PARADISE FOUND

Presented by:

Tod Henry Michael Cox

Prime Time Real Estate Roatan Brokers
(925) 955-1102 (925) 989-1513
wthenry@sbcglobal.net mcox2000@pacbell.net

Prime Time Real Estate & Roatan Brokers

 Investment Opportunity
Corozal Yacht and Beach Club
Destination Fractional Resort
&
Cruise Passenger Shore Excursions

Roatan, Honduras, C.A.

Prime Time Real Estate & Roatan Brokers

 Confidentiality & Disclaimer
The information contained in this marketing brochure (“Materials”) is
proprietary and confidential. It is intended to be reviewed only by the person
or entity receiving it from Prime Time Real Estate (“Agent”). The Materials
are intended to be used for the sole purpose of preliminary evaluation of the
subject property (“Property”) for potential purchase. The Materials have
been prepared to provide unverified summary financial, physical and market
information to prospective buyers to enable them to establish a preliminary
level of interest in potential purchase of the Property. The Materials are not
to be considered fact. The information contained in the Materials is not a
substitute for thorough investigation of the financial, physical, and market
conditions relating to the Property. The information contained in the
Materials has been obtained by Agent from sources believed to be reliable,
however, no representation or warranty is made regarding the accuracy or
completeness of the Materials. Agent makes no representation or warranty
regarding the Property, including but not limited to income, expenses, or
financial performance (past, present, or future); size, square footage,
condition, or quality of the land and improvements; presence or absence of
contaminating substances (PCB’s, asbestos, mold, etc.); Compliance with
laws and regulations (local, state, and federal); or, financial condition or
business prospects of any tenant (tenant’s intentions regarding continued
occupancy, payment of rent, etc). Any prospective buyer must independently
investigate and verify all of the information set forth in the Materials. Any
prospective buyer is solely responsible for any and all costs and expenses
incurred in reviewing the Materials and/or investigating and evaluating the
Property.

By receiving the Materials you are agreeing to the Confidentiality and

Disclaimer set forth herein. All Property showings are by appointment only
and must be coordinated through the Agent.

Presented by:

Tod Henry Michael Cox

Prime Time Real Estate Roatan Brokers
(925) 955-1102 (925) 989-1513
wthenry@sbcglobal.net mcox2000@pacbell.net

Prime Time Real Estate & Roatan Brokers

 Table of Contents

1. Executive Summary

2. The Opportunity

3. Roatan

4. Corozal Yacht & Beach Club

5. Carnival / Royal Caribbean Cruise Lines

6. Transportation

7. Competition

8. Phase # 2 Timeshares & Fractional ownerships

9. Operating Statements

Prime Time Real Estate & Roatan Brokers

 1. Executive Summary
Travel related development on the island of Roatan is poised to explode
offering a ground floor investment opportunity! The increased number of
visitors will overwhelm the existing competitors opening the door to a
profitable enterprise in a very short period of time. A short bus ride from the
cruise ship docks is an eleven acre beachfront parcel of property ready to
accommodate guests. The proposed investment of $5 million includes $2.8
million for property acquisition and $2.2 million for infrastructure, vans,
water sports equipment, startup and development expenses.

Carnival Cruise Line has invested $65 million building Mahogany Bay, a
state of the art docking facility while Royal Caribbean and Norwegian cruise
lines have invested $45 million in remodeling and expanding the pier at
Coxen Hole enabling four massive cruise ships to dock simultaneously.
These facilities will substantially increase capacity, transporting in excess of
75,000 cruise ship passengers monthly to Roatan. Other development
projects in various stages of completion total in excess of $2 billion
including the $500 million Pristine Bay and Black Pearl, a luxury home and
Pete Dye golf resort project. Nikki Beach Hotels and Starwood/Westin are
also building major hotel and resort projects.

The island of Roatan, is located approximately 20 miles off the Honduran

coast in the Caribbean. Roatan is rated one of the top five scuba diving
locations in the world and is situated on the second largest barrier reef in the
world.

Currently the competition is mainly composed of small scale operators who

offer limited amenities. New hotels, residential development, and increased
cruise ship traffic will soon surpass the existing travel vendors and the time
is right to reap the benefits of this investment opportunity.

Prime Time Real Estate & Roatan Brokers

 2. Proposal

The new docking facilities allow four large cruise ships to dock
simultaneously, doubling the islands cruise ship potential.
Estimates from Carnival Cruise Lines are in excess of 500,000 passengers
the first year from the new facility. Over one million visitors will descend on
Roatan annually. A modest investment of $5 million will produce annual net
operating income of $2 million. The essential ingredients are a developable
beachfront property covered in old growth trees located on a paved road
with available utilities in close proximity to the cruise ship docks.

The proposed development will provide beach front activities, including

food & beverage service, souvenirs, water sports and bus transportation from
the cruise ship docks for land bound passengers. Services are coordinated
and prepaid through the cruise ship activities director with registrations and
passes provided beforehand. The activity pass includes transportation, entrée
and one beverage service with the cruise ship retaining 50% of any revenue
they book as commissions. All other services are exempt from cruise ship
commissions and may include souvenirs, food, beverages and equipment
rentals.

Prime Time Real Estate & Roatan Brokers

 3. Roatan

The island of Roatan is 3 miles wide and 33 miles long, located 28 miles off
the Northeast Shore of Honduras. Roatan has tropical terrain overlooking the
dramatic shoreline with beautiful white sandy beaches. The awesome
scenery is interrupted occasionally by small fishing villages. Roatan has a
mountainous backbone that provides a splendid view from any point. The
island is totally surrounded by coral reefs, one which is the second largest in
the world. It is consistently rated in the top five scuba diving locations in the
world. The waters surrounding Roatan are full of offshore big game fish and
exotic tropical fish. Depending on the weather and the time of year you can
expect to see Marlin, Tuna, Wahoo, Barracuda, Dorado (bull dolphin) and
Spanish Mackerel. The average temperature in Roatan year round is about
80 º Fahrenheit or 28 º Celsius with the trade winds providing a gentle
breeze.

Prime Time Real Estate & Roatan Brokers

 4. Corozal Yacht & Beach Club
The club will be situated on eleven acres of beautiful beach front, providing
full food service, bar, and gift shop amenities. The beach front is a short ride
from the ships yet offers a break from the cruise line atmosphere. Visitors
can relax on the beach as they enjoy concierge services including food,
snacks, and beverages. Numerous water activities including scuba diving,
snorkeling, sailing, personal water craft and fishing will be available.
Equipment for these activies will be offered as rentals. Guides and/or
instructors will also be available for hire. Charter fishing, hiking, guided
island tours and zip lining are other optional activities that could be offered.
The club would be open every day, drawing customers from ships, airplanes,
hotels and walk up traffic.

Proposed fees for a day at the beach would be $50, scuba diving $75, scuba
diving including equipment rental $175 and fishing excursions would range
from $250 to $750.

Prime Time Real Estate & Roatan Brokers

 5. Carnival / Royal Caribbean Cruise Lines
Carnival, Royal Caribbean and Norwegian are a few of the cruise lines that
service Roatan. Carnival Cruise Lines conducted extensive market research
and has invested $65 million in building the new Mahogany Bay docking
facility designed to accommodate two massive cruise ships simultaneously,
opening November 21, 2009.

The Norwegian/Royal Caribbean lines $45 million upgraded and expanded

facility was recently completed at Coxen Hole. Between the two docking
structures, thirty ships currently scheduled will transport approximately
75,000 passengers monthly, exponentially increasing visitor traffic.

Prime Time Real Estate & Roatan Brokers

 6. Transportation

Roatan expanded their International Airport in the last few years with non-
stop flights to Houston, New Orleans, Miami, Atlanta, New Jersey and
Edmonton, Canada. Airlines include Continental, Delta and Taca. There are
four direct non-stop flights a week from Canada, two from Milan and two
from Spain. Local airlines are Taca, Islania, Sosa and Atlantic with daily
flights to the mainland of Honduras. The Galaxy Ferry provides daily
service to Le Ceiba and has a capacity of 450 passengers.

7. Competition

Currently there are a small number of competitors on the island catering to

cruise ships. Most competitors are small scale offering a limited number of
services and simply cannot handle the increased traffic. Furthermore, some
of the rivals cater exclusively to cruise ship patrons, remaining closed for
business when ships are not in port.

8. Phase #2: Timeshares & Fractional Ownerships

Additional income opportunities include the development of a Boutique

timeshare magnifying the Yacht & Beach club facilities. The tour business
would provide a constant stream of potential clients at zero cost.

This is a unique opportunity to combine two dynamic profit centers in the

same location utilizing capital improvements shared by the day beach club
and time share guests. The construction of a single multi purpose building
hosting food, beverage and souvenir services will provide cost effective
amenities. The potential income of phase 2 would dramatically exceed the
beach club operations with a minimal additional investment.

At Corozal, with an additional investment of $500k, a second income source

could be much larger than the beach club. With the modest investment the
developer would have a great model complex and three to six hundred
people a day to view it with no added expense. By having the models on site
it avoids the necessity of spending $400 or more per unit to get prospects to
view the offering.

Prime Time Real Estate & Roatan Brokers

 9. Current Owner & Title Information

Michael W. Cox has been in the resort development industry since 1965 and
has been commercially involved in Roatan since 1979. Mr. Cox was
involved with the opening of The Sea Ranch, Incline Village, Tahoe Seasons
and Maui Hill among other high end resorts. He is very familiar with all
facets of the development and marketing of Fractional Resorts & Timeshares
as well as being intimately familiar with the infrastructure of Roatan, the
various government agencies and the cruise ship and travel industries. He
would be available to help with the start up of both projects on a fee
arrangement.

Prime Time Real Estate & Roatan Brokers

 Acquisition Budget
Development Costs:
Land Purchase $ 2,800,000
Building $ 265,000
Improvements & Permits $ 160,000
LLC Organization $ 1,000,000
Vans $ 200,000
Sports Equipment $ 175,000
Start up Costs $ 400,000
Total Development Cost $ 5,000,000

Operating Statement
Monthly Visitors 75,000

Monthly Guests 7,500

Amenity Charge $ 412,500
Bar Revenue $ 37,500
Souvenirs $ 75,000
Food cost/labor $ (112,500)
Cruise Ship Commissions $ (206,250)
R & M, replacement $ (37,500)

Net Income $ 168,750

Annual Income $ 2,025,000

Acquisition price reflects a LLC operation with capital and organizational expenses.
Price and organizational structure are negotiable if a single investor desires
to purchase outright.
 Corozal Yacht & Beach Club Project

Time Share Financial Projections

DESCRIPTION (ITEM) Jun-10 Jul-10 Aug-10 Sep-10 Oct-10 Nov-10 Dec-10 Total
Monthly Units Sold 50 50 50 50 50 50 50 350
INCOME
Income from Sales 750,000 750,000 750,000 750,000 750,000 750,000 750,000 5,250,000
TOTAL INCOME 750,000 750,000 750,000 750,000 750,000 750,000 750,000 5,250,000

EXPENSES
URBANIZATION COSTS
Municipal Permits 125 125 125 125 125 125 125 875
Paved Streets 1,442 1,442 1,442 1,442 1,442 1,442 1,442 10,092
Sewage System 2,750 2,750 2,750 2,750 2,750 2,750 2,750 19,250
Water System 458 458 458 458 458 458 458 3,208
Canal & Sand 1,250 1,250 1,250 1,250 1,250 1,250 1,250 8,750
Pluvial Sewage System 208 208 208 208 208 208 208 1,458
Utilities 1,458 1,458 1,458 1,458 1,458 1,458 1,458 10,208
Dredging & Beach 1,667 1,667 1,667 1,667 1,667 1,667 1,667 11,667
Landscaping Wall & Signs etc. 1,875 1,875 1,875 1,875 1,875 1,875 1,875 13,125
TOTAL URBANIZATION COSTS 11,233 11,233 11,233 11,233 11,233 11,233 11,233 78,633
OTHER EXPENSES
Land Cost 20,833 20,833 20,833 20,833 20,833 20,833 20,833 145,833
Clubhouse & Pool 4,167 4,167 4,167 4,167 4,167 4,167 4,167 29,167
Building Cost 93,750 93,750 93,750 93,750 93,750 93,750 93,750 656,250
Sales Comissions 20% 150,000 150,000 150,000 150,000 150,000 150,000 150,000 1,050,000
Administrative Costs 14,583 14,583 14,583 14,583 14,583 14,583 14,583 102,083
0 0 0 0 0 0 0 0
OTHER EXPENSES Security 267 267 267 267 267 267 267 1,867
TOTAL OTHER EXPENSES 283,600 283,600 283,600 283,600 283,600 283,600 283,600 1,985,200
Expenses Per Unit
TOTAL COSTS & EXPENSES 294,833 294,833 294,833 294,833 294,833 294,833 294,833 2,063,833
NET PROFIT 455,167 455,167 455,167 455,167 455,167 455,167 455,167 3,186,167

ASSUMPTIONS
Number of Intervals 6,000
Number of Units 120
Sq Ft. Per Unit 750
Land cost: 2,500,000
Bldg. Cost per Sq. Ft: 125
HOA 150 per unit 900,000
Mangement 315,000
Water & Power 0
Income from Condominium Sales 90,000,000
Sales Price Per Interval: 15,000
 Corozal Yacht & Beach Club Project

Time Share Financial Projections

DESCRIPTION (ITEM) Jan-11 Feb-11 Mar-11 Apr-11 May-11 Jun-11 Jul-11 Aug-11 Sep-11 Oct-11 Nov-11 Dec-11 TOTAL
Monthly Units Sold 50 50 50 50 50 50 50 50 50 50 50 50 600
INCOME
Income from Sales 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 9,000,000
TOTAL INCOME 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 750,000 9,000,000

EXPENSES
URBANIZATION COSTS
Municipal Permits 125 125 125 125 125 125 125 125 125 125 125 125 1,500
Paved Streets 1,442 1,442 1,442 1,442 1,442 1,442 1,442 1,442 1,442 1,442 1,442 1,442 17,300
Sewage System 2,750 2,750 2,750 2,750 2,750 2,750 2,750 2,750 2,750 2,750 2,750 2,750 33,000
Water System 458 458 458 458 458 458 458 458 458 458 458 458 5,500
Canal & Sand 1,250 1,250 1,250 1,250 1,250 1,250 1,250 1,250 1,250 1,250 1,250 1,250 15,000
Pluvial Sewage System 208 208 208 208 208 208 208 208 208 208 208 208 2,500
Utilities 1,458 1,458 1,458 1,458 1,458 1,458 1,458 1,458 1,458 1,458 1,458 1,458 17,500
Dredging & Beach 1,667 1,667 1,667 1,667 1,667 1,667 1,667 1,667 1,667 1,667 1,667 1,667 20,000
Landscaping Wall & Signs etc. 1,875 1,875 1,875 1,875 1,875 1,875 1,875 1,875 1,875 1,875 1,875 1,875 22,500
TOTAL URBANIZATION COSTS 11,233 11,233 11,233 11,233 11,233 11,233 11,233 11,233 11,233 11,233 11,233 11,233 134,800
OTHER EXPENSES
Land Cost 20,833 20,833 20,833 20,833 20,833 20,833 20,833 20,833 20,833 20,833 20,833 20,833 250,000
Clubhouse & Pool 4,167 4,167 4,167 4,167 4,167 4,167 4,167 4,167 4,167 4,167 4,167 4,167 50,000
Building Cost 93,750 93,750 93,750 93,750 93,750 93,750 93,750 93,750 93,750 93,750 93,750 93,750 1,125,000
Sales Comissions 20% 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 1,800,000
Administrative Costs 14,583 14,583 14,583 14,583 14,583 14,583 14,583 14,583 14,583 14,583 14,583 14,583 175,000
0 0 0 0 0 0 0 0 0 0 0 0 0
OTHER EXPENSES Security 267 267 267 267 267 267 267 267 267 267 267 267 3,200
TOTAL OTHER EXPENSES 283,600 283,600 283,600 283,600 283,600 283,600 283,600 283,600 283,600 283,600 283,600 283,600 3,403,200
Expenses Per Unit
TOTAL COSTS & EXPENSES 294,833 294,833 294,833 294,833 294,833 294,833 294,833 294,833 294,833 294,833 294,833 294,833 3,538,000
NET PROFIT 455,167 455,167 455,167 455,167 455,167 455,167 455,167 455,167 455,167 455,167 455,167 455,167 5,462,000

ASSUMPTIONS
Number of Intervals 6,000
Number of Units 120
Sq Ft. Per Unit 750
Land cost: 2,500,000
Bldg. Cost per Sq. Ft: 125
HOA 150 per unit 900,000
Mangement 315,000
Water & Power 0
Income from Condominium Sales 90,000,000
Sales Price Per Interval: 15,000
 Time Share

Total Assumptions

DESCRIPTION (ITEM) Allocation

Monthly Units Sold 6,000
INCOME
Income from Sales $90,000,000.00
TOTAL INCOME $90,000,000.00

EXPENSES
URBANIZATION COSTS
Municipal Permits $15,000.00
Paved Streets $173,000.00
Sewage System $330,000.00
Water System $55,000.00
Canal & Sand $150,000.00
Pluvial Sewage System $25,000.00
Utilities $175,000.00
Dredging & Beach $200,000.00
Landscaping Wall & Signs etc. $225,000.00
TOTAL URBANIZATION COSTS $1,348,000.00
OTHER EXPENSES
Land Cost $2,500,000.00
Clubhouse & Pool $500,000.00
Building Cost $11,250,000.00
Sales Comissions 20% $18,000,000.00
Administrative Costs $1,750,000.00
$0.00
OTHER EXPENSES Security $32,000.00
TOTAL OTHER EXPENSES $34,032,000.00
Expenses Per Unit
TOTAL COSTS & EXPENSES $35,380,000.00
NET PROFIT 54,620,000.00

ASSUMPTIONS
Number of Intervals 6,000
Number of Units 120
Sq Ft. Per Unit 750
Land cost: 2,500,000
Bldg. Cost per Sq. Ft: 125
HOA 150 per unit 900,000
Mangement 315,000
Water & Power
Income from Condominium Sales 90,000,000
Sales Price Per Interval: 15,000