13. The Purchasers will have no expense other than the bid
price, and, as herein provided, the cost of CUSIP numbers, in connection with
the Current Bonds (and additional closing expense if delivery of the Bonds is
requested by the Purchasers at a place other than the Registrar). The Board
(through the Fiscal Agent) will provide the printed Fully Registered Bonds.
The Board will furnish to the Purchaser the customary No Litigation Certificate
and the final, approving Legal Opinion of Rubin & Hays, Municipal Bcnd
Attorneys, Louisville, Kentucky, approving the legality of the Bonds, together
with separate Legal Opinions of Haynes & Miller, Washington, D. C., as to
(a) compliance with the requirements of tax exempt bonds (including the
'Arbitrage Rules" of Section 103 of the Internal Revenue Code), and (b) matters
concerning the Tax Law now pending before Congress, without expense to the
Purchaser.

           F. SPECIAL TAX EXEMPTION CONSIDERATIONS.

                14. Potential bidders are reminded that at the time that these
Bonds are offered for sale, (a) the "Tax Reform Act of 1985", also known as
H.R. 3838, 99th Congress, First Session (the "Tax Law"), has been passed by the
House of Representatives on December 17, 1985, with a provision that many of
its provisions are effective retroactive to January 1, 1986, (b) a "Joint
Statement" on the effective dates of pending tax reform legislation (the "Joint
Statement") has been issued by the Chairman and Ranking Members of both the
Ways and Means Committee of the U. S. House of Representatives and the Finance
Committee of the U. S. Senate, together with the Secretary of the U. S.
Treasury Department dated March 14, 1986, and (c) it is not known at present
whether such Tax Law will also be passed by the United States Senate and
approved by the President, the final form in which same will be enacted, if
any, and what retroactive date, if any will be included in such law. In order
to assure purchasers of the Bonds that interest thereon will continue to be
exempt from all Federal and Kentucky income taxation (except that income from
these Bonds may constitute an item of "tax-preference" in the income of pro-
perty and casualty insurance companies because of the nature of the total
tax-preference items of such bondowners), the Board covenants to and with the
owners of such Bonds that (1) the Board will take all actions necessary to
comply with the effective provisions of such Tax Law, (2) the Board will take
no actions which will violate any of the provisions of such Tax Law, (3) none
of the proceeds of the Bonds will be used for any purpose which would cause the
interest on the Bonds to become subject to Federal income taxation, either
under the provisions of existing Federal law or under the new Tax Law, if
enacted and signed into law in the form as same exists at the time of issuance
of the Bonds, if such Tax Law as enacted reflects the postponement of effective
dates to the extent endorsed in the Joint Statement, and (4) the Board reserves
the right to amend the Resolution authorizing these Bonds without obtaining the
consent of the owners of the Bonds (i) to whatever extent shall, in the opinion
of Bond Counsel, be deemed necessary to assure that interest on the Bonds shall
be exempt from Federal income taxation, and (ii) to whatever extent shall be
permissible (without jeopardizing such tax exemption or the security of the
Bondowners) to eliminate or reduce any restrictions concerning the Project, the
investment of the proceeds of the Bonds, or the application of such proceeds or
of the revenues of the Project; and the purchasers of the Bonds are deemed to
have relied fully upon these covenants and undertakings on the part of the
Board as part of the consideration for the purchase of such Bonds.



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