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     IN WITNESS WHEREOF, the parties hereto have executed this amendment to the

agreement of June 14, 1994 pursuant to proper authorization of their respective governing

boards, as of the day and year first above written.


                                  BOARD OF TRUSTEES OF

                                  THE UNIVERSITY OF KENTUCKY


                                  BY7
                                      tharles  Wethington, Jr.
                                      President
                                      University of Kentucky


                                  KENTUCKY MEDICAL SERVICES

                                  FOT TNDATIC)N, INC.


                                  BY:                      il
                                     Albert C.   Jr., M.
                                     President


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