contemplated by the applicable 'Arbitrage Regulations', as
amended, in order to assure that interest on the Series L 1982
Notes or Series L Bonds will be exempt from all Federal income
taxes and that such Series L 1982 Notes or Series L Bonds will
not constitute or be treated as arbitrage bonds; and Bond Counsel
shall review such certifications and render an opinion, if at
that time an opinion of Bond Counsel is required by such
Regulations.

                           ARTICLE IX

  Except as Herein Expressly Provided, The Indenture Controls.

     Section 901. This Series L Supplemental Trust Indenture does
not purport to be and is not intended to constitute an amendment
of any provision of the Indenture controlling the right, duties
and obligations of the Board, the Trustee or the owners and
holders from time to time of the outstanding Bonds, but is merely
supplemental to the Indenture in the specific matters set forth
hereinafter and which are in accord in all respects with the
Indenture.

     Section 902. All provisions of the Indenture concerning the
rights, duties and obligations of the Board and the Trustee shall
continue for the security, source of payment and protection of
the holders of all Bonds and parity bonds issued under the
Indenture.

     IN TESTIMONY WHEREOF, the BOARD OF TRUSTEES OF UNIVERSITY OF
KENTUCKY has caused its corporate name to be hereunto subscribed
by its Chairman, or its Vice Chairman, and its corporate seal to
be hereto affixed, and said signature and seal to be attested by
its Secretary, and said FARMERS BANK & CAPITAL TRUST COMPANY,
Frankfort, Kentucky, to evidence its acceptance of the additional
responsibility and trusts incident to the issuance of the Series
L 1982 Notes or Series L Bonds under the Indenture, has caused
its corporate noame to be hereunto subscribed by its President or
by one of its Vice Presidents, or by its Trust Officer, and its
corporate seal to be hereto affixed and said signature and seal
to be attested by its Secretary, Cashier, or Trust Officer, or a
duly authorized Assistant, all of the day and year first above
written.


                                BOARD OF TRUSTEES OF
                                UNIVERSITY OF KENTUCKY


                                By
                                           Chairman

(SEAL)
ATTEST:



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