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

          NOW, THEREFORE, THE BOARD OF TRUSTEES OF UNIVERSITY OF
KENTUCKY DOES HEREBY RESOLVE, AS FOLLOWS:

          1.   Determination of Best Bid; Acceptance.  That the bid
of  J.J.B. Hilliard, W.L. Lyons, Inc.       for the purchase of said
$2,205,000 principal amount of University of Kentucky Housing and
Dining System Revenue Bonds, Series 0, dated May 1, 1994, be
accepted and confirmed, said bid being at a price of $2,165,770.05
for said $2,205,000 principal amount of Bonds, and adjusted to a
price of $ 2,165,770.05    for $ 2,205,000.00   principal amount of
Bonds, plus accrued interest from May 1, 1994, to the date of
delivery of the Bonds, such Bonds being payable as follows:

Maturity                            Maturity
June 1        Amount     Rate       June 1        Amount     Rate

  1995      $ 65,000      5.50 %     2005       $ 105,000     5.60 %
  1996        65,000      5.50 %     2006        115,000      5.70 %
  1997        70,000      5.50 %     2007        120,000      5.80 %
  1998        75,000      5.50 %     2008        125,000      5.875%
  1999        80,000      5.50 %      2009       135,000      5.875%

  2000         80,000      5.50 %     2010       140,000      5.875%
  2001         85,000      5%50 %     2011       150,000      5.875%
  2002         90,000      5.50%      2012       160.000      5.875%
  2003         95,000      5.50%      2013        170.000     5.875%
  2004        100,000      5.50%      2014        180.000     5.875%

and being a bid at an average net interest cost to the University
of   5.9270  % per annum; and said bid is hereby determined to be
the best bid with the most favorable net interest cost to the
University for said Bonds; and the principal maturities and inter-
est rates on said Bonds are, hereby fixed at the principal
maturities and interest rates set out above.

          2.   All Other Bids Rejected.    That all other bids are
hereby rejected, and the good faith deposit of the successful
purchaser will be deposited in immediately available funds prior to
the close of business on May 4, 1994, and the amount thereof will
be credited (without interest) against the purchase price of the
Bonds on the date of delivery to such purchaser.

          3.   Delivery of Bonds; Application of Proceeds.      That
said Bonds shall be delivered by the Chairman of the Board of
Trustees and/or other proper officers of the Board to said pur-
chaser as soon as the Series 0 Bonds are printed and ready for
delivery, and all of the proceeds of the Series 0 Bonds shall be
used only as provided in the Seventh Supplemental Trust Indenture
pursuant to which the Series 0 Bonds will be issued.



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