ARTICLE X - CONCERNING THE TRUSTEE



          The Trustee hereby accepts the trusts imposed upon it by
this Supplemental Indenture, subject to the express terms and
conditions of the Trust Indenture.

             ARTICLE XI - AMENDMENTS AND MODIFICATIONS

          The provisions of this Indenture shall constitute a
contract between the Board, the Trustee and the owners of the
Series 0 Bonds as may be outstanding from time to time under this
Supplemental Indenture; provided that modifications, alterations
and amendments of this Indenture and of the rights and obligations
of this Board and of the Trustee and of the owners of said Series 0
Bonds as may be outstanding may be made as specifically provided in
the Trust Indenture.

        ARTICLE XII - RELEASE AND DISCHARGE OF SUPPLEMENTAL
                      INDENTURE; PARTIAL RELEASES

          Release and discharge of this Supplemental Indenture in
whole or in part may be effected upon the terms and conditions and
in the manner specified in ARTICLE XVII of the Trust Indenture.

   ARTICLE XIII - COMPLIANCE WITH INTERNAL REVENUE CODE OF 1986

          In order to assure the purchasers of the Series 0 Bonds
that interest thereon will continue to be excludable from gross
income for federal income tax purposes and exempt from Kentucky
Income taxation (subject to certain exceptions set out below), the
Board covenants in this Seventh Supplemental Trust Indenture that
(1) the Board will take all actions necessary to comply with the
provisions of the Code, (2) the Board will take no actions which
will violate any of the provisions of the Code, or that would cause
the Series 0 Bonds to become "private activity bonds" within the
meaning of the Code, (3) none of the proceeds of the Series 0 Bonds
will be used for any purpose which would cause the interest on the
Series 0 Bonds to become subject to federal income taxation, and
that the Board will comply with any and all requirements as to
rebate (and reports with reference thereto) to the United States of
America of certain investment earnings on the proceeds of the
Series 0 Bonds.

           The Board has been advised by Bond Counsel, Rubin Hays &
Foley, Louisville, Kentucky, and therefore believes, that the
Series 0 Bonds are not "private activity bonds" within the meaning
oi the Code, and that interest on the Series 0 Bonds is not
included as an item of tax preference in calculating the alterna-
tive minimum tax for individuals.

           The Board covenants that in the event it is determined by
 the Board, upon advice of nationally recognized bond counsel, that
 the 1965 Sinking Fund, including the reserve portion thereof, or
 any other fund or account established pursuant to the Trust



21