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Latest Bond Issuance Report March 2017

Budgets & Finance · Record year 2017 · Record e15e23fe41ff68f82e

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Source page 1

NEW ISSUE                                                                                 S&P Global Ratings: AAA
                                                                                           (See “Rating” herein)

                            FINAL OFFICIAL STATEMENT DATED FEBRUARY 27, 2017

        In the opinion of Locke Lord LLP, Bond Counsel, based upon an analysis of existing law and assuming, among other
matters, compliance with certain covenants, interest on the Bonds is excluded from gross income for federal income tax
purposes under the Internal Revenue Code of 1986 (the “Code”). Interest on the Bonds is not a specific preference item for
purposes of the federal individual or corporate alternative minimum taxes, although such interest is included in adjusted
current earnings when calculating corporate alternative minimum taxable income. Under existing law, interest on the Bonds
is exempt from Massachusetts personal income taxes, and the Bonds are exempt from Massachusetts personal property taxes.
The Bonds will be designated as “qualified tax-exempt obligations” for purposes of Section 265(b)(3) of the Code.
Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the
accrual or receipt of interest on the Bonds. (See “Tax Exemption” and Appendix C herein.)

                                                     $8,085,000
                                                  TOWN OF CANTON
                                                  MASSACHUSETTS

                      GENERAL OBLIGATION MUNICIPAL PURPOSE LOAN OF 2017 BONDS
       Dated: March 16, 2017                                                                 Due: June 15, 2018 – 2037

                       MATURITIES, AMOUNTS, INTEREST RATES, PRICES AND/OR RATES

          Principal     Interest    Price/    CUSIP                       Principal     Interest     Price/ CUSIP
Year      Amount          Rate      Yield     138267          Year        Amount          Rate       Yield 138267
2018      $560,000        3.00%     1.00%       A66           2028        $310,000        3.00%       2.25% B81
2019       560,000        3.00      1.15        A74           2029         310,000        3.00        2.30   B99
2020       555,000        3.00      1.30        A82           2030         310,000        3.00        2.40   C23
2021       555,000        3.00      1.50        A90           2031         310,000        3.00        2.50   C31
2022       550,000        3.00      1.65        B24           2032         310,000        3.00        2.60   C49
2023       445,000        3.00      1.80        B32           2033         310,000        3.00        2.70   C56
2024       440,000        3.00      1.90        B40           2034         310,000        3.00        2.80   C64
2025       440,000        3.00      2.00        B57           2035         310,000        3.00        2.90   C72
2026       440,000        3.00      2.10        B65           2036         310,000        3.00        3.00   C80
2027       440,000        3.00      2.20        B73           2037         310,000        3.00        3.10   C98

       Principal of the Bonds will be payable June 15 of the years in which the Bonds mature. Interest from the date of the
Bonds will be payable on December 15, 2017 and semi-annually thereafter on each June 15 and December 15 until maturity.
The Bonds will be subject to redemption prior to their stated dates of maturity as described herein.

          The Bonds are issuable only in fully registered form without coupons, and, when issued, will be registered in the
name of Cede & Co., as Bondowner and nominee for The Depository Trust Company (“DTC”), New York, New York. DTC
will act as securities depository for the Bonds. Purchases of the Bonds will be made in book-entry form, in the denomination
of $5,000 or any integral multiple thereof. (See “Book-Entry Transfer System” herein.)

          The legality of the Bonds will be approved by Locke Lord LLP, Boston, Massachusetts, Bond Counsel to the Town.
UniBank Fiscal Advisory Services, Inc., Whitinsville, Massachusetts, serves as financial advisor to the Town. It is expected
that the Bonds, in definitive form, will be delivered to DTC, or the offices of its custodial agent, on or about March 16, 2017
against payment in Federal Reserve funds.

                                    SUNTRUST ROBINSON HUMPHREY

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Table of Contents



                                               Page                                                   Page                                            Page
Issue Summary Statement ........... iii                 Authorized Unissued Debt                             Motor Vehicle Excise ................. 30
Notice of Sale .............................. v            and Prospective Financing ..... 14                Other Taxes ................................. 30
Official Statement ....................... 1            Capital Expenditures                                 Community Preservation Act ...... 31
Introduction ................................. 1           Projections.............................. 14      Investments ................................. 32
                                                        Five Years Outstanding Debt ...... 15                Unassigned General Fund
Part I. The Bonds ........................ 2            Bonded Debt vs. Population,                           Balance and Free Cash .............. 32
   Description of the Bonds........ 2                       Valuations and Income......... 15                Stabilization Fund ....................... 33
   Record Date............................ 2            Annual Debt Service ................... 16           Collective Bargaining ................. 33
   Book-Entry Transfer System.. 2                       Contracts ..................................... 16   Physical and
   Authorization and Use of                             Overlapping Debt ........................ 17           Economic Characteristics......... 33
      Proceeds.............................. 4          Retirement Plan........................... 18        Economic Development .............. 34
   Optional Redemption ............. 5                  Property Taxation and                                Principal Employers .................... 38
   Mandatory Redemption.......... 5                      Valuation ................................... 21    Employment by Industry............. 38
   Security and Remedies ........... 5                  Valuations ................................... 21    Building Permits ......................... 38
   Opinion of Bond Counsel ...... 7                     Tax Rates .................................... 22    Other Data ................................... 39
   Tax Exemption ....................... 7              Largest Taxpayers ....................... 22         Public School Enrollments .......... 42
   Rating ..................................... 8       Tax Levies................................... 22     Public School Facilities............... 42
   Continuing Disclosure............ 9                  Calculation of Tax Levies and                        Litigation..................................... 43
                                                         Levy Limits ............................... 25
Part II. The Town ........................ 10           Tax Collections and                                  Appendix A. Financial
Services ....................................... 10        Abatements ............................ 26         Statements ..............................A-1
Governing Bodies and                                    Taxes Outstanding ...................... 26          Appendix B. 2016 Audit ........... B-1
 Officers ..................................... 10      Town Finances ............................ 27        Appendix C. Proposed Form of
Authorization of General                                Budget and Appropriation                               Legal Opinion ...................... C-1
 Obligation Bond and Notes ....... 11                    Process ...................................... 27   Appendix D. Proposed Form of
Debt Limits ................................. 11        Budget Comparison .................... 28             Continuing Disclosure
Types of Obligations ................... 11             State Aid ..................................... 28    Certificate...............................D-1
Debt ............................................. 13
Revenue Anticipation
 Borrowing ................................. 14


The information and expressions of opinion in this Official Statement are subject to change without notice. Neither the
delivery of this Official Statement nor any sale of the Bonds shall, under any circumstances, create any implication that
there has been no material change in the affairs of the Town since the date of this Official Statement.

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ISSUE SUMMARY STATEMENT

Issuer:                   Town of Canton, Massachusetts.
Date of Sale:             Monday, February 27, 2017 until 12 Noon (Eastern Standard Time).
Method of Sale:           Electronic Bids via Parity.
Location of Sale:         UniBank Fiscal Advisory Services, Inc., 49 Church St., Whitinsville, MA.
Issue:                    $8,085,000 General Obligation Municipal Purpose Loan of 2017 Bonds, Book-Entry
                          Only (See “Book-Entry Transfer System,” herein).
Purpose:                  Proceeds of the Bonds will be utilized to currently refund a portion the Town’s Bond
                          Anticipation Notes maturing March 24, 2017, and to finance various capital projects. See
                          “Authorization and Use of Proceeds” herein.
Dated Date of Bonds:      March 16, 2017.
Maturity Date of Bonds:   June 15, 2018-2037, inclusive, as detailed herein.
Minimum Bid:              Par plus a premium of not less than $70,743.75, plus accrued interest.
Credit Rating:            S&P Global Ratings AAA.
Redemption:               The Bonds are subject to redemption prior to their stated dates of maturity as described
                          herein.
Security:                 The Bonds are valid general obligations of the Town of Canton, Massachusetts and the
                          principal of and interest on the Bonds are payable from taxes which may be levied upon
                          all taxable property within the territorial limits of the Town without limitation as to rate
                          or amount, except as provided under Chapter 44, Section 20 of the General Laws, with
                          respect to that portion of the principal and interest payments that the Town has voted to
                          exempt from the limit imposed by Chapter 59, Section 21C of the General Laws, and
                          subject to the limit imposed by Chapter 59, Section 21C of the General Laws with respect
                          to that portion of the principal and interest payments that the Town has not voted to
                          exempt from that limit.
Basis of Award:           Lowest true interest cost (TIC) as of the dated date.
Tax Exemption:            Refer to “Tax Exemption” and Appendix C – “Proposed Form of Legal Opinion” herein.
Continuing Disclosure:    Refer to “Continuing Disclosure” and Appendix D – “Proposed Form of Continuing
                          Disclosure Certificate” herein.
Bank Qualification:       The Bonds will be designated as “qualified tax-exempt obligations” for purposes of
                          Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
Paying Agent:             U.S. Bank National Association, Boston, Massachusetts.
Legal Opinion:            Locke Lord LLP, Boston, Massachusetts.
Delivery and Payment:     It is expected that the Bonds will be delivered to DTC, or the offices of its custodial
                          agent, against payment to the account of the Town in Federal Reserve funds on or about
                          March 16, 2017.




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Issue Contacts:           James R. Murgia, Finance Director/Treasurer, Town of Canton,
                          Telephone # (781) 575-6612
                          Kimberly Mooers, Senior Vice President, UniBank Fiscal Advisory Services, Inc.,
                          Telephone # (508) 849-4307
                          Richard A. Manley, Jr., Esq., Locke Lord LLP,
                          Telephone # (617) 239-0384

Additional Information:   Refer to the Preliminary Official Statement dated February 17, 2017.




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NOTICE OF SALE

                                                TOWN OF CANTON
                                                  Massachusetts

                                         $8,085,000
                   GENERAL OBLIGATION MUNICIPAL PURPOSE LOAN OF 2017 BONDS

        The Town of Canton, Massachusetts, will receive electronic proposals until 12 Noon (Eastern Standard Time), on

                                                  February 27, 2017

at UniBank Fiscal Advisory Services, Inc., Whitinsville, Massachusetts, for the purchase of the following described
Bonds:

$8,085,000      GENERAL OBLIGATION MUNICIPAL PURPOSE LOAN OF 2017 BONDS payable June 15 of
                the years and in the amounts as follows:

                                             Principal                   Principal
                                      Year   Amount              Year    Amount
                                      2018   $560,000            2028    $310,000
                                      2019    560,000            2029     310,000
                                      2020    555,000            2030     310,000
                                      2021    555,000            2031     310,000
                                      2022    550,000            2032     310,000
                                      2023    445,000            2033     310,000
                                      2024    440,000            2034     310,000
                                      2025    440,000            2035     310,000
                                      2026    440,000            2036     310,000
                                      2027    440,000            2037     310,000

Details of the Bonds

The Bonds will be dated March 16, 2017. Interest from the date of the Bonds will be payable on December 15, 2017 and
semi-annually thereafter on each June 15 and December 15. Principal of and interest on the Bonds will be paid as
described below. The Bonds are subject to redemption prior to their stated dates of maturity as described below.

The Bond will be issued by means of a book-entry system with no physical distribution of the Bonds made to the public.
One certificate for each maturity of the Bonds will be issued to The Depository Trust Company, New York, New York,
(“DTC”), and immobilized in its custody. A book-entry system will be employed, evidencing ownership of the Bonds in
principal amounts of $5,000 or integral multiples thereof, with transfers of ownership affected on the records of DTC and
its participants pursuant to rules and procedures adopted by DTC and its participants. The winning bidder, as a condition
to delivery of the Bonds, shall be required to deposit the Bonds with DTC, registered in the name of Cede & Co.
Principal of, and interest on the Bonds will be payable to DTC or its nominee as registered owner of the Bonds. Transfer
of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and
interest payments to beneficial owners by participants of DTC will be the responsibility of such participants and other
nominees of beneficial owners. Neither the Town nor the Paying Agent will be responsible or liable for maintaining,
supervising or reviewing the records maintained by DTC, its participants or persons acting through such participants.

Bank Qualification

The Bonds will be designated as “qualified tax-exempt obligations” for purposes of Section 265(b)(3) of the Code.


                                                           v

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Optional Redemption of the Bonds

The Bonds maturing in the years 2018 through 2025, inclusive, are not subject to redemption prior to their stated dates of
maturity. The Bonds maturing on and after June 15, 2026 are subject to redemption prior to their stated dates of maturity,
at the option of the Town, on and after June 15, 2025 either in whole or in part at any time, and if in part, by lot within a
maturity, at par plus accrued interest to the date set for redemption.

Term Bonds

For Bonds maturing on and after June 15, 2026, bidders may specify that all of the principal amount of such bonds having
any two or more consecutive maturities, may in lieu of having separate maturity dates, be combined to comprise one or
more Term Bonds, and shall be subject to mandatory redemption or mature at par as described above, in each of the years
and in the principal amounts specified in the foregoing maturity schedule. Each mandatory redemption shall be allocated
to the payment of the Term Bonds having the nearest subsequent maturity date.

Term Bonds, if any, shall be subject to mandatory redemption on June 15 in the year or years immediately prior to the
stated maturity of such Term Bonds (the particular Bonds of such maturity to be redeemed to be selected by lot), as
indicated in the foregoing maturity schedule at the principal amount thereof plus accrued interest to the redemption date,
without premium.

Form of Bid and Basis of Award

Electronic proposals will be submitted through i-Deal®. If any provisions in this Notice of Sale conflict with information
provided by i-Deal®, this Notice of Sale shall control. Further information about i-Deal®, including any fees charged,
may be obtained from i-Deal® at (212) 849-5000. The Town assumes no responsibility or liability for bids submitted
through i-Deal®. An electronic bid made in accordance with this Notice of Sale shall be deemed an irrevocable offer to
purchase the Bonds in accordance with the terms provided in this Notice of Sale and shall be binding upon the bidder as if
made by a signed and sealed written bid delivered to the Town.

A good faith deposit is not required.

Bidders shall state the rate or rates of interest per annum which the Bonds are to bear in a multiple of 1/8th or 1/20th of
1% but shall not state (a) more than one interest rate for any Bonds having a like maturity and (b) any interest rate which
exceeds the interest rate stated for any other Bonds by more than 3%.

No bid of less than par plus a premium of not less than $70,743.75, plus accrued interest, if any, will be considered.

As between proposals which comply with this Notice of Sale, the award will be to the bidder who offers to purchase all
the Bonds at the lowest net effective interest rate to the Town. Such interest rate shall be determined on a true interest
cost (TIC) basis, which shall mean that rate which, as of March 16, 2017, discounts semi-annually all future payments on
account of principal and interest to the price bid, not including interest accrued to the date of delivery, which accrued
interest shall be paid by the successful bidder. The award of the Bonds to the winning bidder will not be effective until
the bid has been approved by the Treasurer and the Board of Selectmen of the Town.

Bond Insurance

The Town has not contracted for the issuance of any policy of municipal bond insurance for the Bonds. If the Bonds
qualify for the issuance of any such policy or commitment therefor, any purchase of such insurance or commitment shall
be at the sole option and expense of the bidder. Proposals shall not be conditioned upon the issuance of any such policy
or commitment. Any failure of the Bonds to be so insured or of any such policy or commitment to be issued shall not in
any way relieve the purchaser of the contractual obligations arising from the acceptance of a proposal for the purchase of
the Bonds. Should the successful bidder purchase municipal bond insurance, all expenses associated with such policy or
commitment will be borne by the bidder, except for the fee paid to S&P Global Ratings for the rating on the Bonds. Any
such fee paid to S&P Global Ratings would be borne by the Town.
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Certificate of the Successful Bidder

On or prior to the date of delivery of the Bonds, the successful bidder shall furnish to the Town a certificate acceptable to
Bond Counsel generally to the effect that (i) as of February 27, 2017 (the “Sale Date”), the Purchaser had offered or
reasonably expected to offer all of the Bonds to the general public (excluding bond houses, brokers, or similar persons
acting in the capacity of underwriters or wholesalers) in a bona fide public offering at the prices set forth in such
certificate, plus accrued interest, if any, (ii) such prices represent fair market prices of the Bonds as of the Sale Date, and
(iii) as of the date of such certificate, all of the Bonds have been offered to the general public in a bona fide offering at the
prices set forth in such certificate, and at least 10% of each maturity of the Bonds actually has been sold to the general
public at such prices. To the extent the certifications described in the preceding sentence are not factually accurate with
respect to the reoffering of the Bonds, Bond Counsel should be consulted by the bidder as to alternative certifications that
will be suitable to establish the “issue price” of the Bonds for federal tax law purposes. If a municipal bond insurance
policy or similar credit enhancement is obtained with respect to the Bonds by the successful bidder, such bidder will also
be required to certify as to the net present value savings on the Bonds resulting from payment of insurance premiums or
other credit enhancement fees.

Legal Opinion

The legality of the Bonds will be approved by Locke Lord LLP, Boston, Massachusetts, whose opinion will be furnished
to the original purchaser without charge.

Documents to be Delivered at Closing

It shall be a condition to the obligation of the successful bidder to accept delivery of and pay for the Bonds that it shall be
furnished, without cost, with (a) the approving opinion of the firm of Locke Lord LLP of Boston, Massachusetts,
substantially in the form of Appendix C of the Preliminary Official Statement dated February 17, 2017 included herein
(see “Opinion of Bond Counsel” “Tax Exemption” and Appendix C in the Preliminary Official Statement), (b) a
certificate in form satisfactory to said firm dated as of the date of delivery of the Bonds and receipt of payment therefor to
the effect that there is no litigation pending or, to the knowledge of the signers thereof, threatened affecting the validity of
the Bonds or the power of the Town to levy and collect taxes to pay them, (c) a certificate of the Town Treasurer to the
effect that, to the best of his knowledge and belief, the Preliminary Official Statement, both as of its date and the date of
sale and the Official Statement, as of its date and as of the date of delivery of the Bonds, do not contain any untrue
statement of a material fact and do not omit to state a material fact necessary to make the statements made therein, in the
light of the circumstances under which they were made, not misleading, and (d) a Continuing Disclosure Certificate in the
form described in the Preliminary Official Statement, the proposed form of which is attached thereto as Appendix D.

CUSIP Identification Numbers

It is anticipated that CUSIP identification numbers will be printed on the Bonds, but neither the failure to print such
numbers on any Bond, nor any error with respect thereto shall constitute cause of a failure or refusal by the purchaser
thereof to accept delivery of and pay for the Bonds. All expenses in relation to the printing of CUSIP numbers on the
Bonds shall be paid for by the Town; provided, however, that the Town assumes no responsibility for any CUSIP Service
Bureau or other charge that may be imposed for the assignment of such numbers.

Continuing Disclosure

In order to assist bidders in complying with Rule 15c2-12(b)(5), promulgated by the Securities and Exchange Commission
(the “SEC”), the Town will undertake to provide annual reports and notices of certain significant events. A description of
this undertaking is set forth in the Preliminary Official Statement.




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Delivery

The Bonds, in definitive form, will be delivered to the purchaser at DTC, or the offices of its custodial agent, on or about
March 16, 2017 against payment in Federal Reserve funds.

Additional Information and Copies of the Official Statement

Additional information concerning the Town of Canton and the Bonds is contained in the Preliminary Official Statement
dated February 17, 2017, to which prospective bidders are directed. The Preliminary Official Statement is provided for
informational purposes only and is not a part of this Notice of Sale. Such Preliminary Official Statement is deemed final
by the Town as of its date for purposes of SEC Rule 15c2-12(b)(1) except for the omission of the reoffering prices,
interest rates and any other items of the Bonds depending on such matters and the identity of the underwriters. Copies of
the Preliminary Official Statement and a suggested form of proposal for the Bonds may be obtained from Kimberly
Mooers, Senior Vice President, UniBank Fiscal Advisory Services, Inc., 49 Church St., Whitinsville, Massachusetts,
telephone (508) 849-4307. Within seven (7) business days following the award of the Bonds in accordance herewith, 25
copies of a Final Official Statement will be furnished to the successful bidder. Additional copies may be obtained at the
purchaser's expense.

The right is reserved to reject any or all bids and to reject any bid not complying with this Notice of Sale and, so far as
permitted by law, to waive any irregularity with respect to any proposal.

                                                                          TOWN OF CANTON
                                                                          MASSACHUSETTS



                                                                           /s/ James R. Murgia
                                                                              Finance Director/Treasurer

Dated: February 17, 2017




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OFFICIAL STATEMENT

                                                 TOWN OF CANTON
                                                 MASSACHUSETTS


                                         $8,085,000
                   GENERAL OBLIGATION MUNICIPAL PURPOSE LOAN OF 2017 BONDS


                                                   INTRODUCTION

This Official Statement is provided for the purpose of presenting certain information relating to the Town of Canton,
Massachusetts (the “Town”) in connection with the sale of the $8,085,000 General Obligation Municipal Purpose Loan of
2017 Bonds, dated March 16, 2017 (the “Bonds”) of the Town.

The Bonds are being offered for sale at a public bidding and a Notice of Sale dated February 17, 2017, has been furnished
to prospective bidders. Reference is hereby made to the Notice of Sale for the terms and conditions of bidding.

The Bonds will be general obligations of the Town for which its full faith and credit are pledged. They are not guaranteed
by The Commonwealth of Massachusetts (the “Commonwealth”) or any other entity. The security for the Bonds is more
fully described under the captions “Security and Remedies” and “Opinion of Bond Counsel” herein.

Questions regarding information contained in this Official Statement or other matters should be directed to the following:
James R. Murgia, Finance Director/Treasurer, (781) 575-6612, Kimberly Mooers, Senior Vice President, UniBank Fiscal
Advisory Services, Inc. (508) 849-4307, or Richard A. Manley, Jr., Esq., Locke Lord LLP (617) 239-0384.

The information contained herein has been obtained from the sources indicated or from the Town.




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PART I

                                                      THE BONDS

DESCRIPTION OF THE BONDS

The Bonds will be dated March 16, 2017 and will mature on June 15 of the years and in the principal amounts as follows:

                                              Principal                   Principal
                                      Year    Amount               Year   Amount
                                      2018    $560,000             2028   $310,000
                                      2019     560,000             2029    310,000
                                      2020     555,000             2030    310,000
                                      2021     555,000             2031    310,000
                                      2022     550,000             2032    310,000
                                      2023     445,000             2033    310,000
                                      2024     440,000             2034    310,000
                                      2025     440,000             2035    310,000
                                      2026     440,000             2036    310,000
                                      2027     440,000             2037    310,000

The Bonds will bear interest at the rate or rates per annum specified by the successful bidder. The Bonds are subject to
optional redemption prior to their stated dates of maturity as described herein.

Principal and semi-annual interest on the Bonds will be paid to The Depository Trust Company (“DTC”), New York, New
York by U.S. Bank National Association, Boston, Massachusetts, or its successor, acting as paying agent (the “Paying
Agent”). Interest from the date of the Bonds will be payable on December 15, 2017 and semi-annually thereafter on each
June 15 and December 15 until maturity. So long as DTC or its nominee, Cede & Co., is the Bondowner, such payments
of principal and interest on the Bonds will be made directly to DTC. Disbursement of such payments to the DTC
Participants is the responsibility of DTC and disbursement of such payments to the Beneficial Owners is the responsibility
of the DTC Participants and Indirect Participants, as more fully described herein.

The Bonds are issuable only in fully registered form without coupons, and, when issued, will be registered in the name of
Cede & Co., as Bondowner and nominee for DTC. DTC will act as securities depository for the Bonds. Purchases of the
Bonds will be made in book-entry form, in the denomination of $5,000 or any integral multiple thereof. Purchasers will
not receive certificates representing their interests in Bonds purchased. So long as Cede & Co. is the Bondowner, as
nominee of DTC, references herein to the Bondowners or registered owner shall mean Cede & Co., as aforesaid, and shall
not mean the Beneficial Owners (as defined herein) of the Bonds. (See “Book-Entry Transfer System” herein.)

RECORD DATE

The record date for each payment of interest on the Bonds is the last business day of the month preceding the interest
payment date, provided that, under certain circumstances, the Paying Agent may establish a special record date. The
special record date may not be more than twenty (20) days before the date set for payment. The Paying Agent will mail
notice of a special record date to the bondholders at least ten (10) days before the special record date.

BOOK-ENTRY TRANSFER SYSTEM

The Depository Trust Company (“DTC”), New York, NY, will act as securities depository for the Bonds. The Bonds will
be issued in fully registered form registered in the name of Cede & Co. (DTC's partnership nominee) or such other name
as may be requested by an authorized representative of DTC. One-fully registered certificate will be issued for each
maturity of the Bonds, each in the aggregate principal amount of such maturity, and each such certificate will be deposited
with DTC.

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DTC, the world's largest securities depository, is a limited-purpose trust company organized under the New York Banking
Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve
System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing
agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and
provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt
issues, and money market instruments (from over 100 countries) that DTC's participants (“Direct Participants”) deposit
with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities
transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct
Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants
include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain
other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”).
DTCC is the holding company for DTC, National Securities Clearing Corporation, and Fixed Income Clearing
Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries.
Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks,
trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant,
either directly or indirectly (“Indirect Participants”). DTC has a S&P Global Ratings rating of AA+. The DTC Rules
applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can
be found at www.dtcc.com.

Purchases of securities deposited with DTC must be made by or through Direct Participants, which will receive a credit
for such securities on DTC's records. The ownership interest of each actual purchaser of each security deposited with
DTC (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners
will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive
written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct
or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests
in securities deposited with DTC are to be accomplished by entries made on the books of Direct and Indirect Participants
acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership
interests in securities deposited with DTC, except in the event that use of the book-entry system for such securities is
discontinued.

To facilitate subsequent transfers, all securities deposited by Direct Participants with DTC are registered in the name of
DTC's partnership nominee, Cede & Co. or such other name as requested by an authorized representative of DTC. The
deposit of securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect
any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the securities deposited
with it; DTC's records reflect only the identity of the Direct Participants to whose accounts such securities are credited,
which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping
account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect
Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements
among them, subject to any statutory or regulatory requirements as may be in effect from time to time.

Redemption notices shall be sent to DTC. If less than all of the Bonds within a maturity is being redeemed, DTC’s
practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to securities deposited with
it unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC
mails an Omnibus Proxy to the issuer of such securities as soon as possible after the record date. The Omnibus Proxy
assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the securities are credited
on the record date (identified in a listing attached to the Omnibus Proxy).

Principal and interest payments on securities deposited with DTC will be made to Cede & Co., or such other nominee as
may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon
DTC's receipt of funds and corresponding detail information from the issuer of such securities or its paying agent, on
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payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to
Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held
for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such
Participant and not of DTC (nor its nominee), the issuer of such securities or its paying agent, subject to any statutory or
regulatory requirements as may be in effect from time to time. Payment of principal and interest to Cede & Co. (or such
other nominee as may be requested by an authorized representative of DTC) is the responsibility of the issuer of such
securities or its paying agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and
disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the securities held by it at any time by giving
reasonable notice to the issuer of such securities or its paying agent. Under such circumstances, in the event that a
successor depository is not obtained, physical certificates are required to be printed and delivered.

The Town may decide to discontinue use of the system of book-entry transfers through DTC (or a successor securities
depository). In that event, physical certificates will be printed and delivered to DTC.

The information in this section concerning DTC and DTC's book-entry-only system has been obtained from sources that
the Town believes to be reliable, but the Town takes no responsibility for the accuracy thereof.

DTC Practices

The Town can make no assurances that DTC, Direct Participants, Indirect Participants or other nominees of the Beneficial
Owners of the Bonds will act in a manner described in this Official Statement. DTC is required to act according to rules
and procedures established by DTC and its participants which are on file with the Securities and Exchange Commission.

AUTHORIZATION AND USE OF PROCEEDS

The Bonds are authorized as follows:

                                                                           Statutory   Authorization
                                                Outstanding     Original Reference Date, Prop 2 1/2
Purpose                          In the Bonds      in BANs Authorization (MGL Ch. 44) Exclusion Date Article #
 Mechanic Street Water Mains    $    2,630,000 $ 1,300,000 $   2,630,000      8(6)       5/18/2015     12-7
 Hansen Elementary School            3,602,612    2,200,000    4,100,000      7(1)    5/18/15, 6/23/15  35
 School Turf Field and Track           610,000            -      610,000      7(1)       5/9/2016      12-5
 School Phone System                   258,388            -      258,388      7(1)       5/9/2016      12-5
 Fire Engine                           700,000            -      700,000      7(1)       5/9/2016      12-4
 Ambulance                             284,000            -      284,000      7(1)       5/9/2016      12-4
                        Total   $ 8,085,000     $ 3,500,000      $   8,582,388


Proceeds of the Bonds in the amount of $3,500,000, along with $185,000 of the Town’s available funds, will be used to
redeem $3,685,000 of bond anticipation notes maturing March 24, 2017. Proceeds of the Bonds in the amount of
$4,585,000 will be used to provide permanent financing for the purposes listed above. The Town voted to exempt the
debt service on the Hansen Elementary School bonds from the tax limitations of Proposition 2 ½. The debt service
on the Mechanic Street Water Mains bonds is expected to be self-supporting through system revenues.




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OPTIONAL REDEMPTION

Bonds maturing in the years 2018 through 2025, inclusive, are not subject to redemption prior to their stated dates of
maturity.

Bonds maturing on and after June 15, 2026 are subject to redemption prior to maturity, at the option of the Town, on and
after June 15, 2025, either in whole or in part at any time, and if in part, by lot within a maturity, at par plus accrued
interest to the date set for redemption.

So long as DTC is the registered owner of the Bonds, notice of any redemption of Bonds, prior to their maturities,
specifying the Bonds (or portions thereof) to be redeemed shall be mailed to DTC not more than 60 days nor less than 30
days prior to the redemption date. Any failure on the part of DTC to notify the DTC Participants of the redemption or
failure on the part of the DTC Participants or of a nominee of a Beneficial Owner (having received notice from a DTC
Participant or otherwise) to notify the Beneficial Owner shall not affect the validity of the redemption. If moneys for the
redemption are held by the Paying Agent on the redemption date and if notice of the redemption shall have been duly
mailed, then from and after the redemption date interest on the Bonds (or portions thereof) called for redemption shall
cease to accrue.

MANDATORY REDEMPTION

Term Bonds, if specified by the successful bidder, will be subject to mandatory redemption on June 15 in each year or
years immediately prior to the stated maturity of such Term Bonds (the particular Bonds of such maturity to be redeemed
to be selected by lot) as indicated on the cover page of the Preliminary Official Statement at the principal amount thereof
plus accrued interest to the redemption date.

SECURITY AND REMEDIES

Full Faith and Credit. General obligation bonds and notes of a Massachusetts city or town constitute a pledge of its full faith
and credit. Payment is not limited to a particular fund or revenue source. Except for “qualified bonds” (see “Serial Bonds and
Notes” herein) and setoffs of state distributions (see “State Distributions” herein), no provision is made by the Massachusetts
statutes for priorities among bonds and notes and other general obligations, although the use of certain moneys may be
restricted.

Tax Levy. The Massachusetts statutes direct the municipal assessors to include annually in the tax levy for the next fiscal
year “all debt and interest charges matured and maturing during the next fiscal year and not otherwise provided for (and) all
amounts necessary to satisfy final judgments”. Specific provision is also made for including in the next tax levy payments of
rebate amounts not otherwise provided for and payment of notes in anticipation of federal or state aid if the aid is no longer
forthcoming.

The total amount of a tax levy is limited by statute. However, the voters in each municipality may vote to exclude from the
limitation any amounts required to pay debt service on indebtedness incurred before November 4, 1980. Local voters may
also vote to exempt specific subsequent bond issues from the limitation (see “Tax Limitations” herein.) In addition,
obligations incurred before November 4, 1980 may be constitutionally entitled to payment from taxes in excess of the
statutory limit. The Town has voted to exclude the debt service on $7,060,000 of currently outstanding bonds from the
limitations of Proposition 2½, subject to the provisions of Chapter 44, Section 20 of the General Laws.

No Lien. Except for taxes on the increased value of certain property in designated development districts which may be
pledged for the payment of debt service on bonds issued to finance economic development projects within such districts, no
provision is made for a lien on any portion of the tax levy or any other moneys to secure particular bonds or notes or bonds
and notes generally (or judgments on bonds or notes) in priority to other claims. Provision is made, however, for borrowing to
pay judgments, subject to the General Debt Limit (see “Debt Limits” herein). Subject to the approval of the State Director of
Accounts for judgments above $10,000, judgments may also be paid from available funds without appropriation and included
in the next tax levy unless other provision is made.

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Court Proceedings. Massachusetts cities and towns are subject to suit on their general obligation bonds and notes and
courts of competent jurisdiction have power in appropriate proceedings to order payment of a judgment on the bonds or
notes from lawfully available funds or, if necessary, to order the city or town to take lawful action to obtain the required
money, including the raising of it in the next annual tax levy, within the limits prescribed by law (see “Tax Limitations”
under “TAX LEVIES” herein). In exercising their discretion as to whether to enter such an order, the courts could take
into account all relevant factors including the current operating needs of the city or town and the availability and adequacy
of other remedies. The Massachusetts Supreme Judicial Court has stated in the past that a judgment against a
municipality can be enforced by the taking and sale of the property of any inhabitant. However, there has been no judicial
determination as to whether this remedy is constitutional under current due process and equal protection standards.

Restricted Funds. Massachusetts statutes also provide that certain water, gas and electric, community antenna television
system, telecommunications, sewer, parking meter and passenger ferry fee, community preservation and affordable housing
receipts may be used only for water, gas and electric, community antenna television system, telecommunications, sewer,
parking, mitigation of ferry service impacts, community preservation and affordable housing purposes, respectively;
accordingly, moneys derived from these sources may be unavailable to pay general obligation bonds and notes issued for other
purposes. A city or town that accepts certain other statutory provisions may establish an enterprise fund for a utility, health
care, solid waste, recreational or transportation facility and for police or fire services; under those provisions any surplus in the
fund is restricted to use for capital expenditures or reduction of user charges. In addition, subject to certain limits, a city or
town may annually authorize the establishment of one or more revolving funds in connection with use of certain revenues for
programs that produce those revenues; interest earned on a revolving fund is treated as general fund revenue. A city or town
may also establish an energy revolving loan fund to provide loans to owners of privately-held property in the city or town for
certain energy conservation and renewable energy projects, and may borrow to establish such a fund. The loan repayments
and interest earned on the investment of amounts in the fund shall be credited to the fund. Also, the annual allowance for
depreciation of a gas and electric plant or a community antenna television and telecommunications system is restricted to use
for plant or system renewals and improvements, for nuclear decommissioning costs, and costs of contractual commitments, or,
with the approval of the State Department of Telecommunications and Energy, to pay debt incurred for plant or system
reconstruction or renewals. Revenue bonds and notes issued in anticipation of them may be secured by a prior lien on specific
revenues. Receipts from industrial users in connection with industrial revenue financings are also not available for general
municipal purposes.

State Distributions. State grants and distributions may in some circumstances be unavailable to pay general obligation
bonds and notes of a city or town in that the State Treasurer is empowered to deduct from such grants and distributions the
amount of any debt service paid on “qualified bonds” (see “Serial Bonds and Notes” under “TYPES OF OBLIGATIONS”
herein) and any other sums due and payable by the city or town to the Commonwealth, or certain other public entities,
including any unpaid assessments for costs of any public transportation authority such as the Massachusetts Bay
Transportation Authority (the “MBTA”) or a regional transit authority of which it is a member or for costs of the
Massachusetts Water Resources Authority (the “MWRA”) if the city or town is within the territory served by the
Authority, for any debt service due on obligations issued to the Massachusetts School Building Authority, or for charges
necessary to meet obligations under the Commonwealth’s Water Pollution Abatement or Drinking Water Revolving Loan
Programs, including such charges imposed by another local governmental unit that provides wastewater collection or
treatment services or drinking water treatment services to the city or town.

If a city or town is (or is likely to be) unable to pay principal or interest on its bonds or notes when due, it is required to
notify the State Commissioner of Revenue. The Commissioner shall in turn, after verifying the inability, certify the
inability to the State Treasurer. The State Treasurer shall pay the due or overdue amount to the paying agent for the bonds
or notes, in trust, within three days after the certification or one business day prior to the due date (whichever is later).
This payment is limited, however, to the estimated amount otherwise distributable by the Commonwealth to the city or
town during the remainder of the fiscal year (after the deductions mentioned in the foregoing paragraph). If for any
reason any portion of the certified sum has not been paid at the end of the fiscal year, the State Treasurer shall pay it as
soon as practicable in the next fiscal year to the extent of the estimated distributions for that fiscal year. The sums so paid
shall be charged (with interest and administrative costs) against the distributions to the city or town.

The foregoing does not constitute a pledge of the faith and credit of the Commonwealth. The Commonwealth has not
agreed to maintain existing levels of state distributions, and the direction to use estimated distributions to pay debt service
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may be subject to repeal by future legislation. Moreover, adoption of the annual appropriation act has sometimes been
delayed beyond the beginning of the fiscal year and estimated distributions which are subject to appropriation may be
unavailable to pay local debt service until they are appropriated.

Bankruptcy. Enforcement of a claim for payment of principal or interest on general obligation bonds or notes would be
subject to the applicable provisions of Federal bankruptcy laws and to the provisions of other statutes, if any, hereafter
enacted by the Congress or the State legislature extending the time for payment or imposing other constraints upon
enforcement insofar as the same may be constitutionally applied. Massachusetts municipalities are not generally
authorized by the Massachusetts General Laws to file a petition for bankruptcy under Federal Bankruptcy Laws. In cases
involving significant financial difficulties faced by a single city, town or regional school district, the Commonwealth has
enacted special legislation to permit the appointment of a fiscal overseer, finance control board or, in the most extreme cases, a
state receiver. In a limited number of these situations, such special legislation has also authorized the filing of federal
bankruptcy proceedings, with the prior approval of the Commonwealth. In each case where such authority was granted, it
expired at the termination of the Commonwealth’s oversight of the financially distressed city, town or regional school district.
To date, no such filings have been approved or made.

OPINION OF BOND COUNSEL

A copy of the legal opinion of the firm of Locke Lord LLP, Bond Counsel to the Town (“Bond Counsel”) of Boston,
Massachusetts (see Appendix C), will be furnished to the successful bidder for the Bonds. The opinion will be dated and
given on and will speak only as of the date of original delivery of the Bonds.

The scope of engagement of Bond Counsel does not extend to passing upon or assuming responsibility for the accuracy or
adequacy of any statements made in this Official Statement other than matters expressly set forth as their opinion and they
make no representation that they have independently verified the same.

TAX EXEMPTION

In the opinion of Locke Lord LLP, Bond Counsel to the Town (“Bond Counsel”), based upon an analysis of existing laws,
regulations, rulings, and court decisions, and assuming, among other matters, compliance with certain covenants, interest
on the Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue
Code of 1986, as amended, (the “Code”). Bond Counsel is of the further opinion that interest on the Bonds is not a
specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although Bond
Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative
minimum taxable income. The Bonds are designated as “qualified tax-exempt obligations” for purposes of Section
265(b)(3) of the Code. Bond Counsel expresses no opinion regarding any other federal tax consequences arising with
respect to the ownership or disposition of, or the accrual or receipt of interest on the Bonds.

The Code imposes various requirements relating to the exclusion from gross income for federal income tax purposes of
interest on obligations such as the Bonds. Failure to comply with these requirements may result in interest on the Bonds
being included in gross income for federal income tax purposes, possibly from the date of original issuance of the Bonds.
The Town has covenanted to comply with such requirements to ensure that interest on the Bonds will not be included in
federal gross income. The opinion of Bond Counsel assumes compliance with these requirements.

Bond Counsel is also of the opinion that, under existing law, interest on the Bonds is exempt from Massachusetts personal
income taxes, and the Bonds are exempt from Massachusetts personal property taxes. Bond Counsel has not opined as to
other Massachusetts tax consequences arising with respect to the Bonds. Prospective Bondholders should be aware,
however, that the Bonds are included in the measure of Massachusetts estate and inheritance taxes, and the Bonds and the
interest thereon are included in the measure of certain Massachusetts corporate excise and franchise taxes. Bond Counsel
expresses no opinion as to the taxability of the Bonds or the income therefrom or any other tax consequences arising with
respect to the Bonds under the laws of any state other than Massachusetts. A complete copy of the proposed form of
opinion of Bond Counsel is set forth in Appendix C hereto.


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To the extent the issue price of any maturity of the Bonds is less than the amount to be paid at maturity of such Bonds
(excluding amounts stated to be interest and payable at least annually over the term of such Bonds), the difference
constitutes “original issue discount,” the accrual of which, to the extent properly allocable to each owner thereof, is treated
as interest on the Bonds which is excluded from gross income for federal income tax purposes and is exempt from
Massachusetts personal income taxes. For this purpose, the issue price of a particular maturity of the Bonds is the first
price at which a substantial amount of such maturity of the Bonds is sold to the public (excluding bond houses, brokers, or
similar persons or organizations acting in the capacity of underwriters, placement agents or wholesalers). The original
issue discount with respect to any maturity of the Bonds accrues daily over the term to maturity of such Bonds on the
basis of a constant interest rate compounded semi-annually (with straight-line interpolations between compounding dates).
The accruing original issue discount is added to the adjusted basis of such Bonds to determine taxable gain or loss upon
disposition (including sale, redemption, or payment on maturity) of such Bonds. Bondholders should consult their own
tax advisors with respect to the tax consequences of ownership of Bonds with original issue discount, including the
treatment of purchasers who do not purchase such Bonds in the original offering to the public at the first price at which a
substantial amount of such Bonds is sold to the public.

Bonds purchased, whether at original issuance or otherwise, for an amount greater than the stated principal amount to be
paid at maturity of such Bonds, or, in some cases, at the earlier redemption date of such Bonds (“Premium Bonds”), will
be treated as having amortizable bond premium for federal income tax purposes and Massachusetts personal income tax
purposes. No deduction is allowable for the amortizable bond premium in the case of obligations, such as the Premium
Bonds, the interest on which is excluded from gross income for federal income tax purposes. However, a Bondholder’s
basis in a Premium Bond will be reduced by the amount of amortizable bond premium properly allocable to such
Bondholder. Holders of Premium Bonds should consult their own tax advisors with respect to the proper treatment of
amortizable bond premium in their particular circumstances.

Bond Counsel has not undertaken to determine (or to inform any person) whether any actions taken (or not taken) or
events occurring (or not occurring) after the date of issuance of the Bonds may adversely affect the value of, or the tax
status of interest on, the Bonds.

Prospective Bondholders should be aware that from time to time legislation is or may be proposed which, if enacted into
law, could result in interest on the Bonds being subject directly or indirectly to federal income taxation, or otherwise
prevent Bondholders from realizing the full benefit provided under current federal tax law of the exclusion of interest on
the Bonds from gross income. To date, no such legislation has been enacted into law. However, it is not possible to
predict whether any such legislation will be enacted into law. Further, no assurance can be given that any pending or
future legislation, including amendments to the Code, if enacted into law, or any proposed legislation, including
amendments to the Code, or any future judicial, regulatory or administrative interpretation or development with respect to
existing law, will not adversely affect the market value and marketability of, or the tax status of interest on, the Bonds.
Prospective Bondholders are urged to consult their own tax advisors with respect to any such legislation, interpretation or
development.

Although Bond Counsel is of the opinion that interest on the Bonds is excluded from gross income for federal income tax
purposes and is exempt from Massachusetts personal income taxes, the ownership or disposition of, or the accrual or
receipt of interest on, the Bonds may otherwise affect the federal or state tax liability of a Bondholder. Among other
possible consequences of ownership or disposition of, or the accrual or receipt of interest on, the Bonds, the Code requires
recipients of certain social security and certain railroad retirement benefits to take into account receipts or accruals of
interest on the Bonds in determining the portion of such benefits that are included in gross income. The nature and extent
of all such other tax consequences will depend upon the particular tax status of the Bondholder or the Bondholder’s other
items of income, deduction or exclusion. Bond Counsel expresses no opinion regarding any such other tax consequences,
and Bondholders should consult with their own tax advisors with respect to such consequences.

RATING

S&P Global Ratings has assigned its AAA rating to the Bonds, with a stable outlook. Such rating reflects only the rating
agency’s view and is subject to revision or withdrawal, which could affect the market price of the Bonds.

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CONTINUING DISCLOSURE

In order to assist the original purchasers of the Bonds in complying with Rule 15c2-12(b)(5) promulgated by the
Securities and Exchange Commission (the “Rule”), the Town will covenant for the benefit of owners of the Bonds to
provide certain financial information and operating data relating to the Town by not later than 270 days after the end of
each fiscal year, (the “Annual Report”), and to provide notices of the occurrence of certain significant events. The
covenants will be contained in a Continuing Disclosure Certificate, the proposed form of which is provided in Appendix
D. The Certificate will be executed by the signers of the Bonds, and incorporated by reference in the Bonds. The Town is
the only “obligated person” with respect to the Bonds within the meaning of the Rule. In each of the last five years, the
Town believes it has complied in all material respects with all previous undertakings to provide annual reports or notices
of significant events in accordance with the Rule.




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PART II

                                                       THE TOWN

The Town of Canton, settled in 1650 and incorporated in 1797, is located in Norfolk County approximately 18 miles south
of downtown Boston. The Town covers an area of approximately 18 square miles and is bordered by the Towns of
Milton, Randolph, Stoughton, Sharon, Norwood, Westwood and Dedham.

SERVICES

The Town provides general governmental services for the territory within its boundaries, including police and fire
protection, public education in grades K though 12, water and sewer, streets, parks and recreation. The principal services
provided by Norfolk County are space for courts, a jail and house of correction and registry of deeds. The MBTA
provides bus service to the Town and commuter rail at two central locations within the Town. The Blue Hills Regional
Vocational High School provides vocational technical education in grades nine through twelve. The Canton Housing
Authority provides housing for eligible low income families, elderly and handicapped persons.

GOVERNING BODIES AND OFFICERS

Local legislative decisions are made by an open town meeting consisting of all registered voters in the Town. Subject to
the legislative decisions made by Town Meeting, the affairs of the Town are generally administered by a board of five
selectmen, elected for staggered three-year terms on an at-large basis. Local taxes are assessed by a board of three
assessors elected for staggered three-year terms. The affairs of the schools are generally administered by a School
Committee of five members, elected for staggered three-year terms on an at-large basis.

The following are the principal executive officers:

                                                                 Manner of Selection                          Term
Office                       Name                                    and Term                                Expires
Selectmen                    Robert E. Burr Jr., Chairman         Elected/3 years                              2017
                             Mark J. Porter, Vice Chair           Elected/3 years                              2018
                             Kevin Feeney, Clerk                  Elected/3 years                              2018
                             Victor D. DelVecchio                 Elected/3 years                              2017
                             John J. Connolly                     Elected/3 years                              2019

Town Administrator           Charles J. Aspinwall                  Appointed/1 year                            2017

Finance Director/
Treasurer/Collector          James R. Murgia                       Appointed/1 year                            2017

Accountant                   Kathleen Dooley Butters               Appointed/1 year                            2017

Town Clerk                   Tracy Kenney                          Elected/3 years                             2018

Town Counsel                 Paul DeRensis                         Appointed/1 year                            2017




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AUTHORIZATION OF GENERAL OBLIGATION BOND AND NOTES

Serial bonds and notes are authorized by vote of two-thirds of all the members of the city council (subject to the mayor’s
veto where the mayor has a veto power) or a two-thirds vote of the town meeting. Provision is made in some cities and
towns for a referendum on the borrowing authorization if there is a timely filing of a petition bearing the requisite number
of signatures. Refunding bonds and notes are authorized by the city council or the selectmen. Borrowings for some
purposes require State administrative approval.

When serial bonds or notes have been authorized, bond anticipation notes may be issued by the officers authorized to
issue the serial bonds or notes. Temporary debt in anticipation of the revenue of the fiscal year in which the debt is
incurred or in anticipation of authorized federal and state aid generally may be incurred by the treasurer with the approval
of the selectmen, mayor or city manager as the case may be.

DEBT LIMITS

General Debt Limit. The General Debt Limit of the Town consists of a Normal Debt Limit and a Double Debt Limit.
The Normal Debt Limit is 5 percent of the valuation of taxable property as last equalized by the State Department of
Revenue. The Town can authorize debt up to this amount without state approval. It can authorize debt up to twice this
amount (the Double Debt Limit) with the approval of the State Municipal Finance Oversight Board composed of the State
Treasurer, the State Auditor, the Attorney General and the Director of Accounts.

There are many categories of general obligation debt which are exempt from and do not count against the General Debt Limit.
Among others, these exempt categories include revenue anticipation notes and grant anticipation notes; emergency loans;
loans exempted by special laws; certain school bonds, sewer bonds, solid waste disposal facility bonds and economic
development bonds supported by tax increment financing; and subject to special debt limits, bonds for water (limited to 10
percent of equalized valuation), housing, urban renewal and economic development (subject to various debt limits), and
electric, gas, community antenna television systems, and telecommunications systems (subject to separate limits). Revenue
bonds are not subject to these debt limits. The General Debt Limit and the special debt limit for water bonds apply at the time
the debt is authorized. The other special debt limits generally apply at the time the debt is incurred.

Revenue Anticipation Notes. The amount borrowed in each fiscal year by the issue of revenue anticipation notes is
limited to the tax levy of the prior fiscal year, together with the net receipts in the prior fiscal year from the motor vehicle
excise and certain payments made by the Commonwealth in lieu of taxes. The fiscal year ends on June 30. Notes may
mature in the following fiscal year, and notes may be refunded into the following fiscal year to the extent of the
uncollected, unabated current tax levy and certain other items, including revenue deficits, overlay deficits, final judgments
and lawful unappropriated expenditures, which are to be added to the next tax levy, but excluding deficits arising from a
failure to collect taxes of earlier years (see “Taxation to Meet Deficits” herein). In any event, the period from an original
borrowing to its final maturity cannot exceed one year.

TYPES OF OBLIGATIONS

General Obligations. Massachusetts cities and towns are authorized to issue general obligation indebtedness of these
types:

Serial Bonds and Notes. These are generally required to be payable in annual principal amounts beginning no later than
the end of the next fiscal year commencing after the date of issue and ending within the terms permitted by law. A level
debt service schedule, or a schedule that provides for a more rapid amortization of principal than level debt service, is
permitted. The principal amounts of certain economic development bonds supported by tax increment financing may be
payable in equal, diminishing or increasing amounts beginning within 5 years after the date of issue. The maximum terms
vary from one year to forty years, depending on the purpose of the issue. The maximum terms permitted are set forth in
the statutes. In addition, for many projects, the maximum term may be determined in accordance with useful life
guidelines promulgated by the State Department of Revenue (“DOR”). Serial bonds and notes may be issued for the
purposes set forth in the statutes. In addition, serial bonds and notes may be issued for any other public work
improvement or asset not specifically listed in the Statutes that has a useful life of at least 5 years. Bonds or notes may be
                                                              11

Source page 21

made callable and redeemed prior to their maturity, and a redemption premium may be paid. Refunding bonds or notes
may be issued subject to the maximum applicable term measured from the date of the original bonds or notes, and must
produce present value savings over the debt service of the refunded bonds. Generally, the first required annual payment
of principal of the refunding bonds cannot be later than the first principal payment of any of the bonds or notes being
refunded thereby, however, principal payments made before the first principal payment of any of the bonds or notes being
refunded thereby may be in any amount.

Serial bonds may be issued as “qualified bonds” with the approval of the state Municipal Finance Oversight Board
composed of the State Treasurer, the State Auditor, the Attorney General and the Director of Accounts, subject to such
conditions and limitations (including restriction on future indebtedness) as may be required by the Board. Qualified
bonds may mature not less than 10 nor more than 30 years from their dates and are not subject to the amortization
requirements described above. The State Treasurer is required to pay the debt service on qualified bonds and thereafter to
withhold the amount of the debt service paid by the State from state aid or other state payments; administrative costs and
any loss of interest income to the State are to be assessed upon the city or town.

Tax Credit Bonds or Notes. Subject to certain provisions and conditions, the officers authorized to issue bonds or notes
may designate any duly authorized issue of bonds or notes as “tax credit bonds” to the extent such bonds and notes are
otherwise permitted to be issued with federal tax credits or other similar subsidies for all or a portion of the borrowing
costs. Tax credit bonds may be made payable without regard to the annual installments required by any other law, and a
sinking fund may be established for the payment of such bonds. Any investment that is part of such a sinking fund may
mature not later than the date fixed for payment or redemption of the applicable bonds.

Bond Anticipation Notes. These must generally mature within two years of their original dates of issuance, but may be
refunded from time to time for a period not to exceed ten years from their original date of issuance, provided that for each
year that the notes are refunded beyond the second year they must be paid in part from revenue funds in an amount at least
equal to the minimum annual payment that would have been required if the bonds had been issued at the end of the second
year. For certain school projects, however, notes may be refunded from time to time for a period not to exceed seven
years without having to pay any portion of the principal of the notes from revenue funds. The maximum term of bonds
issued to refund bond anticipation notes is measured (except for certain school projects) from the date of the original issue
of the notes.

Revenue Anticipation Notes. These are issued to meet current expenses in anticipation of taxes and other revenues.
They must mature within one year but, if payable in less than one year, may under statute be refunded from time to time
up to one year from the original date of issue.

Grant Anticipation Notes. These are issued for temporary financing in anticipation of federal grants and state
reimbursements. They must generally mature within two years but may be refunded from time to time as long as the
municipality remains entitled to the grant or reimbursement.

Revenue Bonds. Cities and towns may issue revenue bonds for solid waste disposal facilities and for projects financed
under the Commonwealth's Water Pollution Abatement or Drinking Water Revolving Loan Programs and for certain
economic development projects supported by tax increment financing. In addition, cities and town having electric
departments may issue electric revenue bonds, and notes in anticipation of such bonds subject to the approval of the State
Department of Telecommunications and Energy. The Town does not have an electric department.




                                                             12

Source page 22

DEBT (1)

The following shows the direct debt outstanding as of March 16, 2017, including the Bonds:

General Obligation Bonds:
       Within General Debt Limit (2)
            Sewers and Drains (3)                                              $ 2,099,900
            Land Acquisition                                                        89,400
            Schools (5)                                                          9,682,000
            Other Building                                                       6,881,300
            Departmental Equipment                                               1,968,000
            Athletic and Recreational Facilities                                    25,000
            Other Inside General                                                   182,000
            Architectural and Engineering Services                                 270,000
            These Bonds                                                          5,455,000
                                                                                                               $26,652,600
        Outside General Debt Limit:
            Schools (5)                                                        $ 2,811,000
            Sewers (3)                                                           5,642,793
            Water (3)                                                           18,169,900
            Other Outside General                                                  374,176
            These Bonds                                                          2,630,000
                                                                                                               $29,627,869
              Total General Obligation Bonds                                                                   $56,280,469(4)
Temporary Loans in Anticipation of:
             Revenue                                                           $           0
             Bonds (6)                                                                     0
             Grants                                                                        0
              Total Temporary Loans                                                                                      0
Total Direct Debt                                                                                              $56,280,469
___________________
(1) Principal amount only. Excludes lease and installment purchase obligations, overlapping debt, unfunded pension liability, and
    other post-employment benefits liability.
(2) At the present time, the normal general debt limit is $204,182,895 and the double general debt limit is $408,365,790.
(3) Water and sewer debt is self-supporting through user fees.
(4) $7,060,000 has been excluded from the provisions of Proposition 2 ½.
(5) The Massachusetts School Building Authority has approved a grant for 61% of approved construction and interest costs of the
Luce School project to be payable in equal installments over the life of the bonds.
(6) Does not include $3,685,000 of bond anticipation notes maturing on March 24, 2017 to be redeemed with $3,500,000 of the
proceeds of the Bonds and $185,000 of current revenues.




                                                               13

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Revenue Anticipation Borrowing

The Town has not borrowed in anticipation of revenue since fiscal 1991, and has no plans to do so at the present time.

Authorized Unissued Debt and Prospective Financing

After the issuance of these Bonds, the Town will have the following authorized unissued debt:

                                                                      Expected                 Expected
          Amount                  Purpose                              Issuance             Repayment
       $ 864,790               Sewer                                    Various            User fee supported (1)
           200,000             Septic                                   None               Betterments (2)
         1,728,005             School Remodeling                        None               To be rescinded
         1,740,000             Land Acquisition                         2 – 3 years        Levy (CPA surcharge)
           245,000             Rink Equipment                           Various            User fee supported (1)
         8,847,000             Revere Street                            2 – 3 years        Development District/Levy
       $13,624,795
____________________
(1) While all debt issued by the Town is general obligation debt, it is anticipated that debt service on these projects will be supported
by user fees.
(2) While all debt issued by the Town is general obligation debt, it is anticipated that the debt service on this project will be supported
by betterments to be assessed on users of the system.

Capital Expenditures Projection

The Town's By-Laws established a Capital Planning Committee which is required to prepare annually a capital needs
analysis which is submitted to the Annual Town Meeting. The Finance Department’s five-year plan earmarks 5% to 6%
of the projected general fund revenues each year for capital purposes. The table below summarizes the Town Meeting
appropriations for fiscal year 2017 and a current capital needs analysis and Finance Committee recommendation for fiscal
2018 through 2021. This analysis is updated and revised annually.

                                                                        (000 omitted)
                                                 2017              2018            2019                  2020               2021
Police                                         $ 142             $ 130         $ 130                      130                130
Fire/Ambulance                                  1,029               210             140                   465                970
DPW                                               199               702             530                   430                625
Schools                                         1,468             1,650           1,370                   910              1,000
Library                                            37               178              30                    30                 20
Recreation                                         55                15              45                     0                  0
Senior Services                                     9                 0              63                     0                  0
Finance Dept./MIS                                 113                58             137                    65                 75
Building/Property Maintenance                       0                 0               0                     0                  0
 Total                                          3,052             2,943           2,445                 2,030              2,820
Enterprise Funds (1):
 Water                                            405              1,862             1,605              1,580               884
 Sewer                                            207              1,095             1,415              1,165               140
 Skating Rink                                       0                  0                 0                  0                 0
  Total                                           612              2,957             3,020              2,745             1,024
Total Capital Expenditures                     $3,664             $5,900            $5,465             $4,775            $3,844
________________
(1) Capital expenditures are expected to be paid from user fees and enterprise fund surplus.




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Five Years Outstanding Debt (1)
                                                                                  As of June 30

Within the General Debt Limit                     2016             2015             2014             2013            2012
         Sewers and Drains (2)                 $ 2,547,000      $ 3,476,000      $ 3,444,770      $ 3,709,825     $ 3,610,470
         Land Acquisition                          261,300          721,500        1,109,120        1,361,505       1,617,540
         Schools                                10,905,200       12,193,500       19,375,665       19,799,350      20,002,802
         Other Building                          7,779,100        9,809,600       11,769,140       12,789,748      13,019,057
         Departmental Equipment                  2,275,000        1,478,200        1,864,000        2,373,000       2,964,016
         Architectural/Engineering                 330,000          477,000          551,000          122,000         270,000
         Services
         Athletic and Recreational                   30,000           40,000          45,000           50,000           55,000
         Facilities
         Other Inside General                      245,000          329,700          422,000          319,000         391,000
Total Within the General Debt Limit            $24,372,600      $27,313,350      $28,525,500      $38,580,695     $40,524,428

Outside the General Debt Limit
         Sewers (2)                            $ 6,102,725      $ 5,900,455      $ 5,948,885      $ 6,260,844     $ 4,469,695
         Schools                                 2,888,000        3,576,000        4,117,159        4,280,500       4,802,000
         Other                                     395,226          416,000                0                0               0
         Water (2)                              19,147,300       21,786,300       20,298,105       18,192,980      14,839,115
  Total Outside the General Debt Limit          28,553,251       30,212,390       31,262,755       30,364,149      28,734,324
Total Long-Term Indebtedness                   $52,905,851      $57,525,740      $59,788,255      $68,944,844     $69,258,752

Short-Term Indebtedness
         Revenue Anticipation Notes            $         0      $         0      $         0      $         0     $         0
         Grant Anticipation Notes                        0                0                0                0               0
         Bonds Anticipation Notes                3,685,000        2,915,950        2,209,800        5,280,331       1,825,308
     Total Short-Term Indebtedness               3,685,000          797,786        2,915,950        2,209,800       5,280,331
Total Outstanding Indebtedness                 $56,590,851      $58,323,526      $62,704,205      $71,154,644     $74,539,083
_____________________
(1) Excludes lease and installment purchase obligations, overlapping debt, unfunded pension liability and other post-employment
benefits liability.
(2) All water and sewer debt are paid from water and sewer revenues.

Bonded Debt vs. Population, Valuations and Income

                                                                                 As of June 30
                                               2016             2015              2014         2013                2012
Amount (1)                                  $52,905,851       $57,525,740      $59,788,255 $68,944,844          $69,258,752
Per Capita (2)                                    $2,319           $2,556            $2,690       $3,144              $3,158
Percent of Assessed Valuation (3)               1.22%             1.41%             1.54%        1.74%               1.75%
Percent of Equalized Valuation (4)              1.30%             1.41%             1.45%        1.67%               1.58%
Per Capita as a percent of Personal             4.76%             5.31%             5.84%        6.84%               6.87%
Income per Capita (2)

(1) Outstanding principal on general obligation bonds. Excludes lease and installment purchase obligations, overlapping debt,
unfunded pension liability and other post-employment benefits liability.
(2) Source: U.S. Department of Commerce, Bureau of the Census - latest applicable actuals or estimates.
(3) Source: Board of Assessors - assessed valuation as of the prior January 1.
(4) Source: Massachusetts Department of Revenue. The equalized valuation used here is the equalized valuation in effect for that
fiscal year.




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Source page 25

Annual Debt Service (1)
                                                                                                  Cumulative
             Outstanding as of 3/16/17      The Bonds (3)                                          Principal
Fiscal Year Principal (2)   Interest (2) Principal   Interest     Total                            Retired
        2017 $    1,745,000 $ 275,379 $           - $         - $ 2,020,379                               3.1%
        2018      5,966,100    1,535,471   560,000     344,670    8,406,241                              14.7%
        2019      5,684,892    1,332,379   560,000     253,950    7,831,221                              25.8%
        2020      5,275,461    1,133,897   555,000     231,550    7,195,908                              36.2%
        2021      4,979,409      961,563   555,000     209,350    6,705,322                              46.0%
        2022      4,302,436      782,811   550,000     187,150    5,822,397                              54.6%
        2023      3,956,544      631,265   445,000     165,150    5,197,959                              62.4%
        2024      3,295,735      499,261   440,000     147,350    4,382,346                              69.1%
        2025      2,406,010      409,698   440,000     134,150    3,389,858                              74.1%
        2026      2,085,373      338,498   440,000     120,950    2,984,821                              78.6%
        2027      1,869,823      274,814   440,000     107,750    2,692,387                              82.7%
        2028      1,774,363      213,774   310,000      94,550    2,392,687                              86.4%
        2029      1,608,995      155,380   310,000      85,250    2,159,625                              89.8%
        2030      1,338,720      101,461   310,000      75,950    1,826,131                              92.8%
        2031      1,098,541       57,259   310,000      66,650    1,532,450                              95.3%
        2032        598,938       24,736   310,000      57,350      991,024                              96.9%
        2033        169,319        5,586   310,000      48,050      532,955                              97.7%
        2034         19,707          698   310,000      38,750      369,155                              98.3%
        2035         20,103          302   310,000      29,450      359,855                              98.9%
        2036              -            -   310,000      20,150      330,150                              99.4%
        2037              -            -   310,000      10,075      320,075                             100.0%
                $    48,195,469 $ 8,734,232 $ 8,085,000 $ 2,428,245 $ 67,442,946

___________________
(1) Excludes revenue anticipation notes, grant anticipation notes, bond anticipation notes, lease and installment purchase obligations,
overlapping debt, unfunded pension liability, other post-employment benefits liabilities.
(2) Principal totaling $7,060,000 and interest totaling $956,262 has been exempted from the provisions of Proposition 2 1/2.
Principal totaling $25,455,293 and interest totaling $5,156,116 is self-supporting.
(3) Assumes average coupon rate of 3.20%

CONTRACTS

Municipal contracts are generally limited to currently available appropriations. A city or town generally has authority to
enter into contracts for the exercise of any of its corporate powers for any period of time deemed to serve its best interests,
but generally only when funds are available for the first fiscal year; obligations for succeeding fiscal years generally are
expressly subject to availability and appropriation of funds. Municipalities have specific authority in relatively few cases
to enter into long-term contractual obligations that are not subject to annual appropriation, including contracts for refuse
disposal and sewage treatment and disposal. Municipalities may also enter into long-term contracts in aid of housing and
renewal projects. There may be implied authority to make other long-term contracts required to carry out authorized
municipal functions, such as contracts to purchase water from private water companies

Municipal contracts relating to solid waste disposal facilities may contain provisions requiring the delivery of minimum
amounts of waste and payments based thereon and requiring payments in certain circumstances without regard to the
operational status of the facilities.


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Municipal electric departments have statutory power to enter into long-term contracts for joint ownership and operation of
generating and transmission facilities and for the purchase or sale of capacity including contracts requiring payments
without regard to the operational status of the facilities. The Town does not have an electric light department.

Cities and towns are authorized to lease (as lessee) off-street parking facilities, school buildings, hospital equipment, data
process equipment, energy conservation equipment and educational equipment for periods ranging up to 10 years. They
may also lease equipment, with the option to purchase, for a period up to 10 years. Contracts may also be made for the
installment purchase of energy conservation equipment over a period up to 10 years. Cities and towns may also lease
various properties as lessor. The Town has not entered into any lease or installment purchase contracts of a substantial
nature.

Pursuant to the Home Rule Amendment to the Massachusetts Constitution, cities and towns may also be empowered to
make other contracts and leases.

The Town has contracted with Republic Services for waste collection and disposal. This contract expires on June 30,
2017. The current cost for disposal is $64.50 per ton. The total cost for collection, transportation and disposal for fiscal
2012 was $1,423,668, for fiscal 2013 was $1,453,522, for fiscal 2014 was $1,484,613, the total cost for fiscal 2015 was
$1,665,574, for fiscal 2016 was $1,797,927 and the amount budgeted for fiscal year 2017 is $1,840,240. The fiscal 2017
cost for the Solid Waste Program is shown below:

                    Category                              Vendor              Fiscal 2017 Appropriations
        Rubbish
          Collection and Transportation               Republic Services              $1,270,240
          Disposal                                    Republic Services                 400,000
          Landfill Monitoring                         Woodard & Curran                   30,000
        Yard Waste
          Collection, Transportation                  American Earth
            and Disposal                              Products                          125,000
        Hazardous Waste
           CRT Recycling                              Clean Harbors                      15,000
                     Total                                                           $1,840,240

OVERLAPPING DEBT

Counties

County expenses including debt service on county bonds are assessed upon the cities and towns within the county in
proportion to their taxable valuation as last equalized by the State Commissioner of Revenue. Legislation enacted in 1997
abolished the county governments of Franklin and Middlesex Counties as of July 1, 1997, with their assets, functions,
debts and other obligations being assumed by the Commonwealth. The abolishment of the Middlesex County government
was in part response to a default by the county in the payment of general obligation notes of the county. The legislation
also abolished the county governments of Hampden and Worcester Counties as of July 1, 1998. Legislation enacted in
1998 abolished the county governments of Hampshire, Essex and Berkshire counties as of January 1, 1999, July 1, 1999
and July 1, 2000, respectively. The legislation also requires the state secretary for administration and finance to establish
a plan to recover the Commonwealth’s expenditures for the liabilities and other debts assumed and paid by the
Commonwealth on behalf of an abolished county. Unless these provisions are changed by further legislation, the state
treasurer shall assess upon each city and town within the jurisdiction of an abolished county an amount not exceeding or
equal to the county tax paid by each such city and town for the fiscal year immediately prior to the abolishment of the
county (or two years prior in the case of Essex County) until such expenditures by the Commonwealth are recovered. It is
possible that similar legislation will be sought to provide for the abolishment of county government in other counties.




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Massachusetts Water Resources Authority

The Massachusetts Water Resources Authority (the “MWRA”) provides wholesale drinking water services in whole or in part
to 48 cities, towns and special purpose entities and provides wastewater collection and treatment services to 43 cities, towns
and special purpose entities. Under its enabling legislation, as amended, the aggregate principal amount of all bonds issued by
the MWRA for its corporate purposes may not exceed $6.1 billion outstanding at any time. Its obligations are secured by
revenues of the MWRA. The MWRA assesses member cities, towns and special purpose entities, which continue to provide
direct retail water and sewer services to users. The cities, towns and other entities collect fees from the users to pay all or part
of the assessments; some municipalities levy property taxes to pay part of the amounts assessed upon them.

Massachusetts Bay Transportation Authority

The MBTA was created in 1964 to finance and operate mass transportation facilities within the greater Boston
metropolitan area. Under its enabling act, the MBTA is authorized to issue bonds for capital purposes, other than
refunding bonds, and for certain specified purposes to an outstanding amount, which does not exceed the aggregate
principal amount of $3,556,300,000. In addition, pursuant to certain of the Commonwealth’s transportation bond bills, the
MBTA is authorized to issue additional bonds for particular capital projects. The MBTA also is authorized to issue bonds of
the purpose of refunding bonds. Under the MBTA’s enabling act debt service, as well as other operating expenses of the
MBTA, are to be financed by a dedicated revenue stream consisting of the amounts assessed on the cities and towns of the
MBTA and a dedicated portion of the statewide sales tax. The amount assessed to each city and town is based on its weighted
percentage of the total population of the authority as provided in the enabling act. The aggregate amount of such assessments
is generally not permitted to increase by more than 2.5 percent per year. (See “Tax Limitations” under “TAX LEVIES”
herein.)

The following table sets forth the portion of overlapping debt relating to the Town (1):
                                                                                              Assessments for
                                                                                          Operations and Debt
                                                                    Authorized                         Service
                                              Outstanding            Unissued                Fiscal Year 2017
Norfolk County (2)                           $ 14,204,000               $0                           $206,623
Blue Hills Regional Vocational
Technical School District (3)                                0            $0 (3)                     $1,180,767
Massachusetts Clean Water                                                                      Water $1,673,754
Trust (4)                                        $94,090,000           (See Above)             Sewer $4,137,162
Massachusetts Bay Transportation
Authority (5)                                          N/A             (See Above)                      $480,581
_________________________
 (1) Principal amount only. Excludes temporary loans in anticipation of revenue. Omits debt of the Commonwealth.
(2) Source: Treasurer, Norfolk County. Debt is as of March 16, 2017. Authorized debt includes debt authorized by the County
Commissioners under general laws and debt permitted by special enabling acts whether or not yet voted by County Commissioners.
County expenses including debt service on county bonds are assessed upon the cities and towns within the county in proportion to
their taxable valuation as last equalized by the State Commissioner of Revenue. Amount shown here is based on most recent
equalized valuations.
(3) Source: Blue Hills Regional Vocational Technical School District. Debt is as of March 16, 2017. Towns may organize regional
school districts to carry out general or specialized educational functions. The operating expenses and debt service of regional school
districts are apportioned among the member municipalities in accordance with the agreements establishing the districts subject to the
provisions of the Education Reform Act of 1993. The other members of the District are the Towns of Avon, Braintree, Dedham,
Holbrook, Milton, Norwood, Randolph and Westwood. The Commonwealth of Massachusetts in July of 1986 took over the Blue Hills
Technical Institute and made it a part of Massasoit Community College. As part of this arrangement, the state agreed to be
responsible for 100% of the remaining outstanding debt of the School District.
(4) The Town’s share is supported by Water and Sewer Enterprise Funds.
(5) Under forward funding legislation, which began in fiscal 2001, member communities are no longer responsible for overlapping
debt, but only for the municipal assessment. Outstanding amount includes only General transportation system bonds issued before
2001. Debt as of June 30, 2015. As of June 30, 2014, the most recent date available, the Authority had $4.367 billion general revenue
bonds, $304.6 million Metropolitan Boston Transit Parking bonds, $428.3 million Build America Bonds, and $101 million bond
anticipation notes outstanding. This debt is not included in the overlapping debt presented above.
                                                                    18

Source page 28

RETIREMENT PLAN

The Massachusetts General Laws provide for the establishment of contributory retirement systems for state employees, for
teachers and for county, city and town employees other than teachers. Teachers are assigned to a separate statewide teachers’
system and not to the city and town systems. For all employees other than teachers, this law is subject to acceptance in each
city and town. Substantially all employees of an accepting city or town are covered. If a town has a population of less than
10,000 when it accepts the statute, its non-teacher employees participate through the county system and its share of the county
cost is proportionate to the aggregate annual rate of regular compensation of its covered employees. In addition to the
contributory systems, cities and towns provide non-contributory pensions to a limited number of employees, primarily persons
who entered service prior to July 1, 1937 and their dependents. The Public Employee Retirement Administration Commission
(“PERAC”) provides oversight and guidance for and regulates all state and local retirement systems.

The obligations of a city or town, whether direct or through a county system, are contractual legal obligations and are required
to be included in the annual tax levy. If a city or town, or the county system of which it is a member, has not established a
retirement system funding schedule as described below, the city or town is required to provide for the payment of the portion
of its current pension obligations which is not otherwise covered by employee contributions and investment income. “Excess
earnings,” or earnings on individual employees’ retirement accounts in excess of a predetermined rate, are required to be set
aside in a pension reserve fund for future, not current, pension liabilities. Cities and towns may voluntarily appropriate to their
system’s pension reserve fund in any given year up to five percent of the preceding year’s tax levy. The aggregate amount in
the fund may not exceed ten percent of the equalized valuation of the city or town.

If a city or town, or each member city and town of a county retirement system, has accepted the applicable law, it is required
to annually appropriate an amount sufficient to pay not only its current pension obligations, but also a portion of its future
pension liability. The portion of each such annual payment allocable to future pension obligations is required to be deposited
in the pension reserve fund. The amount of the annual city or town appropriation for each such system is prescribed by a
retirement system funding schedule which is periodically reviewed and approved by PERAC. Each system’s retirement
funding schedule is designed to reduce the unfunded actuarial pension liability of the system to zero by not later than June 30,
2030, with annual increases in the scheduled payment amounts of not more than 4.5 percent. The funding schedule must
provide that payment in any year of the schedule is not less than 95 percent of the amount appropriated in the previous fiscal
year. City, town and county systems which have an approved retirement funding schedule receive annual pension funding
grants from the Commonwealth for the first 16 years of such funding schedule. Pursuant to recent legislation, a system (other
than the state employees’ retirement system and the teachers’ retirement system) which conducts an actuarial valuation as of
January 1, 2009, or later, may establish a revised schedule which reduces the unfunded actuarial liability to zero by not later
than June 30, 2040, subject to certain conditions. If the schedule is so extended under such provisions and a later updated
valuation allows for the development of a revised schedule with reduced payments, the revised schedule shall be adjusted to
provide that the appropriation for each year shall not be less than that for such year under the prior schedule, thus providing for
a shorter schedule rather than reduced payments. Norfolk County Retirement System’s last actuarial study, as of January 1,
2016, indicates that the system is expected to be fully funded by June 30, 2031.

City, town and county systems may choose to participate in the Pension Reserves Investment Trust Fund (the “PRIT Fund”),
which receives additional state funds to offset future pension costs of participating state and local systems. If a local system
participates in the PRIT Fund, it must transfer ownership and control of all assets of its system to the Pension Reserves
Investment Management Board, which manages the investment and reinvestment of the PRIT Fund. Cities and towns with
systems participating in the PRIT Fund continue to be obligated to fund their pension obligations in the manner described
above. The additional state appropriations to offset future pension liabilities of state and local systems participating in the
PRIT Fund are required to total at least 1.3 percent of state payroll. Such additional state appropriations are deposited in the
PRIT Fund and shared by all participating systems in proportion to their interests in the assets of the PRIT Fund as of July 1
for each fiscal year.

Cost-of-living increases for each local retirement system may be granted and funded only by the local system, and only if it
has established a funding schedule. Those statutory provisions are subject to acceptance by the local retirement board and
approval by the local legislative body, which acceptance may not be revoked.

                                                                19

Source page 29

The Town participates in the contributory retirement system of Norfolk County. The annual contributions of the Town to
the Norfolk County Retirement System for the most recent fiscal years and the amount budgeted for fiscal 2017 are as
follows:

                     Fiscal Year                                                      Amount
                       2017 (budgeted)                                               $4,393,622
                       2016                                                           3,990,657
                       2015                                                           3,570,734
                       2014                                                           3,169,146
                       2013                                                           3,041,784
                       2012                                                           2,898,532

As of January 1, 2016 (the most recent date available), the Norfolk County Retirement system had assets valued at
$814,225,634, using an 8.00% rate of return to support an actuarial accrued liability of $1,310,561,438, leaving an
estimated unfunded actuarial liability in the amount of $496,335,804. The Town’s share of this liability is approximately
7.65% or $41,561,656.             For additional information regarding the System go to the website
http://www.mass.gov/perac/docs/forms-pub/reports/valuation-reports/norfolkval16.pdf.

The foregoing data do not include the retirement system costs or liabilities attributable to employees of the county or the
retirement system costs or liabilities of any other entity of which the Town is a constituent part.

Other Post-Employment Benefits (OPEB). In addition to pension benefits, cities and towns may provide retired employees
with health care and life insurance benefits. The portion of the cost of such benefits paid by cities or towns is generally
provided on a pay-as-you-go basis. The costs paid by the Town for OPEB for the most recent fiscal years and the amount
projected for fiscal 2017 are as follows:

                     Fiscal Year                                                      Amount
                       2017 (projected)                                              $4,000,000
                       2016                                                           3,843,040
                       2015                                                           4,346,287
                       2014                                                           5,179,872
                       2013                                                           4,526,092
                       2012                                                           4,457,155


The Governmental Accounting Standards Board (“GASB”) Statement Nos. 43 and 45, which requires public sector entities to
report the future costs of these non-pension, post-employment benefits in their financial statements. These accounting
standards do not require pre-funding such benefits, but the basis applied by the standards for measurement of costs and
liabilities for these benefits is conservative if they continue to be funded on a pay-as-you-go basis and will result in larger
yearly cost and liability accruals than if such benefits were pre-funded in a trust fund in the same manner as traditional pension
benefits. Cities and towns that choose to self-insure all or a portion of the cost of the health care benefits they provide to
employees and retirees may establish a trust fund for the purpose of paying claims. In addition, cities and towns may establish
a trust fund for the purpose of pre-funding other post-employment benefits liability in the same manner as traditional pension
benefits.

The Town was required to implement the GASB reporting requirements for other post-employment benefits beginning in
fiscal year 2009. The Town hired an outside firm to perform an actuarial valuation of its post-employment benefit liability.
The actuarial accrued liability of this obligation to the Town of Canton, as of July 1, 2014 is $90,203,731 on a pay-as-you-go
basis (assuming a 4.20% discount rate). This required an annual contribution by the Town of $4,975,024 in fiscal 2015 and
$5,161,825 in fiscal 2016 on a pay-as-you-go basis. At the Town’s 2013 Annual Town Meeting an OPEB Trust Fund was
established pursuant MGL Chapter 32B Section 20. The current balance in the fund as of June 30, 2016 was $1,988,541. The
Town contributed an additional $770,000 from the fiscal 2017 budget to this fund. (See Appendix B for more information on
“Other Post-Employment Benefits”.)

                                                               20

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PROPERTY TAXATION AND VALUATION

Tax Rate and Valuation-General. Property is classified for the purpose of taxation according to its use. The legislature has
in substance created three classes of taxable property: (1) residential real property, (2) open space land, and (3) all other
(commercial, industrial and personal property). Within limits, cities and towns are given the option of determining the share
of the annual levy to be borne by each of the three categories. The share required to be borne by residential real property is at
least 50 percent of its share of the total taxable valuation; the effective rate for open space must be at least 75 percent of the
effective rate for residential real property; and the share of commercial, industrial and personal property must not exceed 175
percent of their share of the total valuation. A city or town may also exempt up to 20 percent of the valuation of residential
real property (where used as the taxpayer’s principal residence) and up to 10 percent of the valuation of commercial real
property (where occupied by certain small businesses). Property may not be classified in a city or town until the State
Commissioner of Revenue certifies that all property in the city or town has been assessed at its fair cash value. Such
certification must take place every three years or pursuant to a revised schedule as may be issued by the Commissioner.

Related statutes provide that certain forest land, agricultural or horticultural land (assessed at the value it has for these
purposes) and recreational land (assessed on the basis of its use at a maximum of 25 percent of its fair cash value) are all
to be taxed at the rate applicable to commercial property. Land classified as forest land is valued for this purpose at five
percent of fair cash value but not less than ten dollars per acre.

In order to determine appropriate relative values for the purposes of certain distributions to and assessments upon cities
and towns, the Commissioner of Revenue biennially makes his own redetermination of the fair cash value of the taxable
property in each municipality. This is known as the “equalized valuation”. See “Debt Limits” herein.

VALUATIONS (1)

The following shows the assessed and equalized valuations for the current and most recent fiscal years:

                                                                          Fiscal Year
                                         2017               2016              2015               2014              2013 (4)
Real Property(2)                     $4,326,618,110     $4,160,245,170    $3,917,103,100     $3,742,671,140      $3,845,104,570
Personal Property(2)                    171,786,770        160,467,160       152,768,400        141,947,970         126,558,890
 Total                               $4,498,404,880     $4,320,712,330    $4,069,871,500     $3,884,619,110      $3,971,663,460

Equalized Value(3)                   $4,083,657,900     $4,083,657,900    $4,083,657,900     $4,131,231,300      $4,131,231,300
Percent of Total Assessed
   to Equalized Valuation                     110.2%           105.8%              99.7%               94.0%              96.1%
____________________
(1) Source: Massachusetts Department of Revenue.
(2) As of January 1, of the prior fiscal year.
(3) The equalized valuations in effect for each year.
(4) Revaluation.

The following table shows the breakdown of the total assessed valuation for fiscal years 2015 through 2017 by
classification:

                      Fiscal 2017         % of Total       Fiscal 2016       % of Total         Fiscal 2015         % of Total
                       Assessed           Assessed          Assessed         Assessed            Assessed           Assessed
    Class             Valuation           Valuation        Valuation         Valuation          Valuation           Valuation
Residential          $3,508,576,688          78.0%        $3,367,549,515        77.9%          $3,150,088,016         77.4%
Commercial              459,186,222          10.2            443,366,255        10.3              421,047,184         10.3
Industrial              358,855,200           8.0            349,329,400         8.1              345,967,900          8.5
Personal                171,786,770           3.8            160,467,160         3.7              152,768,400          3.8
  Total              $4,498,404,880        100.0%         $4,320,712,330      100.0%           $4,069,871,500        100.0%

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TAX RATES

The following shows the actual tax rates per $l,000 of assessed valuation, the average tax rate and the estimated full value
rate based on the equalized valuation in effect for the current and most recent fiscal years:

                                                                                                                    Estimated
Fiscal                                Actual                                           Average                      Full Value
Year                                 Tax Rate                                          Tax Rate                     Tax Rate
2017                                 $12.79 (Residential/Open Space)                     $15.77                       $17.37
                                     $26.34 (All Other)
2016                                  12.79 (Residential/Open Space)                        15.78                      16.70
                                      26.36 (All Other)
2015                                  12.82 (Residential/Open Space)                        15.88                      15.83
                                      26.36 (All Other)
2014                                  12.87 (Residential/Open Space)                        16.08                      15.12
                                      26.53 (All Other)
2013                                  12.30 (Residential/Open Space)                        15.15                      13.71
                                      24.99 (All Other)
2012                                  11.91 (Residential/Open Space)                        14.69                      13.24
                                      24.23 (All Other)

LARGEST TAXPAYERS

The following shows the ten largest taxpayers for fiscal 2017 (1):

                                                                           Fiscal 2017                                      % of Total
                                                       Nature of            Assessed                    Amount                Tax
Name                                                   Business             Valuation                    of Tax               Levy
Eversource                                              Utility           $ 65,805,370                 $1,733,313             2.44%
Reebok                                                  Offices             43,993,700                  1,170,356             1.65
BAC Canton Holdings LLC                                 Offices             42,106,900                  1,120,160             1.58
Medical Information Tech, Inc.                          Office              35,277,500                    928,807             1.31
Canton Village Shoppes                                  Retail              28,579,300                    760,280             1.07
Boston Mutual                                           Offices             28,025,100                    745,510             1.05
Hines Global 250 Royall                                 Offices             23,064,000                    613,554             0.86
Randolph Properties                                    Housing              44,370,900                    573,166             0.81
Spirit Canton LLC                                       Offices             18,563,800                    493,834             0.70
Columbia Gas                                            Utility             17,632,570                    464,442             0.65
Total                                                                     $347,419,140                 $8,603,422            12.12%
_______________
(1) All of the largest taxpayers set forth above are current on their real estate and personal property taxes.

TAX LEVIES

Levy - General. The principal tax of Massachusetts cities and towns is the tax on real and personal property. The
amount to be levied in each year is the amount appropriated or required by law to be raised for municipal expenditures
less estimated receipts from other sources and less appropriations voted from funds on hand. The total amount levied is
subject to certain limits prescribed by law; for a description of those limits see “Tax Limitations” herein. As to the
inclusion of debt service and final judgments, see “Security and Remedies” herein.

The estimated receipts for a fiscal year from sources other than the property tax may not exceed the actual receipts during
the preceding fiscal year from the same sources unless approved by the State Commissioner of Revenue. Excepting
special funds the use of which is otherwise provided for by law, the deduction for appropriations voted from funds on
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hand for a fiscal year cannot exceed the “free cash” as of the beginning of the prior fiscal year as certified by the State
Director of Accounts plus up to nine months' collections and receipts on account of earlier years' taxes after that date.
Subject to certain adjustments, free cash is surplus revenue less uncollected overdue property taxes from earlier years.

Although an allowance is made in the tax levy for abatements (see “Abatements and Overlay” herein) no reserve is
generally provided for uncollectible real property taxes. Since some of the levy is inevitably not collected, this creates a
cash deficiency which may or may not be offset by other items (see “Taxation to Meet Deficits” herein).

Taxation to Meet Deficits. As noted elsewhere (see “Abatements and Overlay” herein) overlay deficits, i.e. tax
abatements in excess of the overlay included in the tax levy to cover abatements, are required to be added to the next tax
levy. It is generally understood that revenue deficits, i.e. those resulting from non-property tax revenues being less than
anticipated, are also required to be added to the tax levy (at least to the extent not covered by surplus revenue).

Amounts lawfully expended since the prior tax levy and not included therein are also required to be included in the annual
tax levy. The circumstances under which this can arise are limited since municipal departments are generally prohibited
from incurring liabilities in excess of appropriations except for major disasters, mandated items, contracts in aid of
housing and renewal projects and other long-term contracts. In addition, utilities must be paid at established rates and
certain established salaries, e.g. civil service, must legally be paid for work actually performed, whether or not covered by
appropriations.

In the opinion of Bond Counsel, cities and towns are authorized to appropriate sums, and thus to levy taxes, to cover
deficits arising from other causes, such as “free cash” deficits arising from a failure to collect taxes. This is not generally
understood, however, and it has not been the practice to levy taxes to cover free cash deficits. Except to the extent that
such deficits have been reduced or eliminated by subsequent collections of uncollected taxes (including sales of tax titles
and tax possessions), lapsed appropriations, non-property tax revenues in excess of estimates, other miscellaneous items
or funding loans authorized by special act, they remain in existence.

Tax Limitations. Chapter 59, Section 21C of the General Laws, also known as Proposition 2 1/2, imposes two separate
limits on the annual tax levy of a city or town.

The primary limitation is that the tax levy cannot exceed 2 1/2 percent of the full and fair cash value. If a city or town
exceeds the primary limitation, it must reduce its tax levy by at least 15 percent annually until it is in compliance,
provided that the reduction can be reduced in any year to not less than 7 1/2 percent by majority vote of the voters, or to
less than 7 1/2 percent by two-thirds vote of the voters.

For cities and towns at or below the primary limit, a secondary limitation is that the tax levy cannot exceed the maximum
levy limit for the preceding fiscal year as determined by the State Commissioner of Revenue by more than 2 1/2 percent
subject to exceptions for property added to the tax rolls or property which has had an increase, other than as part of a
general revaluation in its assessed valuation over the prior year's valuation.

This “growth” limit on the tax levy may be exceeded in any year by a majority vote of the voters, but an increase in the
secondary or growth limit under this procedure does not permit a tax levy in excess of the primary limitation, since the two
limitations apply independently. In addition, if the voters vote to approve taxes in excess of the “growth” limit for the purpose
of funding a stabilization fund, such increased amount may only be taken into account for purposes of calculating the
maximum levy limit in each subsequent year if the board of selectmen of a town or the city council of a city votes by a two-
thirds vote to appropriate such increased amount in such subsequent year to the stabilization fund. The applicable tax limits
may also be reduced in any year by a majority of the voters.

The State Commissioner of Revenue may adjust any tax limit “to counterbalance the effects of extraordinary, non-
recurring events which occurred during the base year”.

The statute further provides that the voters may exclude from the taxes subject to the tax limits and from the calculations
of the maximum tax levy (a) the amount required to pay debt service on bonds and notes issued before November 4, 1980,
if the exclusion is approved by a majority vote of the voters, and (b) the amount required to pay debt service on any
                                                               23

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specific subsequent issue for which similar approval is obtained. Even with voter approval, the holders of the obligations
for which unlimited taxes may be assessed do not have a statutory priority or security interest in the portion of the tax levy
attributable to such obligations. As noted above, debt service on $7,060,000 of currently outstanding bonds is
excluded from the limitations of Proposition 2 1/2, subject to the provisions of Chapter 44, Section 20 of the
General Laws. It should be noted that Massachusetts General Laws Chapter 44, Section 20 requires that the taxes
excluded from the levy limit to pay debt service on any such bonds and notes be calculated based on the true interest cost
of the issue. Accordingly, the Department of Revenue limits the amount of taxes which may be levied in each year to pay
debt service on any such bonds and notes to the amount of such debt service, less a pro rata portion of any original issue
premium received by the city or town that was not applied to pay costs of issuance.

Voters may also exclude from the Proposition 2 1/2 limits the amount required to pay specified capital outlay
expenditures or for the city or town’s apportioned share for certain capital outlay expenditures by a regional governmental
unit. In addition, the city council of a city, with the approval of the Mayor if required, or the board of selectmen or the
town council of a town may vote to exclude from the Proposition 2 1/2 limits taxes raised in lieu of sewer or water
charges to pay debt service on bonds or notes issued by the municipality (or by an independent authority, commission or
district) for water or sewer purposes, provided that the municipality's sewer or water charges are reduced accordingly.

In addition, Proposition 2 1/2 limits the annual increase in the total assessments on cities and towns by any county,
district, authority, the Commonwealth or any other governmental entity (except regional school districts, the MWRA and
certain districts for which special legislation provides otherwise) to the sum of (a) 2 1/2 percent of the prior year's
assessments and (b) “any increases in costs, charges or fees for services customarily provided locally or for services
subscribed to at local option”. Regional water districts, regional sewerage districts and regional veteran's district may
exceed these limitations under statutory procedures requiring a two-thirds vote of the district's governing body and either
approval of the local appropriating authorities (by two-thirds vote in districts with more than two members or by majority
vote in two-member districts) or approval of the registered voters in a local election (in the case of two-member districts).
Under Proposition 2 1/2 any State law to take effect on or after January 1, 1981 imposing a direct service or cost
obligation on a city or town will become effective only if accepted or voluntarily funded by the city or town or if State
funding is provided. Similarly, State rules or regulations imposing additional costs on a city or town or laws granting or
increasing local tax exemptions are to take effect only if adequate State appropriations are provided. These statutory
provisions do not apply to costs resulting from judicial decisions.

Pledged Taxes. Taxes on certain property in designated development districts may be pledged for the payment of costs of
economic development projects within such districts and may therefore be unavailable for other municipal purposes. The
Town does not have any such districts.

Initiative Petitions. Various other proposals have been made in recent years for legislative amendments to the
Massachusetts Constitution to impose limits on state and local taxes. To be adopted such amendments must be approved
by two successive legislatures and then by the voters at a state election.




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CALCULATION OF TAX LEVIES AND LEVY LIMITS

The following table shows the details of the calculation of the tax levies for the current and most recent fiscal years:

                                                                                     (000 omitted)
                                                                                     For Fiscal Year
                                                            2017           2016           2015          2014        2013
Gross Amount to be Raised:
 Appropriations                                          $103,563        $ 97,191        $93,964       $89,373      $86,098
 Other Local Expenditures                                  30,863              27             41            41          249
 State and County Charges                                   1,002             955            951           946          909
 Overlay Reserve                                            1,487           2,001          1,499         1,767        1,321
Total Gross Amount to be Raised                           106,083        100,174          96,456        92,127       88,577
Less Estimated Receipts and Other Revenue:
 Estimated Receipts from State                               8,251          7,919          7,686         7,545        7,319
 Estimated Receipts - Local                                 21,097         20,118         19,451        18,954       18,224
 Available Funds Appropriated:
  Free Cash                                                  2,418          2,190          2,852         1,915          600
  Other Available Funds                                      3,370          1,751          1,836         1,248        2,279
 Free Cash and Other Revenue Used to
   Reduce the Tax Rate                                          0               0              0             0            0
Total Estimated Receipts and Revenue                       35,136          31,977         31,826        29,662       28,422
Net Amount To Be Raised (Tax Levy)                        $70,947         $68,196        $64,630       $62,465      $60,155


The following shows the calculation of levy limits for the current and most recent fiscal years:

                                                                                 (000 omitted)
                                                                                For Fiscal Year
                                                          2017            2016          2015           2014         2013
Primary Levy Limit (1)                                   $112,460         $108,018    $101,747         $97,115      $99,292

Prior Fiscal Year Levy Limit                                67,067          64,150         61,056       58,592       56,500
2.5% Levy Growth                                             1,677           1,604          1,527        1,465        1,412
New Growth (2)                                               1,605           1,313          1,568          999          680
Overrides                                                        0               0              0            0            0
Growth Levy Limit                                           70,349          67,067         64,151       61,056       58,592
Debt Exclusions                                              1,559           1,706          1,643        2,020        2,111
Capital Expenditure Overrides                                    0               0              0            0            0
Tax Levy Limit                                              71,908          68,774         65,794       63,076       60,703
Tax Levy                                                    70,947          68,196         64,630       62,465       60,155
Unused Levy Capacity (3)                                       962             577          1,164      $ 611        $ 548
Unused Primary Levy Capacity (4)                          $ 42,111        $ 40,951       $ 37,596      $36,059      $40,700
__________________
(1) 2.5% of assessed valuation.
(2) Allowed addition for new valuations certified by the Department of Revenue.
(3) Tax Levy Limit less Tax Levy. The additional amount which may be levied without voter approval.
(4) Primary Levy Limit less Growth Levy Limit.
* Recalculated due to certification of retroactive growth.




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TAX COLLECTIONS AND ABATEMENTS

Payment Dates. The taxes for each fiscal year generally are due in two installments on November 1 (subject to deferral if
tax bills are sent out late) and May 1, unless a city or town accepts a statute providing for quarterly tax payments. The
Town has accepted this provision. Under the statute, preliminary tax payments are to be due on August 1 and November
1 with payment of the actual tax bill (after credit is given for the preliminary payments) in installments on February 1 and
May 1 if actual tax bills are mailed by December 31. Interest accrues on delinquent taxes at the rate of 14 percent per
annum.

Lien. Real property (land and buildings) is subject to a lien for the taxes assessed upon it, subject to any paramount
federal lien and subject to bankruptcy and insolvency laws. (In addition, real property is subject to a lien for certain
unpaid municipal charges or fees.) If the property has been transferred, an unenforced lien expires on the fourth
December 31 after the end of the fiscal year to which the tax relates. If the property has not been transferred by the fourth
December 31, an unenforced lien expires upon a later transfer of the property. Provision is made, however, for
continuation of the lien where it could not be enforced because of a legal impediment.

Personal Liability. The persons against whom real or personal property taxes are assessed are personally liable for the
tax (subject to bankruptcy and insolvency laws). In the case of real property, this personal liability is effectively
extinguished by sale or taking of the property as described in “Taking and Sale” herein.

The following shows the total tax levy, the reserve for abatements, the net levy and the amounts collected during each
fiscal year and as of a more recent date for the current and most recent fiscal years:

                                                                               For Fiscal Year
                                                2017              2016              2015         2014                    2013
Total Tax Levy                                $70,946,770       $68,196,330      $64,629,621   $62,465,128             $60,155,267
Overlay Reserve for Abatements                  1,486,566         2,001,198        1,498,711     1,767,642               1,320,810
  Net Tax Levy (1)                            $69,460,204       $66,195,132      $63,130,910   $60,697,486             $58,834,457
Amount Collected During
  Fiscal Year Payable (2)                              N/A      $66,960,493       $63,380,847       $61,056,268        $58,747,142
Percent of Net Tax Levy                                N/A          101.2%            100.4%            100.6%              99.9%
Amount Collected Through
12/31/16 (2)                                  $35,957,987       $67,056,034       $63,871,967       $61,663,378        $59,510,370
Percent of Net Tax Levy                            51.8%            101.3%            101.2%            101.6%             101.1%
_________________
(1) Net after deduction of overlay reserve for abatements.
(2) Actual collections of levy less refunds and amounts refundable, but including proceeds of tax titles and tax possessions attributed
to such levy but not including abatements or other credits. Collections for fiscal 2017 are for the first half of the fiscal year.

Abatements and Overlay. A city or town is authorized to increase each tax levy by an amount approved by the State
Commissioner of Revenue as an “overlay” to provide for tax abatements. If abatements are granted in excess of the
applicable overlay, the excess is required to be added to the next tax levy.

Abatements are granted where exempt real or personal property has been assessed or where taxable real or personal
property has been overvalued or disproportionately valued. The assessors may also abate uncollectible personal property
taxes. They may abate real and personal property taxes on broad grounds (including inability to pay) with the approval of
the State Commissioner of Revenue. But uncollected real property taxes are ordinarily not written off until they become
municipal “tax titles” by purchase at the public sale or by taking, at which time the tax is written off in full by reserving
the amount of the tax and charging surplus.




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The following shows the abatements granted during each fiscal year as well as through a more recent date for the current
and most recent fiscal years:

                                                                     For Fiscal Year
                                             2017            2016           2015               2014            2013
Tax Levy                                  $70,946,770     $68,196,330   $64,629,621         $62,465,128     $60,155,267
Overlay Reserve for Abatements             $1,486,566      $2,001,198      1,498,711          1,767,642       1,320,810
Percent of Tax Levy                             2.1%            2.9%            2.3%              2.8%            2.2%
Abatements Granted
 During Fiscal Year of Levy                      N/A         $624,151         $643,897         $743,501         $591,984
 Through 12/31/16                            $218,091        $624,151         $722,050         $830,964         $699,465

Taking and Sale. Massachusetts law permits a municipality either to sell by public sale (at which the municipality may
become the purchaser) or to take real property for nonpayment of taxes. In either case the property owner can redeem the
property by paying the unpaid taxes, with interest and other charges, but if the right of redemption is not exercised within
six months (which may be extended an additional year in the case of certain installment payments), it can be foreclosed by
petition to the Land Court. Upon foreclosure, a tax title purchased or taken by the municipality becomes a “tax
possession” and may be held and disposed of in the same manner as other land held for municipal purposes.

Sale of Tax Receivables. Cities and towns are authorized to sell delinquent property tax receivables by public sale or
auction, either individually or in bulk.

TOWN FINANCES

Budget and Appropriation Process

The annual appropriations of the Town are ordinarily made at the annual meeting which takes place in May.
Appropriations may also be voted at special meetings. The Finance Committee (or the Board of Selectmen if authorized
by by-law or if there is no committee) is required to submit a budget of proposed expenditures at the annual Town
meeting.

Under certain circumstances and subject to certain limits and requirements, the city council of a city, upon the
recommendation of the mayor, may transfer amounts appropriated for the use of one department (except for a municipal light
department or a school department) to another appropriation for the same department or for the use of any other department.
In a town, town meeting may at any time vote to transfer any amount previously appropriated to any other authorized use by
law, and, under certain circumstances and subject to certain limits and requirements, the selectmen of a town, with the
concurrence of the finance committee, may transfer amounts appropriated for the use of any department to any other
appropriation for the same department or to any other department.

Water and sewer department expenditures are generally included in the budgets adopted by city councils and town
meetings but electric and gas department funds may be appropriated by the municipal light boards. Under certain
legislation any city or town which accepts the legislation may provide that the appropriation for the operating costs of any
department may be offset, in whole or in part, by estimated receipts from fees charged for services provided by the
department. It is assumed that this general provision does not alter the pre-existing power of an electric or gas department
to appropriate its own receipts.

The school budget is limited to the total amount appropriated by the town meeting, but the school committee retains full
power to allocate the funds appropriated. State legislation known as the Education Reform Act of 1993, as amended,
imposes certain minimum expenditure requirements on municipalities with respect to funding for education. The
requirements are determined on the basis of formulas affected by various measures of wealth and income, enrollments,
prior levels of local spending and state aid, and other factors. The Town’s net school spending has always exceeded the
minimum required local contribution.


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State and county assessments, abatements in excess of overlays, principal and interest not otherwise provided for, and
final judgments are included in the tax levy whether or not included in the budget. Revenues are not required to be set
forth in the budget, but estimated non-tax revenues are taken into account by the assessors in fixing the tax levy.

Budget Comparison

The following table sets forth the actual budgets for fiscal years 2013-2017:

Category                                     2017              2016              2015              2014              2013
Property Taxes                           $69,583,040       $66,219,139       $63,173,500       $60,602,472       $59,323,367
State Aid                                  8,052,320         7,865,547         7,599,730         8,151,749         7,106,407
Local Receipts                             6,263,040         5,907,405         5,834,907         5,574,543         5,234,686
Interfund Transfers                        3,580,003         3,088,119         3,071,348         2,258,580         2,239,456
 Total Available Revenue                 $87,478,403       $83,080,210       $79,679,485       $76,587,344       $73,903,916

Appropriations
General Government Services              $ 3,642,520       $ 3,440,639       $ 3,342,838       $ 3,156,306       $ 3,059,405
Public Safety Services                    10,434,714         9,798,064         9,583,290         9,400,426         8,843,050
Educational Services                      38,572,710        36,259,994        34,548,305        33,320,505        31,920,505
Public Works Service                       2,249,215         2,227,728         2,109,896         2,064,147         1,967,716
Public Works Fixed Services                2,524,740         2,416,500         2,106,500         1,963,727         1,913,727
Human Services                             1,019,570           938,166           867,151           774,792           741,136
Cultural/Recreational Services             1,935,546         1,771,942         1,698,049         1,605,553         1,460,891
Debt Service                               4,883,206         4,991,133         4,880,575         5,947,464         6,119,892
Regional Schools                           1,205,356         1,130,445         1,108,642         1,069,042         1,183,074
State and County Charges                     956,905           951,976           948,532           947,279           894,551
Employee Benefits                         16,071,936        15,542,282        15,249,366        14,094,153        14,193,019
Miscellaneous                              1,854,985         1,735,341         1,486,341         1,277,950           877,950
Subtotal                                  85,351,403        81,204,210        77,929,485        75,621,344        73,174,916
Capital/Articles                           2,127,000         1,876,000         1,750,000           966,000           729,000
 Total Appropriations                    $87,478,403       $83,080,210       $79,679,485       $76,587,344       $73,903,916

STATE AID

In addition to grants for specified capital purposes (some of which are payable over the life of the bonds issued for the
projects) the Commonwealth provides financial assistance to cities and towns for current purposes. Payments to cities and
towns are derived primarily from a percentage of the State's personal income, sales and use and corporate excise tax
receipts, together with the net receipts from the State Lottery. A municipality’s state aid entitlement is based on a number
of different formulas, of which the “schools” and “lottery” formulas are the most important. Both of the major formulas
tend to provide more state aid to poorer communities. The formulas for determining a municipality’s state aid entitlement
are subject to amendment by the state legislature and, while a formula might indicate that a particular amount of state aid is
owed, the amount of state aid actually paid is limited to the amount appropriated by the state legislature. The State annually
estimates state aid, but the actual state aid payments may vary from the estimate.




                                                             28

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The following table sets forth the amount of state aid to the Town in recent years as well as the amount budgeted for 2017:

                           Fiscal                                                 Total
                           Year                                                  State Aid (1)
                           2017 (budgeted)                                        $18,000,000
                           2016                                                    19,102,008
                           2015                                                    17,771,093
                           2014                                                    20,403,915
                           2013                                                    17,977,813
                           2012                                                    20,571,147

____________________
(1) Includes all funds, not just General Funds.

State School Building Assistance Program

Under its school building assistance program, the Commonwealth of Massachusetts provides grants to cities, towns and
regional school districts for school construction projects. Until July 26, 2004, the State Board of Education was
responsible for approving grants for school projects and otherwise administering the program. Grant amounts ranged from
50% to 90% of approved project costs. Municipalities generally issued bonds to finance the entire project cost, and the
Commonwealth disbursed the grants in equal annual installments over the term of the related bonds.

Pursuant to legislation which became effective on July 26, 2004, the state legislature created the Massachusetts School
Building Authority (the “Authority”) to finance and administer the school building assistance program. The Authority has
assumed all powers and obligations of the Board of Education with respect to the program. In addition to certain other
amounts, the legislation dedicates a portion of Commonwealth sales tax receipts to the Authority to finance the program.

Projects previously approved for grants by the State Board of Education are entitled to receive grant payments from the
Authority based on the approved project cost and reimbursement rate applicable under the prior law. The Authority has
paid and is expected to continue to pay the remaining amounts of the grants for such projects either in annual installments
to reimburse debt service on bonds issued by the municipalities to finance such projects, or as lump sum payments to
contribute to the defeasance of such bonds.

Projects on the priority waiting list as of July 1, 2004 are also entitled to receive grant payments from the Authority based
on the eligible project costs and reimbursement rates applicable under the prior law. With limited exceptions, the
Authority is required to fund the grants for such projects in the order in which they appear on the waiting list. Grants for
any such projects that have been completed or substantially completed have been paid and are expected to continue to be
paid by the Authority in lump sum payments, thereby eliminating the need for the Authority to reimburse interest
expenses that would otherwise be incurred by the municipalities to permanently finance the Authority’s share of such
project costs. Interest on debt issued by municipalities prior to July 1, 2004 to finance such project costs, and interest on
temporary debt until receipt of the grant, is included in the approved costs of such projects. Grants for any such projects
that have not yet commenced or that are underway have been and are expected to continue to be paid by the Authority as
project costs are incurred by the municipality pursuant to a project funding agreement between the Authority and the
municipality, eliminating the need for the municipality to borrow even on a temporary basis to finance the Authority’s
share of the project costs in most cases.

The range of reimbursement rates for new project grant applications submitted to the Authority on or after July 1, 2007
has been reduced to between 40% and 80% of approved project costs. The Authority promulgated new regulations with
respect to the application and approval process for projects submitted after July 1, 2007. The Authority expects to pay
grants for such projects as project costs are incurred pursuant to project funding agreements between the Authority and the
municipalities. None of the interest expense incurred on debt issued by municipalities to finance their portion of the costs
of new projects will be included in the approved project costs eligible for reimbursement.


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Source page 39

MOTOR VEHICLE EXCISE

An excise is imposed on the registration of motor vehicles (subject to exemptions) at a uniform rate of $25 per $1,000 of
valuation. The excise is collected by and for the benefit of the municipality in which the motor vehicle is kept.
Valuations are determined by a statutory formula based on manufacturer's list price and year of manufacture. Bills are
payable in 30 days of their issue, and when not paid when due bear interest at 12 per cent per annum. Provision is also
made for suspension of registration by the registrar of motor vehicles, who may also, after a hearing, suspend the owner's
operating license.

The following table sets forth the amount of motor vehicle excise taxes received in each of the most recent fiscal years
and budgeted amount for fiscal 2017:

                         Fiscal                                                   Motor
                         Year                                                   Excise Taxes
                         2017 (budgeted)                                         $3,600,000
                         2016                                                     4,555,904
                         2015                                                     4,119,643
                         2014                                                     3,714,753
                         2013                                                     3,473,978
                         2012                                                     3,165,287

OTHER TAXES

Three additional sources of revenue for local governments are the room occupancy excise tax, local meals excise tax and
the aviation fuel tax. All of these taxes take effect only where accepted by individual municipalities. Under the room
occupancy excise tax, local governments may tax the provision of hotel, motel, lodging house and bed and breakfast
rooms at a rate not to exceed six percent of the cost of renting such rooms. The tax is paid by the operator of the hotel,
motel, lodging house or bed and breakfast rooms to the State Commissioner of Revenue, who in turn pays the tax back to
the municipality in which the rooms are located. The Town voted to impose the room occupancy excise tax. The Town’s
first hotel opened in December, 2011 so no room occupancy excise tax was budgeted for fiscal 2012.

The local meals excise tax, effective for sales of restaurant meals on or after October 1, 2009, is a three-fourths percent tax
on the gross receipts of a vendor from the sale of restaurant meals. The tax is paid by the vendor to the State
Commissioner of Revenue, who in turn pays the tax to the municipality in which the meal was sold. The Town voted to
accept the local meals excise tax effective July 1, 2012.

The following table sets forth the amount of occupancy and meals excise taxes received in each of the most recent fiscal
years and the budgeted amount for fiscal 2017:

                                                                             Meals
                                        Fiscal              Occupancy        Excise
                                        Year                   Tax            Tax
                                        2017 (budgeted)       $250,000      $350,000
                                        2016                   251,517       349,710
                                        2015                   249,855       331,766
                                        2014                   246,061       322,256
                                        2013                   224,236       236,669


The aviation fuel tax is a five percent tax (with a minimum of five cents per gallon) on the sale or use of jet fuel to or by
jet aircraft. The tax is paid by the seller/user of the fuel to the Commissioner of Revenue, who in turn rebates the tax to
the municipality in which the fuel being taxed was transferred into an aircraft. The Town did not vote to accept the
aviation fuel tax.

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Source page 40

COMMUNITY PRESERVATION ACT

The Massachusetts Community Preservation Act (the “CPA”) permits cities and towns that accept its provisions to levy a
surcharge on its real property tax levy, dedicate revenue (other than state or federal funds), and to receive state matching
funds for (i) the acquisition, creation, preservation, rehabilitation and restoration of land for recreational use, open space,
and affordable housing and (ii) the acquisition, preservation, rehabilitation and restoration of historic resources. The
provisions of the CPA must be accepted by the voters of the city or town at an election after such provisions have first
been accepted by either a vote of the legislative body of the city or town or an initiative petition signed by 5% of its
registered voters.

A city or town may approve a surcharge of up to 3% (but not less than 1% under certain circumstances) and may make an
additional commitment of funds by dedicating revenue other than state or federal funds, provided that the total funds
collected do not exceed 3% of the real property tax levy, less any exemptions adopted (such as an exemption for low-
income individuals and families and for low and moderate-income senior citizens, an exemption for $100,000 of the value
of each taxable parcel of residential real property or $100,000 of the value of each taxable parcel of class three,
commercial property, and class four, industrial property as defined in Chapter 59, Section 2A of the General Laws, and an
exemption for commercial and industrial properties in cities and towns with classified tax rates). In the event that the
municipality shall no longer dedicate all or part of the additional funds to community preservation, the surcharge on the
real property tax levy of not less than 1% shall remain in effect, provided that any such change must be approved pursuant
to the same process as acceptance of the CPA. The surcharge is not counted in the total taxes assessed for the purpose of
determining the permitted levy amount under Proposition 2½ (see “Tax Limitations” under “TAX LEVIES” above). A
city or town may revoke its acceptance of the provisions of the CPA at any time after 5 years from the date of such
acceptance and may change the amount of the surcharge or the exemptions to the surcharge at any time, including
reducing the surcharge to 1% and committing additional municipal funds as outlined above, provided that any such
revocation or change must be approved pursuant to the same process as acceptance of the CPA.

Any city or town that accepts the provisions of the CPA will receive annual state matching grants to supplement amounts
raised by its surcharge and dedication of revenue. The state matching funds are raised from certain recording and filing
fees of the registers of deeds. Those amounts are deposited into a state trust fund and are distributed to cities and towns
that have accepted the provisions of the CPA, which distributions are not subject to annual appropriation by the state
legislature. The amount distributed to each city and town is based on a statutory formula and the total state distribution
made to any city or town may not exceed 100% of the amount raised locally by the surcharge on the real property tax
levy.

The amounts raised by the surcharge on taxes, the dedication of revenue and received in state matching funds are required
to be deposited in a dedicated community preservation fund. Each city or town that accepts the provisions of the CPA is
required to establish a community preservation committee to study the community preservation needs of the community
and to make recommendations to the legislative body of the city or town regarding the community preservation projects
that should be funded from the community preservation fund. Upon the recommendations of the committee, the
legislative body of the city or town may appropriate amounts from the fund for permitted community preservation
purposes or may reserve amounts for spending in future fiscal years, provided that at least 10% of the total annual
revenues to the fund must be spent or set aside for open space purposes, 10% for historic resource purposes and 10% for
affordable housing purposes.

The CPA authorizes cities and towns that accept its provisions to issue bonds and notes in anticipation of the receipt of
surcharge and dedicated revenues to finance community preservation projects approved under the provisions of the CPA.
Bonds and notes issued under the CPA are general obligations of the city or town and are payable from amounts on
deposit in the community preservation fund. In the event that a city or town revokes its acceptance of the provisions of
the CPA, the surcharge shall remain in effect until all contractual obligations incurred by the city or town prior to such
revocation, including the payment of bonds or notes issued under the CPA, have been fully discharged. In November,
2012, the Town voted to accept the provisions of the Community Preservation Act and has begun collecting these funds
effective July 1, 2013. The balance in the account as of June 30, 2016 was $1,388,178.


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