MINUTES OF

Evert Hauser, Indianapolis Bond Bank

Katie Aeschliman, Indpls.Bond Bank

Laurie Canatsey, IndianapolisBond Bank

Kyle Willis, Indianapolis Bond Bank

Jacqui Coe, Indianapolis Bond Bank

Dawn Tabler, KeyBank

Curt Fritsch, CRF Financial Group

Amy Kosnoff, Baker & Daniels

Angie Steeno, Crowe Chizek

Sharon Karst, J.P. Morgan

Molly Williams, IDI

Steve Meno, Fifth-Third

George Buskirk, Hoosier Trust

Jim Treat, O.W. Krohn & Assoc.

Paul Komlosi, NatCity

Guy Nagahama, First Albany

Tom Surgener, Chase

David Lewis, Chase

Jerry Heniser, Regions

John Kirkwood, Krieg DeVault

Gabriel Bender, Baker & Daniels

Roger Kelso, ICST

Matt Hall, NatCity Investments

Hans Steck, Bingham McHale

Bob Kocher, JP Morgan

Diana Hamilton, Sycamore Advisors

A Special Meeting of the Indianapolis Local Public Improvement Bond Bank (“Bond Bank”) convened at 12:00 p.m., Monday, March 20, 2006 at the City-County Building, 200 East Washington Street, Suite 224, Indianapolis, Indiana, pursuant to notice given in accordance with IC 5-14-1.5. Board Chair Mary Chandler called the meeting to order after determining that a quorum was present.

Ms. Chandler asked for a motion to approve the minutes from February 22, 2006. Ms. DeVonne Richburg-Pollard made the motion to approve the minutes, seconded by Mr. Jacob Hall. All voted in favor and the motion passed.

The first order of business was Resolution No. 4– Increase in the Current or Issuance of a New Credit Facility. Barbara A. Lawrence explained that this is to authorize an increase in the current or issuance of a New Credit Facility. Ms. Lawrence then stated that the issuance has to do with the Bond Bank’s continuing work with DPW (Department of Public Works) for the CSO program. This will move forward with more costly projects and the Bond Bank is putting a financing plan together that will enable the Bond Bank to minimize the cost of capital while moving forward with the different projects. Ms. Lawrence then stated that one of the crucial key elements would be the issuance of the Commercial Paper, a short-term financing option. This would allow the Bond Bank and DPW to have an available pool of cash from which to draw from as needed. It would also allow Bond Bank to accurately reflect the actual cost of a project. She then explained how they generally go about the process, stating also that this would be a more efficient way to manage the projects.

Ms. Lawrence then went on to explain that currently, under the Commercial Paper program the Bond Bank would has authorization for up to $30 million, plus interest expense. She said that what they would like to do is more than double that amount to $75 million. It is anticipated that $70 million will be used for DPW and $5 million for the City to use for vehicles. She then stated that she hopes that the Bond Bank can negotiate favorable terms with the current provider, KeyBank. In all, they would like to have a credit facility in the event that there is an issue of remarketing the Commercial Paper for any unforeseen events.

Chairperson Chandler did a brief recap of the discussion with a few questions and Ms. Lawrence confirmed and clarified the questions. Ms. Lawrence also stated that this is just the first phase of the program in order to address some timing and other issues that may arise. Chair Chandler asked if there were possible expenses to Commercial Paper that does not exist in a typical bond issue. Ms. Lawrence stated that there are, mentioning that there are remarketing fees and a credit facility. Chair Chandler then asked Ms. Lawrence if she felt that this was a more cost efficient way of approaching the program and Ms. Lawrence stated that she felt it was. Ms. Lawrence also mentioned that the Bond Bank would keep the current project team in place. Chair Chandler then asked why the Bond Bank was combining Sanitary Sewer and the vehicles. Ms. Lawrence stated that it was mainly for the purpose of the credit facility, since they are both based on the underlying credit quality of the City.

Chair Chandler asked the Board members if they had any questions. Mr. Jacob Hall stated that it looks like it is a more efficient way for the Board of Public Works to address the financing. Ms. Lawrence then stated that it will not be an easy process as there are challenges with implementing the program, both from a cash flow, as well as from an accounting standpoint. Ms. Lawrence stated that overall the goal is to make it an efficient program.

Chair Chandler asked for a motion to approve Resolution No. 4. Mr. Jacob Hall made the motion to approve, seconded by Ms. DeVonne Richburg Pollard. All voted in favor and the motion passed.

The next order of business was the Bond Bank’s upcoming issues. Ms. Katie Aeschliman explained that the MECA (Metropolitan Emergency Communications Agency) Board voted a few weeks ago to approve the Motorola proposal to provide the upgrade for the communications system. She then stated that the Bond Bank and the working group are in preliminary discussions to acquire the long-term financial upgrade. She also mentioned that MECA has a short-term need for cash, as there is some preliminary data system work that needs to happen, as well as a local match requirement for some federal grant dollars. Therefore, the Bond Bank is pursuing a short-term note to provide that particular financing; this will ultimately be taken out by the long-term bond issue. The Bond Bank will be back before the Board in April 2006 with that resolution to be considered.

Ms. Aeschliman then discussed the issue with DPW and its 9^th SRF loan, as well as, some part of an open market issue to finance the next phase of the sanitary/sewer improvements. Those issues will come before the Board in May or June 2006.

Chair Chandler asked Ms. Aeschliman if she knew of the dollar amount for the short-term MECA issue. Ms. Aeschliman stated that it would be approximately $5 million. Chair Chandler then asked what the overall dollar amount would be. Ms. Aeschliman stated that it would be approximately $40-$50 million.

The next discussion was that of the new City vehicles to be purchased. Mr. Kyle Willis stated that the Bond Bank has been in talks with the City regarding financing for the purchase of new vehicles for DPW, Parks & Recreation, police and fire departments. He stated that there appears to be a real need for new vehicles and fire apparatus. The Bond Bank and City are currently looking at a lease agreement or an issue of Commercial Paper. The Bond Bank is looking to come back before the Board in April or May 2006 for consideration of this financing. Mr. Willis then stated that the amount of issue would be approximately $5 million, not to exceed that amount.

There were no additional questions.

Chairperson Chandler asked for a motion to adjourn. Ms. DeVonne Richburg Pollard made the motion, seconded by Mr. Jacob Hall. All voted in favor and the motion passed.

Chair Chandler adjourned the meeting at 12:15p.m.