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COMMONWEALTH OF PUERTO RICO NOTES TO BASIC FINANCIAL STATEMENTS

June 30 Principal Interest Instruments, Net Total

2013 $ - $ 7,812 $ 14,134 $ 21,946 2014 - 7,812 14,134 21,946 2015 - 7,812 14,134 21,946 2016 - 7,812 14,134 21,946 2017 - 7,812 14,134 21,946 2018–2022 27,203360,340 56,905 444,448 2023–2027 12,810 8,630 28,921 50,361 2028–2032 17,030 8,490 25,928 51,448 2033–2037 - 8,446 25,010 33,456 2038–2042 - 8,446 25,010 33,456 2043–2047 - 8,446 25,010 33,456 2048–2052 - 8,446 25,010 33,456 2053–2057 - 8,446 25,010 33,456 2058 136,000 424 139,3472,923 Total $526,180 $126,037 $310,397 $962,614 Variable-Rate Bonds

COFINA’s outstanding bonds are payable from amounts deposited in the Dedicated Sales Tax Fund in each fiscal year. The minimum amount to be deposited is the Pledged Sales Tax Base Amount, which for the fiscal year ended June 30, 2012, was $595,165,542. The Pledged Sales Tax Base Amount increases each fiscal year thereafter at a statutory rate of 4% up to $1,850,000,000. At June 30, 2012, the Pledged Sales Tax Base Amount, by year, is as follows (expressed in thousands):

Year Ending June 30 Amount 2013 $ 618,972 2014 643,731 2015 669,480 2016 696,260 2017 724,110 2018–2022 4,078,893 2023–2027 4,962,597 2028–2032 6,037,758 2033–2037 7,345,856 2038–2042 8,850,885 2043–2047 9,250,000 2048–2052 9,250,000 2053–2057 9,250,000 2058 1,850,000 Total $ 64,228,542

On November 23, 2011, COFINA issued Sales Tax Revenue Bonds, First Subordinate Series 2011A amounting to approximately $734.8 million and Sales Tax Revenue Bonds, First Subordinate Series 2011B amounting to approximately $45.6 million. The Series 2011A includes current interest bonds codified on Series 2011A-1, amounting to $355 million, bearing interest rates ranging from 5% to 5.25% and maturing on August 1, 2043. The Series 2011A also includes Series 2011A-1 and 2011A-2 capital appreciation bonds amounting to $42.7 million and $337.1 million, respectively. The Series 2011A-1 capital appreciation bonds capitalize interest at an annual rate ranging from 5.25% to 6.50% each February 1 and August 1, until their maturity dates between August 1, 2023 and August 1, 2041. The Series 2011A-2 capital appreciation bonds capitalize interest at an annual rate of 7% each February 1 and August 1, until its maturity dates between August 1, 2043 and August 1, 2050. The proceeds of these bonds were used to refund certain outstanding bonds of COFINA, to repay the Junior Subordinated Bonds issued to PRIFA and ERS, and to provide funds to the Commonwealth to cover operating expenses. The $45.6 million Series 2011B bears interest rates ranging from 5% to 5.15% and matures between August 1, 2031 and August 1, 2036. The proceeds of these bonds were used to refund certain outstanding bonds of COFINA.

On December 13, 2011, COFINA issued Sales Tax Revenue Bonds, Senior Series 2011C amounting to approximately $1.0 billion and Sales Tax Revenue Bonds, Senior Series 2011D amounting to approximately $91.2 million. The Series 2011C includes current interest and term bonds amounting to $904.7 million, bearing interest rates ranging from 4% to 5.25% and mature between August 1, 2020 and August 1, 2046. The Series 2011C also includes capital appreciation bonds amounting to $101.8 million, which capitalize interest at an annual rate ranging from 6.15% to 6.25% each February 1 and August 1, until their maturity dates between August 1, 2034 and August 1, 2041. The Series 2011D bonds amounting to $91.2 million bear interest at annual rates ranging from

bonds were used to redeem a portion of certain outstanding Commonwealth appropriation bonds (see note 15(d)) and to cover payments associated with swap agreements of COFINA.

On July 12, 2011, the Commonwealth issued $304 million in Public Improvement Bonds Series 2011, $52.2 million in Public Improvement Refunding Bonds Series 2011 D and $245.9 million in Public Improvement Refunding Bonds Series 2011 E. The proceeds from the issuance of the public improvement bonds were used to carry out certain capital improvements programs authorized by the Legislative Assembly in Act No. 79 and the refunding of bond

anticipation notes issued under Act No. 79 to finance, on an interim basis, portions of certain capital improvement programs. The proceeds of the refunding bonds were used to refund in full certain other general obligation bonds and notes of the Commonwealth, fund the termination payments under certain interest rate swap agreements and a debt service deposit agreement entered into in connection with the issuance of the refunded bonds, pay capitalized interest on the refunding bonds, and pay the expenses related to the issuance and sale of the refunding bonds. These bonds bear interest rates ranging from 3% to 6%, payable semiannually, and mature between July 1, 2013 and July 1, 2041.

On March 29, 2012, the Commonwealth issued $415.3 million in Public Improvement Refunding Bonds Series 2012 B. The proceeds were used to repay advances under a GDB line of credit, the proceeds of which refinanced deposits to the Commonwealth’s Redemption Fund for the payment of principal and interest from February 1, 2012 to July 1, 2012 on certain general obligation bonds and notes of the Commonwealth; refund certain of the Commonwealth’s outstanding general obligation bonds; pay capitalized interest on a portion of the Series 2012 B bonds; and pay expenses related to the issuance and sale of the Series 2012 B bonds. These bonds bear interest rates ranging from 2.25% to 5.30%, payable monthly, and mature between July 1, 2013 and July 1, 2033.

On April 3, 2012, the Commonwealth issued $2.3 billion in Public Improvement Refunding Bonds Series 2012 A. The proceeds were used to repay advances under lines of credit due to GDB, the proceeds of which refinanced deposits to the Commonwealth’s Redemption Fund for the payment of principal and interest due on January 1, 2012 and July 1, 2012 on certain general obligation bonds and notes of the Commonwealth; refund certain of the Commonwealth’s outstanding general obligation bonds; fund associated termination payments due under an investment agreement and interest rate exchange agreements; pay capitalized interest on a portion of the Series 2012 A bonds; and pay expenses related to the issuance and sale of the Series 2012 A bonds. These bonds bear interest rates ranging from 4% to 5.75%, payable semiannually, and mature between July 1, 2020 and July 1, 2041.

On August 24, 2011, PBA issued $756.4 million aggregate principal amount of Facilities Revenue Bonds Series R (Qualified School Construction Bonds-Issuer Subsidy), guaranteed by the

Commonwealth. The proceeds from the issuance of the Series R bonds were used to pay part of the cost of constructing, renovating, remodeling and/or improving approximately 100 public schools under a Commonwealth’s program. As a result of this bond issuance, PBA received a subsidy of $28.1 million from the federal government used for the payment of interest. The Series R bonds bear interest rates at 5.65% to 5.70%, payable quarterly, and mature on July 1, 2028. Concurrently with the issuance of the Series R bonds, PBA issued $303.9 million aggregate principal amount of Facilities Revenue Bonds Series S, guaranteed by the Commonwealth. The proceeds from this issuance of the Series S bonds were used to repay certain advances made to PBA by GDB under line of credit facilities previously issued to repay interest on certain PBA outstanding bonds, pay a portion of the construction costs of certain facilities for lease, and pay the costs of issuance of these bonds. The Series S bonds bear interest rates ranging from 5% to 6%, payable semiannually, and mature between July 1, 2022 and July 1, 2041.

On December 22, 2011, PBA issued $121.5 million aggregate principal amount of Facilities Revenue Bonds Series T (Zone Academy Bonds — Direct Payment), guaranteed by the Commonwealth, the proceeds of which were used to pay part of the cost of renovating and rehabilitating certain public schools. The Series T bonds bear an interest rate of 5.60%, payable quarterly, and mature on July 1, 2030. Then, on June 21, 2012, PBA issued $582.3 million aggregate principal amount of Facilities Revenue Refunding Bonds Series U, guaranteed by the

Commonwealth. The proceeds from this issuance were used to refund in whole PBA’s Facilities Revenue Bonds Series J and a portion of PBA’s Facilities Revenue Bonds Series D and G; repay certain advances made to PBA by GDB under a line of credit facility previously issued; pay a portion of the interest on the Series U bonds; and pay the costs of issuance of the Series U bonds. The Series U bonds bear interest rates ranging from 3.885% to 5.25%, payable semiannually, and mature between July 1, 2014 and July 1, 2042.

On August 1, 2008, Puerto Rico Housing Finance Authority (the “Authority”), a blended component unit of GDB, issued Capital Fund Modernization Program Subordinate Bonds amounting to

$384 million and Housing Revenue Bonds amounting to $100 million. The proceeds from the issuance on these bonds were mainly used to finance a loan (the “Loan”) to Vivienda Modernization 1, LLC, (the “LLC”). The LLC will utilize moneys from the Loan for the purpose of financing a portion of the costs of the acquisition and modernization of various housing projects in the Commonwealth and paying certain transactional costs.

The LLC is a limited liability company created under the laws of the Commonwealth whose sole member is Vivienda Modernization Holdings 1, S.E. (the “Sole Member” or the “Partnership”), a civil partnership created under the laws of the Commonwealth and pursuant to a related Partnership Agreement. The Partnership was created on August 1, 2008 by the Department of Housing of the Commonwealth of Puerto Rico (“DOH”), in its capacity as the general partner (the “General Partner”) and Hudson SLP XL LLC, a Delaware limited liability company, as the Special Limited Partner (the “Special Limited Partner”) and Hudson Housing Tax Credit Fund XL LP, a Delaware limited partnership, as the Investment Partnership (the “Investment Partnership”); collectively with the Special Limited Partner, (the “Limited Partners”). The Partnership has been organized

exclusively to be the sole member of the LLC, which entity has been formed to acquire, develop, rehabilitate, own, maintain and operate thirty three residential rental housing developments intended for rental to persons of low and moderate income. As part of these developments, LLC is intended to acquire a 99 year term Surface Right with respect to the related land and to acquire, develop,

finance, rehabilitate, maintain, operate, lease and sell or otherwise dispose of each Apartment Complex, in order to obtain for the Partnership and its Partners statutory compliance, long-term appreciation, cash income, and tax benefits consisting, of tax credits and tax losses over the term hereof.

Profits, losses and tax credits are allocated in accordance with the Partnership Agreement. Profits and losses from operations and low-income housing tax credits in any year shall be allocated 99.98% to the Investment Partnership, 0.01% to the Special Limited Partner and 0.01% to the General Partner. As defined in the Partnership Agreement, certain transactions and occurrences warrant special allocations of profits and losses. All other losses shall be allocated to the extent allowable under Section 704(b) of the U.S. IRC.

Pursuant to the Partnership Agreement, the Limited Partners are required to provide capital contributions totaling approximately $235 million to the Partnership (“Initial Projected Equity”), subject to potential adjustment based on the amount of low-income housing credits ultimately allocated to the developments in addition to other potential occurrences as more fully explained in

Pursuant to the Partnership Agreement, the General Partner is required to provide capital contributions totaling $10 to the Partnership. Should the Partnership have not sufficient funds available to pay the outstanding balance of the developer fee thereof, as defined, the General Partner shall be required to provide additional capital contributions to the Partnership in an amount

sufficient for the Partnership to pay such balance in full. The General Partner shall have no right or obligation to make any other capital contributions. As of June 30, 2012, the General Partner had provided no capital contributions. In addition, DOH as general partner shall establish the Assurance Reserve Fund at initial closing in the amount of the initial capital contribution less $4 million (plus any initial capital contribution with respect to the apartment complexes). Amounts in the Assurance Reserve Fund shall be used, (i) upon the request of the General Partner, subject to the consent of the Special Limited Partner, or (ii) upon the direction to the Special Limited Partner, to meet financial obligations of the General Partner, other than for excess development costs, as provided in the Partnership Agreement. As of June 30, 2012, such reserve was maintained in the Partnership. The amount owed to DOH for the assurance reserve fund as of June 30, 2012, amounted to

$16.6 million.

On August 7, 2008, Puerto Rico Public Housing Administration (“PHA”) and the LLC entered into a Regulatory and Operating Agreement (the “Agreement”). PHA and the LLC have determined that it would be desirable for the public housing rental development to undergo comprehensive

modernization (e.g. new floors, electrical wiring, plumbing, windows, doors, roofs and accessibility features) or development, which modernization or development will be undertaken and operated by the LLC.

On August 7, 2008, DOH and PHA entered into an interagency agreement through which PHA transferred title to the public housing rental developments to DOH for the subsequent sale to the LLC. In addition, DOH will make a grant to the Authority from funds in the Program Modernization Fund in excess of the first receipts equal to $20 million to allow the Authority to make a permanent loan to the LLC. The Authority will provide to the LLC a (i) $100 million interim construction loan to be used in connection with the financing of the rehabilitation and/or

construction work on the development from the proceeds of tax-exempt bonds issued by the

Authority, (ii) $386.8 million capital fund loan in proceeds from certain tax-exempt bonds issued by the Authority, and (iii) a $100 million permanent loan.

On August 7, 2008, the LLC and DOH entered into a Purchase and Sales Agreement through which the LLC acquired the surface rights of a property (the “Property”) and the improvement erected on such property consisting of buildings and construction in progress with a net book value and cost of $45.9 million and $110 million, respectively, from DOH under those certain deeds of Constitution of Surface Rights and Transfer of Improvements dated August 7, 2008, which will require the LLC to rehabilitate or construct on the Property four thousand one hundred thirty-two (4,132) residential rental units (the “Units” or collectively the “Development”) all of which will receive the benefit of operating subsidy and benefit of low income housing tax credit under Section 42 of the Internal Revenue Code of 1986, as amended. Eighty-four (84) of the units, all of which will be located at the Brisas de Cayey II site, are to be newly constructed. The remaining units will be modernized. Also, on August 7, 2008, DOH entered into a loan agreement with the LLC in the amount of

$102.9 million for the acquisition of the 33 residential rental properties (the “deferred purchase price note”). The LLC shall make payments equal to the amount of net available capital contributions, as defined, for the preceding calendar quarter.

The terms of the deferred purchase price note are described as set forth below:

Commitment $102,889,957

Interest rate 3.55 %

Maturity date Later of (i) funding of the last installment of the third capital contribution or (ii) August 7, 2013

The note shall be a full recourse liability of the LLC; however, none of the LLC’s members has personal liability. As of June 30, 2012, the principal balance outstanding on the deferred purchase price note was $8.9 million and accrued interest was $245 thousand. At the same time, based on the Purchase and Sale Agreement, PHA received $92.4 million from the LLC, which was used to pay eligible project expenses incurred by PHA on an interim basis to minimize the expenditure of 2003 tax exempt bonds that were ineligible for inclusion in the credit transaction. In addition, PHA received $18.1 million from the LLC for Capital Fund Bonds funds previously expensed by the PHA from June to July 2009.

PHA has entered into an Interagency Agreement dated August 7, 2008 with DOH, in DOH’s

capacity as general partner of the Partnership, to delegate management and operational duties related to the Development to PHA as set forth in the Interagency Agreement. The LLC and PHA also intend that the units be developed, operated and managed so as to assure receipt by the LLC of the aforementioned economic and tax benefits to the full extent available to the LLC.

Additionally, on August 7, 2008, the LLC entered into a Master Developer Agreement with DOH to perform services in connection with the development, rehabilitation, and modernization of certain housing projects (the “Master Developer Agreement”). Pursuant to the Master Developer

Agreement, DOH will earn a developer’s fee in the amount of $75 million for services performed and to be performed. Payment of the developer’s fee shall be subject to the terms and conditions of Section 6(a) (i-iv) of the Master Developer Agreement. As of June 30, 2012, the LLC owed DOH the amount of $51.8 million.

Under the Partnership Agreement, projects which do not meet the final completion schedule or satisfy other completion, occupancy, rent attainment or tax-credit related requirements or other Investor Limited Partner conditions to capital contributions with respect to such projects as set forth in the Partnership Agreement may under certain conditions be required to be purchased by DOH or its designee. In such case, DOH or its designee would assume the portion of the Loan allocated to such project(s), including both moneys remaining to be disbursed and repayment obligations, and would become a new additional borrower under the loan agreement. The LLC would be released with respect to the amount of the Loan assumed. DOH or its designee could also seek to obtain a limited partner (who might or might not be the original Investor Limited Partner) and tax credit equity contributions. Such transfer does not affect the obligation of DOH to grant moneys to the Authority to fund the permanent loan. As a requirement of such purchase, DOH or its designee is required to repay equity already contributed by the Investor Limited Partner, plus interest and a purchase premium.

The Commonwealth’s bonds payable are subject to arbitrage regulations issued by the Internal Revenue Service of the United States of America, that require rebate to the federal government of excess investments earnings on tax-exempt debt proceeds if the yield on those earnings exceeds the effective yield on the related tax-exempt debt issued. Excess earnings must be rebated every five years or upon maturity of the debt, whichever is earlier. Arbitrage calculations resulted in no

(d) Commonwealth Appropriation Bonds

Over the years, GDB, as fiscal agent and the bank for the Commonwealth, had extended lines of credit, advances, and loans to several agencies and component units of the Commonwealth in order to finance their capital improvement projects and to cover their operational deficits at the time. At different points in time, these loans were refunded through the issuance of Commonwealth appropriation bonds issued by the Puerto Rico Public Finance Corporation (PFC), a blended component unit of GDB, which serves only as a conduit for the issuance of the bonds. Also, during more recent years, COFINA, through the issuance of bonds, has been used to repay certain other loans and existing appropriation bonds. COFINA is a blended component unit of the

Commonwealth created in 2007 with the capacity to issue bonds to repay or refund advances from GDB, the appropriation bonds referred to above, and other debt obligations, collectively referred as the extra constitutional debt. COFINA’s debt in turn is currently being serviced with the revenues generated from the collection of the first 2.75% of the sales and use tax, which came in effect on November 15, 2006.

On August 18, 2011, PFC issued its $242.4 million 2011 Series A bonds, the proceeds of which were used to repurchase a portion of its 2004 Series A bonds issued under Act No. 164, pay interest on the 2011 Series A bonds through February 1, 2012, and pay the cost of issuance of the such bonds. The Commonwealth recognized a mirror effect of this current refunding by PFC in its own