CERTIFICATE



              I, the undersigned, certify that I am the duly qualified and acting Secretary of the
Board of Trustees of the University of Kentucky, Lexington, Kentucky, and I certify as follows:

              1.    That the foregoing is a true and accurate copy of an excerpt from the
Minutes of the regular meeting of the Board of Trustees of the University of Kentucky held on
June 9, 1998.

              2.    That the stated attendance and voting at said meeting are true and correct.

              3.    That said meeting was duly held in accordance with all applicable
requirements of Kentucky law, including KRS 61.810, 61.815, 61.820 and 61.825, that a quorum
was present at said meeting, that said Resolution has not been modified, amended, revoked or
repealed, and that same is now in full force and effect.

             4.    That there is attached hereto a full, true and correct copy of the Resolution
adopted at said meeting, as set out in said excerpt.

             5.    That said Resolution has been placed on file in the office of the
undersigned Secretary, where same has been duly recorded in the official records of the Board
of Trustees of the University.

             IN TESTIMONY WHEREOF, witness my signature as Secretary of said Board
on this Skday of A   !        3, 1998.



10845                         Secret4r, Board of Triees     iversity of Kentucky