The evidence presented at trial established the following facts:

Background.

1. The Tampa Bay Buccaneers football team (the "Buccaneers" or "Bucs") of the National Football League ("NFL") has played its home games in a stadium owned and operated by TSA since 1976. The stadium, currently known as "Houlihan Stadium," was originally constructed by TSA in 1967. Additional seating and luxury boxes were added in 1975 after the National Football League awarded the Buccaneers franchise to Tampa. Due to its age, Houlihan Stadium is in need of significant repairs. Professional engineers engaged by TSA estimate that the required repairs will cost approximately $52 million. This estimate does not include the cost of any upgrades or additional amenities that might be added to the stadium. Such repairs would be necessary even if the Buccaneers did not remain in Tampa so as to enable non-Buccaneer events to be conducted. Even with such repairs, though, some non-Buccaneer stadium users might relocate to competing venues, some of which are newer and more state-of-the-art than the existing stadium.

2. In 1995 the Buccaneers franchise was sold to a new owner for approximately $192 million. Prior to the sale, the new owner and other prospective bidders advised local public officials that the team required additional stadium-related revenue sources (such as luxury suites, club seats and the like) in order to remain financially competitive with other NFL teams and that they intended to relocate the franchise to another city

unless the TSA constructed a new stadium incorporating such amenities. The new owner reiterated this position after he acquired the team. Based on the proposals received by the Buccaneers from other cities and the relocations of NFL teams from Los Angeles, Oakland, St. Louis, Houston and Cleveland, the Court finds that it is not unreasonable for local public officials to have concluded that the Buccaneers would in fact relocate if a new stadium is not constructed.^2/

^2/     The Buccaneers’ insistence on a new stadium is certainly not unique. Testimony established that there are currently 12 new stadiums that are either under construction or in the reconstruction stage in NFL cities throughout the nation.

with respect to stadium property.^3/The TSA will realize an additional $1.93 million annually from a surcharge on tickets for Buccaneer games and other stadium events and will retain 50% of all revenue from non-Buccaneer events after the Buccaneers receive their first $2 million, net of direct costs to be reimbursed to TSA. A summary of the material financial terms of the Stadium Agreement is set forth in Appendix A to this opinion. The General Manager of the Buccaneers testified that as a result of the club seats, club lounges, additional luxury boxes and other revenue enhancing facilities, the Buccaneers expect to realize an additional $8 to $16 million annually from the new stadium. Compared to the existing stadium, however, the new stadium will cost TSA approximately an additional $2 million annually to operate and maintain.

^3/Testimony established that the TSA was constrained from demanding greater rent by the private activity bond provisions of the Internal Revenue Code, which negates the tax exempt status of bonds if, subject to certain adjustments, private revenues (such as rent) exceed 10% of debt service See 26 U.S.C. §141.

The Community Investment Tax Referendum.

5. In order to finance construction of the new stadium, the TSA proposes to issue up to $33 million in revenue bonds supported by state sales tax monies,^4/$1 1.5 million in revenue bonds supported by the local option fourth cent tourist development tax and $160 million in revenue bonds supported by approximately 11.7 percent of revenues to be realized from a county-wide local option half cent sales tax (the "Community Investment Tax"). The Community Investment Tax is designed to fund school construction, criminal justice projects and numerous other capital projects within Hillsborough County, the City of Tampa, Plant City and Temple Terrace as well as the new community stadium. The tax was approved by 53% of the voters in a referendum held in September, 1996.

Governmental Approvals.

6. The governing bodies of the Plaintiffs have each adopted resolutions authorizing the proposed bond issues and approving related interlocal agreements. As discussed infra, such resolutions include express findings that the new stadium serves a public purpose. In addition, legislation enacted by the Florida Legislature pertaining to funding of sports facilities for professional teams contains determinations that such facilities serve a public purpose.

^4/ An application for the allocation of $2 million annually from State sales tax collections to fund construction of the new stadium has been approved by the State pursuant to ~288.1162, Florida Statutes (1995).

Public Purpose - Economic Benefits.

7. With respect to the public purpose served by the new stadium and the retention of the Buccaneers, the court was presented with conflicting testimony regarding the economic impact on the local economy of the Buccaneers, a Super Bowl and the new stadium construction project itself. Expert witnesses employed by Plaintiffs testified that the Buccaneers provide an annual economic benefit to the Tampa Bay economy ranging from a high of $183 million to a low of $83 million and that the Super Bowl scheduled to be held in the new stadium in the year 2001 can be expected to yield an economic benefit in excess of $300 million. Even using the more conservative forecasts, over the 30-year life of the stadium agreement these benefits are expected to total approximately $3 billion before any adjustments for future inflation. In contrast, experts employed by Poe testified that in their opinion neither the Buccaneers nor a Super Bowl provide any measurable economic benefit to the local economy. However, none of Poe’s experts were able to present financial data that directly contradicted the data relied on by Plaintiffs’ experts in compiling their economic forecasts. After weighing the testimony, the Court finds that the forecasts presented by Plaintiffs’ experts were more credible. Although economic forecasting is obviously not a precise science, the Court is of the opinion that the local community will realize substantial economic benefits from the continued presence of the Buccaneers and from hosting the 2001 Super Bowl and that over time these benefits can be expected to far exceed the cost of the new stadium.

Public Purpose - Intangible Benefits.

8. In addition to the quantifiable economic benefits described above, the Court heard credible testimony from the Mayor of Tampa, the Hillsborough County Administrator, the President of the Greater Tampa Chamber of Commerce and others regarding the immeasurable economic benefits realized as a result of national media exposure in newspapers and from televised Buccaneer games and Super Bowls, including the value of such exposure in helping to attract tourists and new businesses to the Tampa Bay area. Several witnesses testified that without an NFL team the community would find it more difficult to compete with other cities for new business.

9. The evidence also established that the new stadium will host more than 40 major events each year, including 10 Buccaneers games, Tampa Bay Mutiny professional soccer games, University of South Florida football games, high school football games, the annual Outback Bowl football game, equestrian events, tractor pulls, motor cross events and concerts. The Court finds that the Buccaneers instill civic pride and camaraderie into the community and that Buccaneer games and other stadium events also serve a commendable public purpose by enhancing the community’s image on a nationwide basis and providing recreation, entertainment and cultural activities to its citizens.

10. The role of this Court in the bond validation proceeding is to determine whether the governmental entity has the power to issue the bonds, and whether it exercised such power in accordance with the law. Noble v. Martin County Health Facilities Authority, 682 So.2d 1089 (Fla. 1996).

11. The central issue in this case is whether or not the bonds proposed to be issued by TSA to finance construction of the new stadium violate Article VII, Section 10 of the Florida Constitution by reason of the private benefit which will inure to the Buccaneers under the Stadium Agreement. Article VII, Section 10 provides in pertinent part as follows:

J5 Article VII, Section 10 provides for four exemptions not relevant here.

those interests are only incidentally benefited. See State v. Jacksonville Port Authority, 204 So.2d 881 (Fla. 1969); Panama City v. State, 93 So.2d 608 (Fla. 1957).

Standard of Review - The Clearly Erroneous Test

12. This Court takes judicial notice of the specifically expressed determinations made by the Florida Legislature and the governing bodies of the County, the City and the TSA, that the retention of a professional sports team, specifically the Buccaneers, serves a valid public purpose. The determination of what constitutes a valid public purpose is for the legislature to decide, and its decision is not subject to interference by the courts unless the court finds a clear or gross abuse of discretion, fraud, bad faith, or that the legislative finding was so clearly erroneous as to be beyond the power of the legislature. Nohrr v. Brevard County, 247 So.2d 304, 309 (Fla. 1971); Raney v City of Lakeland, 88 So.2d 148, 150 (Fla. 1956); State v. County of Brevard, 77 So.2d 767 (Fla. 1955). However, this Court finds that any finding by Plaintiffs that the Stadium Agreement serves a paramount public purpose was clearly erroneous, as is discussed more fully below.

Legislative Determinations of Public Purpose

13. The Florida Legislature has specifically found and determined that a sports stadium serves a public purpose. Section 288.1162, Florida Statutes, (Supp. 1996), provides that:

17. However, one of the two courts to have found a stadium not to serve the public purpose is the Florida Supreme Court. Brandes v. City of Deerfield Beach, 186 So.2d 6 (Fla. 1966)^6/ Consequently, this Court must carefully scrutinize Brandes to determine whether it is on point.

^6/ The other court was the Supreme Judicial Court of Massachusetts. Opinion of the Justices, 250 N.E.2d 547, 558 (Mass. 1969).

18. In Brandes the Florida Supreme Court held that the construction of a spring training facility for a professional baseball team, the Pittsburgh Pirates, did not serve a paramount public purpose. Certain aspects of Brandes are distinguishable from the present case. First, at the time the Brandes case was decided in 1 966, there was no legislative declaration by the state that the construction of a sports facility served a public purpose. Indeed, Fla. Stat. §288.1162(7) which sets forth the public purpose associated with the construction of a sports facility, was not even enacted until 1988. Moreover, Chapter 95-304, Laws of Florida, which expanded the subsidization of sports facilities to also include a "facility for a retained professional sports franchise", was not enacted until 1995, 29 years after Brandes was decided. Pursuant to Chapter 95-304, the Florida legislature has committed $2 million per year to assist the Plaintiffs in retaining the Tampa Bay Buccaneers whereas the state legislature did not commit any money for the spring training facility in the Brandes case. Second, the sports facility in Brandes was merely to serve as a spring training facility for exhibition games, and if possible, minor league baseball games, whereas in the matter at hand the new stadium will serve as the home of the Buccaneers for both exhibition games as well as regular season games and serve as home to the Tampa Bay Mutiny soccer team, the University of South Florida football team, the 2001 Super Bowl, the Outback Bowl, high school football games, and a variety of non-athletic events including tractor pulls and concerts. Clearly the public purpose of a multi-purpose community stadium is much greater than the public purpose associated with the construction of a facility that is only to be utilized as a spring training and minor league baseball facility. Third, there is no

indication in Brandes of what the economic impact of the spring training team would have been. By contrast, as discussed earlier, there was testimony in this case that demonstrated that the Buccaneers provide a substantial economic benefit to the community and this Court so finds.

19. On the other hand, the facility in Brandes was to be paid for by rentals from the lessee, whereas the new Tampa Stadium will be financed primarily by sales taxes. Nevertheless, this factor by itself would not be enough to defeat a finding of paramount public purpose.

20. This Court finds most significant the fact that under the Stadium Agreement, the Buccaneers would receive the first $2 million per year from non-Buccaneer events (such as college football games, soccer games, tractor pulls and concerts) at the new stadium, net of direct costs to be reimbursed to TSA. According to the testimony of TSA employee Henry Saavedra, the net annual revenue from non-Buccaneer events will not exceed $2 million for three to five years. Consequently, during that period of time, TSA will receive none of the net revenue from non-Buccaneer events. Over the entire period of the Stadium Agreement, the majority of the net revenue from non-Buccaneer events at the new stadium will accrue, not to the TSA, the public body which owns the stadium, but to a private business, the Buccaneers, which does not even conduct those events. For this reason only, the paramount public purpose of the project is defeated.

21. The revenues TSA will receive from the new stadium will not be enough to cover the operation and maintenance expenses. Furthermore, this Court notes that the expenditures which TSA is required to make for operation and maintenance of the new

stadium will increase each year due to inflation. According to witness Saavedra, the total operations and maintenance deficit over the lease period is estimated at $24 million. Such deficit would have to be paid for by the taxpayers - two-thirds by the County and one-third by the City. The fact that such a burden will be imposed upon the taxpayers further reduces the possibility that this project could be deemed to serve a paramount public purpose.

22. Although this Court recognizes that the sales tax increase which would partially finance the new stadium was approved by the voters of Hilisborough County in a referendum, there are three reasons why this Court does not believe this fact to be dispositive in favor of Plaintiffs. First, it is impossible to know to what extent voters cast their ballots on the tax issue based on their feelings about the stadium and to what extent they voted based on the other infrastructure projects to be financed by the sales tax. Second, the aspects of the project which prevent it from serving a paramount public purpose are distinct from the sales tax increase and were not submitted to the voters. Third, and most important, the Plaintiffs may not violate the Florida Constitution whether or not they conduct a referendum.

23. For the foregoing reasons, it is hereby adjudged that:

Emeline C. Acton, Esquire
James D. Palermo, Esquire
Jerry M. Gewirtz, Esquire
Donald A. Gifford, Esquire
John Van Voris, Esquire
Chris H. Bentley, Esquire
J. Michael Hayes