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ON REVERSE OF BOND Redemption. All Bonds of this issue maturing after February 1, 2011, are subject to redemption and prepayment at the option of the City on said date and on any date thereafter at a price of par plus accrued interest to date of redemption. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the amount of Bonds of each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the Bonds of that maturity to be prepaid shall be chosen by lot by the Bond Registrar. Bonds 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. Published notice of redemption shall in each case be given if and to the extent required by applicable law, and mailed notice of redemption shall be given to the paying agent and to each affected registered owner of the Bonds.. Selection of Bonds for Redemption; Partial Redemption. To effect a redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond 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 Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond 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 Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing), and the City shall execute and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any authorized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal amount of $ ., all of like date of original issue and tenor, except as to registration number, maturity, interest rate, denomination, and redemption privilege, which Bonds have been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Section 475.67, and pursuant to a resolution adopted by the City Council, the governing body of the City, on November 10, 2003 (the "Resolution"), for the primary purpose of providing moneys, together with other available funds of the City, sufficient to prepay certain prior general obligation bonds of the City and to finance certain improvements to the City's municipal water system and utility. This Bond constitutes a general obligation of the City, and to provide moneys for the prompt and full payment of the principal of and interest on all of the Bonds, when the same become due, the full faith and credit and taxing powers of the City have been and are hereby irrevocably pledged. Each capitalized term which is used but not otherwise defined in this Bond shall have the meaning given to that term in the Resolution. 1580841vl 1 1