Columbus, Georgia

Exhibit A

MINUTES OF THE MEETING OF THE

DEVELOPMENT AUTHORITY OF COLUMBUS GEORGIA

October 7, 2004



MEMBERS PRESENT

Billy Blanchard, Dick Ellis, Bob Gilson, Stella Shulman, Allen Taber, Fernando

Verdree



MEMBERS ABSENT

Jimmy Yancey



ALSO PRESENT

Richard Bishop, Eric Bruce (H&K), Carmen Cavezza, Len Chandler, Van Emory (H+M

Construction), Mike Gaymon, Biff Hadden, Becca Hardin, Joe Johnson, Dayton

Preston, Brian Sillitto, Ed Sprouse, Robert Teem, Katherine Kelly



Bob Gilson, Chairman, noting that a quorum was present and proper notice had

been given in accordance with the requirements of Georgia law, called the

October 7, 2004 meeting to order.



MINUTES

Upon motion made by Dick Ellis and seconded by Allen Taber, the Authority

unanimously approved the minutes of the September 2, 2004 meeting hereto

attached as Exhibit ?A?.



FINANCIAL REPORT

Fernando Verdree reviewed a few items. The Millage money will begin again this

month. A recommendation about the Miller loan will be on the agenda for next

month. In response to a question, all Authority accounts will be checked to

make sure they are interest bearing. Upon motion made by Allen Taber and

seconded by Stella Shulman, the Authority unanimously approved the September

2004 Financial Report which is attached hereto as Exhibit ?B?.



ECONOMIC DEVELOPMENT UPDATE ?Becca reviewed the status of current projects: 12

active projects of which 4 are ?hot? and expect 2 upcoming announcements, 3

prospect visits, and 6 suspects. Her report is attached as Exhibit ?C?. The

visit by Craig Barrs and his team was yesterday and we received great response

from them. Mike Gaymon, Seiko Kabumoto, and Becca will be attending the

SEUS/Japan Conference in Atlanta. The City and Chamber staffs are looking at

possibility of applying for a Federal Brownfield Revolving Loan Fund. The FTZ

application has been submitted and should be approved in about 6 months.



PROPERTY

1. Dayton Preston reported that a few soft spots have been found while

preparing land for construction of MTP spec Building is under way. Some of the

area around site is being cleaned.

2. Joe Johnson, Jordan Jones & Goulding gave an update on the situation with

wetland mitigation in Fall Line Business Centre. Of the 10-acre site DOT has

mitigated all but 3.4 acres. These remaining acres can dealt with 1) on site

mitigation credits or 2) purchases from mitigation bank. An estimate of cost

is $35,000 - $50,000. It is not necessary to make a decision now since

development of FLBC can proceed and the road can be finished later. Joe was

asked to pursue what is needed to acquire possession of the 10 acres from DOT.

The Authority agreed to proceed as suggested by Richard Bishop ? get cost

estimates for the cul-de-sac, meet with Sam Wellborn and Harold Linnenkohl and

proceed with getting a commitment from DOT to give 10 acres to the Authority

and get commitment to sign contract to build road in FLBC.



OLD BUSINESS

None



NEW BUSINESS

1. H&K Project Design ? Eric Bruce (H&K) and Van Emory (H+M Construction)

presented the architectural designs for the building which is 200,000 sf

expandable to 400,000 sf. H+M Construction gave the Authority a letter

certifying compliance with the MTP covenants. During discussion, it was

pointed out that there were several actual variances. Eric Bruce spoke to the

particular variances. Upon motion made by Dick Ellis and seconded by Fernando

Verdree, the Authority approved the H&K architectural design and site

development plans subject to resolution of the following items in variance with

the covenants: 1) the metal construction material for back wall of building, 2)

the ammonia shed not being covered, and 3) the AC on roof top. Eric Bruce

explained the reasons for the variances. The Authority recognized the tight

timeline for H&K.

2. Len Chandler from Georgia Power presented the plans to provide electricity

to H&K.



LEGAL ISSUES

a. Upon motion made by Stella Shulman and seconded by Fernando Verdree, the

Authority unanimously approved the Inducement Resolution in the form attached

hereto as Exhibit ?D? for Optimal, Inc Project which retains 10 jobs and

creates 60 new jobs and a $6,000,000 capital investments.



OTHER ISSUES

Becca gave an update on Waggoner?s Trucking closing on the Mitchell property,

is not taking possession of the Blanchard Blvd property, and is proceeding on

purchase of Lummus property. The members were reminded that the Legislative

Express is tonight at 5:30pm.



There being no further business to come before the Authority, the meeting was

adjourned by Bob Gilson, the chair.



By:_____________________________

J. Edward Sprouse, Secretary



Approved by:



____________________________________

Robert M. Gilson, Jr., Chair