Secretary



                                   FARMERS BANK & CAPITAL
                                   TRUST COMPANY
                                   Frankfort, Kentucky


                                   By___      __    __
                                         (Signature)


                                       (Title of Officer)


(SEAL)

ATTEST:



    (Signature)


  (Title of Officer)


STATE OF KENTUCKY
                      SS
COUNTY OF FAYETTE

     On this _  day of                , 1982, before me, the
undersigned, a Notary Public in and for said County, in the State
aforesaid appeared                      and                   to me
personally known and to me known to be the Chairman and
Secretary, respectively, of the BOARD OF TRUSTEES OF UNIVERSITY
OF KENTUCKY, one of the corporations described in and which
executed the within and foregoing instrument and who being by me
severally duly sworn, did say that he, the said
is the Chairman of said Board of Trustees, and she, the
said _, is the Secretary of said Board of
Trustees; that the seal affiexed to the within and foregoing
instrument is the corporate seal of said corporation; that said
instrument was executed, signed and sealed in behalf of said
corporation by authority of its Board of Trustees; and said
                     and _                each acknowledged the
execution of said instrument to be, and said instrument to be,
the free and voluntary act and deed of said corporation by it
voluntarily executed through them as its duly authorized
officers.



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