DOWNTOWN STUDENT FACILITY TRUST                                  05 April 2003

      MINIUTES OF THE THIRD MEETING OF DOWNTOWN STUDENT TRUST held
      on 05 April 2003 2pm at Peter Robinson College, Townhouse #1,
      Trent U, Peterborough, Ontario.

P R E S E N T: Matthew Naylor, Fraser Smith, Marisa Barnhart, Catherine
               Dickinson,  John K Muir.

R E G R E T S: Dwayne Collins & Chris Mather

Also Present: Daniel Tubb, Isabel MacDonald, & Richard Taylor
               as Friends of the Trust.

Notice of this meeting having been made to all the Trustees, and quorum of the
Trustees being present in person, the meeting was declared duly constituted and
called to order at 2:10 p.m., with Catherine Dickinson acting as Chair and John
K Muir acting as Secretary.

Chair's Opening Comments:
The Chair welcomed the those gathered at the meeting.  An agenda was agreed
upon and discussion followed.

The minutes of the previous Trustees' meeting were presented.

UPON A MOTION duly made, seconded and carried unanimously, the minutes of the
previous Trustees' meeting, held on 28 March 2003, were approved unanimously.

Business Arising:
The signing officers shall meet at the main branch of the Bank of Montreal at
11 o'clock a.m. on Wednesday, 09 April 2003 to open a bank account in the name
of the Trust.

Presentation and execution of the Downtown Student Facility Trust agreement
Richard Taylor presented the proposed trust agreement.  It was noted that the
following modifications will be incorporated into the agreement;

a) the insertion of the word "enrolled" before the word "students" such that
   this section of the aims shall read, "a majority of the Board shall be
   enrolled students of Trent University";

b) the phrase "Trent University alumni" shall be inserted directly after the
   phrase, "student body", such that this section of the aims shall read,
   "drawn from among the student body, Trent University alumni, the
   organisation's volunteers, and the community at large."

c) the deemed execution date of the Trust Agreement shall be set
   as 28 March 2003.

The Trust Agreement will be redrafted accordingly and when prepared the
Trustees will be advised that they may signed the agreement at Mr. Taylor's Law
Office, 306 Stewart Street, Peterborough.

It was noted that; a) this Trust agreement covers the hiatus between the
germination of the organisation and its formal incorporation with charity
status; b) incorporating with charitable status will take significantly longer
(three months) that without (four to six weeks); c) execution of the Trust
agreement provides the ability to make an offer of purchase in the name of the
corporation to be incorporated.

UPON A MOTION duly made, seconded and unanimously, the Trust undertakes to keep
other parties advised of the Trust's activities and will make time to hear
their comments as events unfold.

It was noted at this time that the Trust will establish a register of "Friends
of the Downtown Student Facility", inviting those interested in supporting the
aims of the Trust to enrol as such with a view to their becoming Members in the
corporation which is to follow the Trust.  If was further noted that Daniel
Tubb, Isabel MacDonald, & Richard Taylor are the first friends of the Trust.

UPON A MOTION duly made, seconded and carried unanimously, the Trust undertakes
to convene two well publicised meetings before the end of April 2003, for the
purpose of presenting information as to the Trust's plans and to receive
comments and questions as to the Trust's activities, and aspirations for the
proposed student facility.

The meetings are planned, the first at the LEC "Pit" on the Symons campus of
Trent University at 4 pm on Tuesday, 15 April 2003 and the second at the PRC
Squash Court Hall at 7 pm on Wednesday, 16 April 2003.  It was noted that
Marisa Barnhart will prepare a poster for distribution, and that notice of
these meetings will be widely distributed by paper, email and broadcast.

It was noted that John Muir will approach a local ISP for their help in
establishing an Internet presence for the organisation.  In the meantime a
temporary email address will be established with "yahoo.ca".

Presentation of Options and Analysis
Richard Taylor presented a various options with analysis.  It was noted that
the lands sold by Trent University transferred ownership on 15 February 2002
for the sum of $1,987,000, and the new owner, Moloney Holdings gave a mortgage
on the property of $1,700,000 to People's Trust.

Various options and possibilities were discussed, and agreed upon. The Trust
instructed Mr. Taylor to prepare a final draft offer for the consideration of
the Trust at its next meeting.

It was noted at this time that letters of comfort will be sought from the TCSA
as the referendum results, and the Trent U Finance office as to collection and
remittance of the Trust's funds with a view to securing financing for the
Trust's aims.

UPON A MOTION duly made seconded and carried unanimously, the Trust and the
Friends gathered thanked Mr. Taylor for his work.  It was noted a round of
applause for Mr. Taylor followed the passage of this motion.

The next Meeting of the Downtown Student Facility Trust shall be held on
Sunday,  13th April 2003 at 2 p.m. at Peter Robinson College, Townhouse #1,
Trent U, Peterborough, Ontario.

It was noted that Isabel MacDonald will make certain enquiries under the
freedom of information legislation and regulations and shall be reimbursed her
direct costs.

There being no further business the meeting adjourned at 4:10 p.m.

  ____________________________       ______________________
   Catherine Dickinson, Chair         JK Muir, Secretary