12. The Trustee Escrow Agent shall not be liable for any
act done or step taken or omitted by it, or for any mistake of fact
or law, or for anything which it may do or refrain from doing,
except for its negligence or its default in the performance of any
obligation imposed upon it hereunder. The Trustee Escrow Agent
shall be responsible only for amounts or investments actually
received by the Trustee Escrow Agent and shall not be responsible
in any manner whatsoever for the statements contained herein, or in
the Series K Bonds, or in the Series K (Second Series) Bonds, or in
any proceedings taken in connection therewith, but the same are
made solely by the Board. The Trustee Escrow Agent shall not be
liable or responsible for any loss resulting from any investment
made pursuant to this Agreement and in full compliance with the
provisions hereof.    None  of the provisions    contained  in this
Agreement shall require the Trustee Escrow Agent to use or advance
its own funds or otherwise to incur personal financial liability in
the performance of any of its duties or in the exercise of any of
its rights or powers hereunder. The Trustee Escrow Agent shall be
under no liability for interest on any funds or other property
received by it hereunder, except as herein expressly provided.

          13. This Agreement is made for the benefit of the Board
and the holders and owners from time to time of the Series K Bonds
and it shall not be repealed, revoked, altered, or amended, regard-
less of whether the consent of the parties hereto shall be given,
other than for the purpose of subjecting to this Agreement addi-
tional funds, securities, or properties. The Trustee Escrow Agent
shall be entitled to rely exclusively on an unqualified opinion of
nationally recognized attorneys on the subject of municipal bonds
with respect to compliance with this Agreement, including the
extent, if any, to which any change affects the rights of the
owners of the Series K Bonds and/or is in compliance with the
conditions and provisions of this Agreement.      Moody's Investors
Service shall be provided with draft copies of any draft amendments
prior to their execution at Moody's Investors Service, 99 Church
Street, New York, New York 10007, Attention: Public Finance Ratina
Desk Refunded Bonds.

           14. If at any time there shall be insufficient funds on
hand in the Escrow Account for the payment of the interest on, or
the redemption price of, the Series K Bonds being called for
redemption, the Trustee Escrow Agent shall promptly notify the
Board of such deficiency, and the Board shall immediately supply
such deficiency from funds of the Board to the extent of funds
available therefor from the Revenues (as defined in the Resolu-
tion).

           15. The Trustee Escrow Agent shall, on or before the 1st
 day of April and October of each year, deliver to the Board an
 investment statement with respect to the Escrow Account and shall,
 on or before August 1 of each year, deliver to the Board a trans-
 action statement for the Escrow Account for the fiscal year ending
 the preceding July 1.



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