* INTRODUCING PUERTO SALINA *

Through the years, our group has specialized in finding opportunities for the development of real estate in Mexico, particularly in the area of tourism. The Tijuana - Ensenada corridor, with its enormous potential, has for a long time held our interests. Records of visits to this area, and market projections by U.S. firms, as well as events related to the signing of the North American Free Trade Agreement, confirm the increasing feasibility of creating a high quality, well conceived tourist development. Therefore, we have acquired 150 acres of land which, is arguably the most attractive parcel in the entire corridor for the type of development that would respond to the demands of the coming decade. Enhance by 2,830 feet of a wide expanse of sandy beach. Our property is also favored by a large natural depression which will be filled with sea water to form a recreational and ecological lake. The hills surrounding it seem to create an amphitheater which offers a panoramic view of the lake and the ocean.

Located just 45 driving miles (33 Nautical Miles) below the San Diego border at Km `73, this innovative community will be a convenient and accessible destination by and or by sea. The magnificent new Puerto Salina development will offer the nighest quality facilities for your exciting iifestyie and or your ramily's recreational enjoyment. Some of these amenities include:

* Recreational lake with Health club and Aquatic Center
* Over one-half mile of beautiful beaches
* Supervised Children's playground,
* Grocery store, laundry service, gift shops
* Restaurant specializing in lobster & regional Mexican fare
* A variety of other commercial shops and businesses

At the full service Marina. 500 slips with world c!ass installations will accommodate vessels from 32 to 120 feet in length and will feature:

* Elericity, Potable water, Cable TV and Fire Hoses
* Fuel Dock, Dry Dock Facilities and Pump-Out Stations
* Trash Collection, locker boxes, Dock Carts & 24 Hour Security
* Harbor Master. Yacht Club and Access to All Amenities
* Availability of Staff for Boat Cleaning and Maintenance

Many lovely single-family residences and a variety of condominiums will be :vfered `within the project. Residents' lifestyles will be enhanced by the well- planned and developed community, including a Homeowners' Association and coordination of construction by an Architectural Committee.

DESCRIPTION OF THE FACILITIES

BEACH CLUB - Designed in a tropical style architecture, and with a modern ~xican flavor, our spectacular clubhouse will be the meeting place for those io prefer the beach. It will have a playground for children, a large area for inbathing, an informal cafeteria, a swimming pool with a sunken bar, and lequate guest parking.

LAKE CLUBHOUSE - This facility will offer BBQ grills and a variety of water ;tivities on the lake for those who like to enjoy the different atmosphere of the land zone.

SHOPPING CENTER - This commercial center is designed to fulfill the needs of e residents of the community. It will house a supermarket, delicatessen, wine `id liquor store, pharmacy, bakery, boutiques, as well as a medical clinic

AQUATIC PARK & HEALTH CLUB - a park for aquatic activities, similar to a miniature "Wet' n Wild", with the latest mechanical advances used in this type of itertainment centers in the United States. It will include a complete sports inter featuring tennis, racquetball, volleyball, basketball, gymnasium, and door/outdoor swimming pool. Wholesome activities for everyone, with the services that a club of this magnitude must have.

THE MARINA - The interior and exterior basins will nave a total of 500 slips, accommodating vessels up to 120 feet in length, with the average slip length being 42.5 feet. The operation of the marina will be concessioned out to a firm specializing in this field. The depths at low tide will be as follows: Exterior marina - 12 feet. Interior marina - 9 feet, Channel - 12 feet. Additional features of the marina will be a Dry Dock Area (Boatel) for 250 vessels, a small shipyard and machine shop, Yacht club, fuel dock, lighthouse. A Harbor Master's office will provide assistance for navigation and all types of radio communications. Visiting boaters will be able to use the facilities.

ECOLOGY - Of the utmost concern to the investors and directors of Puerto Salina is the improvement and protection of the ecosystems in the area. For this reason, much thought has been given to providing wooded areas that can survive in the region. The lake will have a perimeter path with lush vegetation creating a real ecological center. Extreme care will be given to waste disposal to prevent any problem that might cause damage to the ecosystems. Green areas will serve as both a visual as well as acoustical shield from the adjoining highway.

10 CHARACTERISTICS...
That make Puerto Salina a Great Real Estate Investment

* The best marina built in the busiest tourist corridor in Baja California.
* Quality of construction on par with the best marinas in the United States and Mexico.
* One of the only properties in Baja California available with Title Insurance and a Bank Trust
* Security Bond available to guarantee your investment.
* Strict building regulations protect your real estate investment.
* Emphasis on ecology encompassing: sewerage treatment plants, reclamation of waters, proper waste disposal, horticultural considerations and preservation of natural resources.
* Numerous amenities including: marina facilities, beach club, recreational lake, health club, pool, spa, etc.
* Every lot strategically graded to provide an aesthetically pleasing view.
* Gated community with 24 hour security
* Backed by a company with over forty (40) years of experience in selecting, creating, and developing prime tourist resort communities

** It is important to mention that we have obtained all of the Federal Government permits. These are:
1) Environmental Impact Report approved by the Ecological Institute of the Secretary of Fishing and Environment in Mexico City.
2 Concession for the use of Federal Martime and Terrestrial Zone (beach) approved by the Executive Brancn of the federal government.
3) Concession for the construction of the marina on federal property, approved by the Secretary of Communications and Transportation.

CONSTRUCTION REGULATIONS FOR PUERTO SALINA * LA MARINA *

1 - STYLE: Construction at Puerto Sauna * La Marina must be in contemporary Mexican/Californian style and approved by the Architectural Committee.

2.- ROOF: At least 30% of the roof is to be inclined (with a minimum grade of 20%) and covered with red clay tile or brick, making certain that the drainpipes of the inclined roof do not spill into the neighboring property.

3.- COLORS The colors available to use for exterior paint will be from white to sepia (light brown), induding the range of interim colors, over 80% of the surface area. Trim work in other colors will be authorized with the goal of personalizing facades, using a pre-approved material of gravel, rock or clay

4 - HEIGHT. .The majority of the houses will be one-story construction, in order not to obstruct the views of the neighbors. The maximum height will be 13.l3 feet (4 meters) above the mid -level of the property. For certain lots with special characteristics the Architectural Committee can authorize a maximum of two stories, to be constructed so as not to obstruct the views of the neighbors.

5.- BOUNDARIES: In every case there will be a minimum set-back restriction of 10 feet (3 meters) from the front of the street and 5 feet (1.5 meters) from the back of the lot The set-back restrictions on the sides of each lot will be 4 feet (1 .25 meters) on each side, or 8 feet (2.5 meters) on a single side. Boundanes will be protected so as not to -ause damage or nccnvenience t~ any neighbor

6- FENCES. At the sides and back of eacn lot, fences will be permitted to a maximum heignt of 4 feet (1.25 meters). At the front of the property, gates or planter boxes only will be permitted, not to exceed 4 feet in height.

7- PARKING SPACE: All construction must include a minimum of one off-street parking space inside the property lines.

3 - TIME-FRAME: The buyer and the contractor must commit to completion of the construction work within a maximum time frame of 24 months from the of initiation of construction on the lot by the buyer.

9.- LANDSCAPING: Landscaping must be accomplished with plants existing in the region, in accordance with the authorized list from the Ecological Institute of the secretary of the Environment, Nautical Resources and Fishing.

IN ALL CASES, PLANS FOR YOUR PROJECT MUST BE SUBMITTED FOR REVIEW AND AUTHORIZATION BY THE ARCHITECTURAL COMMITTEE PRIOR TO PRESENTATION OF PLANTS TO ANY OTHER AUTHORITIES.

THE PURCHASE OF MEXICAN RESIDENTIAL RESORT PROPERTY
AT PUERTO SALINA * LA MARINA * by FOREIGNERS

The reality of the North American Free Trade Agreement (NAFTA) has created a positive atmosphere for investment opportunities in Mexico by foreign buyers. Nowhere is this more evident than in the regulations allowing Americans to own coastal residential property due to changes in Mexican foreign development policies and enactment of new laws.

In 1971, the trust system was development by the Mexican government which mandated that title on this type of property was not conveyed by the seller (Trust) to a foreign buyer (Beneficiary or Trusteeship), but that title was to be held in trust by a Mexican bank (Fiduciary) acting as trustee. The buyer had full rights to use and enjoy the property just the same as if were in fee simple ownership. The bank could not sell it without the consent and authorization of the Beneficiary, who retained control and could use, ease, improve or sell the property, could transfer rights or pass the ownership along to children or other named heirs.

Original Trusts were for 10 years, and in 1973 were extended to 30 years. In 1989 the government added regulations allowing foreign investors to renew the Trust for successive 30 year periods. Finally, as of January 1, 1994, the laws were again altered to create a 50 year renewable trust, incorporating all of the aforementioned rights, secured by the Central Bank of Mexico and transferable according to the Buyer's

At Puerto Salina *La Marina* a buyer is assisted with the necessary paperwork involved, including completion of forms to obtain a permit for the Trust from the Secretary of Foreign Affairs, having the Deed drawn up by a Notary and registering the Trust with the National Registry for Foreign investment. The purchase price, which is usually the same as the declared property value, sets the basis for any related taxes and fees. The seller generally pays for real estate fees and the buyer pays for transfer tax, the cost of the Bank Trust, notary fees, registration fees, tax appraisal fees and Trust permit fees.

In summary, Americans wishing to invest in resort property along the beautiful Mexican coastline can now enjoy all the benefits of ownership through the Bank Trust (Trusteeship) system without worry that their investment will be sold or altered in any way. Buyers are guaranteed the opportunity to exercise total control over their choices to renew the Trust every 50 years, sell the property and/or pass it along to their heirs.