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                    RESOLUTION HONORING JAMES L. ROSE

       WHEREAS, James L. Rose has served the people of Kentucky
             well for almost a decade as a valued member of the
             University of Kentucky Board of Trustees, participating in
             the development and deliberation of policy issues, and

       WHEREAS, the quality of service offered by this Board
             member has merited appointment and reappointment to this
             Board by three governors of the Commonwealth of Kentucky,
             and

       WHEREAS, as a member of the Finance Committee he has
             displayed unwavering vigilance in the protection of the
             University's assets and in maximizing return on the use of
             those assets, and

       WHEREAS, he has been instrumental in deciding a large
             number of significant issues that have faced the Board of
             Trustees in recent years, and

       WHEREAS, he has routinely displayed an uncommon concern and
             dedication to the University's missions of teaching,
             research and public service,

       NOW, THEREFORE, BE IT RESOLVED that his fellow members of
             the University of Kentucky Board of Trustees do formally
             declare their appreciation and gratitude to

                            MR. JAMES L. ROSE

             for his meritorious service and dedication in helping set
             policies for the University of Kentucky, and for nine years
             of service to the students, faculty, staff and alumni of
             the University of Kentucky, and to the people of the
             Commonwealth of Kentucky.

                                        This the 17th day of August, 1993


                                        Edward T. Breathitt, Chairman
                                        Board of Trustees
                                        University of Kentucky

       Mr. Shoop made a motion to approve the Resolution for Mr. Rose.
Mr. Ulmer seconded the motion and it was adopted unanimously.

       Governor Breathitt asked that a signed copy of the Resolutions be
sent to the esteemed former members of the Board.

       E.    Approval of Minutes

       Governor Breathitt stated that the Minutes of the June 22, 1993
meeting had been distributed and asked for additions or corrections. On
motion made by Mrs. Sims, seconded by Mrs. Weinberg and carried, the
Minutes were approved as distributed.