Fitch to Take Various Actions on Dept. of Airports of the City of Los Angeles, CA Sub Rev CP Notes

On the effective date of Oct. 3, 2014, Fitch Ratings will take the following rating actions on the Department of Airports of the City of Los Angeles, CA Subordinate Revenue Commercial Paper Notes, (notes) subseries A-1, A-2 and A-4 (Governmental - Non-AMT), subseries B-1, B-2 and B-4 (Private Activity - AMT), subseries C-1, C-2 and C-4 (Federally Taxable)and subseries D-1, D-2 and D-4 (Private Activity - Non-AMT): (i) confirm the 'F1' rating assigned to subseries A-1,B-1,C-1 and D-1; (ii) assign a short-term rating of 'F1' to subseries A-2,B-2,C-2 and D-2 and (iii) confirm the 'F1+' rating assigned to subseries A-4,B-4,C-4 and D-4.

The rating actions are in connection with (i) the substitution of the irrevocable direct-pay letter of credit (LOC) provided by Bank of America (rated 'A/F1', Negative Outlook) which currently supports the subseries A-1, B-1, C-1 and D-1 notes with a substitute LOC to be provided by Bank of the West (BOTW, rated 'A/F1', Stable Outlook); (ii) the assignment of a short-term rating to the subseries A-2, B-2,C-2 and D-2 based on the support of a LOC to be provided by Sumitomo Mitsui Banking Corporation, acting through its New York Branch (SMB, rated 'A/F1', Stable Outlook); and (iii) an increase in the authorized amount of the subseries A-4, B-4, C-4 and D-4 notes to $200,000,000 and a corresponding increase in the coverage provided by the Wells Fargo Bank, National Association LOC (Wells Fargo, rated 'AA-/F1+',Stable Outlook) which provides support for the notes and the extension of its stated expiration date.

KEY RATING DRIVERS

On the effective date of Oct. 3, 2014, the 'F1' rating on the subseries A-1, B-1, C-1 and D-1 notes will be based on the support of the substitute LOC to be provided by BOTW. The 'F1' rating to be assigned to the subseries A-2, B-2, C-2 and D-2 notes will be based on the support of the SMB LOC, and the 'F1+' rating on the subseries A-4, B-4, C-4 and D-4 will continue to be based on the Wells Fargo LOC.

The short-term rating on each subseries of notes will expire on the earlier of Oct. 2, 2017, the stated expiration date of the substitute BOTW LOC; the SMB LOC and the Wells Fargo LOC, unless such date is extended, or upon any prior termination of the related LOC.

U.S. Bank National Association acting as Issuing and Paying Agent (IPA) will continue as the IPA for the notes, and as IPA, is directed to request an advance under the related LOC to pay principal and interest on maturing notes. Each LOC provides coverage for the principal amount of notes and interest coverage equal to 270 days of interest coverage at 12% based on a 360 day year. The BOTW LOC provides coverage for $50,000,000 principal plus $4,500,000 interest. The SMB LOC provides coverage for $100,000,000 principal plus $9,000,000 interest and the Wells Fargo Bank, National Association provides coverage for $200,000,000 principal plus $18,000,000 interest.

All subseries A, B and D notes will be issued at par, with interest due at maturity. Subseries C notes may be issued at par or at a discount. Following the occurrence of an event of default under a specified Letter of Credit and Reimbursement Agreement, the related bank may direct the IPA to immediately stop the issuance of any additional notes. The bank will also notify the IPA that the stated amount of the LOC shall be permanently reduced to the principal amount of notes then outstanding and interest thereon, and shall be further permanently reduced following the maturity of any such notes. The related bank may also issue a final drawing notice directing the IPA to draw on the its LOC for all notes outstanding.

The dealers for the notes are: Citigroup Global Markets Inc.; J.P. Morgan Securities LLC; Loop Capital Markets LLC; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Morgan Stanley & Co.; LLC, Samuel A Ramirez & Co., Inc.; and Wells Fargo Bank, National Association.

RATING SENSITIVITIES

The ratings are exclusively tied to the short-term rating that Fitch maintains on each of the banks providing the LOCs and will reflect all changes to such ratings.

Additional information is available at www.fitchratings.com.

Applicable Criteria and Related Research:

--'U.S. Municipal Structured Finance Criteria', February 24, 2014;

--'Rating Guidelines for Variable-Rate Demand Obligations and Commercial Paper Issued with External Liquidity Support', January 27, 2014.

Applicable Criteria and Related Research:

U.S. Municipal Structured Finance Criteria

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=736618

Rating Guidelines for Variable-Rate Demand Obligations and Commercial Paper Issued with External Liquidity Support

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=730736

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