June 19

Black River Falls

June 19, 2006

Meeting # 16

MINUTES OF MEETING # 16 OF THE BOARD OF EDUCATION OF THE SCHOOL DISTRICT OF BLACK RIVER FALLS ON JUNE 19, 2006 AT 6:00 P.M. IN THE DISTRICT OFFICE BOARD ROOM.

Board Members Present: Ramie Bakken, Paul Bohac, Lois Corey, Don Mathews, Jeff Pugh, Barb Sedelbauer

Board Members Absent: Bill Waughtal

The meeting was called to order by President Jeff Pugh at 6:00 p.m.

Notices of the meeting were delivered to the Banner Journal, WWIS Radio Station and Jackson County Chronicle and posted in three (3) public places on June 15, 2006.

Meeting commenced with the Pledge of Allegiance.

Lois Corey requested that the fundraiser requests be removed from the consent agenda.

Barb Sedelbauer moved to approve the consent agenda items with the fundraiser requests removed. Don Mathews seconded the motion. Motion carried.

Lois Corey commented that the fundraiser requests were more consolidated and concise. She questioned the Football DVD fundraiser. The Football DVD is a professionally completed DVD of the football games and businesses in the area are asked to place ads to help cover the cost. The DVD is available for students and any other interested persons to purchase.

Don Mathews moved to approve the fundraiser requests as presented. Paul Bohac seconded the motion. Motion carried.

Jill Collins, director of business services, explained the budget amendments for the 2005-06 school year.

Barb Sedelbauer moved to approve the 2005-06 budget amendments as presented. Lois Corey seconded the motion. Motion carried.

Jill Collins, director of business services, presented the proposed 2006-07 budget. The proposed General Fund (10) budget expenditures represent a 2.86% increase over the amount budgeted for 2005-06.

Discussion took place in regard to the proposed fees to be charged to students for the art, music and family & consumer education departments.

Ramie Bakken moved to approve the proposed 2006-07 General Fund (10) budget with reducing the revenue by not charging fees for art, music and family & consumer education and technology budget expenditures each by $4,000. Barb Sedelbauer seconded the motion.

Roll call vote: Ayes: Ramie Bakken, Barb Sedelbauer

Nays: Paul Bohac, Lois Corey, Don Mathews, Jeff Pugh

Motion denied.

Lois Corey moved to approve the proposed 2006-07 General Fund (10) expenditure budget in the amount of $17,355,719 with a proposed tax levy of $5,030,893 and a tax rate of 7.42 per $1,000 of equalized value as presented. Don Mathews seconded the motion. Motion carried.

Don Mathews moved to approve the student handbooks as presented. Paul Bohac seconded the motion. Motion carried.

Ramie Bakken moved to approve the following resolution:

A RESOULTION AUTHORIZING THE SCHOOL DISTRICT OF BLACK RIVER FALLS, WISCONSIN TO BORROW THE SUM OF $3,065,000 BY ISSUING GENERAL OBLIGATION REFUNDING BONDS PURSUANT TO SECTION 67.04 OF THE WISCONSIN STATUTES AND AUTHORIZING THE SALE OF THE BONDS.

WHEREAS the School District of Black River Falls, Jackson, Clark and Monroe Counties, Wisconsin (sometimes hereinafter called the "District") is presently in need of the sum of Three Million Sixty-Five Thousand Dollars ($3,065,000) for the public purpose of refunding obligations of the District, including interest on them; and

WHEREAS the School Board of the District deems it necessary and in the best interest of the District that said sum be borrowed pursuant to the provisions of Section 67.04, Wis. Stats., upon the terms and conditions hereinafter provided;

NOW, THEREFORE, BE IT RESOLVED that the District borrow an amount not to exceed $3,065,000 by issuing its general obligation bonds for the public purpose of refunding obligations of the District, including interest on them;

BE IT FURTHER RESOLVED that:

Section 1. Sale of Bonds. The District shall sell and deliver its $3,065,000 General Obligation Refunding Bonds (the "Bonds"), issued for the purpose above stated, to Stifel, Nicolaus & Company, Incorporated (the "Purchaser") for the purchase price set forth in the Bond Purchase Agreement attached hereto as Exhibit A and incorporated herein by this reference (the "Proposal"). The Proposal is hereby approved, and the appropriate District officials are hereby authorized and directed to execute the same.

Section 2. The Bonds. The President and District Clerk shall make, execute and deliver the Bonds to the Purchaser, for and on behalf of the District. The Bonds shall be negotiable, general obligation bonds of the District, registered as to both principal and interest, in the denomination of Five Thousand Dollars ($5,000) each or whole multiples thereof, numbered from R‑1 upward and dated July 1, 2006. The Bonds shall bear interest at the rates per annum set forth in the Proposal and shall mature on February 1 of each year, in the years and principal amounts set forth in the Proposal and the debt service schedule attached hereto as Exhibit B and incorporated herein by this reference (the "Schedule").

Interest on the Bonds shall be payable on February 1 and August 1 of each year, commencing February 1, 2007. Interest shall be computed upon the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to the rules of the Municipal Securities Rulemaking Board.

The Bonds shall not be subject to call and payment prior to maturity.

Section 3. Form of Bonds. The Bonds shall be in substantially the form attached hereto as Exhibit C and incorporated herein by this reference.

Section 4. Tax Provisions.

(A) Direct Annual Irrepealable Tax. For the purpose of paying the principal of and interest on the Bonds as the same become due, the full faith, credit and resources of the District are hereby irrevocably pledged and there be and there hereby is levied on all the taxable property in the District a direct, annual, irrepealable tax in the years 2006 through 2014 for payment of principal of and interest on the Bonds in the years 2007 through 2015 in the amounts set forth in the Schedule.

(B) Tax Collection. The District shall be and continue without power to repeal such levy or obstruct the collection of said tax until all such payments have been made or provided for. After the issuance of the Bonds, said tax shall be, from year to year, carried into the tax rolls of the District and collected as other taxes are collected, provided that the amount of tax carried into said tax rolls may be reduced in any year by the amount of any surplus money in the Debt Service Account created in Section 5(A) hereof.

(C) Additional Funds. If in any year there shall be insufficient funds from the tax levy to pay the principal of or interest on the Bonds when due, the said principal or interest shall be paid from other funds of the District on hand, said amounts to be returned when said taxes have been collected.

Section 5. Debt Service Fund and Account.

(A) Creation and Deposits. There be and there hereby is established in the treasury of the District, if one has not already been created, a debt service fund separate and distinct from every other fund, which shall be maintained in accordance with generally accepted accounting principles. Sinking funds established for obligations previously issued by the District may be considered as separate and distinct accounts within the debt service fund.

Within the debt service fund, there be and there hereby is established a separate and distinct account designated as the "Debt Service Account for $3,065,000 'General Obligation Refunding Bonds,' dated July 1, 2006" (the "Debt Service Account") and said Account shall be maintained until the indebtedness evidenced by the Bonds is fully paid or otherwise extinguished. The District Treasurer shall deposit in such Debt Service Account (i) all accrued interest received by the District at the time of delivery of and payment for the Bonds; (ii) the taxes herein levied for the specific purpose of meeting principal of and interest on the Bonds when due; (iii) such other sums as may be necessary at any time to pay principal of and interest on the Bonds when due; (iv) any premium which may be received by the District over and above the par value of the Bonds and accrued interest thereon; (v) surplus monies in the Borrowed Money Fund as specified in Section 6 hereof; and (vi) such further deposits as may be required by Sec. 67.11, Wis. Stats.

(B) Use and Investment. No money shall be withdrawn from the Debt Service Account and appropriated for any purpose other than the payment of principal of and interest on the Bonds until all such principal and interest has been paid in full and canceled; provided (i) the funds to provide for each payment of principal of and interest on the Bonds prior to the scheduled receipt of taxes from the next succeeding tax collection may be invested in direct obligations of the United States of America maturing in time to make such payments when they are due or in other investments permitted by law; and (ii) any funds over and above the amount of such principal and interest payments on the Bonds may be used to reduce the next succeeding tax levy, or may, at the option of the District, be invested by purchasing the Bonds as permitted by and subject to Section 67.11(2)(a), Wis. Stats., in interest‑bearing obligations of the United States of America, in other obligations of the District or in other investments permitted by law, which investments shall continue to be a part of the Debt Service Account.

(C) Remaining Monies. When all of the Bonds have been paid in full and canceled, and all permitted investments disposed of, any money remaining in the Debt Service Account shall be deposited in the general fund of the District, unless the School Board directs otherwise.

Section 6. Borrowed Money Fund. All monies received by the District upon the delivery of the Bonds to the Purchaser thereof except for accrued interest and premium, if any, shall be deposited by the District Treasurer into a Borrowed Money Fund and such fund shall be maintained separate and distinct from all other funds of the District and shall be used for no purpose other than the purpose for which the Bonds are issued. Monies in the Borrowed Money Fund may be temporarily invested as provided in Section 66.0603(1m), Wis. Stats. Any monies, including any income from permitted investments, remaining in the Borrowed Money Fund after the purpose for which the Bonds have been issued has been accomplished, and, at any time, any monies as are not needed and which obviously thereafter cannot be needed for such purpose shall be deposited in the Debt Service Account.

Section 7. No Arbitrage. All investments permitted by this resolution shall be legal investments, but no such investment shall be made in such a manner as would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended (the "Code") or the Regulations of the Commissioner of Internal Revenue thereunder (the "Regulations"); and an officer of the District, charged with the responsibility for issuing the Bonds, shall certify as to facts, estimates, circumstances and reasonable expectations in existence on the date of closing which will permit the conclusion that the Bonds are not "arbitrage bonds," within the meaning of said Code or Regulations.

Section 8. Fiscal Agent. The District will enter into a contract with (U.S. Bank National Association, St. Paul, Minnesota) (the "Fiscal Agent") to serve as its fiscal agent with respect to the Bonds pursuant to Wis. Stats. Sec. 67.10(2), which contract shall be in substantially the form attached hereto as Exhibit D and incorporated herein by this reference. The President and District Clerk are hereby authorized to enter into such contract on the District's behalf. Such contract may provide among other things, for the performance by the Fiscal Agent of the functions listed in Wis. Stats. Sec. 67.10(2)(a) to (j), where applicable, with respect to the Bonds.

Section 9. Persons Treated as Owners; Transfer of Bonds. The District shall cause books for the registration and for the transfer of the Bonds to be kept by the Fiscal Agent. The person in whose name any Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes and payment of either principal or interest on any Bond shall be made only to the registered owner thereof. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid.

Any Bond may be transferred by the registered owner thereof by surrender of the Bond at the office of the Fiscal Agent, duly endorsed for the transfer or accompanied by an assignment duly executed by the registered owner or his attorney duly authorized in writing. Upon such transfer, the Fiscal Agent shall deliver in the name of the transferee or transferees a new Bond or Bonds of a like aggregate principal amount, series and maturity and shall record the name of each transferee in the registration book. No registration shall be made to bearer. The Fiscal Agent shall cancel any Bond surrendered for transfer.

The District shall cooperate in any such transfer, and the President and District Clerk are authorized to execute any new Bond or Bonds necessary to effect any such transfer.

The fifteenth day of each calendar month next preceding each interest payment date shall be the record dates for the Bonds. Payment of interest on the Bonds on any interest payment date shall be made to the registered owners of the Bonds as they appear on the registration book of the Fiscal Agent at the close of business on the corresponding record date.

Section 10. Compliance with Federal Tax Laws. (a) The District represents and covenants that the projects financed by the Bonds and the Refunded Obligations defined in Section 13 and their ownership, management and use will not cause the Bonds or the Refunded Obligations to be "private activity bonds" within the meaning of Section 141 of the Code. The District further covenants that it shall comply with the provisions of the Code to the extent necessary to maintain the tax‑exempt status of the interest on the Bonds including, if applicable, the rebate requirements of Section 148(f) of the Code. The District further covenants that it will not take any action, omit to take any action or permit the taking or omission of any action within its control (including, without limitation, making or permitting any use of the proceeds of the Bonds) if taking, permitting or omitting to take such action would cause any of the Bonds to be an arbitrage bond or a private activity bond within the meaning of the Code or would otherwise cause interest on the Bonds to be included in the gross income of the recipients thereof for federal income tax purposes. The District Clerk or other officer of the District charged with the responsibility of issuing the Bonds shall provide an appropriate certificate of the District certifying that the District can and covenanting that it will comply with the provisions of the Code and Regulations.

(b) The District also covenants to use its best efforts to meet the requirements and restrictions of any different or additional federal legislation which may be made applicable to the Bonds provided that in meeting such requirements the District will do so only to the extent consistent with the proceedings authorizing the Bonds and the laws of Wisconsin, and to the extent that there is a reasonable period of time in which to comply.

Section 11. Designation as Qualified Tax‑Exempt Obligations. The Bonds are hereby designated as "qualified tax‑exempt obligations" for purposes of Section 265 of the Code relating to the ability of financial institutions to deduct from income for federal income tax purposes, interest expense that is allocable to carrying and acquiring tax‑exempt obligations.

Section 12. Utilization of The Depository Trust Company Book-Entry-Only System. In order to make the Bonds eligible for the services provided by The Depository Trust Company, New York, New York, the District agrees to the applicable provisions set forth in the Blanket Issuer Letter of Representations previously executed on behalf of the District and on file in the District office.

Section 13. Redemption of Refunded Obligations. The District has outstanding its General Obligation School Building Refunding Bonds, Series 1997A, dated July 1, 1997 (the "1997 Bonds"). The 1997 Bonds maturing in the years 2007 through 2013 and $420,000 of the 2014 maturity of the 1997 Bonds (the "Refunded Obligations") are called for prior payment on October 1, 2006 at the price of par plus accrued interest to the date of redemption.

The District Clerk shall direct U.S. Bank National Association (successor to Firstar Trust Company), the fiscal agent of the District with respect to the 1997 Bonds, to give timely notice of the call of the Refunded Obligations to be redeemed in accordance with the terms of the Fiscal Agency Agreement dated as of July 1, 1997 between the District and the fiscal agent, by mailing a notice thereof, in substantially the form attached hereto as Exhibit E and incorporated herein by this reference, by registered or certified mail no later than August 31, 2006, to the registered owner of each Refunded Obligation to be redeemed at the address shown on the registration books. Such direction shall be given no later than August 15, 2006.

In addition to the official notice of redemption provided for in the paragraph above, the District Clerk shall cause further notice of the redemption of the Refunded Obligations to be given on behalf of the District to all nationally recognized municipal securities information repositories, to all registered securities depositories in the business of holding substantial amounts of obligations of types such as the Refunded Obligations (such depositories being Depository Trust Company of New York, New York), to one or more national information services that disseminate notices of redemption of obligations such as the Refunded Obligations and to Financial Security Assurance, Inc., the insurer of the Refunded Obligations. Each further notice of redemption shall be sent by registered or certified mail, overnight express delivery, facsimile transmission or email transmission and shall contain the information set forth in the official notice of redemption provided on Exhibit E.

Section 14. Undertaking to Provide Continuing Disclosure. The District covenants and agrees, for the benefit of the holders of the Bonds, to enter into a written undertaking (the "Undertaking") required by SEC Rule 15c2-12 promulgated by the Securities and Exchange Commission pursuant to the Securities and Exchange Act of 1934 (the "Rule") to provide continuing disclosure of certain financial information and operating data and timely notices of the occurrence of certain events in accordance with the Rule. The Undertaking shall be enforceable by the holders of the Bonds or by the original purchaser(s) of the Bonds on behalf of such holders (provided that the rights of the holders and the purchaser(s) to enforce the Undertaking shall be limited to a right to obtain specific performance of the obligations thereunder and any failure by the District to comply with the provisions of the Undertaking shall not be an event of default with respect to the Bonds).

The District Clerk, or other officer of the District charged with the responsibility for issuing the Bonds, shall provide a Continuing Disclosure Certificate for inclusion in the transcript of proceedings, setting forth the details and terms of the District's Undertaking.

Section 15. Records. The District Clerk shall provide and keep a separate record book and shall record a full and correct statement of every step or proceeding had or taken in the course of authorizing and issuing these Bonds.

Section 16. Initial Resolution. The first resolution paragraph of this Resolution shall constitute the initial resolution required under Sec. 67.05(1) Wis. Stats.

Section 17. Bond Insurance. If the Purchaser of the Bonds determines to obtain municipal bond insurance with respect to the Bonds, the officers of the District are authorized to take all actions necessary to obtain such municipal bond insurance. The President and District Clerk are authorized to agree to such additional provisions as the bond insurer may reasonably request and which are acceptable to the President and District Clerk including provisions regarding restrictions on investment of Bond proceeds, the payment procedure under the municipal bond insurance policy, the rights of the bond insurer in the event of default and payment of the Bonds by the bond insurer and notices to be given to the bond insurer. In addition, appropriate reference to the municipal bond insurance policy shall be made in the form of Bond provided herein.

Section 18. Closing. The President and District Clerk are hereby authorized and directed to execute and deliver the Bonds to the Purchaser thereof upon receipt of the purchase price. The President and District Clerk may execute the Bonds by manual or facsimile signature, but at least one of said officers shall sign the Bonds manually.

The officers of the District hereby are directed and authorized to take all necessary steps to close the bond issue as soon as practicable hereafter, in accordance with the terms of sale thereof, and said officers are hereby authorized and directed to execute and deliver such documents, certificates and acknowledgments as may be necessary or convenient in accordance therewith.

Lois Corey seconded the motion.

Ayes: Ramie Bakken, Paul Bohac, Lois Corey, Don Mathews, Jeff Pugh, Barb Sedelbauer

Nays: None

Motion carried with a 6 to 0 vote.

Dr. Richards reported that the 1st week of summer school is completed with 170 elementary, 27 high school and 12 middle school students attending the classes.

Some vandalism has taken place on the football field as a pickup truck drove over the field tearing up the grass over the weekend. The damage is not as severe as the field on the south side of the high school that happened just before graduation.

Brian Brawner, better known as “Brian B” at WWIS Radio, will be the musical director next year. Brian has extensive experience working with children as the director of the Youth Theatre.

The Bus Garage project is progressing quite well. Mathy Construction has started work on the track. Peter & Jone Hoffman and David & Marilyn Hoffman each donated $50,000 for a total of $100,000 toward the track project. The donation will allow the district to add back the full irrigation system and to purchase all new hurdles and an electronic timing device. These additions are above and beyond the funding of the seal-flex surface. The generosity of the Hoffman families is greatly appreciated.

Sherri Torkelson, director of curriculum & instruction, presented an overview of the assessment tools used in the school district and has provided data from the most recent measurements associated with SAGE goals, WKCE state tests, and the MAPS program. She also outlined how the data are used to improve instruction, an explanation of the purpose for measuring students achievement, and comparison data showing how BRF students compare with their peers across the state.

Discussion was held on the 2005-06 goals. The district goal aligned with the WKCE testing program was intended to be a multi-year effort. The goal is:

Students in the district will achieve a proficiency level equal to or above the state average in language, science, and social studies and will meet or exceed the state-designated proficiency levels in reading (67.5%) and math (47.5%) on the fall 2005 state tests in 4th, 8th, and 10th grades and on the fall 2006 state tests in 3rd, 5th, 6th and 7th grades.

The three (3) board goals were as follows:

Actively participate in the Functional Analysis Process

Strategic Plan implementation in the fall of 2005

Elementary boundaries

Significant effort and meaningful progress has been achieved in both the district and board goals.

The administration is proposing three (3) district goals for the 2006-07 school year and beyond.

Students in the district will achieve a proficiency level above the state average in Language, Science, and Social Studies and will meet or exceed the state-designated proficiency levels in Reading (67.5%) and Math (47.5%) on the fall 2006 state WKCEs in all tested grades.

The percentage of High School students failing one or more classes will decrease by 2% each year for the next three (3) years, beginning with fall, 2006. An average of failure percentages from the end of all 4 terms from 2005-2006 will serve as the baseline.

For each grade level at the Middle School, we will decrease the percentage of students receiving a D- or lower in one or more classes each quarter by 1%, as compared to the same quarter of the previous year. Baseline data will come from 2005-2006 data per quarter.

Lois Corey moved to accept the three (3) district goals for the 2006-2007 school year as presented. Don Mathews seconded the motion. Motion carried.

Jeff Pugh reported that WASB will be holding a “President’s Conference” on July 14 & 15, and the WASB Fall Regional Meeting will be held on September 27 in Onalaska.

Lois Corey attended the CESA # 4 Annual Convention and presented a written summary of the conference to the board members.

Barb Sedelbauer attended the WASB Finance Conference and presented a written summary of the conference to the board members.

Kris Wrobel, Tiger Investment Club advisor, attended the meeting along with Aaron Epps and Shawn Danzinger. Aaron and Shawn presented the Tiger Investment Club annual report. The club did not perform as well as last year and they hope to do better next year.

Randi Arneson, school nurse, presented a summary of the nursing activities for the past year. She also presented an overview of the activities she has planned for next year.

Future agenda items:

CORE agenda

Ramie Bakken moved to adjourn at 7:57 p.m. Paul Bohac seconded the motion.

Ayes: Ramie Bakken, Paul Bohac, Lois Corey, Don Mathews, Jeff Pugh,

Barb Sedelbauer

Nays: None

Motion carried. The meeting was adjourned.

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