This web site provides access to the electronic version of the Official Statement dated August 18, 2004, relating to the State of Tennessee General Obligation Bonds, 2004 Refunding Series C (the “Bonds”). A printed version of this document may be obtained from Mary-Margaret Collier, Director, Division of Bond Finance, Suite 1600 James K. Polk Building, Nashville, TN 37243; telephone: (615) 747-5370; fax: (615) 741-5986; e-mail: mary.margaret.collier@state.tn.us.

The electronic version of this document was created in Adobe Portable Document Format (PDF) using Adobe Acrobat 5.0, and you will need Adobe Reader software to accurately read and print it. If you do not have the Adobe Reader, or if you are using a version earlier than that used in Adobe Acrobat 5.0, you may obtain an updated version of the Adobe Reader free of charge from the Adobe web site at www.adobe.com. Using software other than the Adobe Reader included in Adobe Acrobat 5.0 may cause the document that you view or print to differ from the document as it was posted on this web site or as it appears in the printed version, and you assume the risk of any such discrepancies as well as any discrepancies related to communication transmission or other printing problems.

The posting of the Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the Bonds in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Any purchase of Bonds may only be made through registered broker-dealers.

The information and expressions of opinion in the Official Statement are subject to change without notice, and the provision of electronic access to the Official Statement shall not create any implication that there has been no change since the date thereof.

The Official Statement will not be updated after the date thereof and information in the Official Statement may cease to be accurate after such date. The State has agreed to provide annually certain information to nationally recognized municipal securities information repositories. The State also has agreed to provide notices of certain material events to those repositories or to the Municipal Securities Rulemaking Board. See “Continuing Disclosure Undertaking” in the Official Statement. The annual information and any notices of material events will not be added to the Official Statement or placed on this website, and persons wishing to obtain that information must do so from other sources.

The State may remove the Official Statement from this web site at any time.

By electronically accessing the Official Statement, you acknowledge that you understand and agree to the provisions of this page and also agree not to print the Official Statement except in its entirety.

ACKNOWLEDGMENT OF DISCLAIMER

I have read the foregoing disclaimer and expressly agree to each of its terms.