ARTICLE 40 SUBSTITUTE A AS AMENDED

RELATING TO THE SETTLEMENT FINANCING CORPORATION

SECTION 1. The Tobacco Settlement Financing Corporation is authorized prior to August 1, 2007 to raise additional money pursuant to the Tobacco Settlement Financing Corporation Act not to exceed one hundred ninety-five million dollars ($195,000,000) of net bond proceeds to be paid to the state of Rhode Island to be applied for various purposes of the state as specified by the general assembly.

SECTION 2. To implement and effectuate the purposes of this act, the Governor, acting by and through state general officers, state departments, agencies and the Tobacco Settlement Financing Corporation ("Corporation"), which was established pursuant to Rhode Island general laws chapter 42-133 ("Tobacco Settlement Financing Corporation Act"), is hereby authorized and empowered to:

(a) assign, or otherwise convey, to the corporation or its designee for the purposes described herein, any and all of the state's residual interest, including residual certificates ("Residuals"), arising out of the previous sale to the corporation of "state's tobacco receipts", as such term is defined in the Tobacco Settlement Financing Corporation Act, and representing a residual claim against such state's tobacco receipts;

(b) effectuate one securitization transaction prior to August 1, 2007 pursuant to the provisions of the Tobacco Settlement Financing Corporation Act which authorizes and governs the issuance of Bonds, as such term is defined in the Tobacco Settlement Financing Corporation Act, to monetize the residuals and create additional cash proceeds;

(c) distribute the proceeds of the securitization transactions to the state to be used in accordance with the purposes of this act, provided that the allocation of funds shall be made by the general assembly pursuant to the annual appropriation process; and

(d) take such additional action, or enter into such additional agreements, as may be necessary or desirable to effect the purposes of this act.

SECTION 3. The Tobacco Settlement Financing Trust, a fund established pursuant to section 42-133-9 shall receive all proceeds, net of financing costs, due to the state from the securitizations.

SECTION 4. The corporation shall make the following transfers from the Tobacco Settlement Financing Trust:

(a) $42,500,000 to state general revenues prior to June 30, 2007.

(b) $6,350,000 to the Fleet Replacement Restricted Receipt Account prior to August 15, 2007.

(c) $124,000,000 to state general revenues prior to August 15, 2007.

(d) All remaining net bond proceeds to the Rhode Island Capital Plan Fund.

SECTION 5. This article shall take effect upon passage.