RESOLUTION NO. _________

A RESOLUTION OF THE CITY OF LEESBURG, FLORIDA DESIGNATING THE FINANCE TEAM TO WORK WITH THE CITY IN CONNECTION WITH THE ISSUANCE OF DEBT TO ACQUIRE, CONSTRUCT AND EQUIP CAPITAL ASSETS WITHIN THE CITY; AUTHORIZING THE CITY MANAGER TO EXECUTE THE ENGAGEMENT LETTERS; AUTHORIZING THE CITY MANAGER TO RETAIN OTHER PROFESSIONAL FIRMS AS NEEDED; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the City of Leesburg, Florida (the “City”) has identified certain capital assets and infrastructure improvements located within the City that it desires to acquire, construct and equip (the “Projects”) that it wishes to finance with the proceeds of its revenue bonds, notes or other obligations to be issued in the future in one or more series (the “Tax Exempt Financing”); and

WHEREAS, the City has been working with D.A. Davidson & Co., Akerman Senterfitt, and Holland & Knight LLP (collectively, the “Finance Team”) in connection with the proposed issuance of the Tax Exempt Financing; and

WHEREAS, the City Commission now desires, pursuant hereto, to formally designate the Finance Team.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF LEESBURG, FLORIDA, THAT:

AUTHORITY. This Resolution is adopted pursuant to Chapter 166, Florida Statutes and other applicable provisions of law (collectively, the “Act”).

DESIGNATION OF FINANCE TEAM AND APPROVAL OF TERMS OF ENGAGEMENT. The Finance Team with respect to the issuance of the Tax Exempt Financing shall consist of D.A. Davidson & Co. as Financial Advisor, Akerman Senterfitt as Bond Counsel, and Holland & Knight LLP as Disclosure Counsel.  The City Manager is hereby authorized to execute and deliver to the various members of the Finance Team supplemental or amended engagement letters in customary form, as needed. The City Manager is also authorized to work with the Finance Team to retain other professional firms, as needed, to assist in the process of the Tax Exempt Financing.

EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption.

            PASSED AND ADOPTED at the regular meeting of the City Commission of the City of Leesburg, Florida on the __22nd___ day of __January_,  2007.

THE CITY OF LEESBURG, FLORIDA

(SEAL)                                                                   

By:_________________________________

       Mayor-Commissioner

ATTEST:

City Clerk

APPROVED AS TO FORM AND CORRECTNESS.

____________________________________

City Attorney