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Redem�tion. The Sonds of this issue (the "Sonds") maturing on March 1, 2020, and thereafter, are subject to redemption and prepayment at the option of the Issuer on March 1, 2019, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Sonds subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity to be redeemed shall be determined by the Issuer; and if only part of the Sonds having a common maturity date are called for prepayment, the specific Sonds to be prepaid shall be chosen by lot by the Sond Registrar. Sonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Sonds. Selection of Sonds for Redem�tion; Partial Redem�tion. To effect a partial redemption of Sonds having a common maturity date, the Sond Registrar shall assign to each Sond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Sond. The Sond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Sonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Sonds to be redeemed. The Sonds to be redeemed shall be the Sonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Sond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Sond is to be redeemed only in part, it shall be surrendered to the Sond Registrar (with, if the Issuer or Sond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Sond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Sond Registrar shall authenticate and deliver to the Holder of the Sond, without service charge, a new Sond or Sonds having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by the Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Sond so surrendered. Issuance; Purpose; General Obligation. This Sond is one of an issue in the total principal amount of $1,155,000, all of like date of original issue and tenor, except as to number, maturity, interest rate and denomination, issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council on July 20, 2009 (the "Resolution") , for the purpose of providing funds to finance certain housing improvements within a housing improvement area of the Issuer. This Sond is payable out of the T�able General Obligation Housing Improvement Sonds, Series 2009A Fund. This Sond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and t�ing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Sonds are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Sonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Sond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Sond Registrar. Copies of the Resolution are on file in the principal office of the Sond Registrar. 2377798v1 9