BID FORM



          Subject to the terms and conditions set forth in the Official Terms and
Conditions of Sale of Bonds, providing for the sale of $4,170,000 (plus or minus
up to $415,000) of University of Kentucky Housing and Dining System Refunding
Revenue Bonds, Series N, dated February 1, 1994, and in accordance with the notice
of sale of the Bonds as advertised, to all of which the undersigned agrees, the
undersigned hereby submits the following offer to purchase said Bonds.

          We hereby bid for said $4,170,000 principal amount of Bonds, the sum of
$               (not less than $4,107,450)    (98J%), plus accrued interest from
February 1, 1994, to the date of delivery of the Bonds, such Bonds to bear inter-
est payable semiannually on June 1 and December 1, commencing June 1, 1994, at the
following annual rate(s):

                      Serial     Term*                           Serial     Term*
Maturity  Principal    Bond      Bond      Maturity  Principal     Bond      Bond
June 1     Amount     Rate      Rate       June 1     Amount      Rate      Rate

1994      $ 15,000             _ _         2002      $375,000    _         _
1995        80,000        %         %      2003        385,000        %       _
1996        85,000   _              5      2004        395,000        %          %
1997       280,000        %         5      2005        360,000        5         %
1998       260,000        %         %      2006        505,000        %          %
1999       315,000        %         %      2007        200,000        %          %
2000       345,000        5         %      2008        215,000        5          5
2001       355,000        5         %

Bidders may elect to structure the maturities to include term bonds with manda-
tory sinking fund redemptions. To bid term Bonds, put interest rate in Term Bond
Rate column.

          We understand that this bid may be accepted for as much as $4,585,000 of
Bonds and for as little as $3,755,000 of Bonds, at the same price per $1,000 of
Bonds as the price bid per $1,000 of Bonds by the undersigned with the variation
in such amount being adjusted as determined by the Board of Trustees at the time
of acceptance of the best bid.

          We understand that the Board of Trustees will furnish the final, approv-
ing legal opinion of Rubin Hays & Foley, Municipal Bond Attorneys, of Louisville,
Kentucky.  We agree that if we are the successful bidder, immediately available
funds in the amount of $83,400, payable to the University of Kentucky will be
deposited in Farmers Bank & Capital Trust Company, Frankfort, Kentucky, by federal
wire transfer, ABA 0839-0061-9, prior to the end of the business day on March 2,
1994, in accordance with the Notice of Bond Sale and the Official Terms, with the
understanding that the amount thereof, without interest, will be deducted from the
purchase price of the Bonds when tendered to us for delivery.    If we are the suc-
cessful bidder, we agree to accept and make payment for the Bonds in accordance
with the terms of sale.



Respectfully submitted,