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. Exhibit A FORM OF NOTE UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA No. N- CITY OF PORTSMOUTH GENERAL OBLIGATION PUBLIC UTILITY BOND ANTICIPATION NOTE, SERIES 2005 CITY OF PORTSMOUTH, VIRGINIA ("City"), for value received, acknowledges itself indebted and promises to pay to , as registered owner of this Note or legal representative, the principal amount of Dollars ($ ) and to pay interest on the principal amount of this Note at the annual rate of _'Yo. Principal of and interest on this Note shall be paid at maturity on , 200_. Both principal of and interest on this Note are payable in lawful money of the United States of America. The principal of and interest on this Note are payable by check or by wire transfer mailed or sent to the registered owner hereof without presentation and surrender except for the final payment of principal and interest which shall be payable upon presentation and surrender hereof at the office of the City Treasurer. . This Note has been duly authorized by the City Council and is issued in anticipation of the issuance and sale of the City's general obligation bonds for the purpose of providing funds to pay the costs, in whole or in part, of various public utility improvements. The full faith and credit of the City are irrevocably pledged for the payment of the principal of and premium, if any, and interest on this Note in accordance with its terms. This Note is issued under the authority of and in full compliance with the Constitution and statutes of the Commonwealth of Virginia, and, more particularly, issued pursuant to the Public Finance Act of 1991, Chapter 26 of Title 15.2 of the Code of Virginia of 1950, as amended and a resolution adopted by the City Council on August 23, 2005 ("Resolution"). [Prepayment provisions.] This Note may be transferred only by an assignment duly executed by the registered owner hereof or such owner's attorney or legal representative in a form satisfactory to the Chief Financial Officer, as Note Registrar. Such transfer shall be made in the registration books kept by the Note Registrar upon presentation and surrender hereof and the City shall execute, and the Note Registrar shall authenticate and deliver in exchange, a new Note having an equal aggregate principal amount, of the same form and maturity, bearing interest at the same rate, and registered in such name as requested by the then registered owner hereof or such owner's attorney or legal representative. Any such exchange shall be at the expense of the City, except that the Note Registrar may charge the person requesting such exchange the amount of any tax or other governmental charge required to be paid with respect thereto. . The City Manager may designate a successor Note Registrar and/or paying agent, provided that written notice specifying the name and location of the principal office of any such