RESOLUTION
OF THE BOARD OF SUPERVISORS OF THE
COUNTY OF ALBEMARLE, VIRGINIA

WHEREAS, the Industrial Development Authority of Albemarle County, Virginia ("Authority"), has considered the application of Westminster-Canterbury of the Blue Ridge ("Borrower") requesting the issuance of the Authority's revenue bonds in an amount not to exceed $45,000,000 ("Bonds") to assist the Borrower in (a) refinancing all or a portion of the Authority's $69,815,000 Residential Care Facility Mortgage Revenue Bonds, Series 2001A issued on October 12, 2001 to finance or refinance various of capital projects at the Borrower's continuing care retirement community ("Facility"), located at 250 Pantops Mountain Drive in Albemarle County, Virginia (b) financing additional capital improvements to the Facility, and (c) financing a debt service reserve fund and costs of issuance for the bonds (collectively, the "Project"), and has held a public hearing on February 13, 2007.

WHEREAS, Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code"), provides that the governmental unit having jurisdiction over the issuer of private activity bonds and over the area in which any facility financed with the proceeds of private activity bonds is located must approve the issuance of the bonds;

WHEREAS, the Authority issues its bonds on behalf of the County of Albemarle, Virginia ("County"); the Project is located in the County and the Board of Supervisors of the County of Albemarle, Virginia ("Board") constitutes the highest elected governmental unit of the County;

WHEREAS, the Authority has recommended that the Board approve the issuance of the Bonds; and

WHEREAS, a copy of the Authority's resolution approving the issuance of the Bonds, subject to the terms to be agreed upon, a certificate of the public hearing and a Fiscal Impact Statement have been filed with the Board.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE COUNTY OF ALBEMARLE, VIRGINIA:

1.      The Board approves the issuance of the Bonds by the Authority for the benefit of the Borrower, as required by Section 147(f) of the Code and Section l5.2-4906 of the Code of Virginia of 1950, as amended {^}to permit the Authority to assist in the refinancing of the Project.

2.      The approval of the issuance of the Bonds does not constitute an endorsement to a prospective purchaser of the Bonds of the creditworthiness of the Project or the Borrower.

3.      This resolution shall take effect immediately upon its adoption.

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