REGULAR COUNCIL MEETING

The Regular Council Meeting was held on February 27, 1995 with Council President Christiansen presiding. Council members present were Mr. Lambert, Mr. Tudor, Mr. Leary, Mr. Pitts, Mrs. Malone, Mr. Weyandt and Mr. Hare. Mr. Salters was absent.

Council staff members present were Chief Smith, Mr. Lucas, Mr. O'Connor, Mr. DePrima, Mrs. Boaman and Mr. Rodriguez.

OPEN FORUM

The Open Forum was held at 7:15 p.m., prior to commencement of the Official Council Meeting. Council President Christiansen declared the open forum in session and reminded those present that Council is not in official session and cannot take formal action.

There was no one present wishing to speak during the Open Forum.

The invocation was given by Council President Christiansen, followed by the Pledge of Allegiance.

AGENDA ADDITIONS/DELETIONS

Mr. Hare moved for approval of the agenda, seconded by Mr. Leary and unanimously carried.

ADOPTION OF MINUTES - REGULAR COUNCIL MEETING OF FEBRUARY 13, 1995

The Minutes of the Regular Council Meeting of February 13, 1995 were unanimously approved by motion of Mr. Lambert, seconded by Mrs. Malone and bore the written approval of Mayor Hutchison.

PROCLAMATION - WOMEN'S HISTORY MONTH

The City Clerk read into the record the following Proclamation:

WHEREAS, American women of every race, class, and ethnic background have made historic contributions to the growth and strength of our Nation in countless recorded and unrecorded ways and have played and continue to play a critical economic, cultural, and social role in every sphere of the life of the Nation by constituting a significant portion of the labor force working inside and outside of the home; and

WHEREAS, American women have played a unique role throughout the history of the Nation by providing the majority of the volunteer labor force of the Nation and were particularly important in the establishment of early charitable, philanthropic, and cultural institutions in our Nation; and

WHEREAS, American women of every race, class, and ethnic background served as early leaders in the forefront of every major progressive social change movement and have been leaders, not only in securing their own rights of suffrage and equal opportunity, but also in the abolitionist movement, the emancipation movement, the industrial labor movement, the civil rights movement, and many others, especially the peace movement, which creates a more fair and just society for all; and

WHEREAS, despite these contributions, the role of American women in history has been consistently overlooked and undervalued, in the literature, teaching, and study of American history.

NOW, THEREFORE, I, JAMES L. HUTCHISON, MAYOR OF THE CITY OF DOVER, do hereby proclaim the month of March as "Women's History Month" in the City of Dover and encourage all citizens to observe that month with appropriate programs, ceremonies, and activities.

RESOLUTION - OPTIONAL REDEMPTION OF CITY OF DOVER WATER AND SEWER REVENUE BONDS - SERIES 1986 AND 1989

In January 1993, the City refunded a portion of 1986 Water/Sewer Bonds and all of 1989 Water/ Sewer Bonds by issuing 1993 Water/Sewer Refunding Bonds. The 1993 Water/Sewer Bonds Resolution included: (1) the provision for redemption; (2) escrow deposit agreement; and (3) notice for partial advance refunding and call for optional redemption. In all three items, the optional redemption related to bonds maturing after July 1, 2000 and the call date as July 1, 2000. These dates should be July 1, 1996, which is consistent with our plan of finance. The City's bond counsel has prepared a resolution that will correct the technical revision. The Finance Director/Treasurer recommends approval of the Resolution.

By motion of Mr. Leary, seconded by Mr. Hare, Council adopted the following Resolution by a unanimous roll call vote (Mr. Salters absent):

RESOLUTION RELATING TO OPTIONAL REDEMPTION

OF CITY OF DOVER WATER AND SEWER REVENUE

BONDS, SERIES 1986 AND SERIES 1989

            WHEREAS, by Resolution adopted January 25, 1993, (the "1993 Bond Resolution") the Council of The City of Dover, Delaware confirmed the sale of the City's Water and Sewer Revenue Bonds, Series 1993 for the purposes, among other things, of refunding certain of the City's outstanding Water and Sewer Revenue Bonds and authorized the call for optional redemption of certain of those refunded bonds;

            WHEREAS, Council desires to amend the 1993 Bond Resolution to correct certain inadvertent errors contained therein with respect to the aforesaid optional redemption;

            NOW THEREFORE, the Council of the City of Dover hereby resolves as follows:

            1.    Amendment of 1993 Bond Resolution. Paragraph 11 of the 1993 Bond Resolution is hereby amended and restated in full to read as follows (amended language indicated by underlining):

            "11. Redemption of Refunded Bonds. The Refunded Bonds maturing on or after July 1, 1997, shall be called for redemption prior to maturity, on July 1, 1996, at a redemption price equal to 101% of the principal amount thereof plus interest accrued to the redemption date. The City shall enter into the Escrow Deposit Agreement in substantially the form presented to this meeting, providing (i) for the payment of debt service on the Refunded Bonds through July 1, 1996, (ii) for the Escrow Agent to give notice of redemption on July 1, 1996, (the "Redemption Date") of said Refunded Bonds maturing on and after July 1, 1997, in accordance with the requirements of the Bond Resolution and (iii) for the Escrow Agent to pay the redemption price of said Refunded Bonds on the Redemption Date."

            2.    Effective Date. This Resolution shall be effective immediately upon its adoption. Except as otherwise provided herein, the 1993 Bond Resolution is hereby ratified and affirmed.

ADOPTED:    February 27, 1995

The City of Dover, Delaware

Water and Sewer Revenue Bonds

Refunding of Series 1986 and Series 1989 Bonds

FIRST AMENDMENT TO

ESCROW DEPOSIT AGREEMENT

            This First Amendment to Escrow Deposit Agreement (the "Original Agreement"), dated as of January 1, 1993, by and between The City of Dover, a municipal corporation of the State of Delaware (the "City") and DELAWARE TRUST COMPANY, as Escrow Agent (the "Escrow Agent") under a Resolution adopted by the City on February 27, 1989, as amended (the "Bond Resolution") relating to, among other things, the City's Water and Sewer Revenue Bonds, Series 1986 and 1989.

W I T N E S S E T H

            WHEREAS, the parties hereto entered into the Original Agreement to provide for the advance refunding of the Refunded Bonds described therein and the parties desire to amend the Original Agreement to clarify certain ambiguities between the text of the Original Agreement and the text of certain Exhibits to the Original Agreement;

            WHEREAS, Section 3 of the Original Agreement provides that the parties may, without consent of any other party, amend the Original Agreement for the purposes of curing "any ambiguity or formal defect or omission provided that prior notice has been given to Moody's; and

            WHEREAS, the amendments contained herein are for the purposes of curing an ambiguity between the text of the Original Agreement and Exhibits B and C thereto and notice of these proposed amendments has been given to Moody's.

            NOW THEREFORE, the parties hereto hereby agree as follows:

            Section 1. Defined Terms. Except as otherwise provided herein, all defined terms used herein, indicated by initial capital letters, shall have the meanings herein which are assigned to them in the Original Agreement.

            Section 2. Revisions to Exhibits B and C. Exhibits B and C of the Original Agreement are hereby amended and restated in their entirety as set forth in the attached "Exhibit B (as corrected by First Amendment)" and "Exhibit C (as corrected by First Amendment)". All references to Exhibits B and C in the Original Agreement shall be deemed to refer to the attached Exhibits as corrected.

            This First Amendment to Escrow Deposit Agreement is executed and delivered as of this _____ day of __________, 199___.

                                                                        THE CITY OF DOVER, DELAWARE

                                                                        By

DELAWARE TRUST COMPANY,

                                                                        Escrow Agent

                                                                        By

Exhibit B

(As corrected by First Amendment)

Form of Notice of Redemption

            Notice of Redemption of

            The City of Dover, Delaware

            Water and Sewer Revenue Bonds

            1986 (Series A), 1986 (Series B) and Series 1989

            Notice is hereby given that The City of Dover, Delaware has called for redemption on July 1, 1996 (the "Redemption Date") the following Water and Sewer Revenue Bonds, 1986 (Series A), 1986 (Series B) and Series 1989 (the "Refunded Bonds"):

1986 (Series A)

1986 (Series B)

Series 1989

  

The redemption price shall be 101% of the principal amount being redeemed plus interest accrued to the Redemption Date.

Payment of the redemption price of the Refunded Bonds will be made to the registered owner upon surrender thereof on or after the Redemption Date at the Corporate Trust Department of Delaware Trust Company, Escrow Agent, 900 Market Street, Wilmington, Delaware 19899. Interest shall cease to accrue on the Refunded Bonds on and after the Redemption Date.

Exhibit C

(as corrected by First Amendment)

Notice re Partial Advance Refunding and

Call for Optional Redemption

The City of Dover, Delaware

Water and Sewer Revenue Bonds - 1986 (Series A)

Water and Sewer Revenue Refunding Bonds - 1986 (Series B)

Water and Sewer Revenue Bonds (Series 1989)

            Notice is hereby given that pursuant to the terms of a Resolution of the City Council of The City of Dover, Delaware adopted December 23, 1985, as amended, (the "Bond Resolution") the City has deposited in escrow with Delaware Trust Company, Escrow Agent, sufficient direct obligations of the United States Government which, together with the investment earnings thereon, will be sufficient to pay the scheduled principal and interest on the below described bonds (the "Refunded Bonds") through and including July 1, 1996, and including the redemption price on July 1, 1996, of all such Refunded Bonds scheduled to mature after July 1, 1996. The City has given the Trustee irrevocable instructions to call for optional redemption on July 1, 1996, all Refunded Bonds scheduled to mature after July 1, 1996. Accordingly, the lien of the Bond Resolution with respect to the Refunded Bonds has been discharged and the owners of such bonds may hereafter look only to the escrowed funds for the payment thereof.

Description of Refunded Bonds

1986 (Series A)

1986 (Series B)