EXHIBIT 3-A

Comparison of Proposals to Provide Letter of Credit

Credit Line

Principal

Interest

Commitment

Financial Institution

Amount

Interest Rate

Term

Payment

Payments

Fees

Expenses

Collateral

Bank of America

Up to $2,500,000

Wall St. Prime Rate + .25% or

1 year

Due at Maturity

Monthly

0.50%

Est. $1000

Full Faith &

1 month LIBOR Rate + 3.0%

to $2,000 [1]

Credit of MPWMD

Fremont Bank

$2,000,000

Wall St. Prime Rate + .50%

1 year

Due at Maturity

Monthly

0.50%

$1,000 [2]

UCC-1 Blanket

with a floor rate of 5%

Filing on all Assets

[1]  Bank to be reimbursed for out of pocket cost of outside counsel review of any legal opinions or special documentation.

[2]  Fees for documentation and processing

Note:  All commitments will be subject to the District maintaining its primary operating accounts with the bank, and meeting various

conditions and warranties.  Additionally Fremont bank requires average minimum balance of $500,000 in depository balances.