Initial resolution authorizing the issuance of general obligation refunding bonds in an amount not to exceed Seventy-Two Million Dollars ($72,000,000) of The Metropolitan Government of Nashville and Davidson County to provide for the refunding of all or a portion of certain outstanding bonds of the Metropolitan Government and to pay the incidental expenses related thereto.

WHEREAS, The Metropolitan Government of Nashville and Davidson County, Tennessee (the "Metropolitan Government") is authorized by the provisions of Title 9, Chapter 21, Tennessee Code Annotated, and the Charter of the Metropolitan Government to issue, by resolution, general obligation refunding bonds to refund outstanding obligations heretofore issued by the Metropolitan Government;

WHEREAS, the Metropolitan Government has heretofore issued on March 2, 1994 its $42,595,000 Energy Production Facility Revenue Refunding Bonds, Series 1994 (herein called the "1994 Bonds") now outstanding in the principal amount of $22,565,000, which bonds (a) mature on July 1 in each year in the principal amounts and (b) bear interest payable on January 1 and July 1 in each year, as follows:

Year of Maturity Principal Amount Interest Rate

2002 3,310,000 4.90%
2003 3,475,000 5.10
2004 3,650,000 5.20
2005 3,840,000 5.20
2006 4,040,000 5.20
2007 4,250,000 5.20

WHEREAS, the Metropolitan Government has heretofore issued on February 26, 1997 its $37,545,000 Energy Production Facility Revenue Bonds, Series 1997A (herein called the "1997A Bonds") now outstanding in the principal amount of $31,210,000, which bonds (a) mature on July 1 in each year in the principal amounts and (b) bear interest payable on January 1 and July 1 in each year, as follows:

Year of Maturity Principal Amount Interest Rate

2002 1,785,000 4.375%
2003 1,865,000 4.375
2004 1,945,000 5.00
2005 2,040,000 5.00
2006 2,145,000 4.70
2007 2,245,000 4.80
2008 2,350,000 4.90
2009 2,465,000 5.00
2010 2,590,000 5.10
2011 2,725,000 5.25
2012 2,865,000 5.25
2013 3,015,000 5.25
2014 3,175,000 5.30

WHEREAS, the Metropolitan Government has heretofore issued on February 26, 1997 its $15,370,000 Energy Production Facility Revenue Refunding Bonds, Series 1997B (herein called the "1997B Bonds") now outstanding in the principal amount of $12,115,000, which bonds (a) mature on July 1 in each year in the principal amounts and (b) bear interest payable on January 1 and July 1 in each year, as follows:

Year of Maturity Principal Amount Interest Rate

2002 910,000 4.375%
2003 950,000 4.375
2004 990,000 5.00
2005 1,045,000 5.00
2006 1,090,000 4.70
2007 1,140,000 5.75
2008 1,210,000 4.90
2009 1,270,000 5.00
2010 1,335,000 6.00
2011 1,410,000 5.20
2012 765,000 5.20

WHEREAS, the 1994 Bonds maturing on and after July 1, 2005 are subject to optional redemption by the Metropolitan Government in whole or in part, in integral multiples of $5,000, in inverse order of maturity, on July 1, 2004 and on any interest payment date thereafter, at the redemption prices (expressed as a percentage of the principal amount) shown below, plus accrued interest to the redemption date:

Dates of Redemption Redemption Price

July 1, 2004, and January 1, 2005 102%
July 1, 2005, and January 1, 2006 101
July 1, 2006, and thereafter 100

WHEREAS, the 1997A Bonds maturing after July 1, 2007, are subject to optional redemption in whole or in part at any time (in multiples of $5,000) in any order of maturity as determined by the Metropolitan Government, on or after July 1, 2007, at redemption prices (expressed as a percentage of the principal amount set forth in the table below) plus accrued interest to the redemption date:

Redemption Period Redemption Price

July 1, 2007 through June 30, 2008 101%
July 1, 2008 and thereafter 100

WHEREAS, the 1997B Bonds maturing after July 1, 2010, are subject to optional redemption in whole or in part at any time (in multiples of $5,000) in any order of maturity as determined by the Metropolitan Government, on or after July 1, 2007, at redemption prices (expressed as a percentage of the principal amount set forth in the table below) plus accrued interest to the redemption date:

Redemption Period Redemption Price

July 1, 2007 through June 30, 2008 101%
July 1, 2008 and thereafter 100

WHEREAS, the Metropolitan Government has determined that the refunding of the 1994 Bonds, the 1997A Bonds and the 1997B Bonds is advantageous to the Metropolitan Government; that any of the amounts authorized by Tennessee Code Annotated, Section 9-21-904, should be included in such refunding; and that the outstanding amounts of the 1994 Bonds, the 1997A Bonds and the 1997B Bonds should be called for redemption on the first or any subsequent available redemption date;

WHEREAS, as required by Section 9-21-903, Tennessee Code Annotated, the plan of refunding the 1994 Bonds, the 1997A Bonds and the 1997B Bonds has been submitted to the State Director of Local Finance for review; and

WHEREAS, the State Director of Local Finance has issued his report with respect to said plan of refunding.

NOW THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE METROPOLITAN GOVERNMENT OF NASHVILLE AND DAVIDSON COUNTY AS FOLLOWS:

SECTION 1. That, for the purpose of refunding in advance of their maturity all or a portion of the 1994 Bonds, the 1997A Bonds and the 1997B Bonds, as more particularly described and referred to in the Recitals hereof, and for the defrayal of all incidental and necessary expenses in connection therewith, the Metropolitan County Mayor, as chief executive officer of the Metropolitan Government, is hereby authorized in accordance with the terms of this Resolution to issue and sell general obligation refunding bonds in an amount not to exceed Seventy-Two Million Dollars ($72,000,000) at a competitive sale pursuant to the terms, provisions and conditions permitted by law. The bonds may be issued in one or more series; shall mature in amounts to be later determined; shall be in fully registered form in the denomination of $5,000 each or any integral multiple thereof; shall be numbered serially from 1 upwards; shall be sold at not less than 98% of par value and accrued interest; shall bear interest at a rate or rates not exceeding a true interest cost of seven and three-quarters percent (7.75%) per annum for any taxable bonds and not exceeding a true interest cost of six and one-quarter percent (6.25%) per annum for any tax-exempt bonds, in each case payable semi-annually; and shall be dated on a date to determined. Said bonds, both principal and interest, shall be payable exclusively from ad valorem taxes to be levied for such purpose on all taxable property in the Urban Services District of the Metropolitan Government, without limitation as to rate or amount, and said bonds shall mature serially with or without option of prior redemption on a day and date later to be determined. The proceeds of said $72,000,000 in bonds shall be allocated and expended for the purposes heretofore stated.

SECTION 2. The bonds described and authorized by this Resolution shall be issued pursuant to Title 9, Chapter 21 of the Tennessee Code Annotated (Chapter 770 of the Public Acts of Tennessee of 1986, as amended) and no referendum or election shall be required for the issuance of the bonds unless a petition for a referendum or election relating to their issuance is filed within the time and in the manner provided for in said Acts.

SECTION 3. After adoption of this Resolution, the Metropolitan Clerk is directed to cause this Resolution, with the notice prescribed by Tennessee Code Annotated, Section 9-21-206, to be published in full once in a newspaper published and having general circulation in the area of the Metropolitan Government.

SECTION 4. After the expiration of twenty (20) days from the date of the publication of this Resolution in the manner provided by Section 3 of this Resolution, or after approval of the issuance of the bonds by a referendum, if a petition therefor is filed as provided in Tennessee Code Annotated, Section 9-21-207, the Metropolitan Clerk shall cause to be published in a newspaper published and having a general circulation in the area of the Metropolitan Government a notice in substantially the form and in the manner prescribed in Section 7.14 of the Charter of the Metropolitan Government, which notice as set forth in said Section 7.14 is adopted herein by reference the same as though copied herein.

SECTION 5. Each of the bonds authorized by this Resolution shall contain a recital that they are issued pursuant to Title 9, Chapter 21 of the Tennessee Code Annotated, as amended.

SECTION 6. The proceeds of the bonds herein authorized may be applied to reimburse the Metropolitan Government for expenditures made after the effective date of this Resolution for the purpose for which said bonds are authorized. The foregoing statement of intent with respect to reimbursement is made in conformity with Treasury Regulation Section 1.150-2 of the United States Treasury Department.

SECTION 7. The following additional matters are hereby determined:

The refunding of the 1994 Bonds, the 1997A Bonds and the 1997B Bonds is advantageous to the Metropolitan Government;

The amounts provided in Tennessee Code Annotated, Section 9-21-902, should be included in the issuance of the bonds authorized hereby; and

The outstanding amounts of the 1994 Bonds, the 1997A Bonds and the 1997B Bonds should be called for redemption on the first or any subsequent available redemption date.

SECTION 8. This Resolution shall take effect from and after its adoption, the welfare of The Metropolitan Government of Nashville and Davidson County requiring it.

Sponsored By: Jim Shulman, Ludye Wallace

LEGISLATIVE HISTORY
Referred to:	Budget & Finance Committee
Introduced:	December 18, 2001
Adopted:	December 18, 2001
Approved:	December 19, 2001
By: