DOWNTOWN STUDENT FACILITY TRUST                                 13 April 2003

      MINUTES OF THE FOURTH MEETING OF DOWNTOWN STUDENT TRUST held
      on 13 April 2003 2pm at Peter Robinson College, Townhouse #1,
      Trent U, Peterborough, Ontario.

P R E S E N T: Catherine Dickinson, Chris Mather, John K Muir & Fraser Smith

R E G R E T S: Dwayne Collins, Matthew Naylor & Marisa Barnhart

Also Present: Scott Douglas & 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 2:30 p.m., with Catherine Dickinson acting
as Chair and John 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 05 April March 2003, were approved.

Business Arising:
It was noted that;

- the signing officers met at the main branch of the Bank of Montreal on
  Wednesday, 09 April 2003 to open a bank account in the name of the Trust.
  A deposit and cheque book package were ordered.

- the Trust agreement is ready, and is available to be signed by the Trustees
  at the law office of Richard Taylor, 306 Stewart Street, Peterborough.

- The Trust has an interim email address (studentfacility@yahoo.ca).


Presentation of Trust Balance Sheet as at 13 April 2003:
Downtown Student Facility Trust Balance Sheet  As At 13-April-2003

ASSETS                                 LIABILITIES
Cash in Bank              8,070.00     Loans from Trustees          70.00
                          --------     Loans from Friends        8,000.00
TOTAL ASSETS              8,070.00                               --------
                          ========     TOTAL LIABILITIES         8,070.00

                                       SURPLUS/(DEFICIT)             0.00
                                                                 --------
                                    TOTAL LIABILITIES & SURPLUS  8,070.00
                                                                 ========


Presentation of proposed offer with analysis
Richard Taylor made the presentation and discussion followed.

UPON A MOTION duly made, seconded and carried unanimously, the offer of
purchase as presented, discussed and amended was approved for preparation and
delivery to the vendor.

It was noted at this time that the documents will be ready for execution
on Wed, 16 April 2003 and delivered to the vendor on the following day.

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;

There being no further business the meeting adjourned at 4:40 p.m

  ____________________________       ______________________
   Catherine Dickinson, Chair         JK Muir, Secretary