Members Present: Mr. Bourgeois, Mr. Toulouse, Mr. Landwehr, Mr. Hunziker, and Mr. Utz

Absent: None

Also Present: Mr. Adkins, City Attorney


Board President Landwehr called the meeting to order at 12:03 p.m.


1. Mr. Koshire discussed the bidding process of the electric revenue bond sale. The ratings from Fitch and Moody's Investors were distributed during the meeting. It was noted that RPU received the same credit ratings from Fitch and Moody's as they had received in 2000. Mr. Bourgeois commented that RPU did a very good job on their presentation to the rating agencies since not many utilities in the country have higher ratings. RPU's financial advisor, Mr. MacGillivray, Springsted, stated that the bond sale results were very positive. He also said that the Utility Board would be asked to approve the issuance of the bonds, and that the City of Rochester is considered the issuer of the bonds. There were three bidders for the bonds. Mr. MacGillivray distributed the bid sheet during the meeting and discussed the results with the Board. The City Council is expected to act on the results of bond sale at their 7:00 p.m. meeting tonight.


Mr. Utz moved to adopt the prepared resolution, seconded by Mr. Bourgeois. All voting "AYE"



Resolution Approving and Consenting to

the Issuance of Electric Utility Revenue

Bonds, Series 2002A, of the City of Rochester


BE IT RESOLVED by the Public Utility Board (the "Board") of the City of Rochester, Minnesota (the "City"), as follows:


1. Recitals.

(a) The Board, in cooperation with the Rochester Common Council (the "Council"), has determined to make certain improvements (the "Improvements") to the City's municipal electric utility (the "Electric Utility").


(b) In order to provide financing for the Improvements, the Council is expected to consider for approval on or about July 15, 2002, a certain resolution of the Council entitled "Resolution Awarding the Sale of the City's Electric Utility Revenue Bonds, Series 2002A, and Providing for Their Issuance" (the "Bond Resolution"), a copy of which has been presented to the Board for its consideration. Said bonds are hereinafter referred to as the "Bonds".

(c) The Bond Resolution would, upon its adoption, authorize the issuance of the Bonds, specify their terms, rates of interest, redemption premiums, form, and other details, pledge the Net Revenues of the Electric Utility for the payment thereof, and set forth other covenants and obligations of the City (and particularly but without limitation relating to the Electric Utility).


(d) The Bond Resolution, as the same may be finally adopted by the Council, is hereby incorporated into this Resolution to the same extent as though set forth in full herein, and each capitalized term which is used in this Resolution but not otherwise defined herein shall have the meaning given to that term in the Bond Resolution.


2. Consent and Approval. The Board hereby consents to and approves the issuance of the Bonds and determines that their issuance by the City is necessary and desirable and that the aggregate amount of the Bonds is appropriate in respect of the purposes for their issuance.


The Board hereby consents to, adopts and endorses the representations, terms and covenants of the Bond Resolution, as incorporated in this Resolution in full. The Board hereby covenants and pledges to cooperate with the Council (and to take such actions, or refrain from acting, as the case may be, as may be necessary) in order to fully effectuate the intent, purposes and obligations of the City under the Bond Resolution or otherwise in respect of the Bonds.


2. Mr. Hunziker moved to adjourn the meeting, seconded by Mr. Bourgeois. All voting "AYE" The meeting was adjourned at 12:28 p.m.


Approved by the Board: July 30, 2002