EXECUTIVE ORDER MJF 98-66

Louisiana Stadium and Exposition District Authorization for Series 1998 Bonds

WHEREAS: the Louisiana Stadium and Exposition District (hereafter "LSED") was originally created as a body politic and corporate of the state of Louisiana (hereafter "State"), composed of all of the territory in the parishes of Orleans and Jefferson, for the purpose of planning, financing, constructing, developing, maintaining, and operating facilities to be located within the LSED to accommodate the holding of sports events, athletic contests, and other events of public interest under the authority of Article XIV, Section 47 of the Louisiana Constitution of 1921, as amended and continued as a statute by Article XIV, Section 16 of the Louisiana Constitution of 1974, as amended (hereafter "Original Act");

WHEREAS: the LSED issued its Hotel Occupancy Tax and State Lease-Rental Refunding Bonds, Series 1976, in the original principal amount of $134,000,000 (hereafter "Series 1976 Bonds"), pursuant to the Original Act and a resolution adopted by Board of Commissioners of Louisiana Stadium and Exposition District (hereafter "Board") on February 21, 1969, as amended by resolutions adopted by the Board on August 27, 1970, October 12, 1971, and October 28, 1976, and a series resolution adopted by the Board on October 28, 1976 (hereafter, collectively, "Series 1976 Resolution"), for the purpose of refunding all of the LSED's outstanding bonds which were issued to finance the acquisition of land for and the development and construction of the Louisiana Superdome and its parking and related facilities, which Series 1976 Bonds were payable from the Revenues (as defined in the Series 1976 Resolution) and the proceeds of the Hotel Occupancy Tax (as defined in the Series 1976 Resolution);

WHEREAS: pursuant to the provisions of Act Number 541 of the 1976 Regular Session of the Legislature, as amended by Act Number 499 of the 1978 Regular Session of the Legislature, Act Number 449 of the 1980 Regular Session of the Legislature, Act Number 927 of the 1981 Regular Session of the Legislature, Act Number 476 of the 1984 Regular Session of the Legislature, Act Number 259 of the 1989 Regular Session of the Legislature, and Act Number 640 of the 1993 Regular Session of the Legislature, which modified and supplemented the Original Act, (hereafter, collectively, "Act"), the LSED was authorized to issue not exceeding $60,000,000 of refunding bonds to refund all of the LSED's outstanding Series 1976 Bonds and not exceeding $155,000,000 of improvement and construction bonds to finance the projects set forth in the Act (hereafter "Projects") upon compliance with the conditions prescribed by the Act;

WHEREAS: pursuant to the Act and a general bond resolution adopted by the Board on January 31, 1994 (hereafter "General Bond Resolution"), as amended and supplemented by a first supplemental resolution adopted by the Board on March 28, 1994 (hereafter "First Supplemental Resolution"), the LSED issued $63,500,000 of its Hotel Occupancy Tax Bonds, Series 1994-A (hereafter "Series 1994-A Bonds"), for the purpose of refunding the LSED's outstanding Series 1976 Bonds, funding a deposit to the Reserve Fund (as defined in the General Bond Resolution), paying the costs of preparing plans and specification for the Projects, including architects and engineers fees and expenses, design consultants fees and expenses, costs and expenses of feasibility studies of the Projects, site acquisitions for ingress and egress purposes and site preparations for the Projects, other incidental costs, and Costs of Issuance of the Bonds (as defined in the General Bond Resolution), including the purchase of the Reserve Fund Insurance Policy, and paying the premium for the Bond Insurance Policy;

WHEREAS: pursuant to the Act and the General Bond Resolution, as amended and supplemented by the First Supplemental Resolution and a second supplemental resolution adopted by the Board on April 21, 1995 (hereafter "Second Supplemental Resolution"), the LSED issued $14,500,000 of its Hotel Occupancy Tax Bonds, Series 1995-A (hereafter "Series 1995-A Bonds"), for the purpose of acquiring and installing a new artificial turf surface in the Louisiana Superdome, acquiring and installing replacement seats in the terrace section and additional seats in certain other sections of the Louisiana Superdome, and acquiring land and constructing a professional football training facility in the parish of Jefferson;

WHEREAS: pursuant to the Act and the General Bond Resolution, as amended and supplemented by the First Supplemental Resolution, Second Supplemental Resolution and a third supplemental resolution adopted by the Board on November 10, 1995 (hereafter "Third Supplemental Resolution"), the LSED issued $48,000,000 of its Hotel Occupancy Tax Bonds, Series 1995-B (hereafter "Series 1995-B Bonds"), for the purpose of

A. paying the Costs of Construction (as defined in the Third Supplemental Resolution) of:

1. a baseball stadium to be located in the parish of Jefferson;

2. the remaining planned improvements and betterments to the Louisiana Superdome not financed by the Series 1995-A Bonds;

3. recreational facilities and other facilities to accommodate expositions, conventions, exhibitions, sports events, spectacles and public meetings at Bayou Segnette State Park;

4. an athletic facility addition to the Pontchartrain Center located in the parish of Jefferson;

5. recreational facilities in the cities of Gretna and Marrero in the parish of Jefferson; and

6. improvements to recreational facilities in the city of New Orleans;

B. paying costs of site preparation, providing utilities, acquiring rights-of-way and relocating utilities for a multi-purpose arena (hereafter "multi-sports arena") in the city of New Orleans; and

C. paying costs of issuance of the Series 1995-B Bonds, including the purchase of a Reserve Fund Insurance Policy and paying the premium for a Bond Insurance Policy, and funding a deposit to the Reserve Fund (as defined in the General Bond Resolution);

WHEREAS: pursuant to the Act and the General Bond Resolution, as amended and supplemented by the First Supplemental Resolution, Second Supplemental Resolution, Third Supplemental Resolution and a fourth supplemental resolution adopted by the Board on December 13, 1996 (hereafter "Fourth Supplemental Resolution"), the LSED issued $76,240,000 of its Hotel Occupancy Tax Bonds, Series 1996 (hereafter "Series 1996 Bonds"), for the purpose of paying the Costs of Construction (as defined in the Fourth Supplemental Resolution) of a multi-sports arena in the city of New Orleans and paying costs of issuance of the Series 1996 Bonds, including the purchase of a Reserve Fund Insurance Policy and paying the premium for a Bond Insurance Policy, and funding a deposit to the Reserve Fund (as defined in the General Bond Resolution);

WHEREAS: pursuant to the Act, Chapter 14-A of Title 39 of the Louisiana Revised Statutes of 1950, as amended, and the General Bond Resolution, as amended and supplemented by the First Supplemental Resolution, Second Supplemental Resolution, Third Supplemental Resolution, Fourth Supplemental Resolution, and a fifth supplemental resolution to be adopted by the Board on December 11, 1998 (hereafter, collectively, "Bond Resolution"), the LSED desires to issue not exceeding $10,000,000 of its Taxable Hotel Occupancy Tax Refunding Bonds, Series 1998A (hereafter "Series 1998A Bonds") and not exceeding $150,000,000 of its Hotel Occupancy Tax Refunding Bonds, Series 1998B (hereafter "Series 1998B Bonds" and, collectively with the Series 1998A Bonds, "Series 1998 Bonds"), for the purpose of (A) refunding a portion of its Series 1994-A Bonds, Series 1995-A Bonds, Series 1995-B Bonds, and Series 1996 Bonds and (B) paying costs of issuance of the Series 1998 Bonds, including paying the premium for a Bond Insurance Policy;

WHEREAS: refunding a portion of the LSED's outstanding Series 1994-A Bonds, Series 1995-A Bonds, Series 1995-B Bonds, and Series 1996 Bonds will result in interest cost savings for the LSED and will enable the LSED to have greater flexibility in granting concession contracts at the multi-sports arena to generate additional income;

WHEREAS: the Series 1998 Bonds will rank on a parity in all respects with the Series 1994-A Bonds, the Series 1995-A Bonds, the Series 1995-B Bonds, and the Series 1996 Bonds;

WHEREAS: the Act provides that for the purposes of and in connection with the undertakings authorized by the Act, including the issuance and servicing of any bonds, the LSED shall be acting solely in its capacity as a political subdivision of the State;

WHEREAS: the Series 1998 Bonds will not constitute an indebtedness, general or special, or a liability of the State or the parishes of Orleans and/or Jefferson (hereafter "Parishes"), will not be considered a debt of the State or the Parishes within the meaning of the Louisiana Constitution of 1974, as amended, or the laws of the State, and will not constitute a charge against the credit or taxing power of the State or Parishes, but are limited obligations of the LSED, which is obligated to pay the principal of, premium, if any, and interest on the Series 1998 Bonds only from (A) the Tax Revenues (as defined in the Bond Resolution) derived from the collection of the Hotel Occupancy Tax (as defined in the Bond Resolution) being levied by the LSED pursuant to the Original Act and the Tax Ordinance (as defined in the Bond Resolution) and collected pursuant to the Collection Agreement (as defined in the Bond Resolution), and (B) other Funds and Accounts (as defined in the Bond Resolution) pledged pursuant to the Bond Resolution; and

WHEREAS: the Act requires that, prior to sale of bonds pursuant to the Act, an executive order of the governor approving the issuance of bonds shall have been filed with the LSED and the State Bond Commission;

NOW THEREFORE I, M.J. "MIKE" FOSTER, JR., Governor of the state of Louisiana, by virtue of the authority vested by the Constitution and laws of the state of Louisiana, do hereby order and direct as follows:

SECTION 1: Pursuant to the provisions of Act Number 541 of the 1976 Regular Session of the Legislature, as amended by Act Number 499 of the 1978 Regular Session of the Legislature, Act Number 449 of the 1980 Regular Session of the Legislature, Act Number 927 of the 1981 Regular Session of the Legislature, Act Number 476 of the 1984 Regular Session of the Legislature, Act Number 259 of the 1989 Regular Session of the Legislature, and Act Number 640 of the 1993 Regular Session of the Legislature, which modified and supplemented Article XIV, Section 47 of the Louisiana Constitution of 1921, as amended and continued as a statute by Article XIV, Section 16 of the Louisiana Constitution of 1974, as amended, and in accordance with the terms of a general bond resolution adopted by the Board of Commissioners of the Louisiana Stadium and Exposition District (hereafter "Board") on January 31, 1994, as amended and supplemented by a first supplemental resolution adopted by the Board on March 28, 1994, a second supplemental resolution adopted by the Board on April 21, 1995, a third supplemental resolution adopted by the Board on November 10, 1995, a fourth supplemental resolution adopted by the Board on December 13, 1996, and a fifth supplemental resolution to be adopted by the Board on December 11, 1998, regarding terms of sale, the Board, on behalf of the Louisiana Stadium and Exposition District, is authorized to issue not exceeding $10,000,000 of its Taxable Hotel Occupancy Tax Refunding Bonds, Series 1998A, and not exceeding $150,000,000 of its Hotel Occupancy Tax Refunding Bonds, Series 1998B, (collectively, "Series 1998 Bonds").

SECTION 2: All departments, commissions, boards, agencies, and officers of the state, or any political subdivision thereof, are authorized and directed to cooperate with the Board in implementing the provisions of this Order.

SECTION 3: The provisions of this Order are effective upon signature and shall remain in effect until amended, modified, terminated, or rescinded by the governor, or terminated by operation of law.

IN WITNESS WHEREOF, I have set my hand officially and caused to be affixed the Great Seal of the state of Louisiana, at the Capitol, in the City of Baton Rouge, on this 10th day of December, 1998.

M.J. "Mike" Foster, Jr.
Governor

ATTEST BY
THE GOVERNOR
Fox McKeithen
Secretary of State