SERIES 2004-C

                                                           ORDINANCE NO. 7826

            AN ORDINANCE AUTHORIZING THE ISSUANCE AND DELIVERY OF $1,600,000 PRINCIPAL AMOUNT OF GENERAL OBLIGATION BONDS, SERIES 2004-C (SUBJECT TO ALTERNATIVE MINIMUM TAX), OF THE CITY OF LAWRENCE, KANSAS, FOR THE PURPOSE OF PAYING THE COST OR A PORTION OF THE COST OF CERTAIN IMPROVEMENTS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX FOR THE PURPOSE OF PAYING THE PRINCIPAL OF AND INTEREST ON THE BONDS AS THEY BECOME DUE; AND MAKING CERTAIN COVENANTS WITH RESPECT THERETO.

            WHEREAS, the city of Lawrence, Kansas (the "City") is a city of the first class, created, organized and existing under the laws of the State; and

            WHEREAS, pursuant to K.S.A. 10-101 et seq. and Article 12, § 5 of the Constitution of the State of Kansas and Charter Ordinance Number 32 of the City, all as amended and supplemented, and all other applicable provisions of the laws of the state of Kansas, the governing body of the City has caused certain improvements to be undertaken in the City as identified in the Resolution to be hereinafter adopted with respect to the bonds herein authorized (such improvements and any Substitute Improvements as defined in the Resolution to be referred to as the "Improvements").

            WHEREAS, all legal requirements pertaining to the Improvements have been complied with, and the governing body of the City now finds and determines that the total cost of the Improvements is at least $1,600,000, to be paid by the issuance of general obligation bonds; and

            WHEREAS, the governing body of the City is authorized by law to issue general obligation bonds of the City to pay the costs of the Improvements; and

            WHEREAS, the governing body of the City hereby finds and determines it is necessary for the City to authorize the issuance and delivery of its general obligation bonds in the principal amount of $1,600,000 to pay the costs of the Improvements;

            NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF LAWRENCE, KANSAS, AS FOLLOWS:

Section 1.  Definitions of Words and Terms.

            "Act" means the Constitution and statutes of the State of Kansas including, but not limited to, K.S.A. 10-101 et seq. and Article 12, § 5 of the Constitution of the State of Kansas and Charter Ordinance Number 32 of the City, all as amended and supplemented.

            "Authorized Cost" means the amount of expenditure for an Improvement which has been authorized to be paid by the City by a resolution or ordinance of the City, less (1) the amount of any notes or bonds of the City which are currently outstanding and available to pay the Authorized Cost, and (2) any Authorized Cost which have been previously paid by the City or by any eligible source of funds unless such amounts are entitled to be reimbursed under State and federal law.

            "Bond and Interest Fund" means the Bond and Interest Fund of the City for its general obligation bonds.

            "Bonds" means the General Obligation Bonds, Series 2004-C (Subject to Alternative Minimum Tax) authorized by this Ordinance in the aggregate principal amount of $1,600,000 and dated September 15, 2004.

            "City" means the city of Lawrence, Kansas.

            "City Clerk" means the appointed and acting City Clerk or, in the City Clerk's absence, the appointed and/or elected Deputy or Acting City Clerk of the City.

            "Code" means the Internal Revenue Code of 1986, as amended.

            "Improvements" means the improvements referred to in the preamble to this Ordinance or any Substitute Improvement.

            "Mayor" means the elected and acting Mayor of the City or, in the Mayor's absence, the appointed and/or elected Vice or Acting Mayor of the City.

            "Ordinance" means this Ordinance authorizing the issuance of the Bonds.

            "State" means the state of Kansas.

            "Substitute Improvement" means any improvement or addition in the City which has been authorized by a resolution or ordinance of the City to be in place of or in addition to the improvements set forth in the preamble to this Ordinance.

            "Treasurer" means the appointed and acting Treasurer of the City or, in the Treasurer's absence, the appointed and/or elected Deputy or Acting Treasurer of the City.

Section 2.  Authorization of and Security for the Bonds.  These Bonds shall be issued for the purpose of providing funds to pay the Authorized Costs of the Improvements.

The Bonds shall be general obligations of the City payable as to both principal and interest  from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City.  The full faith, credit and resources of the City are hereby irrevocably pledged for the prompt payment of the principal of and interest on the Bonds as the same become due.

Section 3.  Terms, Details and Conditions of the Bonds.  The Bonds shall be dated and bear interest, shall mature and be payable at such times, shall be in such forms, shall be subject to redemption and payment prior to the maturity thereof, and shall be issued and delivered in the manner prescribed and subject to the provisions, covenants and agreements set forth in a resolution hereinafter adopted by the governing body of the City.

Section 4.  Levy and Collection of Annual Tax and Assessments.  The governing body of the City shall annually make provision for the payment of principal of, premium, if any, and interest on the Bonds as the same become due by levying and collecting the necessary taxes and/or assessments upon all of the taxable tangible property within the City in the manner provided by law.

            The taxes and/or assessments referred to above shall be spread upon the tax rolls and shall be levied and collected at the same time and in the same manner as the general ad valorem taxes of the City are levied and collected, and the proceeds derived from the taxes and/or assessments shall be deposited in the Bond and Interest Fund.

            If at any time the taxes and/or assessments are not collected in time to pay the principal of or interest on the Bonds when due, the City Treasurer is hereby authorized and directed to pay the principal or interest out of the general funds of the City and to reimburse the general funds for money so expended when the taxes and/or assessments are collected.

Section 5.  Tax Covenants.  The City covenants that it will not take any action, or fail to take any action, if any such action or failure to take action would adversely affect the exclusion of the interest on the Bonds from gross income for federal income tax purposes.  The City covenants that it will use the proceeds of the Bonds as soon as practicable for the purpose for which the Bonds are issued as set forth in this Ordinance, and that it will not directly or indirectly use or permit the use of any proceeds of the Bonds or any other funds of the City, or take or omit to take any action that would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148(a) of the Code.  To that end, the City will comply with all requirements of Section 148 of the Code to the extent applicable to the Bonds.

            In order to maintain the exclusion of the interest on the Bonds from gross income for federal income tax purposes, the City will not use or invest, or permit the use or investment of, any Bond proceeds, or other funds of the City, in a manner that would violate applicable provisions of the Code and will not use, or permit the use of, any portion of the improvements in a manner that would cause any Bond to become a “private activity bond’ as defined in Code § 141.

            The City further represents and warrants as follows:

            (a)        Ownership.  The City will be the owner of all the Improvements as required by Section 142(b)(1)(A) of the Code.  For this purpose, property leased by the City is treated as owned by the City if—

            (1)        the lessee makes an irrevocable election (binding on the lessee and all successors in interest under the lease) not to claim depreciation or an investment credit with respect to such property,

            (2)        the lease term is not more than 80% of the reasonably expected economic life of the property, and

            (3)        the lessee has no option to purchase the property other than at fair market value (as of the time such option is exercised).

            (b)        Limit on Office Space.  If any portion of the Improvements is used as office space, all but a de minimis amount of the functions to be performed at such offices will be directly related to the day-to-day operations of the City-owned airport.

            (c)        No part of the Improvements will constitute—

            (1)        Any lodging facility.

            (2)        Any retail facility (including food and beverage facilities) in excess of a size necessary to serve passengers and employees at the airport.

            (3)        Any retail facility (other than parking) for passengers or the general public located outside the airport terminal.

            (4)        Any office building for individuals who are not employees of a governmental unit or of the operating authority for the airport.

            (5)        Any industrial park or manufacturing facility.

            (d)        Average Maturity.  The average maturity of the Notes shall not exceed 120% of the average reasonably expected economic life of the Improvements as computed in accordance with Section 147(b) of the Code;

            (e)        Land and Existing Property.  The Improvements did not involve the acquisition of land (or an interest therein) or any existing property by the City;

            (f)        Prohibited Facilities.  None of the proceeds of the Notes will be used to provide any airplane, skybox or other private luxury box, health club facility, facility primarily used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises; and

            (g)        Costs of Issuance.  The City shall not pay from the proceeds of the Notes costs of issuance with respect to the Notes in excess of $36,100.

            On September 4, 2001, the City conducted a public hearing regarding the proposed issuance of up to $3,700,000 principal amount of its obligations for the improvements to the City-owned airport, including the extension and overlay of runways, the overlay and expansion of aprons and connecting taxiways, the extension of parallel taxiways and the acquisition of any necessary land and related and necessary improvements, to be issued pursuant to a plan of financing for such improvements.  On September 10, 2002, the governing body of the City adopted Resolution No. 6420 approving the plan of finance for such improvements.  The issuance of the Bonds to permanently finance the costs of such improvements is hereby approved for purposes of Section 147(f) of the Code.

            On September 10, 2002, the City conducted a public hearing regarding the proposed issuance of up to $1,200,000 principal amount of its obligations for improvements to the City-owned airport, including the T-Hanger Improvements, to be issued pursuant to a plan of financing for such improvements.  On September 10, 2002, the governing body of the City adopted Resolution No. 6420 approving the plan of finance for such improvements.  The issuance of the Bonds to permanently finance the costs of the T-Hanger Improvements is hereby approved for purposes of Section 147(f) of the Code.

Section 6.  Further Authority.  The Mayor, City Clerk and other City officials are authorized and directed to execute such documents and take such actions as they may deem necessary or advisable in order to carry out the purposes of this Ordinance.

Section 7.  Governing Law.  The Ordinance and the Bonds shall be governed by and construed in accordance with the applicable laws of the State.

Section 8.  Effective Date.  This Ordinance shall take effect and be in full force from and after its passage by the governing body of the City and publication in the official City newspaper.

            PASSED by the governing body of the City on September 14, 2004.

(SEAL)                                                                                    ______________________________

                                                                                    Mayor

ATTEST:

_____________________________

City Clerk

2004-C Bonds