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This Bond is one of an issue in the aggregate principal amount of $3,750,000 (the "Bonds") all of like date and tenor except as to serial number, interest rate and maturity date, issued pursuant to a resolution adopted by the City Council on June 30, 2014 (the "Resolution"), for the purpose of refunding in full the outstanding Tax Increment Revenue Bonds (Silver Lake Village Phase IA Housing), Series 2007, initially dated as of April 17, 2007, of the Housing and Redevelopment Authority of the City of St. Anthony, Minnesota (the "Authority") and is issued pursuant to and in full conformity with the provisions of the Constitution and laws of the State of Minnesota thereunto enabling, including Minnesota Statutes, Section 469.178 and Chapter 475. This Bond is payable primarily from tax increments to be derived from Tax Increment Financing District No. 3-5 established by the City and the Authority (the "District') which have been pledged to the payment of the Bonds by the Resolution. In addition, for the full and prompt payment of the principal and interest on the Bonds as the same become due, the full faith, credit and taxing power of the City have not been and are irrevocably pledged. The Bonds are issuable only as fully registered bonds in denominations of $5,000 or any multiple thereof, of single maturities. Bonds maturing in the years 2015 through 2023 are payable on their respective stated maturity dates without option of prior payment, but Bonds having stated maturity dates in the years 2024 through 2031 are each subject to redemption and prepayment, at the option of the City and in whole or in part, and if in part, in the maturities selected by the City and, within any maturity, in $5,000 principal amounts selected by lot, on February 1, 2023 and on any date thereafter, at a price equal to the principal amount thereof to be redeemed plus accrued interest to the date of redemption. [INSERT REDEMPTION PROVISIONS FOR ANY TERM BONDS.] At least thirty days prior to the date set for redemption of any Bond, notice of the call for redemption will be mailed to the Bond Registrar and to the registered owner of each Bond to be redeemed at his address appearing in the Bond Register, but no defect in or failure to give such mailed notice of redemption shall affect the validity of the proceedings for the redemption of any Bond not affected by such defect or failure. Official notice of redemption having been given as aforesaid, the Bonds or portions of the Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price herein specified and from and after such date (unless the City shall default in the payment of the redemption price) such Bond or portions of Bonds shall cease to bear interest. Upon the partial redemption of any Bond, a new Bond or Bonds will be delivered to the registered owner without charge, representing the remaining principal amount outstanding. The Bonds have been designated by the City as "qualified tax-exempt obligations" pursuant to Section 265(b) of the Internal Revenue Code of 1986, as amended. As provided in the Resolution and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the principal office of the Bond Registrar, by the registered owner hereof in person or by his attorney duly authorized in writing upon surrender hereof together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the registered owner or his attorney; and may also be surrendered in exchange -3-