A resolution supplementing and amending Resolution No. RS2001-785 of the Metropolitan County Council and awarding the sale of Special Limited Obligation Correctional Facilities Revenue Refunding Bonds, Series 2002.

WHEREAS, on October 16, 2001, the Metropolitan County Council (the "Council") of The Metropolitan Government of Nashville and Davidson County (the "Metropolitan Government"), adopted Resolution No. RS2001-785 (the "Resolution", authorizing the issuance, sale and delivery by the Metropolitan Government of its Special Limited Obligation Correctional Facilities Revenue Refunding Bonds (the "Bonds"), for the purpose of refunding certain outstanding obligations described therein;

WHEREAS, pursuant to the terms of the Resolution and the requirements of Tennessee law, the Bonds have been advertised for public sale in THE BOND BUYER, a daily financial newspaper printed and published in New York, New York, and in THE TENNESSEAN, a newspaper of general circulation in the Metropolitan Government (the "Notice of Sale"); and

WHEREAS, bids have been received for the Bonds; and

WHEREAS, it has been determined that it is advantageous to the Metropolitan Government to make certain changes to the terms of the Bonds as set forth in the Resolution in order to sell the Bonds on terms most favorable to the Metropolitan Government.

NOW, THEREFORE, BE IT HEREBY RESOLVED by the Metropolitan County Council of The Metropolitan Government of Nashville and Davidson County, as follows:

1. Receipt of Bids. Pursuant to the Notice of Sale, duly published in accordance with Tennessee law, the following bids, copies of which are attached hereto, were received for the Bonds:

RBC Dain Rauscher Inc. 3.789350
Banc of America Securities, LLC 3.827491
Salomon Smith Barney, Inc. 3.911856
Lehman Brothers 3.938902
Morgan Keegan & Company, Inc. 3.941288
BB&T Capital Markets 4.003059
UBS PaineWebber Inc. 4.005247
Stephens Inc. 4.054436


2. Successful Bidder. The Council has reviewed all bids received with respect to the Bonds and the bid of RBC Dain Rauscher Inc. (the "Purchaser") is the bid which results in the lowest true interest cost to the Metropolitan Government, and in all respects complies with the Notice of Sale.

3. Award of Bonds. It is hereby ordered that the bid of the Purchaser attached hereto be and the same is hereby accepted, and the Council hereby awards and sells the Bonds to the Purchaser at a purchase price of $16,966,301.86, representing the aggregate principal amount of the Bonds of $16,265,000, plus a premium bid of $713,162.75, less underwriter's discount of $51,722.70, plus accrued interest of $39,861.81.

4. Terms of Bonds. The terms of the Bonds sold pursuant to the terms hereof are set forth on Schedule A attached hereto and made a part hereof.

5. Amendments. The description of the Bonds contained in Sections 1.01, 2.01, 2.03 and 2.08 of the Resolution and the form of the Bonds attached to the Resolution are hereby amended to conform to the terms of the Bonds set forth on Schedule A attached hereto and made a part hereof. The Bonds shall be issued in accordance with the Resolution, as amended and supplemented herein.

6. Good Faith Deposit. The Director of Finance of the Metropolitan Government is hereby authorized and directed to accept as the good faith deposit for the Bonds awarded hereunder the Good Faith Deposit SURE-BID issued by Financial Security Assurance Inc.

7. Conflicting Resolutions. All other resolutions and orders, or parts thereof, in conflict with the provisions of this resolution are, to the extent of such conflict, hereby repealed.

8. Effectiveness. This resolution shall be in immediate effect from and after its adoption, the welfare of The Metropolitan Government of Nashville and Davidson County requiring it.

Sponsored by: Jim Shulman



The Bonds shall be dated February 1, 2002, bear interest as set forth below, payable semi-annually on the first day of March and September of each year, commencing September 1, 2002, and mature on September 1 of each year as follows:

9/1/2002 1,340,000 3.75
9/1/2003 1,395,000 3.75
9/1/2004 1,450,000 4.00
9/1/2005 1,505,000 4.00
9/1/2006 1,570,000 4.00
9/1/2007 1,630,000 4.00
9/1/2008 1,710,000 5.00
9/1/2009 1,795,000 5.00
9/1/2010 1,885,000 5.00
9/1/2011 1,985,000 5.00


Optional Redemption

The Bonds shall mature without option of prior redemption.


Referred to: Budget & Finance Committee
Substitute Introduced: February 5, 2002
Adopted: February 5, 2002
Approved: February 7, 2002
By: Mayor Bill Purcell