WINDSOR PARK PROPERTIES 7
SC 13E3, EX-99.(C)(1)(I), 2000-09-01
REAL ESTATE
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<PAGE>

                                                               Exhibit (c)(1)(B)

                            SELF CONTAINED COMPLETE
                         REAL ESTATE APPRAISAL REPORT



                         140 Space - Lucerne Lakeside
                          Manufactured Home Community
                              3000 State Road 544
                   Winter Haven, Polk County, Florida 33881



                                 PREPARED FOR


                                Mr. Steve Waite
                              Windsor Corporation
                               6430 South Quebec
                           Englewood, Colorado 80111




                                     AS OF

                                  May 1, 2000




                                  PREPARED BY

                             WHITCOMB REAL ESTATE
<PAGE>

                     [LETTERHEAD OF WHITCOMB REAL ESTATE]

May 16, 2000

Mr. Steve Waite
Windsor Corporation
6430 South Quebec
Englewood, Colorado 80111

RE:  140 Space - Lucerne Lakeside
     Manufactured Home Community
     3000 State Road 544
     Winter Haven, Polk County, Florida 33881

Dear Mr. Waite:

     At your request, we have inspected and appraised the above captioned
property.  We estimate the prospective market value of the property rights
outlined herein, as of May 1, 2000, based on an exposure period of six months,
to be:

                 - TWO MILLION SIX HUNDRED THOUSAND DOLLARS -

                                 ($2,600,000)

     Our value estimate applies to the land as physically constituted, to the
improvements actually in existence and reflects prevailing trends in the local
real estate market.  We have made a careful inspection, study, and analysis of
the property, and have considered all factors which, in our opinion, would tend
to influence the market value of the subject.

     This conclusion is premised on the Assumptions and Limiting Conditions as
cited in our attached report, as well as the facts and circumstances as of the
valuation date.  This appraisal has been prepared in accordance with the
"Uniform Standards of Professional Appraisal Practice" (USPAP) as published by
the Appraisal Standard Board of the Appraisal Foundation and those specific
conditions indicated in the engagement letter.

     This appraisal assignment was not based on a requested minimum value,
specific value, or the approval of a loan.  The intended user of this report is
Windsor Corporation.

     Lucerne Lakeside is an age restricted manufactured home community located
on the south side of Lucerne Park Road, west of Old Lucerne Park Road in the
City of Winter Haven, Polk County, Florida.  The property is located in the
north central portion of the county and was originally developed in 1964.  We
observed the property to be in good overall condition.  There
<PAGE>

Mr. Steve Waite
May 16, 2000
Page Two

were no major items of deferred maintenance noted during the physical inspection
of the premises.

     Lucerne Lakeside consists of 140 manufactured home spaces, a clubhouse,
shuffleboard, laundry facilities, boat docks and a boat launch ramp.  As of the
date of inspection, 137 of the manufactured home sites were occupied.  The site
rent rates range from $235.00 to $270.00 per site per month, averaging $239.94.
These rents became effective March 1, 2000, when an increase of $10.00 per
manufactured home site took effect.

     Our analysis has accounted for a management fee, adequate to ensure
professional management of the property.  We have also forecast maintenance
expenditures to maintain the property in adequate repair in order to retain
residents and achieve rental increases.  Our analysis and opinions are
contingent on adequate management and maintenance expenditures.

     We appreciate this opportunity to be of service to you.  If you have any
questions, please do not hesitate to contact us.

Very truly yours,

WHITCOMB REAL ESTATE


/s/ John H. Whitcomb JAG
John H. Whitcomb, MAI, CCIM
St. Cert. Gen. REA #0001234


/s/ William G. Trask JAG
William G. Trask
St. Cert. Gen. REA #0002347
<PAGE>

                                                                               4

TABLE OF CONTENTS

<TABLE>
<CAPTION>
Title                                                                      Page
<S>                                                                        <C>
Transmittal
Table Of Contents.......................................................    4

Introduction
Photographs Of Subject..................................................    6
Summary Of Facts And Conclusions........................................    8
Extent of Confirming, Collecting And Reporting Data.....................    9
Purpose And Function Of The Report......................................    9
Property Rights Appraised...............................................   10
Effective Date Of Value.................................................   10
Appraisal Definitions...................................................   10
Descriptive Section
Area Description........................................................   12
Neighborhood Description................................................   17
Manufactured Home Community Market Overview.............................   20
Land And Site Improvements..............................................   33
Improvement Description.................................................   35
Ownership And Property History..........................................   37
Occupancy...............................................................   37
Zoning And Other Land Use Controls......................................   37
Assessment And Taxes....................................................   38
Marketability And Exposure Period.......................................   40
Valuation Section
Highest And Best Use....................................................   43
Valuation Process.......................................................   48
Income Capitalization Approach..........................................   49
Sales Comparison Approach...............................................   65
Final Estimate Of Value.................................................   82
Certification...........................................................   83
Assumptions And Limiting Conditions.....................................   84
</TABLE>

Addenda
Legal Description
Profiles Of Appraisers
<PAGE>



                                 INTRODUCTION
<PAGE>

                                                                               6

                PHOTOGRAPHS OF THE SUBJECT (Taken May 10, 2000)


                            [PICTURE APPEARS HERE]

                         Entrance to Lucerne Lakeside


                            [PICTURE APPEARS HERE]

                              Typical Street View
<PAGE>

                                                                               7

                PHOTOGRAPHS OF THE SUBJECT (Taken May 10, 2000)


                            [PICTURE APPEARS HERE]

                         Lucerne Park Road Facing East


                            [PICTURE APPEARS HERE]

                         Lucerne Park Road Facing West
<PAGE>

                                                                               8

SUMMARY OF FACTS AND CONCLUSIONS
--------------------------------

Property Appraised:                140 Space - Lucerne Lakeside
------------------
                                   Manufactured Home Community
                                   3000 State Road 544
                                   Winter Haven, Polk County, Florida

Property Rights Appraised:         Fee Simple Interest, subject to tenant leases
-------------------------

Land Area:                         13.7 acres, more or less
---------

Improvements:                      Existing 140 manufactured home spaces, a
------------
                                   clubhouse, shuffleboard, laundry facilities,
                                   boat docks and a boat launch ramp.

Owner:                             Windsor Park Properties, 7.
-----

Zoning:                            RM, Residential Mobile Homes, City of Winter
------                             Haven

MSA/Census Tract:                  3980 (Lakeland/Winter Haven MSA)/
----------------                   0136 (City of Winter Haven)


Highest and Best Use:
--------------------

     As Vacant:                    Hold for future development as predicated by
                                   market demand.

     As Improved:                  The current use as a manufactured home
                                   community.

Market Value:                      Income Approach           $2,600,000
------------
                                   Sales Comparison Approach $2,650,000

Final Estimate of Market Value:    $2,600,000
------------------------------

Date of Appraisal:                 May 1, 2000
-----------------

Dates of Inspection:               May 10, 2000
-------------------
<PAGE>

                                                                               9

EXTENT OF CONFIRMING, COLLECTING AND REPORTING DATA
---------------------------------------------------

     William G. Trask inspected the property on May 10, 2000.  The property's
physical data is based on information provided by the owner, confirmed by
physical inspection of the premises and information obtained from the Polk
County Property Appraiser's office.

     Information regarding the subject's land use plan designation and zoning
are based on discussions with representatives of Polk County, Florida.  We have
analyzed the property with regard to its Highest and Best Use, as if the land
was vacant and available for development and as it has been currently improved.

     We have employed only the Income Capitalization and Sales Comparison
Approaches in our estimate of the market value of the property.  The Cost
Approach has not been used in this valuation, due to the subjectivity of
entrepreneurial profit estimates.  Recent data for the Income Capitalization and
Sales Comparison Approaches has been generated from local real estate brokers,
investors (local and nationally), owners, managers, and from our inspection of
the supporting rental neighborhood.  All of the market data has been confirmed
with buyers, sellers, or other real estate professionals involved with or
knowledgeable of the transaction.

PURPOSE AND FUNCTION OF THE APPRAISAL
-------------------------------------

     The purpose of the appraisal is to express our opinion of the "As Is"
market value of the fee simple interest, subject to existing leases, of the real
estate as of May 1, 2000.

     Rental rates and increases are governed by the community's prospectus,
filed with the Florida Department of Business and Professional Regulation, until
a unit is removed from the community.  At that time, a new prospectus can be
supplied to the tenant.  A copy of the prospectus has been included in the
Addenda of this report.

     We have surveyed the local market rents, but emphasis has been
appropriately given to the prospectus, in the forecast of rental levels at the
subject.

     The information, opinions, and conclusions contained in this report have
been prepared as a basis for portfolio valuation.
<PAGE>

                                                                              10

PROPERTY RIGHTS APPRAISED
-------------------------

     The real estate interest appraised is that of ownership in fee simple
interest, subject to existing tenant leases, and the property is appraised as if
free and clear of mortgages, liens, servitudes and encumbrances, except those
noted in the body of this appraisal.

EFFECTIVE DATE OF VALUE
-----------------------

     The effective date of our value is May 1, 2000.

APPRAISAL DEFINITIONS
---------------------

     Market Value is defined as: The most probable price which a property should
bring in a competitive and open market under all conditions requisite to a fair
sale, the buyer and seller each acting prudently, knowledgeably and assuming the
price is not affected by undue stimulus.

     Implicit in this definition is the consummation of a sale as of a specified
date and the passing of title from seller to buyer under conditions whereby:

     .    Buyer and Seller are typically motivated;

     .    Both parties are well informed or well advised, and each acting in
          what he considers his own best interest;

     .    A reasonable time is allowed for exposure in the open market;

     .    Payment is made in terms of cash in U.S. dollars or in terms of
          financial arrangements comparable thereto; and

     .    The price represents the normal consideration for the property sold
          unaffected by special or creative financing or sales concessions
          granted by anyone associated with the sale./1/

     Fee Simple Interest is defined as: The absolute ownership unencumbered by
any other interest or estate subject only to the four powers of government./2/

_______________________
/1/  The Office of the Comptroller of Currency, 12 CFR 564.2(f).
/2/  The Dictionary of Real Estate Appraisal, Third Edition, Appraisal
     Institute, 1993.
<PAGE>

                              DESCRIPTIVE SECTION
<PAGE>

AREA DESCRIPTION                                                             12
----------------

Introduction
------------

     The economic vitality of the surrounding area and the immediate
neighborhood encompassing the subject property is an important consideration in
estimating demand and future cash flow potential of a particular property. The
area analysis usually focuses on the social, economic, governmental and
environmental forces that affect real estate.

     The first step in estimating the highest and best use of the subject
property is an examination of the social, economic, governmental and
environmental forces affecting property values in the Polk County area. In the
following discussion, we have attempted to present sufficient data to inform
readers unfamiliar with the state of Florida, Polk County and the Winter Haven
metropolitan area and its environs.

     The subject is located in the State of Florida, nicknamed the Sunshine
State. Florida has a strong economic base consisting of tourism, real estate,
construction, manufacturing, finance, defense contracting and insurance.

Florida
-------

     The population of Florida has grown rapidly in recent decades. In 1950,
Florida was the twentieth largest state in the nation with a population
approaching 3 million. By 1990, Florida had become the fourth largest state in
the nation with a population of nearly 13 million. This growth saw dramatic
changes in the demographic composition of the population, brought about by a
higher population age, a lower minority population and increased per capita
wealth. As shown in the following table, the population growth was explosive
during the 1970's and 1980's, slowing in the early 1990's. This trend is
expected to continue in the future as shown by the 2004 and 2009 projections.

                   Florida Population Growth and Projections

<TABLE>
<CAPTION>
                 =============================================
                      Year        Population       Percent
                                                   Change
                 ---------------------------------------------
                      <S>         <C>              <C>
                      1970           6,790,929       N/A
                 ---------------------------------------------
                      1980           9,746,324      43.5%
                 ---------------------------------------------
                      1990          12,937,926      32.7%
                 ---------------------------------------------
                      1999*         15,167,025      17.2%
                 ---------------------------------------------
                      2004*         16,416,782       8.2%
                 ---------------------------------------------
                      2009*         17,648,165       7.5%
                 =============================================
</TABLE>
                 United States Census Bureau.
                 *Florida Trend 2000 Economic Yearbook, April 2000.
<PAGE>

Area Description                                                              13

     The slower rate of future population growth will be partially attributable
to more stringent growth management policies. Growth management legislation will
curtail the demand for developable properties, which will restrict the supply of
a given population. The result should be more modest returns on real estate
investments with investors having to develop feasible projects in areas where
sufficient demand exists.

     The dynamic complexities in the demographic composition had a significant
impact on the Florida real estate market through increased demand for housing
and the corresponding commercial development that usually follows. Until the
recessionary period of the early nineties and the financial institution
collapse, Florida was one of the most heavily invested states in the nation for
speculative real estate development.

Geography
---------

     The subject is located in the north central portion of Polk County within
the northern municipal limits of the City of Winter Haven. More specifically,
the subject property is located on the south side of Lucerne Park Road west of
Old Lucerne Park Road. This location places the subject approximately three
miles north-northwest of the downtown area of Winter Haven.

     Polk County and the Lakeland/Winter Haven SMSA (Standard Metropolitan
Statistical Area) are synonymous. Polk County is located in the west/central
area of Florida, east of the Tampa SMSA and southwest of the Orlando SMSA both
within a 50 mile radius. These metropolitan areas are connected by Interstate 4,
which passes through Polk County and is the main corridor for central Florida.
Interstate 4 connects to Interstate 95 in Daytona Beach and Interstate 75 in
Tampa. The Gulf of Mexico is located approximately 50 miles to the west and the
Atlantic Ocean is less than 55 miles to the east. Polk County lies on the
southwest fringe of Central Florida's tourist center, centered in the Orlando-
Kissimmee area.

Population
----------

     The 1990 U. S. Census estimated the population of Polk County to be
405,382, up 26.0% from the 1980 population estimate of 321,652. This indicates a
compounded annual growth rate of 2.3% over the 10-year period. These growth
rates were similar to the compounded growth rate of 2.87% and the increase in
growth of 32.7% experienced by the State of Florida during the same period. The
1998 estimate of 465,858 indicates a 1.9% average increase in growth since the
1990 census, and the year 2005 projection (512,727), indicates a slight decrease
in this rate. Just over 77% of the population growth in Polk County is the
result of in-migration.
<PAGE>

Area Description                                                              14

Economic Base
-------------

     The economic base for this general area consists of phosphate mining and
processing, citrus production and processing, and agriculture (cattle and
farming); however, light manufacturing, distribution, tourism, medical services,
and services are becoming more important in the diversification of Polk County's
economic base. This diversification resulted from the national recession that
occurred during the early 1980's and was compounded on the local level by a poor
performance of the phosphate industry and damage incurred by the citrus industry
as the result of several major freezes. Both industries have rebounded well, but
the economic difficulties brought attention to the importance of a diverse
economy, which would be better able to cope with economic downturns.

     The tourism aspects of the local economy result from the area's close
proximity to Cypress Gardens in Winter Haven, Busch Gardens in Tampa, Disney
World/Epcot/Universal Studios Sea World near Orlando, and a substantial number
of winter season residents. Lakeland is the primary retail and service center
for the surrounding area and the home of Florida Southern College, the Lakeland
Regional Medical Center, the Watson Clinic, the main office and warehouse of
Publix Supermarkets, Inc., and the winter training facility for the Detroit
Tigers.

     Local business expansions and a rejuvenated market for phosphate have
helped Polk County prosper over the last year. The county's average unemployment
rate, which has been hovered at near 10% in the early 1990's, has reached a near
twenty-year low at 5.5%. As development pressures are moving inland from the
coastal areas, Polk County's large land area and central location are two
factors that are expected to contribute to its future growth.

Transportation
--------------

     The primary form of transportation in Polk County is the automobile.
Interstate 4 traverses the northern portion of the county as it extends from
Interstate 275 in Tampa, on the west coast of Florida, through Orlando to
Daytona Beach and Interstate 95, on the east coast. State Road 60 is the major
east-west roadway in the central portion of the county. North south travel is
accomplished via U.S. Highway 27 in the eastern portion of the county, and U. S.
Highway 17/98 in the west.

     The Lakeland area is particularly well served by the Interstate and U. S.
Highway network, and Polk County alone has 195 motor freight and warehousing
firms. Commercial Carrier Corporation, one of Florida's largest motor freight
carriers, is based in the area.

     Orlando and Tampa International Airports are within a convenient 50-mile
drive from Winter Haven. The second and third largest air carrier operations in
Florida, they have a combined average of over 1,000 daily flights. Winter Haven
enjoys daily Amtrak passenger service connecting north to Orlando and beyond and
south to Miami. CSX Transportation (formerly Seaboard Coast Line Railroad)
maintains its main line through the Winter Haven area,
<PAGE>

Area Description                                                              15

assuring industry of continued convenient rail service. The Port of Tampa, less
than 50 miles away, is the 7th busiest port in the U.S. and Polk County
companies are responsible for over half of the tonnage through this deep-water
port.

Concurrency
-----------

     The State of Florida's Local Government Comprehensive Planning Act of 1975
required all counties and municipalities in the state to develop, implement and
monitor local comprehensive/growth management plans. Pursuant to this law, each
county was required to publish Land Use Policy Guides, both in written and map
form, which designate desired types of land use and probable zoning for all
county lands not within their boundaries.

     Under Florida's 1985 Growth Management Act, a concept called "Concurrency"
was set forth to require that adequate roads, sewers, schools and other
facilities be in place when local officials approve a new development. Fearing
restrictions on growth, developers, builders, and realtors have vehemently
lobbied the State Legislature to alter the requirement.

     At present, concurrency requires developers to agree to provide necessary
infrastructure before new developments are approved. However, in some areas,
moratoriums on new development are being implemented to allow government staff
sufficient time to study the affects of further growth and to develop plans,
both on-site and off will likely result in a protracted approval process, and
ultimately entail more costs to the private sector.

     Any proposed large development that will have impacts on traffic, noise,
air quality, etc., that go beyond the immediate vicinity, must go through
Development of Regional Impact (DRI) a Regional Planning Council. The Council
studies the proposed development and its potential impacts, then makes
recommendations to the appropriate local governmental entity regarding whether
the development should be approved and what, if any, constraints or mitigation
requirements should be imposed to minimize adverse regional impacts.

Summary
-------

     In conclusion, Polk County enjoys a strategic location between the two
rapidly growing Tampa and Orlando Metropolitan areas. The County is also
centrally located to many of the area's major tourist attractions. Coupled with
its mild winter climate, points to long-term growth and prosperity. Short-term
economic distress has resulted from the current economic recessions, but Polk
County's economy should continue to diversify, which will make it less
vulnerable to economic downturns in any one particular sector. The prospects of
an increasing population base, together with economic improvement are expected
to contribute positively to the overall growth of the area.
<PAGE>

                          [MAP OF AREA APPEARS HERE]
<PAGE>

                                                                              17

NEIGHBORHOOD DESCRIPTION
------------------------

     A neighborhood is defined as a portion of a larger community, or an entire
community, containing a homogeneous group of inhabitants, buildings, or business
enterprises.

Location and Boundaries
-----------------------

     The subject property is located on the south side of Lucerne Park Road,
west of Old Lucerne Park Road, within the northern municipal limits of the City
of Winter Haven. This location places the subject approximately three miles
north-northwest of the downtown area of Winter Haven. The neighborhood is
generally bounded by the U. S. Highway 17 corridor to the west, the U. S.
Highway 27 corridor to the east, Avenue T / Lake Buckeye Drive / Country Club
Road to the south and the U. S. Highway 17 / 92 corridor to the north. The
subject property lies in the southwestern portion of the neighborhood. Large
portions of the neighborhood are within unincorporated areas of Polk County.

     Land uses generally consist of commercial development along the major
thoroughfares with residential backup. Development in the neighborhood has taken
the form of mixed use, strip development of commercial (retail) and light
industrial properties, located primarily along the Avenue T, U. S. Highway 17,
U. S. Highway 27 and U. S. Highway 17 / 92 frontages. Residential development is
intermixed throughout the immediate neighborhood. The neighborhood is estimated
to be approximately 40% developed. There are large tracts of vacant land in the
neighborhood for infill development and development is expected to occur at a
slower pace in the future, due to the present level of existing development.

     This area of Winter Haven offers all amenities and shopping, schools,
churches and medical facilities. Additionally the Cleveland Indians winter
training facility is located on the south side of Winter Haven.

Access
------

     Access to the subject property is via Lucerne Park Road (State Road 544).
Lucerne Park Road is a two lane roadway that bisects the neighborhood in an
east/west direction. The subject is located on the south side of Lucerne Park
Road west of Old Lucerne Park Road, which bisects part of the neighborhood in an
east/west direction. Access to Interstate 4 is available within ten miles north-
northwest of the subject property via State Road 557 and also to the northeast
via U. S. Highway 27. Overall, access to the subject property is considered
good.

Housing
-------

     While the subject competes with all forms of housing to a certain degree,
the closest competition is other manufactured housing communities. Our surveys
of residents indicate that a sense of community is the primary reason that
people choose to reside in a manufactured housing
<PAGE>

Neighborhood Description                                                      18

community. There is also a sense of security, as residents pay close attention
to comings and goings in the community. While the subject is not the least
expensive form of housing in the neighborhood, it is also not the most
expensive.

Summary and Conclusion
----------------------

     The subject property's location in regard to the local amenities in the
form of shopping, recreational and activity centers is considered good. The
infrastructure is in-place in the neighborhood and concurrency is not an issue
in development. General real estate values have been rising over the last three
to four year period, although construction has been continuing at a moderate
pace, on properties purchased during that period.

     Future infill development in the neighborhood is expected to be at a much
slower pace, due primarily to the lack of prime available land in the
neighborhood, and the advanced degree of existing development. The subject will
benefit from its good location and the expected future population growth and is
a competitive form of housing in the local market.
<PAGE>

                        [NEIGHBORHOOD MAP APPEARS HERE]
<PAGE>

                                                                              20

MANUFACTURED HOME COMMUNITY MARKET OVERVIEW
-------------------------------------------

     The manufactured home industry in the State of Florida has prospered and
matured, over the past twenty years, as a direct result of the advancements in
manufactured home construction techniques and the continued ability of producers
and dealers to make manufactured homes a relatively inexpensive housing
alternative. Over this period the industry has progressed from it's original
"trailer park" image, to the "mobile home park" and, finally, to its present
status as "a manufactured home community." This most recent status is only
appropriate, as most manufactured homes are typically moved only once during
their economic lifetime; from the manufacturer or dealer's lot to the home site.

     According to the 1990 U. S. Census, 1,290,000 people occupied 762,855
manufactured homes in the State of Florida. These totals were the highest in the
United States with only Texas and California having manufactured home
populations that exceed one million. The measure of the significance of the
manufactured home in the state is evidenced by the fact that nearly 12.5% of all
housing units in the state were manufactured homes, as of 1990. The table below
lists the top five counties in the state, the number of manufactured homes and
the percentage of the state total of manufactured homes.

<TABLE>
<CAPTION>
         =========================================================
                   Manufactured Housing Communities
                     Top Five Counties In Florida
         ---------------------------------------------------------
                 County       No. Of Homes     Pct. Total Housing

         ---------------------------------------------------------
          <S>                 <C>              <C>
          Pinellas               52,207             6.84%
         ---------------------------------------------------------
          Polk                   51,768             6.36%
         ---------------------------------------------------------
          Hillsborough           42,314             5.55%
         ---------------------------------------------------------
          Pasco                  40,391             5.29%
         ---------------------------------------------------------
          Lake                   26,935             3.53%
         ---------------------------------------------------------
          Florida               762,855           100.00%
         =========================================================
</TABLE>
         Source:  1990 U.S. Census

     As shown in the table on the following page, sales have decreased 39% since
1985, again due principally to restriction imposed by government regulations as
well as difficult economic times. The 1996 and 1997 statewide figures show a
varied trend, with significant increases over the 1991 sales.
<PAGE>

Manufactured Housing Community Market Overview                                21

                             Single Family Housing
                  Site Built vs. New Manufactured Home Sales
                     Florida and Polk County 1983 to 1998

<TABLE>
<CAPTION>
    =============================================================================================
                   Florida                                     Polk
       Year        Housing         Mfd.           Mfd.        County       Mfd.         Mfd.
                   Starts         Home           Homes %      Housing      Home        Homes %
                                  Sales         of Total      Starts       Sales       of Total
    ---------------------------------------------------------------------------------------------
       <S>         <C>            <C>        <C>           <C>           <C>        <C>

       1983           99,164       29,244        22.77%        2,062       2,320        52.94%
    ---------------------------------------------------------------------------------------------

       1984           92,386       29,442        24.17%        1,858       2,720        59.41%
    ---------------------------------------------------------------------------------------------

       1985           94,947       30,126        24.09%        2,012       2,673        57.05%
    ---------------------------------------------------------------------------------------------

       1986           97,146       27,233        21.90%        1,708       2,710        61.34%
    ---------------------------------------------------------------------------------------------

       1987          106,650       25,446        19.26%        2,322       2,757        54.28%
    ---------------------------------------------------------------------------------------------

       1988           99,178       23,315        19.03%        2,326       2,592        52.70%
    ---------------------------------------------------------------------------------------------

       1989           97,474       21,821        18.33%        2,428       2,672        52.39%
    ---------------------------------------------------------------------------------------------

       1990           72,126       17,483        19.51%        1,525       2,031        57.11%
    ---------------------------------------------------------------------------------------------

       1991           70,925       12,572        15.06%        1,988       1,284        39.24%
    ---------------------------------------------------------------------------------------------

       1992           83,228       14,172        14.55%        2,253       1,506        40.06%
    ---------------------------------------------------------------------------------------------

       1993           91,016       15,964        14.92%        2,588       1,699        39.63%
    ---------------------------------------------------------------------------------------------

       1994           96,293       17,067        15.06%        2,573       2,047        44.31%
    ---------------------------------------------------------------------------------------------

       1995           84,877       16,199        16.03%        2,187       1,705        43.81%
    ---------------------------------------------------------------------------------------------

       1996           91,000       15,905        14.88%        2,504       1,542        38.11%
    ---------------------------------------------------------------------------------------------

       1997           90,268       18,242        16.81%        2,648       1,459        35.52%
    ---------------------------------------------------------------------------------------------

       1998           97,870       19,035        16.28%        2,852       1,374        32.51%
    =============================================================================================
</TABLE>
    Source: Florida Manufactured Housing Association, Statistical Package, 1998.

     The Polk County new manufactured housing sales have generally followed the
state trends, peaking in 1986 and declining through 1991. Since that time, sales
have fluctuated. Significantly, Polk County manufactured homes sales have
represented a substantial portion of the county's development. This is supported
by the fact that Polk County has the second highest number and percentage of
manufactured housing to total housing in the state. Additionally, Polk County
was the top ranked county in sales from 1990 to 1994, falling to second
position, behind Marion County from 1995 through 1998. Although recent trends
indicate sales of manufactured homes to be far below the peak of the mid
eighties, demand within good quality manufactured
<PAGE>

Manufactured Home Community Market Overview                                   22

housing communities is still strong according to recent publications.

     According to the Florida Manufactured Housing Association's 1998
Statistical Package, there are 471 manufactured home communities in Polk County.
Of this total, there are 102 communities (approximately 22% of the total), with
101 or more spaces. Additionally, 115 of the communities, or approximately 24%
of the total, are in the 26 to 100-space range. Approximately 54% of the
manufactured home communities in Polk County have 100 or fewer spaces. The large
percentage of small communities points to a fragmented marketplace, with a
variety of ownership forms. The subject, at 140 spaces, is one of the mid sized
communities in Polk County.

     The rapid growth in Florida during the 1960's and 1970's outstripped the
ability of county and municipal governments to provide adequate infrastructure
improvements. This precipitated state legislation mandating that each county
submits an acceptable Comprehensive Plan. As previously discussed in the Area
Description section of this report, the concept of Concurrency required all
municipalities with zoning jurisdiction to adjust their zoning codes and reach
"substantial conformance" to county-wide land use plan. Many municipal planners
were forced to scale back the total developable inventory in their communities,
resulting in decreased projections of future municipal revenues from property
taxes. Manufactured housing communities were viewed as a poor developmental
alternative in many municipalities since they produce less property tax for the
municipality while creating about the same infrastructure burden. While many
counties have instituted a moratorium on the development of new manufactured
housing communities, others have imposed severe limitations on the development
of manufactured housing communities, typically found in the form of restrictive
impact fees (or transportation fees). It was noted that approved communities
have been allowed to develop to capacity.

     Based on our conversations with Polk County and City of Winter Haven
officials, it is readily apparent that it has become increasingly more difficult
to rezone sites to manufactured home use, with governmental restrictions and
increasing impact fees, much of the developer's profit has been taken away. When
coupled with infrastructure costs dictated by concurrency, the cost of
development can increase to a point that makes the development of a manufactured
home community financially unfeasible. Hence, there is limited inventory and
future supply will be limited.

     Additionally, our survey of the smaller municipalities has indicated that
additional fees are incurred for community development and are generally based
on the community's capacity. These fees vary among the individual
municipalities. The overall effect has been the decline in the development of
new manufactured housing communities in recent years. The difficult economic
times of the early 1990's and the lack of land for development have been
contributing factors to the inhibited growth in the state.

     In the early 1980's, lot rental rates in most quality communities increased
100% or more,
<PAGE>

Manufactured Home Community Market Overview                                   23

while vacancies, at that time, were negligible. Spiraling rent increases and the
lack of a viable alternative for manufactured home owners had resulted in
problems in many communities in the form of rent strikes, picket lines, and a
high percentage of homes made available for resale.

     An additional restriction, which has greatly impacted the operation of
manufactured housing communities, was the 1984 Florida Mobile Home Act. This Act
established the Bureau of Mobile Homes of the Department of Business and
Professional Regulation and further, set out a list of requirements for
community owners and residents under Chapter 723 of the Florida Statutes.

     The law requires manufactured home community owners to file a prospectus
with the Bureau of Mobile Homes fully describing the community and its rental
agreements and further requires owners to distribute the prospectus to all
community residents. In addition, rental rates must pass the test of being
reasonable. The code states:/3/

     1.   For the purpose of this section, a lot rental amount that is in excess
          of market rent shall be considered unreasonable.

     2.   Market rent means that rent which would result from market forces
          absent an unequal bargaining position between mobile home park owners
          and mobile home owners.

     3.   In determining market rent, the court may consider rents charged by
          comparable mobile home parks in its competitive area. To be
          comparable, a mobile home park must offer similar facilities,
          services, amenities, and management.

     4.   In determining whether a rent increase or resulting lot rental amount
          is unreasonable, the court may consider economic or other factors, but
          not limited to, increases or decreases in the consumer price index,
          published by the Bureau of Labor Statistics of the Department of
          Labor, increases or decreases in operating costs or taxes and prior
          disclosures.

     5.   An arbitrator or mediator under sections 723.037, 723.038 and 723.0381
          shall employ the same standards as set forth in this section.

     The statute established procedures that the community owner must follow in
order to affect rental rate increases and, perhaps most importantly, requires
that a community owner who wishes to sell his community must first offer it (at
the owner's price and terms) to the community's homeowners association.

     Current HUD wind standards are more stringent for manufactured housing than
they are for conventional site built housing. These wind standards were created
in response to Hurricane

________________________
/3/ History: Section 1, Chapters 84-90 and Section 9, Chapters 90-198.
<PAGE>

Manufactured Home Community Market Overview                                   24

Andrew. Additionally, many insurance companies are hesitant to write business
interruption coverage for manufactured housing communities in coastal Florida.
However, business interruption insurance only covers losses sustained until all
debris is cleared away and the community is again fit for occupancy, the point
when the insurance coverage ends. Therefore, the insurance coverage is available
for a typically short period of time. These changes do not appear to have had a
major effect on the demand for manufactured homes, as market demand has actually
strengthened. It is apparent that the market reception for manufactured homes is
as a continued source of quality and affordable housing.

Rental Rates and Occupancy
--------------------------

     There is a wide range of rates in the marketplace, based on the project and
the amenities offered. Generally speaking, a standard (non-corner/no view
amenity) pad ranges between $200.00 per month to $240.00 per month. Premiums are
also attached to pads with a corner or view amenity, and these can run as high
as $20 per month above the standard pad pricing, although these premiums are not
generally found in smaller communities. Services included in the rental rate
vary by community, with higher rental rates indicative of more services.

     The subject averages $239.94 per lot (based on 140 lots), per month, with
the rent range from $235.00 to $270.00. The local market supports the subject
rents. No rent increase is planned at the current time.

     Most importantly, regardless of the competitive rental rates shown by the
competitive properties, the subject community is governed exclusively by the
Prospectus, which specifically addresses annual rental increases and other
charges. A copy of the Prospectus has been included in the Addenda to this
report. Income forecasts were based upon current rent levels.

     The subject is a 140-space, fully developed, age restricted manufactured
housing community. The communities that are most competitive with the subject
have been detailed on the following pages. These five communities are fully
developed and are currently between 98.9% and 100.0% occupied. The physical
occupancy at the subject is currently 97.9%. The manager occupies one space rent
free and 136 occupied sites produce rent resulting in an economic occupancy of
97.1%. This occupancy appears to be slightly below the sub-market occupancy of
approximately 99.8%.
<PAGE>

Manufactured Housing Community Market Overview                                25

Summary
-------

     The State of Florida experienced high levels of growth in the manufactured
housing industry during the 1980's.  Sales climbed steadily through the late
seventies and early eighties, peaking in 1985.  Since that time sales showed a
steady decline each year through 1991.  Sales in 1992, 1993 and 1994 indicated a
reversal from this most recent declining trend.

     Manufactured home community owners, who in recent years have benefited from
a "captive" market and little competitive new supply, now find their interests
sandwiched between those of county and municipal authorities on the one hand,
and those of state regulators on the other.  The upshot is likely to be that
although occupancies in manufactured housing communities will remain high,
future rent increases will not likely be as great as they have been.
<PAGE>

RENT COMPARABLE NUMBER ONE                                                    26
--------------------------

Cypress Shores East
3275 West U. S. Highway 92
Winter Haven, Polk County, Florida


                             [PHOTO APPEARS HERE]


Location:                     South side of U. S. Highway 92, east of Jersey
                              Road.

Number of Spaces:             123

Property Description:         Age restricted manufactured housing community
                              built in 1959.

Monthly Rental Rates:         $238.07

Occupancy:                    100.0% (123 of 123)

Services Included in Rates:   Water, sewer and trash collection.

Amenities:                    Clubhouse, shuffleboard, boat slips and docks.

Verification/Date:            Community Manager on May 15, 2000.

Comments:                     This is a slightly smaller, age-restricted
                              community located approximately 3 miles west of
                              the subject.

<TABLE>
<S>          <C>        <C>           <C>          <C>          <C>             <C>
=========================================================================================
 Location    Access     Visibility    Condition    Amenities    Home Quality    Overall
-----------------------------------------------------------------------------------------
 Similar     Similar    Similar       Similar      Similar      Similar         Similar
=========================================================================================
</TABLE>
<PAGE>

RENT COMPARABLE NUMBER TWO                                                    27
--------------------------

Cypress Shores West
West U. S. Highway 92
Winter Haven, Polk County, Florida


                             [PHOTO APPEARS HERE]


Location:                     South side of U. S. Highway 92, east of Jersey
                              Road.

Number of Spaces:             82

Property Description:         Age restricted manufactured housing community
                              built in 1959.

Monthly Rental Rates:         $228.00 to $240.00

Occupancy:                    100.0% (82 of 82)

Services Included in Rates:   Water, sewer and trash collection.

Amenities:                    Clubhouse, shuffleboard, boat slips and docks.

Verification/Date:            Community Manager on May 15, 2000.

Comments:                     This is a smaller, age-restricted community
                              located approximately 3 miles west of the subject.

<TABLE>
<S>          <C>        <C>           <C>          <C>          <C>             <C>
=========================================================================================
 Location    Access     Visibility    Condition    Amenities    Home Quality    Overall
-----------------------------------------------------------------------------------------
 Similar     Similar    Similar       Similar      Similar      Similar         Similar
=========================================================================================
</TABLE>
<PAGE>

RENT COMPARABLE NUMBER THREE                                                  28
----------------------------

Palm Shores
1 East Lane
Lake Alfred, Polk County, Florida


                             [PHOTO APPEARS HERE]


Location:                     South side of Mosley Road, east of U. S. Highway
                              17/92.

Number of Spaces:             94

Property Description:         Age restricted manufactured housing community
                              built in 1962.

Monthly Rental Rates:         $200.00 to $206.00

Occupancy:                    98.9% (93 of 94)

Services Included in Rates:   Water, sewer and trash collection.

Amenities:                    Clubhouse, shuffleboard, boat slips and docks.

Verification/Date:            Sara, Community Manager on May 15, 2000.

Comments:                     This is a smaller, age-restricted community
                              located approximately 2 miles north of the
                              subject.

<TABLE>
<S>          <C>        <C>           <C>          <C>          <C>             <C>
=========================================================================================
 Location    Access     Visibility    Condition    Amenities    Home Quality    Overall
-----------------------------------------------------------------------------------------
 Similar     Similar    Similar       Similar      Similar      Similar         Similar
=========================================================================================
</TABLE>
<PAGE>

RENT COMPARABLE NUMBER FOUR                                                   29
---------------------------

Woodland Lakes
5401 U. S. Highway 17/92 West
Haines City, Polk County, Florida


                             [PHOTO APPEARS HERE]


Location:                     South side of U. S. Highway 17/92 West, west of
                              Century Drive.

Number of Spaces:             167

Property Description:         Age-restricted manufactured housing community
                              built in 1980.

Monthly Rental Rates:         $240.00 to $260.00

Occupancy:                    100.0% (167 of 167)

Services Included in Rates:   Water, sewer and trash collection.

Amenities:                    Clubhouse, shuffleboard, boat slips and docks.

Verification/Date:            David, Community Manager on May 15, 2000.

Comments:                     This is a larger, age-restricted community located
                              approximately 2 1/2 miles north-northeast of the
                              subject.

<TABLE>
<S>          <C>        <C>           <C>          <C>          <C>             <C>
=========================================================================================
 Location    Access     Visibility    Condition    Amenities    Home Quality    Overall
-----------------------------------------------------------------------------------------
 Similar     Similar    Similar       Similar      Similar      Similar         Similar
=========================================================================================
</TABLE>
<PAGE>

RENT COMPARABLE NUMBER FIVE                                                   30
---------------------------

Shipp Reck Harbor
1600 Lake Shipp Drive
Winter Haven, Polk County, Florida


                             [PHOTO APPEARS HERE]


Location:                     Southwest side of South Lake Shipp Drive, south of
                              Winter-Lake Road.

Number of Spaces:             112

Property Description:         Age-restricted manufactured housing community
                              built in 1971.

Monthly Rental Rates:         $225.00 to $235.00

Occupancy:                    100.0% (112 of 112)

Services Included in Rates:   Basic cable television and trash collection.

Amenities:                    Clubhouse, pool and shuffleboard.

Verification/Date:            Debbie, Community Manager on May 15, 2000.

Comments:                     This is a smaller, age-restricted community
                              located approximately 5 miles southwest of the
                              subject.

<TABLE>
<S>          <C>        <C>           <C>          <C>          <C>             <C>
=========================================================================================
 Location    Access     Visibility    Condition    Amenities    Home Quality    Overall
-----------------------------------------------------------------------------------------
 Similar     Similar    Similar       Similar      Similar      Similar         Similar
=========================================================================================
</TABLE>
<PAGE>

                            Rent Comparable Summary

<TABLE>
<CAPTION>
================================================================================================================================
 No.            Name/Location                Occ. Sites/Sites    Monthly         Services Included            Amenities
                                                   % Occ.      Rental Rates
--------------------------------------------------------------------------------------------------------------------------------
<S>   <C>                                    <C>               <C>            <C>                      <C>
 1    Cypress Shores East                         123/123        $238.07      Water, sewer and trash   Clubhouse, shuffleboard,
      3275 West U.S. Highway 92                     100.0%                    collection.              boat slips and docks.
      Winter Haven, Polk County, Florida
--------------------------------------------------------------------------------------------------------------------------------
 2    Cypress Shores West                          82/82         $228.00      Water, sewer and trash   Clubhouse, shuffleboard,
      West U.S. Highway 92                         100.0%           to        collection.              boat slips and docks.
      Winter Haven, Polk County, Florida                         $240.00
--------------------------------------------------------------------------------------------------------------------------------
 3    Palm Shores                                  93/94         $200.00      Water, sewer and trash   Clubhouse, shuffleboard,
      1 East Lane                                   98.9%           to        collection.              boat slips and docks.
      Lake Alfred, Polk County, Florida                          $206.00
--------------------------------------------------------------------------------------------------------------------------------
 4    Woodland Lakes                              167/167        $240.00      Water, sewer and trash   Clubhouse, shuffleboard,
      5401 U.S. Highway 17/92 West                  100.0%           to        collection.              boat slips and docks.
      Haines City, Polk County, Florida                          $260.00
--------------------------------------------------------------------------------------------------------------------------------
 5    Shipp Reck Harbor                           112/112        $225.00      Trash collection and     Clubhouse, pool and
      1600 Lake Shipp Drive                        100.0%           to        basic cable television   shuffleboard.
      Winter Haven, Polk County, Florida                         $235.00
--------------------------------------------------------------------------------------------------------------------------------
 S    Lucerne Lakeside                            137/140        $235.00      Water, sewer and trash   Clubhouse, laundry and
      Lucerne Park Road                             97.9%           to        collection.              shuffleboard.
      Winter Haven, Polk County, Florida                         $270.00
================================================================================================================================
</TABLE>

<PAGE>

                      [RENT COMPARABLES MAP APPEARS HERE]
<PAGE>

                                                                              33

LAND AND SITE IMPROVEMENTS
--------------------------

     The subject site is a generally rectangular shaped parcel of land
containing approximately 13.7 acres of gross area. The site is presently
developed with 140 manufactured housing spaces. The tract is generally level and
at street grade and drainage of the tract appears adequate. We observed no
obvious adverse soil or subsoil conditions during the physical inspection of the
site.

     Utility services connected and in service on the date of valuation include
the following:

     Sanitary Sewer:     City of Winter Haven.
     --------------

     Storm Sewer:        On site drainage system.
     -----------

     Water:              City of Winter Haven.
     -----

     Telephone:          General Telephone
     ---------

     Electric:           Tampa Electric Company
     --------

     Ingress to and egress from the subject community is via Lucerne Park Road,
west of Old Lucerne Park Road.  The individual lots, in the community, are
accessed by roadways, which are laid-out in a grid pattern, maximizing the use
of the site, typical of manufactured housing communities.  Roadway improvements
include:

     Street-bed:         Lucerne Park Road is an asphalt paved two-lane roadway.
     ----------
                         The streets in the community are asphalt-paved roadways
                         and are 20 to 25 foot wide right-of-ways.

     Curb:               Lucerne Park Road does not have concrete curbs.  The
     ----
                         community streets do not have curbs.

     Sidewalk:           Lucerne Park Road does not have concrete sidewalks. The
     --------
                         community streets do not have sidewalks.

     Streetlights:       Lucerne Park Road does not have pole-mounted lights.
     ------------
                         There are pole-mounted lights throughout the community.

     Landscaping:        Grass and planted areas found throughout the site.
     -----------
<PAGE>

Land and Site Improvements                                                    34

     Arrangements between the subject ownership and municipal and/or public
utility authorities for the connection of telephone and electricity are presumed
to exist, although neither a plan specifically identifying the location of all
underground lines nor contracts providing for their installation were provided
to us.

Encumbrances
------------

     Our review of the deed, county property records and survey did not reveal
any adverse or potentially adverse interests, which would affect the utility of
the subject property. Specifically, there are no recorded or otherwise known
liens, defects in title or adverse easements.  Additionally, there are no rent
controls in effect in Polk County.

Easements
---------

     Standard utility easements for electricity and telephone are assumed to
exist. No other easements were identified to us.

Encroachments
-------------

     There were no obvious encroachments observed during the inspection of the
subject and neighboring properties.

Environmental
-------------

     There were no obvious areas of contamination on or about the subject site.
We are not qualified in environmental hazards and, therefore recommend an audit
be performed.

Functional Utility
------------------

     The site, which is rectangular in shape and contains approximately 13.7
acres, is large enough to accommodate building improvements and roadways as well
as recreational amenities and green areas.  The site is considered functional
for various residential development scenarios. The existing development as a
140-space manufactured housing community with an overall density of
approximately 10.22 spaces per acre is slightly above modern standards.  The
site is considered functional for use as a manufactured housing community.
<PAGE>

                                                                              35

IMPROVEMENT DESCRIPTION
-----------------------

     The subject is improved with 140 manufactured housing spaces.  The lots in
the community are arranged along streets laid out in a grid pattern taking
advantage of the rectangular shape of the site.  The streets have been
configured to maximize the available number of spaces.  The individual
manufactured housing lots in the community vary slightly in size averaging
approximately 2,925 square feet.  The density of the property is equal to 10.22
dwelling units per acre.

     The common area amenities include a clubhouse, laundry, shuffleboard
courts, boat docks and a boat launch ramp.  The clubhouse contains approximately
2,142 square feet of area and has been partitioned into the main
hall/multipurpose room, restrooms, kitchen and the park office.  The interior
construction consists of painted or papered drywall walls and acoustical tile
ceilings.  The flooring finish is vinyl tile.  There are flush mounted
fluorescent light fixtures.  Adjacent to the clubhouse are the shuffleboard
courts.

     We have not estimated a separate value for these amenities, or equipment,
as they are standard items found at most manufactured housing communities.
These amenities are typical for a community of this type, age, size and
location, and are adequate and functional in use.

Age and Condition
-----------------

     According to the owner, the community was developed in 1964.  The subject
is approximately 36 years old.  The common areas, streets, amenities and
individual mobile homes were observed to be in good overall condition.  Overall,
the subject improvements are estimated to be effectively 15 years old and were
observed to be in good condition.
<PAGE>

Improvement Description                                                       36


                     [MAP OF RECREATION AREA APPEARS HERE]



                         Site Layout-Lucerne Lakeside
<PAGE>

                                                                              37

OWNERSHIP AND PROPERTY HISTORY
------------------------------

     The ownership of the subject, as recorded in the Official Records of Polk
County, Florida, is in the name of Windsor Park Properties, 7.  The property was
purchased by the current owners in June 1995 for $2,100,000 as is evidenced by
the Trustee's Deed recorded in Official Record Book 3546 on Page 0201.  This
indicates a price per space of $15,000.  There have been no other significant
transactions involving the subject property within the past five years.

OCCUPANCY
---------

     The property is currently occupied by a 140-space manufactured housing
community, known as Lucerne Lakeside.  There are three vacant manufactured
housing spaces of the 140 total spaces.  The physical occupancy is 97.9%.  All
of the spaces will accommodate multi-sectional homes.  In addition to the
physical vacancy the manager occupies one space rent free resulting in an
economic occupancy of 136 spaces.  The economic vacancy of the manufactured
housing spaces is 4 spaces or 2.9%.

     The community is governed, as required by law, by a prospectus.  Annual
increases in the rental rates are governed by the prospectus, contained in the
Addenda to this report.  The current market rents at the subject range from
$235.00 to $270.00 per month.  The rents were increased by $10.00 per site per
month, effective March 1, 2000.

     Our analysis does not incorporate any value attributable to any community
owned models as these units are considered personal property, not a portion of
the real estate.  Likewise, we have incorporated no income attributable to the
sale of homes in our analysis.

ZONING AND OTHER LAND USE CONTROLS
----------------------------------

     The subject property is located within the municipal limits of Winter Haven
and is zoned RM, Residential Mobile Homes according to the City of Winter Haven
zoning ordinance.  The land use classification RM (Medium Density Residential)
allows for a density of up to 10 dwelling units per acre.

     The subject is a legal, non-conforming use of the site by density.  This is
due to the community not meeting the density requirements of the Future Land Use
Plan.

Concurrency
-----------

     Based on the present configuration of the subject, it is in conformance
with the approved comprehensive plan filed by the City of Winter Haven.
Therefore, concurrency is not an issue.
<PAGE>

Zoning And Other Land Use Controls                                            38

Flood Hazard
------------

     The City of Winter Haven is a participant in the Federal Emergency
Management Agency (FEMA) system.  According to Flood Map Community Number
120271, Panel 0005 B, dated September 30, 1981, the subject property is located
in FEMA designated "C" and "A2" zones. The "A2" zone covers the lake and canal
frontages of the community.  An "A2" zone is defined as a "special flood hazard
area where base flood elevations are provided".  A "C" zone is defined as "an
area of minimal flood hazard usually depicted on Flood Insurance Rate Maps as
being above the 500-year flood elevations".

ASSESSMENT AND TAXES
--------------------

     The subject is identified in the Polk County records under Parcel Number
09-28-26-530000-000121.  According to the records at the Polk County Property
Appraiser's Office, the current (1999) assessed value of the subject totals
$1,093,500.  In comparison to our opinion of the market value the subject is
under assessed.  Under assessment is common for manufactured home communities,
because much of the value can be attributed to the entrepreneurial skill in
acquiring the land and filling the community.  In our discussions with the Polk
County Property Appraiser's Office, it has been noted that properties are not
re-assessed upon sale in Polk County. Rather, all properties are re-assessed
every three years and any sale will be factored in to the assessment of each
property type.  The Prospectus allows for the pass through of additional ad
valorem taxes to the residents.

     Assessed values, for purposes of property taxation are determined on
January 1, of each year.  In the state of Florida, properties are assessed at
100% of the market value, as required by Florida Statute, Chapter 192.042.
Properties are reassessed annually and equitability of assessments is not a
basis for assessment in the state of Florida.  Taxes are due and payable on the
first day of the year, although tax bills are issued in arrears.  Discounts up
to 4% of the total bill are available for early payment and taxes become
delinquent after March 31.  Discussions with owners of investment real estate
and manufactured home communities have revealed that "early" payment of real
estate taxes is a common practice. Additionally, prudent management would also
dictate the payment of real estate taxes to take advantage of any discounts
offered. All tax amounts are current.

     Historically, the actual taxes have varied over the last three years.  The
table on the following page illustrates the actual taxes and assessments over
the last three years.
<PAGE>

Assessment And Taxes                                                          39

                               Historical Taxes

               ==============================================
                 Tax Year        Assessment          Taxes
               ----------------------------------------------
                   1999          $1,093,500       $26,666.09
               ----------------------------------------------
                   1998          $1,093,500       $26,949.31
               ----------------------------------------------
                   1997          $1,093,500       $27,092.56
               ==============================================

     Based on the historical taxes we expect the real estate taxes to increase
slightly in the future.  We have the estimated 2000 tax liability to be $26,933.
We have applied the available early payment discount for November 2000 and our
estimate of total taxes is $25,855.
<PAGE>

                                                                              40

MARKETABILITY AND EXPOSURE PERIOD
---------------------------------

     The subject as discussed in the Neighborhood Analysis, and Manufactured
Home Community Market Overview sections of this report is competitive and
marketable with other properties in the marketplace.

     There are typically four classes of purchasers attracted to this type of
development. The first are the tenants/residents of the community, purchasing on
a cooperative or condominium basis to reduce rental rates.  The second class of
purchaser would be the single owner/operator who purchases a community as an
income and investment vehicle.  Third would be the "traditional" manufactured
home community owner/developer who views the community as a safe, long term
investment.  Finally, there is the institutional investor or syndicate (REIT)
which owns several large manufactured housing communities on a
statewide/nationwide basis.

     Due to the stability of manufactured home community investments, the REIT
investors have been a major player in the marketplace.  REIT investors have bid
down capitalization rates for new, large communities.  Resident groups have also
increased demand for manufactured home community investments.  According to our
banking sources, resident groups are able to borrow money at debt coverage
ratios as low as 1.0 to 1.  The banks view resident group loans as good quality
with minimum risk.  Typical payback periods range between five and eight years.

     Discussions with large institutional manufactured home community investor
representatives and local area realtors, indicated that "properly priced",
stable, well kept manufactured housing communities should "be under contract"
within a six to eight month period in today's market.  However, our research has
also revealed that very few communities are "listed" for sale and that for the
most part brokers solicit owners for buyers.

     Our discussions further indicated that institutional investors required a
minimum of 200 spaces, and pricing would reflect an 8.50% to 9.50% overall
capitalization rate requirement for senior communities.  Family communities
typically reflect higher capitalization rates due to a less stable occupancy
base.  Pricing is established by processing gross income, reduced by a 2% to 3%
vacancy and credit loss factor with expenses of 35% of effective gross income.
An additional capital charge of 3% to 5%, based on overall condition, is
deducted to arrive at a net operating income (NOI).  This criteria is generally
the most restrictive pricing, as other investors will tend to accept lower
expense ratios (30%), no capital charges and a lower overall rate.

     In late summer 1998, commercial mortgage backed securities (CMBS) lenders
restructured their pricing for long term fixed rate loans.  These loans had
historically been priced based on an interest rate spread above Treasury
Securities.  The secondary market for these loans became illiquid and lenders
were unable to sell the loans profitably.  Consequently, although interest rates
on Treasuries have fallen, the interest rates on securitized loans have
increased.  Prior to this increase, interest rate spreads were available lower
than 150 basis points over the 10-
<PAGE>

Marketability and Exposure Period                                             41

year Treasuries. Since the fall, spreads have increased to the low 200 basis
point range for manufactured housing communities.

     Interest rates are low and financial institutions are again willing to lend
money for existing real estate projects with good occupancies.  The presence of
life insurance companies and conduit programs has made the financing of
manufactured housing communities a very competitive business.  The insurance
companies and conduit programs will lend on a non-recourse basis, with terms
ranging from 10 to 20 years.

     On the basis of the preceding analysis, the subject would be attractive to
all but the institutional investor.  In our opinion, the exposure period for the
subject would be within the range indicated by the industry participants, and we
estimate an exposure period of six months.
<PAGE>

                               VALUATION SECTION
<PAGE>

                                                                              43

HIGHEST AND BEST USE
--------------------

     Highest and Best Use may be defined as:

          "The reasonably probable and legal use of vacant land
          or an improved property, which is physically possible,
          appropriately supported, financially feasible and which
          results in the highest value.  The four criteria the
          highest and best use must meet are legal permissibility,
          physical possibility, financial feasibility, and maximum
          profitability."/4/

     The highest and best use of a specific parcel of land does not depend on
subjective analysis; rather, the competitive forces in the market shape it.  The
analysis and interpretation of highest and best use is an economic study of the
market forces on the subject.

     Market forces also shape market value.  The data collected and analyzed to
estimate property value is also used to formulate an opinion of the property's
highest and best use as of the effective date of the appraisal.  In all
valuation assignments, value estimates are based on use. The highest and best
use of a property provides the foundation for an investigation of the
competitive positions of buyers and sellers in the marketplace, and can be
described as the foundation on which market value rests.  Without interaction in
the marketplace, highest and best use would not exist and market value
estimations would be impossible.

     When potential buyers contemplate purchasing real estate for personal use
or occupancy, their principal motivations are perceived benefits of enhanced
enjoyment, prestige, and privacy. Purchasers of investment property are
frequently motivated by the promise of net income or capital accumulation and
certain tax advantages.  These investors are more directly concerned with
feasibility, an indication that a project has a reasonable likelihood of
satisfying their specific objectives.

     Analysis of the highest and best use of: 1) the land as though vacant, and
2) the property as improved, is essential in the valuation process.  Through
highest and best use analysis, we attempt to interpret the market forces that
influence the subject property and identify the use on which the final value
estimate will be based.  This determination is based on the analysis and
interpretation of market conditions, the trends affecting the buyers and sellers
in the marketplace, and the existing use of the subject.  The highest and best
use of the land, as though vacant and the property as improved, must meet four
criteria.

______________
/4/ The Appraisal Institute, The Dictionary of Real Estate Appraisal, 3d ed.
(Chicago, Illinois: The Appraisal Institute, 1993), Page 170.
<PAGE>

Highest and Best Use                                                          44

     Analyzing the highest and best use of the land as though vacant serves two
functions. First, it helps identify comparable properties, which should have
highest and best uses of the land as though vacant, similar to that of the
subject property.  The second reason is to identify the use that would produce
maximum income to the land after property income is allocated to the
improvements.  In the Cost Approach and some income capitalization techniques, a
separate value estimate of the land is required.  Estimating the land's highest
and best use as though vacant becomes the necessary part of deriving a land
value estimate.

     There are also reasons to analyze the highest and best use of the property
as improved. The first is to help identify comparable properties that should
have the same or similar highest and best uses as the improved subject property.
The second is to decide whether the improvements should be demolished, renovated
or retained in their present condition.  They should be retained as long as they
have some marketable value and the return from the property exceeds the return
that would be realized by a new use, after deducting the costs of demolishing
the old building and constructing a new one.  Identification of the existing
property's most profitable use is crucial to this determination.

     The highest and best use of both the land as though vacant and the property
as improved must meet four criteria.  The highest and best use must be:

     1.   Legally Permissible
     2.   Physically Possible
     3.   Financially Feasible
     4.   Maximally Productive

     These criteria are usually considered sequentially; a use may be
financially feasible, but this is irrelevant if it is physically impossible or
legally prohibited.  Only when there is a reasonable possibility that one of the
prior, unacceptable conditions can be changed is it appropriate to proceed with
the analysis.  If, for example, current zoning does not permit a potential
highest and best use, but there is a possibility that the zoning can be changed,
the proposed use can be considered on that basis.

Legally Permissible
-------------------

     Legal restrictions, as they apply to the subject property, are of two
types, i.e., private restrictions (deed restrictions, easements, etc.) and
public restrictions (zoning, building codes, environmental regulations and
historic district controls, etc.).  These latter restrictions must be
investigated, to the best of our ability, because they may preclude many
potential highest and best uses.

     No information regarding private restrictions affecting the subject was
uncovered in our research or provided by the client.  It is assumed that only
common restrictions, such as utility easements, are in-place, which would not be
of any significant consequence to the development
<PAGE>

Highest and Best Use                                                          45

of the site.

     The subject is an approved Manufactured Housing Community by the City of
Winter Haven Planning and Zoning Department.  As discussed in the Zoning and
Other Land Use Controls Section of this report, the property, as developed, is a
legal non-conforming use of the land and concurrency is not an issue.

Physically Possible
-------------------

     The second constraint imposed on the possible use of the property is that
dictated by the physical aspects of the site itself.  Size, shape and terrain of
the parcel of land affect the uses to which it can be developed.  The utility of
the parcel may depend on its frontage and depth. Also considered are the
capacity and availability of public utilities.  When a site's topography or
subsoil conditions make development restrictive or costly, its potential use is
adversely affected. Generally, the larger the site, the greater the potential
for achieving economies of scale or flexibility in development.

     The highest and best use of a property as improved also depends on physical
considerations such as size, design and condition.  The condition of the
property and its ability to continue in its current use are also relevant.

     The subject site is generally rectangular in shape and contains a total
area of 13.7 acres. The site is generally level and has adequate access frontage
along the south side of Lucerne Park Road and lake frontage along the north
shore of Lake Smart.  The size and shape of the site does not restrict maximum
flexibility and development, and the subject's development has made an adequate
use of the site as indicated by its density of approximately 10.22 spaces per
acre.  The subject meets the physically possible criteria of this analysis.

Financially Feasible
--------------------

     After determining which uses are physically possible and legally
permissible, we have eliminated many uses from consideration.  Then the uses
that meet the first two criteria are analyzed further to determine which are
likely to produce an income, or return, equal to or greater than the amount
needed to satisfy operating expenses, financial obligations and capital
amortization.  All uses that are expected to produce a positive return are
regarded as financially feasible.

     To determine financial feasibility, we then estimate the future gross
income that can be expected from each logical use.  Vacancy and collection
losses and operating expenses are then subtracted from each gross income to
obtain the likely net operating income (NOI) from each use. A rate of return on
the invested capital can then be calculated for each use.  If the net revenue
capable of being generated is enough to satisfy the required rate of return on
investment and provide a return on the land, the use is financially feasible
within some price limit.
<PAGE>

Highest and Best Use                                                          46

Maximally Productive
--------------------

     Of the financially feasible uses, the use that produces the highest price,
or value, consistent with the rate of return warranted by the market for that
use is the highest and best use. To determine the highest and best use of land
as though vacant, the same rate of return is often used to capitalize income
streams from different uses into their respective values.  This procedure is
appropriate if all competing uses have similar risk characteristics.  If not,
differing rates of return would be required.  The use that produces the highest
value is the highest and best use.

     To test the highest and best use of land as though vacant or a property as
improved, an appraiser analyzes all logical, feasible alternatives.  The market
usually limits the number of property uses to a few logical choices.  Each
alternative use must first meet the tests of physical possibility and legal
permissibility.  The uses that meet the first two tests are then analyzed to
ascertain how many financially feasible alternatives must be considered.

     An appraiser must exercise caution in performing market analysis to support
an estimate of highest and best use.  Although a given site may be particularly
well suited for a specific use, there may be a number of other sites that are
also well suited, and some may be better suited. Therefore, the appraiser must
test the highest and best conclusion to ensure that existing and potential
competition from other sites has been fully recognized.

Highest and Best Use - Vacant Land
----------------------------------

     In determining the highest and best use of the site as vacant, the most
restrictive constraint is the legal use of the site.  As stated above and in the
Zoning and Other Land Use Controls section of this report, the subject is a
legal, non-conforming use of the site.

     We have also noted that less than 1/4 of the manufactured housing
communities have over 100 spaces in Polk County.  Due to the non-availability of
space for immediate development, restrictive governmental impact fees and a lack
of financing for speculative projects, it is unlikely that there will be
speculative manufactured housing community development in the foreseeable
future.

     Current trends in the manufactured housing sales would preclude the
development of a manufactured housing community until such time as the market
has improved.  In our opinion, the highest and best use of the site, as if
vacant and available for development, would be to hold the property for future
sale as the market trends might predicate.
<PAGE>

Highest and Best Use                                                          47

Highest and Best Use - As Improved
----------------------------------

     The site is currently improved with a 140-space age restricted manufactured
housing community.  The use of the site is a legally permissible use under the
current zoning.  The subject property has been in existence as a manufactured
housing community since 1964.

     The improvements are well situated on the site.  The site has excellent
access from Lucerne Park Road.  The amenities for this size and type of
improvement are within normal standards.  The use of the site is physically
possible.  Demand for manufactured housing in this area is evident.  As
evidenced in the Income Capitalization Approach, the property is capable of
providing an acceptable return to an owner, demonstrating the financial
feasibility of the subject property.

     The property, as currently improved, is physically possible, legally
permissible, financially feasible and maximally productive.  Therefore, in our
opinion, the highest and best use of the property as improved is its current use
as a 140-space age restricted manufactured housing community.
<PAGE>

                                                                              48

VALUATION PROCESS
-----------------

     There are three recognized approaches to the valuation of real property:
Cost; Income; and, Direct Sales Comparison.  The appropriateness of each
approach varies with the type and age of the property under examination, as well
as the quantity and quality of applicable market data as of the appraisal date.
In the analyses and appraisal of the subject property, we have considered the
positive and negative aspects of each approach for this specific assignment.

     The Cost Approach provides a value indication based on the depreciated cost
of the improvements added to land value.  The Income Approach produce an
estimate of value through an economic analysis of the net income derived from
the property and is converted to a capital sum at an appropriate rate.  The
Sales Comparison Approach produces an estimate of value through a comparison of
similar properties, which have been transferred in the local market.

     In the analysis of a stabilized manufactured housing community, investors
are primarily concerned with cash flow to service any debt and the equity
positions.  While development costs are important for developing communities,
investors assume that these costs are adequately accounted for in rental levels.
In communities where developers have made money on the sale of homes by offering
low site rents, an investor would not be willing to compensate a seller for any
more than the income to be received.  The Cost Approach was not utilized due to
the subjectivity of depreciation and entrepreneurial profit estimates.

     A number of positive and negative factors were believed to affect the
overall value of the subject.  On the positive side, the following were
considered.

     1.   The subject is well located in regard to the area amenities.

     2.   The subject is well kept and has a high-grade amenity package.

     Partially offsetting the positive influences are negative factors among
which the following was considered the most pertinent:

     1.   The market is competitive, with shipments down from the 1980's levels.

     With the above factors in mind, the Income Capitalization Comparison and
Sales Comparison Approaches will now be discussed in detail on the following
pages.
<PAGE>

                                                                              49

INCOME CAPITALIZATION APPROACH
------------------------------

     As an introduction to the analysis of the subject, it is helpful to
identify the goals and objectives of both buyers and sellers of properties such
as the subject.

     From the standpoint of a seller, maximum price is of course an initial
goal. Tempered by capital gains considerations and the potential for recapture
of book depreciation accruals, a seller is often forced to consider a negotiated
price that may include such concessions as interim or permanent financing.
Dictated by market forces, the rate, term, and amount of financing may be
favorable, neutral, or unfavorable with respect to the ultimate selling price.

     The purchasers of investment realty naturally prefer to pay a minimum price
subject to terms. Within the goal of price minimization purchasers seek:

     1.   Cash flow relative to capital investment measured either on a pre-
          income tax or post-income tax basis.

     2.   Minimal capital investment to permit leverage.

     3.   Equity build-up through mortgage amortization.

     4.   Sheltered income through accumulation of book depreciation.

     5.   Capital accumulation through market appreciation.

     The relative importance of the above factors to an investor's formula is
difficult to quantify. Institutional investors, speculators, developers,
financial institutions, and syndicators do not uniformly apply the same
investment strategies. The location, size, tenant mix, age, absence or presence
of long term leases, assignability of existing debt, condition of the
facilities, level of occupancy, quality of management, and other related factors
are among the criteria affecting the marketability of an income-producing
property.

     The first step in the Income Approach to value involves the estimate of
future net operating income to be generated by the property. The estimate of net
operating income is derived through a process of estimating the total potential
gross income (PGI) from lot rentals, less a vacancy and credit loss factor,
added to an estimate of income from other sources. The result is an effective
gross income (EGI) estimate. All expenses associated with the operation of the
property are then deducted to yield a stabilized net operating income (NOI)
estimate.

     In our estimate of the stabilized net operating income, we have considered
the subject's current rent, expense levels and historical trends. We have also
considered the current rent and expenses at manufactured home communities
similar to the subject, as limited by the existing Prospectus and rental
agreement.
<PAGE>

Income Capitalization Approach                                                50

     The subject's historical income and expenses for 1997, 1998 and 1999 have
been presented, in the table, on the following page. Although the reported
expenses do not appear unreasonable, we have also relied on market comparables.
Current income and expense information for three comparable age-restricted
manufactured home communities has also been presented in this section.

     The data on the tables has been arrayed to display the "percent of total
income" and "dollar per space" figures, consistent with industry reporting
practices. We have combined some of the owners expense categories for purposes
of comparison.

     Our analysis of each component of income, vacancy and credit loss and
expenses follows these tables, and has been summarized in the Reconstructed
Operating Statement found on Page 60.
<PAGE>

<TABLE>
<CAPTION>
=============================================================================================================================

                                             Lucerne Lakeside - Historical Income and expenses

                                     Pct. of      $ Per                Pct. of     $ Per                 Pct. of    $ Per
                             1997     Income      Space        1998     Income     Space          1999    Income    Space
============================================================================================================================
<S>                       <C>        <C>        <C>           <C>      <C>        <C>          <C>       <C>       <C>
Income:
Rents                      $340,094    99.68%   $2,429.24     $357,096   99.84%   $2,550.69    $372,664   99.86%   $2,661.89
Miscellaneous/Other           1,094     0.32%        7.81          585    0.16%        4.18         515    0.14%        3.68
                          ---------------------------------------------------------------------------------------------------
Total Income               $341,188   100.00%   $2,437.06     $357,681  100.00%   $2,554.86    $373,179  100.00%   $2,665.56

Expenses:
Insurance                  $  5,130     1.50%   $   36.64     $  2,092    0.58%   $   14.94    $  2,574    0.69%   $   18.39
Office/Adminstrative         27,523     8.07%      196.59       23,542    6.58%      168.16      26,101    6.99%      186.44
Maintenance & Repairs         6,814     2.00%       48.67       10,727    3.00%       76.62       8,125    2.18%       58.04
Management Expense           16,933     4.96%      120.95       17,937    5.01%      128.12      18,659    5.00%      133.28
Wages & Benefits             39,060    11.45%      279.00       40,511   11.33%      289.36      46,839   12.55%      334.56
Property Taxes               26,988     7.91%      192.77       27,847    7.79%      198.91      27,757    7.44%      198.26
Utilities                    22,357     6.55%      159.69       23,690    6.62%      169.21      25,260    6.77%      180.43
                          ---------------------------------------------------------------------------------------------------
Total Expenses             $144,805    42.44%   $1,034.32     $146,346   40.92%   $1,045.33    $155,315   41.62%   $1,109.39

Net Operating Income       $196,383    57.56%   $1,402.74     $211,335   59.08%   $1,509.54    $217,864   58.38%   $1,556.17
==============================================================================================================================
</TABLE>
<PAGE>

Income Capitalization Approach                                                52

Income Analysis
---------------

     The general practice in the local market is to charge a base lot rent on a
monthly basis. The base lot rate may, or may not include such services as water,
sewer, trash collection and lawn mowing. The higher base lot rents typically
include more services.  The base lot rents typically generate between 90% and
99% of the total income in a manufactured home community.  At the subject,
water, sewer and trash collection are included in the monthly lot rent.  As
previously discussed, based on the market rent range, we are of the opinion that
the subject rent structure is within the market range for comparable properties.

Potential Gross Income
----------------------

     As any potential purchaser would incorporate a one-year forecast of
potential gross income at the existing rent levels, our analysis must, and has,
also account for this.  In our forecast of total rental income, we have
projected 12 months at the current rent levels, based on the current rent roll.
The total potential gross income from lot rentals is $403,099. The manufactured
home lot rent rate averages $239.94 per month.

Vacancy and Credit Loss
-----------------------

     Vacancy and credit loss is typically a very small percentage in an
established community, due primarily to the high cost of relocating homes.  The
community is 97.9% physically occupied.  As of the date of inspection, there
were three vacant spaces and one occupied by the community manager.  The
economic vacancy of the manufactured home sites at the subject is currently
2.9%.  In addition to the vacancy, a small percentage for credit loss is
appropriate. We have estimated stabilized vacancy and credit loss for the
manufactured home spaces at 5.0% to account for both physical and economic
vacancy and credit loss.  Total vacancy and credit loss has been estimated to be
$20,155.  The effective gross income from rentals is estimated to be $382,944.

Miscellaneous Income
--------------------

     Miscellaneous income, at the subject, is derived from late check charges
and similar fees. Historically this amount has ranged from $3.68 to $7.81 per
space, varying annually. Based on the historical financials we have estimated
this amount at $4.00 per space, equal to $560 annually.
<PAGE>

Income Capitalization Approach                                                53

Effective Gross Income
----------------------

     Effective Gross Income is derived from income based upon the current
economic rent less a vacancy and credit loss allowance for present and
anticipated income losses due to any tenant changes, added to any additional
income from miscellaneous sources.  Our estimate of the stabilized effective
gross income follows:


         ==============================================================

                                Lucerne Lakeside
                             Effective Gross Income

         ==============================================================
         Income:

                    Monthly    Number   Monthly
          Spaces     Rent      Months    Total              Annualized
         --------------------------------------------------------------
            140    $ 239.94      12    $ 33,592             $  403,099
                                              -                      -
         --------------------------------------------------------------
         Gross Potential Rental Income                      $  403,099

         Less:
           Vacancy & Credit Loss                     5.0%      (20,155)
                                                           ------------
         Effective Gross Income From Rentals                $  382,944
         Miscellaneous/Other Income (per space)   $ 4.00           560
                                                           ------------
         Effective Gross Income                             $  383,504
         ==============================================================


Operating Expense Analysis
--------------------------

     The following discussion addresses each of the line item expenses for the
property.  We have presented the 1997, 1998 and 1999 amounts, together with the
comparable expense data, followed by our stabilized estimate of the expense.
The comparable expense information has been obtained from a number of reliable
sources and we have presented it in a summary form, on the following page, to
maintain confidentiality.
<PAGE>

<TABLE>
<CAPTION>
=============================================================================================================================

                                       Manufactured Housing Community Comparable Operations

                                     Pct. of      $ Per                Pct. of     $ Per                 Pct. of    $ Per
                              126     Income      Space         109     Income     Space         144      Income    Space

============================================================================================================================
<S>                       <C>        <C>        <C>           <C>      <C>        <C>          <C>       <C>       <C>
Income:
Rents                      $213,370    88.23%   $1,693.41     $339,528  100.00%   $3,114.94    $366,892   97.98%   $2,547.86
Miscellaneous/Other          28,460    11.77%      225.87            0    0.00%        0.00       7,557    2.02%       52.48
                          ---------------------------------------------------------------------------------------------------
Total Income               $241,830   100.00%   $1,919.29     $339,528  100.00%   $3,114.94    $374,449  100.00%   $2,600.34

Expenses:
Insurance                  $  3,131     1.29%   $   24.85     $  2,740    0.81%   $   25.14    $  3,616    0.97%   $   25.11
Office/Adminstrative          2,155     0.89%       17.10        5,783    1.70%       53.06       2,310    0.62%       16.04
Maintenance & Repair          3,899     1.61%       30.94        4,100    1.21%       37.61      10,040    2.68%       69.72
Management Expense            6,000     2.48%       47.62       16,400    4.83%      150.46       8,400    2.24%       58.33
Wages & Benefits             13,200     5.46%      104.76       10,000    2.95%       91.74      17,040    4.55%      118.33
Property Taxes               17,179     7.10%      136.34       38,058   11.21%      349.16      36,397    9.72%      252.76
Utilities                    25,633    10.60%      203.44       27,920    8.22%      256.15      57,479   15.35%      399.16
Miscellaneous                   631     0.26%        5.01            0    0.00%        0.00         500    0.13%        3.47
                          ---------------------------------------------------------------------------------------------------
Total Expenses             $ 71,828    29.70%   $  570.06     $105,001   30.93%   $  963.31    $135,782   36.26%   $  942.93

Net Operating Income       $170,002    70.30%   $1,349.22     $234,527   69.07%   $2,151.62    $238,667   63.74%   $1,657.41
==============================================================================================================================
</TABLE>
<PAGE>

Income Capitalization Approach                                                55

     Insurance charges are property specific based on the location of the
property and the amenity package.  Insurance charges varied over the last three-
year period.  Insurance costs have ranged from $14.94 per space in 1998 to
$36.64 per space in 1997.  The 1999 insurance expense totaled $18.39 per space.
The comparable expense data indicated a range from $21.91 to $42.06 per space.
We have used $20.00 per space based on the historical amounts, which is $2,800
annually.

                                   Insurance

<TABLE>
<CAPTION>
=================================================================================================
               1997      1998        1999        Comp        Comp        Comp        Stabilized
                                                   1           2           3          Estimate
-------------------------------------------------------------------------------------------------
<S>          <C>         <C>         <C>         <C>         <C>         <C>         <C>
Total        $5,130      $2,092      $2,574      $5,014      $2,848      $8,707          $2,800
-------------------------------------------------------------------------------------------------
% EGI          1.50%       0.58%       0.69%       2.43%       0.83%       1.25%           0.73%
-------------------------------------------------------------------------------------------------
$/Space      $36.64      $14.94      $18.39      $28.49      $21.91      $42.06          $20.00
=================================================================================================
</TABLE>

     Office/Administrative expense is project specific due to varying
classifications of expense categories.  At the subject, this expense includes
the costs associated with the operation of the office, such as telephone,
supplies, licenses, dues and subscriptions and advertising expenses.  We have
attempted to include like items in this category for both the subject and the
expense comparables.  The expense comparables indicated a range for this
category from $58.77 to $71.26 per space.  The historical data has varied
annually over the last three years and was above the range of the comparable
expenses.  We have placed greatest reliance on the historical data, estimating
administrative expense at $175.00 per space or $24,500 per year.


                             Office/Administration
<TABLE>
<CAPTION>
=================================================================================================
               1997      1998        1999        Comp        Comp        Comp        Stabilized
                                                   1           2           3          Estimate
-------------------------------------------------------------------------------------------------
<S>         <C>         <C>         <C>         <C>          <C>        <C>          <C>
Total       $27,523     $23,542     $26,101     $10,343      $9,264     $13,029         $24,500
-------------------------------------------------------------------------------------------------
% EGI          8.07%       6.58%       6.99%       5.00%       2.70%       1.86%           6.39%
-------------------------------------------------------------------------------------------------
$/Space     $196.59     $168.16     $186.44     $58.77       $71.26     $ 62.94         $175.00
=================================================================================================
</TABLE>
<PAGE>

Income Capitalization Approach                                                56

     Maintenance and Repairs expense is project specific based on the age and
condition of the property.  Many properties expense capital items rather than
capitalizing them.  This can result in abnormal spikes in the expense amounts in
certain years.

     Historically, maintenance and repair expenses have varied annually from
$48.67 per space in 1997 to $76.62 per space in 1998.  Our inspection revealed
the property to be in good overall condition, with no items of deferred
maintenance noted.

     The expense comparables indicate a higher and wider range of expense in
this category from $42.80 per space (Comparable Number 1), to $238.04 per space
(Comparable Number 3). Our stabilized estimate of this expense is $70.00 per
space or $9,800 annually, based on the historical data.

                            Maintenance and Repairs

<TABLE>
<CAPTION>
=================================================================================================
               1997      1998        1999        Comp        Comp        Comp        Stabilized
                                                   1           2           3          Estimate
-------------------------------------------------------------------------------------------------
<S>         <C>         <C>          <C>         <C>        <C>        <C>          <C>
Total        $6,814     $10,727      $8,125      $7,533     $21,766    $49,275         $ 9,800
-------------------------------------------------------------------------------------------------
% EGI          2.00%       3.00%       2.18%       3.64%       6.33%      7.05%           2.56%
-------------------------------------------------------------------------------------------------
$/Space      $48.67      $76.62      $58.04      $42.80     $167.43    $238.04         $ 70.00
=================================================================================================
</TABLE>


     Management Fee has historically ranged from 4.96% to 5.01% of effective
gross income at the subject.  Management expense was charged at one of the three
comparables and amounted to 2.31%, for Comparable Number Three.  The overall
market range for management fees was found to range from approximately 3.0% to
5.0%.

     We have estimated a fee of 5.0% of effective gross income, considered
adequate for the management of a property of this size, in this location.
Applying this percentage to the Effective Gross Income Estimate produces an
annual amount of $19,175 or $136.97 per space per year.
<PAGE>

Income Capitalization Approach                                                57

     Wages and Benefits expense has increased annually ranging from $279.00 per
space in 1997 to $334.56 per space in 1999.  The 1998 wages and benefits expense
amounted to $289.36 per space.  The comparables have indicated a wider range
from $75.31 per space for Comparable Number One to $309.50 per space for
Comparable Number Two.

     This category includes all of the costs associated with the staffing
including payroll and payroll taxes and any health and/or life insurance
benefits.  The manager would typically receive a rent-free home and this is the
case at the subject property.  Our estimate of this expense has been based on
the historical amounts weighed by the comparables.  Our estimate of $42,000
annually is the equivalent of $300.00 per space or 10.95% of the Effective Gross
Income estimate.

                              Wages and Benefits

<TABLE>
<CAPTION>
========================================================================================================
                1997         1998         1999         Comp          Comp         Comp       Stabilized
                                                         1             2            3         Estimate
--------------------------------------------------------------------------------------------------------
<S>            <C>          <C>          <C>          <C>           <C>          <C>         <C>
Total          $39,060      $40,511      $46,839      $13,254       $40,235      $38,059        $42,000
--------------------------------------------------------------------------------------------------------
% EGI            11.45%       11.33%       12.55%        6.41%        11.71%        5.44%         10.95%
--------------------------------------------------------------------------------------------------------
$/Space        $279.00      $289.36      $334.56      $ 75.31       $309.50      $183.86        $300.00
========================================================================================================
</TABLE>


     Property Taxes represent the annual real estate tax liability of the
property.  This category is project specific due to location and taxing
authority.  We have not used the expense comparables for the estimate this
expense.

     In our analysis, we have relied on the historical tax data as presented and
discussed in the Assessment and Taxes section of this report.  Our stabilized
estimate of the owner's annual property tax liability is $25,855, corresponding
to the forecast November 2000 amount.  This is equivalent to $184.68 per space
or 6.74% of the Effective Gross Income estimate.
<PAGE>

Income Capitalization Approach                                                58

     Utilities expense is also project specific, due to the number and type of
services which may be included in the rent.  In this case, this line item
includes water, sewer and trash collection for the residents and the cost of the
common area utilities.  We have placed greatest reliance on the historical data,
as it is the best indicator for this expense at the subject.  The expense
comparables include some utilities in the lot rents.  Historically, this expense
has increased slightly each year.  We have estimated utilities expense at
$175.00 per space or $24,500 annually.  This is equivalent to 6.39% of the
Effective Gross Income estimate.

                                   Utilities

<TABLE>
<CAPTION>
========================================================================================================
                1997         1998         1999         Comp          Comp         Comp       Stabilized
                                                         1             2            3         Estimate
--------------------------------------------------------------------------------------------------------
<S>            <C>          <C>          <C>          <C>           <C>          <C>         <C>
Total          $22,357      $23,690      $25,260      $31,009       $57,397      $56,120        $24,500
--------------------------------------------------------------------------------------------------------
% EGI             6.55%        6.62%        6.77%       15.00%        16.70%        8.03%          6.39%
--------------------------------------------------------------------------------------------------------
$/Space        $159.69      $169.21      $180.43      $176.19       $441.52      $271.11        $175.00
========================================================================================================
</TABLE>


     Reserves are not typically accounted for by property owners.  This category
represents the inclusion of set-asides for major recurring or capital type
expenditures experienced periodically by any property.  This item is typically
accounted for either on a dollar per space ($20.00 to $30.00) or a percentage
(0.5% to 1.0%) of effective gross income.  We have used $25.00 per space per
year, which should be adequate to cover future capital costs.  This equates to
$3,500 annually.
<PAGE>

Income Capitalization Approach                                                59

Expense Summary
---------------

     To summarize, we have estimated the stabilized total operating expenses for
the subject to be $152,131.  This estimate is equal to 39.67% of the Effective
Gross Income (EGI) estimate.

                                Expense Summary

<TABLE>
<CAPTION>
=====================================================================================================
                1997         1998         1999         Comp       Comp         Comp       Stabilized
                                                         1          2            3         Estimate
-----------------------------------------------------------------------------------------------------
<S>            <C>          <C>          <C>          <C>        <C>          <C>         <C>
Total          $ 144,805    $ 146,346    $ 155,315    $82,832    $ 341,763    $ 689,020     $ 152,131
-----------------------------------------------------------------------------------------------------
% EGI              42.44%       40.92%       41.62%     40.07%       44.96%       34.80%        39.67%
-----------------------------------------------------------------------------------------------------
$/Space        $1,034.32    $1,045.33    $1,109.39    $470.64    $1,188.58    $1,175.32     $1,086.65
=====================================================================================================
</TABLE>

     As shown on the preceding table, expenses have historically represented
between 40.92% (1998) and 42.44% (1997) of the Effective Gross Income, and have
varied each year.  The expense comparables, as summarized above, indicated a
wider range between 34.80% (Comparable Number 3) and 44.96% (Comparable Number
2).  Our estimate of total expenses is equal to 39.67% of the estimated EGI.  It
should be noted that the historical expenses had no provision for a reserve for
capital expenditures, which we have included in our estimate.

     Our estimate of net operating income is $231,374.  We have presented our
stabilized estimate of income and expenses on the following page.
<PAGE>

Income Capitalization Approach                                                60

================================================================================

                           Lucerne Lakeside
                    Stabilized Operating Statement


                                                             % of      $ per
                                                 Amount      EGI       Space
================================================================================

Total Effective Gross Income                   $ 383,504   100.00%   $ 2,739.32

Expenses
Insurance                                      $   2,800     0.73%   $    20.00
Office                                            24,500     6.39%       175.00
Maintenance & Repairs                              9,800     2.56%        70.00
Management Expense                                19,175     5.00%       136.97
Wages & Benefits                                  42,000    10.95%       300.00
Property Taxes                                    25,855     6.74%       184.68
Utilities                                         24,500     6.39%       175.00
Reserves                                           3,500     0.91%        25.00
                                              ----------------------------------
Total Expenses                                 $ 152,131    39.67%   $ 1,086.65

Net Operating Income                           $ 231,374    60.33%   $ 1,652.67
================================================================================
<PAGE>

Income Capitalization Approach                                                61

Capitalization Discussion
-------------------------

     Two alternative methods of valuation are employed in the Income Approach.
Direct capitalization is a method of converting net operating income into market
value, employing a "capitalization" rate based upon market perimeters.  This
approach is particularly applicable to properties with a stable income stream,
or in cases where income, and consequently value, can be projected to increase
at a constant or stable rate.

     An alternative valuation method is yield capitalization, which employs a
year-by-year projection of income and expenses, recognizing rent changes and the
cost of improvements as they occur.  Yield capitalization, also known as
Discounted Cash Flow Analysis, is considered most appropriate in the valuation
of properties with uneven income streams.  Since investors are unwilling to pay
for any upside from vacant units, fully developed manufactured home communities
are typically valued by direct capitalization, based on existing income.

Direct Capitalization
---------------------

     Direct capitalization of net operating income by an overall capitalization
rate extracted from the market provides an excellent indication of market value.
Purchasers of manufactured home communities most often utilize this method.
This method is the most easily understood, closely related to the market, and
convincing if the overall rates abstracted from recent sales are from comparable
sale properties and accurate income data are available. Income data was
available from all of the comparable sale properties included in this report.

Market Data
-----------

     The comparable sale data shown in the Sales Comparison section of this
report indicated an overall capitalization rate between 7.98% and 9.48%.  Our
analysis of this data indicated a narrow range in overall capitalization rates,
which tend to be influenced by the size of the community, its age and condition,
occupancy, amenity package and location.

                               Comparable Sales

           ========================================================
               Sale         Sale Date              Overall
              Number                         Capitalization Rate
           --------------------------------------------------------
                1             07/98                 8.24%
           --------------------------------------------------------
                2             07/99                 9.48%
           --------------------------------------------------------
                3             03/99                 9.27%
           --------------------------------------------------------
                4             10/98                 8.72%
           --------------------------------------------------------
                5             08/99                 7.98%
           ========================================================

     As discussed in the marketability section of this report, our sources
indicated that
<PAGE>

Income Capitalization Approach                                                62

institutional investors required 8.5% to 9.5% overall capitalization rates for
projects in the 200 space range and were the most restrictive in pricing due to
stringent criteria. We also found that REIT's were bidding rates down even
further. Our information revealed that manufactured home community cooperatives
and associations would more likely accept slightly lower overall rates, while
the small investor would require a slightly higher rate. We have also discussed
the fact that the manufactured home community market in Polk County is
unsophisticated and the subject at 140 spaces is one of the mid sized
communities in the county.

     The comparable sale data represents recent sales of properties, similar in
respects to the subject. Sale Comparable Number One is a sale of a smaller,
newer property with similar amenities, located in a similar area. Sale
Comparable Number Two is a slightly smaller, newer property, with similar
amenities, located in a more urban area. This sale indicated an overall rate of
9.48%, and represented the top of the indicated range. Sale Comparable Number
Three is a larger slightly older property with similar amenities to the subject.
Sale Comparable Number Four is a sale of a smaller, newer property with similar
amenities. Sale Comparable Number Five is a sale of a larger, similar aged
property with similar amenities.

     Based on the comparison of the sale data to the subject, the overall rate
for the subject would likely be in the 8.5% to 9.5% range, as the subject is
considered attractive to all investors and interest rates are still low. We have
concluded a rate of 9.00%, as the subject is a 140 space, well-occupied
community, located in a sophisticated market area. The subject would appeal to a
large number of investors.

Debt Coverage Ratio Method
--------------------------

     As an alternative to market-derived overall capitalization rates, we have
developed an overall rate through the Debt Coverage Ratio analysis. The
parameters for this calculation are summarized below.

     The Debt Coverage Ratio Method of income capitalization essentially
measures the risk involved in mortgage lending. Its usefulness to mortgage
underwriting takes the form of establishing a degree of safety with a given set
of loan terms.

     Mortgage underwriting typically focuses on positive debt coverage, (net
operating income/annual mortgage debt service or NOI/ADS), rather than market
value, because a negative cash flow, after debt service, may indicate the
probability that a mortgage loan could be in jeopardy. Accordingly, if the
greatest portion of the property's value is debt capital, as established by the
loan-to-value ratio, annual debt coverage in underwriting is a major
consideration. The Debt Coverage Ratio method is therefore market based and
direct.

     By multiplying this risk factor by the projected mortgage payment
requirement an estimate of the required overall rate to satisfy the lender's
minimum risk requirements can be derived. The formula for this procedure is: M x
f x DCR = R, where;
<PAGE>

Income Capitalization Approach                                               63


            M     =       Loan to Value Ratio
            f     =       Mortgage Constant
          DCR     =       Debt Coverage Ratio
            R     =       Overall Rate

     In order to establish the criteria for the development of the Debt Coverage
Ratio Method, we have conducted a recent survey of local lenders. The results of
our survey have been summarized on the following table.

<TABLE>
<CAPTION>
          =========================================================================
          Contact                             Gene Fogarty           Mike McCoy
          -------------------------------------------------------------------------
          <S>                                <C>                   <C>
          Bank                                NationsBank          Community Bank
          -------------------------------------------------------------------------
          Type Of Lender                      Conventional          Conventional
          -------------------------------------------------------------------------
          Nominal Mortgage Interest Rate     7.25% to 7.50%        7.25% to 7.50%
          -------------------------------------------------------------------------
          Amortization Period                15 - 30 Years         15 - 30 Years
          -------------------------------------------------------------------------
          Loan Term                           3 - 7 Years           5 - 10 Years
          -------------------------------------------------------------------------
          Debt Coverage Ratio                1.20 - 1.25            1.20 - 1.25
          -------------------------------------------------------------------------
          Loan To Value Ratio                   75%                   75%
          =========================================================================
</TABLE>

     Our survey of local lenders indicated an annual interest rate of 7.50%.

     A mortgage loan would be available at 75% of the market value, based on a
15-year amortization schedule. Based on these criteria the indicated annual
interest rate constant is 9.6671%. Additionally, our survey indicated that a
minimum debt coverage ratio (DCR) of 1.25 to 1.00 would likely be required for a
property similar to the subject. An overall capitalization rate, based on these
assumptions, has been developed as shown below.


<TABLE>
<CAPTION>
=====================================================================================================
         M                        F                        DCR                             OAR
                         X                         X                          =
  Loan to Value Ratio         Mortgage Constant         Debt Coverage Ratio           Overall Rate
-----------------------------------------------------------------------------------------------------
<S>                      <C>  <C>                  <C>  <C>                   <C>     <C>

       0.75                          0.96671                      1.25                  0.090629
-----------------------------------------------------------------------------------------------------

     Rounded                                                                                 9.1%
====================================================================================================
</TABLE>

     The Debt Coverage Ratio method indicated a capitalization rate based upon
financing by local banks. However, as the popularity of manufacturing housing
community investments has increased, alternate sources of financing have become
available through insurance companies and
<PAGE>

Income Capitalization Approach                                                64

conduit programs.

     The presence of institutional investors in the market and few quality real
estate investments has bid down rates on manufactured home communities.
Investors have become more creative in their acquisition strategies in order to
compete. Therefore, actual transactions in the marketplace better demonstrate
investor perceptions of yields on manufactured home community investments.

     The rate developed via the Debt Coverage Ratio method is slightly lower
than the rate extracted from the market data, and is considered supportive of
the market rate. We have estimated an overall capitalization rate of 9.00% for
the subject and capitalized the net income of $231,374. The value conclusion via
the income approach is summarized as follows:

                    $231,374 divided by .0900   =   $2,570,822

                    Rounded to                      $2,600,000
<PAGE>

SALES COMPARISON APPROACH
-------------------------

     The fundamental premise of the Sales Comparison Approach is the concept
that the analysis of sales of reasonably similar properties provides an
appraiser with empirical data from which observations and conclusions about the
property being appraised can be made. Proper application of the approach
requires that:

     1.   Only market transactions be weighed, and the data of each transaction
          be confirmed to the greatest extent possible.

     2.   The degree of comparability of each sale to the subject be considered;
          differences in physical, functional, and economic characteristics be
          noted; and adjustments for the differences be made.

     3.   The value conclusion be consistent with the analysis of the sales
          data.

     For a conveyance to qualify as a "market transaction", four factors must be
present:

     1.   The conveyance must be "arm's length"; that is, it must be between two
          non-related parties.

     2.   Neither the buyer nor the seller should have been under compulsion to
          act.

     3.   The property should be available to the class of purchasers best able
          to utilize the facility.

     4.   The price must be expressed in the equivalent of cash, adjusted for
          any special financing, concessions, or terms.

     For any class of real estate, the market area for comparative data must
reflect the area prospective purchasers would consider. Comparability is also a
function of the physical character of the asset to be appraised. Classes of real
estate in which physical specifications are standardized, or in which scale is
small, and/or in which the commodity has achieved uniform market recognition
require that the sales data considered closely resemble the subject. As
specifications become more complex, as scale increases, and as market
recognition declines, the physical similarity of the sales data and the subject
tends to decline.

     To judge the degree of comparability that exists between the sales selected
for analysis and the subject, several guidelines were applied.

     1.   Each sale is in the same market as the subject. To the extent that a
          market is a meeting place for buyers and sellers of real estate of a
          given type, the boundaries of the market are set by the participants
          in merchandising and absorbing competitive properties and are economic
          not purely physical or geographic.

     2.   Physical characteristics of the subject and comparables are similar.
<PAGE>

Sales Comparison Approach                                                     66


     3.   The functional adequacy of each sale property and the subject are
          competitive in terms of the ability of each to support similar
          functions.

     To draw a conclusion from the analysis of the sales data, a unit of
comparison has been selected. The calculation of a unit of comparison provides a
common denominator by which the market sales can be related to each other and to
the subject property. The commonly accepted unit of comparison in the valuation
of a manufactured home community is the sale price per space. This unit of
comparison emphasizes the contribution of the improvements, and the contribution
of the land is merged into the unit sale price.

     While a diverse array of transactions was initially considered, the sales
selected for direct comparison to the subject are those transactions that are
most similar to the subject. For features that are dissimilar, adjustments have
been made leading to an indication of the price at which the subject could be
expected to sell. In considering adjustments, relevant factors were considered
including:

     1.   Nature of surrounding development.

     2.   Relative size.

     3.   Availability of competing properties.

     4.   Effect of time on selling prices.

     5.   Age and condition of the improvements.

     6.   Amenities and occupancy.

     In our search for comparable sales, we excluded age-restricted communities
since they tend to have a less transient occupancy base and typically trade at
lower capitalization rates than all age communities. Based on our investigation,
the following five sales are the most significant transactions for direct
comparison with the subject. All are recent transactions and are indicative of
the actions of the manufactured housing community market. Meanwhile, we expanded
our sales search geographically in an attempt to provide the most relevant
market data to the subject property.

     The sales occurred between July 1998 and August 1999. The properties ranged
in size from 110 to 337 spaces. The sale prices, on a per space basis, ranged
from $18,846 to $25,519. The Effective Gross Income Multipliers (EGIM) ranged
from 5.56 to 7.89 and the indicated overall rates, as previously mentioned,
ranged from 7.98% to 9.48%. The following pages detail each of the sales,
following which we have presented a summary of the pertinent data.
<PAGE>

Sale Comparable Number One                                                    67

Shipp Reck Harbor
1600 Lake Shipp Drive South
Winter Haven, Polk County, Florida

                            [PICTURE APPEARS HERE]

Sale Date:               July 1998

Property Description
--------------------

Size/Type:               112-space age-restricted manufactured home community

Utilities:               All Public

Land Description:        Generally level, irregularly shaped, parcel of land
                         with adequate access. Improved with asphalt paved
                         streets and streetlights.

Improvements/Amenities:  Clubhouse, pool and shuffleboard courts.

Year Built/Condition:    Late 1970's/Good
<PAGE>

Sale Comparable Number One                                                  68

<TABLE>
<CAPTION>
Income Data
-----------
<S>                           <C>
Annual Occupancy:             100.0% (112 of 112 spaces)

Average Lot Rent:             $220.00

Effective Gross Income:       $310,680

Expenses:                     $108,738 (35.0% of the effective gross income)
                              estimated

Net Income:                   $201,942 / $1,803 per space

Sale Data
---------

Sale Price:                   $2,450,000

Cash Equivalent Price:        $2,450,000

Grantor:                      Orin M. Shell, et al

Grantee:                      Isaac Kelbie, Inc.

Financing Terms:              Purchase Money Mortgage, No effect.

Sales History
 (Past 3 Years):              None noted

Market Exposure:              Unknown

Verification Source:          Confidential

Date:                         September 29, 1998

Comparison Data
---------------

Sale Price/Space:             $21,875

Effective Gross Income
Multiplier (EGIM):            8.24

Overall Capitalization
Rate (OAR):                   7.89

Comments                      The income and expenses were estimated from
                              percentages provided during verification.
</TABLE>

<TABLE>
<CAPTION>
========================================================================================================================
Location            Access           Visibility       Condition       Amenities          Home Quality       Overall
------------------------------------------------------------------------------------------------------------------------
<S>                 <C>              <C>              <C>             <C>                <C>                <C>
Similar             Similar          Similar          Similar         Superior           Similar            Similar
========================================================================================================================
</TABLE>
<PAGE>

Sale Comparable Number Two                                                    69

Hidden Village
3035 66/th/ Avenue North
St. Petersburg, Pinellas County, Florida

                            [PICTURE APPEARS HERE]

<TABLE>
<S>                           <C>
Sale Date:                    July 1999

Property Description
--------------------

Size/Type:                    130-space age restricted manufactured housing
                              community

Utilities:                    All Public

Land Description:             Generally level, irregularly shaped, parcel of
                              land with adequate access. Improved with asphalt-
                              paved streets and streetlights.

Improvements/Amenities:       Clubhouse, pool, shuffleboard courts and laundry
                              facilities.

Year Built/Condition:         1973/Good
</TABLE>
<PAGE>

Sale Comparable Number Two                                                    70

<TABLE>
<CAPTION>
Income Data
-----------
<S>                           <C>
Annual Occupancy:             96.9% (126 of 130)

Average Lot Rent:             $253.29

Effective Gross Income:       $440,560

Expenses:                     $208,372 (47.3% of the effective gross income)

Net Income:                   $232,188 / $1,786 per space

Sale Data
---------

Sale Price:                   $2,450,000

Cash Equivalent Price:        $2,450,000

Grantor:                      Wayne C. Rickert

Grantee:                      Home Mobile Home Park

Financing Terms:              Cash to Seller.

Sales History
 (Past 3 Years):              None noted

Verification Source:          Lorraine Leitheiser, Broker

Date:                         November 10, 1999

Comparison Data
---------------

Sale Price/Space:             $18,846

Effective Gross Income
Multiplier (EGIM):            5.56

Overall Capitalization
Rate (OAR):                   9.48%

Comments:                     This sale also included 15 apartments along the front
                              of the community. The financial information reflects
                              the buyer's pro-forma adjusted for a 5% management
                              fee and $25 per space in reserves.
</TABLE>

<TABLE>
<CAPTION>
========================================================================================================================
Location            Access           Visibility       Condition       Amenities          Home Quality       Overall
------------------------------------------------------------------------------------------------------------------------
<S>                 <C>              <C>              <C>             <C>                <C>                <C>
Similar             Similar          Similar          Similar         Superior           Similar            Similar
========================================================================================================================
</TABLE>
<PAGE>

Sale Comparable Number Three                                                  71

Flamingo Shores and Heritage Estates
3275 West U. S. Highway 92
Winter Haven, Polk County, Florida

                            [PICTURE APPEARS HERE]

<TABLE>
<S>                           <C>
Sale Date:                    March 1999

Property Description
--------------------

Size/Type:                    206-space age restricted manufactured housing community

Utilities:                    All Public

Land Description:             Generally level, irregularly shaped, parcel of land with
                              adequate access and lake frontage. Improved with asphalt-
                              paved streets and streetlights.

Improvements/Amenities:       Clubhouses, shuffleboard courts, boat slips and docks.

Year Built/Condition:         1959/Good
</TABLE>
<PAGE>

Sale Comparable Number Three                                                  72

<TABLE>
<CAPTION>
Income Data
-----------
<S>                           <C>
Annual Occupancy:             98.1% (202 of 206 spaces)

Average Lot Rent:             $217.00

Effective Gross Income:       $510,603

Expenses:                     $139,924 (27.4% of the effective gross income)

Net Income:                   $370,679 / $1,799 per space

Sale Data
---------

Sale Price:                   $4,000,000

Cash Equivalent Price:        $4,000,000

Grantor:                      Ullrich Enterprises, Inc.

Grantee:                      Corrigan Group Two, L.C.

Financing Terms:              Cash to Seller.

Sales History
 (Past 3 Years):              None noted

Market Exposure:              Unknown

Verification Source:          Bill Corrigan, Buyer

Date:                         June 1999

Comparison Data
---------------

Sale Price/Space:             $19,417

Effective Gross Income
Multiplier (EGIM):            7.83

Overall Capitalization
Rate (OAR):                   9.27%

Comments                      This is a good quality community older than the subject.
</TABLE>

<TABLE>
<CAPTION><CAPTION>
========================================================================================================================
Location            Access           Visibility       Condition       Amenities          Home Quality       Overall
------------------------------------------------------------------------------------------------------------------------
<S>                 <C>              <C>              <C>             <C>                <C>                <C>
Similar             Similar          Similar          Similar         Similar            Similar            Similar
========================================================================================================================
</TABLE>
<PAGE>

Sale Comparable Number Four                                                   73

Tyrone Village
13618 North Florida Avenue
Tampa, Hillsborough County, Florida

                            [PICTURE APPEARS HERE]

<TABLE>
<S>                           <C>
Sale Date:                    October 1998

Property Description
--------------------

Size/Type:                    110-space age restricted manufactured housing community

Utilities:                    All Public

Land Description:             Generally level, irregularly shaped 15.84-acre parcel of
                              land with adequate access. Improved with asphalt-paved
                              streets and streetlights.

Improvements/Amenities:       Clubhouse, pool, laundry and shuffleboard courts.

Year Built/Condition:         1974/Good
</TABLE>
<PAGE>

Sale Comparable Number Four                                                   74

<TABLE>
<CAPTION>
Income Data
-----------
<S>                           <C>
Annual Occupancy:             97.2% (106 of 110 spaces)

Average Lot Rent:             $260.00

Effective Gross Income:       $329,839

Expenses:                     $138,022 (41.85% of the effective gross income)

Net Income:                   $191,817 / $1,744 per space

Sale Data
---------

Sale Price:                   $2,200,000

Cash Equivalent Price:        $2,200,000

Grantor:                      Daniel and Catherine Woods

Grantee:                      Tyrone Park, LLC

Financing Terms:              Cash to Seller

Sales History
 (Past 3 Years):              None.

Market Exposure:              Unknown

Verification Source:          Michael Hay, Grantee

Date:                         October 1998

Comparison Data
---------------

Sale Price/Space:             $20,000

Effective Gross Income
Multiplier (EGIM):            6.67

Overall Capitalization
Rate (OAR):                   8.72%

Comments:                     This sale included five rental homes.
</TABLE>

<TABLE>
<CAPTION>
========================================================================================================================
Location            Access           Visibility       Condition       Amenities          Home Quality       Overall
------------------------------------------------------------------------------------------------------------------------
<S>                 <C>              <C>              <C>             <C>                <C>                <C>
Similar             Similar          Similar          Similar         Superior           Similar            Similar
========================================================================================================================
</TABLE>
<PAGE>

Sale Comparable Number Five                                                   75

Gateway Mobile Home Park
10100 Gandy Boulevard
St. Petersburg, Pinellas County, Florida


                             [PHOTO APPEARS HERE]


Sale Date:               August 1999

Property Description
--------------------

Size/Type:               337-site age restricted manufactured home community

Utilities:               All Public

Land Description:        Generally level, irregularly shaped 40.07-acre parcel
                         of land with adequate access. Improved with asphalt-
                         paved streets and streetlights.

Improvements/Amenities:  Clubhouse, pool, laundry and shuffleboard courts.

Year Built/Condition:    1957-1964/Good
<PAGE>

Sale Comparable Number Five                                                   76

Income Data
-----------

Annual Occupancy:             98.8% (333 of 337 sites)

Average Lot Rent:             $290.00

Effective Gross Income:       $1,094,711

Expenses:                     $408,412 (37.31% of the effective gross income)

Net Income:                   $686,299 / $2,036 per space

Sale Data
---------

Sale Price:                   $8,600,000

Cash Equivalent Price:        $8,600,000

Grantor:                      D.A. Bennett Company.

Grantee:                      RAC Investments, Inc.

Financing Terms:              Cash to Seller

Sales History
(Past 3 Years):               None.

Market Exposure:              Unknown

Verification Source:          D.A. Bennett, Grantor

Date:                         August 1999

Comparison Data
---------------

Sale Price/Space:             $25,519

Effective Gross Income
Multiplier (EGIM):            7.86

Overall Capitalization
Rate (OAR):                   7.98%

Comments:                     This community was developed in phases, with the
                              newer phase (62 lots) being completed in 1964.
                              Expenses included a management fee and have been
                              adjusted to reflect $25.00 per site reserve.

<TABLE>
<S>          <C>        <C>           <C>          <C>         <C>             <C>
========================================================================================
 Location    Access     Visibility    Condition    Amenities   Home Quality    Overall
----------------------------------------------------------------------------------------
 Superior    Similar    Similar       Similar      Inferior    Similar         Similar
========================================================================================
</TABLE>
<PAGE>

                          Summary of Sale Comparables

<TABLE>
<CAPTION>
========================================================================================================================
 No.           Name/Location                      Sale Price/       Total     Price/      Average    EGIM/      O.A.R.
                                                   Sale Date       Spaces/    Space      Lot Rent      %
                                                                  Occupancy                         Expenses
------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>             <C>         <C>        <C>        <C>         <C>
 1    Shipp Reck Harbor                            $2,450,000        112/     $21,875    $220.00      7.89/     8.24%
      1600 Lake Shipp Drive South                  July 1998       100.0%                            35.0%
      Winter Haven, Polk County, Florida
------------------------------------------------------------------------------------------------------------------------
 2    Hidden Village                               $2,450,000        130/     $18,846    $253.29      5.56/     9.48%
      3035 66/th/ Avenue North                     July 1999        96.9%                            47.3%
      St. Petersburg, Pinellas County, Florida
------------------------------------------------------------------------------------------------------------------------
 3    Flamingo Shores & Heritage Estates           $4,000,000        206/     $19,417    $217.00      7.83/     9.27%
      3275 West U.S. Highway 92                    March 1999       98.1%                            27.4%
      Winter Haven, Polk County, Florida
------------------------------------------------------------------------------------------------------------------------
 4    Tyrone Village                               $2,200,000        110/     $20,000    $260.00      6.67/     8.72%
      13618 North Florida Avenue                  October 1998      97.2%                            41.85%
      Tampa, Hillsborough County, Florida
------------------------------------------------------------------------------------------------------------------------
 5    Gateway Mobile Home Park                     $8,600,000        337/     $25,519    $290.00      7.86/     7.98%
      10100 Gandy Boulevard                       August 1999       98.8%                            37.3%
      St. Petersburg, Pinellas County, Florida
========================================================================================================================
</TABLE>
<PAGE>

                      [COMPARABLE SALES MAP APPEARS HERE]
<PAGE>

Sales Comparison Approach                                                     79

     As previously stated, the Sales Comparison Approach involves investigating
recent transfers of properties similar to the subject.  The properties, which
have been compared to the subject, have been discussed below:

     Sale Comparable Number One is Ship Reck Harbor in Winter Haven, Polk
County, Florida.  This 112 space rental park sold for $2,450,000 in July 1998.
This price equates to a sale price per space of $21,875.  Based on an effective
gross income of $310,680, the EGIM was 7.89, and the overall rate was 8.24%.
This park was 100.0% occupied at the time of sale.

     Sale Comparable Number Two is Hidden Village in St. Petersburg, Pinellas
County, Florida.  The property has 130 home sites and recently sold for
$2,450,000, or $18,846 per space.  Based on an effective gross income of
$440,560, the EGIM was 5.56.  The expenses represented 47.3% of the effective
gross income and the indicated capitalization rate was 9.48%.  This age
restricted community was 96.9% occupied at the time of sale.

     Sale Comparable Number Three is the combined sale of Flamingo Shores and
Heritage Estates in Winter Haven, Polk County, Florida.  This 206 space age
restricted community sold for $4,000,000 in March 1999.  This price equates to a
sale price per space of $19,417.  Based on an effective gross income of
$510,603, the EGIM was 7.83, and the overall rate was 9.27%.  The parks were
98.1% occupied at the time of sale.

     Sale Comparable Number Four is Tyrone Village Mobile Home Park in Tampa,
Hillsborough County, Florida.  This 110 space age restricted community sold for
$2,200,000 in October 1998.  This price equates to a sale price per space of
$20,000.  Based on an effective gross income of $329,839, the EGIM was 6.67, and
the overall rate was 8.72%.  This community was 97.2% occupied at the time of
sale.

     Sale Comparable Number Five is Gateway Mobile Home Park located in St.
Petersburg, Pinellas County, Florida.  This 337-site age restricted community
sold for $8,600,000 in August 1999.  This price equates to a sale price per site
of $25,519.  Based on an effective gross income of $1,094,711, the EGIM was
7.86, and the overall capitalization rate was 7.98%. This community was 98.8%
occupied at the time of sale.

     All of the sales were fee simple transactions, with abnormal financing
reflected in the cash equivalent price.  There were no abnormal sale conditions
known to have occurred and all of the sales represent transactions that have
taken place over an eighteen-month period, having traded under similar market
conditions.

Effective Gross Income Multiplier
---------------------------------

     Other adjustments, typically considered, are location, amenities, age and
condition, occupancy, etc., and are reflected in the average lot rent.  A tenant
is typically willing, absent other factors, to pay more lot rent for a better
located, newer community.  This also holds true for
<PAGE>

Sales Comparison Approach                                                     80

amenities, age and other factors. The average lot rent reflects, in most cases,
the market perception of a property's position in the marketplace. It is also
typical that lot rent increases contribute to increases in net operating income.
Alternatively, we have employed the effective gross income multiplier (EGIM), in
this analysis.

     The Effective Gross Income Multiplier for the comparable sale properties
ranged between 5.56 and 7.89.  As previously discussed, the EGIM is essentially
a function of the average lot rent. The average lot rent is a function of the
physical aspects of the property, such as age and condition, location and
amenities.  EGIM's also reflect the market's perception of the potential for
future rent increases.

     The subject is an established, age-restricted community, with a good
location and access. There is a history of good occupancy and the property and
improvements were observed to be in good overall condition.  There is adequate
maintenance to maintain the current condition of the community.  A rent increase
of $10.00 per space went into effect March 1, 2000 and our analysis has
incorporated this increase.  The rent levels have been shown to be within the
indicated market range.

     Based on these considerations, we have concluded an EGIM in the mid-portion
of the indicated range, processing the subject's Effective Gross Income of
$383,504 with an EGIM of 6.80.

                    $383,504       x   6.80  =    $2,607,827

                    Rounded                       $2,600,000

     On a per space basis, our estimate of value is the equivalent of $18,571.

Price Per Space Analysis
------------------------

     Adjustments, typically considered, are location, age and condition,
occupancy, etc., and are reflected in the income generating capabilities of a
community.  A tenant is typically willing, absent other factors, to pay more
rent for a better located, newer community with a greater amenity package.
Rather than making a subjective percentage adjustment to the per space sales
prices, the Net Operating Income/Space (NOI/Space) reflects, in most cases, the
market perception of a property's position in the marketplace.  Since investors
are mainly concerned with cash flow to service debt, the net operating income
generating capability of a particular community can be used for comparison
purposes.  Typically, the higher the NOI/Space for a community, the higher the
per space sales price.  The subject has a NOI/Space of $1,652.67 in our
stabilized analysis.  The NOI/Space and the per space sales prices for the
comparables are shown on the following table.  We then compare the percentage
difference between each comparable's NOI/Space and the subject's NOI/Space.  For
comparables with a higher NOI/Space, a downward adjustment to the per space
sales price is made.  An upward adjustment
<PAGE>

Sales Comparison Approach                                                     81

is made for a comparable with a lower NOI/Space.

                      NOI/Space and Per Space Sales Price

<TABLE>
<CAPTION>
=================================================================================
                 COMP 1     COMP 2      COMP 3     COMP 4     COMP 5    SUBJECT
---------------------------------------------------------------------------------
<S>             <C>         <C>        <C>        <C>        <C>        <C>
  NOI/Space     $ 1,803     $ 1,786    $ 1,799    $ 1,744    $ 2,036    $1,653
---------------------------------------------------------------------------------
 Price/Space    $21,875     $18,846    $19,417    $20,000    $25,519      N/A
---------------------------------------------------------------------------------
   Percent
 Adjustment       -8.34%      -7.47%     -8.16%     -5.23%    -18.85%     N/A
---------------------------------------------------------------------------------
   Adjusted
 Price/Space    $20,050     $17,439    $17,834    $18,955    $20,710      N/A
=================================================================================
</TABLE>

     After adjustments, the indicated range is from $17,439 to $20,710 per
space. We have concluded towards the middle of the range giving equal weight to
all of the comparables. We concluded $19,000 per space.

     Thus, 140 Spaces x $19,000/Space is:         $2,660,000

     Rounded                                      $2,700,000

     This value is slightly above the indication from the EGIM method and
considered mutually supportive.  We have concluded $2,650,000 via the sales
comparison approach.
<PAGE>

                                                                              82

FINAL ESTIMATE OF VALUE
-----------------------

    The two approaches to value applied in the subject analysis yielded these
conclusions:

    Income Capitalization Approach           $2,600,000

    Sales Comparison Approach                $2,650,000

    Depending on the circumstances of an appraisal, the two approaches to value
apply to various degrees.  The income capitalization approach indicates the
amount at which a prudent investor might be interested in acquiring the
property.  The sales comparison approach reflects demand and reasonable selling
price expectancy as evidenced by sales of similar properties.

     In the reconciliation, we reviewed each approach to value (a) to ascertain
the reliability of the data and (b) to weight the approach that best represented
the actions of typical users and investors in the marketplace.

     The income capitalization approach depends on the principles of
substitution and anticipation.  This approach postulates that the value of a
property derives from the net income the property will produce during its
economic life.  Investors in the market predicate their decisions on economic
factors oriented to the market and concern themselves with net income and its
durability.  The income capitalization approach synthesizes the capitalized
return to, and of, the improvements and to the land.  In this case, the
availability of sufficient reliable and supportable historical data for the
subject, made the income capitalization approach a reliable gage of the market
value of the subject.

     The sales comparison approach uses a number of value indicators, both
physical and economic, including investors' strategies and attitudes reflected
in documented market transactions.  The principle of substitution is the basis
of this approach, which states that a prudent investor will pay no more to buy a
property than the cost to buy a comparable substitute property.  In the
valuation of the subject property, the sales comparison approach was considered
reliable.  Given the relative homogeneity of the locations, the availability of
market data, we have emphasized this approach in the valuation.

     The two approaches reflect a narrow range of values.  Our estimate of value
has been based on the Income Approach, as buyers are most concerned with cash
flow to service debt. Our opinion of the market value of the subject property,
based on a reasonable exposure period of six months, as of May 1, 2000 is:

                 - TWO MILLION SIX HUNDRED THOUSAND DOLLARS -

                                 ($2,600,000)
<PAGE>

                                                                              83

CERTIFICATION
-------------

We certify that, to the best of our knowledge and belief:

     .    The statements of fact in this report are true and correct.

     .    The reported analyses, opinions, and conclusions are limited only by
          the reported assumptions and limiting conditions and are our personal,
          impartial and unbiased professional analyses, opinions, and
          conclusions.

     .    We have no present or prospective interest in the property that is the
          subject of this report, and no personal interest with respect to the
          parties involved.

     .    We have no bias with respect to the property that is the subject of
          this report or to the parties involved with this assignment.

     .    Our engagement in this assignment was not contingent upon developing
          or reporting predetermined results.

     .    Our compensation for completing this assignment is not contingent upon
          the development or reporting of a predetermined value or direction in
          value that favors the cause of the client, the amount of the value
          opinion, the attainment of a stipulated result, or the occurrence of a
          subsequent event directly related to the intended use of this
          appraisal.

     .    Our analysis, opinions, and conclusions were developed, and this
          report has been prepared, in conformity with the Uniform Standards of
          Professional Appraisal Practice.

     .    The use of this report is subject to the requirements of the Appraisal
          Institute relating to review by its duly authorized representatives.

     .    As of the date of this report, John H. Whitcomb, MAI, CCIM has
          completed the requirements under the continuing education program of
          the Appraisal Institute.

     .    John H. Whitcomb, MAI, CCIM and William G. Trask have made a personal
          inspection of the property that is the subject of this report.

     .    No one provided significant professional assistance to the persons
          signing this report.

     .    We are in compliance with the competency provisions of the Uniform
          Standards of professional Appraisal Practice of the Appraisal
          Foundation.

     .    This appraisal assignment was not based on a requested minimum value,
          specific value, or the approval of a loan.


/s/ John H. Whitcomb JAG                /s/ William G. Trask JAG
------------------------------          -----------------------------
John H. Whitcomb, MAI, CCIM             William G. Trask
St. Cert. Gen. REA #0001234             St. Cert. Gen. REA #0002347
<PAGE>

                                                                              84

ASSUMPTIONS AND LIMITING CONDITIONS
-----------------------------------

     The primary assumptions and limiting conditions pertaining to the
conclusion in this report are summarized below.

To the best of our knowledge and belief, the statements of facts contained in
the appraisal report, upon which the analysis and conclusion expressed are
based, are true and correct.  Information, estimates and opinions furnished to
us and contained in the report or utilized in the formation of the value
conclusion were obtained from sources considered reliable and believed to be
true and correct. However, no representation, liability or warranty for the
accuracy of such items is assumed by or imposed on us, and is subject to
corrections, errors, omissions and withdrawal without notice.

The legal description of the appraised property, as exhibited in the report is
assumed correct.

The valuation may not be used in conjunction with any other appraisal or study.
The value conclusion stated in this appraisal is based on the program of
utilization described in the report, and may not be separated into parts.  The
appraisal was prepared solely for the purpose and party so identified in the
Purpose and Function.  The appraisal report may not be reproduced, in whole or
in part, and the findings of the report may not be utilized by a third party for
any purpose, without the written consent of Whitcomb Real Estate.

No change of any item in any of the appraisal report shall be made by anyone
other than Whitcomb Real Estate and we shall have no responsibility for any such
unauthorized change.

The property has been appraised as though free and clear of mortgages, liens,
leases, servitudes and encumbrances, except as may be described in the
appraisal.

We are not required to give testimony or be in attendance at any court or
administrative proceeding with reference to the property appraised unless
additional compensation is agreed to and prior arrangements have been made.

Unless specifically stated, the value conclusion contained in the appraisal
applies to the real estate only, and does not include personal property,
machinery and equipment, trade fixtures, business value, goodwill or other non-
realty items.  Income tax considerations have not been included or valued unless
so specified in the appraisal.  We make no representations as to the value
changes, which may be attributed to such considerations.

Neither all nor any part of the contents of the report shall be disseminated or
referred to the public through advertising, public relations, news or sales
media, or any other public means of communication or referenced in any
publication, including any private or public offerings including buy not limited
to those filed with Securities and Exchange Commission or other governmental
agency, without the prior written consent and approval of and review by Whitcomb
Real Estate.
<PAGE>

Assumptions and Limiting Conditions                                           85

In completing the appraisal, it is understood and agreed that the report are not
now intended, and will not be used in connection with a real estate syndication.

Good and marketable title to the interest being appraised is assumed.  We are
not qualified to render an "opinion of title," and no responsibility is assumed
or accepted for matters of a legal nature affecting the property being
appraised.  No formal investigation of legal title was made, and we render no
opinion as to ownership of the property or condition of its title.

Unless otherwise noted in the appraisal, it is assumed that there are no
encroachments, zoning, building, fire or safety code violations, or restrictions
of any type affecting the subject property.  It is assumed that the property is
in full compliance with all applicable federal, state, local and private codes,
laws, consents, licenses and regulations, and that all licenses, permits,
certificates, approvals, franchises, etc. have been secured and can be freely
renewed and/or transferred to a purchaser.

It is assumed that the utilization of the land and any improvements are within
the boundaries or property lines of the property described, and that there are
no encroachments, easements, trespass, etc., unless noted within the report.  We
have not made a survey of the property, and no responsibility is assumed in
connection with any matter that may be disclosed by a proper survey.  If a
subsequent survey should reflect a differing land area and/or frontages, we
reserve the right to review our final value estimate.

All maps, plats, building diagrams, site plans, floor plans, photographs, etc.
incorporated into the appraisal are for illustrative purposes only, to assist
the reader in visualizing the property, but are not guaranteed to be exact.
Dimensions and descriptions are based on public records and/or information
furnished by others and are not meant to be used as a reference in legal matters
of survey.

Management is assumed to be competent, and the ownership to be in responsible
hands.  The quality of property management can have a direct effect on a
property's economic viability and value.  The financial projections contained in
the appraisal assumes both responsible ownership and competent management.  Any
variance from this assumption could have a significant impact on the final value
estimate.

We assume that there are no hidden or unapparent conditions of the property's
soil, subsoil or structures, which would render them more or less valuable. No
responsibility is assumed for such conditions, or for engineering which might be
required to discover such factors. Detailed soil studies were not made available
to us, so statements regarding soil qualities, if made in the report, are not
conclusive but have been considered consistent with information available to us
and provided by others. In addition, unless stated otherwise in the appraisal,
the land and soil of the area under appraisement appears firm and solid, but the
appraisal does not warrant this condition.

The appraisal report covering the subject property is limited to surface rights
only, and does not include any inherent subsurface or mineral rights.

The appraisal is made for valuation purposes only.  It is not intended nor to be
construed to be an engineering report.  We are not qualified as structural or
environmental engineers, therefore we are not qualified to judge the structural
and environmental integrity of the improvements, if any. Consequently, no
warranty, representations or liability are assumed for the structural soundness,
quality, adequacy or capacities of said improvements and utility services,
including the construction materials, particularly the roof, foundations, and
equipment, including the HVAC systems, if applicable.  Should there be any
<PAGE>

Assumptions and Limiting Conditions                                           86

question concerning same, it is strongly recommended that an
Engineering/Construction/Environmental inspection be obtained. The value
estimate stated in this appraisal, unless noted otherwise, is predicated on the
assumption that all improvements, equipment and building services, if any, are
structurally sound and suffer no concealed or latent defects or inadequacies
other than those noted in the appraisal.

Any proposed construction or rehabilitation referred to in the appraisal report
is assumed to be completed within a reasonable time and in a workmanlike manner
according to or exceeding currently accepted standards of design and methods of
construction.

Any areas or inaccessible portions of the property or improvements not inspected
are assumed to be as reported or similar to the areas, which are inspected.

Unless specifically stated in the report, we found no obvious evidence of insect
infestation or damage, dry or wet rot.  Since a thorough inspection by a
competent inspector was not performed for us, the subject improvements, if any,
is assumed to be free of existing insect infestation, wet rot, dry rot, and any
structural damage which may have been caused by pre-existing infestation or rot
which was subsequently, treated.

In the appraisal assignment, the existence of potentially hazardous material
used in the construction, maintenance or servicing of the improvements, such as
the presence of urea-formaldehyde foam insulation, asbestos, lead paint, toxic
waste, underground tanks, radon and/or any other prohibited material or chemical
which may or may not be present on or in the subject property, was, unless
specifically indicated in the report, not observed by us, nor do we have any
knowledge of the existence of such materials on or in the property.  We,
however, are not qualified to detect such substances.  The existence of these
potentially hazardous materials may have a significant effect on the value of
the property.  The client is urged to retain an expert in this field, if
desired.  The value conclusion assumes the property is "clean" and free of any
of these adverse conditions unless notified to the contrary in writing.

No effort has been made to determine the possible effect, if any, on the subject
property of energy shortages or present or future federal, state or local
legislation, including any environmental or ecological matters or
interpretations thereof.

We take no responsibility for any events, conditions or circumstances affecting
the subject property or its value, that take place subsequent to either the
effective date of value cited in the appraisal or the date of our field
inspection, which ever occurs first.

The estimates of value stated in this appraisal apply only to the effective
dates of value stated in the report.  Value is affected by many related and
unrelated economic conditions within a local, regional, national and/or
worldwide context, which might necessarily affect the prospective value of the
subject property.  We assume no liability for an unforeseen change in the
economy, or at the subject property, if applicable.

We believe that the underlying assumptions and current conditions provide a
reasonable basis for the value estimate stated in this appraisal.  However, some
assumptions or projections inevitably will not materialize and unanticipated
events and circumstances may occur during the forecast period.  These could
include major changes in the economic environs; significant increases or
decreases in current
<PAGE>

Assumptions and Limiting Conditions                                           87

mortgage interest rates and/or terms or availability of financing altogether;
property assessment; and/or major revisions in current state and/or federal tax
or regulatory laws. Therefore, the actual results achieved during the projected
holding period and investor requirements relative to anticipated annual returns
and overall yields could vary from the projection. Thus, variations could be
material and have an impact on the individual value conclusion stated herein.

The Americans with Disabilities Act (ADA) became effective January 26, 1992.
The appraiser has not made a specific compliance survey and analysis of this
property to determine whether or not it is in conformity with the various
detailed requirements of the ADA.  It is possible  that a compliance survey of
the property together with a detailed analysis of the requirements of the ADA
could reveal that the property is not in compliance with one or more of the
requirements of the act.  If so, this fact could have a negative effect upon the
value of the property.  Since the appraiser has no direct evidence relating to
this issue, possible noncompliance with the requirements of ADA was not
considered in estimating the value of the property.
<PAGE>

                                    ADDENDA
<PAGE>

                               LEGAL DESCRIPTION
<PAGE>

                                                           For Official Use Only
                                                  ------------------------------




Documentary Tax Pd. $ 14,700.00
                     ----------
Intangible Tax Pd. $         --
                    -----------
E.D. "Bud" Dixon, Clerk, Polk Co.
By: /s/ [ILLEGIBLE] Deputy Clerk                ------------------------------
    -----------------

                                TRUSTEE'S DEED
                                --------------

     THIS INDENTURE is executed effective as of the 15/TH/ day of June, 1995,
between WAYNE P. REECE, as Trustee, under that certain unrecorded Land Trust
Agreement known as the Butler Land Trust, dated the 1st day of July 1974, with
full power and authority to sell, assign, convey, lease, pledge, otherwise
encumber and satisfy, modify and release any and all liens, as Grantor, and
WINDSOR PARK PROPERTIES 7, a California limited partnership, Grantee, whose
address is 120 West Grand Avenue, Escondido, California 92025.

                             W I T N E S S E T H:
                             --------------------

     WHEREAS, WAYNE P. REECE is the duly qualified and acting Trustee of that
certain unrecorded Land Trust Agreement known as the Butler Land Trust, dated
the 1st day of July 1974;

     The Grantor, herein for and in consideration for the sum of Ten Dollars
($10.00), and other good and valuable consideration to it in hand paid by
Grantee, the receipt whereof

This Instrument Prepared By
  and Return to:
DAVID S. BERNSTEIN, ESQ.
Gaynor, Decker, Young, Malchon,
Dickson, Schumaker & Bernstein, P.A.
Post Office Box 14034
St. Petersburg, FL 33733
<PAGE>

                                                           For Official Use Only
                                                  ------------------------------




                                                  ------------------------------


is hereby acknowledged, hereby grants, bargains, sells, aliens, releases,
conveys and confirms to the Grantee, and to its heirs and assigns forever, that
certain real property situate, lying and being in Polk County, Florida, more
particularly described as follows:

          SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF.

          SUBJECT TO REAL ESTATE TAXES FOR THE YEAR 1995 AND SUBSEQUENT YEARS.

          SUBJECT TO THOSE CERTAIN PERMITTED TITLE EXCEPTIONS SET FORTH IN
          EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF.

          TOGETHER, with all and singular the tenements, hereditaments and
appurtenances belonging or in anywise appertaining to that real property.

          TO HAVE AND TO HOLD the same to the Grantee, its heirs and assigns, in
fee simple, forever.

          IN WITNESS WHEREOF, the Grantor has set his/her hand and seal
effective as of the day and year first above written.

WITNESSES:

/s/ Dorothy C. Drake
-------------------------------
Print Name:  DOROTHY C. DRAKE
            -------------------
                                            /s/ Wayne P. Reece
/s/ Heather L. Estes                        ------------------------------------
-------------------------------             WAYNE P. REECE, as Trustee under
Print Name:  HEATHER L. ESTES               that certain unrecorded Land Trust
           --------------------             Agreement known as the Butler Land
                                            Trust, dated the 1st day of July
                                            1974

                                            Address:

                                            Post Office BOX 352
                                            ------------------------------------
                                            Orlando, FL 32802
                                            ------------------------------------

                                       2
<PAGE>

                                                           For Official Use Only
                                                     ---------------------------



                                                     ---------------------------


STATE OF FLORIDA
COUNTY OF ORANGE

     I hereby certify that on this 15th day of June, 1995, before me personally
appeared WAYNE P. REECE, as Trustee, under that certain unrecorded Land Trust
Agreement known as the Butler Land Trust, dated the 1st day of July 1974,
personally known to me,           N/A          , and severally acknowledged the
                        -----------------------
execution thereof to be his free act and deed for the uses and purposes therein
mentioned.

     WITNESS my signature and official seal in the County of Orange and State of
Florida, the day and year last aforesaid.

My Commission Expires:

                                                  /s/ Dorothy C. Drake
==================================                ------------------------------
        DOROTHY C. DRAKE                          Print Name: Dorothy C. Drake
  Notary Public-State of Florida                              ------------------
      My Commission Expires                       NOTARY PUBLIC
          July 4, 1995
            CC 075594
==================================

                                       3
<PAGE>

                                   EXHIBIT A
                                   ---------

                               LEGAL DESCRIPTION
                               -----------------

Lot 12 of "FRED W. INMAN'S" SUBDIVISION as shown by the map or plat thereof as
recorded in the Office of the Clerk of the Circuit Court in and for Polk County,
Florida, in Plat Book 1, Page 37A, LESS the East 270 feet thereof and the North
5.00 feet thereof for road right-of-way.

Also known as a portion of Lot 12 of "FRED W. INMAN'S" SUBDIVISION as shown by
the map or plat thereof as recorded in the Office of the Clerk of the Circuit
Court in and for Polk County, Florida, in Plat Book 1, Page 37A, LESS the East
270 feet thereof and the North 5.00 feet thereof for road right-of-way, being
more particularly described as follows: Begin at a point where the West line of
Lot 12 intersects the present Southerly Right of Way line of State Road No. 544;
thence run S00 degrees 16' 19" E a distance of 1006 feet more or less to the
shore line of Lake Smart; thence in an Easterly direction and along said shore
line a distance of 660 feet more or less; thence N00 degrees 16' 19" W a
distance of 967 feet more or less to a point lying on said South right-of-way
line of State Road #544; thence S89 degrees 44' 47" W along said Right of Way
line a distance of 646.72 feet to a point of curvature of a curve concave to the
South; thence continue along said right-of-way line and said curve to the left
(curve having for its elements a radius of 1377.40 feet, a central angle of 00
degrees 08' 29") a distance of 3.40 feet to the Point of Beginning.
Containing 13.7 acres more or less.
<PAGE>

                                  EXHIBIT "B"

                             PERMITTED EXCEPTIONS

Covenants and conditions as set forth in instrument recorded September 6, 1973,
in Official Records Book 1551, page 1018, of the public records of Polk County,
Florida.
<PAGE>

                            PROFILES OF APPRAISERS

<PAGE>

                             PROFILE OF APPRAISER

                               WILLIAM G. TRASK
                           St.Cert.Gen. REA #0002347


REAL ESTATE APPRAISAL EXPERIENCE
--------------------------------

Appraiser
Whitcomb Real Estate
Tampa, FL

     Specializing in real estate valuations and consulting projects for lending
     institutions, public and private corporations and individuals, for a
     variety of uses. Property types appraised include manufactured housing
     communities, recreational vehicle parks, manufacturing plants, office
     buildings, apartment complexes, retail properties and other types of
     commercial establishments. February 1998 to Present.

  Appraiser
  Atlas Real Estate Group, Inc.
  Tampa, FL

     Specialized in real estate condemnation valuations and related studies.
     Property types appraised include agricultural, industrial, residential,
     office buildings, retail properties and other types of commercial land and
     establishments. August 1991 to January 1998.

PROFESSIONAL AFFILIATIONS
-------------------------

  State Certified General Real Estate Appraiser
  Florida # 0002347
  Georgia # CG007464

PARTIAL LIST OF CLIENTS AND PROPERTIES
--------------------------------------

Manufactured Home Communities
-----------------------------

<TABLE>
<S>                 <C>                       <C>                     <C>
A Garden Walk       Palm Beach Gardens, FL    Honeymoon Park          Dunedin, FL
Bear Creek          Ormond Beach, FL          La Buona Vita           Port St. Lucie, FL
Bonfire             Leesburg, FL              Lincolnshire            Largo, FL
Briarwood           Lake Worth, FL            Meadowbrook             Lakeland, FL
Camelot East        Sarasota, FL              Mobiland By The Sea     Melbourne, FL
Camelot Lakes       Sarasota, FL              Oak View                Arcadia, FL
Carefree Village    Tampa, FL                 Palmetto                Hallandale, FL
Clover Leaf         Brooksville, FL           Plaza                   Bradenton, FL
Coquina Crossing    St. Augustine, FL         Ranchero Village        Largo, FL
</TABLE>


<PAGE>

Profile of Appraiser                                                           2
William G. Trask

<TABLE>
<CAPTION>
Manufactured Home Communities (Cont.)
-------------------------------------
<S>                         <C>                      <C>                                  <C>
Country Club Estates        Venice, FL               River Bay                            Tampa, FL
Country Lakes               Coconut Creek, FL        Riverview                            Micco, FL
Country Life                Leesburg, FL             Serendipity                          Clearwater, FL
Crystal River Village       Crystal River, FL        Southern Acres                       St. Cloud, FL
Diamond Point               Leesburg, FL             Spanish Trails                       Zephyrhills, FL
Friendly Village            Sellersburg, IN          Sun Village                          Largo, FL
Hammock Lake                Fort Meade, FL           Sundance                             Zephyrhills, FL
Heron Cay                   Vero Beach, FL           Sunshine Village                     Lake Worth, FL
Hibiscus                    Mount Dora, FL           Tall Pines                           Fort Pierce, FL
Hidden Village              St. Petersburg, FL       Tanglewood                           Fort Pierce, FL
High Point                  Clearwater, FL           Vero Palms                           Vero Beach, FL

Recreational Vehicle Parks
--------------------------

Lazy Lakes RV               Sugarloaf Key, FL        Ridgecrest RV                        Leesburg, FL
Lions Lair RV               Marathon, FL             Sunshine RV                          Vero Beach, FL
Pioneer Village             North Fort Myers, FL     Topics RV                            Spring Hill, FL

Other
-----

ABC Pizza House             Tampa, FL                Fabian Enterprises                   Tampa, FL
Blakie's Restaurant         Tampa, FL                Florida Power & Light                St. Petersburg, FL
Breed Automotive            Lakeland, FL             Mobil Oil                            Lakeland, FL
Discount Auto Parts         Lakeland, FL             Pier 1 Imports                       Hoover, AL
Discount Auto Parts         Sarasota, FL             Pizza Hut                            Brandon, FL
Discount Auto Parts         Land O' Lakes, FL        Pizza Hut                            Lakeland, FL

Financial
---------

Belgravia Capital                                    Heller Financial
Collateral Mortgage, Ltd.                            Lehman Brothers
Executive Commercial Funding                         NationsBank
First Federal Savings Bank, Leesburg, FL             Republic Bank, Port Richey, FL
First National Bank, St. Lucie, FL                   Signature Financial Services, Inc.
First Union National Bank                            Union Capital Investments, LLC
GE Capital Corporation                               United Southern Bank, Eustis, FL
Greentree Financial
</TABLE>
<PAGE>

Profile of Appraiser                                                           3
William G. Trask

Real Estate/Real Estate Investment
----------------------------------

Continental Communities                           National Home Communities
Martin Newby Management                           Pacific Life
Munao Partnership                                 Windsor Corporation

EDUCATIONAL BACKGROUND
----------------------

   Florida State University
   University of South Florida
   Edison Community College
   Hillsborough Community College
   Appraisal Institute
   International Right of Way Association
<PAGE>

                             PROFILE OF APPRAISER

                          JOHN H. WHITCOMB, MAI, CCIM
                           St.Cert. Gen. REA #0001234

REAL ESTATE EXPERIENCE
----------------------

Owner
Whitcomb Real Estate
Tampa, FL

     Specialize in complex real estate valuations and consulting projects.
     Property types include manufactured home communities, recreational vehicle
     parks, self-storage facilities, hotels, manufacturing plants, office
     buildings, retail buildings and other types of commercial establishments as
     well as special use facilities. Mr. Whitcomb is active in the ownership and
     management of seven manufactured home communities throughout Florida.
     January 1996 to present.

Partner
Chartwell Advisory Group, Ltd.
Tampa, FL

     Supervised complex real estate valuations and property tax consulting
     projects. Responsibilities included management of all technical staff
     members throughout the country. Property types included manufactured home
     communities, recreational vehicle parks, hotels, large manufacturing
     plants, office buildings and retail buildings. April 1993 to January 1996.

Senior Appraiser
Marshall and Stevens, Inc.
Philadelphia, PA and Tampa, FL

     Specialized in preparing appraisals for land and buildings in industrial,
     commercial and residential uses. Performed appraisals for purposes of
     sale/purchase, property tax appeals, syndication, financing and allocation
     of purchase price. September 1985 to March 1990, and June 1992 to April
     1993.

Vice President
Strategis Asset Valuation & Management, Inc.
Tampa, FL

     Prepared appraisals and feasibility studies on complex commercial
     properties. Performed appraisals for purposes of sale/purchase, property
     tax appeals, financing and allocation of purchase price. March 1990 to May
     1992.

<PAGE>

Profile of Appraiser                                                           2

PROFESSIONAL AFFILIATIONS
-------------------------

MAI, Member Appraisal Institute

CCIM, Certified Commercial Investment Member Commercial Investment Real Estate
Institute

State Certified General Real Estate Appraiser
Florida #0001234

PARTIAL LIST OF CLIENTS AND PROPERTIES
--------------------------------------

<TABLE>
<CAPTION>
Manufactured Home Communities
-----------------------------
<S>                      <C>                     <C>                     <C>
Akers Away               West Palm Beach, FL     Lakeside                Douglasville, GA
Alafia Riverfront        Gibsonton, FL           Lakewood                Denton, TX
Alpine Village           Sebring, FL             Lantana Cascade         Lantana, FL
Arbor Oaks               Zephyrhills, FL         Long Lake Village       West Palm Beach, FL
Blue Heron               Clearwater, FL          Marlboro Court          West Palm Beach, FL
Bradenton Trailer Park   Bradenton, FL           MH Country Club         Oakland Park, FL
Carefree Village         Tampa, FL               Mission                 EL Paso, TX
Carolina Village         Concord, NC             Moultrie Oaks           St. Augustine, FL
Casa del Monte           West Palm Beach, FL     Oak Point               Titusville, FL
Chateau Forest           Seffner, FL             Orange Manor East       Winter Haven, FL
Chateau Village          Bradenton, FL           Palm Breezes Club       Lantana, FL
Cloverleaf               Brooksville, FL         Palm Ridge              Leesburg, FL
Colonial Coach           Greenacres City, FL     Panama City Estates     Panama City, FL
Coquina Crossing         St. Augustine, FL       Plantation Estates      Seffner, FL
Coral Lake               Coconut Creek, FL       Portside                Jacksonville, FL
Country Club Estates     Venice, FL              Ridgecrest              Fort Pierce, FL
Dessau                   Austin, TX              San Souci               North Fort Myers, FL
Foxcroft Village         Loch Sheldrake, NY      Scenic View             Lakeland, FL
Foxwood Estates          Lakeland, FL            Seminole                St. Petersburg, FL
Franklin Estates         Murfreesboro, TN        Shangri La              Largo, FL
Gardens of Manatee       Parrish, FL             Southwinds              Lakeland, FL
A Garden Walk            West Palm Beach, FL     St. Lucie Village       Okeechobee, FL
The Groves               Orlando, FL             Sunrise Village         Cocoa Beach, FL
Gwinnett Estates         Snellville, GA          Sunshine                Lake Worth, FL
Harmony Ranch            Thonotosassa, FL        Tall Pines              Fort Pierce, FL
Holiday Ranch            West Palm Beach, FL     Tall Pines              Jonesboro, CA
Holiday Plaza            West Palm Beach, FL     Twin Shores             Longboat Key, FL
Holland                  Fort Lauderdale, FL     Valley Pines            EL Paso, TX
Kings and Queens         Lakeland, FL            Village Glen            Melbourne, FL
</TABLE>
<PAGE>

Profile of Appraiser                                                           3


Recreational Vehicle Parks
--------------------------

<TABLE>
<S>                           <C>                      <C>                                <C>
Avalon RV Park                Clearwater, FL           Pioneer Creek                      Bowling Green, FL
Camp Inn                      Frostproof, FL           Rainbow Village                    Clearwater, FL
Forest Lake Village           Zephyrhills, FL          Space Coast RV Resort              Rockledge, FL
Hide Away                     Ruskin, FL               Sunshine RV                        Vero Beach, FL
Holiday RV Resort             Leesburg, FL             Topics                             Hudson, FL
Horizon RV Park               Davenport, FL            Twelve Oaks                        Sanford, FL
Key RV Park                   Marathon, FL             Village Park                       Orange City, FL

Self-Storage Facilities
-----------------------

Affordable Self Storage       Loganville, GA           Orange Avenue                      Tallahassee, FL
Alpine Self Storage           Rockford, IL             Plantation Xtra Storage            Plantation, FL
Baytree Self Storage          Valdosta, GA             St. Augustine Self Storage         St. Augustine, FL
Budget Self Storage           Sterling, VA             Southern Self Storage              Riviera Beach, FL
Delray Mini Storage           Delray Beach, FL         Storage Express                    Lauderhill, FL
Edison Lock Up                Edison, NJ               Valdosta Self Storage              Valdosta, GA
Extra Space                   Lauderhill, FL           Xtra Space                         Orlando, FL
Howell Self Storage           Howell, NJ               Your Extra Attic                   Duluth, GA
Hyde Park Storage             Tampa, FL                Your Extra Attic                   Norcross, GA
Jacksonville Storage          Jacksonville, FL         Your Extra Attic                   Stockbridge, GA
Okeechobee Storage            Hialeah Gardens, FL      Your Extra Attic                   Winters Chapel, GA

Hotel/Resorts
-------------

Canyon Ranch in the Berkshires                         Howard Johnson Maingate
Comfort Inn Kissimmee                                  Hyatt On Union Square
Comfort Suites Asheville                               Hyatt Orlando
Embassy Suites Boca Raton                              Hyatt Wilshire
Hotel Nikko San Francisco                              Hyatt Regency Houston
Hilton Southwest Freeway Houston                       La Samanna
Hollywood Beach Hilton                                 Ramada Resort Maingate
Holiday Inn Gainesville                                Westin Washington, D.C.
</TABLE>
<PAGE>

Profile of Appraiser                                                           4


Financial
---------

Belgravia Capital                              Heller Financial
Bloomfield Acceptance Company                  Household Finance Corporation
Chase Manhattan Bank                           Irving Leasing Corporation
Chrysler Capital Corporation                   Mfd. Housing Community Bankers
Citicorp Real Estate                           Mellon Bank
Collateral Mortgage                            Morgan Stanley
CoreStates Financial Corporation               NationsBank
Credit Suisse First Boston                     Nomura Securities
FINOVA Capital                                 Pacificorp Financial Services
First Union Corporation                        PACTEL Finance
GE Capital                                     Society National Bank
Goldman Sachs                                  Sun America Insurance
Greentree Financial                            Union Capital


Real Estate/Real Estate Investment
----------------------------------

W.P. Carey & Company, Inc.                     LaSalle Partners
Chateau Communities                            Las Colinas Corporation
Continental Communities                        Metropolitan Life
Delaware North Companies                       MHC
Dillon Read Real Estate Inc.                   National Home Communities
Drexel Burnham Lambert Realty, Inc.            Pitney Bowes Credit Corp.
First Boston Corporation                       Salomon Brothers, Inc.


EDUCATIONAL BACKGROUND
----------------------

University of Florida, B.A.

College of William and Mary, M.B.A.

American Institute of Real Estate Appraisers

The Appraisal Institute

Commercial Investment Real Estate Institute


PUBLICATIONS
------------

  Mr. Whitcomb has authored an article on ad valorem taxes and cogeneration
  facilities for Cogeneration and Resource Recovery magazine.
                 ----------------------------------


TESTIMONY
---------

  Mr. Whitcomb has presented expert testimony in United States Tax Court.


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