Request for Qualifications for Underwriter Services Reissued

The Agencies are issuing this Request for Qualifications ("RFQ") to solicit proposals from qualified firms ("Firms" or "Proposers"), registered with the Securities and Exchange Commission ("SEC"), Financial Industry Regulatory Authority ("FINRA") and/or the Municipal Securities Rulemaking Board ("MSRB"), as the basis of establishing Prequalified Panels ("PQLs") of Senior Managing Underwriters and Co-Managing Underwriters (collectively "Underwriters") as well as a list of Selling Group Members ("List"), in connection with the sale and issuance of the Agencies' bonds.

Through this RFQ process, the Agencies intend to select multiple qualified Firms for inclusion on the PQL of Underwriters and to establish a corresponding list of Selling Group Members.

This Solicitation seeks to replace, not supplement, the Agencies' Prequalified Panel(s) for Senior Managing Underwriters and Co-Managing Underwriters.

Tier 1 Senior Managing Underwriters

The overall responsibilities of the Agencies' Senior Managing Underwriters shall include:

• providing the most cost-effective pricing and marketing of the Agencies' bonds at the lowest interest rates possible and the distribution of such bonds;
• identifying new strategies and initiatives as well as ideas which could be utilized by the Agencies to enhance the Agencies' operations and the performance of the Agencies' programs;
• identifying refunding opportunities for the Agencies to reduce interest costs on their respective portfolios;
• review and advise on bond structure, size of the bond issues, programmatic cash flows and individual transaction cash flows for the Agencies' programs;
• manage the underwriting process and provide advice on market timing and investor demand;
• conduct bond sale conference calls and coordinate information with the syndicate group;
• commit capital as required in underwriting the Agencies' bonds;
• provide post-closing analysis of debt issuances including pricing, orders, allotments, subscription levels, designations;
• provide support for the Agencies' bonds in the secondary market;
• prepare "Roadshows" relating to bond offerings; [...]
• provide balance sheet, including direct purchase, Standby Purchase Agreements ("SBPAs"), Letters of Credit ("LOCs,") or other credit instrumentalities.

Tier 2 Co-Managing Underwriters

The overall responsibilities of the Agencies' Co-Managing Underwriters shall include (unless otherwise provided):

• assist in marketing and distribution of bonds;
• commit capital as required in underwriting the Agencies' bonds;
• provide support for the bonds in the secondary market; and
• perform other services as requested by the Agencies from time to time.

**Minimum requirements:** firms must complete the *Solicitation Proposal Coversheet*, provided as Attachment I; be registered with SEC and FINRA and/or the MSRB (must provide registration numbers); and must provide proof of a physical office in the State of New York.

Proposals must be received at the mailbox given in Attachment I of this Solicitation at or before the date and time specified in Section 3 of this Solicitation. Any Proposal received after the established time will be considered a late Bid.

The engagement(s) resulting from this Solicitation process will be for inclusion on a PQL for Senior Managing Underwriters and/or Co-Managing Underwriters services and/or to be included on a Selling Group Member list for a three (3) year period, with two (2) optional one-year renewals, subject to a satisfactory annual recertification, approval by the Agencies' Boards and at management's discretion.

For purposes of this solicitation, the Agencies hereby establish an overall goal of 30% of total contract expenditures for MWBE participation, 15% for minority-owned business enterprises ("MBEs") and 15% for women-owned business enterprises ("WBEs"). The Agencies hereby establish a goal of 6% of total contract expenditures for SDVOB participation.