EXCERPT OF MINUTES OF A MEETING

RESOLUTION NO. 6776

A RESOLUTION DECLARING IT NECESSARY TO IMPROVE THE WATER AND SEWER SYSTEM OF THE CITY OF LAWRENCE, KANSAS; TO AUTHORIZE THE ISSUANCE OF GENERAL OBLIGATION NOTES AND/OR BONDS AND WATER AND SEWER SYSTEM REVENUE BONDS IN AN AMOUNT NOT TO EXCEED $5,620,000, FOR THE PURPOSE OF PAYING THE COSTS THEREOF AND RELATED BOND RESERVES AND FINANCING COSTS; AND PROVIDING FOR THE GIVING OF NOTICE OF SAID INTENTION.

WHEREAS, the City of Lawrence, Kansas (the “Issuer”) is authorized under Article 12, Section 5 of the Constitution of the State of Kansas and Charter Ordinance No. 27 of the Issuer, to improve, repair or extend any waterworks or wastewater treatment facility, or other public utility facility, and to rebuild, add to or extend the same from time to time, and to issue general obligation temporary notes and/or bonds to pay the costs thereof; and

WHEREAS, K.S.A. 10‑1201 et seq., as amended and supplemented (the “Act”), authorizes the governing body of the Issuer to repair, alter, extend, reconstruct, enlarge or improve the Water and Sewer System (the “System”) owned and operated by the Issuer, and to issue utility revenue bonds to pay the costs thereof.

THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF LAWRENCE, KANSAS:

SECTION 1. It is hereby deemed and declared to be necessary to repair, alter, extend, reconstruct, enlarge or improve the System as follows:

1. Expansion of the firm pumping capacity of Pump Station 25 and construction of a force main from said pump station to the Kansas Wastewater Treatment Plant.

2. Conversion of the existing anaerobic storage tank to a secondary digester with gas mixers and a floating cover including the expansion of the gas control building and upgrading the digester SCADA system.

3. Improvements to the Bowersock Dam.

(the “Project”) at an estimated cost of $5,070,000.

SECTION 2. The Project will not cause duplication of any existing water and sewer utility service furnished by a private utility in the boundaries of the City.

SECTION 3. For the purpose of providing funds for the Project, the Issuer hereby authorizes the issuance of its general obligation temporary notes and/or bonds pursuant to Charter Ordinance No. 27, in an amount not to exceed $5,620,000, inclusive of related bond reserves (if necessary) and financing costs. Said Notes and Bonds may be issued to reimburse expenditures made on or after the date which is 60 days before the date of this Resolution, pursuant to Treasury Regulation 1.150-2.

SECTION 4. Pursuant to the Act, the Issuer may issue Water and Sewer System Revenue Bonds of the City, in an amount not to exceed $5,620,000 (the “Bonds”), to pay the costs of the Project and related bond reserves and financing costs. Said Bonds may be issued to reimburse expenditures made on or after the date which is 60 days before the date of this Resolution, pursuant to Treasury Regulation 1.150-2.

SECTION 5. Before entering into any construction contract related to the Project and before issuing the Bonds referenced in Section 4 hereof, there shall be published one (1) time in the official newspaper of the Issuer, a notice of the intention of the governing body to undertake the Project and to issue the Bonds, in substantially the form attached hereto and made a part hereof by reference as though fully set out herein; and if within fifteen (15) days after the publication of such notice, there shall be filed with the Clerk, a written protest against the Project or the issuance of the Bonds, signed by not less than twenty per cent (20%) of the qualified electors of the City, the governing body shall thereupon submit such proposed Project and the proposed Bonds to the electors of the City at a special election to be called for that purpose as provided by the Act. If no sufficient protest is filed with the Clerk within the period of time hereinbefore stated, then the governing body of the Issuer shall proceed to authorize the Project and to issue the Bonds.

ADOPTED by the governing body of the City of Lawrence, Kansas, on July ___, 2008.

(Seal) Mayor

ATTEST:

Clerk

(Published in The Lawrence Daily Journal-World, on July ___, 2008)

NOTICE

TO: THE RESIDENTS OF THE CITY OF LAWRENCE, KANSAS

You are hereby notified that the governing body of the City of Lawrence, Kansas (the “Issuer”) intends to repair, alter, extend, reconstruct, enlarge or improve the Water and Sewer System (the “System”) owned and operated by the Issuer, as follows:

1. Expansion of the firm pumping capacity of Pump Station 25 and construction of a force main from said pump station to the Kansas Wastewater Treatment Plant.

3. Improvements to the Bowersock Dam.

(the “Project”) at an estimated cost of $5,070,000.

In order to finance the Project including related bond reserves and financing costs, the governing body of the Issuer further intends to issue Water and Sewer System Revenue Bonds, in an amount not to exceed $5,620,000 (the “Bonds”) in one or more series under the authority of K.S.A. 10‑1201 et seq. The Bonds will not be general obligations of the Issuer payable from taxation, but shall be payable only from net revenues of the System. The proceeds of the Bonds will be used to pay the costs of the Project and related bond reserves and financing costs.

This Notice shall be published one time in the official newspaper of the Issuer, and if within fifteen (15) days after the date of said publication there shall be filed with the Clerk, a written protest against the Project or the issuance of the Bonds, signed by not less than twenty per cent (20%) of the qualified electors of the City, then the governing body shall submit such proposed Project and the proposed Bonds to the electors of the Issuer at a special election to be called for that purpose as provided by the Act. If no sufficient protest is filed within said period of time, the governing body shall proceed with the Project and the issuance of the Bonds.

DATED: July ___, 2008.

/s/Frank S. Reeb, City Clerk

CERTIFICATE OF NO PROTEST

STATE OF KANSAS )

) ss:

COUNTY OF JOHNSON )

The undersigned, Clerk of the City of Lawrence, Kansas (the “Issuer”), does hereby certify that the governing body of the Issuer duly adopted Resolution No. ______, on July ___, 2008, declaring it necessary to repair, alter, extend, reconstruct, enlarge or improve the Water and Sewer System (the “System”) owned and operated by the Issuer (the “Project”) at an estimated cost of $5,070,000, and to issue Water and Sewer System Revenue Bonds, in an amount not to exceed $5,620,000 (the “Bonds”), under the authority of K.S.A. 10‑1201 et seq. (the “Act”) in order to pay the costs of the Project and related bond reserves and financing costs; that a Notice of said intention was duly published one time in the Lawrence Daily Journal-World, the official newspaper of the Issuer on July ___, 2008, as required by the Act; that more than fifteen (15) days has elapsed from the date of said publication; and that there has been no sufficient written protest filed in my office against the Project or against the issuance of the Bonds, as provided by the Act.

WITNESS my hand and official seal on July ___, 2008.

(Seal) Clerk