MINUTES OF

A Special Meeting of the Indianapolis Local Public Improvement Bond Bank (“Bond Bank”) convened at 12:00 noon, Monday, June 19, 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. Ms. Mary Chandler called the meeting to order after determining that a quorum was present.

Chair Chandler first acknowledged the passing of Ms. Barbara A. Lawrence’s father and the Board and others gave their condolences.

Chair Chandler then asked for a motion to approve the minutes from May 15, 2006. She then mentioned to Monica Durrett that she had a few minor changes regarding typos that would need to be changed. Ms. Durrett stated that she was aware of the typos and new drafts were presented to the Board.

Chair Chandler asked for a motion to approve the minutes. Mr. Thomas O’Donnell made the motion to approve, seconded by Mr. Jacob Hall. All voted in favor and the motion passed.

The first order of business was Resolution No. 9 – SRF Loan 9. Ms. Katie Aeschliman explained that the resolution authorizes the Bond Bank to issue $35,250,000 of bonds at a rate not to exceed 4%. The Bond Bank will do this through the SRF Program as loan No. 9. She then explained that in Fall 2005 the City-County Council authorized an increase in the sewer revenues and an issuance of $160 million to complete the first phase of construction for the sanitary-sewer projects. She then stated that in December 2005 the Bond Bank Board approved $95 million for SRF loan No. 8. Loan No. 9 is the second part of the first phase in the amount of $35.25 million. The Bond Bank anticipates completing the first phase of the entire $160 million with an open market bond issue in the next few months. She then mentioned that included in the resolution were two amendments to the financial assistance agreements, for loans 7 & 8 respectively, which extend the time of the drawdown period for the Sanitary District. She explained that this was necessary due to changes to the imminent domain law which occurred during the most recent session of the General Assembly. This has caused delays in projects for the City of Indianapolis - Marion County. The State has approved those amendments to those loans.

Chair Chandler asked a question regarding the open market bond issue amount. Ms. Aeschliman stated that it would be approximately $45-50 million. It was then explained that some of the projects would have a useful life of more than 20-years, therefore, the bonds are amortized well over 20-years. Chair Chandler stated that currently the City is negotiating with the EPA (Environmental Protection Agency) regarding issues pertinent to the capital needs of the sanitary system. Ms. Aeschliman stated that was correct.

Chair Chandler asked for a motion to approve Resolution No. 9. 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 Draft Audit 2005. Chair Chandler explained that the draft was only given to the Board to review for feedback at that time. Ms. Barbara A. Lawrence stated that the Bond Bank was bringing the draft audit before the Board for consideration to give them time to review it before its July meeting. Ms. Lawrence asked the Board to contact her in the next few weeks to answer any questions they may have. She will then finalize her review working along with Katz, Sapper & Miller, LLP (auditor) and they will then bring the final documents back before the Board for approval for the July 17^th meeting.

Ms. Lawrence then explained that Katz, Sapper, & Miller had been doing the Bond Bank’s audit work since 2000, and are well versed in the Bond Bank’s operations. She mentioned that Scott Schuster has been the managing partner overseeing the Bond Bank’s actual audit and had experience working with the Bond Bank prior to the new administration for the City of Indianapolis - Marion County. She then asked Mr. Schuster to give a brief summery of the draft audit for 2005.

Mr. Schuster explained the contents of the handout given to the Board. He stated that it was a clean opinion and there were no significant changes in the Bond Bank’s accounting policies for the year. He then stated that the only major accounting estimate in the financial statement was where the Bond Bank advances money to different Qualified Entities during the year, whereas, Katz Sapper, & Miller has to set an allowance for what they expect the Bond Bank will recover from the advances. There were no disagreements with management or consultations with other independent counsel. There were no difficulties in performing the audit.

He then explained some of the dollar figures to the Board regarding, statement of revenues and expenses, interest income, and administrative costs to the bonds.

Chair Chandler asked if the audit was complete and if the only thing that needs to be done is the Board’s duty to review it. Mr. Schuster stated that there was one item that Katz Sapper & Miller needed and that is the amount of defeased debt, however, it does not impact the Bond Bank’s financial statement. There were no questions from the Board.

The next order of business was ongoing issues with the Bond Bank. Ms. Lawrence explained the companion bond issue to the SRF (open market bond issue). The bond issue will be in the $40-$50 million range, primarily for projects that are not eligible under the SRF program or from a timing standpoint. This will possibly come before the Board in August 2006. Chair Chandler asked about the monies that are not available for revolving funds. Ms. Lawrence named a few which included, land acquisition costs, projects that are more operation in nature, and those projects that are viewed as economic development.

The Bond Bank is working with the Controller’s Office on COIT (County Option Income Tax) Notes. The process is similar to the tax warrants program. Those will likely be issued in July 2006.

Mr. Jacob Hall asked Ms. Lawrence if the Bond Bank would be involved in a bond issue for infrastructure for the near-eastside. Ms. Lawrence stated that that is correct and it appears that early fall 2006 is the target.

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

Chair Chandler adjourned the meeting at 12:20p.m.