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         AA.     Robert D. Warth Charitable Remainder Annuity Trust
(ECR 12)

         Mr. Hardymon said that FCR 12 is acceptance of the Robert D.
Warth Charitable Remainder Annuity Trust. He gave some background
information about Mr. Warth, who is a retired faculty member in the
Department of History, and noted that his gift is earmarked for the
library for the purchase of historical materials and books related to
Russia or the old Soviet Union. The Committee recommends approval.
Dr. Meriwether moved approval. The motion was seconded by Mr.
Chellgren and carried.   (See FCR 12 at the end of the Minutes.)

         BB.     John Blackwell Chenault and Ann McIntosh Chenault
Charitable Remainder Unitrust (FCR 13)

         Mr. Hardymon reported that FCR 13 recommends the acceptance
of another charitable remainder trust involving 2,006 Shares of
Chevron Corporation Common Stock from John B. and Ann M. Chenault
valued at $140,043. He noted that it is earmarked for use by the
College of Education and said that the Finance Committee recommends
approval. On motion made by Mr. Chellgren, seconded by Dr. Meriwether
and carried, the gift was unanimously approved.   (See FCR 13 at the
end of the Minutes.)

         CC.     Resolution of the Board of Trustees of the University
of Kentucky Accepting the Successful Bid for the Purchase of $6.340,000
Principal Amount of University of Kentucky Consolidated Educational
Buildings Refunding Revenue Bonds, Series F (Second Series). Dated
March 1. 1993 (FCR 14)

         Mr. Hardymon stated that FCR 14 is for refinancing of bonds
that involve educational buildings. He reported that six bids were
received as of the closing of the bids at 9:30 a.m.   Hilliard Lyons
submitted the winning bid of 4.4790X.   He said that, in his opinion,
it is important that the University continue to look at its bonds in
the context of current interest rates.   He indicated that the savings
over the next ten years from this refinancing will be $677,000.    The
present value of that savings is $546,000 and the annual savings will
be $75,000 which is an 8.6% savings. The present value savings is
$1.6 million.  The Committee recommends that the Board accept the
successful bid of Hilliard Lyons.   Mr. Wilcoxson moved approval.   The
motion, seconded by Mr. Shoop, passed.   (See FCR 14 at the end of the
Minutes.)

         Governor Breathitt thanked Mr. Hardymon for his fine report
and expressed appreciation to all of the Board members who attended
the Finance Committee meeting.