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CLINCH VALLEY COLLEGE MATTERS

CLINCH VALLEY FACULTY HOUSING BOND ISSUE

The President reported that the arrangements for the Clinch Valley Faculty Housing bond
issue in the sum of One Hundred Fifty Thousand Dollars ($150,000.00) were now nearing completion.
He noted that under authority granted by resolution of the Board adopted 7 June
1957, Mr. Darden, on behalf of and in the name of The Rector and Visitors, had entered into
a Loan Agreement dated as of 1 April 1957, with the United States of America in connection
with the erection of faculty housing units at Clinch Valley College, designated as Project
No. Va. 44-CH-9(D).

In connection with the matter, the President submitted to the Board three resolutions
pertaining to financing this project, the first two of which were prepared by Mr. C. Venable
Minor, Special Counsel to the University, and the third prepared by Messrs. Wood, King, Dawson and
Logan, Bond Counsel to the University

Each of the above resolutions was considered by the Board in the order listed.

(1) the Board unanimously adopted, on motion of Mr. Smith, duly seconded, the following
resolution

RESOLUTION RATIFYING A NOTE IN THE
PRINCIPAL SUM OF $150,000.00 COVERING
TEMPORARY FINANCING OF PROJECT NO.
VA. 44-CH-9(D)

WHEREAS, pending the issuance of bonds not in excess of $150,000.00 contemplated in
the Loan Agreement dated as of April 1, 1957, between The Rector and Visitors of the University
of Virginia (hereinafter called the "Board") and the United States of America, to defray cost of
erection of Faculty Housing at the Clinch Valley College of the University of Virginia, designated
in said Loan Agreement as Project No. Va. 44-CH-9(D), it became necessary to obtain temporary financing
to defray construction costs in connection with the erection of such Faculty Housing, and,

WHEREAS, to cover such temporary financing, on April 30, 1958, the Governor of Virginia
authorized the Board to borrow a sum not to exceed $150,000.00 on such terms and from such sources
as might be approved by the Treasurer of Virginia, and,

WHEREAS, in accordance with the provisions of said authorization dated April 30, 1958,
on or about May 12, 1958, Colgate W. Darden, Jr., then President of the University of Virginia,
executed in the name and on behalf of the Board a note, subsequently delivered to the Treasurer
of Virginia, in the principal sum of $150,000.00, dated May 12, 1958, and more particularly
described below, and,

WHEREAS, the Board has not heretofore formally authorized the execution and delivery of
said note, and it is now deemed desirable to do so,

NOW THEREFORE, BE IT RESOLVED, that the Board, in regular meeting assembled, does hereby
approve, ratify and confirm (a)- the execution of said note dated May 12, 1958, by Colgate W.
Darden, Jr., then President of the University of Virginia, in the name and on behalf of the Board,
and (b)- the delivery of said note to the Treasurer of Virginia. Said note is more particularly
described by the language contained therein, to-wit

(2) The Board unanimously adopted, on motion of Mr. Martin, duly seconded, the following
resolution

RESOLUTION AUTHORIZING EXECUTION OF
AMENDATORY LOAN AGREEMENT

WHEREAS, The Rector and Visitors of the University of Virginia, a public educational
institution, organized and existing under and by virtue of the laws of the Commonwealth of Virginia,
(Herein called the "Borrower"), has heretofore entered into a certain Loan Agreement dated
as of April 1, 1957, (Herein called the "Loan Agreement") with the United States of America, acting
by and through the Housing and Home Finance Administrator (Herein called the "Government"),
with respect to a loan to the Borrower under Title IV of the Housing Act of 1950, as amended, and

WHEREAS, the Borrower has requested that certain revisions be made in the said Loan
Agreement, and the Government has pursuant thereto submitted to the Borrower a certain Amendatory
Loan Agreement dated as of December 1, 1959, (Herein called the "Amendatory Loan Agreement"), for
approval and execution by the Borrower, which said Amendatory Loan Agreement is satisfactory,

NOW, THEREFORE, BE IT RESOLVED BY said The Board of Visitors of the Borrower that subject
to the approval of the Honorable J. Lindsay Almond, Jr., Governor of Virginia, the said Amendatory
Loan Agreement, a copy of which is attached hereto, be and the same is hereby approved. The President,
Edgar F. Shannon, Jr., is hereby authorized and directed to execute the said Amendatory
Loan Agreement in the name and on behalf of the Borrower, in as many counterparts as may be necessary,
and the Secretary, Weldon Cooper, is hereby authorized and directed to affix or impress the official
seal of the Borrower thereon and to attest the same, After approval by said Governor of Virginia
as aforesaid, the proper officer is directed to forward the said executed counterparts of the said
Amendatory Loan Agreement to the Government, together with such other documents evidencing the
approval and authorization to execute the same as may be required by the Government.

(3) The Board unanimously adopted, on motion of Mr. Blanton, duly seconded, the following
resolution

RESOLUTION
AUTHORIZING THE ISSUANCE OF ONE HUNDRED FIFTY THOUSAND
DOLLARS ($150,000) PRINCIPAL AMOUNT OF CLINCH VALLEY
COLLEGE FACULTY HOUSING BONDS OF 1958 OF THE RECTOR
AND VISITORS OF THE UNIVERSITY OF VIRGINIA, FIXING
THE FORM AND OTHER DETAILS, SECURING THE PAYMENT AND
PROVIDING FOR THE RIGHTS OF THE HOLDERS THEREOF.

WHEREAS, The Rector and Visitors of the University of Virginia (hereinafter called the
"Board") has heretofore duly authorized the organization of a two-year college program at Clinch

Valley College (hereinafter called the "College"), located in Wise, Virginia, the establishment
of which College as a division of the University of Virginia (hereinafter called the "University")
under the supervision, management, and control of the Board, has been duly authorized, ratified,
validated, and confirmed by Chapter 60 of the Acts of Assembly of the Extra Session of 1959, and,

WHEREAS, the said College has been duly and regularly organized and established and
constitutes a division of the University under the administration, management, and control of
the Board, and,

WHEREAS, the Board has determined that it is required by and convenient for the purposes
of the University to construct, and has authorized the construction of, certain buildings and
improvements at the College consisting of six single faculty dwellings and a four-unit apartment
building, each with necessary appurtenant facilities to house ten faculty families (hereinafter,
collectively, called the "Project"), and,

WHEREAS, in order to finance the cost of the Project, the Board deems it necessary
and advisable to issue and sell its bonds for such purpose pursuant to Chapter 3, Title 23 of
the Code of Virginia, 1950, as amended, and,

WHEREAS, the Board has heretofore on the 27th day of January, 1958, entered into a
Loan Agreement dated as of April 1, 1957, with the United States of America, acting by and
through the Housing and Home Finance Administrator (hereinafter called the "Government"), whereby
the Government, subject to the provisions of said Loan Agreement and the Terms and Conditions
attached thereto and made a part thereof agreed to purchase the bonds therein described, provided
such bonds were not otherwise sold at public sale to other bidders, and,

WHEREAS, the Governor of the State of Virginia has approved the Loan Agreement and
the issuance of the bonds therein authorized, and,

WHEREAS, certain revisions to the Loan Agreement are set forth in an Amendatory Loan
Agreement dated as of December 1, 1959, and subject to approval by the Governor of the Commonwealth
of Virginia, the Board has approved of the Amendatory Loan Agreement and has authorized
its President to execute the same with the Government.

NOW, THEREFORE, BE IT RESOLVED BY THE RECTOR AND VISITORS OF THE UNIVERSITY OF
VIRGINIA

ARTICLE I

DEFINITIONS

SECTION 1.01. Unless the context otherwise requires, the terms defined in this
Article shall, for all purposes of this Resolution, and of any resolution supplemental hereto,
have the meanings herein specified, and the following definitions shall be equally applicable both
to the singular and plural forms of any of the terms herein defined, to-wit

ARTICLE II

AUTHORIZATION AND ISSUANCE OF BONDS

SECTION 2.01. Pursuant to the authority contained in Chapter 3, Title 23 of the Code
of Virginia, 1950, as amended, and pursuant to the Loan Agreement, there are hereby authorized
to be issued One Hundred Fifty Thousand Dollars ($150,000) principal amount of "Clinch Valley
College Faculty Housing Bonds of 1958" of The Rector and Visitors of the University of Virginia,
to finance the Costs of the Development of the Project. Except as provided in Section 2.02
hereof, said Bonds shall be Coupon Bonds in the denomination of One Thousand Dollars ($1,000)
each, numbered from M1 to M150, inclusive, registrable as to principal only, dated November 1,
1958, and shall mature serially in numerical order on November 1 in each of the years and in
the amounts as follows

           

Years	Annual Amount
1960 to 1965, inclusive	$2,000
1966 to 1977, inclusive	3,000
1978 to 1986, inclusive	4,000
1987 to 1992, inclusive	5,000
1993 to 1998, inclusive	6,000

Said Coupon Bonds shall bear such rate or rates of interest, payable semi-annually on
May 1 and November 1 in each year, as shall be hereafter determined by the Treasury Board upon
the sale of the Bonds, pursuant to the provisions of Section 10.04 hereof.

Principal of, the premiums, if any, and the interest on the said Coupon Bonds shall be
payable at the principal office of the Treasury Board of the State of Virginia, Richmond, Virginia,
or, at the option of the Holder, at The Chase Manhattan Bank, in the Borough of Manhattan,
City and State of New York, in any coin or currency which, on the respective dates of payment of
such principal, interest and redemption premium, if any, is legal tender for the payment of
debts due the United States of America.

SECTION 2.02. In the event that the Government shall purchase all or any part of the
Bonds, the Board, at the option of the Government, or at the option of other purchasers, if
any, shall issue, through the Treasury Board, in lieu of Coupon Bonds, Registered Bonds with
face values in the amount of the respective purchases. Such Registered Bonds shall be numbered
from R1 upwards, and shall be dated November 1, 1958. Interest upon the principal amount of
said Registered Bonds, or upon the balance of the said principal amount from time to time remaining
unpaid, shall be payable semi-annually on May 1 and November 1 in each year at such
rate or rates as shall hereafter be determined by the Treasury Board upon the sale of the Bonds
pursuant to the provisions of Section 10.04 hereof.

The Principal of, or any installment of the principal of, Registered Bonds, the premium
thereon, if any, and the interest thereon shall be payable at such place and in such manner as shall
be directed by the purchaser. Such payments, except the final payment, shall be made by the Board
through the Treasury Board without presentation or surrender of the Registered Bond to any Paying
Agent, but such payment shall be noted upon the Registered Bond by the owner thereof, or by any
other authorized designee of the owner, on the Payment Record attached to and made a part of the
said Registered Bond, provided, however, that if the owner of a Registered Bond originally issued
pursuant to the preceding paragraph shall assign the same, the assignee shall surrender same to
the Treasury Board either for exchange for a new Registered Bond in the unpaid principal amount of
the Registered Bond, or for a verification of the payments noted upon the said Payment Record, and
thereafter all payments of principal, premiums, if any, and interest on such Registered Bond shall
be made only upon the surrender thereof to the Treasury Board for the notation of said payments upon
the said Payment Record.

Before any Registered Bond shall be issued pursuant to this Section 2.02, evidence of the
non-liability of the Board for payment of accrued interest for the period prior to the interest payment
date next preceding the date of delivery of the Registered Bond shall be noted by the Treasury
Board upon the Payment Record attached to and forming a part of the Registered Bond.

The Board hereby covenants and agrees that it will, at its sole expense, upon ninety (90)
days' written request from the Registered Owner of any Registered Bond, to the Treasury Board, and,
upon the surrender thereof to the Treasury Board, deliver in exchange for such Registered Bond
Coupon Bonds payable to bearer, registrable as to principal only, in the denomination of One
Thousand Dollars ($1,000) each, in an aggregate principal amount equal to the principal amount,
then unpaid, of any such Registered Bond and having maturities corresponding to the maturities of
the principal installments, then unpaid, of the Registered Bond and having annexed thereto coupons
maturing after the date to which interest on such Registered Bond has been fully paid, in the form
hereinafter in this Resolution set forth.

SECTION 2.03. All Bonds issued hereunder shall be executed in the name of the Board by
its President, and the corporate seal of the Board shall be thereunto affixed and attested to by
the Secretary of the Board. The coupons to be attached to the Coupon Bonds shall be authenticated
by the facsimile signature of the said President. In case any of the officers who shall have
signed, attested or sealed any of the Bonds or interest coupons shall cease to be such officer
before the Bonds and interest coupons so signed, attested or sealed shall have been actually issued
and delivered, such bonds and interest coupons shall be valid, nevertheless, and may be issued by
the Board through the Treasury Board to the same effect as though the person who signed, attested
or sealed such bonds or interest coupons had not ceased to be such officer. Such officers may sign the
Bonds, or the facsimile signature of any President of the Board may authenticate the interest coupons
appertaining to the Coupon Bonds, although said Bonds are dated prior to their or his assumption of
office.

SECTION 2.04. The proceeds derived from the sale of the Bonds shall be disbursed by the
State Treasurer as follows

SECTION 2.05. The Board shall cause to be kept, at the principal office of the Treasury
Board, books for the registration and transfer of Bonds in the manner provided therein so long as
any of the Bonds shall remain outstanding. The Board and the Treasury Board may treat the bearer
of any coupon, the bearer of any Bond which shall be registered to bearer, or which shall not at
the time be registered, and the Registered Owner of any Bond which shall at the time be registered
other than to bearer, as the absolute owner of such coupon or Bond for all purposes, and neither
the Board nor the Treasury Board shall be affected by any notice to the contrary.

ARTICLE III

REDEMPTION AND PREPAYMENT

A. Redemption of Coupon Bonds.

SECTION 3.01. Coupon Bonds numbered M1 to M21, inclusive, maturing November 1, 1960,
through November 1, 1968, inclusive, shall not be subject to redemption prior to the respective
maturities thereof

Coupon Bonds numbered M22 to M120, inclusive, maturing November 1, 1969 through November
1, 1993, inclusive, shall be subject to redemption prior to the stated maturities thereof, at
the option of the Board, on any interest payment date after November 1, 1968 as a whole, or, from
time to time, in part in inverse numerical order, the redemption price to be paid with respect to
each such Bond to be the percentage of the principal amount thereof as set forth below, plus accrued
interest thereon to the date fixed for redemption, to-wit

           

If Redeemed	Redemption Price (Percentage of Principal Amount Paid)
On or after May 1, 1969 to and including November 1, 1973	103.00%
Thereafter to and including November 1, 1978	102.50%
Thereafter to and including November 1, 1983	102.00%
Thereafter to and including November 1, 1988	101.50%
Thereafter at	101.00%

Coupon Bonds numbered M121 to M150, inclusive, maturing November 1, 1994 through
November 1, 1998, inclusive, shall be subject to redemption prior to their stated maturities,
at the option of the Board, on any interest payment date from and after the issuance and delivery
thereof, as a whole, or, from time to time, in part in inverse numerical order, at a
redemption price equal to the principal amount thereof, plus accrued interest to the date
fixed for redemption.

In the event that the Board shall exercise its option to redeem any of the Coupon
Bonds prior to the stated maturities thereof, as herein provided, Coupon Bonds numbered M121
to M150, inclusive, shall first be redeemed.

SECTION 3.02. Whenever the Board by resolution shall determine to redeem any of the
Coupon Bonds in accordance with the right reserved so to do, unless all of the Coupon Bonds to
be redeemed are registered Coupon Bonds, a notice of such redemption shall be given by publication
of a notice in a financial newspaper published in the English language and of general circulation
in New York, New York, such publication to be made not less than thirty (30) nor more
than forty (40) days prior to the date fixed for redemption. Such notice shall specify the
maturities and numbers of the Coupon Bonds to be redeemed (if less than all then outstanding)
and the date fixed for redemption.

SECTION 3.03. A notice similar in form to that prescribed in Section 3.02 shall be
deposited by the Treasury Board in the United States Mail, postage prepaid, at least thirty
(30) days prior to the redemption date, addressed to the owners of registered Coupon Bonds
called for redemption, at the addresses appearing upon the bond registry book.

SECTION 3.04. Notwithstanding the foregoing, if the Holders or Registered Owners
of all Coupon Bonds to be redeemed shall file a written waiver of notice with the Treasury
Board, such Coupon Bonds may be redeemed in inverse numerical order on the first day of the
month next following the receipt by the Treasury Board of such waiver of notice, without the
necessity of notice and without the payment of premiums, if so provided in the said waiver.

SECTION 3.05. Notice of redemption having been given by publication in the manner
hereinabove provided, if required, and notice of redemption having been mailed to the owners
of registered Coupon Bonds to be redeemed, or written waivers of notice having been filed with
the Treasury Board by the Holders or Registered Owners of all Coupon Bonds to be redeemed, and
the principal, the premium, if any, and the accrued interest payable having been deposited with
the State Treasurer, or having been set aside by the State Treasurer for that purpose, as provided
in this Resolution, on or prior to the date set for redemption, the Coupon Bonds so called
for redemption shall become payable on the redemption date so designated, and the interest on
such Coupon Bonds shall cease from such redemption date, whether such Coupon Bonds be presented for
redemption or not, and the coupons representing the interest on any of the said Coupon Bonds thereafter
to accrue shall from that date be void. The principal amount of all Coupon Bonds, the
applicable premium, if any, and the accrued and unpaid interest thereon to the date of redemption
shall be paid by the Treasury Board upon the presentation and surrender thereof in negotiable
form, accompanied by the coupons, if any, representing such interest. All coupons maturing subsequent
to the date of redemption must accompany each Coupon Bond so redeemed. All Coupon Bonds
so redeemed shall be cancelled and cremated by the Treasury Board.

B. Prepayment of Registered Bonds.

SECTION 3.06. The installments of principal of Registered Bonds maturing November 1,
1960 through November 1, 1968, inclusive, are not subject to prepayment.

The installments of principal of Registered Bonds maturing November 1, 1969 through
November 1, 1993, inclusive, shall be subject to prepayment prior to the stated maturities thereof,
at the option of the Board, on any interest payment date after November 1, 1968 as a whole,
or, from time to time, in part, in the amount of One Thousand Dollars ($1,000) or any multiple
thereof in the inverse order of maturity of the said installments upon payment of the price for
each One Thousand Dollars ($1,000) principal amount thereof as set forth below, plus accrued interest
thereon to the date fixed for prepayment, to-wit

           

If Prepaid	Prepayment Price (Percentage of Principal Amount Paid)
On or after May 1, 1969 to and including November 1, 1973	103.00%
Thereafter to and including November 1, 1978	102.50%
Thereafter to and including November 1, 1983	102.00%
Thereafter to and including November 1, 1988	101.50%
Thereafter at	101.00%

The installments of principal of Registered Bonds maturing November 1, 1994 through November 1,
1998, inclusive, shall be subject to prepayment prior to the stated maturities thereof, at the option
of the Board, on any interest payment date from and after the issuance and delivery thereof, as a
whole, or, from time to time, in part, in the amount of One Thousand Dollars ($1,000) or any multiple
thereof in the inverse order of maturity of the said installments upon payment of the principal
amount thereof, plus accrued interest to the date fixed for prepayment.

In the event the Board shall exercise its option to prepay the principal installments
of any of the Registered Bonds prior to the stated maturities thereof as herein provided, the
principal installments maturing November 1, 1994 through November 1, 1998, inclusive, shall
first be prepaid

SECTION 3.07. Notice of any prepayment of the principal of any Registered Bond, or
any portion thereof, as hereinabove permitted shall be given by Registered Mail to the Registered
Owner of any such Registered Bond at least thirty (30) days prior to the date fixed
for prepayment, the amount of principal to be prepaid, the premium thereon, if any, and the
amount of accrued interest thereon to the date of prepayment.

SECTION 3.08. Anything herein to the contrary notwithstanding, so long as the Registered
Owner of any Registered Bond is the Government, the Board may, at its option, prepay,
on any date, the entire unpaid principal amount of any such Registered Bond so owned, or any
lesser portion of the said principal amount, from time to time, in the amount of One Thousand
Dollars ($1,000) or any multiple thereof, in the inverse order of maturity of the installments
of principal of any such Registered Bond, or of the said installments thereof, together with
accrued interest to the date of prepayment, it being the intent of this Section 3.08 that as
long as the Government is the Registered Owner of any such Registered Bond, all noncallable
provisions applicable to the principal of any such Registered Bond, or applicable to any of
the installments of principal thereof, all premiums for the prepayment of the principal of
any such Registered Bond, or for the prepayment of any of the installments of principal thereof,
all provisions for the publishing or mailing of notice of prepayment and all specific prepayment
dates, shall be deemed and considered as waived.

SECTION 3.09. Notice of any prepayment having been given in accordance with the requirements
of Section 3.07 of this Article III unless waived by the provisions of Section 3.08,
and the principal amount to be prepaid, the premium thereon, if any, and the accrued interest
payable thereon having been deposited with the State Treasurer, and having been set aside by
the State Treasurer for that purpose, as provided in this Resolution, on or prior to the date
of prepayment, the principal amount of any Registered Bond so called or designated for prepayment
shall become payable on the prepayment date so designated and the interest upon such principal
amount shall cease upon such prepayment date, whether or not a notation of such prepayment
is made upon the Payment Record attached to any such Registered Bond. During the time that the
Government is the Registered Owner of any Registered Bond, any prepayment of such Bond so owned
shall be made at the principal office of the Federal Reserve Bank of Richmond, Richmond, Virginia,
or at the principal office of any other depositary as the Government shall designate, and such
prepayment, except final payment, may be without the presentation or surrender of the Registered
Bond to the Treasury Board, but such prepayment shall be noted on the Payment Record
attached to such Registered Bond by the said Federal Reserve Bank of Richmond, or by any other
authorized depositary. If the Government shall assign any Registered Bond owned by it, any
prepayment to any assignee shall be made only upon the surrender by such assignee of such
Registered Bond to the Treasury Board for notation of such prepayment upon the said Payment Record.

ARTICLE IV

CREATION OF FUNDS AND ACCOUNTS
AND PAYMENTS THEREFROM

SECTION 4.01. There is hereby created a special account to be known as the "Project
Revenue Fund Account" (hereinafter called the "Revenue Fund"), which shall be maintained as
long as any of the Bonds are outstanding and which shall be held separate and apart from all
other funds of the Board and which shall be maintained by the Board with the State Treasurer.
The Board covenants and agrees that it will pay to the State Treasurer for deposit in the
Revenue Fund the amount of all accrued interest received by the Board upon the sale of the
Bonds, for allocation to the Bond and Interest Sinking Fund Account in accordance with Section
2.04 of this Resolution, and thereafter, as soon as any portion of the Project has become
revenue-producing, the Board also covenants and agrees to pay monthly to the State Treasurer
for deposit in the Revenue Fund the Gross Revenues derived by it from the Project.

The moneys from time to time on deposit in the Revenue Fund shall be held by the
State Treasurer in trust and shall be subject to a lien and charge in favor of the Bondholders
until disbursed as hereinafter provided.

Moneys from time to time on deposit in the Revenue Fund shall be expended and used
only in the manner and in the order specified in Sections 4.02, 4.03, 4.04 and 4.05 hereof

SECTION 4.02. Current Expenses of the Project (herein called "Current Expenses")
shall be payable, as a first charge from the Revenue Fund as the same become due and payable.
For the purpose of paying the said Current Expenses there is hereby created a special account
to be known as the "Current Expenses Account" which shall be maintained by the Board with the
State Treasurer, and the State Treasurer shall transfer in each Fiscal Year from the Revenue
Fund to the Current Expenses Account in the manner and at the times hereinafter set forth the
amounts required to pay the Current Expenses during the then current Fiscal Year, the aggregate
of which shall, in no event, exceed the amount provided therefor in the Current Expenses Budget
(hereinafter provided for) for such Fiscal Year. There shall be transferred monthly from
the Revenue Fund to the Current Expenses Account not more than one-twelth (1/12) of the Current
Expenses Budget requirements. The Current Expenses Account shall be applied from time to time
by the State Treasurer to the payment of Current Expenses as budgeted, upon the vouchers of
the treasurer or other authorized fiscal officer of the Board.

Prior to the beginning of each Fiscal Year, the Board shall prepare and adopt by resolution
a proposed budget of Current Expenses during such ensuing Fiscal Year (herein called the
"Current Expenses Budget"). The proposed Current Expenses shall be itemized according to proper
classification and in reasonable detail, and the resolution of the Board adopting such Budget
shall find and determine that the Current Expenses listed therein constitute Current Expenses
as defined in Article I of this Resolution. If for any reason the Current Expenses Budget shall
not have been adopted and approved by the Board on or before the beginning of any Fiscal Year,
the Current Expenses Budget for the preceding Fiscal Year shall be deemed to be in force for
the current Fiscal Year until the Current Expenses Budget for such Year is adopted

The Current Expenses Budget for each Fiscal Year shall be filed promptly with the State
Treasurer.

SECTION 4.03. There is hereby created a special account to be known as the "Bond and
Interest Sinking Fund Account" (hereinafter called the "Bond Fund"), which shall be maintained
as long as any of the Bonds are outstanding by the Board with the State Treasurer in trust until
applied as hereinafter provided. The State Treasurer shall deposit in the Bond Fund an amount
equal to the accrued interest received upon the sale of the Bonds in accordance with the provisions
of Section 2.04. Thereafter, as soon as any portion of the Project becomes revenue-producing,
and after providing for the payment of Current Expenses as hereinbefore provided,
the State Treasurer shall transfer from the Revenue Fund and deposit to the credit of the Bond
Fund (a) on or before April 15 and October 15, respectively of each year, as long as any of the
Bonds shall remain outstanding, an amount sufficient to pay the semi-annual installment of interest
falling due on said Bonds on the next succeeding May 1 and November 1, respectively, and
(b) on or before April 15, 1960, and on or before April 15 of each year thereafter, as long as
any of the Bonds shall remain outstanding, an amount equal to one-half of the aggregate principal
amount of the Coupon Bonds at the time outstanding which shall mature by their express terms
on the next succeeding November 1, and an amount equal to one-half of the principal installments of
Registered Bonds, which installments shall become due on the next succeeding November 1, and (c)
on or before October 15, 1960, and on or before October 15 of each year thereafter, as long as any
of the Bonds shall remain outstanding, an amount equal to one-half of the aggregate principal
amount of the Coupon Bonds at the time outstanding which shall mature by their express terms on
the next succeeding November 1, and an amount equal to one-half of the principal installments of
Registered Bonds, which installments shall become due on the next succeeding November 1.

The State Treasurer, without any direction from the Board, shall use the money in the
Bond Fund to pay the principal of and the interest on the Bonds as the same become due and payable.

SECTION 4.04. There is hereby created a special account to be known as the "Debt Service
Reserve Fund Account" (hereinafter called the "Debt Service Reserve"), which shall be maintained
by the Board with the State Treasurer in trust until applied as hereinafter provided. There
shall be deposited in the Debt Service Reserve any securities of the United States of America or
any marketable negotiable securities listed on the New York Stock Exchange that have been or shall
be donated to the University for the purpose of establishing the Debt Service Reserve, in accordance
with the Stipulation Agreement attached hereto and marked Exhibit A. From the moneys remaining in
the Revenue Fund after allocating the full amounts required to be paid therefrom into the Current
Expenses Account and the Bond Fund, the State Treasurer shall next allocate and pay into the Debt
Service Reserve on or before the close of each Fiscal Year such amount as shall be necessary to
make the aggregate of the funds and investments therein equal at least to the "Required Value,"
or the principal amount of the Bonds then outstanding, whichever is the lesser. The moneys held
in the Debt Service Reserve shall be continously invested as nearly as practicable in marketable
direct obligations of the United States of America or marketable negotiable securities listed on
the New York Stock Exchange. All income or profits on such investments shall be credited to and
all losses thereon shall be charged to the Debt Service Reserve. The income from such investments
and, if necessary, the proceeds of sale of all or part of such investments and any other
moneys in the Debt Service Reserve shall be transferred to the Bond Fund to the extent that on
any April 15 or October 15 the amounts deposited therein from the Revenue Fund may be insufficient
to meet the current semi-annual principal and interest requirements on the outstanding Bonds.
Should the Debt Service Reserve become impaired by shrinkage in the Required Value of the investments
held therein or by withdrawals to make up deficiencies in the Bond Fund, the Debt Service
Reserve shall be replenished as soon as possible from the next available moneys in the Revenue
Fund before making any payments to the Building Maintenance and Equipment Reserve Account and
the Bond Redemption Fund Account, and should the Debt Service Reserve not be made whole by the
next June 30th, the rentals charged for the use of the Project for the next college year shall
be increased by amounts sufficient (1) to make up the impairment by the next following June 30
and (2) to preclude further impairment.

SECTION 4.05. There is hereby created a special account to be known as the "Building
Maintenance and Equipment Reserve Account" (hereinafter called the "Repairs Reserve") which shall
be maintained by the Board with the State Treasurer in trust until applied as hereinafter provided.
From the moneys remaining in the Revenue Fund after allocating therefrom the full amounts required
to be paid into the Current Expenses Account, the Bond Fund and the Debt Service Reserve, including
amounts necessary to replenish any deficiencies in said Debt Service Reserve, the State Treasurer
shall next allocate, on or before the close of each Fiscal Year, the entire balance in the
Revenue Fund until the funds and investments in the Repairs Reserve shall aggregate Three Thousand
Dollars ($3,000). All moneys in the Repairs Reserve may be drawn on by vouchers of the
treasurer or other fiscal officer of the Board and used for the purpose of paying the cost of
unusual or extraordinary renovation or replacement of the Project's fixed equipment, kitchen ranges
and refrigerators and buildings, including maintenance, repairs, renewals and replacements not paid
as part of the Current Expenses, and any such withdrawals from the Repairs Reserve shall be replenished
from the Revenue Fund as soon as possible after first making the required allocations
from the Revenue Fund to the Current Expenses Account, the Bond Fund, and the Debt Service Reserve.
In the event that the funds in the Bond Fund and the Debt Service Reserve shall be reduced below
the amount required to meet the then current semi-annual debt service requirements on the outstanding
Bonds and the Required Value of the Debt Service Reserve, funds on deposit in the Repairs
Reserve shall be transferred to the Bond Fund to the extent required to make up any deficiencies
in the Bond Fund.

SECTION 4.06. There is hereby created a special account to be known as the "Bond Redemption
Fund Account" (hereinafter called the "Redemption Fund") which shall be maintained by
the Board with the State Treasurer in trust until applied as hereinafter provided. From the moneys
remaining in the Revenue Fund after allocating therefrom the full amounts required to be paid into
the Current Expenses Account, the Bond Fund, the Debt Service Reserve and the Repairs Reserve, the
State Treasurer shall next allocate and pay into the Redemption Fund, on or before the close of
each fiscal year, the entire balance in the Revenue Fund. Whenever the accumulated funds in the
Redemption Fund are equal to One Thousand Dollars ($1,000) or more, plus amounts required to pay
the accrued interest and redemption premiums, if any, on Coupon Bonds subject to redemption, or
on Registered Bonds subject to prepayment, such funds shall be used to redeem or prepay Bonds in
their inverse numerical order or in the inverse order of maturity of the installments of principal
thereof, as the case may be.

SECTION 4.11. When the total of the funds and investments in the Bond Fund, the Debt
Service Reserve, the Repairs Reserve and the Redemption Fund is sufficient to redeem or prepay
all of the outstanding Bonds, such funds and investments shall be applied to redeem or prepay
all such Bonds.

ARTICLE V

PLEDGES AND COVENANTS OF THE BOARD

SECTION 5.01. The Board covenants that it will, to the extent permitted by law, provide
and replace, as necessary from time to time, from sources other than the proceeds of the
Bonds to be issued hereunder and from sources and in a manner which will not adversely affect
the security of the Bonds, the furnishings and the moveable equipment necessary to the full
enjoyment of the use, occupancy and operation of the Project.

SECTION 5.02. Subject only to the right of the Board to cause amounts to be paid into
the Current Expenses Account and to expend the same as hereinbefore provided, the Gross Revenues
of the Project and all moneys and investments paid or to be paid, or held or to be held by the
State Treasurer pursuant to the provisions of this Resolution, are hereby pledged to secure the
payment of the principal of, the premiums, if any, and the interest on the Bonds in accordance
with their terms and the provisions of this Resolution, and this pledge shall be valid and binding
from and after the date upon which any Bonds are first issued hereunder, and the Gross Revenues
as received by the Board and other moneys or investments hereby pledged, shall immediately
be subject to the lien of this pledge without any physical delivery thereof or further act, and
the lien of this pledge shall be valid and binding against all parties having any claim of any
kind, in tort, contract or otherwise, against the Board, irrespective of whether such parties
shall have notice thereof.

SECTION 5.03. The Board covenants that it promptly will pay, or will cause to be
paid, the principal of, the premium, if any, and the interest on every Bond issued hereunder,
at the places, on the dates and in the manner specified herein and in the said Bonds and in
the coupons appertaining to the Coupon Bonds, according to the true intent thereof

SECTION 5.04. The Board covenants that it will at all times operate the Project
properly and in a sound and economical manner, and will maintain, preserve and keep the same,
with the appurtenances and every part and parcel thereof, in good repair, working order and
condition, and will, from time to time, make all necessary and proper repairs, renewals and
replacements so that at all times the operation of the Project may be properly and advantageously
conducted.

SECTION 5.05. The Board covenants that it will establish and maintain, so long as
any of the Bonds issued hereunder are outstanding, such parietal rules, rental rates and
charges for the use of the Project as may be necessary to (1) assure maximum occupancy and
use of the Project facilities, and (2) provide sufficient moneys to enable the Board to meet
the requirements of the Current Expenses Account, the Bond Fund, the Debt Service Reserve and
the Repairs Reserve as specified under Article IV of this Resolution, and that the Board will,
so far as practicable, give preference to filling Project housing vacancies over other similar
facilities at the College.

SECTION 5.06. The Board covenants that, so long as any of the Bonds are outstanding
hereunder, it will not dispose of its title to the Project, or to any part thereof, including
any lands or facilities necessary to the operation and use thereof, provided, however, that the
Board, from time to time, may alter, repair, replace, change or add to the fixtures, equipment
or structures of the Project, and may dispose of any machinery, fixtures or equipment, upon
substituting other property of equal value and utility therefor.

SECTION 5.07. The Board covenants that, upon the acceptance of any part of the Project
from the contractor, it will procure from responsible insurance companies, duly qualified
to do business in the State of Virginia, and will maintain with a responsible insurance company
or companies as long as any of the Bonds are outstanding, fire and extended coverage insurance
thereon, in amounts sufficient to provide for not less than full recovery whenever the loss
from causes covered by such insurance does not exceed eighty per centum (80%) of the full insurable
value thereof.

All such policies of insurance carried by the Board shall be deposited with the State
Treasurer, and the State Treasurer shall have the sole right to receive the proceeds of such
policies of insurance and to collect and to receipt for claims thereunder. Such proceeds are
hereby pledged, and shall be held by the State Treasurer as security for the Bonds until applied
or paid out as hereinafter provided in this Section 5.07.

The State Treasurer hereby is authorized in his own name to demand, collect, sue and
receipt for the insurance moneys which may become due and payable under such policies of insurance.
Any appraisement or adjustment of any loss or damage and any settlement or payment
of indemnity therefor, which may be agreed upon between the Board and any insurer, shall be
evidenced to the State Treasurer by a certificate, signed by the President and the secretary
or treasurer of the Board, and may be assented to and accepted by the State Treasurer. The
State Treasurer may rely upon such certificate as conclusive and shall in no way be liable or
responsible for the collection of insurance moneys in case of any loss or damage.

All such policies of insurance shall be open to the inspection of the Bondholders,
their agents and representatives, and the Administrator, and his agents and representatives,
at all reasonable times.

In the event of any damage to or destruction of the insured property, the Board, unless
it elects to pay and to redeem all of the outstanding Bonds, shall proceed diligently and
expeditiously to replace or to repair such damaged property. In the event of the payment to the
State Treasurer of the proceeds of any insurance policy relative to any particular loss which
does not exceed $10,000, such proceeds shall be paid over by the State Treasurer to the Board
upon the written order of the President and treasurer of the Board, or such other fiscal
officer of the Board as the Board shall by resolution appoint, and such payment shall be applied
by the Board, to the extent required, solely for repairing or reconstructing the damaged
property. If the proceeds of any such loss shall exceed $10,000, such proceeds shall be
paid out by the State Treasurer, from time to time, to the Board, upon the written order of

the President and treasurer of the Board, or such other fiscal officer of the Board as the
Board shall by resolution appoint, but only upon the receipt by the State Treasurer of (1)
a written requisition of the Board, executed by the President and treasurer of the Board or
such other fiscal officer of the Board as the Board shall by resolution appoint, specifying
the expenditures made or the indebtedness incurred in repairing or reconstructing the damaged
property, and certifying that the proceeds of insurance, together with any other moneys available
for such purpose, will be sufficient to complete such repairing or reconstructing, and
(2) if the Holders of not less than fifty-one per centum (51%) of the outstanding Bonds shall
request, written approval of the said requisition by an engineer or an architect named in the
said request.

In the event that the proceeds of insurance together with all other moneys legally available
for such purpose, are insufficient to complete the repair or the reconstruction of the
damaged property, such proceeds shall be deposited with and shall be held by the State Treasurer
as security for the Bonds and for the ratable benefit of the Holders thereof, provided,
however, that if the Board shall so request and the Holders of not less than fifty-one per
centum (51%) of the then outstanding Bonds, shall agree in writing, the State Treasurer shall
apply to such repair or reconstruction (in the manner above specified) all moneys held by him
in the Revenue Fund, the Bond Fund and all moneys and securities held by him in the Debt Service
Reserve, the Repairs Reserve, and the Redemption Fund.

Any proceeds of insurance held by the State Treasurer or by the Board and remaining
at the completion of any payment for such repair or reconstruction of the damaged property
shall be deposited in the Bond Fund.

Whenever and so long as the funds and investments of the Debt Service Reserve hereinbefore
provided for are less than the Required Value, the Board shall procure and maintain
use and occupancy insurance on the Project in an amount sufficient to enable the Board to deposit
in the Bond Fund out of the proceeds of such insurance, an amount equal to the sum that
would normally have been available from the revenues of the damaged building or buildings for
deposit in such Fund during the time the damaged building or buildings or non-revenue producing
as a result of loss of use caused by hazards covered by fire and extended coverage insurance.
The Board shall not be deemed in default under the terms of this Section if the Board shall procure
said use and occupancy insurance required under this Section in ten (10) days from the
date the funds and/or investments of the Debt Service Reserve become less than the Required
Value.

SECTION 5.08. Subject to the provisions of Article VII hereof, the Board covenants
that it will not, directly or indirectly, extend, or assent to the extension of, the time of
payment of any coupons appertaining to, or the time of payment of any claim for interest on,
any of the Bonds, and will not, directly or indirectly, be a party to, or approve, any such
arrangement, by purchasing or funding such coupons or claims for interest, or in any other
manner. In case any such coupons or claims for interest shall be extended or funded, such
coupons or claims for interest shall not be entitled, in case of any default hereunder, to
the benefit or the security of this Resolution, except subject to the prior payment in full
of the principal of all Bonds outstanding hereunder and of all coupons and claims for interest
which shall not have been so extended or funded.

SECTION 5.09. The Board covenants that it will at any and all times, in so far as
it may be authorized so to do by law, pass, make, do, execute, acknowledge and deliver all and
every such further resolutions, acts, deeds, conveyances, assignments, transfers and assurances
as may be necessary or desirable for the better assuring, conveying, granting, assigning and
confirming all and singular the Gross Revenues and other funds hereby pledged to the payment
of the Bonds and interest thereon or intended so to be, or which the Board may hereafter become
bound to pledge or assign.

SECTION 5.10. The Board covenants that it will keep and preserve complete and
accurate financial records and proper books relating to the Project, including complete and
accurate accounts of all sums of money received and disbursed in connection with the operation
and maintenance of the Project, such as all amounts charged and collected as fees, rents
and charges in connection with the Project and all sums disbursed for the payment of the principal
of or interest on or other debt service with respect to the Bonds issued pursuant to
this Resolution, and such records and books shall be open to inspection by the Bondholders and
their agents and representatives at all reasonable times, and that it will furnish to the State
Treasurer and to any Bondholder, upon request in writing not later than ninety (90) days after
the close of each Fiscal Year, a statement of all sums received and disbursed in connection
with the Project and of the status of the Bond Fund, the Debt Service Reserve, and the Repairs
Reserve, including balance sheets and financial statements certified by the Auditor of Public
Accounts of the State of Virginia and compiled in accordance with the system of accounting prescribed
by said Auditor of Public Accounts, reflecting in reasonable detail the financial condition
and record of operations of the Project.

SECTION 5.11. So long as any of the Bonds are outstanding and unpaid, the Board will
not furnish or supply any commodity, service or facility furnished by or in connection with the
Project free of charge to any person, firm or corporation, public or private

SECTION 5.12. The Board covenants that it will not issue any Bonds, certificates or
other evidences of indebtedness, other than the Bonds authorized hereby, secured by a pledge of
the Gross Revenues, and it will not create or cause to be created any lien or charge on such
Gross Revenues, and no part of the Project will be sold, mortgaged, leased or otherwise disposed
of or encumbered, nor will any lien for other purposes be allowed to remain thereon.

SECTION 5.13. The Board covenants that it will do and perform or cause to be done and
performed all acts and things required to be done or performed by or on behalf of the Board under
the provisions of the Constitution and statutes of the State of Virginia and this Resolution in
accordance with the terms of such provisions.

ARTICLE VI

REMEDIES

SECTION 6.01. The Holders from time to time of the Bonds shall be entitled to all the

remedies and benefits of and be subject to the provisions of Section 23-20 of Chapter 3 of
Title 23 of the Code of Virginia 1950, as amended, and any trustee appointed by the Holders
of the Bonds pursuant to said Section 23-20 shall have the powers prescribed by sub-paragraph
(d) of said Section 23-20

SECTION 6.02. No remedy herein conferred upon the Holders from time to time of the
Bonds is intended to be exclusive of any other remedy, but each such remedy is cumulative and
in addition to any other remedy and may be exercised without exhausting and without regard to
any other remedy conferred by law or by this Resolution.

No waiver of any default or breach of duty or contract by any Holder of the Bonds
shall extend to or affect any subsequent default or breach of duty or contract, or shall impair
any rights or remedies thereon. No delay or omission of any Holder of Bonds to exercise any
right or power accruing upon any default shall impair any such right or power or shall be construed
to be a waiver of any such default or acquiescence therein. Every substantive right
and every remedy conferred upon the Holders of the Bonds may be enforced and exercised from
time to time and as often as may be deemed expedient. In case any suit, action or proceeding
to enforce any right or exercise any remedy shall be brought or taken and then discontinued
or abandoned, or shall be determined adversely to the Holders of the Bonds, then and in every
case the Board and such Holders of the Bonds shall be restored to their former positions and
rights and remedies as if no suit, action or proceeding had been brought or taken

ARTICLE VII

AMENDMENTS AND MODIFICATIONS

SECTION 7.01. The Board, from time to time, and at any time, may adopt a resolution
amending or supplementing the provisions of this Resolution (which thereafter shall form a
part hereof), which shall not adversely affect the rights of the Holders of the Bonds outstanding
hereunder, for any of the following purposes

SECTION 7.02. With the consent of the Holders of not less than sixty-five per
centum (65%) of the Bonds then outstanding, the Board, from time to time, and at any time,
may adopt a resolution amending or supplementing the provisions of this Resolution (which
thereafter shall form a part hereof), for the purposes of adding any provisions to, or changing
in any manner, or eliminating, any of the provisions of this Resolution, or of any supplemental
resolution, or modifying in any manner the rights of the Holders of the Bonds and
coupons, provided, however, that no such resolution amending or supplementing the provisions
hereof shall (i) extend the fixed maturity date for the payment of the principal, or of any
installment of the principal, of any Bond, or reduce the principal amount of any Bond, or
reduce the rate, or extend the time of payment, of interest thereon, or reduce any premium
payable upon the redemption or prepayment thereof, without the specific consent of the Holder
of each Bond so affect, or (ii) permit the creation by the Board of any lien or encumbrance
prior to or on a parity with the lien of this Resolution upon any part of the receipts, revenues,
Gross Revenues and securities of the Board specifically securing the payment of the
Bonds, or reduce the aforesaid percentage of Bonds, the Holders of which are required to
consent to any such resolution amending or supplementing the provisions hereof, without the
specific consent of the Holders of all the Bonds then outstanding. It shall not be necessary
for the consent of the Holders of the Bonds under this Section to approve the particular form
of any proposed resolution amending or supplementing the provisions hereof, but it shall be
sufficient if such consent shall approve the substance thereof. A modification or amendment
of the provisions with respect to the Revenue Fund, the Bond Fund or the Debt Service Reserve
is not to be deemed a change in the terms of payment, provided, however, that no such modification
or amendment shall, except upon the consent of the Holders of all outstanding Bonds
affected thereby, reduce the amount, or amounts, required to be on deposit, or required to be
deposited, in said accounts, Nothing herein contained, however, shall be construed as making
necessary the approval by the Bondholders of the adoption of any amending or supplementing
resolution, as authorized in Section 7.01 of this Article VII.

SECTION 7.03. Upon the adoption of any resolution amending or supplementing the
provisions of this Resolution pursuant to the provisions of this Article VII, this Resolution
shall be modified and amended in accordance therewith, and the respective rights, limitations
of rights, obligations, duties and immunities under this Resolution of the Board and of the
Holders of the Bonds and coupons shall thereafter be determined, exercised and enforced hereunder
subject in all respects to such modifications and amendments, and all of the terms and
conditions of any such amending or supplementing resolution shall be a part of the terms and
conditions of this Resolution for any and all purposes.

ARTICLE VIII

FORMS OF BONDS

SECTION 8.01. The Coupon Bonds, the interest coupons to be attached to the Coupon
Bonds, Provisions for Registration to appear thereon, form of Registered Bond, the Form of
Assignment and the form of Payment Record to appear thereon, shall be in substantially the
following form, respectively

(FORM OF COUPON BOND)

UNITED STATES OF AMERICA
STATE OF VIRGINIA

RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA CLINCH VALLEY COLLEGE
FACULTY HOUSING BOND OF 1958

No. _____

$1,000

The Rector and Visitors of the University of Virginia, Charlottesville, Virginia
(herein called the "Board"), a public corporation and governmental instrumentality of the
State of Virginia, acknowledges itself indebted and for value received hereby promises to
pay to bearer, or, if this Bond be registered as to principal, to the registered owner hereof,
on the 1st day of November, 19__, unless this Bond shall be redeemable and shall have been
duly called for previous redemption and payment of the redemption price shall have been duly
made or provided for, the principal sum of One Thousand Dollars ($1,000) and to pay interest
on such principal sum from date hereof at the rate of __________per centum (_____%) per
annum, payable semi-annually on the first day of May and November in each year, until the
principal hereof has been paid, only upon presentation and surrender of the coupons hereto
attached as they severally mature.

The principal of, the premium, if any, and the interest on, this Bond shall be payable
at the principal office of the Treasury Board of the State of Virginia, Richmond, Virginia,
or, at the option of the holder, at The Chase Manhattan Bank, in the Borough of Manhattan, City
and State of New York, in any coin or currency which, on the respective dates of payment, is
legal tender for the payment of debts due the United States of America.

This Bond is a special obligation of the Board, and is one of an issue of Bonds issued
by the Board pursuant to Chapter 3, Title 23, of the Code of Virginia, 1950, as amended, and
pursuant to a resolution of the Board entitled "Resolution authorizing the issuance of One Hundred
Fifty Thousand Dollars ($150,000) principal amount of Clinch Valley College Faculty Housing
Bonds of 1958 of the Rector and Visitors of the University of Virginia, fixing the form and
other details, securing the payment and providing for the rights of the holders thereof" (herein
called the "Resolution"), duly adopted by the Board to finance the construction of six single-family
dwellings and a four-unit apartment building, each with necessary appurtenant facilities
to house ten faculty families at Clinch Valley College of the University of Virginia, located
in Wise, Virginia (herein called the "Project"), and this Bond and the Bonds of the issue of
which it is a part are payable solely from the Gross Revenues of the Project after payment of
the Current Expenses of the Project, and from such other sources as provided in the Resolution.
Reference is hereby made to the Resolution for a description of the nature and extent of the
security for the Bond, the funds and revenues pledged, the nature and extent and manner of enforcement
of the pledge, the rights and remedies of the holder hereof with respect thereto, the
terms and conditions upon which the Bond is issued and the rights and obligations of the Board.

Coupon Bonds of this issue, of which this Bond is one, are numbered consecutively from
M1 to M150, inclusive, in the order of maturity. Bonds numbered M1 to M21, inclusive, maturing
November 1, 1960 through November 1, 1968, inclusive, are not subject to redemption prior to the
respective maturities thereof.

Bonds numbered M22 to M 120, inclusive, maturing November 1, 1969 through November 1,
1993, inclusive, are subject to redemption prior to the stated maturities thereof at the option
of the Board on any interest payment date after November 1, 1968, as a whole, or, from time to
time, in part, in inverse numerical order, the redemption price to be paid with respect to each
such Bond to be the percentage of the principal amount thereof as set forth below, plus accrued
interest thereon to the date fixed for redemption, to-wit

           

If Redeemed	Redemption Price (Percentage of Principal amount Paid)
On or after May 1, 1969 to and including November 1, 1973	103.00%
Thereafter to and including November 1, 1978	102.50%
Thereafter to and including November 1, 1983	102.00%
Thereafter to and including November 1, 1988	101.50%
Thereafter at	101.00%

Bonds numbered M121 to M 150, inclusive, maturing November 1, 1994 through November
1, 1998, inclusive, are subject to redemption prior to their stated maturities, at the option
of the Board, in whole, or, from time to time, in part, in inverse numerical order on any interest
payment date from and after the issuance and delivery thereof at a redemption price equal
to the principal amount thereof, plus accrued interest to the date fixed for redemption.

In the event that the Board shall exercise its option to redeem any of the Coupon Bonds
of the issue of which this Bond is one prior to the stated maturities thereof, Coupon Bonds numbered
M121 to M150, inclusive, shall first be redeemed.

Notice of any such redemption shall be given by registered mail to the registered
owners of the Bonds to be redeemed at their addresses appearing upon the bond registry books
at least thirty (30) days prior to the date fixed for redemption, and unless all of the Bonds
to be redeemed have been registered as to principal, notice of such redemption shall be given
by publication, one time only, in a financial newspaper published in the English language and
of general circulation in New York, New York. Said notice shall be published not more than
forty (40) nor less than thirty (30) days prior to the date fixed for redemption, unless waivers
of such notice of redemption shall have been duly filed in accordance with the provisions of the
Resolution. Bonds called for redemption shall cease to bear interest from and after the date
fixed for redemption unless presented for redemption on that date and not paid in accordance

with the notice of redemption.

This Bond and the Bonds of the issue of which it is a part are issued pursuant to
and under the authority of and in strict compliance with the Constitution and statutes of the
State of Virginia.

This Bond is subject to the Provisions for Registration endorsed on the back hereof
and, unless registered as to principal in accordance with such Provisions for Registration,
is transferable by delivery.

It is hereby certified, recited and declared that all acts, conditions and things
required by the Constitution and statutes of the State of Virginia to exist, to have happened
and to have been performed precedent to and in the issuance of this Bond, do exist, have
happened and have been performed in due time, form and manner as required by law.

IN WITNESS WHEREOF, the Board has caused this Bond to be executed in its name by its
President and the corporate seal of the said Board to be hereunto affixed and attested by the
Secretary of the Board, and the interest coupons hereto attached to be executed by the facsimile
signature of the said President, all as of the 1st day of November, 1958.

THE RECTOR AND VISITORS OF THE
UNIVERSITY OF VIRGINIA

By____________________
President

ATTEST
____________________
Secretary

(FORM OF COUPON)

No._____

$_____

On the 1st day of __________, 19__, unless the Bond hereinafter mentioned
shall be redeemable and shall have been duly called for previous redemption and payment of
the redemption price duly made or provided for, the Rector and Visitors of the University of
Virginia, Charlottesville, Virginia, a public corporation and governmental instrumentality
of the State of Virginia, will pay to bearer, at the principal office of the Treasury Board
of the State of Virginia, Richmond, Virginia, or, at the option of the bearer hereof, at the
principal office of The Chase Manhattan Bank, in the Borough of Manhattan, City and State of
New York, upon surrender hereof, and solely from the revenues applicable to the payment hereof
as provided in said Bond the sum of ____________________ Dollars ($__________),
in any coin or currency of the United States of America which at the time of payment hereof
is legal tender for the payment of debt due the United States of America, being the interest
then due on its Clinch Valley College Faculty Housing Bond of 1958, dated November 1, 1958,
and numbered M_____.

THE RECTOR AND VISITORS OF THE
UNIVERSITY OF VIRGINIA

By ____________________
President

(FORM OF REGISTRATION)

This Bond may be registered as to principal only in the name of the holder on books
of registration to be kept at the principal office of the Treasury Board of the State of Virginia
in Richmond, Virginia, such registration to be noted in the registration blank below.
After such registration no transfer hereof shall be valid, unless made on said books and similarly
noted hereon, but such registration may be made to bearer and thereupon transferability
by delivery shall be restored, after which this Bond, from time to time, again may be registered,
or may be made transferable by delivery as before. The registration of this Bond as to principal
only shall not affect the negotiability of the coupons hereto attached, which always shall
continue to be payable to bearer and to be transferable by delivery merely.

(Notice No writing on this Bond except by the Registrar)

DATE OF REGISTRATION
__________
__________
__________

IN WHOSE NAME REGISTERED
__________
__________
__________

SIGNATURE OF REGISTRAR
__________
__________
__________

(FORM OF REGISTERED BOND)

UNITED STATES OF AMERICA
STATE OF VIRGINIA

RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA,
CLINCH VALLEY COLLEGE FACULTY HOUSING BOND OF 1958

No. _____

$_____

The Rector and Visitors of the University of Virginia, Charlottesville, Virginia
(herein called the "Board"), a public corporation and governmental instrumentality of the
State of Virginia, acknowledges itself indebted and for value received hereby promises to
pay to _______________, or his successor (herein called the "Payee"), or his
registered assigns (herein called the "Alternate Payee"), the aggregate principal sum of
__________Dollars ($__________) in installments on November 1 in each of the years
and in the principal amounts as follows

 

Year	Principal Amount

in such coin or currency of the United States of America as at the time of payment shall be
legal tender for the payment of debts due the United States of America, and to pay interest
on the balance of said principal sum from time to time remaining unpaid, in like coin or
currency at the rate of __________ per centum (_____%) per annum from the date hereof,
semi-annually on May 1 and November 1 of each year, commencing May 1, 1959 until the said
principal sum hereof has been paid.

During the time the Payee is the registered owner of this Bond, payment of the
principal installments and interest due shall be made at The Federal Reserve Bank of Richmond,
Richmond, Virginia, or such other fiscal agent as the Payee shall designate (herein
called the "Fiscal Agent"). During such time as an Alternate Payee is the registered owner
hereof, said payments, together with premiums due upon prepayment of installments of principal,
if any, shall be made at the principal office of the Treasury Board of the State of
Virginia, Richmond, Virginia. During such time as the Payee is the registered owner of this
Bond, payments of the principal installments and interest, including prepayments of principal
installments as hereinafter provided, shall be made by the Board through the Treasury
Board without presentation and surrender of this Bond to the Fiscal Agent and said payments
shall be noted on the Payment Record made a part of this Bond, and if payment is made at the
office of the Fiscal Agent written notice of the making of such notation shall be promptly
sent to the Treasury Board at its principal office in Richmond, Virginia, and such payments
shall fully discharge the obligation of the Board hereon to the extent of the payments so
made. If the Payee shall assign this Bond, as hereinafter provided, the Alternate Payee
shall surrender the same to the Treasury Board either for exchange for a new Registered Bond
in the unpaid principal amount of this Bond, or for a verification of the payments noted
upon the said Payment Record, and thereafter all payments of principal, premiums, if any,
and interest on such Registered Bond shall be made only upon the surrender thereof to the
Treasury Board for the notation of said payments upon the said Payment Record. Upon final
payment of principal and interest, this Bond shall be submitted to the Treasury Board for
cancellation and surrender to the Board.

This Bond, designated as the "Clinch Valley College Faculty Housing Bond of 1958"
is a special obligation of the Board, and is issued by the Board pursuant to Chapter 3, Title
23, of the Code of Virginia, 1950, as amended, and pursuant to a resolution of the Board entitled
"Resolution authorizing the issuance of One Hundred Fifty Thousand Dollars ($150,000)
principal amount of Clinch Valley College Faculty Housing Bonds of 1958 of the Rector and
Visitors of the University of Virginia, fixing the form and other details, securing the payment
and providing for the rights of the holders thereof" (herein called the "Resolution"),
duly adopted by the Board to finance the construction of six single-family dwellings and a
four-unit apartment building, each with necessary appurtenant facilities to house ten faculty
families at Clinch Valley College of the University of Virginia, located in Wise, Virginia
(herein called the "Project"), and this Bond is payable solely from the Gross Revenues of the
Project after payment of the Current Expenses of the Project, and from such other sources as
provided in the Resolution. Reference is hereby made to the Resolution for a description of
the nature and extent of the security for the Bond, the funds and revenues pledged, the nature
and extent and manner of enforcement of the pledge, the rights and remedies of the holder
hereof with respect thereto, the terms and conditions upon which the Bond is issued and the
rights and obligations of the Board.

As provided in the Resolution, this Bond is exchangeable at the sole expense of the
Board at any time, on ninety (90) days written notice, at the request of the registered owner
hereof and upon surrender hereof to the Board at the principal office of the Treasury Board,
for negotiable Coupon Bonds, in the form provided in the Resolution, payable to bearer, registrable
as to principal only, of the denomination of One Thousand Dollars ($1,000) each, in an
aggregate principal amount equal to the unpaid principal amount of this Bond, and maturing in
the respective amounts and at the respective times as the unpaid principal installments hereof.

On any interest payment date, the Board shall have the right to prepay the principal
installments due on and after November 1, 1994, or such lesser portion thereof as it may determine
upon, in inverse chronological order of the said installments and in multiples of One Thousand
Dollars ($1,000), at the principal amount thereof, plus accrued interest to the date of prepayment,
and after the prepayment of all the aforesaid installments, the Board shall have the right
to prepay, on any interest payment date after November 1, 1968, the principal maturing November
1, 1969 through November 1, 1993, inclusive, or such lesser portion thereof as it may determine
upon, in inverse chronological order of the said principal installments and in multiples of One
Thousand Dollars ($1,000) at the prices for each One Thousand Dollar ($1,000) multiple as set
forth below, plus accrued interest thereon to the date fixed for prepayment, to-wit

           

If Prepaid	Prepayment Price (Percentage of Principal Amount Paid)
On or after May 1, 1969 to and including November 1, 1973	103.00%
Thereafter to and including November 1, 1978	102.50%
Thereafter to and including November 1, 1983	102.00%
Thereafter to and including November 1, 1988	101.50%
Thereafter at	101.00%

provided, however, that so long as the Payee is the registered owner of this Bond, the Board,
at its option, may prepay, on any interest payment date, all the principal installments then
remaining unpaid, or such lesser portion thereof as it may determine upon, in inverse chronological
order of the said installments and in multiples of One Thousand Dollars ($1,000) at
the principal amount thereof plus accrued interest to the date of such prepayment.

Notice of any prepayment shall be given at least thirty (30) days prior to the date
fixed for such prepayment by mailing to the registered owner of this Bond a notice fixing such
date of prepayment, specifying the amount of principal to be prepaid, the premium thereon, if
any, and the amount of accrued interest thereon to the date of prepayment.

This Bond may be assigned. Upon such assignment the assignor, as provided in the
Resolution, shall promptly notify the Board thereof, at the office of the Treasury Board by
registered mail, and the Alternate Payee shall surrender the Bond to the Treasury Board either
for verification of the notations of the payments of principal and interest and prepayments
of principal on the Payment Record hereof, and registration on the books of registry in the
name of the Alternate Payee, or, at the option of the Board, in exchange for a new fully
registered Bond, similar hereto, for the then unpaid principal amount hereof.

This Bond is issued pursuant to and under the authority of and in strict compliance
with the Constitution and statutes of the State of Virginia.

It is hereby certified, recited and declared that all acts, conditions and things required
by the Constitution and statutes of the State of Virginia to exist, to have happened and
to have been performed precedent to and in the issuance of this Bond, do exist, have happened
and have been performed in due time, form and manner as required by law.

IN WITNESS WHEREOF, the Board has caused this Bond to be executed in its name by its
President and the corporate seal of the said Board to be hereunto affixed and attested by the
Secretary of the Board, all as of the 1st day of November, 1958.

THE RECTOR AND VISITORS OF THE
UNIVERSITY OF VIRGINIA

By ____________________
President

ATTEST
____________________
Secretary

(FORM OF ASSIGNMENT)

For value received ____________________ hereby sells, assigns and transfers unto
_________________________ the within mentioned Bond, and hereby irrevocably constitutes
and appoints ____________________ attorney to transfer said Bond on the books
of registration in the office of the Treasury Board of the State of Virginia, Richmond, Virginia,
with full power of substitution in the premises.

Dated ____________________

Witness ____________________

Note The signature to this Assignment must correspond with the name as
written on the face of the within Bond in every particular, without
alteration, enlargement or any change whatsoever.

PAYMENT RECORD

 

Due Date

Principal Payment

Principal Balance Due

Interest Payment (   %)

Date Paid

Name of Paying Agent Authorized Official and Title

PAYMENT RECORD

Principal installments on which payments have been made prior to maturity

   

Principal Due		Principal Payment	Balance	Date Paid	Name of Paying Agent Authorized Official and Title
Date	Amount

ARTICLE IX

DISCHARGE AND DEFEASANCE

SECTION 9.01. If the Board shall pay or cause to be paid to the Holders of all Bonds
and coupons outstanding hereunder, the principal and interest due thereon and the premiums,
thereon, if any, at the times and in the manner stipulated therein and in this Resolution,
then the pledge of the Gross Revenues and other moneys and securities hereby pledged, and all

moneys and securities then in any of the Funds or Accounts created hereunder shall thereupon
belong to the Board free of any and all liens herein provided.

Coupon Bonds for the payment or for the redemption of which funds, in the full amount
required therefor, shall have been deposited with the Treasury Board, whether upon, or prior to,
the maturity or the redemption date of such Coupon Bonds, shall be deemed to be paid within the
meaning of this Article, provided, however, that if such Coupon Bonds are to be redeemed prior
to the stated maturity thereof, notice of such redemption shall have been duly given, or provision
satisfactory to the Treasury Board shall have been made therefor, or waivers of such notice
shall have been duly filed by the holders of the Coupon Bonds as provided in Article III of this
Resolution. Similarly, if funds, in the full amount required therefor, shall have been deposited
with the Treasury Board, for the payment or prepayment of the principal, or of any installment of
the principal, of any Registered Bonds, including the interest accrued thereon to the due date or
to the prepayment date, and including the prepayment premium, if any, whether such deposit was
made upon, or prior to, the due date or prepayment date of such principal, such principal shall
be deemed to be paid within the meaning of this Article, provided, however, that if such principal
is to be prepaid before the due date thereof, notice of such prepayment shall have been
duly given as provided in Article III of this Resolution.

If any Coupon Bond shall not be presented for payment when the principal thereof shall
become due, either at maturity, or at the date fixed for the redemption thereof, or otherwise, or
if any coupon shall not be presented for payment at the due date thereof, of if any Registered
Bond shall not be presented for noting thereon the payment of any part of the principal thereof,
or interest thereon, or of any prepayment premium thereon, if any (if such presentation be required
by the terms of any Registered Bond or of this Resolution), and if the Board shall have
deposited funds with the Treasury Board for that purpose, or if the Board shall have left with
the Treasury Board, in trust, if previously so deposited or set aside, funds sufficient to pay
such principal and the premium thereon, if any, together with all interest due thereon to the due
date thereof, or to the date fixed for the redemption or prepayment thereof, or to pay such coupon,
as the case may be, all liability of the Board for such payment shall forthwith cease, determine
and be completely discharged, and thereupon it shall be the duty of the Treasury Board to hold
said fund or funds, without liability for interest thereon, for the benefit of the Holder of such
Coupon Bond or coupon, or for the benefit of the Registered Owners of the Registered Bonds, as
the case may be, who thereafter shall be restricted exclusively to said fund or funds for any
claim of whatsoever nature on his part under this Resolution, or on, or with respect to, said
Bond or coupon for such payment.

ARTICLE X

MISCELLANEOUS

SECTION 10.01. In case any Bond shall become mutilated, or shall be destroyed, stolen
or lost, the Board, in its discretion, may issue and deliver a new Bond of like date, tenor,
amount and maturity having attached the same corresponding coupons, if any, as the mutilated,
destroyed, stolen or lost Bond, in exchange and in substitution for such mutilated Bond and
attached coupons, if any, upon surrender and cancellation of such mutilated Bond and attached
coupons, if any, or in lieu of and in substitution for the Bond and attached coupons, if any,
destroyed, stolen or lost, upon the Holder filing with the Treasury Board evidence satisfactory
to the Board and to the Treasury Board that such Bond and attached coupons, if any, have been
destroyed, stolen or lost, and of his ownership thereof, and upon the Holder furnishing the
Board and the Treasury Board with indemnity satisfactory to the, and complying with such other
reasonable regulations as the Board and the Treasury Board may require. A charge, not exceeding
the actual cost thereof, shall be imposed upon the Bondholder to reimburse the Board and
the Treasury Board for the expenses of issuing each such new Bond, which cost shall be paid before
the delivery of the new Bond. All such mutilated Bonds and coupons, if any, so surrendered
to the Treasury Board shall be cancelled and cremated by the Treasury Board and a cremation certificate
filed with the Board by the Treasury Board. If any such Bond or coupon shall have
matured, or shall be about to mature, instead of issuing a substituted Bond or coupon, the
Board and the Treasury Board may pay the same, upon receiving evidence and being indemnified as
aforesaid, and, if such Bond or coupon be lost, stolen or destroyed, without the surrender
thereof

Any such duplicate Bonds and coupons issued pursuant to this Section 10.01 shall constitute
original additional contractual obligations on the part of the Board, whether or not the
lost, stolen or destroyed Bonds or coupons be at any time found by anyone, and such duplicated
Bonds and coupons shall be entitled to equal and proportionate benefits with all other Bonds
and coupons issued hereunder.

SECTION 10.02. No recourse under or upon any obligation, covenant or agreement contained
in this Resolution, or in any resolution supplemental hereto, or in any Bond or coupon
hereby secured, or because of any indebtedness hereby secured, shall be had against any past,
present or future member of the Board, officer or employee, as such of the Board, or of any
successor to the Board, under any rule of law, statute or constitutional provision, or by the
enforcement of any assessment, or by any legal or equitable proceeding, or otherwise, it being
expressly agreed and understood that this Resolution and any resolution supplemental hereto, and
the obligations hereby or thereby secured, are solely obligations of the Board and that no personal
liability whatsoever shall attach to or shall be incurred by such members of the Board,
officers or employees, as such, of the Board, or of any successor to the Board, or by any of them,
because of the incurring of the indebtedness hereby authorized, or under or by reason of any of
the obligations, covenants or agreements contained in this Resolution, or in any resolution supplemental
hereto, or in any of the Bonds or coupons hereby secured, or implied herefrom or
therefrom

SECTION 10.03. Nothing in this Resolution, expressed or implied, is intended, or
shall be construed, to confer upon, or to give to, any person or corporation, other than the
parties hereto and the Holders of the Bonds and coupons outstanding hereunder, any right, remedy
or claim under, or by reason of this Resolution or under, or by reason of, any covenant, condition
or stipulation hereof, and all of the covenants, stipulations, promises and agreements
in this Resolution contained by and on behalf of the Board shall be for the sole and exclusive

benefit of the Board and of the Holders of the Bonds and coupons outstanding hereunder.

SECTION 10.04. The President of the Board is hereby authorized and directed to cause
the Bonds to be sold at public sale through the Treasury Board, pursuant to Chapter 3, Title
23 of the Code of Virginia, 1950, as amended, and pursuant to the provisions of the Loan Agreement,
after publication of a notice of sale of said Bonds at least once in The Daily Bond Buyer,
published in the City of New York, New York, the date of first publication of such notice of
sale to be not less than two (2) weeks nor more than four (4) weeks prior to the date fixed in
such notice for receipt of bids for the Bonds. Such notice of sale shall conform to the provisions
of Section 3 of the Loan Agreement, and shall specify that the Bonds shall be sold at
not less than the par value thereof, plus accrued interest thereon from their date to the date
of delivery to the purchaser or purchasers therof, and all such Bonds or each block thereof,
as may be awarded at such sale shall bear interest at such rate or rates averaging not more
than two and seven-eights per centum (2-7/8%) per annum, as specified in the successful bid
or bids.

In the event any or all of the Bonds are awarded to the Government, the Bonds so
awarded shall bear interest at the rate of two and seven-eighths per centum (2-7/8%) per annum,
as provided in the Loan Agreement.

In the event that any or all of the Bonds are awarded to a bidder or bidders other
than the Government, such Bonds shall bear interest at the rate or rates of interest specified
in the successful bid or bids for such Bonds, provided that the interest cost to maturity as
specified in each such bid shall not exceed two and seven-eighths per centum (2-7/8%) per annum.

The Treasury Board is hereby authorized to accept bids for the Bonds in accordance
with the provisions of this Section, and to fix the rate or rates of interest the Bonds shall
bear, all in accordance with the provisions of the successful bid or bids therefor, the Loan
Agreement, Chapter 3 of Title 23 of the Code of Virginia, 1950, as amended, and this Section.

SECTION 10.05. This Resolution shall be in effect from and after its passage in
accordance with the law and all resolutions or parts of resolutions in conflict herewith be
and the same hereby are repealed to the extent of such conflict.