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         President Wethington reported that the Articles and Bylaws of the
Foundation require that two members of the Board of Trustees serve on the
Foundation's Board. He noted that Mr. Clay joins Mr. Jackson who is already
serving on the Board, and this action fulfills the requirement.

         M.   Appointment of Dean of the College of Law (PR 5E)

         President Wethington said that PR 5E is a recommendation that
David E. Shipley be named Dean of the College of Law, effective July 1,
1993. He asked Chancellor Hemenway to comment on the appointment.

         Chancellor Hemenway expressed pleasure in recommending the
appointment of Mr. David Shipley as Dean of the College of Law. He briefly
reviewed Mr. Shipley credentials, noting that he is currently serving as
Dean of the College of Law at the University of Mississippi. He explained
that this appointment is necessary because the current Dean, Biff Campbell,
has stepped down after providing five years of excellent leadership for the
College. While welcoming Mr. Shipley to the College of Law, he also
expressed thanks to Dean Campbell.

         On motion made by Mr. Sturgill, seconded by Mr. Hardymon and
carried, PR SE was approved. (See PR 5E at the end of the Minutes.)

          Governor Breathitt asked Dean Campbell to stand and be
recognized. He praised him for his outstanding leadership. He said that
through Dean Campbell's efforts the College of Law has the Bert T. Combs
Scholars as well as other professorships and scholarships. He said that he
was delighted and grateful that Dean Campbell would continue as a great
teacher for the University's fine, young law students. Dean Campbell
received a round of applause.

          President Wethington said that Governor Breathitt's tribute to
Dean Campbell was richly deserved. He reiterated that Dean Campbell has
provided strong leadership and expressed appreciation for all that he has
done and will continue to do for the College.

          N.   Acceptance of Interim Financial Report for the University of
Kentucky for the Nine Months Ended March 31, 1993 (FCR 1)

          Mr. Hardymon, Chairperson of the Finance Committee, reported that
the Committee met at 11:00 a.m. and reviewed sixteen items. He reported
that FCR 1 is the interim financial report for the nine months ending March
31, 1993. He said that the University is operating well within its budget,
and the Committee recommends approval.  He made a motion for approval of
FCR 1. His motion was seconded by Mr. Rose and passed. (See FCR 1 at the
end of the Minutes.)

          0.   Disposal of Personal Property (FCR 2)

          Mr. Hardymon stated that FCR 2 recommends approval of the
disposition of surplus equipment. He reviewed the University's process for
disposal of an asset, explained the circumstances regarding the equipment in
Exhibit 1, and made a motion for approval. Mr. Sturgill seconded the motion
and it carried. (See FCR 2 at the end of the Minutes.)