xt7jdf6k1755 https://nyx.uky.edu/dips/xt7jdf6k1755/data/mets.xml Lexington, Kentucky University of Kentucky 1954051 minutes English University of Kentucky Contact the Special Collections Research Center for information regarding rights and use of this collection. Minutes of the University of Kentucky Board of Trustees Minutes of the University of Kentucky Board of Trustees, 1954-05-jun1. text Minutes of the University of Kentucky Board of Trustees, 1954-05-jun1. 1954 2011 true xt7jdf6k1755 section xt7jdf6k1755 









      Minutes of the Meeting of the Board of Trustees of the University of Ken-
tucky, June 1, 1954.


      The Board of Trustees of the University of Kentucky met in the President' s
Office at 9:15 a. m. , CST, Tuesday, June 1, 1954, with the following members
present: Guy A. Huguelet, Vice Chairman; Dr. Ralph J. Angelucci, Mrs. Paul
G. Blazer, Carl Dempewolfe, M. W. Moore, J. C. Everett, Ben S. Adams, Paul
M. Basham, Harper Gatton, R. P. Hobson and Herndon J. Evans. Absent:
Governor Lawrence W. Wetherby, Wendell P. Butler, Thomas A. Ballantine,
and Smith D. Broadbent.  President H. L. Donovan and Secretary Frank D. Peter-
son were also present.


      A. Approval of Minutes.

      On motion duly made, seconded and carried, the minutes of the Board of
Trustees of April 6, 1954, and the minutes of the Executive Committee of Febru-
ary 19 and May 22, 1954, were approved as published.


      B. Women' s Residence Hall Building Revenue Bonds Authorized and Notice
of Sale and Delivery.

      President Donovan stated that it would be necessary to issue Building
Revenue Bonds under Section K. R. S. 164. 190 to provide necessary funds with
which to construct Women' s Residence Hall No. 5.

      Whereupon J. C. Everett introduced and caused to be read in full a pro-
posed Resolution entitled "A RESOLUTION OF THE BOARD OF TRUSTEES OF
THE UNIVERSITY OF KENTUCKY, AUTHORIZING AND PROVIDING FOR THE
ISSUANCE, SALE AND DELIVERY OF ' DORMITORY REVENUE BONDS OF
1954' OF THE UNIVERSITY OF KENTUCKY TO PAY THE COSTS (NOT OTHER-
WISE PROVIDED) OF CONSTRUCTING AN ADDITIONAL DORMITORY UPON THE,
CAMPUS OF THE UNIVERSITY, "


            WHEREAS, the University of Kentucky and its students are not
      now being provided with adequate buildings for educational purposes, and
      in order to provide the same it is necessary that there be constructed
      an additional dormitory upon a site which is hereinafter described and
      which is a part of the campus of the University, and

            WHEREAS, preliminary plans and specifications for such construc-
      tion have been prepared and submitted to the Board of Trustees, and

            WHEREAS, under the provisions of Section 162. 340 et seq. of the
      Kentucky Revised Statutes, the Board of Trustees of the University of
      Kentucky, as the governing body of said State Educational Institution, is
      authorized to issue bonds as hereinafter provided for the purpose of financ-
      ing all or a part of the cost of said additional dormitory and appurtenances,




 










and



      WHEREAS, the Board of Trustees of the University of Kentucky has
appropriated and made available the sum of $500, 000. 00 as a contribution
to the costs of said additional dormitory and appurtenances and it is
necessary that the Board of Trustees provide at this time for the borrow-
ing of not to exceed $722, 000. 00 to provide for the remainder of the es-
timated total costs thereof,

     NOW, THEREFORE, THE BOARD OF TRUSTEES OF THE UNI-
VERSITY OF KENTUCKY HEREBY RESOLVES AS FOLLOWS:

     Section 1. It is hereby determined and declared that the proper ac-
commodation of the students of the University of Kentucky for educational
purposes requires that an additional dormitory be constructed upon the
campus of the University at Lexington, Kentucky, the same to house ap-
proximately 304 female students and other necessary appurtenant facil-
ities (collectively referred to herein as the "Project"). The plans and
specifications of said project as prepared and submitted to this Board
are hereby in all respects approved.

     Section 2. In order to provide for the payment of the costs of the
project there shall be and there are hereby ordered to be issued by the
Board of Trustees of the University of Kentucky, in its corporate capacity
and by and through its corporate name, and as a State Educational Insti-
tution and Agency, dormitory revenue bonds of 1954, in the aggregate
principal amount of $722, 000. 00, dated May 1, 1954, of the denomination
of $1, 000. 00 each, to be numbered consecutively from 1 to 72Z, both
numbers inclusive, bearing interest to be evidenced by coupons attached
to each bond at a rate or rates which, when averaged to maturity on the
bonds covered by the bid, shall not result in an average interest rate on
such bonds in excess of Three and eleven one-hundredths per cent (3. 11%o)
per annum, (the exact rate or rates to be determined at the time of the
receipt and consideration of bids for the purchasing of said bonds, as
hereinafter provided) payable on the first day of November) 1954, and
semi-annually thereafter on the first days of May and November in each
year. Said bonds shall in all respects conform to and be issued in
accordance with the provisions of the Trust Indenture referred to in
Section (4) hereof. The Chairman and Secretary of the Board of Trustees
are hereby authorized and directed to execute said bonds and the Secretary
is hereby authorized and directed to affix to each of said bonds the cor-
porate seal of the Board of Trustees. The interest coupons shall bear
the facsimile signatures of said officers. After said bonds have been sold
by the Board of Trustees or by its Executive Committee, which is hereby
authorized to act in that connection, at an advertised public competitive
sale, and as soon as said bonds have been received from the printer and
executed by the Chairman and Secretary of the Board of Trustees, the same
shall be delivered for authentication to the Trustee named in said Trust
Indentures accompanied by appropriate certifications as provided in said
Trust Indenture, including a certification of the identity of the purchaser
or purchasers of said bonds and the terms upon which the same may be
delivered to said purchaser or purchasers.




 






3



      Section 3.  The Secretary of this Board is hereby authorized and
directed to execute an appropriate form of "Notice of Sale of Bonds" and
cause the same to be published one time in the Courier-Journal, a daily
newspaper published in Louisville, Kentucky, and of general circulation
throughout the Commonwealth of Kentucky, and one time in The Bond Buy-
er, a financial newspaper published in New York, New York, of general
circulation throughout the United States of America, soliciting sealed com-
petitive proposals for the purchasing of said bonds, the same to be re-
ceived in the office of said Secretary on the campus of the University at
Lexington, Kentucky, until some day and hour when the Board of Trustees
or its Executive Committee will be in session. Publication in each of
said newspapers shall be made not less than two weeks prior to the time
stated in said "Notice of Sale of Bonds" for the opening and consideration
of such purchase proposals. In said notice, purchasers shall be instruct-
ed that proposals may be for the purchasing of (a) the entire $722, 000. 00
of authorized bonds; or (b) bonds maturing on May 1 in the years 1957 to
1974, inclusive; or (c) bonds maturing on May 1 in the years 1957 to 1984,
inclusive; or (d) bonds maturing on May 1 in the years 1975 to 1984,
inclusive; that the bidders may stipulate one or more interest coupon rates
with respect to said bonds, providing the average of such rates does not
exceed Three and eleven one-hundredths per cent (3. 11%) per annum, and
only one coupon rate may be stipulated for bonds maturing on the same
date. If a bid carries two or more interest rates on a single block of
bonds, or on combined blocks of bonds, an average interest rate shall
be computed on the basis of the total interest costs at par for such single
block, or combined blocks, covered by the bid at the offered rates; and
if the average rate so obtained is not more than Three and eleven
one.,hundredths per cent (3. 11%), the bid shall be considered to qualify.
A minimum bid of par value (plus accrued interest from May 1, 1954, to
the date of delivery and payment) shall be required. The right to reject
bids shall expressly be reserved.

     The Secretary is further authorized and directed to execute in mul-
tiple copies a statement giving a more complete and particular description
of the bonds, provisions for the security and payment thereof, disposition
of bond proceeds, etc. than is possible within the limits of said published
notice; and to furnish copies of such statement to all interested bidders
upon request. Such statement may also contain a particular description
of the terms and conditions upon which the bonds are offered for sale,
in order to bring about uniformity in the proposals which may be submitted
for the purchasing of said bonds.

     Section 4. Said bonds shall be secured by a Trust Indenture between
the Board of Trustees of the University of Kentucky, party of the first part,
and Farmers Bank and Capital Trust Company, a combined bank and trust
company having corporate trust powers, organized and existing under and
by virtue of the laws of the Commonwealth of Kentucky, and having its
principal office and place of business in Frankfort, Franklin County, Ken-
tucky, party of the second part.  The Chairman and Secretary of the Board
of Trustees are hereby authorized and directed to make, execute, and
deliver such Trust Indenture in substantially the form, text, terms and
provisions hereinafter set out, and this Board of Trustees hereby approves,
ratifies and confirms all of the covenants, provisions, and stipulations as
set out in such Trust Indenture, to-wit:




 






4



                       (Form of Indenture)

                       TRUST INDENTURE

      This INDENTURE dated as of the first day of May, in the year Nine-
teen Hundred Fifty-Four (1854), made by and between BOARD OF TRUS-
TEES OF THE UNIVERSITY OF KENTUCKY, a body corporate, as an
Educational Institution and Agency of the Commonwealth of Kentucky,
(hereinafter called the "Board"), party of the first part, and FARMERS
BANK AND CAPITAL TRUST COMPANY, a combined bank and trust
company organized and existing under and by virtue of the laws of the
Commonwealth of Kentucky, having full powers to act as a corporate Trus-
tee, and having its principal office and place of business in the City of
Frankfort, Franklin County, Kentucky, as Trustee, (hereinafter called
the "Trustee"), party of the second part,

     WITNESSE TH:

     THAT WHEREAS, pursuant to Section 164. 160 of the Kentucky
Revised Statutes, 1953 Edition, now in full force and effect, the Board is
a body corporate with all powers generally invested in corporations and
as such, is the governing body of the University of Kentucky, an Educa-
tional Institution and Agency of the Commonwealth of Kentucky, having
full control of the management and operation of said University together
with the property and funds thereof, and

     WHEREAS, pursuant to the provisions of Section 162. 340 et seq.
of said Kentucky Revised Statutes, said Board as the governing body of
said State Educational Institution and Agency, is authorized to erect
buildings and appurtenances to be used in connection with said Institution
for educational purposes, and

     WHEREAS, the Board has determined that said University and its
students are not at this time provided with adequate buildings and accom.,
modations for educational purposes; and has determined that it is neces-
sary to construct an additional dormitory building, designed to accommodate
304 female students with other necessary appurtenant facilities, (collec.
tively referred to herein as the "Project"), such building to be situated
upon a site which is a part of the campus of said University in or adjacent
to the City of Lexington, Fayette County, Kentucky, and which is herein-
after described and identified for the purpose of identifying the Project,
and

     WHEREAS, pursuant to Section 162. 340 et seq. of the Kentucky
Revised Statutes, 1953 Edition, now in full force and effect, the Board is
authorized to provide all or a part of the costs of said project through the
issuance and sale of its revenue bonds, payable solely from the income
and revenues provided to the University through the operation of said
Project, and

     WHEREAS, the Keeneland Foundation has appropriated the sum of
$200, 000. 00 as a contribution to the costs of the Project and the Board,
acting through its duly authorized Executive Committee, in order to provide
the remainder of the estimated aggregate costs of the project, has duly




 






5



adopted an appropriate form of Resolution authorizing the issuance of "Uni-
versity of Kentucky Dormitory Revenue Bonds of 1954", dated May 1, 1954,
as hereinafter described, and has duly authorized the execution of this
Trust Indenture in the form hereof for the purpose of securing the payment
of said bonds and the interest thereon and to provide for the proper and
orderly administration of the revenues of said project and of the bonds
proceeds, and

     WHEREAS, the bonds of said series and the coupons appertaining
thereto and a Trustee, s certificate with respect to all such bonds and pro-
visions for the registration of said bonds as to principal only, are to be
substantially in the following form with appropriate insertions, omissions,
and variations, as in this indenture provided or permitted'

                         (Form of Bond)

                  UNITED STATES OF AMERICA
               COMMONWEALTH OF KENTUCKY
                  UNIVERSITY OF KENTUCKY
              DORMITORY REVENUE BOND OF 1954

Number                                                            $1, 000.00

     The Board of Trustees of the University of Kentucky, a body corporate,
as an Educational Institution and Agency of the Commonwealth of Kentucky,
for value received, hereby promises to pay, solely from the special fund
provided therefor as hereinafter set forth, to the bearer, or, if this bond
be registered, to the registered owner thereof, as hereinafter provided,
the sum of $1, 000. 00 on the first day of May, 19 , and to pay, solely
from said special fund, interest thereon from the date hereof until pay-
ment of principal at the rate of              percentum (            %)
per annum, such interest being payable on November 1, 1954 and semi-
annually thereafter on the first days of May and November in each year,
except as the provisions hereinafter set forth with respect to prior redemp-
tion may be and become applicable hereto, such interest as may accrue
on and prior to the maturity date of this bond to be paid only upon presenta-
tion and surrender of the annexed coupons as they severally mature, both
principal and interest being payable in any coin or currency which, on the
respective dates of payment of such principal and interest is legal tender
for the payment of debts due the United States of America, at the principal
office of Farmers Bank and Capital Trust Company in the City of Frank-
fort, Franklin County, Kentucky, or, at the option of the holder or registered
owner, at the principal office of Chemical Bank and Trust Company in the
Borough of Manhattan, City of New York, State of New York.

     This bond is one of a duly authorized series of bonds in the aggregate
principal amount of $722, 000. 00, all of said bonds being of the same form,
tenor, and effect, (except for numbers, maturity dates, and possible
variation in interest rates) issued for financing the costs, not otherwise
provided, of an additional dormitory and necessary appurtenant facilities
for educational purposes in connection. with the University of Kentucky, under
and in full compliance with the Constitution and Statutes of the Commonwealth
of Kentucky, including among others, Sections 162. 350 to 162. 380, inclu-
sive, of the Kentucky Revised Statutes, 1953 Edition, now in full force and




 






6



effect.

     All of said bonds are issued under and pursuant to an indenture
(said indenture, together with all indentures supplemental thereto as
therein permitted, being herein called the "Indenture") of even date
herewith executed by and between Board of Trustees of the University
of Kentucky and Farmers Bank and Capital Trust Company, Frankfort,
Franklin County, Kentucky, as Trustee (said Trustee and any successor
Trustee under said indenture being herein called the "Trustee"), an
executed counterpart of which is on file at the office of said Trustee
in Lhe City of Frankfort, Kentucky. Reference is hereby made to the
indenture for the provisions, among others, with respect to the custody
and the application of the proceeds of the bonds, the collection and dis-
position of revenues, the fund charged with and pledged to the payment
of the interest on and the principal of said bonds, the nature and extent
of the security, the rights, duties, and obligations of said Board of
Trustees and of the Trustee and the rights of the holders of the bonds,
and, by the acceptance of this bond the holder hereof assents to all of
the provisions of said indenture.  Under authority of the statutes pur-
suant to which this bond is issued, this bond shall have all the qualities
and incidents of a negotiable instrument, and, subject to the provisions
for registration endorsed hereon and contained in the indenture, nothing
contained in this bond or in said indenture shall affect or impair the
negotiability of this bond.

     The holder of this bond shall have no right to enforce the provisions
of the indenture or to institute action to enforce the covenants therein,
or to take any action with respect to any default under the indenture,
or to institute, appear in or defend any suit or other proceeding with
respect thereto, except as provided in the indenture.  The indenture
provides for fixing, charging and collecting rentals and other charges
for the use of said dormitory and appurtenant facilities, identified by a
description of the site upon which the same will be constructed upon the
campus of the University of Kentucky at Lexington, Kentucky, which
rents and charges will be sufficient to pay the cost of maintenance,
repair and operation thereof and the principal of and the interest on said
bonds as the same shall become due and to provide reserves for such
purposes.  The indenture provides for the creation of a special fund
designated "1954 Dormitory Revenue Bond and Interest Sinking Fund
Account" (herein called the "Sinking Fund"), and for the deposit to the
credit of said Sinking Fund of a sufficient amount of the revenues of
said dormitory and appurtenant facilities over and above the cost of
such maintenance, repair, and operation, to pay the principal of and
the interest on the bonds as the same become due, and to provide a
reserve for such purpose, which Sinking Fund is pledged to and charged
with the payment of said principal and interest.

     This bond and the series of which it is one are payable only from
a fixed amount of the gross income and revenues to be derived from the
operation of said dormitory and appurtenances which will be set aside
as a special fund and pledged for that purpose and identified as the "1954
Dormitory Revenue Bond and Interest Sinking Fund Account", and this
bond does not constitute any indebtedness of the University of Kentucky
or of its Board of Trustees or of the Commonwealth of Kentucky within
the meaning of any provisions or limitations of the Constitution of the




 






7



Commonwealth of Kentucky.

      The right is hereby reserved to call and redeem the bonds numbered
93 to 722, inclusive, of the series of which this bond is a part, prior to
maturity, as a whole, or from time to time in part, in the inverse order
of their nurribering, on any May 1 or November 1, at par plus accrued
interest to the redemption date at the rate evidenced by the coupons at-
tached thereto, and, as to the bonds numbered 93 to 447 only, both
numbers inclusive, together with premium thereon, as follows:

             Bonds numbered 93 to 162, both numbers inclusive:
                 Thirty Dollars ($30. 00) per bond;

             Bonds numbered 163 to 243, both numbers inclusive
                 Twenty Dollars ($20. 00) per bond;

             Bonds numbered 244 to 337, both numbers inclusive:
                Ten Dollars ($10. 00) per bond;

             Bonds numbered 338 to 447, both numbers inclusive:
                Five Dollars ($5. 00) per bond;

provided that a notice specifying the bonds to be redeemed shall have been
on file at the office of the Trustee named in the aforementioned indenture
(or at the office of any successor Trustee which may be designated as in
said indenture provided) at least 30 days prior to the specified redemption
date, and provided such notice shall have been published at least once not
less than 30 days prior to said redemption date in a daily newspaper of
general circulation throughout the Commonwealth of Kentucky, and in a
financial publication published in the Borough of Manhattan, City and
State of New York.  Any bonds called for redemption and for the payment
of which funds are deposited with said Trustee (or successor Trustee)
on the specified redemption date shall cease to bear interest on said re-
demption date and shall cease to be secured pursuant to the provisions
of said indenture.

      This bond shall pass by delivery unless registered as to principal
in the holder' s name on the books of said Board of Trustees at the office
of Farmers Bank and Capital Trust Company in the City of Frankfort,
Kentucky, or at the office of its successor as Trustee under the Indenture,
and such registration noted hereon, after which no valid transfer hereof
can be made except at such office, until after registered transfer to
bearer, but after such registered transfer to bearer, this bond shall be
again transferable by delivery, and may again from time to time be
registered or transferred to bearer as before, Such registration, how-
ever, shall not affect the negotiability of the interest coupons which shall
always remain payable to bearer and transferable by delivery merely.
The Board of Trustees and the Trustee may deem and treat the bearer of
this bond, if not registered as to principal, and the bearer of any coupon
hereto appertaining, whether or not this bond be so registered, or if
this bond be registered as herein authorized, the person in whose name the
same is registered, as the absolute owner for the purpose of receiving
payment and for all other purposes.




 






8



      A statutory mortgage lien, which is hereby recognized as valid and
binding on said dormitory and appurtenant facilities, is created and grant-
ed to and in favor of the holder or holders of this bond and the series of
which it is a part, and in favor of the holder or holders of the coupons
attached thereto, and said dormitory and appurtenant facilities shall re-
main subject to such statutory mortgage lien until the payment in full of
the principal of and interest on this bond and the series of which it is a
par t.

      This bond shall not be valid or become obligatory for any purpose,
or be entitled to any security or benefit, under the indenture, until it
shall have been authenticated by the execution by the Trustee of the certif-
icate hereon endorsed.

      It is hereby certified, recited and declared, that all acts, conditions,
and things required to exist, to happen, and to be performed precedent to
and in the issuance of this bond do exist, have happened, and have been
performed in due time, form and manner as required by law, and the
amount of this bond together with all other obligations of said Board of
Trustees and of said University of Kentucky does not exceed any limit
prescribed by the Constitution or Statutes of Kentucky; that said dormitory
and appurtenances will be continuously operated by said Board of Trustees,
and that a sufficient portion of the gross income and revenues therefrom
has been pledged to and will be set aside into a special account for the
payment of the principal of and interest on this bond and the series of
which it is a part, as the same will respectively become due.

      IN TESTIMONY WHEREOF, Board of Trustees of the University
of Kentucky has caused this bond to be signed by its Chairman, and its
corporate seal to be hereunto affixed, attested by its Secretary, and the
coupons hereto attached to be executed with the facsimile signatures of
the said Chairman and Secretary, which officers, by the execution of this
bond, do adopt said facsimile signatures to be their respective authorized
and proper signatures, all being done as of the first day of May, 1954.


(SEAL)
                                   -Chairman, Bo6a-r-dof Trustees
ATTEST:


Secretary, Board of Trustees

                          (Form of Coupon)

Number                                                  $

      *Unless the bond to which this coupon. is attached shall
      have been called for prior redemption.

      On the first day of                     , 19   , Board of Trustees
of the University of Kentuctky willpay to bearer__
Dollars ($_________  ) in any coin or currency w at said date of pay-
ment is legal tender fr the payment of debts due the United States of




 











America, out of its "1954 Dormitory Revenue Bond and Interest Sinking
Fund Account" at the principal office of Farmers Bank and Capital
Trust Company in the City of Frankfort, Kentucky, or, at the option of
the holder hereof, at the principal office of Chemical Bank and Trust
Company in the Borough of Manhattan, City of New York, State of New
York, as provided in and for interest then due on its dormitory revenue
bond of 1954, dated May 1, 1954, Number



Chairman, Board of Trustees



                                 secretary, Board of Trustees

(*This redemption legend to appear only on the coupons attached to bonds
  numbered 93 to 722, inclusive. )


                    (Form of Authentication)
                          Certificate

     This bond is one of the bonds described or provided for in the within
mentioned indenture.

                                 FARMERS BANK AND CAPITAL TRUST
                                 COMPANY, Trustee



                      Authorized Officer



 (Form for Registration to be)
(printed on the back of each bond)



Date of
Registration



   Name of
Registered Holder



Signature of Officer
of Indenture Trustee



     AND WHEREAS, the Board has duly authorized the issuance of the
bonds and the execution and delivery of this Indenture and all other acts and
things necessary to make the bonds when duly executed on behalf of the
Board and authenticated by the Trustee and issued, valid and binding legal
obligations of the Board in accordance with their terms and to make this
Indenture a valid and binding Indenture of Trust for the security of the bonds,
have been duly done and performed;



NOW, THEREFORE, this Indenture witnesseth:




 




10



      That in consideration of the premises, of the acceptance by the
Trustee of the Trust hereby created, and of the purchase and acceptance
of the bonds by the holders thereof, and also for and in consideration
of the sum of One Dollar ($1. 00) to the Board in hand paid by the Trustee
at or before the execution and delivery of this Indenture, the receipt of
which is hereby acknowledged, and for the purpose of fixing and declaring
the termis and conditions upon which the bonds and interest coupons are
to be issued, authenticated, delivered, secured and accepted by all per-
sons who shall from time to time be or become holders thereof, and in
order to secure the payment of all the bonds at any time issued and out-
standing hereunder, and the interest thereon according to their tenor,
purport, and effect, and in order to secure the performance and observance
of all of the covenants, agreements, and conditions therein and herein
contained, the Board has pledged and does hereby pledge to the Trustee,
to the extent provided in this Indenture, the revenues of the project as
security for the payment of the bonds and the interest thereon, and it is
mutually agreed and covenanted by and between the parties hereto, for
the equal and proportionate benefit and security of all and singular the
present and future holders of the bonds and interest coupons issued and
to be issued under this Indenture, without preference, priority, or dis-
tinction as to lien or otherwise, except as otherwise herein provided,
of any one bond over any other bond by reason of priority in the issue,
sale or negotiation thereof or otherwise, as follows:


                         ARTICLE ONE

                     DEFINITIONS OF TERMS

     Section 1. 01 In each and every place in and throughout this Inden-
ture wherein the following terms, or any of them, are used, the same,
unless the context shall indicate another or different meaning or intent,
shall be construed, are used, and are intended to have meanings and to be
inclusive, as follows:

     (a) "University" -- the University of Kentucky, situated in
         Lexington, Fayette County, Kentucky.

     (b) "Board" --- the Board of Trustees of the University of Kentucky,
        as such, or acting through its Executive Committee, to the extent
        that the powers of said Board of Trustees may have been delegated
        to such Executive Committee as permitted by Section 164. 190 of
        the Kentucky Revised Statutes.

     (c) "Trustee" ,- Farmers Bank and Capital Trust Company, a com-
        bined bank and trust company created under and existing by vir-
        tue of the laws of the Commonwealth of Kentucky, having proper
        trust powers, and having its principal office and place of business
        in the City of Frankfort, Franklin County, Kentucky, or any suc-
        cessor Trustee designated pursuant to the provisions of this In-
        denture.

     (d)"Paying Agents" -- the Trustee or any successor Trustee as defined
        in the foregoing paragraph (c), and, at the option of the holders
        of the bonds and coupons issued under the provisions hereof, the
        principal office of Chemical Bank and Trust Company in the Borough
        of Manhattan, City of New York, State of New York.




 






11



(e) "Bonds" -- bonds issued pursuant to the provisions of this
    indenture.

(f) "Sinking Fund" -- the "1954 Dormitory Revenue Bond and
    Interest Sinking Fund Account" of the University of Kentucky,
    as created in this indenture.

(g) "Construction Fund" -- the special account or fund created
    in this indenture, into which provision is made for the deposit
    of the bond proceeds (exclusive of accrued interest received
    from the purchaser or purchasers and exclusive of interest
    during construction) together with. other funds appropriated
    by the Keeneland Foundation as a contribution to the costs of
    the Project, (as hereinafter defined).

(h) "Project" -- the dormitory building including necessary ap-
   purtenant facilities for educational purposes, to be constructed
   through application of the proceeds of the construction fund,
   upon a portion of the campus of the University at Lexington,
   Kentucky, said portion or site being particularly described in
   Article "Fourteen" hereof.

(i) "Chairman" -- the Chairman and each and every Vice Chairman
   and each and every other officer of the Board authorized to
   exercise the powers and authority reposed in the Chairman of
   the Board.

(j) "Secretary" -.- the Secretary and each and every Assistant
   Secretary and each and every other officer of the Board authorized
   to exercise the powers and authority reposed in the Secretary of
   the Board.

(k) "Treasurer" -- the Treasurer and each and every Assistant
   Treasurer and each and every other officer of the Board
   authorized to exercise the powers and authority reposed in the
   Treasurer of the Board.

(1) "Counsel" - any Counsel appointed by the Board and approved
   by the Trustee, including any Counsel in the employ of the Board
   or of the University and so appointed and approved.

(m) "Engineer" -- any licensed architect or engineer appointed by
   the Board and approved by the Trustee, in