ACCEPTANCE BY BANK ONE, KENTUCKY, NA,
                          LEXINGTON, KENTUCKY, AS
       BOND REGISTRAR, TRANSFER AGENT, PAYEE BANK AND TRUSTEE


       The undersigned, Bank One, Kentucky, NA, Lexington, Kentucky, having heretofore
been appointed as and having served as Trustee, hereby agrees to the provisions of the foregoing
Resolution to the extent that there are contained therein provisions as to the additional rights and
duties of the undersigned as Bond Registrar, Transfer Agent, Payee Bank, and Trustee.

      Dated this  day of March, 2001.



BANK ONE, KENTUCKY, NA,
Lexington, Kentucky


By:

Title:



::ODMA\PCDOCS\COVLIB\1 8344\2



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