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EXHIBIT F <br />Opinion Letter Form <br />City of Little Canada <br />515 Little Canada Road East <br />Little Canada, Minnesota 55117 -1633 <br />Re: Development Agreement by and between the City of Little Canada, <br />Minnesota and R. J. Marco Construction, Inc. <br />Gentlemen: <br />As counsel for R. J. Marco Construction, Inc. (the "Developer ") and in connection <br />with the execution and delivery of a certain Development Agreement (the "Development <br />Agreement ") between the Developer and the City of Little Canada, Minnesota (the <br />"City "), dated as of 1, 1999 we hereby render the following opinion: <br />I have examined the original, certified copy or copies otherwise identified to our <br />satisfaction as being true copies of the following: <br />(a) The Articles of Incorporation and Bylaws of the Developer; <br />(b) Resolution of the Developer which authorizes the transactions <br />covered by this opinion; <br />(c) The Development Agreement; and <br />and such other documents and records as I have deemed relevant and necessary as a basis <br />for the opinion set forth herein. <br />Based on the pertinent law, the foregoing examination and such other inquiries as I <br />have deemed appropriate, I am of the opinion that: <br />1. The Developer has been duly organized and is validly existing as a <br />corporation under the laws of the State of Minnesota and is qualified to do business in the <br />State of Minnesota. The Developer has full power and authority to execute, deliver and <br />1058683.RED <br />V5 to V4; 7/14/99 <br />F -1 <br />PAGE 54 <br />