TRIS AC EMEaNT made and entered into this        day of
              , 1978, by and between the BOARD OF TRUSTEES OF THE

UNIVERSITY OF KENTUCKY, a statutory body corporate existing pur-

surant to Section 164.100 et seq of the Kentucky Revised Statutes
(hereinafter referred to as the University) and MENTUCKY '1aDICAL
SERVICES FOU1MDATIO, INC. , a non-stock, non-profit corporation
formed pursuant to Chapter 273 of the Kentucky Revised Statutes

(hereinafter referred to as the Foundation).

                          WITNESSETH:

Section 1. RECITALS
          A. Foundation is organized for the purposes stated in

its Articles of Incorporation as a non-stock, non-profit corpora-

tion and will use and apply the whole or any part of its income

and principal exclusively for charitable, scientific, or educational

purposes at or for the benefit of, the University of Kentucky

Medical Center.

           B. A substantial number of University's faculty in its

College of Medicine have heretofore executed agreements with

Foundation, known as "Practice Agreements and Assignments" where-

by said faculty have assigned to Foundation their professionally

generated clinical income.

           C. The recruitment and retention of the members of the

medical faculty of the University will be improved by permitting

the said members to supplement, by income from the practice of

medicine, the salaries provided by the University.

           D. The University recognizes that the medical practice

 activities of its faculty members can be conducted in a more

 efficient and economical manner. if those faculty members who