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FIFTH THIRD" SECURITIESi August 17,2018 Benjamin J. Dougherty, J.D. City of South Bend 227 W. Jefferscia Blvd., Suite 1200 N, South Bend, IN 46601 Re: Disclosures by Underwriter/ Senior Managing Underwriter Pursuant to MSRB Rule G-17 City of South Bend, Economic Developrnent Revenue Bonds, Series 2018 (Potawatomi Zoo Project) Dear Mr. Dougherty. We are writing to provide you, as the Deputy Controller of the City of South Bend, with certain disclosures relating to the captioned bond issue (Bonds), as required by the Municipal Securities Rulemaking Board (MSRB) Rule G-17 as set forth in MSRB Notice 2012-25. Information about this Rule and Notice can be found on the MSRB's website at www.insrKo aRLgr& Fifth Third Securities, Inc. proposes to serve, as an underwriter, and not as a financial advisor or municipal advisor, in connection with the issuance of the Bonds. As part of our services as underwriter, Fifth Third Securities, Inc. may provide advice concerning the structure, timing, terms, and other similar matters concerning the issuance of the Bonds. Our Role and Duties As an underwriter, we must deal fairly at all times with both municipal issuers and investors. Our primary role as underwriter is to purchase the Bonds with a view to distribution in an arn-i!s-length commercial transaction with the Issuer. An underwriter has financial and other interests that differ from those of the Issuer. As underwriter, we have a duty to purchase the Bonds from the Issuer at a fair and reasonable price, but must balance that duty with its duty to sell the Bonds to investors at prices that are fair and reasonable. We do not have a fiduciary duty to the Issuer under the federal securities laws and, therefore, are not required by federal law to act in the best interests of the Issuer without regard to our own financial or other interests. We will review the official statement for the Bonds in accordance with, and as part of, our respective responsibilities to investors under the federal securities laws, as applied to the facts and circumstances of this transaction. Fifth Th it'd Securities is the tt ad o untie used by Ftfth Third Sle(.%iritles, Iio, ioeiiiber FIN RA/S FIC, a Mw) fly owrred subsidiary Iy of Fifth Third Batik, a i,cgistei,ed broker -dealer, and a registered kivestoieril advisor registered %vith 1110 U.S. SPUldtie", and Exchange. (amt. RegisLratioti does riot irriply a certairi level of skill or training. Securities and investnicnts offered through Fifth Third Spc,tii tfies, Hic. at)(I insurance products: Are Not FDIC IW',Ured Offer No Bat* GUalaMeC Nlay Los(,-? Value Me Nothl5t,tred fly Any Federal GoveinmentAgency Are NO A Deposit hisLitaixe podticAs made tivailahle thiough Fifth Third li)suuinco Agcrxy, Inc.