hereto, their successors and assigns, and of the holders and owners
of the Bonds and of coupons appurtenant thereto, if any.

          Section 1504.  Execution of Instruments.     Any request,
declaration or other instrument required or permitted by this
Surpiemental Indenture to be made or given by any owner of the
Series 0 Bonds may be in any number of concurrent instruments of
similar tenor, and may be signed or executed by such owners in
person or by attorney appointed in writing. The execution of any
such request, declaration or other instrument, or of a writing
appointing any such attorney, shall be sufficient for any purpose
of this Supplemental Indenture and shall be conclusive in favor of
the Trustee as against the person signing such request, and all
future owners of the Series 0 Bonds owned by such person with
regard to due action taken by the Trustee under such request,
declaration or other instrument.

          Section 1505.  Execution In Counterparts.     This Stipple-
mental Indenture may be simultaneously executed in any number of
counterparts, and all such counterparts executed and delivered,
each as an original, shall constitute but one and the same instru-
ment. The date of actual execution of this Supplemental Indenture
shall be the date of execution by the Trustee; but nevertheless the
effective date hereof shall be the year and day first hereinabove
written.

          IN TESTIMONY WHEREOF, the Board of Trustees of University
of Kentucky has caused its corporate name to be hereunto subscribed
by its Chairman and its corporate seal to be hereunto affixed, and
said signature and seal to be attested by its Secretary or Acting
Secretary, and said Farmers Bank & Capital Trust Company,
Frankfort, Kentucky, to evidence its acceptance of the trusts
hereby created and vested in it, has caused its corporate name to
be hereunto subscribed by its President or by one of its Vice
Presidents, or by its Trust Officer, and its corporate seal to be
hereto affixed and said signature and seal to be attested by its



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