MINUTES OF

Kostas Poulakidas, Krieg DeVault

Curt Fritsch, CRF Financial Group

Terry Leffew, Raymond James

Diana Hamilton, Sycamore Advisors

Sue Beesley, Bingham McHale

Angie Steeno, Crowe Chizek

Tom Guevara, Crowe Chizek

Anirvan Choudhury, Katz, Sapper, Miller

John Kirkwood, Kreig DeVault

David Lewis, Chase

Greg Taylor, Coleman, Stevenson, Montel

Charlie Brandt, Katz, Sapper, Miller

Steve Meno, Fifth Third

Jay Ryals, Fifth Third

David Girton, SBK Brooks

Scott Schuster, Katz, Sapper, Miller

Jim Merten, City Securities

Molly Williams, IDI

Sandra Mowell

A Special Meeting of the Indianapolis Local Public Improvement Bond Bank (“Bond Bank”) convened at 12:00 noon, Wednesday, August 27, 2008 in the City-County Building, 200 East Washington Street, Suite 224, Indianapolis, Indiana, pursuant to notice given in accordance with IC 5-14-1.5. Mr. House called the meeting to order after determining that a quorum was present.

The first item on the agenda was the approval of the minutes. Mr. House asked for the approval of the June 23, 2008 minutes. Mr. Miller made the motion to approve, seconded by Ms. Williams. All voted in favor and the motion passed. Mr. House then asked for a motion to approve the July 14, 2008 minutes. Mr. Miller made the motion to approve, seconded by Mr. Carr. All voted in favor and the motion passed.

Mr. Scott Schuster of Katz, Sapper & Miller gave a summary of the Indianapolis Bond Bank’s preliminary 2007 audit. The Board was presented a draft of the Bond Bank’s financial statements and audit. Mr. Schuster stated that the audit will still need to go through Katz, Sapper & Miller’s review process. He does not believe the numbers will change much, if at all, after their internal review. He anticipates a final completion of the review prior to the September Board meeting. He also provided the Board with a preliminary internal control letter. He mentioned the material weaknesses that Katz, Sapper & Miller stated in the 2006 audit letter regarding the accounting system of the Bond Bank. He stated that in 2007 they do not see any improvement. Mr. Schuster pointed out that there was a significant amount of journal entries made for 2006 and 2007 during the audit preparation process ofr each year.

Mr. Taylor explained the reason for the delay was the accounting work that needed to be completed. Mr. Schuster then stated that there were many journal entries that were made, not for corrections, but instead more so to complete the process. He went on to give a brief background of events that had taken place resulting in the current status of the Bond Bank’s situation, including the backlog in accounting work.

Mr. Taylor asked the Board to review the preliminary numbers; the Board will be notified of any changes to numbers or information. The Bond Bank will present the audited numbers for 2007 at the next meeting. Due to the delay in completing the audit in the required reporting timeframe, the Bond Bank filed necessary disclosure documents. Mr. Taylor expressed that the issues Mr. Schuster described relate to the trust accounting side and not the Bond Bank’s operations. He stated that Ms. Canatsey does a tremendous job in terms of financial accounting for the day-to-day operations. Mr. Carr asked what functions were outsourced. Mr. Taylor stated it was the trust side and there was an accounting firm on retainer to do the work. The Bond Bank’s objective is to hire an in-house accountant to improve our accounting work and have a clean audit statement and management letter for 2008.

Mr. Taylor then informed the Board that the Bond Bank is looking to Mr. Schuster and his colleagues for guidance on procedures to put into place. Ms. Williams asked if the Bond Bank has the funds in the budget to hire an accounting firm to do this. Mr. Taylor stated that it is exceeding the 2007 consulting services budget; however, the Bond Bank will come before the Board at the next meeting with updated budget numbers to cover the added expense. He also stated that as for the hiring of additional personnel, the Bond Bank is budgeted for that.

Mr. Taylor then introduced Mr. Brandt, Director, Katz, Sapper & Miller. Mr. Brandt gave a brief explanation from the audit prospective and his thoughts as to what would be needed in order to make the audit process more efficient and timely. Katz, Sapper & Miller has determined that there is work that should be done during the course of the year. He feels the Bond Bank should implement a set of accounting processes and procedures, including receipt of trust documents to be reconciled and entered into the accounting system. He also suggested utilizing some technology to assist in getting the information, such as the application used at the Indiana Bond Bank. Mr. Taylor explained to the Board that the Bond Bank staff had viewed the Indiana Bond Bank system, at the urging of Mr. Brandt, and found it to be a useful tool to apply to our work.

Mr. House stated that Mr. Taylor has kept him closely apprised of the audit process. He encouraged the Board to review the materials presented to them. Mr. House asked if the Board would see a report prior to the September 15 meeting. Mr. Taylor stated that the Board would. He then made mention of Mr. Anirvan Choudhury’s work helping with the audit preparations.

Mr. Taylor then discussed the Board and staff working groups for the creation of certain policies and procedures, as discussed at the previous meeting. In the coming months the Bond Bank will be calling on the Board members for input and guidance on these policies.

Mr. Taylor then gave a brief overview of upcoming action items, which includes the Waterworks system debt. There are increasing costs due to resets on the variable rates and leakage in the swaps. The Bond Bank is working closely with the CFO of the Waterworks Department and the Waterworks Board. Mr. Taylor presented to the Waterworks Board on the Thursday prior and has also spent time with them individually. They are reviewing a restructuring of the Waterworks system debt structure.

The Bond Bank is also working with the Clean Stream Team and DPW on the consent decree and need for a Commercial Paper program, possibly in early 2009. Ms. Hamilton is the financial advisor for the project.

The Bond Bank is also looking at the Consolidated TIF, which has one bond series outstanding that has been experiencing some higher than expected costs on the interest side, along with the swap leakage. Mr. Taylor feels that with the dislocation of the credit markets, this provides a good time to explore some opportunities for reworking the debt.

Mr. Taylor also explained to the Board the materials that he presented to the Administration and Finance Committee the prior week, which were provided to the Board. Mr. House stated that the information was detailed and a great roadmap as to the direction the Bond Bank is headed.

Mr. House asked for a motion to adjourn. Ms. Williams made the motion to adjourn, seconded by Mr. Carr. All voted in favor and the motion passed.

Mr. House adjourned the meeting at 12:25 p.m.