COMMUNITY EDUCATION BUILDING CORP

GRANT TO CEB SUPPORT CORPORATION IN THE AMOUNT OF $6,924,000, THE PROCEEDS OF WHICH HAVE BEEN "EARMARKED" (WITHIN THE MEANING OF TREASURY REGULATIONS 53.4945-5(A)(6), "EARMARKED") (A) BY CEB SUPPORT CORPORATION FOR THE EXTENSION OF THE LEVERAGE LOAN TO THE INVESTMENT FUND; (B) BY THE INVESTMENT FUND FOR THE MAKING OF "QUALIFIED EQUITY INVESTMENTS" (AS DEFINED IN SECTION 45D(B) OF THE CODE) INTO THE NMTC LENDERS (EACH OF WHICH CONSTITUTES A "QUALIFIED COMMUNITY DEVELOPMENT ENTITY" AS DEFINED IN SECTION 45D(C) OF THE CODE); AND (C) BY THE NMTC LENDERS FOR THE EXTENSION OF THE NMTC LOANS (EACH OF WHICH CONSTITUTES A "QUALIFIED LOWINCOME COMMUNITY INVESTMENT" AS DEFINED IN SECTION 45D(D) OF THE CODE) TO CEB FOR APPLICATION TOWARDS THE YDC PROJECT CONSISTENT WITH THE CEB CHARITABLE PURPOSES. AS DESCRIBED IN THE ATTACHED SUMMARY, THE PRINCIPAL AMOUNTS OF TWO OF THE NMTC LOANS SUM BY DESIGN TO $6,924,000 IN A MANNER TRACEABLE BACK TO THE LEVERAGE LOAN AND, IN TURN, THE INITIAL GRANT;