INITIAL RESOLUTION

INITIAL RESOLUTION DETERMINING TO ISSUE NOT TO EXCEED $1,000,000GENERAL OBLIGATION BONDS, SERIES 2014,  OF THE CITY OF MIDDLETON, TENNESSEEWHEREAS, the Board of Mayor and Aldermen (the “Governing Body”) of the City of Middleton, Tennessee (the “Issuer”) has determined that it is necessary to refund all or a portion of the Issuer’s Capital Outlay Note, Series 2008, dated May 9, 2007, and its General Obligation Gas System Capital Outlay Note, Series 2014, dated February 10, 2014, (collectively, the “Refunded Notes”), in order to: consolidate all or a portion of the Refunded Notes into a single bond issue with other debt obligations of the Issuer, restructure the debt service on the Refunded Notes, and/or reduce the annual debt service on the Refunded Notes; andWHEREAS, the Governing Body has further determined that it is necessary to make certain capital expenditures in connection with public works projects as described in Section 9-21-105 of the Tennessee Code Annotated, as amended, including but not limited to the acquisition, construction, improvement and equipping of the Issuer’s natural gas system (the “Project”); andWHEREAS, the Issuer is authorized by Sections 9-21-101 et seq. of the Tennessee Code Annotated to issue its general obligation bonds (the “Bonds”) for such purposes.NOW, THEREFORE, BE IT RESOLVED by the Governing Body, as follows:Section 1.    That it is necessary and desirable and in the best interests of the citizens of the Issuer (1) pay costs of the Project, (2) refund all or a portion of the Refunded Notes, and (3) pay legal, fiscal, and administrative costs incident to the issuance and sale of the Bonds to be issued for such purposes.Section 2.    That the Governing Body hereby determines pursuant to the authority of Sections 9-21-101 et seq. of the Tennessee Code Annotated, as amended, that it shall issue its Bonds for the purposes of paying costs of the Project, refunding all or a portion of the Refunded Notes and/or other purposes stated above in an aggregate amount not-to-exceed $1,000,000, that the Bonds will bear interest at a rate or rates not-to-exceed 5.50%, and that the Bonds shall be payable, both principal and interest, from ad valorem taxes levied without limitation as to rate or amount upon all taxable property in the Issuer, and that portion of the Bonds attributed to the gas system of the Issuer shall be additionally payable from and secured by certain net revenues of the gas system of the Issuer, subject to the payment of reasonable and necessary costs of operating, maintaining, repairing and insuring such system, and to prior pledges of such net revenues in favor of the Issuer’s outstanding gas system obligations, if any.Section 3. That the Bonds may be issued for any one or more of the purposes stated above and may be issued in one or more emissions either separately or as part of one or more larger bond issues which may include bonds of the Issuer being issued for other purposes and/or under other authorizing resolutions and statutes.The foregoing resolution shall be published in full once in a newspaper of general circulation in the City of Middleton, Tennessee together with the following notice:NOTICEThe foregoing resolution has been adopted.  Unless within twenty (20) days from the date of the publication hereof, a petition signed by at least ten percent (10%) of the registered voters of the City of Middleton, Tennessee shall have been filed with the City Recorder of the City of Middleton, Tennessee protesting the issuance of the general obligation refunding bonds, such bonds will be issued as proposed.Linda Earnest,City Recorder