590-024    0.66 Developed   State of CA Dept. of Trans.    Exempt
291-650-001                                                                1.50 Undeveloped   Lot 7 (Pad A)     0.00




                                                              22
City of Moreno Valley                                                       ATTACHMENT B

CFD 87-1 (TOWNGATE)               FY 2007/08 SPECIAL TAX ALLOCATION
                   DEVELOPED             SPECIAL        UNDEVELOPED          SPECIAL
  APN     ACRES STATUS   DESCRIPTION       TAX   ACRES    STATUS  DESCRIPTION TAX
291-650-002   10.94 Developed    Winco Foods         $0.00
291-650-003                                                   0.94 Undeveloped        Lot 7 (Pad L)      $0.00
291-650-004                                                   1.96 Undeveloped        Lot 7 (Office E)    0.00
291-650-005                                                   1.95 Undeveloped        Lot 7 (Office F)    0.00
291-650-006                                                   1.90 Undeveloped        Lot 7 (Office G)    0.00
291-650-007                                                   1.56 Undeveloped        Lot 7 (Office H)    0.00
291-650-008                                                   1.98 Undeveloped        Lot 7 (Office J)    0.00
291-650-009                                                   2.07 Undeveloped        Lot 7 (Office K)    0.00
291-650-010                                                   1.38 Undeveloped        Lot 7 (Pad C)       0.00
291-650-011                                                   1.07 Undeveloped        Lot 7               0.00
291-650-012                                                   1.33 Undeveloped        Lot 7 (Pad B)       0.00
291-650-017    1.25 Developed    Fire Station    Exempt
291-660-001    1.15 Developed    Applebee’s         0.00
291-660-002    1.23 Developed    Mimi’s Café        0.00
291-660-003                                                   1.13 Undeveloped        Lot 7 (Pad L)       0.00
291-660-004                                                   1.13 Undeveloped        Lot 7 (Office E)    0.00
291-660-005                                                   1.40 Undeveloped        Lot 7 (Office F)    0.00
291-660-006                                                   1.19 Undeveloped        Lot 7 (Office G)    0.00
291-660-007                                                   2.03 Undeveloped        Lot 7 (Office H)    0.00
291-660-008                                                   1.15 Undeveloped        Lot 7 (Office J)    0.00
291-660-009                                                   0.84 Undeveloped        Lot 7 (Office K)    0.00
291-660-010                                                   2.52 Undeveloped        Lot 7 (Pad L)       0.00
291-660-011                                                   3.02 Undeveloped        Lot 7 (Office E)    0.00
291-660-012                                                    .91 Undeveloped        Lot 7 (Office F)    0.00
291-660-013                                                   1.79 Undeveloped        Lot 7 (Office G)    0.00
291-660-014                                                   1.00 Undeveloped        Lot 7 (Office H)    0.00

        81 208.67           52                   $0.00       45.61               29                      $0.00




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City of Moreno Valley                                                 ATTACHMENT E

                              DEBT SERVICE SCHEDULE
            The following is the debt service schedule by year for each Series of bonds and an
annual combined total:
                         Refunding                       Refunding
                     Series A Bonds                    Series B Bonds
Year Ending                         Interest                           Interest    Total Debt
 December 1        Principal      Payments           Principal       Payments         Service
    1994           $150,000       $402,661            $70,000         $254,300       $876,961
    1995            250,000        800,821            380,000          505,975      1,936,796
    1996            255,000        792,321            395,000          489,825      1,932,146
    1997            270,000        781,611            410,000          471,655      1,933,266
    1998            280,000        769,461            435,000          450,745      1,935,206
    1999            295,000        756,581            455,000          427,255      1,933,836
    2000            305,000        742,569            480,000          401,775      1,929,344
    2001            320,000        727,929            510,000          373,935      1,931,864
    2002            340,000        712,249            540,000          343,845      1,936,094
    2003            355,000        695,249            575,000          311,445      1,936,694
    2004            375,000        677,144            610,000          276,370      1,938,514
    2005            390,000        657,644            645,000          238,550      1,931,194
    2006            415,000        634,731            685,000          196,625      1,931,356
    2007            440,000        610,350            730,000          152,100      1,932,450
    2008            465,000        584,500            780,000          104,650      1,934,150
    2009            495,000        557,181            830,000           53,950      1,936,131
    2010            520,000        528,100                -----            -----    1,048,100
    2011            550,000        497,550                -----            -----    1,047,550
    2012            585,000        465,238                -----            -----    1,050,238
    2013            620,000        430,869                -----            -----    1,050,869
    2014            655,000        394,444                -----            -----    1,049,444
    2015            695,000        355,963                -----            -----    1,050,963
    2016            735,000        315,131                -----            -----    1,050,131
    2017            780,000        270,113                -----            -----    1,050,113
    2018            830,000        222,338                -----            -----    1,052,338
    2019            880,000        171,500                -----            -----    1,051,500
    2020            930,000        117,600                -----            -----    1,047,600
    2021            990,000          60,638               -----           -----     1,050,638
  TOTALS       $14,170,000 $14,732,483             $8,530,000       $5,053,000 $42,485,483

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