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R1742 R E S O L U T I O N NO. 1742 RESOLUTION OF THE METROPOLITAN ST. LOUIS SEWER DISTRICT AUTHORIZING THE PUBLIC SALE OF $9,020,000 PRINCIPAL AMOUNT OF GENERAL OBLIGATION SEWER REFUNDING BONDS, SERIES A 1985, AND $15,000,000 PRINCIPAL AMOUNT OF GENERAL OBLIGATION SEWER BONDS, SERIES B 1985, OF THE MISSISSIPPI RIVER SUBDISTRICT OF THE METROPOLITAN ST. LOUIS SEWER DISTRICT; FIXING A DATE FOR THE SALE OF THE BONDS; APPROVING THE FORM OF NOTICE OF BOND SALE RELATING TO THE BONDS; AUTHORIZING PREPARATION OF THE PRELIMINARY OFFICIAL STATEMENT RELATING TO THE BONDS; AUTHORIZING THE USE OF SUCH NOTICE OF BOND SALE AND PRELIMINARY OFFICIAL STATEMENT IN CONNECTION WITH THE SALE OF THE BONDS; AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION WITH THE SALE OF THE BONDS. BE IT RESOLVED BY THE METROPOLITAN ST. LOUIS SEWER DISTRICT, AS FOLLOWS: Section 1. That there are hereby authorized to be offered at competitive public sale $9,020,000 principal amount of General Obligation Sewer Refunding Bonds, Series A 1985 (the "Series A Bonds"), and $15,000,000 principal amount of General Obligation Sewer Bonds, Series B 1985 (the "Series B Bonds") of the Mississippi River Subdistrict of The Metropolitan St. Louis Sewer District (the Series A Bonds and the Series B Bonds being sometimes collectively referred to hereinafter as the "Bonds"), and sealed bids for the Bonds shall be received on Tuesday, October 15, 1985, at the office of Mr. William R. Stamm, Secretary-Treasurer of The Metropolitan St. Louis Sewer District, 2000 Hampton Avenue, St. Louis, Missouri 63101, until 11:00 o'clock A.M. (Local Time), upon the terms and conditions set forth in the Notice of Bond Sale attached hereto as Exhibit A. Section 2. That the Bonds shall be dated November 1, 1985, shall bear interest at the rates to be determined when the Bonds are sold, said interest being payable semiannually on February 15 and August 15 in each year, beginning February 15, 1986. The Series A Bonds shall mature on February 15, 1996, and the Series B Bonds shall mature on February 15, 2004. The Bonds shall be subject to redemption at such times, shall be in such denominations and shall be payable at the place set forth in the Notice of Bond Sale. Section 3. That the Notice of Bond Sale is hereby approved in substantially the form attached hereto as Exhibit A, and the appropriate officers and representatives of the District are hereby authorized to use such Notice of Bond Sale in connection with the sale of the Bonds. Section 4. That the Executive Director, the Assistant Executive Director and General Counsel, the Director of Finance and the Secretary-Treasurer of the District and the advisors to the District regarding the issuance of the bonds, including Black & Veatch, Consulting Engineers, A. G. Edwards & Sons, Inc., Financial Advisors and Thompson & Mitchell, Bond Counsel, are hereby authorized and directed to prepare and execute the Preliminary Official Statement relating to the Bonds and to finalize the Notice of Bond Sale relating to the sale of the Bonds and to take all actions as may be necessary to proceed with the sale of the bonds. Section 5. That notice of said bond sale is hereby authorized and directed to be given by mailing copies of the Notice of Bond Sale and Preliminary Official Statement to investment banking firms and banks and other financial institutions located throughout the United States which in the opinion of the District's financial advisors, A. G. Edwards & Sons, Inc. may be interested in the purchase of the Bonds. The Notice of Bond Sale shall also be published by the Secretary-Treasurer of the District, at least once in one or more newspapers of general circulation, published in the District, such publication to be made at least ten days prior to the date of sale. The Notice of Bond Sale shall also be published not less than one time prior to the date of the bond sale in the Daily Bond Buyer and in such other newspapers as the Secretary- Treasurer of the District shall deem appropriate. Section 6. That the appropriate officers and representatives of the District are hereby authorized to apply to Moody's Investors Service, Inc. for a rating of the Bonds and to take other actions necessary to carry out the public sale of the Bonds. Section 7. That this Resolution shall be in full force and effect from and after its adoption by the District. ADOPTED by the Board of Trustees of The Metropolitan St. Louis Sewer District this ______ day of ____________, 1985. ___________________________________ Chairman of the Board of Trustees of the District (Seal) ATTEST: 3 ______________________________ Secretary-Treasurer of the District 4 I, the undersigned, William R. Stamm, Secretary-Treasurer of The Metropolitan St. Louis Sewer District, hereby certify that the above and foregoing is a true and correct copy of the Resolution of the Metropolitan St. Louis Sewer District passed and adopted by the District on September 11, 1985, authorizing the sale of the General Obligation Sewer Refunding Bonds, Series A 1985, of the Mississippi River Subdistrict of The Metropolitan St. Louis Sewer District in the principal amount of $9,020,000, and the General Obligation Sewer Bonds, Series B 1985, of the Mississippi River Subdistrict of the Metropolitan St. Louis Sewer District, in the principal amount of $15,000,000, as the same appears in the records of the District, and that said Resolution has not been modified, amended or repealed and that the same remains in full force and effect as of the date hereof. WITNESS my hand and seal of the District this ______ day of ___________, 1985. ___________________________________ William R. Stamm, Secretary-Treasurer of The Metropolitan St. Louis Sewer District 5 The foregoing Resolution was adopted September 11, 1985.