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                                           City of Muskegon
                            NOTES TO FINANCIAL STATEMENTS
                                         December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 The accounting policies of Muskegon, Michigan conform to accounting principles generally accepted in
 the United States of America (GAAP) as applicable to cities.  GAAP includes all relevant Governmental
 Accounting Standards Board (GASB) pronouncements.  In the government-wide financial statements
 and the fund financial statements for proprietary funds, Financial Accounting Standards Board (FASB)
 pronouncements and Accounting Principles Board (APB) opinions issued on or before November 30,
 1989, have been applied unless those pronouncements conflict with or contradict GASB
 pronouncements, in which case, GASB prevails.  For enterprise funds, GASB 20 and 34 provide the
 City the option of electing to apply FASB pronouncements issued after November 30, 1989.  The City
 has elected not to apply those pronouncements.  The more significant accounting policies establishing
 GAAP and used by the City are discussed below.

       Financial Reporting Entity - The City of Muskegon was incorporated October 6, 1919, under the
      provisions of the Home Rule Act of the State of Michigan. The City operates under a
      Commission-Manager form of government and provides the following services as authorized by
      its charter: general administrative services, public safety, highway and street maintenance,
      sanitation, culture, recreation and other governmental functions.  As required by GASB 14, these
      financial statements present the City (the primary government) and its component units, entities
      for which the City is considered to be financially accountable.  The component units discussed
      below are included in the City's reporting entity because of the significance of their operational or
      financial relationships with the City.

       Component Units - In conformity with generally accepted accounting principles, the financial
      statements of component units have been included in the financial reporting entity either as
      blended component units or as discretely presented component units.  Each blended and
      discretely presented component unit has a December 31 year-end.
           Blended Component Units - Blended component units, although legally separate entities, are,
          in substance, part of City operations and so data from these units are combined with data
          from the primary government. 

               City of Muskegon Building Authority - The Authority is governed by a three-member
              board comprised of the City Manager, City Attorney and City Finance Director.  The City
              is involved in the purchase, by lease contract, of the City hall building and an automobile
              parking facility from the Authority.  For financial reporting purposes, the Building Authority
              is reported as if it were part of the City's operations since its sole purpose is to acquire
              and lease property to the City. 

           Discretely Presented Component Units - The component units' columns in the government-
          wide financial statements include the financial data of the City's other component units.
          These units are reported in a separate column to emphasize that they are legally separate
          from the City.



                                           City of Muskegon
                             NOTES TO FINANCIAL STATEMENTS
                                         December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued
               City of Muskegon Downtown Development Authority (DDA) - The Authority's sole
                 purpose is the collection of tax increment revenues, the issuance and repayment of debt
                 and the construction of public facilities to promote and facilitate economic growth in the
                 downtown district.  Members of the DDA are appointed by the City Commission and the
                 Authority is fiscally dependent on the City since the City Commission approves the DDA
                 budget and must approve any debt issuance. 
               City of Muskegon Local Development Finance Authority - The City has created three
                 separate local development finance authority districts under the aegis of the Local
                 Development Finance Authority (LDFA) to promote and facilitate economic growth in the
                 Port City Industrial Park, the Medendorp Industrial Park, and the SmartZone Hi-Tech
                 Park.  The LDFA's sole purpose is the collection of tax increment revenues and the
                 construction of public facilities. Members of the LDFA are appointed by the City
                 Commission and the Authority is fiscally dependent on the City since the City
                 Commission approves budgets and must approve any debt issuance.  
               Complete financial statements of the component units can be obtained from their
                 administrative offices, 933 Terrace Street, Muskegon, Michigan  49443.

       Related Organizations - The following organizations are related to the City's financial reporting
      entity:
           Muskegon Hospital Finance Authority - The Muskegon Hospital Finance Authority was
          created by the City of Muskegon in accordance with the laws of the State of Michigan.
          Members of the Hospital Finance Authority are appointed by the City but the City is not
          financially accountable for the Authority and therefore the Authority is excluded from the
          accompanying financial statements.  The Hospital Finance Authority's sole purpose is to
          issue tax-exempt debt for the benefit of Hackley and Mercy-General hospitals, both of which
          are located within the City.  The Authority has no assets or financial activity and does not
          prepare financial statements.  The Hospital Finance Authority has no taxing power.  As of
          December 31, 2003, there was no outstanding debt issued by the Hospital Finance Authority.
          The City is not obligated in any manner for repayment of debt issued by the Hospital Finance
          Authority, as any debt is payable solely from contractual payments from the hospitals.



                                                 City of Muskegon
                             NOTES TO FINANCIAL STATEMENTS
                                            December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued
           Muskegon Housing Commission - The Muskegon Housing Commission was created by the
          City of Muskegon in accordance with the laws of the State of Michigan.  Members of the
          Housing Commission are appointed by the City but the City is not financially accountable for
          the Commission and therefore the Commission is excluded from the accompanying financial
          statements.  The Housing Commission's main purpose is to administer activities that provide
          adequate housing facilities for low-income families and the elimination of housing conditions
          that are detrimental to the public peace, health, safety and welfare.  The Commission's policy
          is to prepare its financial statements on the basis prescribed by the Department of Housing
          and Urban Development.  Accordingly, the summary information below (which is required by
          federal regulations), is not intended to present financial position and results of operations in
          conformity with generally accepted accounting principles.  Summary financial information for
          the fiscal year ended September 30, 2003, the date of its latest audited financial statements
          is as follows:


                                        Muskegon Housing Commission
                            Total assets                             $5,455,749
                            Total liabilities                           222,942 
                            Total fund equity                        $5,232,807

                            Total operating income                     $286,485
                            Total operating expenditures             (2,047,621)
                            Total nonoperating revenues                1,434,149
                            Net loss                                 ($326,987)

      Complete audited financial statements can be obtained from the Muskegon Housing Commission
      at 1080 Terrace Street, Muskegon, Michigan 49442.



       Joint Ventures - The City of Muskegon participates in the following joint ventures:

           Central Operations for Police Services - The City is a member of an area-wide central
          dispatch system, Central Operations for Police Services.  It is a joint venture of nine
          governmental units governed by a board composed of representatives of the participants.  It
          is financed through property taxes, an emergency telephone surcharge to the public and
          through annual member assessments based on population, composite state equalized
          valuation of property and the average of service calls placed.  The City does not report an
          equity interest in this joint venture in these financial statements because the City does not
          have an explicit and measurable right to the joint venture's resources. The City is unaware of
          any circumstances that would cause an additional benefit or burden to the participating
          governments in the near future. Financial information based on the September 30, 2003 audit
          report of Central Operations for Police Services follows:



                                            City of Muskegon
                          NOTES TO FINANCIAL STATEMENTS
                                           December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

                                Central Operations for Police Services
                      General Fund
                      Total assets                                 $1,554,240
                      Total liabilities                                   136,581
                      Fund balance                                 $1,417,659

                      Revenues                                     $3,052,078
                      Expenditures                                    2,118,002
                      Revenues over expenditures                      $934,076
                      General fixed assets account group         $  2,080,810
                      General long term debt                        $  393,448

     Complete financial statements for Central Operations for Police Services can be obtained from
     their administrative office at 860 Terrace St., Muskegon, Michigan 49443.

          Muskegon Regional Water Alliance - The City is a member of an area-wide alliance, the
         Muskegon Regional Water Alliance.  It is a joint venture of seven governmental units
         governed by a board composed of representatives of the participants.  It is financed through
         member assessments. The purpose of the alliance is to review, advise and participate in non-
         binding issues regarding water service within Muskegon County.  The City does not report an
         equity interest in this joint venture in these financial statements because the City does not
         have an explicit and measurable right to the joint venture's resources. The City is unaware of
         any circumstances that would cause an additional benefit or burden to the participating
         governments in the near future. Financial information based on the May 31, 2003 audit report
         of the Muskegon Regional Water Alliance follows:


                                  Muskegon Regional Water Alliance
                      General Fund
                      Total assets                                         $6,362
                      Total liabilities                                         -   
                      Fund balance                                         $6,362

                      Revenues                                            $        -
                      Expenditures                                            450
                      Revenues under expenditures                         ($ 450)
                      General fixed assets account group         $                - 
                      General long term debt                      $                -

     Complete financial statements for the Muskegon Regional Water Alliance can be obtained from
     their administrative office at 5428 East Apple Avenue, Muskegon, Michigan 49444.



                                         City of Muskegon
                           NOTES TO FINANCIAL STATEMENTS
                                        December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

       Basis of Accounting - Government-Wide Financial Statements - The statement of net assets and
     the statement of activities display information about the City as a whole.  They include all funds of
     the reporting entity except for fiduciary funds.  These statements distinguish between activities
     that are governmental and those that are considered business-type activities.  Internal service
     fund activity is eliminated to avoid "doubling up" revenues and expenses.
     The government-wide statements are prepared using the economic resources measurement
     focus and the accrual basis of accounting.  This is the same approach used in preparation of the
     proprietary fund financial statements but differs from the manner in which the governmental fund
     financial statements are prepared. Therefore, governmental fund financial statements include a
     reconciliation with brief explanations to better identify the relationship between the government-
     wide statements and the statements for governmental funds.
     The government-wide statement of activities presents a comparison between expenses, both
     direct and indirect, and program revenues for each segment of the business-type activities of the
     City and for each governmental and component unit program.  Direct expenses are those that are
     specifically associated with a service, program or department and are therefore clearly identifiable
     to a particular function.  Some functions, such as administrative and financial services include
     expenses that are, in essence, indirect expenses of other functions.  The City has elected not to
     allocate those indirect expenses to other functions.  Program revenues include charges paid by
     the recipients of the goods or services offered by the programs and grants and contributions that
     are restricted to meeting the operational or capital requirements of a particular program.
     Revenues which are not classified as program revenues are presented as general revenues.  The
     comparison of program revenues and expenses identifies the extent to which each program is
     self-financing or draws from the general revenues of the City.
     Net assets should be reported as restricted when constraints placed on net asset use are either
     externally imposed by creditors (such as through debt covenants), grantors, contributors or laws
     or regulations of other governments or imposed by law through constitutional provisions or
     enabling legislation.  When both restricted and unrestricted resources are available, it is the City's
     policy to use restricted resources first, then unrestricted resources as they are needed.
       Basis of Accounting - Fund Financial Statements - Fund financial statements of the reporting
     entity are organized into funds, each of which is considered to be a separate accounting entity.
     Each fund is accounted for by providing a separate set of self-balancing accounts that constitute
     its assets, liabilities, fund equity, revenues and expenditure/expenses.  Funds are organized into
     three major categories: governmental, proprietary and fiduciary.  The focus of governmental and
     enterprise fund financial statements is on major funds rather than reporting funds by type.  A fund
     is considered major if it is the primary operating fund of the City or meets the following criteria:
          Total assets, liabilities, revenues or expenditures/expenses of that individual governmental or
         enterprise fund are at least 10 percent of the corresponding total for all funds of that category
         or type; and
          Total assets, liabilities, revenues or expenditures/expenses of the individual governmental or
         enterprise fund are at least 5 percent of the corresponding total for all governmental and
         enterprise funds combined.

     Each major fund is presented in a separate column.  Non-major funds are aggregated and
     presented in a single column.  The internal service funds are presented in a single column on the
     face of the proprietary fund statements.  To improve reporting cohesiveness, the City has elected
     to include the Local Street and Marina funds as major funds for this report.



                                           City of Muskegon
                            NOTES TO FINANCIAL STATEMENTS
                                         December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued
       The City reports the following major funds:

           General Fund - The general fund is the general operating fund of the City.  The fund is used
          to account for all financial transactions except those required to be accounted for in another
          fund.  Revenues are derived primarily from property taxes, state shared revenues and
          charges for services. 

           Special Revenue Funds
               Major Street and Trunkline Fund - To account for gas and weight tax allocations to the
              City by the Michigan Department of Transportation for construction and maintenance of
              major streets within the City.
               Local Street Fund - To account for gas and weight tax allocations to the City by the
              Michigan Department of Transportation for construction and maintenance of local streets
              within the City.

           Enterprise Funds
               Water Fund - To account for user charges and for operating expenses and debt service
              of the City's water system.
               Sewer Fund - To account for user charges and for operating expenses and debt service
              of the City's sewer system.
               Marina Fund ­ To account for user fees collected and operating expenses for the
              Hartshorn Marina and boat launch ramp facilities.

       The following is a description of the three major categories and various fund types within those
      categories into which the funds are grouped:

               Governmental Funds - All governmental funds are accounted for using modified accrual
              basis of accounting and the current financial resources measurement focus.  Under the
              modified accrual basis of accounting, revenues are recognized in the accounting period
              in which they become susceptible to accrual (i.e., when they become both measurable
              and available).  Expenditures are recognized in the accounting period in which the fund
              liability is incurred, if measurable.

                   Revenue Recognition - "Measurable" means the amount of the transaction can be
                  determined and "available" means collectable within the current period or soon
                  enough thereafter to be used to pay liabilities of the current period.  The City
                  considers income taxes, property taxes, special assessments, licenses, interest
                  revenue and charges for sales and services as susceptible to accrual if the amount
                  was due on or before fiscal year end and collection was within two months of year-
                  end.  Reimbursements due for expenditure-driven grants are accrued as revenue at
                  the time the expenditures are made, or when received in advance, deferred until
                  expenditures are made.  All other revenue is recognized as payments are received.



                                       City of Muskegon
                         NOTES TO FINANCIAL STATEMENTS
                                     December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued

                 Expenditure Recognition - The measurement focus of governmental accounting is on
                decreases in net financial resources (expenditures) rather than expenses.  Most
                expenditures are measurable and are recorded when the related fund liability is
                incurred.  However, principal and interest on general long-term debt, which has not
                matured, are recognized when paid.  Allocation of costs, such as depreciation and
                amortization, are not recognized in the governmental funds.

             The following is a description of the governmental fund types of the City:

                 General Fund - The general fund is the general operating fund of the City.  The fund
                is used to account for all financial transactions except those required to be accounted
                for in another fund.  Revenues are derived primarily from property taxes, state shared
                revenues and charges for services. 
                 Special Revenue Funds - Special revenue funds are used to account for the
                proceeds of specific revenue sources (other than special assessments and major
                capital projects) requiring separate accounting because of legal or regulatory
                provisions or administrative action.
                 Debt Service Funds - Debt service funds are used to record the funding and payment
                of principal, interest and related expenses in connection with certain long-term debt
                other than debt payable from the operations of the proprietary funds.
                 Capital Projects Funds - Capital projects funds are used to account for the acquisition
                or construction of major capital facilities other than those financed by proprietary fund
                operations.
                 Permanent Funds ­ The permanent funds are used to account for the assets of legal
                trust agreements held by the City as trustee for which only the interest income on the
                principal may be spent.

          Proprietary Funds - All proprietary funds are accounted for using the accrual basis of
        accounting.  These funds account for operations that are primarily financed by user charges.
        The economic resource focus concerns determining costs as a means of maintaining the
        capital investment and management control.  Their revenues are recognized when they are
        earned and their expenses are recognized when they are incurred.  Allocations of costs, such
        as depreciation, are recorded in proprietary funds.  Unbilled utility receivables are recorded at
        year end.

        Proprietary funds distinguish operating revenues and expenses from nonoperating items.
        Operating revenues and expenses generally result from providing services and producing
        and delivering goods in connection with a proprietary fund's principal ongoing operations.
        The principal operating revenues of the City's enterprise funds and internal service funds are
        charges to customers for sales and services.  The water and sewer funds also recognizes as
        operating revenue the portion of tap fees intended to recover the cost of connecting new
        customers to the system.  Operating expenses include the cost of sales and services,
        administrative costs and depreciation on capital assets.  All revenues and expenses not
        meeting this definition are reported as nonoperating revenues and expenses.



                                         City of Muskegon
                          NOTES TO FINANCIAL STATEMENTS
                                       December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued
              The following is a description of the proprietary fund types of the City:
                  Enterprise Funds - Enterprise funds report operations that provide services which are
                 financed primarily by user charges, or activities where periodic measurement of net
                 income is appropriate for capital maintenance, public policy, management control or
                 other purposes.
                  Internal Service Funds - Internal service funds are used to record the financing of
                 goods or services provided by the City to other departments and funds or to other
                 governmental units on a cost reimbursement basis.

          Fiduciary Funds (Not Included in Government-Wide Financial Statements) - Fiduciary funds
         are used to report assets held in a trustee or agency capacity for others and therefore are not
         available to support City programs.

              Agency Funds - Agency funds are used to account for assets held by the City in a trustee
             capacity or as an agent for individuals, private organizations, other governments and/or
             other funds.  The agency funds are custodial in nature (assets equal liabilities) and do not
             involve measurement of results of operations.
              Pension Trust Funds - The pension trust funds are used to account for the assets held by
             the City as trustee for the employee retirement systems.

       Budgets and Budgetary Accounting - Budgets are adopted on a basis consistent with generally
     accepted accounting principles.  Annual appropriated budgets are legally adopted for the general
     and special revenue funds.  The City adopts its budget in accordance with City Charter and
     Public Act 621, the Uniform Budgeting and Accounting Act, which mandates an annual budget
     process and an annual appropriation act to implement the budget.  The City follows these
     procedures in establishing the budgetary data reflected in the financial statements:
          Prior to September 1, the City Manager submits to the City Commission a proposed
         operating budget for the fiscal year commencing the following January 1.  The operating
         budget includes proposed expenditures and the means of financing them.
          Public hearings are conducted at the City hall to obtain public comments. 
          Prior to September 25th the budget and annual appropriations act are legally adopted by the
         City Commission. 
          Formal budget integration is employed as a management control device during the year for
         all budgetary funds. 
          Budgetary control is exercised at the department level in the general fund, and at the total
         expenditure or "fund" level for the special revenue funds.  Similarly, the City's "appropriation
         centers" are defined at the department level in the general fund and at the total expenditure
         or "fund" level for the special revenue funds.  The City Manager is empowered to transfer
         line-item budget amounts within appropriation centers.  
          Budget transfers between appropriation centers or changes to appropriation center totals
         require formal amendment by the City Commission.  Expenditures in the special revenue
         funds are classified by major functional category for informational purposes.  Budgets for the
         current year are carefully reviewed throughout the year for any revisions of estimates.  The
         legislative body amends the general appropriation act as soon as it becomes apparent this
         action is necessary.   In 2003, the general fund and special revenue fund budgets were
         amended to reflect actual expenditures that were higher than originally budgeted. 



                                         City of Muskegon
                           NOTES TO FINANCIAL STATEMENTS
                                       December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

          All budget appropriations lapse at the end of the year. 
          Budgets as presented for the governmental funds are prepared on the modified accrual basis
         consistent with generally accepted accounting principles.


       Deposits and Investments - Statutes authorize the primary government and component units to
     invest in the following:
          In bonds, securities and other obligations of the United States or agency or instrumentality of
         the United States.
          In certificates of deposit, savings accounts, deposit accounts or depository receipts of a bank
         which is a member of the Federal Deposit Insurance Corporation, a savings and loan
         association which is a member of the Federal Savings and Loan Insurance Corporation or a
         credit union which is insured by the National Credit Union Administration.
          In commercial paper rated at the time of purchase within the two highest classifications
         established by not less than two standard rating services and which matures not more than
         270 days after the date of purchase.
          In United States government or federal agency obligation repurchase agreements.
          In banker's acceptances of United States banks.
          In obligations of this state or any of its political subdivisions that at the time of purchase are
         rated as investment grade by not less than one standard rating service.
          In mutual funds composed of investment vehicles which are legal for direct investment by
         local units of government in Michigan.
     The City's three pension trust funds are also authorized to invest in corporate bonds, common
     stock and certain other investment vehicles.  The City's deposits and investments are in
     accordance with statutory authority.
     The City maintains a cash and investment pool that is available for use by all funds and
     component units.  Each fund type's or component unit's portion of this pool is displayed on the
     combined balance sheet as "cash and cash equivalents".  In addition, certain City trust funds
     including the Policemen and Firemen Retirement Trust Fund, the General Employees Retirement
     Trust Fund and the Cemetery Perpetual Care Trust Fund have investments which are separately
     held from those of other City funds. 
     For the purpose of the statement of cash flows, the City considers all assets held in the cash and
     investment pool to be cash and cash equivalents because the investments are not identifiable to
     the specific funds and the assets can be withdrawn at any time, similar to a demand deposit
     account.
     In accordance with State law, interest earned in the Budget Stabilization Fund is recorded in the
     General Fund.
     Investments with a maturity of greater than one year at the date of purchase are stated at fair
     value, and all other investments are stated at cost or amortized cost.



                                         City of Muskegon
                           NOTES TO FINANCIAL STATEMENTS
                                       December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued
       Receivables and Payables - Activity between funds that are representative of lending/borrowing
     arrangements outstanding at the end of the fiscal year are referred to as "advances to/from other
     funds."  All other outstanding balances between funds are reported as "due to/due from other
     funds."  Any residual balances outstanding between the governmental activities and the business-
     type activities are reported in the government-wide financial statements as "internal balances." 
     All trade and property tax receivables are shown as net of allowance for uncollectible amounts.
     Property taxes attach as enforceable liens on property as of December 31st.  Taxes are levied on
     December 1st of the following year and are payable from the date of levy through March 1st.
     Taxes levied on December 1st are recorded as receivables and deferred revenue.  Taxes are
     recognized as revenue (and become available for appropriation) in the calendar year following
     the levy date (December 1st).  The City bills and collects its own property taxes and also taxes for
     the county and school districts.  Collections of all the taxes and remittance of them to the other
     taxing authorities are accounted for in the current tax fund.  The City is permitted by state law
     without voter approval to levy taxes up to $10.00 per $1,000 of state equalized valuation for
     general governmental purposes, $3.00 for sanitation, and up to $50,000 per year for community
     promotion.  The tax rate to finance City services for the year ended December 31, 2003, was
     $10.0786 per $1,000 of taxable valuation. 
       Inventories and Prepaid Items - Inventories include materials, repair parts and supplies for
     various City operations and are valued at the lower of cost (first-in, first-out) or market.  Certain
     payments to vendors reflect costs applicable to future accounting periods and are recorded as
     prepaid items in both the government-wide and fund financial statements.
       Restricted Cash and Cash Equivalents ­ Certain proceeds of the City's enterprise fund revenue
     bonds, as well as certain resources set aside for their repayment, are classified as restricted
     assets on the balance sheet because their use is limited by applicable bond covenants.  
       Wastewater Facility Rights - The City is a participant in the Muskegon County Wastewater
     Management System, a wastewater treatment facility owned and operated by Muskegon County.
     Members are charged usage fees based on the volume of wastewater treated.  In addition, each
     member municipality has pledged its full faith and credit in repayment of their allocated shares of
     long-term debt of the system.  The City has a binding commitment from a large industrial user of
     the system to participate in the repayment of its share of the debt. The industrial user, whose
     demand for wastewater treatment accounts for 59% of the Citywide wastewater flow into the
     system, has agreed to fund 59% of the City's share of the contracts payable to the County.  

     The City accounts for the group of transactions substantially in accordance with APB 17,
     Intangible Assets.  The contract payable to Muskegon County is presented as long-term debt.
     The long-term receivable from the industrial user is recorded as an "other" asset and the
     difference, which represents the City's investment in an intangible asset, is presented as
     wastewater facility rights.  The investment in wastewater facility rights is amortized over the life of
     the debt issue.
       Capital Assets and Depreciation - Capital assets, which include property, plant, equipment and
     infrastructure assets (e.g., roads, bridges, sidewalks and similar items), are reported in the
     applicable governmental or business-type activities columns in the government-wide financial
     statements.  Capital assets are defined by the City as assets with an initial, individual cost of
     more than $7,500 and an estimated useful life in excess of two years.  Such assets are recorded
     at historical cost or estimated historical cost of purchase or construction.  Contributed assets are
     recorded at estimated fair market value at the date of donation.  Additions, improvements and
     other capital outlays that significantly extend the useful life of an asset are also capitalized.  Other
     costs incurred for repairs and maintenance are expensed as incurred.  Depreciation on all assets
     is provided on the straight-line basis over the following estimated useful lives:



                                                City of Muskegon
                             NOTES TO FINANCIAL STATEMENTS
                                           December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued

                                                                    Years
                                   Buildings                   25 -   50
                                   Improvements                40 -   50
                                   Water and sewage mains      40 - 100
                                   Equipment                        5 -   20

       GASB 34 requires major networks and major subsystems of infrastructure acquired, donated,
     constructed or substantially rehabilitated since fiscal years ending after June 30, 1980 be
     inventoried and capitalized by the fourth anniversary of the mandated date of adoption of the
     other provisions of GASB 34.  The City has capitalized infrastructure since January 1, 2002 when
     GASB 34 was implemented, and has reported the infrastructure in the statement of net assets.
     The City will retroactively capitalize the major infrastructure assets on or before December 31,
     2007, as permitted by GASB 34.
       Compensated Absences - City employees are granted vacation and sick leave in varying
     amounts based on length of service and employee group.  Unused vacation and sick leave days
     are paid to employees upon termination under limits that vary by employee group.  The City
     follows the accounting and reporting principles outlined in GASB 16, with regard to employee
     vacation and sick leave.  The liability for these compensated absences is recorded as long-term
     debt in the government-wide statements.  The current portion of this debt is estimated based on
     historical trends. In the fund financial statements, a liability for these amounts is reported in the
     governmental funds only for employee terminations as of year-end while the proprietary funds
     report the liability as it is incurred.
       Long-Term Obligations - In the government-wide financial statements and the proprietary fund
     types in the fund financial statements, long-term debt and other long-term obligations are
     reported as liabilities in the applicable governmental activities, business-type activities or
     proprietary fund type statement of net assets.  Bond premiums and discounts, as well as
     issuance costs, are deferred and amortized over the life of the bonds using the effective interest
     method.  Bonds payable are reported net of the applicable bond premium or discount.  Bond
     issuance costs are reported as deferred charges and amortized over the term of the related debt.
     In the fund financial statements, governmental fund types recognize bond premiums and
     discounts, as well as bond issuance costs during the current period.  The face amount of debt
     issued is reported as other financing sources.  Premiums received on debt issuances are
     reported as other financing sources while discounts on debt issuances are reported as other
     financing uses.  Issuance costs, whether or not withheld from the actual debt proceeds received,
     are reported as debt service expenditures.
       Cash Overdrafts - To facilitate cash management and to maximize interest income, the primary
     government and component units have pooled certain cash and investment accounts.  Cash
     overdrafts represent a deficit position in the pooled account and have been classified as amounts
     due to other funds. 
       Fund Equity ­ In the fund statements, reservations of fund balance represent amounts that are
     not available for appropriation or are legally segregated for a specific purpose.  Reserves exist for
     prepaid expenditures and inventories as those items will be expended in subsequent years.
     Designations of fund balance represent tentative management plans that are subject to change.



                                          City of Muskegon
                           NOTES TO FINANCIAL STATEMENTS
                                        December 31, 2003

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ­ Continued

       Comparative Data - Comparative total data for the prior year have been presented in selected
     sections of the accompanying financial statements in order to provide an understanding of
     changes in the City's financial position and operations.  However, comparative (i.e. presentation
     of prior year's totals by fund type) data has not been presented in each of the statements since its
     inclusion would make the statements unduly complex and difficult to read.  

NOTE B - CASH AND INVESTMENTS

       Deposits - At year-end the carrying amount of the primary government and component unit's
     deposits was $12,492,652 and the bank balance was $12,272,761.  Of the bank balance,
     $100,000 was covered by federal depository insurance and $12,172,761 was uninsured and
     uncollateralized. 

      Deposits are categorized below according to level of credit risk: 
          Category 1 represents insured or collateralized deposits with securities held by the entity or
         by its agent in the entity's name.

          Category 2 represents collateralized deposits with securities held by the pledging financial
         institution's trust department or agent in the entity's name. 

          Category 3 represents uncollateralized deposits including any bank balances that are
         collateralized with securities held by the pledging financial institutions, or by its trust
         department or agent but not in the entity's name. 

                                                                                    Bank       Carrying
                                               Category                            Balance      Amount
                                  1                 2            3
      Demand Deposits       $100,000    $          -     $12,172,761 $12,272,761 $12,492,652


       Investments -  Investments of the primary government and component units are categorized
     below to give an indication of the level of risk assumed by the entity at year-end:  

          Category 1 includes investments that are insured or registered, or for which the securities are
         held by the entity or its agent in the entity's name. 

          Category 2 includes uninsured and unregistered investments, for which the securities are
         held by the counterparty's trust department or agent in the entity's name. 

          Category 3 includes uninsured and unregistered investments for which the securities are held
         by the counterparty or by its trust department or agent but not in the entity's name. 


                                                         Category                       Carrying Amount
                                               1            2                3
       US Government Securities        $6,824,653 $      -            $       -               $6,824,653
       Investments Not Subject to Categorization:
       Stable Net Asset Value Money Market Mutual Funds                                         996,507
       Variable Net Asset Value Equity/Bond Collective Funds                                  86,437,579



                                            City of Muskegon
                            NOTES TO FINANCIAL STATEMENTS
                                           December 31, 2003

                                                                         $94,258,739   
NOTE B - CASH AND INVESTMENTS ­ Continued

  Total deposits and investments at December 31, 2003, were $106,751,391 and are presented in the
  fund financial statements as follows:

      Balance Sheet Classification:                                      Combined Total
      Governmental Funds Balance Sheet                                                      
        Cash and Cash Equivalents                                             $5,630,443
         Investments                                                           6,824,653
      Statement of Fund Net Assets ­ Proprietary Funds
        Enterprise Funds
          Cash and Cash Equivalents                                            3,646,033
          Restricted Cash and Cash Equivalents                                  822,559
        Internal Service Funds
          Cash and Cash Equivalents                                            2,050,882
      Statement of Fiduciary Net Assets ­ Fiduciary Funds
         Cash and Cash Equivalents                                             5,156,212
          Investments                                                         81,694,610
      Statement of Net Assets ­ Discretely Presented Component Units
         Cash and Cash Equivalents                                              925,999
                                                                           $106,751,391



                                        City of Muskegon
                                NOTES TO FINANCIAL STATEMENTS
                                       December 31, 2003

NOTE C - CAPITAL ASSETS

        Primary Government - Capital asset activity for the year ended December 31, 2003 was as
           follows:


                                           Balance                                                                  Balance
                                         January 1,                                                               December 31,
                                             2003                 Additions               Deletions                  2003
Governmental Activities
 Capital Assets Being 
    Depreciated and Amortized
   Land Improvements                         $ 527,562              $ 363,087                $              -         $890,649
   Building and Other Improvements         14,559,534                   581,093                             -       15,140,627
   Machinery and Equipment                 10,638,577                   554,461                  434,835            10,758,203
   Infrastructure                           1,642,897                1,929,902                   -                    3,572,799

   Shared Street Improvements                4,898,056             678,845                     -                      5,576,901

 Total Capital Assets Being                                                                                                     
    Depreciated and Amortized              32,266,626                4,107,388                   434,835            35,939,179

 Less Accumulated 
   Depreciation and Amortization
   Land Improvements                            131,252                   20,924                            -          152,176
   Building and Other Improvements         10,319,345                   597,695                             -       10,917,040
   Machinery and Equipment                   7,802,551                  892,701                  426,488              8,268,764
   Infrastructure                                        -                  92,775                     -                92,775

   Shared Street Improvements                            -                244,903                     -                244,903

Total Accumulated 
   Depreciation and Amortization           18,253,148                1,848,998                   426,488            19,675,658

Net Capital Assets Being 
   Depreciated and Amortized               14,013,478                2,258,390                       8,347          16,263,521

Capital Assets Not Being 
   Depreciated or Amortized
   Land                                    13,411,170                   151,313                             -       13,562,483
   Construction in Progress                  3,179,089        9,068,915           2,871,288                           9,376,716

Total Capital Assets Not Being
   Depreciated or Amortized                16,590,259                9,220,228                 2,871,288            22,939,199

Total Governmental Activities                                                                                                   
  Capital Assets Net of 
     Depreciation and Amortization       $30,603,737             $11,478,618                 $2,879,635 $39,202,720



                                             City of Muskegon
                                NOTES TO FINANCIAL STATEMENTS
                                           December 31, 2003





NOTE C - CAPITAL ASSETS ­ Continued

                                                  Balance                                                       Balance
                                                 January 1,                                                   December 31,
                                                   2003             Additions            Deletions               2003
Business-Type Activities
 Capital Assets Being Depreciated
   Land Improvements                             $ 1,925,473         $              -  $              938       $1,924,535
   Buildings and Systems                          49,607,809           1,094,691               141,257          50,561,243
   Machinery and Equipment                         3,061,746                   -               1,484,979          1,576,767

 Total Capital Assets Being Depreciated           54,595,028           1,094,691             1,627,174          54,062,545

 Less Accumulated Depreciation
   Land Improvements                               1,395,031               51,907                 6,177           1,440,761
   Buildings and Systems                          19,224,006             803,168                 18,668         20,008,506
   Machinery and Equipment                         1,449,106            85,041               768,374               765,773

Total Accumulated Depreciation                    22,068,143             940,116               793,219          22,215,040

Net Capital Assets Being Depreciated              32,526,885             154,575               833,955          31,847,505

Capital Assets Not Being Depreciated
   Land                                              135,654                      -              15,966            119,688
   Construction in Progress                        8,279,665        2,225,643               1,120,267             9,385,041

Total Capital Assets Not Being
Depreciated                                        8,415,319           2,225,643            1,136,233            9,504,729

Total Business-Type Activities Capital                                                                                      
Assets Net of Depreciation                       $40,942,204         $2,380,218            $1,970,188 $41,352,234

       Depreciation was charged to programs of the primary government as follows:

           Governmental activities
               Administrative services                                                                        $448,635
               Financial services                                                                               11,411
               Public safety                                                                                   103,803
               Public works                                                                                     37,546
               Leisure services                                                                                207,865
               Planning                                                                                         19,057
               Highways, streets and bridges                                                                   316,417
               Internal service fund depreciation is
                 charged to the various programs based
                 on their usage of the assets                                                                  704,264



                                             City of Muskegon
                               NOTES TO FINANCIAL STATEMENTS
                                            December 31, 2003

           Total Governmental Activities
              Depreciation Expense                                                                          $1,848,998

           Business-type activities
               Water                                                                                             $282,302
               Sewer                                                                                              596,776
               Marina                                                                                              61,308
           Total Business-Type Activities Depreciation Expense                                                   $940,116
NOTE C - CAPITAL ASSETS ­ Continued

    Discretely Presented Component Units ­ Capital asset activity for the City's discretely presented
  component units for the year ended December 31, 2003 was as follows:

                                                 Balance                                                           Balance
                                                January 1,                                                       December 31,
                                                    2003             Additions              Deletions               2003
Capital Assets Being Depreciated
   Buildings and Other Improvements             $              -     $3,798,258             $              -       $3,798,258

Less Accumulated Depreciation
   Buildings and Other Improvements                             -          14,387                           -           14,387

Net Capital Assets Being Depreciated                            -      3,783,871                            -       3,783,871

Capital Assets Not Being Depreciated
   Land                                             400,000                          -                      -         400,000
   Construction in Progress                         318,803            3,479,455              3,798,258                       -
Total Capital Assets Not Being Depreciated          718,803            3,479,455              3,798,258               400,000

Total Discretely Presented Component                                                                                           
Units Capital Assets Net of Depreciation          $718,803           $7,263,326             $3,798,258             $4,183,871

    Construction Commitments ­ As of December 31, 2003, the City and its component units had the
  following active construction projects and related commitments with contractors:

                                                                                               Remaining
                   Project Name                               Spent-to-Date                   Commitment
 Water Filtration Plant Improvements                        $552,286                                 $16,847,714
 Shoreline Drive East Construction                                   4,022,694                           4,090,613
 Cross Lake Ferry Site Improvements                                               -                      1,200,000
 Shoreline Drive Construction Engineering                              654,511                              413,434
 Roberts Street Water Tank Painting                                               -                         151,000
 Public Service Building Heating Units                                            -                           82,725



                                               City of Muskegon
                                 NOTES TO FINANCIAL STATEMENTS
                                              December 31, 2003








    NOTE D - LONG-TERM DEBT

              Following is a summary of long-term debt transactions for the year ended December 31, 2003:
                                           Balance                                                Balance        Amounts Due
                                          January 1,                                            December 31,      Within One
                                             2003         Borrowings          Payments             2003                  Year
Business-Type Activities
Revenue Debt                               $9,750,000  $               -       $405,000            $9,345,000            $420,000
Intergovernmental Contractual Debt          7,038,014                    -    1,151,091             5,886,923            1,107,267
Long-Term Compensated Absences                186,528               3,429                  -         189,957            31,659
                                          16,974,542                3,429     1,556,091            15,421,880            1,558,926
Governmental Activities
Intergovernmental Contractual Debt          1,276,900                    -      150,000             1,126,900             150,000
Michigan Transportation Fund Debt           3,335,000                    -      550,000             2,785,000             555,000
General Obligation Debt                       400,000                    -      195,000              205,000              205,000
Special Assessment Debt                     1,835,000            1,575,000      375,000             3,035,000             425,000
Long-Term Compensated Absences              1,373,693           82,259                    -         1,455,952             242,658
                                            8,220,593            1,657,259    1,270,000             8,607,852            1,577,658
Total Primary Government Long-Term                          
 Debt                                     25,195,135             1,660,688    2,826,091            24,029,732            3,136,584
Discretely Presented Component Units
Revenue Debt                                1,000,000                    -                -         1,000,000                    -
General Obligation Debt                     9,390,000                    -      995,000             8,395,000             180,000
                                          10,390,000                     -      995,000             9,395,000             180,000

                                        $35,585,135             $1,660,688 $3,821,091             $33,424,732           $3,316,584

              Long-term debt payable at December 31, 2003, consisted of the following individual issues:

                                               Primary Government
            Business-Type Activities
            $5,465,000 water supply system bonds of 1993 due in two
            installments of $450,000 through May 1, 2013; interest at                                      $ 900,000
            4.50% (unamortized discount $16,537).
                                                                                                                    
            $9,575,000 water supply system bonds of 1999 due in annual
            installments of $420,000 to $800,000 through May 1, 2019;                                      8,445,000
            interest at 3.85% to 4.75% (unamortized discount $77,117).

            $6,990,000 contractual obligation of 2002 for County
            wastewater debt due in annual installments of $116,862 to                                      3,938,249
            $1,244,580 through 2008; interest at 2.00% to 5.00%.



                                          City of Muskegon
                           NOTES TO FINANCIAL STATEMENTS
                                         December 31, 2003

                                         Primary Government
    $8,034,263 contractual obligation of 1996 for County
    wastewater debt retirement due in annual installments of
    $964,112 to $984,562 through July 1, 2005; interest at 5.10% to      1,948,674
    5.70%.
                                   Total Bonds and Loans Payable        15,231,923

                                   Long-term compensated absences         189,957

              Total Business-Type Activities Long-Term Liabilities     $15,421,880
NOTE D - LONG-TERM DEBT - Continued


    Governmental Activities
    $1,545,000 Building Authority limited tax bonds of 1996 (City
    Hall renovations) due in an annual installment of $205,000 on        $205,000
    December 1, 2004; interest at 4.30%.

    $1,155,000 special assessment improvement bonds of 1996                90,000
    due in annual installments of $25,000 to $65,000 through
    December 1, 2005; interest at 4.30% to 4.40%.

    $1,495,000 special assessment improvement bonds of 1998               780,000
    due in annual installments of $60,000 to $165,000 through April
    1, 2009; interest at 3.90% to 4.00%.

    $825,000 special assessment improvement bonds of 2000 due
    in annual installments of $70,000 to $90,000 through April 1,         590,000
    2010; interest at 4.55% to 5.00%.

    $1,575,000 capital improvement bonds of 2003 due in annual
    installments of $105,000 to $150,000 through June 1, 2016;           1,575,000
    interest at 2.00% to 4.05%.

    $1,276,900 State of Michigan urban land assembly loan due in
    annual installments of $150,000 to $276,900 through October          1,126,900
    31, 2009; interest free.

    $2,245,000 Michigan Transportation Fund bonds of 2002 for
    street improvements due in annual installments of $350,000 to        1,895,000
    $400,000 through June 1, 2008; interest at 2.00% to 3.13%
    (unamortized premium $7,119).

    $1,950,000 Michigan Transportation Fund bonds of 1998 for
    street improvements due in annual installments of $205,000 to         890,000
    $240,000 through December 1, 2007; interest at 4.10% to
    4.25%.

                                   Total Bonds and Loans Payable         7,151,900

                                   Long-term compensated absences        1,455,952



                                                City of Muskegon
                                     NOTES TO FINANCIAL STATEMENTS
                                               December 31, 2003

                 Total Governmental Activities Long-Term Liabilities               $8,607,852

                                  Total Primary Government Long-Term Debt         $24,029,732






NOTE D - LONG-TERM DEBT - Continued


                                     Discretely Presented Component Units Debt
    $1,000,000 Downtown Development Authority promissory note
    to Muskegon County due in a balloon payment August 30,                         $1,000,000
    2019; interest free.

    $4,005,000 Downtown Development Authority tax increment
    refunding bonds of 2001 due in annual installments of $180,000                  3,670,000
    to $335,000 through June 1, 2018; interest at 4.00% to 5.00%.

    $4,725,000 Local Development Finance Authority tax increment
    bonds of 2002 for building improvements in the Smartzone
    Tech Park due in annual installments of $80,000 to $400,000                     4,725,000
    through November 1, 2025; interest at 3.25% to 4.85%
    (unamortized discount $8,597).


    Total Discretely Presented Component Units Long-Term 
      Debt                                                                         $9,395,000
                              
    Total Reporting Entity Long-Term Debt                                         $33,424,732



                                                        City of Muskegon
                                   NOTES TO FINANCIAL STATEMENTS
                                                    December 31, 2003

NOTE D - LONG-TERM DEBT - Continued

        The annual requirements to amortize all debt outstanding as of December 31, 2003, including
          interest payments of $9,989,180 are as follows: 

   Year
  Ending
 December                                                                                     Discretely Presented
    31          Business-Type Activities            Governmental Activities                     Component Units                    Totals
                 Principal         Interest         Principal            Interest            Principal            Interest
   2004          $1,527,267        $671,958 $1,335,000                    $198,379            $180,000              $365,640       $4,278,244
   2005           1,515,974          600,244         1,115,000                  158,123        185,000                358,340       3,932,681
   2006           1,699,580          552,333         1,120,000                  126,535        200,000                350,640       4,049,088
   2007           1,702,894          471,373         1,170,000                   93,966        280,000                342,640       4,060,873
   2008           1,711,208          390,288             880,000                 60,379        290,000                331,840       3,663,715
   2009             510,000          308,850             536,900                 43,685         300,000                320,220      2,019,655
   2010             535,000          287,160            190,000                 34,755          310,000                307,813      1,664,728
   2011             555,000          263,993            120,000                 28,805         320,000                294,605       1,582,403
   2012             580,000          239,108            125,000                 24,393         425,000                280,834       1,674,335
   2013             605,000          212,620            130,000                 19,610         500,000                262,268       1,729,498
   2014             635,000          184,798            135,000                 14,508         575,000                240,715       1,785,021
   2015             665,000          155,381            145,000                  8,975         605,000                215,435       1,794,791
   2016             695,000          124,266            150,000                  3,031         640,000                188,343       1,800,640
   2017             730,000           91,310                     -                    -        670,000                159,088       1,650,398
   2018             765,000           56,167                     -                    -        710,000                127,750       1,658,917
   2019             800,000           19,000                     -                    -      1,395,000                103,063       2,317,063
   2020                       -                -                 -                    -        400,000                  85,485        485,485
   2021                       -                -                 -                    -        255,000                  67,085        322,085
   2022                       -                -                 -                    -        265,000                  55,355        320,355
   2023                       -                -                 -                    -        280,000                  43,165        323,165
   2024                       -                -                 -                    -        295,000                  29,585        324,585
   2025                       -                -                 -                    -        315,000                  15,278        330,278
               $15,231,923 $4,628,849 $7,151,900                          $815,144 $9,395,000                    $4,545,187       $41,768,003


        Future debt service requirements (i.e. principal and interest) by type of debt are as follows:

                                          General Obligation Bonds                          Revenue Bonds
                                               General         Discretely                                 Discretely
                                          Long-Term            Presented                                  Presented
                                                Debt           Component             Enterprise        Component
                                                                      Units           Funds                  Units
                       2004                     $213,816              $545,640             $821,880        $              -
                       2005                               -            543,340              820,204                      -
                       2006                               -            550,640              822,399                      -
                       2007                               -            622,640              818,667                      -
                       2008                               -            621,840              819,228                      -
                       2009                               -            620,220              818,850                      -
                       2010                               -            617,813              822,160                      -
                       2011 - 2015                        -      3,718,856            4,095,899                          -
                       2016 - 2020                        -      3,478,733            3,280,745             1,000,000
                       2021 - 2025                  -            1,620,465                 -                     -      

                                                $213,816 $12,940,187 $13,120,032                          $1,000,000



                                                      City of Muskegon
                            NOTES TO FINANCIAL STATEMENTS
                                                December 31, 2003


NOTE D - LONG-TERM DEBT - Continued

                                                                                                               Michigan
                                                                                   Special                Transportation
                                     Intergovernmental                         Assessment                   Fund Bonds

                               Business-
                                   Type               Governmental Governmental                            Governmental
                                Activities              Activities                Activities                   Activities
              2004              $1,377,345                  $150,000           $532,239             $637,325 

              2005               1,296,015                    150,000              471,865                             651,258 

              2006                1,429,514          150,000              433,175                                      663,360 

              2007                1,355,599          200,000              395,828                                      668,138 

              2008                1,282,267                   200,000                    344,285                        396,091
              2009                               -            276,900                    303,684                                   -
              2010                               -                        -              224,755                                   -
              2011 -2015                         -                        -              751,291                                   -
              2016 -2020                         -                        -              153,034                                   -
              2021 -2025                    -                      -                        -                           -            

                                $6,740,740               $1,126,900                 $3,610,156                     $3,016,172


       There are a number of limitations and restrictions contained in the various bond indentures. The
      City is in substantial compliance with all the significant provisions of the bond indentures. 

       The limited full faith and credit of the City has been pledged for repayment of special
      assessments bonds.

       The $4,725,000 Local Development Finance Authority (LDFA) tax increment bonds of 2002 are
      partially guaranteed by the Community Foundation for Muskegon County.  If LDFA tax increment
      revenues are not sufficient to cover debt service costs in any year, the Foundation has agreed to
      pay one-half of such shortfall up to $75,000 annually.



                                                                     City of Muskegon
                                               NOTES TO FINANCIAL STATEMENTS
                                                                   December 31, 2003





NOTE E - RECEIVABLES, PAYABLES AND TRANSFERS WITHIN THE REPORTING
ENTITY

          Receivables and payables consisted of the following at December 31, 2003: 

 Fund/Component Unit                                          Receivable Fund/Component Unit                                                                   Payable
 General                                                      $1,036,348 Current Tax                                                                     $1,036,348

 State Grants                                                      177,313 Lakeshore Trail                                                                     177,313

 Major Street and Trunkline                                     8,081,356 General                                                                           6,239,088
                                                                                     Local Street                                                              493,226
                                                                                     Enterprise Community                                                          4,281
                                                                                     EC Micro Loan                                                               32,993
                                                                                     Rehab Loan Escrow                                                             4,221
                                                                                     HOME Rehabilitation                                                       291,054
                                                                                     Community Development Block Grant                                         235,344
                                                                                     State Grants                                                              595,801
                                                                                     Marina                                                                      72,012
                                                                                     Cemetery Perpetual Care                                                   113,336
                                                                8,081,356                                                                                   8,081,356

 Total Primary Government                                     $9,295,017 Total Primary Government                                                        $9,295,017

                                                                                     Component Unit ­ Local Development
 Primary Government - General                                      177,304 Finance Authority II                                                                177,304

 Total Reporting Entity                                       $9,472,321 Total Reporting Entity                                                          $9,472,321


Property taxes are collected in a central current tax fund from where they are distributed to the various
taxing jurisdictions - including the City and its component units.  Amounts owed the City at December 31,
2003 are shown as interfund payables/receivables.  The amount due to the state grants fund from the
lakeshore trail fund is for a match on a grant.  Other interfund payables/receivables consist entirely of
temporary loans to cover cash shortfalls in a given fund.                                           .                                                                         



                                             City of Muskegon
                                NOTES TO FINANCIAL STATEMENTS
                                            December 31, 2003

  NOTE E - RECEIVABLES, PAYABLES AND TRANSFERS WITHIN THE REPORTING
  ENTITY ­ Continued

             Transfers consisted of the following for the year ended December 31, 2003:

Fund                                     Transfers Out      Fund                                 Transfers In
General                                      $1,240,856     Local Street                              $870,000 
                                                            L.C. Walker Arena                          210,000 
                                                            State Grants                                10,856 
                                                            Public Improvement                         150,000 
                                              1,240,856                                              1,240,856 

Budget Stabilization                            500,000     General                                    566,282 
Revolving Loan                                    5,000 
Cemetery Perpetual Care                          61,282 
                                                566,282                                                566,282 

Major Street and Trunkline                      525,049     Local Street                               500,000 
                                                            Sidewalk Improvement                        25,049 
                                                525,049                                                525,049 

Local Street                                     64,169     Sidewalk Improvement                        64,169 

TIFA Debt Service                               120,000     L.C. Walker Arena                          120,000 


General Employees Retirement System             289,603     General Insurance                        1,179,938 
Police and Firemen Retirement System            890,335 
                                              1,179,938                                              1,179,938 

Lakeshore Trail                                 224,386     State Grants                               224,386 


Total Reporting Entity                       $3,920,680     Total Reporting Entity                  $3,920,680 



  Each year, the general fund transfers funds to the local and major street funds and to the public
  improvement fund to finance capital improvement projects.  The general fund also provides an operating
  subsidy transfer to the L.C. Walker arena fund.  Also on an annual basis, the City's pension funds transfer
  funds to the City's insurance fund to offset the cost of retiree healthcare benefits.  Other transfers
  between funds are made to meet grant matching requirements or other operational needs.



                                            City of Muskegon
                               NOTES TO FINANCIAL STATEMENTS
                                        December 31, 2003

NOTE F - DEFINED BENEFIT PENSION PLANS

       The primary government maintains two separate single employer contributory pension plans - the
       General Employees Retirement System and the Policemen and Firemen Retirement System -
       which cover all active full-time employees of the City.  The pension plans are maintained as
       pension trust funds and are included as part of the City's reporting entity.  Staff costs associated
       with administering the plans are paid from the city's general fund.  Contractual service costs for
       investment management and consulting, actuarial services, custodial services and similar items
       are paid from investment earnings of the funds.  A stand alone financial report of the pension
       plans has not been issued.

       Plan Descriptions - The following schedule is derived from the respective actuarial reports and
       from City information and reflects accounting policies, membership and plan provisions and
       actuarial assumptions for the two pension plans as of December 31, 2002:


                                                                General              Policemen and
                                                              Employees                  Firemen
 General Information:
 Authority                                                  City Ordinance           City Ordinance
 Basis of Accounting                                            Accrual                  Accrual
 Asset Valuation:
  Reporting                                                    Fair Value               Fair Value

                                                         Four-Year Smoothed       Four-Year Smoothed
  Actuarial Valuation                                           Market                   Market

 Valuation Date                                           December 31, 2002        December 31, 2002

 Actuarial Cost Method                                    Individual Entry Age     Individual Entry Age

 Amortization Method                                     Level Percent (Open) Level Percent (Open)
 Remaining Amortization Period                                  10 Years                10 Years
 Non-government investments in excess of 5%                      None                     None

 Membership And Plan Provisions:
 Members:
   Active Participants                                            171                      127
   Retirees and Beneficiaries Receiving 
    Benefits                                                      158                      156
   Terminated Plan Members Entitled to But Not Yet 
    Receiving Benefits                                             21                       4

 Member Contributions:
   First $4,200 of Earnings                                      3.0%                     6.0%
   Excess of $4,200 of Earnings                                  5.0%                     6.0%



                                           City of Muskegon
                             NOTES TO FINANCIAL STATEMENTS
                                        December 31, 2003

NOTE F - DEFINED BENEFIT PENSION PLANS - Continued

                                                                 General                Policemen and
                                                               Employees                       Firemen
 Normal Retirement Benefit:
  Retirement Age                                                 55 - 60                        53 - 55
  Years of Service (Minimum)                                      5 - 30                        10 - 25
  Accrual (First $4,200 final average compensation)           1.9% - 2.25%                    2.5% - 2.6%
  Final average compensation in excess of  $4,200             1.9% - 2.25%                    2.5% - 2.6%
  Maximum (% of final average compensation)                        None                        75%-80%
  Years to Vest                                                   5 - 10                          10

 Assumptions:
  Investment Earnings                                              8.0%                          8.0%
  Salary Increases                                            5.0% - 8.8%                     5.0% - 8.0%
                        Investment and salary assumptions include inflation at 5.0%.

       Basis of Accounting - The pension plans' financial statements are prepared using the accrual
      basis of accounting.  Plan member contributions are recognized in the period they are due.  The
      City's contributions to the plans are recognized when due and the City has made a formal
      commitment to provide them.  Benefits and refunds are recognized when due and payable in
      accordance with the terms of the plan.

       Funding Policy - The City is obligated by the state constitution to make annual contributions to
      each of its pension plans based on actuarially computed percentages of covered wages in
      amounts sufficient to cover the normal cost of benefits and amortize prior service liabilities over a
      period of future years.  Actuarial assumptions used in determining the annual funding
      requirements are set by the boards of trustees of each system.  During the year ended December
      31, 2002, contributions were made to the plans in accordance with contribution requirements
      determined by actuarial valuations of the plans as of December 31, 2000, and were as follows: 

                                                              General            Policemen
                                                            Employees and Firemen
                 Retirement Contributions ­ Members            $325,527           $  410,413
                 Retirement Contributions ­ City                            -        290,431
                                                               $325,527            $700,844

       Benefits ­ Pension benefit levels are established through negotiation and contract with the City's
      various collective bargaining units.  Benefit levels for non-represented employees are established
      by policy of the City Commission.
       Investments - Investments are reported at fair value which is determined using selected bases as
      follows: short-term investments are reported at cost which approximates fair value; securities
      traded on a national exchange are valued at the last reported sales price; investments that do not
      have established fair values are reported at estimated fair value; and, cash deposits are reported
      at carrying amount which reasonably estimates fair value.  The following summarizes the carrying
      values of investments of the City's two pension plans at December 31, 2002:



                                            City of Muskegon
                          NOTES TO FINANCIAL STATEMENTS
                                           December 31, 2003

NOTE F - DEFINED BENEFIT PENSION PLANS - Continued

                                                                 Cost                  Fair Value
           General Employees
             Bond index fund                                   $12,001,488              $13,660,138
             Common stocks (collective funds)                    15,439,230              15,929,148
             Other instruments                                        595,704                595,704
                                                              $28,036,422              $30,184,990 
           Policemen and Firemen
             Bond index fund                                   $16,662,038             $18,968,452
             Common stocks (collective funds)                    21,193,161              21,802,940
             Other instruments                                         320,729              320,729
                                                               $38,175,928             $41,092,121


       GASB 25 Required Information - Three-year trend information as required by GASB 25 is
     presented below.  GASB 25 required supplementary information is presented after the Notes to
     the Financial Statements.

                                           Three Year Trend Information
          Actuarial        Fiscal Year
       Valuation Dated            Ended        Annual Pension            Percentage                  Net Pension
        December 31,      December 31,           Cost (APC)              Contributed                 Obligation
                                               General Employees

            1998                  2000                    $50,987         100.00%                          0
            1999                  2001                            -               -                        0
            2000                  2002                            -               -                        0

                                             Policemen and Firemen

            1998                  2000                   $98,491          100.00%                          0
            1999                  2001                    96,549          100.00%                          0
            2000                  2002                   290,431          100.00%                          0



                                             City of Muskegon
                               NOTES TO FINANCIAL STATEMENTS
                                            December 31, 2003

NOTE G - OTHER POST EMPLOYMENT BENEFITS

          In addition to the pension benefits described in Note F, the City provides healthcare benefits to
         retirees receiving a City pension.  As of December 31, 2003, 313 retirees or beneficiaries were
         eligible for post-employment health care benefits.  Specific benefit provisions vary by employee
         group; however, in general, benefits for retirees under age 65 are the same as for regular
         employees while retirees over 65 receive a Medicare supplemental benefit.  Since 1987, the City
         has had an actuarial valuation of its post employment healthcare obligation performed each year
         and has followed a program of prefunding the obligation in the same manner as it funds the
         pension obligation.  During 2003, the City made contributions to the retiree healthcare program as
         follows:

                                             General Employees Police and Firemen
                       Contribution               $ 305,265              $ 581,837
                       As a % of Payroll             4.4%                      8.4%


         As of December 31, 2002 the total unfunded actuarial accrued liability computed for the City's
         retiree health benefits was $8,889,702.         


NOTE H - EXCESS OF EXPENDITURES OVER APPROPRIATIONS IN BUDGETED
FUNDS

          P.A. 621 of 1978, Section 18(1) as amended, provides that a local unit shall not incur
         expenditures in excess of the amount appropriated.

          During the year ended December 31, 2003, the City incurred expenditures in certain budgetary
         funds which were in excess of the amounts appropriated, as follows: 

                                                             Amended Budget     Actual Expenditures
           Budget Stabilization Fund                               $400,000                 $500,000

                                                                                                            
          The budget overage in the budget stabilization fund resulted from the need to transfer at year-end
         additional operating funds to the general fund.
          All expenditures over appropriations have either been paid by available revenues, transfers from
         other funds or by reduction of the current fund balance. 
 



                                            City of Muskegon
                            NOTES TO FINANCIAL STATEMENTS
                                        December 31, 2003

NOTE I - RISK MANAGEMENT

       The City purchases insurance, participates in public entity risk pools and is self-insured for the
      various risks associated with City operations. The City's risk financing activities are accounted for
      in the general insurance internal service fund. Significant risk management activities of the City
      are accounted for and disclosed below as required by GASB 10. 

       The City is exposed to various risks of loss related to torts; theft of, damage to, and destruction of
      assets; errors and omissions; injuries to employees; and natural disasters.  The City obtains its
      liability and property insurance coverage as a member of the Michigan Municipal Risk
      Management Authority (MMRMA), a public entity risk pool providing liability and property
      coverage to its participating members. The City pays an annual premium to MMRMA for liability
      insurance coverage. The MMRMA is self-sustaining through member premiums and provides,
      subject to certain deductibles, occurrence based coverage by internally insuring certain risks and
      reinsuring risks through commercial companies.  A $75,000 deductible is maintained to place the
      responsibility for small charges with the City. Settled claims resulting from these risks have not
      exceeded insurance coverage in any of the past three fiscal years.  Changes in the fund's claim
      liability amount in 2003 and 2002 were as follows:

                                                                    City General Liability
                                                                          2003           2002
           Claims Liability at January 1                                $119,422       $245,152
           Current Year Claims and Changes in Estimates                115,266        136,525
           Claim Payments                                          (113,859)    (262,255)   
           Claims Liability at December 31                              $120,829       $119,422

       The City manages workers' compensation risk by participating in the Michigan Municipal Workers'
      Compensation Self-Insurance Fund (MMWCSIF), a public risk pool providing workers'
      compensation coverage to its members. The City pays an annual premium to MMWCSIF for its
      workers compensation coverage. The MMWCSIF is self-sustaining through member premiums
      and provides statutory workers compensation coverage to its members by internally insuring
      certain risks and reinsuring risks through commercial companies.  Settled claims resulting from
      these risks have not exceeded insurance coverage in any of the past three fiscal years.

       The City is self-insured for employee health care benefits for those employees selecting the City
      plan over other options. Under this plan, the general insurance fund provides coverage for up to a
      maximum of $125,000 per covered individual. As of December 31, 2003, the claims liability
      including incurred but not reported claims was $97,521. A liability was recorded in the
      accompanying financial statements for the estimated claims liability. The claims liability was
      based on past experience, a review of pending claims and other social and economic factors. The
      above estimate was not discounted and there were no outstanding claims for which annuity
      contracts have been purchased in the claimant's name. No significant reductions in insurance
      coverage were made in the last fiscal year.  Settled claims have not exceeded the commercial
      coverage in any of the past three fiscal years.  Changes in the fund's claim liability amount in
      2003 and 2002 were as follows:

                                                                   City Employee Medical
                                                                          2003           2002
           Claims Liability at January 1                                 $97,055        $44,548
           Current Year Claims and Changes in Estimates                1,527,828      1,520,235
           Claim Payments                                           (1,527,362)   (1,467,728)
           Claims Liability at December 31                               $97,521       $97,055



                                          City of Muskegon
                              NOTES TO FINANCIAL STATEMENTS
                                         December 31, 2003

NOTE J - CONTINGENCIES 

       The City has advanced funds in the amount of $1,933,844 to the Downtown Development
      Authority (DDA) for activities involving redevelopment of the downtown area.  Repayment of
      these advances is contingent upon collection of tax increment revenue (or "Proposal A"
      replacement revenues from the State) in excess of the amounts needed for debt service
      payments on outstanding bond issues.  Repayment was uncertain and the advances were written
      off for financial statement purposes.  If excess tax increment revenue (or "Proposal A"
      replacement revenues from the State) become available, the City will apply such revenue to
      repayment of the advances.  The following advances were outstanding at December 31, 2003:

        Date of Obligation        Original Amount    Outstanding Balance              Interest Rate
             8/10/1989                 $1,150,000                $1,150,000                  0.0%
             8/31/1989                    783,844                  662,032                   7.0%

       The City is party to various other legal proceedings and claims which normally occur in
      governmental operations.  Although the outcome of these legal proceedings and claims are not
      presently determinable, it is the opinion of the City's management that the resolution of these
      matters will not have a material adverse effect on the financial condition of the City.

       In the normal course of operations, the City receives grant funds from various federal and state
      agencies.  The grant programs are subject to audit by agents of the granting authority, the
      purpose of which is to ensure compliance with conditions precedent to the granting of funds.  Any
      liability for reimbursement which may arise as the result of these audits is not believed to be
      material. 

NOTE K - DESIGNATED FUND BALANCE

       Unreserved fund balances designated for specific purposes at December 31, 2003, are as
      follows:

                    Public Improvement Fund
                    Designated for Fire Equipment Replacement                   $316,586
                    Designated for Pere Marquette Park Improvements                 5,982
                                                                                $322,568


NOTE L ­ SUBSEQUENT YEAR INFORMATION

       The City issued $13,900,000 of water system revenue bonds through the Michigan Municipal
      Bond Authority to finance improvements at the water filtration plant.  The bonds are dated March
      25, 2004 and carry a fixed interest rate of 2.125%.  The bonds are to be paid over twenty years
      with the first principal payment being made in 2006.



                                            City of Muskegon
                            NOTES TO FINANCIAL STATEMENTS
                                          December 31, 2003

NOTE M ­ SALE OF WATER SYSTEM

       During 2003, the City sold a part of its water system ("southside system") to Muskegon Charter
     Township.  Ownership of the system and related issues had been the subject of litigation.  Major
     terms of the sale are as follows:
          $1,000,000 cash payment by the Township to the City in two equal annual installments in
          2003 and 2004;
          City agreed to waive hydrant rental fees in the amount of $257,000 that had been in dispute;
          Wholesale water sales by the City to the Township at a rate of 1.35 times the rate the City
          charges its residents;
          The City to continue maintenance of the system under contractual arrangement; and
          Township dismissed its lawsuit against the City.
     At the time of sale, assets of the southside water system including receivables associated with
     hydrant rentals were carried on the City's books at a value of $1,093,267.  The sale price of
      $1,000,000 resulted in a loss on the sale of $93,267, which is shown in the water fund.

NOTE N ­ SUPPLEMENTAL INFORMATION TO STATEMENT OF CASHFLOWS

       A noncash transaction consisting of a payment due in the amount of $500,000 for the sale of the
     southside water system to Muskegon Charter Township has been included in the accompanying
     water fund financial statements.


NOTE O ­ STATE CONSTRUCTION CODE ACT

       P.A. 245 of 1999, section 22(1) of the State Construction Code Act, requires fees generated by
     enforcing agencies of construction board of appeals be intended to bear a reasonable relationship
     to the actual cost of performing those services.  The fees generated by the City's enforcing
     agencies and the costs of providing those services were as follows for the year ended December
     31, 2003:

                    Revenues
                      Building permits                             $275,642
                      Plumbing permits                               50,030
                      Mechanical permits                             94,013
                      Electrical permits                            125,718
                    Total Revenues                                 $545,403

                    Expenses
                      Salaries and benefits                        $761,792
                      Supplies                                       18,780
                      Contractual services                          152,279
                      Other expenses                                 14,710
                    Total Expenses                                 $947,561

                    Deficiency of revenues under expenses        ($402,158)



        City of Muskegon
NOTES TO FINANCIAL STATEMENTS
       December 31, 2003