Investor Update

MARIPOSA
This fertile 300-acre site in Arizona's Mohave Valley offers up spectacular views of the mountains. It is located a quarter mile west of Highway 95 and is bordered by Jerome Avenue to the north and Hulet Avenue to the south. Mariposa has been broken into three separate projects. The first project consists of the residential portion with lots over 6000 square feet. The second project contains residential lots smaller than 6000 square feet with a multifamily component. The third project is a commercial component. The traffic study for the residential component has been completed. The Preliminary Plat is expected to be submitted by the end of the year. Final Plat approval is expected in 2008.

The second and third projects are currently in the land planning stage using V3. A Comprehensive Plan Amendment followed by a Development Agreement is currently being processed.

In the interim, we are moving forward with the sale of the project. A developer from Minnesota is interested in the first 163 residential lots in the residential phase of the project. He is in the process of making his final decision and hopefully will move forward in September of this year.

EL RIO
El Rio is a 1,600-unit golf course community with a commercial component. The project is comprised of six (6) phases. There is an 18-hole championship golf course with 1,600 residential units and approximately 61 acres of commercial property. Phase 1 construction is complete. We have had 21 homes complete the Design Review process and are in some phase of construction. Construction of the El Rio Professional Plaza (the first commercial project on site) is completed. Units are currently available for lease.

Phase 2 received its Final Plat Approval from the Mohave County Board of Supervisors on July 9, 2007. The next step is to obtain the Public Report form the Arizona Department of Real Estate, which we expect within the next month. We anticipate construction to begin within the next 3 months.

Phase 3 design has begun with Territorial Engineers. We anticipate a Plat filing by year's end 2007.

RIO ORO
Rio Oro contains one-half mile of river frontage along the banks of the shimmering Colorado River. It is a 235-acre new development designed to accommodate a significant need in Needles, CA with single-family homes. We are continuing to move Rio Oro through the first stage of entitlements which includes the approval of three items:
1) Tentative Map
2) The required Conditional Use Permit (CUP)
3) The California Environmental Quality Act (CEQA) Negative Declaration.

We are projecting staff-level approval from the City of Needles on the Tentative Map and CUP in fourth quarter 2007, but it's possible the CEQA process could take longer as there are several state agencies involved with its approval. Currently, a conservative projection for the final CEQA approval is end of the first quarter 2008, but could be sooner.

Our latest major achievement for Rio Oro is the completion of an updated Market Study. Using the information gained in this updated analysis we have now solidified our land use planning for the site. Our market research indicates this project will achieve excellent long-term success using the product mix we are proposing which includes the following approximations:
70 detached beachfront units
400 detached standard single-family units
230 detached cluster bungalows
320 attached condo units
200 apartment units

Also included in the plan are a beach, boat launch, amenities center and an RV and boat storage site. Upon the approvals from the City of Needles on this first stage of entitlements, we will be ready to begin the final engineering and Final Plat stage. It is likely the plan preparation and City approvals of this second stage will be completed by the beginning of the fourth quarter 2008.

RANCHO SAN JUAN
Rancho San Juan is located off Interstate 40 and US Route 95 in Needles, CA. The land use concept for the site has evolved from a mixed-use residential, commercial and industrial community to a major inter-modal trans-distribution center. The city of Needles is currently working on a downtown revitalization strategy to encourage tourism, attract businesses and enhance the aesthetics of the community. This city holds many possibilities for growth.

As we continue to plan our major industrial logistics center known as Rancho San Juan, we are now at the point in the process where we have begun communication with some of the several key agencies necessary in putting this development together. Over the next few months it will be necessary to work with all of the stakeholders in this endeavor.

Our plan of attack begins with the Bureau of Land Management (BLM), the Federal Government department which manages properties owned by the U.S. It is necessary to work with the BLM due to the fact the San Juan properties, as well as the existing railroad and airport, are all surrounded by BLM controlled land. We are in the process of determining strategies to link all of the transportation components within the master plan area together in order to have a fully functional inter-modal freight forward distribution center. We are currently pursuing a mix of multiple options to create these linkages. These options include, but are not limited to, acquisitions of BLM land by either purchase or land trade, leasing and right-of-way grants. As our communications with the BLM continue, we will be putting together a business plan to present to the Burlington Northern Santa Fe (BNSF) Railroad Company. We will be presenting to BNSF our understanding of the market and the demand that exists for freight forward distribution centers such as the one we are planning. Other agencies we will be working with over the next few months will be the City of Needles, San Bernardino County, the State of California, and the San Bernardino County Airport.

MOHAVE VALLEY BUSINESS PARK
This is an 80-acre development zoned for light industrial and is centrally located 1/2 mile west of El Rio Country Club on Boundary Cone Road. We have completed the final engineering for the MVBP. We have secured the water rights from the Mohave Valley Irrigation and Drainage District (MVIDD). On August 8th, we will submit the second phase preliminary plat requested to Mohave Valley Planning & Zoning commission. Our first building is complete and being rented at this time.

VISTA VERANO
Located in Fort Mohave, this is a 20-lot subdivision is at the corner of Camp Mohave Road and Mountain View Road. This subdivision will all be single-family lots over 7000 square feet. We have submitted a preliminary plat to the Planning and Zoning Commission of Mohave County. December of this year, we anticipate preliminary plat approval and will move forward to the final plat phase.

SECTION 21
This is 640 acres at the base of the Dead Mountains located in San Bernardino County, just west of Needles Highway about 5 miles from the City of Needles. Our land plan shows approximately 3,000 home sites on the property. We will have to approach San Bernardino County in order to seek a general plan amendment and a zone change for the property. In the interim, we will approach the Bureau of Land Management (BLM) to discuss options for a land trade as the BLM has approached us in an attempt to buy the
property.

EL RIO VACATION VILLAS
These will be 8 buildings with a total of 64 upscale rental vacation villas to be located on the west side of The Terrace Restaurant. The engineering has been completed and the grading plan has been submitted. When approved, this will allow us to get a building permit. The villas should be ready in the first quarter of 2008.

CHARLES PLAZA
Charles Plaza is a new 6000-square foot building conveniently accessible from Interstate 40 in Needles California. It is an ideal location for a small retail strip mall with a fast food corner location. The architectural plans are in the process of being developed. We should have more information on this project in the near future.

EL RIO PROFESSIONAL PLAZA PHASE II
After much market research, we are in the planning stage of building office condominiums. These buildings will be approximately 5000 feet in size and can be parceled into two units for smaller users. What is great about this concept is users will have the option to lease or to own their own building. Being only a few miles from the new hospital, we anticipate a lot of interest from medical fields as well as other professions.

EL RIO MERCADO
The retail portion of El Rio has approximately 40 acres to develop. As we continue to build homes and increase the number of rooftops to support a large neighborhood shopping center, we continue to market to large anchor tenants who will provide quality services to El Rio and surrounding communities

MARIPOSA GALLERIA
This is not a portion of the syndication of the residential development known as Mariposa. It is a 90-acre site with approximately 1/2 mile of frontage on Highway 95. It will ultimately be a center for a large "box" such as Costco, Home Depot or any other large retail chain. In the interim we are planning to farm the area and may explore a bio-diesel fuel option to be grown on the site.

CITY OF NEEDLES OPPORTUNITIES AND EVENTS
The City of Needles is working hard to improve its image. The Needles Downtown Business Alliance (NDBA) has created a Downtown Revitalization Strategy with the hopes of encouraging tourism, attracting businesses & enhancing the aesthetics of the community as a whole. The NDBA has started a newsletter called the "Hometown View." This will be distributed to surrounding towns in an effort to attract people driving through these towns. The next time you are in Vidal Junction or Victorville keep your eye out for one of these. Needles will also be hosting an energy fair in November called Hot Rocks & Rods. This event will be bringing in vendors with ideas on alternative energy forms, as well as food and music. For more information please contact Kellie Boff, Investment Coordinator at 928-577-0577.