§ 3. Definitions. 1. "Ancillary bond facility" means any interest rate
exchange or similar agreement or any bond insurance policy, letter of
credit or other credit enhancement facility, liquidity facility,
guaranteed investment or reinvestment agreement, or other similar
agreement, arrangement or contract.

2. "Authority" means the state of New York municipal bond bank agency
established in section 2433 of the public authorities law.

3. "Benefited party" means any person, firm or corporation that enters
into an ancillary bond facility with the corporation according to the
provisions of this act.

4. "Board" means the members of the corporation.

5. "Bonds" means any bonds, notes, certificates of participation and
other evidence of indebtedness issued by the corporation pursuant to
section six of this act.

6. "Code" means the United States Internal Revenue Code of 1986, as
amended.

7. "Complementary legislation" means sections 480-b, paragraph (c) of
subdivision 1 of section 481 and subdivision (a-1) of section 1846 of
the tax law.

8. "Consent decree" means the consent decree and final judgment of the
supreme court of the state of New York, county of New York, dated
December 23, 1998, as the same has been and may be corrected, amended or
modified, in the action entitled State of New York, et al. v. Philip
Morris Incorporated, et al. (Index No. 400361/97).

9. "Contingent contractual obligation" means a contract under which
the obligation of the state is a contingent contractual obligation as
such term is used in section 67-a of the state finance law.

10. "Costs of issuance" means any item of expense directly or
indirectly payable or reimbursable by the corporation and related to the
authorization, sale, or issuance of bonds, including, but not limited
to, underwriting fees and fees and expenses of professional consultants
and fiduciaries.

11. "Director of the budget" means the director of the budget of the
state of New York.

12. "Financing costs" means all costs of issuance, capitalized
interest, capitalized operating expenses and debt service reserves,
fees, cost of any ancillary bond facility, and any other fees,
discounts, expenses and costs related to issuing, securing and marketing
the bonds including, without limitation, any net original issue
discount.

13. "Investment securities" means, subject to or, as otherwise
provided in, the provisions of any contract with bondholders of the
corporation, (i) general obligations of, or obligations guaranteed by,
any state of the United States of America or political subdivision
thereof, or the District of Columbia or any agency or instrumentality of
any of them, receiving one of the three highest long-term unsecured debt
rating categories available for such securities of at least one
independent rating agency, or (ii) certificates of deposit, savings
accounts, time deposits or other obligations or accounts of banks or
trust companies in the state, secured, if the corporation shall so
require, in such manner as the corporation may so determine, or (iii)
otherwise, in the discretion of the corporation, obligations in which
the comptroller is authorized to invest, pursuant to either section 98
or 98-a of the state finance law.

14. "Interest rate exchange or similar agreement" means a written
contract entered into in connection with the issuance of bonds or with
such bonds outstanding with a counterparty to provide for an exchange or
swap of payments based upon fixed and/or variable interest rates, and
shall be for exchanges in currency of the United States of America only.

15. "Master settlement agreement" means the master settlement
agreement, dated November 23, 1998, among the attorneys general of 46
states, including the state, the District of Columbia, the Commonwealth
of Puerto Rico, Guam, the United States Virgin Islands, American Samoa
and the Territory of the Northern Mariana Islands, on the one hand, and
certain tobacco manufacturers, on the other hand, and the subject of the
consent decree.

16. "Member" means any director of the authority including each person
that has been duly appointed to represent such director at meetings of
the authority from which such director may be absent.

17. "Net proceeds" means the amount of proceeds remaining following
each sale of bonds which are not required by the corporation to pay or
provide for the financing costs.

18. "Operating expenses" means the reasonable or necessary operating
expenses of the corporation, including, without limitation,
administrative expenses of the corporation or authority, the cost of
preparation of accounting and other reports, costs of maintenance of the
ratings on the bonds, funding of any operating expense reserve fund, if
any, insurance premiums, costs of any ancillary bond facilities, and
costs of annual meetings or other required activities of the
corporation, and fees and expenses incurred for professional consultants
and fiduciaries.

19. "Other assets" means assets and/or revenues, constituting a
portion of the state's share, other than the pledged tobacco revenues,
that are purchased pursuant to the sale agreement and pledged by the
corporation for the payment of bonds or an ancillary bond facility.

20. "Other participating jurisdictions" means the fifty-seven (57)
counties of the state and the city of New York, which together with the
state, are entitled to receive settlement payments under the consent
decree.

21. "Outstanding", when used with respect to bonds, shall exclude
bonds that shall have been paid in full at maturity, or shall have
otherwise been refunded, redeemed, defeased or discharged, or that may
be deemed not outstanding pursuant to agreements with the holders
thereof.

22. "Participating manufacturer" means a tobacco product manufacturer
that is or becomes a signatory to the master settlement agreement.

23. "Pledged tobacco revenues" means each such portion of the state's
share constituting tobacco settlement payments sold to the corporation
pursuant to section four of this act and pledged by the corporation for
the payment of bonds or an ancillary bond facility.

24. "Qualifying statute" has the meaning given that term in the master
settlement agreement, constituting article 13-G of the public health law
of the state.

25. "Residual interests" means the income of the corporation, and bond
proceeds, if any, or reserves not previously paid to the state, that are
in excess of the corporation's requirements to pay its operating
expenses, debt service, sinking fund or other redemption requirements,
reserve fund, and any other contractual obligations under any resolution
or any ancillary bond facility or that may be incurred in connection
with the issuance of the bonds.

26. "Sale agreement" means any agreement authorized pursuant to this
section in which the state provides for the sale of all or a portion of
the state's share to the corporation.

27. "State" means the state of New York.

28. "State representative" means the governor of the state acting
through the director of the budget.

29. "State's share" means all tobacco settlement payments received by
the state on and after January 1, 2004 and required to be made, pursuant
to the terms of the master settlement agreement, by participating
manufacturers to the state which have not otherwise been allocated to
any other participating jurisdictions pursuant to the terms of the
consent decree, and the state's rights to receive such tobacco
settlement payments and other assets of the state and other payments
received by the state on and after January 1, 2004 and the state's right
to receive such payments, under any other agreement, contract, statute
or other provision available for sale or authorized to be sold, and
determined by the state representative to be included in the sale
agreement.

30. "Tobacco settlement financing corporation" or "the corporation"
means the corporation created by section two of this act.