George,

 The San Marcos project is sounding very attractive.  I have one other 
investor in addition to Keith that has interest.  Some additional background 
information on Larry and yourself would be helpful.

 Background Questions:
 
 Please provide a brief personal history of the two principals involved in 
Creekside.

 Please list projects completed during the last 5 years.  Include the project 
description, investors, business entity, 

 Please provide the names and numbers of prior investors.

 Please provide the names and numbers of several subcontractors used on 
recent projects.


 With regard to the proposed investment structure, I would suggest a couple 
of changes to better align the risk/reward profile between Creekside and the 
investors. 


 Preferable Investment Structure:

 Developers guarantee note, not investors.

 Preferred rate of return (10%) must be achieved before any profit sharing.

 Builder assumes some risk for cost overruns.

         Since this project appears so promising, it seems like we should 
tackle these issues now.  These questions are not intended to be offensive in 
any way.  It is my desire to build a successful project with Creekside that 
leads to future opportunities.  I  am happy to provide you with any 
information that you need to evaluate myself or Keith as a business partner.

Sincerely,

Phillip Allen