UNIVERSITY OF KENTUCKY
                       LEXINGTON, KENTUCKY
              $4,200,000 HOUSING AND DINING SYSTEM
            REVENUE BOND ANTICIPATION NOTES, SERIES L
                       DATED JUNE 1, 1982
                       MATURING JUNE 1, 1986

          *          *          *          *          *

  INVITATION TO SUBMIT PROPOSALS FOR THE PURCHASE OF $4,200,000
             HOUSING AND DINING SYSTEM REVENUE BOND
                  ANTICIPATION NOTES, SERIES L


     You have been determined to be a "responsible lender" within
the meaning of Section 56.513 of the Kentucky Revised Statutes,
and as such you are one of a number of lenders who are being
provided with an 'Official Statement" relative to the prospective
sale by the Board of Trustees of the University of Kentucky (the
'Board') of its $4,200,000 Housing and Dining System Revenue Bond
Anticipation Notes, Series L (the "Notes"), dated June 1, 1982,
maturing on June 1, 1986 which Notes are identified above and
identified in the Notice of Sale of Notes which accompanies this
Invitation.

     You are advised that Mr. Jack C. Blanton, Vice President for
Business Affairs of the University, acting for and on behalf of
the Board, will, at his office, in the Administration Building on
the campus of the University at Lexington, Kentucky 40566, on the
4th day of May, 1982, at the hour of 2:00 P.M., E.S.T., receive
and consider proposals for the purchase of all of the Notes, upon
the terms and conditions hereinafter set forth and set forth in
said Notice of Sale of Notes. Proposals will be subsequently
referred to the Executive Committee of the Board.   You are
invited to submit one or more proposals, which may be:

     (a) Wholly in writing, complete in all details, or

     (b) In writing over your signature, but containing blanks
          which you may complete by telephone, providing your
          authorized representative is identified to the
          satisfaction of Mr. Blanton, or his designee, or

     (c) Wholly by telephone, providing your authorized
          representative is identified to the satisfaction of Mr.
          Blanton, or his designee. You may arrange, in advance,
          a satisfactory means of identification.

     A form of Series L Official Bid Form accompanies this
Invitation and in no event will the Board or Mr. Blanton
undertake any responsibility for the completion or delivery of
your proposal by the specified time, notwithstanding failure or
delay in the mail or in any other form of communication.