WHEREAS, the matter of which bid is the most advantageous
and with the most favorable net interest cost to the University has
been sufficiently considered, and

           WHEREAS, a form of Official Statement, as prepared by
Seasongood & Mayer, the Fiscal Agent for the Board of Trustees, has
been presented to the Board of Trustees for approval;

           NOW, THEREFORE, BE IT AND IT IS HEREBY RESOLVED AND
ORDERED BY THE BOARD OF TRUSTEES OF THE UNIVERSITY OF KENTUCKY, AS
FOLLOWS:

           Section 1.  Determination of Best Bid; Acceotance.    That
the bid of    Goldman; Sachs & Co.             , for the purchase of
said $36,350,000 principal amount of University of Kentucky
Community Colleges Educational Buildings Revenue Bonds, Series H,
dated June 1, 1991, be accepted and confirmed, said bid being at a
price of $ 35,623,003.35  for said $36,350,000 principal amount of
Bonds, plus accrued interest from June 1, 1991, to the date of
delivery of the Bonds, such interest to be payable semiannually at
the following annual rates:

Maturing     Maturity               Maturing      Maturity
May 1        Amount       Rate      May 1         Amount      Rate

1992      $  955,000      6.60%     2002      $1,725,000      6.60 %
1993       1,005,000      6.60%     2003        1,840,000     6.70 %
1994       1,060,000      6.60%     2004        1,970,000      6.70 %
1995       1,125,000      6.60%     2005       2,105,000       6.70 %
1996       1,190,000      6.60%     2006       2,255,000       6.70 %

1997       1,265,000      6.60%     2007       2,415,000       6.70 %
1998       1,340,000      6.60%     2008       2,590,000     -.-7 %
1999       1,425,000      6.60%     2009        2,775,000      6.70 %
2000       1,520,000       6.60%    2010        2,975,000      6.70 %
2001       1,620,000       6.60%    2011        3,195,000      6.75 %

and being a bid at an average net interest cost to the University
Cof  6.8465% per annum; and said bid is hereby determined to be the
best bid and with the most favorable net interest cost to the
University fot said Bonds; and the interest rates on said Bonds are
hereby fixed at the rates set out in said successful bid.

          Section 2. All Other Bids Rejected; Return of Good Faith
Checks of Unsuccessful Bidders. That all other bids are hereby
rejected, and the Treasurer of the University is ordered to return
the good faith checks of unsuccessful bidders immediately.         The
good faith check of the successful purchaser will be cashed by the
University and credited (without interest) against the purchase
price of the Bonds.

          Section 3.   Delivery of Bonds; Application of Proceeds.
That said Bonds shall be delivered by the Treasurer and/or other
appropriate officials of the University in accordance with the



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