PRILIMINARY OFFIC STATEMENT 11-15-2001 44.

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performance of the covenants contained in those documents. The various legal opinions to be delivered concurrently with the delivery of the Series 2001 Bonds will be qualified as to the enforceability of the various legal instruments by limitations imposed by state and federal laws,rulings and decisions affecting remedies and by bankruptcy,insolvency,reorganization, moratorium or other laws affecting the enforcement of creditors' rights. If the Borrower were to file a petition under the Bankruptcy Reform Act of 1978,as amended (the "Bankruptcy Code"), the Bankruptcy Code would limit the ability of the Trustee to exercise rights in the collateral under the Mortgage and the Subordinate Mortgage. If the Borrower were to file a plan of reorganization, such plan could include provisions modifying or altering the rights of creditors, including the Bondholders. Among other conditions, any such plan, in order to be confirmed, would have to be determined by the bankruptcy court to be in the best interests of creditors and feasible, and either be accepted by creditors of each class impaired thereby, or, if not so accepted,be determined to be fair and equitable and not to discriminate unfairly in favor of any class of claims or interests. Notwithstanding that repayment of the Series 2001 Bonds is secured by assignments of rents and leases of and liens on the Mortgaged Property, a bankruptcy of the Borrower could impose significant risks of delay, limitation or modification of the Bondholders' rights against the Borrower. These risks include,without limitation,the risk that the interest rates on and repayment and other terms of the Series 2001 Bonds could be modified in bankruptcy proceedings,and, if the value of the collateral for the Series 2001 Bonds, as determined by a court of competent jurisdiction,is less than the full amount due on the Series 2001 Bonds, the Series 2001 Bonds may not be repaid in full. Termination or Reduction of Tax Increment Assistance Under certain circumstances as discussed herein under "TAX INCREMENT ASSISTANCE,"the Orono Housing and Redevelopment Authority's ongoing tax increment assistance with respect to the Project Facilities may terminate or be reduced. Such termination or reduction could adversely affect the ability of the Borrower to make its Loan Repayments with respect to debt service on the Series 2001 Bonds. Also,the tax increment assistance ends approximately 12 years before the final maturity of the Series 2001 Bonds. Uncontrollable Factors. The amount of tax increment assistance to be received in each year is dependent on(i)the extent to which the Project is taxable,(ii)the market value of the Project, (iii) the aggregate amount by which that market value, after applying the applicable "class rate" ratios for the various parcels of property, results in an incremental increase in current taxable value ("current tax capacity") over the original taxable value ("original tax capacity")of the property,(iv)the aggregate rate of property tax levies imposed by the applicable taxing jurisdictions,which is included in the calculations of tax increment on the Project(collectively,the"tax capacity rate"or"local tax rate"),and(v)changes in law which affect any of the foregoing factors. Changes in Law. Changes in State law through legislative enactment, judicial interpretation or administrative ruling, may reduce the maximum amount of property tax