WHEREAS, the matter of which bid is the most advantageous
and with the most favorable net interest cost to the Board has been
sufficiently considered.

          NOW, THEREFORE, THE EXECUTIVE COMMITTEE OF THE BOARD OF
TRUSTEES OF THE UNIVERSITY OF KENTUCKY DOES HEREBY RESOLVE AS
FOLLOWS:

          Section 1.  That the bid of    Dillon Reed & Co., Inc.
for the purchase of $55,415,000 principal amount of University of
Kentucky Community Colleges Educational Buildings Refunding Revenue
Bonds, Series A, C, F and H (Second Series), dated January 1, 1994,
at a price of $ 54,306,775.70       , said bid having been adjusted
to $ 55.540,000.00          of Bonds at an adjusted sale price of
$ 54,429.275.87       , plus accrued interest from January 1, 1994,
to the date of delivery of the Bonds, be accepted and confirmed,
such principal and interest to be payable semiannually as follows:

Maturity     Principal             Maturity      Principal
May 1,        Amount      Rate     May 1,         Amount      Rate

  1994       $  455,000    4.40 %    2003        $ 4,995,000   4.50 %
  1995         1,030,000   4.40 %    2004         5.240.000    4.50 %
  1996         1,080,000   4.40 %    2005         5.135.000    4.50 %
  1997         1,130,000   4.50 %    2006           2 3900 00  4.60 %
  1998         1, 185,000  4.50 %    2007          5. 670.00   4.60 %
  1999        2,595,000    4.50 %    2008          3,430Q0 0   4.60 %
  2000         2,725,000   4.50 %    20.09        .3.595. 000  4.60 %
  2001         2,860,000   4.50 %    2010          2.935.000   4.60 %
  2002         3,010,000   4.50 %    2011          3,090.000   4.60 %


and being a bid at a net interest cost to the Board of      4.7442  %
per annum; and said bid is hereby determined to be the best bid
with the most favorable net interest cost to the Board for said
Bonds; and the interest rates on said Bonds are hereby fixed at the
rates set out in said successful bid.

          Section 2. That all other bids are hereby rejected, and
the successful purchaser will deposit the good faith deposit in
immediately available funds in National City Bank, Lexington, prior
to the close of business on January 13, 1994, in accordance with
the published Notice of Bond Sale and the Official Terms and
Conditions of Sale of Bonds.

          Section 3. That said Bonds shall be delivered by the
Chairman of the Board of Trustees and/or other proper officers of
the Board to said purchaser as soon as the Series A, C, F and H
(Second Series) Bonds are printed and ready for delivery in accor-
dance with the Resolution authorizing said Series A, C, F and H
(Second Series) Bonds, and all of the proceeds of the Series A, C,
F and H (Second Series) Bonds shall be used only as. provided in
said Resolution.



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