MINUTES OF

THE INDIANAPOLIS LOCAL PUBLIC IMPROVEMENT BOND BANK

Minutes of the Special Meeting of the Board of Directors

April 16, 2008

MEMBERS PRESENT: Briane House

Fred Miller

Sahara Williams

Justin Christian

James Carr

BOND BANK PRESENT:

Jeff Sonohelm, Wachovia

Michael Gagnon, KeyBanc Cap Markets

Terry Leffew, Raymond James

Dennis Otten, Bose McKinney

David Lewis, Chase

Randy Ruhl, City Securities

Jeremy Stephenson, REI

Sharon Karst, BNY

Selenia Hollis, BNY

Tom Guevara, Crowe Chizek

Bruce Donaldson, Barnes & Thornburg

Steve Meno, Fifth Third

Jay Ryals, Fifth Third

Hans Steck, Bingham Mchale

Sue Beesley, Bingham McHale

Jason Roetgerman, Chase Bank

Angie Steeno, Crowe Chizek

A Special Meeting of the Indianapolis Local Public Improvement Bond Bank (“Bond Bank”) convened at 3:00 p.m., Wednesday, April 16, 2008 in the City-County Building, 200 East Washington Street, Suite 224 Indianapolis, Indiana, pursuant to notice given in accordance with IC 5-14-1.5. Mr. House called the meeting to order after determining that a quorum was present.

The first item on the agenda was Resolution No.1 – Indemnfication Resolution. Mr. House explained the resolution stating that it formalizes the general resolution of the Office of Corporation Counsel indemnifing the Bond Bank board members for their action statements, as well as staff, and the executive director. Mr. Miller made the motion for approval of Resolution No.1, seconded by Mr. Carr. All voted in favor and the motion passed.

Mr. Taylor next gave a brief overview of Resolution No.2 – Convention Center Hotel. Mr. Taylor stated that the Metropolitan Development Commission approved a resolution to enlarge the consolidated tax increment district and incoporating the site that is to be the new home of the JW Marriott construction site. The financing will be a redevelopment commmission bond issuance with the City’s moral obligation. The bonds will be paid from tax increment flows generated by the JW Marriott site and the rest of the Downtown Consolidated TIF District. The senior underwriter is City Securities. The project is approximately $325 million dollars. The City’s contribution to the project is $48.5 million for parking facilities and other public use spaces within the site area.

Mr. Taylor explained the necessity of the project and the commitment from the City is an indication of its importance. He then introduced some of the team that was present, Bruce Donaldson, Barnes & Thornburg, Jeremy Stephens, REI (White Lodging), and Tom Guevara and Angie Steeno, Crowe Chizek.

Mr. Taylor then asked for the Bond Bank Board’s approval for the issuance of the Convention Center Hotel bonds. Ms. Williams asked how the rate was determined. Mr. Taylor explained the process. Mr. Miller asked if the rate would reached 7%. Mr. Guevara explained the coverage for the bonds. Mr. House pointed out the different issuances in the district with comments from Mr. Guevara regarding page 9 of Exhibit G.

There was also discussion of HEA 1001 regarding the tax rate.

Mr. House asked for a motion to approve the Convention Center Hotel resolution. Ms. Williams made the motion to approve, seconded by Mr. Christian. All voted in favor and the motion passed.

Mr. House and the Board determined that there would be no need for a second April meeting. Mr. House called for a motion to adjourn. Ms. Williams made the motion, seconded by Mr. Miller. All voted in favor and the motion passed.

Mr. House adjourned the meeting at 3:21 p.m.