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VENTURE CAPITAL LOAN PROPOSAL PRESENTED BY HATFIELD DEVELOPMENT COMPANY, INC. YOU ARE INVITED TO JOIN THE COMPANY AS A GROUND FLOOR VENTURE CAPITALIST, IN THE WORLDS MOST DYNAMIC AND EXCITING BUSINESS ENDEAVOR TO EVER COME INTO YOUR LIFE! THE COMPANY MANAGEMENT TEAM IS MAKING IT POSSIBLE FOR YOU TO JOIN WITH THEM IN MAKING HISTORY IN THE GENERAL AVIATION WORLD. LEARN HOW YOU CAN CHANGE THE FOCUS OF YOUR PERSONAL LIFE AND YOUR FINANCIAL SUCCESS THROUGH BEING AN INTEGRAL PART OF THIS ONE OF A KIND GENERAL AVIATION AIR PARK RESORT COMMUNITY DEVELOPMENT COMPANY. THE COMPANY MANAGEMENT TEAM THAT IS MAKING HISTORY! READ IN THESE FEW PAGES HOW $10,000.00 AS A VENTURE CAPITALIST CAN MAKE YOU A VERY WEALTHY PERSON IN ONLY TWO YEARS FEATURED PLANE: EMBRAER PHENOM 300 PHONE CONTACT: 405-659-5144

PRESENTED BY HATFIELD DEVELOPMENT COMPANY INC · c) “Daddy’s Little Girl and Mommies Little Boy” d) “Progressivism Our Road To Serfdom—Arise American and Rebuild Your God

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VENTURE CAPITAL LOAN PROPOSAL PRESENTED BY

HATFIELD DEVELOPMENT COMPANY, INC. YOU ARE INVITED TO JOIN THE COMPANY AS A GROUND FLOOR VENTURE CAPITALIST, IN THE

WORLD’S MOST DYNAMIC AND EXCITING BUSINESS ENDEAVOR TO EVER COME INTO YOUR LIFE!

THE COMPANY MANAGEMENT TEAM IS MAKING IT POSSIBLE FOR YOU TO JOIN

WITH THEM IN MAKING HISTORY IN THE GENERAL AVIATION WORLD.

LEARN HOW YOU CAN CHANGE THE FOCUS OF YOUR PERSONAL LIFE AND YOUR FINANCIAL SUCCESS

THROUGH BEING AN INTEGRAL PART OF THIS ONE OF A KIND GENERAL AVIATION

AIR PARK RESORT COMMUNITY DEVELOPMENT COMPANY.

THE COMPANY MANAGEMENT TEAM THAT IS MAKING HISTORY!

READ IN THESE FEW PAGES HOW $10,000.00 AS A VENTURE CAPITALIST

CAN MAKE YOU A VERY WEALTHY PERSON IN ONLY TWO YEARS

FEATURED PLANE: EMBRAER PHENOM 300

PHONE CONTACT: 405-659-5144

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Hatfield Development Company, Inc. A Planned Air Park Resort Community Developer

A Wholly Owned Subsidiary of ZH & MJ Hatfield Company, Inc.

Zester and Marilyn Hatfield cordially invite you to join with them, in a once in a lifetime, ground floor position, in a new company and a new market. In this position, as a Seed Capital Loan Provider/Venture Capitalist, you will join with them in a personal and uniquely lucrative position, in a new dynamic national and international, Aviation Real Estate Resort market niche. As previous owners of three different business airplanes, a Cessna 175, Cessna 182 and a Cessna T210, the Hatfield’s have many years of business aviation experience, which allows them to relate to this niche, in a very personal way.

The dynamics, of this once in a lifetime Aviation Real Estate Resort market niche, is growing daily, as currently, it is recognized by only a few. This niche began to materialize in 2006 with the advent of new technology making it possible to build personal jets that can land on runways shorter than 3,000 ft., commonly referred to as Very Light Jets or VLJs.

Hatfield Development Company, Inc. “HDC” recognizes the gap that exists between the Personal Jet Owners and their desire for convenient integrated home and business ownership lifestyle. HDC will bridge this gap by building the first Personal Very Light Jet and Executive Jet Master Planned Community, Air Park Resort allowing the smaller Personal Jet owners and the Executive Jet owners the ability to live, work and play, in a secluded private forested mountainous terrain resort, within an area experiencing the largest development in private aviation in the country, and possibly the world, New Mexico’s exciting new Space Port, southeast of Albuquerque, only a 25 minute flight from this beautiful pine forested mountain location.

The missing link that creates the powerful dynamics, of this Aviation Resort market niche, is that these wealthy Personal Jet owners may now land at any small airport. However, other than for a short business stop, there is little or no personal reason, for them to do so. As such, the historic accessibility factor, of their newly acquired and technologically advanced personal jets is lost, or at least greatly reduced.

These wealthy new owners of Personal Jets want an ideal place where they may take their new tool of freedom and use it, as it was designed to be used, in their everyday personal, business and recreational lifestyles. These new private jet owners want their dream homes, their recreational lifestyles and their businesses to accommodate this new versatility, which is now possible for them. But alas, until now, no development company has yet provided such a place for them. “HDC” is the first to recognize and prepare for this dynamic national and international market niche. Timberon Estates and Resort is our answer!

The question you must answer is this. Are you prepared to be on the ground floor of such a dynamic financial undertaking? If so you are a candidate to become another one of those often admired but seldom understood “New Multimillionaires!” New multi-millionaires are not born, they are made! They start by being part of a great vision, as the few who will join “HDC”, Inc. and its founders, before others even know that, such an opportunity exists. They take a stand and they take a risk together, with the founders, not only as Seed Capital Loan Providers but more importantly as Venture Capitalist, with an immediate 5:1 stock bonus, a Stock Split at the close of Phase I and a 2:1 Stock Option in the Phase III round of funding. They also participate in a 25% net profit position and an exclusive 50% share of the annual REIT management fee. This once in a life time opportunity to dramatically change ones economic reality is true only in a dynamic market that costs them very little money. It does demand faith, both in this vision of opportunity that they now know is theirs, for the taking, and in their own destiny, by God’s grace to succeed!

You are invited to be a part of this ground floor opportunity. Please read carefully The Company’s proposal. If for any reason you are not able to participate, we apologize for any inconvenience.

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Background Experience of Zester and Marilyn Hatfield

Thank you for taking the time to read and consider this limited, Seed Capital Loan Provider and Venture Capitalist offer. The Hatfield’s and their team of experts have been personally connected and involved in all of the critical areas of life and business that are required to accomplish the goals stated in this short address. For the purpose of background and experience clarity of the Principals, it is important to outline their accumulative experiences and professional training and experience.

I. Zester and Marilyn have six children and twenty four grandchildren. David and his wife Elia have three children. a) David is a Microsoft Dynamics GP accounting expert who owns his own consulting company.

b) Elia is both a wife and PHD of Spanish Literature teaching at New Mexico State University. Jennifer and her husband Paul O’Neill have four children.

a) Jennifer is both a wife and a business owner. b) Paul is a fireman and a construction contractor.

Stephanie and her husband Keith Avellino have nine children.

a) Stephanie is a wife, home schooler and business owner. b) Keith is computer team manager who owns his own company.

Melissa and her husband Jay Otto have two children

a) Melissa is a wife and a business owner. b) Jay is a mechanical engineer and is President of Ross Industries.

Robin and her husband Rick Osborne have three children.

a) Robin is a wife and a business owner. b) Rick is a securities expert with Lockheed Martin.

Lorena and her husband Robert Maddox have three children.

a) Lorena is both a wife and a business owner. b) Robert is a tax research lawyer with Kemp Smith, Attorneys at Law.

II. Zester and Marilyn speak fluent Spanish and served as fulltime missionaries in Mexico for twelve years. This work has continued with the Mexican leadership across

denominational lines since 1975. They meet regularly with three of the Key leaders in missions and business, etc. in northern Mexico.

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III. Zester and Marilyn have strong ties in China through Marilyn’s brother, Curtis Jones. Curtis is married to Mei-Lin, a native of Singapore. They have lived and worked in China for over thirty years.

IV. Zester and Marilyn also have strong ties in Taiwan, East Africa, Kenya, Tanzania, Guatemala, and Costa Rica. V. Zester and Marilyn have been successful in several for-profit businesses:

a) They owned and operated an insurance agency in California, American Income Life Insurance. In this company they supervised six agents and other support personnel. b) Securities and capitalization of small businesses. c) Capital Acquisition for medium sized businesses. d) Personal Development and Sales Training for executives with Owen’s Management Training. e) Commercial construction of Multistoried Complex Buildings in Old Mexico and New Mexico.

f) Accounting Consulting and Tax Remediation with the IRS, Hatfield & Company, Inc.

VI. Zester has been a pilot since 1965. He is certified for both private and commercial flying. He has been an instrument rated single and multi-engine flight instructor since 1970.

VII. Zester has held commercial contractors licenses and has built commercial and private structures in both Mexico and the USA.

VIII. Zester was the primary fund raiser, with Marilyn’s executive assistance, for the Mexican Missionary Work. Over $5,000,000 was raised for this work during his administration.

IX. Zester was the principal in charge when their securities company raised millions of dollars for companies throughout the USA. X. Zester and Marilyn are the authors of:

a) “Job Security in a High Tech World” b) “Knights in Shining Armor—Father and Daughter Relationships” c) “Daddy’s Little Girl and Mommies Little Boy” d) “Progressivism Our Road To Serfdom—Arise American and Rebuild Your God Given Economic Foundations”

XI. Zester has researched world-wide the Very Light Jet, Executive Jet and General Aviation Industry marketing since 2004. This has led to the discovery of the dynamic market

niche outlined in this proposal.

This Space Intentionally Left Blank

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ZH & MJ Hatfield Company, Inc. Is a Texas Sub S Corporation

Correspondence Address at

8900 Viscount Blvd. Suite 725, El Paso, Texas 79925

Seed Capital Loan and Venture Capitalist Proposal

ZH & MJ Hatfield Company, Inc.

Is Seeking a Small Number of Personal Seed Capital Loans In the Aggregate Amount of Approximately $1,000,000.00

This proposal is strictly and exclusively a request for any individual or entity to make a cash loan of between $10,000.00 to $50,000.00 or more, to ZH & MJ Hatfield Company, Inc. for the express purpose, of covering all pre-launch and marketing expenses, for a Phase-I, Hatfield Development REIT stock offering, in compliance with the SEC Rules of Reg. D 506c. This is not a request for investors to invest in Hatfield Development Company, Inc., either as accredited or non-accredited investors. This seed capital plan is a product of ZH & MJ Hatfield Company Inc. hereinafter referred to in this loan proposal as (The Company) and is limited to the status of a Personal Cash Loan extended to The Company at 7% APR, with options that apply only to the loan provider. The Seed Capital Loan provider may review the Prospectus Summary which is a part of this proposal or they may request a complete DRAFT of the Private Placement Offering Memorandum and if in either case he/she decides, that it has a good/great potential future, they may then choose, to make a personal LOAN to The Company to assist in covering the pre-launch and marketing expenses. The important caveat in this relationship between the Seed Capital Loan provider and The Company is the understanding that, the company will use the money, for pre-launch expenses; and that The Company is making a good faith promise to reimburse them with five times their loan amount in Participating Callable Convertible Preferred Stock, “PCCP Hatfield Development Company, Inc. Stock” shares to retire the loan, valued at $25.00 / share, as per their unique benefits, should they choose this method of repayment. Should the individual or entity execute such a move the $10,000.00 Seed Capital Loan will yield $50,000.00 in Private Placement Offering Memorandum or “PPOM” shares taken from the personal share holdings of Zester & Marilyn Hatfield in Hatfield Development Company, Inc. In addition to this stock bonus there is the unique status of sharing pro-rata in 50% of the REIT annual management fee of three (3%) and also participation in the 25% net profit sharing plan. This, in effect, converts the Seed Capital Loan Provider into a Venture Capitalist with special benefits. These special benefits are stated on page 6. Should The Company fail to make a successful launch of the PPOM, the seed capital Loan Provider will have lost any future possibilities of recovery with respect to any success in the plans of that aspect of The Company’s operations. The only recourse for the Seed Capital Loan Provider at such a time would be, in The Company’s ability, to repay their loan out of their current operations or the Hatfield Estate, which cannot be guaranteed. This is the risk of each Seed Capital Loan Provider: The questions that each investor must answer to his/her own satisfaction are: “Will The Company use the money appropriately for the necessary pre-launch and marketing expenses and thereby raise the capital from the Phase-I offering? If not, will the Hatfield Estate have the available cash to repay the loan plus interest?” The risk for the Seed Capital Loan Provider is the same as any person or entity that agrees to make a loan to an individual or a company. The Loan Provider must rely on the character, the integrity, the capital asset base and the credit rating of the recipient of the loan. The promise of certain benefits and returns are no more than that. They are good faith promises with no collateral or asset backing.

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The proposal has many other short and long term potential benefits for the Seed Capital Loan Provider. The Seed Capital Loan providers are not making a stock investment but rather they are making a Personal Loan to The Company, with a signed agreement to accept as payment for the loan either cash or PCCP stock offered in the PPOM. Essentially they trust the company that it will finish the Private Placement Offering Memorandum and thereby live up to the company's good faith promise, to compensate them with the PCCP bonus stock, dividends, 50% of the REIT-I Management Fee and profit sharing of the future entity thus created as stated in their unique benefit package. These are the special benefits that only Venture Capitalists enjoy! The Seed Capital Provider has nothing but the loan document from the company with which to provide proof of how much they loaned to the company and at what interest rate. All of the stated benefits listed in the loan agreement are dependent upon the success of the Company’s efforts to successfully launch the Phase I PPOM. The Company is hereby clearly stating that this transaction between the loan provider and the Company is a loan at 7% APR with the benefits stated, as only options for the loan provider to exercise in the future, should they deem such action personally profitable for them to do so. Consequently, Hatfield & Company, Inc. and Hatfield Development Company, Inc. do not describe, define, directly or indirectly or in any way insinuate by this Seed Capital Loan Proposal, that the loan is an investment in the Hatfield Development Company, Inc.'s Private Placement Offering Memorandum. This explanation is to clarify both The Company’s commitment and the risk/reward that the Seed Capital Loan Provider must understand. It is important that the Seed Capital Loan Provider understand how this works, from a legal point of view, as a loan commitment from the company and not a stock investment. The company is not under any contract to reimburse them with PCCP shares but it is to the advantage of The Company to buy back the loan with the PCCP shares, when possible, as opposed to cash, which is so stated in the signed agreement between the Loan Provider and the Company. All other benefits are simply made, in a good faith promise to do so, assuming the PPOM is successful and the loan provider accepts the PCCP shares for retiring the loan and thus activating their Venture Capitalist position.

Options and Benefits for the above loan providers as Venture Capitalists

This calculation is from the total estimated capital acquired in each phase offering made by The Company. This is the Management Fee earned by The Company annually @ 3% APR paid pro-rata each quarter. The gross amount of the estimated capital raised in each phase, with the estimated annual Management Fee listed below in order of execution. The Seed Capital Loan Provider who opts to accept payment in the form of PCCP Phase I Stock Shares will receive 50% Pro-Rata of the 3% administration annual management fee based on the amount of their original investment which does not include calculations of the 5:1 stock option or splits or other stock options that are offered and will be distributed quarterly after the closing of Phase I REIT-1 offering.

1. Phase I Round of Capitalization, Hatfield Development REIT I $ 175,000,000.00 @ 3% ................................................................................$ 5,250,000.00 2. Phase 2 Round of Capitalization, Hatfield Development REIT I $ 350,000,000.00 @ 3% ................................................................................$ 10,500,000.00 3. Phase 3 Round of Capitalization, Hatfield Development REIT I $ 2,000,000,000.00 @ 3% .............................................................................$ 60,000,000.00

All Seed Capital Loans made to ZH & MJ Hatfield Company, Inc. (The Company) will be done through a loan document, which clearly states the interest rate, benefits and options that the loan providers may execute. These options include accepting a buyout of their loans in cash, or for Participating Callable Convertible Preferred, “PCCP Company Stock.” The benefits presented in detail below will then accrue to the New Venture Capitalists through The Company. It is The Company that is qualified for the REIT-I Phase-I PCCP Stock Shares by law as an Accredited Investor and as such will report, to the loan providers the number of shares that they have in their respective Company account if they have chosen to accept PCCP shares as payment in full for their loan principle. A simple transfer of shares with no expenses deducted from the Loan Provider. All future benefits will pass through to the seed capital loan providers in this same fashion for the life of the company and will inure to their estate after their passing. The total number of Seed Capital Loan providers will be relatively small. We estimate the number will be from 40-60, depending upon the size of their loans. The prospective individual or entity who is considering a role in this proposal is encouraged to review the complete Seed Capital Loan.

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Estimated Financial Benefits for all Seed Capital Loan Providers Who Choose to

Convert Their Loan to PCCP Shares and Become a Venture Capitalist

The Loan Provider Options and Benefits as Venture Capitalists The Loan Providers who have accepted the terms and conditions for becoming a Venture Capitalist of The Company, also receives the Options and Benefits that become effective, in the order of the three offering phases close. There are FIVE benefits from distinct sources, listed below in detail. The Company Founders insist that the New Venture Capitalists be included in all three Phases of Capital acquisition benefits without any further contribution of money. Obviously, the only controlling caveat of this provision is that each Seed Capital Loan Provider accepts the PCCP shares for retiring their loan thereby becoming a New Venture Capitalist with the commensurate benefits.

FIVE VENTURE CAPITAL BENEFITS ON AN EXAMPLE $10,000.00 INVESTMENT

Stock Multipliers ANNUAL PAYMENTS APR

1. A Stock Bonus of 5:1 on acceptance of REIT-I Phase I PCCP stock for payment of their Seed Loan. Produces 5:1 Results

The $10,000.00 Seed Loan becomes $50,000.00 or 2 Units of PCCP stock @ 7% APR. $ 3,500.00 35%

2. A Stock Split after the close of REIT-I Phase II Offering will then increase the Venture Capitalist’s Additional 2:1 Results stock position to $100,000.00 or 4 Units of PCCP Stock @ 7% APR. $ 7,000.00 70%

3. A Stock Option of 2:1 in the REIT-I Phase III offering bringing the total Venture Capitalist’s stock Additional 2:1 Results position to $200,000.00 @ 7%APR or 8 Units of PCCP Stock @ 7% APR. $ 14,000.00 140%

4. Profit Sharing of 25% on net profits on all three rounds of capitalization, distributed quarterly on a See Exhibit I & II Below

pro-rata basis along with all of the regular investors in REIT-I Phase I. The Estimated Income Statements illustrate the distribution details.

5. Profit sharing of 50% of the 3% annualized Management Fee shared with all Venture Capitalists and

paid pro-rata quarterly, on the gross asset base of each Phase. This represents an estimated gross quarterly payment to the new Venture Capitalist in the following amounts:

Note: The accumulated PCCP Stock Shares above are NOT calculated in the Succeeding calculations on the 3% Management bonus payout to the Venture Capitalist. The number of PCCP Shares that are used in the calculations below is the same number as the original converted number determined by the amount, of the Seed Capital Loan that is retired through the acceptance of PCCP Stock. In this case it is 400 PCCP Shares valued at $10,000.00 divided by $25.00/Share.

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Stock Multipliers ANNUAL PAYMENTS APR REIT-I Phase I a.) REIT-I Phase I estimated gross asset basis of $175,000,000.00 X 3% Produces an annual

Management Fee of $5,250,000.00 X 50%=$2,625,000.00 divided by 40,000 Venture Capitalist Shares gives each share a distribution of $65.625/share X 0.4% Unit or 400 shares/each and produces a total annual distribution on 400 shares of $ 26,250.00 262%

Combined REIT-I Phase I & Phase II b.) REIT-I Phase II estimated gross asset basis of $350,000,000.00 X 3% Produces an annual

Management Fee of $10,500,000.00 X 50%=$5,250,000.00 PLUS $2,625,000.00 from Phase I is NOW $7,875,000.00 divided by 40,000 Venture Capitalist Shares gives each share a distribution of $196.875/share X 0.4% Unit or 400 shares/each and produces a total annual distribution on 400 shares and produces a total annual distribution on 400 shares of $ 78,750.00 750%

Combined REIT-I Phase I, Phase II, & Phase III c.) REIT-I Phase III estimated gross asset basis of $2,000,000,000.00 X 3% Produces an annual

Management Fee of $60,000,000.00 X 50%=$30,000,000.00 PLUS $5,250,000.00 from Phase II and also PLUS $2,625,000.00 from Phase I is NOW a total of $37,875,000.00 divided by 40,000 Venture Capitalist Shares gives each share a distribution of $946.875/share X 0.4% Unit or 400 shares/each and produces a total annual distribution on 400 shares of $ 378,750.00 3,787%

When items 3 & 5c are added in the left column the total is $ 392,750.00 3,927% The accusative result after all three round of funding is $ 981.875/Share

Remember this is based on a $10,000.00 Venture Capital Position which is only 40% of One Unit. The full One Unit value of $25,000.00 is estimated to produce $2,454,697.00 annual income after all Three Rounds of Funding have been completed. This dynamic growth is only possible within due to The Company’s commitment to the Venture Capitalist via bonuses and stock splits! Note: Number 4 above, the 25% net profit sharing with all investors in all three rounds of funding is not included in this summary of APR.

NOTE: ALL SEED CAPITAL LOANS WILL BE SECURED BY THE ASSETS PURCHASED IN PHASE-I

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Plan View of 8,000 Acre Plus Five Star Air Park and Resort Legend of Important Elevations and Features for Draft Plan

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Legend

Important building sites for special activities such as shopping malls, train station, country clubs, hangars and other such areas are numbered in the following list.

Main real estate office..........................................................1 Post Office and Maintenance Buildings....................................2 River Walk Condos...............................................................3 Trash Disposal Area.............................................................4 Marine Boat Slips................................................................5 Marine Outfitting and Shopping Area......................................6 Cemetery, Mausoleum and Carillon Area.................................7 Main Country Club and Hotel.................................................8 Main Shopping Mall and Strip Shopping area...........................9 Train Station....................................................................10 Main Air Terminal..............................................................11 Executive Aircraft Parking...................................................12 T-Hangar Area..................................................................13 Aircraft Maintenance Hangar...............................................14 FBO and Pilot Training and Multipurpose Hangar...................15 Large Community Chapel and Youth Center..........................16 Fishing Ponds...................................................................17 Indoor Pool and Aquatic Center...........................................18 Skate Board Park..............................................................19 Community Tennis Courts..................................................20 a) Commercial Area Rendering Next to Courts...................20 Golf Club Pro-Shop and 19th Hole Bar/Restaurant.................21 Water Wheel & Antique Mill.................................................22 Train Yard and Repair Center..............................................23 Waterfall Pond and Park.....................................................23 River-walk Water Basin and Fountain...................................24 High Sierra Train Trestle and Park.......................................25

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Elevations and Features: 1. The Large 700 Acre+ Lake has surface elevation of 7,000 ft. MSL (Mean Sea Level)

a.) The Road at the south end of lake crossing in front of the dam is 6,750 ft. MSL

b.) The lake is fed by a centuries old spring at approximately 8,000 ft. MSL.

c.) The Road entering project at the north end is at 7,000 ft. MSL

2. Runways: The Shorter Runway is 6,500 ft. long and the Longer Runway is 8,450 ft.

a.) The Short runway is at 6,900 ft. MSL at the north end and 6,800 ft. MSL at the 5,000 ft. mark going south. From there is a slight

climb and the elevation increases to 7,000 ft. MSL at the south end.

b.) The Longer runway is at 7,025 ft. MSL at the north end and 7,025 ft. MSL at the south end of the runway, with no variations.

3. The Railroad right-of-way in orange is 95 ft. wide allowing for two standard tracks of 56.5" wide and is at 7,100 ft. MSL on the north end

and proceeds south after the Y intersection at 7,065 ft. MSL allowing for ample clearance for aircraft taxing to the runways.

4. The eighteen hole golf course to the west of the longer runway is at varying elevations ranging from 7,050 ft. MSL on the east side to

6,800 ft. MSL on the south and west sides, with a large rolling set of hills up to 7,250 ft. MSL in the middle.

5. Northwest of the 700 acre+ lake is a large open area reserved for an additional eighteen hole golf course.

6. The dark blue areas on the plan are lakes.

7. The light blue areas are ponds or river.

8. The golf course area has eight large ponds and numerous high pressure fountains with landscaping and colored lights.

9. The dark green areas are acreages for building sites, the size of each is yet to be determined.

10. The light green areas are parks or golf fairways.

11. The Lot sizes are of three basic sizes. All lots that are located on standard width roads will be a minimum of three acres each.

12. Lot sizes located on roads designed for aircraft taxing are a minimum of five acres each.

13. There are two roads that will be four lanes wide with divider islands in the middle. These two roads can be distinguished by their location

along the larger runway and along the road to the damn in the south end of the project.

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Prospectus Summary

This is only a short summary of the prospectus and any individual considering an investment in these Shares is advised to read the entire prospectus before deciding to make such an investment. Hatfield Development Company, Inc., hereinafter referred to as The Company, is soliciting investors in this Phase I Private Placement Memorandum, who have a personal interest to be an Accredited Investor of this company, in both the role of an investor, in this Hybrid PCCP Convertible Stock Private Offering and also, in the role as a team member, of The Company. As a team member of The Company the investor is stating that they are willing to serve in some capacity to assist The Company to realize its stated goals and objectives for their express benefit and profitability, as set forth in this prospectus; i.e. with special talents, referrals and or, as Directors, or Advisory Board Members. The Company structure is designed and focused for expanding the Management Team and capital base, designed specifically to sponsor the establishment, management and securities sales for three new REITs called, Phase I, Phase II, and Phase III. I. Expanded Leadership: With the establishment of an expanded leadership team for The Company and the subsequent sponsorship of the three Phases/Rounds of fund raising for, Hatfield Development REIT-I, with the TRS-Taxable Subsidiaries, which includes the Construction Company, the opportunities for conflicts of interest are many. Despite the appearance of “conflict of interest,” the sole purpose of this interrelated connectivity between business entities is for the purpose of both the efficiency of operations and the profitability to the Investors and to The Company, as explained in detail below. Each investor in this Phase I Private Offering of Hybrid PCCP Stock has a unique opportunity to serve at some level of the new management team. Once this team is in place and the three Phases of funding are in process, beginning with Phase I REIT-I will have many cross-over positions of management. These conflicts will be fully disclosed in the Private Placement Memorandum that is developed for the major Private Offering of all three rounds of funding. Investors in this Phase I REIT-I Private Offering and all subsequent Private Offerings need to be made aware of all of these over lapping leadership positions. Any attempt to disguise such over laps is a criminal offense. Phase-I, Hatfield Development REIT-I, Phase-II, Hatfield Development REIT-I and also Hatfield Development Phase III REIT-I are essentially structured as separate individual rounds of funding. In order to minimize confusion the three phases hereinafter will be referred to as Phase I, Phase II and Phase III, In order to capitalize the sponsoring process of Phase II, Phase I of the three phased approach will focus on the expansion of:

a) Strengthening The Company’s leadership team. b) Developing the appropriate marketing team, marketing structure and marketing tools. c) Purchasing quality tools for managing and promoting the marketing team and the marketing process. d) Accomplishing important property infrastructure research such as available ground water, its development and management. e) Gaining the necessary foot print in the development location through the acquisition of key real estate properties. f) Extending and repaving the current runway from 5,000ft/ to 6,500ft. g) Funding the Phase I Hatfield Development REIT I of the three phase approach for $175,000,000.00

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(The Company REIT-I) Stock status: (Phase-I), and (Phase-II) will not file with the SEC but rather will file under Reg. D 506c Rules. However they will be structured as REITs and will follow the rules relative to qualifying for the REIT corporate tax treatment, meaning they will not pay corporate income tax. Whereas, (Phase-III) will file with the SEC as an IPPO, (Initial Private Public Offering). This means the Shares will not be traded over the counter. All three Phases of REIT-I will make quarterly reports paying quarterly dividends on all net income. The status of the REIT Private Offering will be as a Private Offering and not a Public Offering. The future sales of Stock must comply with the rules governing the sale of restricted private Stock. There is no public market for this Stock nor is it intended that there ever will be, other than those provided for by the REIT Rules for purchasing Shares internally from the investors. See (Understanding REIT Formation and Operations) p.91.

There is an exception: However, all of The REITs will invest reserve funds in an interest bearing escrow account from which The REIT will redeem the shareholders Shares, who have medical emergencies or other financial problems, out of their control. These requests can only be made once a quarter to give The Company time to replace the funds through sale to other investors. Estimated Special Use of Some of Common Stock Share Sales from Phase II: $5,000,000 of the proceeds from the sale of The Company Common Stock Shares in Phase II will be invested in the Sponsorship of Phase-III. The expenditures for covering the cost of the legal, accounting, due diligence, and SEC registered broker dealer securities sales preparation and execution, mentioned above, will not take place until after the Stock Options have been activated for the Preferred Stock Holders of Phase I. These start-up expenditures will be made from the general operating account of the entity to be formed (The Company REIT-I) and not from the general operating account of the sponsoring entity, The Company. The REIT Presents Leveraged gains for the Property Management Company: The exceptional value of this shared ownership in The Company is even more dramatic when you consider that upon the successful completion of the three phase capital acquisition plan, Phase-I, Phase-II and Phase-III, there will be succeeding IPPOs; (Initial Private Public Offerings). In addition there will be real estate assets acquired, which will be managed by Hatfield Development Company, Inc. both nationally and internationally. Hatfield Development Company, Inc. is the Primary Corporation, which holds the management contract for all of the Hatfield Development Company REITS for as long as the Board of Directors of The Company believes in the positive financial future of such state of the art Air Park and Resort development and management activities. This translates into a larger investment base from which each investor in Phase I and II participate through annual profit sharing and many other business services provided by Hatfield Management Company, Inc. Any person who is giving serious thought to joining this team of business entrepreneurs must consider that in the case of all of the additional REIT Private Offerings that are proposed to occur, the original investors in the common and preferred Shares of The Company will participate in the pro rata quarterly distributions of the service profits acquired by these actions, with no further personal investment required, as The Company will be the Sponsor/Manager of the complete Hatfield Development REIT series. Remember, Phase I and Phase II accredited investors are shareholders in The Company’s fixed income, high-yield securities and participate in 20% of the annual Management Fee paid to Hatfield Development Company, Inc. distributed pro-rata among all of the Phase I and Phase II investors quarterly. This is stated in the investors purchase contract.

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Every person associated with Phase-I and Phase II are considered by Management to be persons of special interest, as co-founders of Hatfield Development Company, Inc. As such, every individual or entity that holds shares in Phase-I and Phase-II will participate at some percentage level, in all of the future income streams of the Hatfield Management Company, Inc., which is the wholly owned subsidiary of Hatfield Development Company, Inc. Basic REIT Facts for the Investors in The Company: Any investor in The Company through this Private Offering and real estate property management business structure should acquaint themselves with the current economic and historical facts surrounding and supporting the current modern REIT. It is especially noteworthy that the modern REIT is now the preferred method for raising and managing the capital required to own and control large high-end property assets. In addition, it is equally noteworthy that the Private REIT now exceeds, by a considerable margin, the Publicly Traded REIT, for efficiency and popularity. The Public REIT has administrative costs 30% higher than a private REIT. This latter fact is primarily due to the high maintenance cost associated with the regulatory requirements necessary to qualify and operate as a Publicly Traded REIT. Thus, the fact that to qualify, as a REIT 95%, of all net profits must be distributed to the investors. The cost savings are passed on to the shareholders through larger quarterly dividend payments required of any REIT.

(For more details on the modern REIT; See’ p. 91 in the full prospectus.)

This Space Intentionally Left Blank

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Understanding the True Value of the Venture Capitalist

To the average person these payout amounts would seem extraordinary, even too good to be true. However, it is quite to the contrary. All experienced business leaders and investors realize that any participation within a Seed Capital/Venture Capitalist position, for a start-up operation is both risky and highly rewarding, assuming that the enterprise is successful! In this Seed Capital/Venture Capitalist Proposal presented by Zester and Marilyn Hatfield these realities are realized and highly respected by the Management. The Company Management team considers anything less to be disrespectful of those who have studied the research and have decided to become a part of this endeavor and participate in the Seed Capital/Venture Capitalist position for a successful launch with their hard earned resources! History shows that in every such case, the early visionaries in successful endeavors of this magnitude always reap large rewards. Unfortunately, this reality leaves the low information investors wondering, “Why not me?” Well, they either did not have the opportunity or if they did, they did not study the research thoroughly enough to understand their moment of opportunity. Consider Hewlett Packard, Apple, Microsoft, and Atari plus many others not so famous. All have the same history. Their early Venture Capitalists, key executives and fortunate personnel, all became multi-millionaires, on the return of small investments, while some only had sweat equity. Without the Seed Capital/Venture Capitalists, there would be no successful launching of The Company’s three phase capital acquisition, of this company or any other company. There is a very clear analogy of this in aviation: For a plane to fly it must have aerodynamic lift. The lift does not come from the motor; the lift comes from the wings. It matters not how much horse power the engine or engines might have, if there is no lift. The vehicle would simply be pulled down the runway with the thrust of the motors and crash, but it would never fly! The Seed Capital Loan Provider is the lift The Company Founders and their team must have if this new and very beautiful new company is going to fly. The world’s best market niche and the most brilliant business plan, coupled with the most thorough, exciting and dynamic PPOM will never make the company fly. First, there must be Seed Capital, i.e. Aerodynamics. Secondly, there must be fuel for the engine, i.e. Hard Currency. Thirdly, there must be engines of high quality, durability & efficiency, i.e. the Management Team. Value of the Seed Capital Loan Providers as Venture Capitalists; Within the context of the above analogy it is much easier to appreciate the value of each and every Seed Capital Loan Provider, from the smallest to the greatest! The hundreds and thousands of investors, who will purchase the stock offered in REIT-I Phase I are very important people. They form the broader base of the capital acquisition of The Company. However, they cannot be compared to the value of each one of the Seed Capital Loan Providers who are now our new Venture Capitalists! In addition to the extraordinary financial benefits afforded to all new Venture Capitalists, The Company is also inviting each one to be a member of at least one of The Company’s Advisory Boards. The Company Management Team is made up of very capable people, but it is impossible even for them, to see everything and to know everything. Consequently, each of our new Venture Capitalists are appreciated for who they are in their private lives, their families, their gut level business experience, their ambition and their faith. The Company Management Team views these new Venture Capitalists as much more than just the source of Money. IE: the fuel of the engine. They are the heart and soul of the impetus, the thrust, and the aerodynamics that will lift this wonderful plane and all of its dreams into the sky, for many years to come. It is The Company’s intention that they become very financially and personally successful via this extraordinary position that is being provided for them, as highly compensated Venture Capitalists.

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Capital Use Statement for Seed Capital Loan Proceeds

Beginning Balance $ 1,000,000.00 I. Administration a) Sales cost for the proposed $1,000,000.00 personal loans $ 100,000.00

b) Engineering, Design & Permits on the Multipurpose Building & Hangar $ 250,000.00 c) Operational Field Engineer $ 3,000.00 d) Construction Engineer Consultant, Jay Otto $ 6,000.00 e) Document Review & Editing, Jim Dunham $ 3,000.00 f) Sales Consulting, David Lawrence $ 3,000.00 g) Daniel Lopez, Tectonics Architecture $ 3,000.00 h) Internet/Social Media Assist. for 6 mos. @ $3,500/mo $ 21,000.00 i) Travel, Lodging, & Appointment Coordinator @ $2,795/mo $ 16,770.00 j) Computer Up-Grade to a Macintosh $ 3,000.00 k) Accounting over-sight and reports $ 5,600.00 l) Cell Phone and Internet service for six months $250 /mo $ 1,500.00 m) Interest payments on the Seed Capital for one year $ 70,000.00 n) Miscellaneous unexpected expenses $ 5,000.00

Estimated Total $ 490,870.00 II. Compliance and Marketing Collaterals a) Reg. D Resources, Inc. $ 6,500.00

b) Securities Attorney launch services $ 52,500.00 c) Proforma Compilation with EZ Numbers $ 1,500.00 d) Mass Marketing SEC Compliance format and supervision $ 11,500.00 e) Printing of Compliant PPOM lot of 4,500 @ $15.00 each $ 67,500.00

Estimated Total $ 139,500.00 III. Travel to Sell PPOM Marketing Contract to Broker Dealers a) P337 Twin Engine Pressurized Sky Master Business Plane $ 146,000.00

b) Simulator and Dual Instruction Course Est. $ 5,000.00 c) Flight Time for Complete Sales of PPOM 200 hrs X $225/hr (Incl. fuel,

hangar, 8-25hr oil changes, 2-100 hr inspection, Ins., ElectMaint., Est. travel miles @ 250mph @ $.90cts/mi for 50.000 miles.)

$ 45,000.00

d) Broker Dealer PR/Meals & Drinks Est. 52 meals w 4 people ea. $ 9,600.00 e) Premium Rental Car @ $500/wk in Broker Cities 6 months $ 12,900.00 f) Lodging for 2 in 6 Months 30 nights/mo @ $95.00/day $ 17,100.00 g) Meals for 2 in 6 Months @ $30/day X 180 Days $ 5,400.00

Estimated Total $ 241,000.00 IV. Mass Marketing Through Email, Print and Internet a) Mass Marketing Contract with SEC Compliant Consultant $ 105,000.00

Estimated Total $ 105,000.00 Total Seed Capital Loan proposal $ 1,000,000.00 Total Estimated Costs of Operations $ 976,370.00 Estimated Cash Reserves After Operations $ 23,630.00

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HondaJet-The Rolls Royce of Very Light Jets

www.Hondajet.com

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Seed Capital Loan Agreement

The following is a loan agreement between Hatfield & Company, Inc. of 8900 Viscount Blvd. #725, El Paso, Texas 79925 and the following entity or person:

Name

Address _____________________________________________________________________

Cell Phone: E-mail: Whereas, Hatfield & Company, Inc. has received $___________________ in loan proceeds, from, the above entity or person, at the agreed upon interest rate of 7% ARP beginning from the dates listed below. This loan is for an undetermined period of time and may be rescinded at the discretion of the issuer (Loan Provider) of the loan at any time. Whereas, Hatfield & Company, Inc. is in complete agreement with the issuer of the loan to repay the loan in cash, the issuer also has the right to accept alternative means of payment for the loan issued under these terms. The alternative payment option for the issuer of the loan is recorded below and is verified by the signatures of Zester Hatfield, CEO and Marilyn Hatfield, President of Hatfield & Company, Inc., listed below.

Payment Option for all Seed Capital Loan Providers

Estimated Financial Benefits for all Seed Capital Loan Providers Who Choose to Convert Their Loan to “PCCP” Participating Callable Convertible Preferred Shares in Hatfield Development, Inc. REIT-I Phase-I and Become

Venture Capitalists

The Loan Provider Options and Benefits as Venture Capitalists The Loan Providers who have accepted the terms and conditions for becoming a Venture Capitalist of The Company, also receives the Options and Benefits that become effective, in the order of the three offering phases close. There are FIVE benefits from distinct sources, listed below in detail.

The Company Founders insist that the New Venture Capitalists be included in all three Phases of Capital acquisition benefits without any further contribution of money. Obviously, the only controlling caveat of this provision is that each Seed Capital Loan Provider accepts the PCCP shares for retiring their loan thereby becoming a New Venture Capitalist with the commensurate benefits.

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FIVE VENTURE CAPITAL BENEFITS ON AN EXAMPLE $10,000.00 INVESTMENT

Stock Multipliers ANNUAL PAYMENTS APR

1. A Stock Bonus of 5:1 on acceptance of REIT-I Phase I PCCP stock for payment of their Seed Loan. Produces 5:1 Results The $10,000.00 Seed Loan becomes $50,000.00 or 2 Units of PCCP stock @ 7% APR. $ 3,500.00 35%

2. A Stock Split after the close of REIT-I Phase I Offering will then increase the Venture Capitalist’s Additional 2:1 Results

stock position to $100,000.00 or 4 Units of PCCP Stock @ 7% APR. $ 7,000.00 70%

3. A Stock Option of 2:1 in the REIT-I Phase III offering bringing the total Venture Capitalist’s stock Additional 2:1 Results position to $200,000.00 @ 7%APR or 8 Units of PCCP Stock @ 7% APR. $ 14,000.00 140%

4. Profit Sharing of 25% on net profits on all three rounds of capitalization, distributed quarterly on a See Exhibit I & II Below

pro-rata basis along with all of the regular investors in REIT-I Phase I. The Estimated Income Statements illustrate the distribution details.

5. Profit sharing of 50% of the 3% annualized Management Fee shared with all Venture Capitalists and

paid pro-rata quarterly, on the gross asset base of each Phase. This represents an estimated gross quarterly payment to the new Venture Capitalist in the following amounts:

Note: The accumulated PCCP Stock Shares above are NOT calculated in the Succeeding calculations on the 3% Management bonus payout to the Venture Capitalist. The number of PCCP Shares that are used in the calculations below is the same number as the original converted number determined by the amount, of the Seed Capital Loan that is retired through the acceptance of PCCP Stock. In this case it is 400 PCCP Shares valued at $10,000.00 divided by $25.00/Share.

REIT-I Phase I a.) REIT-I Phase I estimated gross asset basis of $175,000,000.00 X 3% Produces an annual

Management Fee of $5,250,000.00 X 50%=$2,625,000.00 divided by 40,000 Venture Capitalist Shares gives each share a distribution of $65.625/share X 0.4% Unit or 400 shares/each and produces a total annual distribution on 400 shares of $ 26,250.00 262%

Combined REIT-I Phase I & Phase II b.) REIT-I Phase II estimated gross asset basis of $350,000,000.00 X 3% Produces an annual

Management Fee of $10,500,000.00 X 50%=$5,250,000.00 PLUS $2,625,000.00 from Phase I is NOW $7,875,000.00 divided by 40,000 Venture Capitalist Shares gives each share a distribution of $196.875/share X 0.4% Unit or 400 shares/each and produces a total annual distribution on 400 shares and produces a total annual distribution on 400 shares of $ 78,750.00 750%

Combined REIT-I Phase I, Phase II, & Phase III c.) REIT-I Phase III estimated gross asset basis of $2,000,000,000.00 X 3% Produces an annual

Management Fee of $60,000,000.00 X 50%=$30,000,000.00 PLUS $5,250,000.00 from Phase II and also PLUS $2,625,000.00 from Phase I is NOW a total of $37,875,000.00 divided by 40,000 Venture Capitalist Shares gives each share a distribution of $946.875/share X 0.4% Unit or

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400 shares/each and produces a total annual distribution on 400 shares of $ 378,750.00 3,787% When items 3 & 5C.) are added in the left column the total is $ 392,750.00 3,927% The accusative result after all three round of funding is $ 981.875/Share

Remember this is based on a $10,000.00 Venture Capital Position which is only 40% of One Unit. The full One Unit value of $25,000.00 is estimated to produce $2,454,697.00 annual income after all Three Rounds of Funding have been completed. This dynamic growth is only possible within due to The Company’s commitment to the Venture Capitalist via bonuses and stock splits! Note: Number 4 above, the 25% net profit sharing with all investors in all three rounds of funding is not included in this summary of APR.

NOTE: ALL SEED CAPITAL LOANS WILL BE SECURED BY THE ASSETS PURCHASED IN PHASE-I

Profit Sharing for REIT-I Phase-I

a) Phase-I, 25% annualized of net profit shared pro-rata to all Seed Capital Loan providers who have accepted the PCCP Company stock for payment of their loan. The profit sharing benefits follow with the acceptance of the PCCP stock and will be paid quarterly after the close, of the Phase-I offering, in participation with all of the Phase-I investors. The Income Statement for Phase I shows 00.58 Cents/shr. A $10,000.00 stock option bonus of 5 before the split at the close of Phase I brings the investor total to $50,000.00 or Two Units of 1,000 shares each for a total of 2,000 shares X 00.58/shr. generates an estimated $1,160.00 annual payment after first full year of operations.

b) All of the above listed economic benefits for the New Venture Capital Group are in addition to the 7% dividend on all $50,000.00 of Preferred Stock after the 5:1 stock bonus. Combining the 7% dividend X $50,000.00 = $3,500.00 PLUS $1,160.00 net payment on the 25% Profit Sharing produces an estimated $4,660.00 annual payment or 46.60% APR of $10,000.00 after the first full year of operations.

c) REIT-I Phase II and Phase III Profit Sharing distribution calculations are not currently available but will be provided upon completion.

The persons whose names appear below agree to the above personal loan interest provisions and the alternate option for receipt of payment for said loan. This Loan Agreement and Alternative Method of Payment is signed this day____of________2014

_________________________________ ________________________________ Please Print Name of Personal Loan Provider Hatfield & Company, Inc. CEO _________________________________ ________________________________ Personal Loan Provider Signature Hatfield & Company, Inc. President

EXHIBIT A-1Estimated Income Statement for Phase I - REIT I

Beginning Balance 175,000,000$

* Wherever Relevant all Revenue and Expenses Below are Extended for a Two Year Period. Expenses Revenue

I. Administration Revenues Year 1 Year 2

a) Acct. & Phase II Reserve Accounts @ 7% APR on $5,000,000 5,000,000 350,000

b) Deposits Reserve Acct. for 1yr. Int. @ 7% APR post offering 12,250,000 12,250,000 1,715,000

II. Lease Back for Nine Separate Businesses in the Multipurpose Structure

Note: These are Wholly Owned Subsidiaries of REIT-I Monthly Income Months in Business

a) ATV Rental Center with Six ATV's for Public Rental 850 12 10,200

b) Aircraft Rental Space for (4) airplanes @ $450/mo per plane 1,800 12 21,600

c) Aviation Repair Center 1,000 12 12,000

d) Aviation Student Flight Instruction Center 750 12 9,000

e) Simulator Training Center for Pilots & Students 1,200 12 14,400

f) Aviation Charter Service 2,000 12 24,000

g) Heavy Equipment Repair & Maintenance Center 2,500 12 30,000

h) Fitness Center 1,000 12 12,000

i) 100 Seat View Restaurant 2,500 12 30,000

III. High Sierra Eighteen Hole Golf Course, Pro-Shop, Grill and Bar Monthly Income Months in Business

a) Eighteen Hole Golf Course 25,000 12 300,000

b) Pro-Shop 2,000 12 24,000

Phase I - REIT I Estimated Income Statement reconciles with the Phase I - REIT I Capital Use Statement

Exhibit A-I

Estimated Income Statement for Phase I - REIT I

YEAR 1 and 2 Combined

Two Full Years of Operations After Phase I Stock Sale Closing

Formula Calculating Estimated Property Values: $175,000,000 / 8,500 Acres = $20,588 X 10 for Esthetic and Functional Value = $205,882 /Acre

EXHIBIT A-1Estimated Income Statement for Phase I - REIT I

* Wherever Relevant all Revenue and Expenses Below are Extended for a Two Year Period. Expenses Revenue

c) Grill and Bar 3,500 12 42,000

IV. Lot & Home Sales

a) High Sierra Golf Course Revenue # of Lots

i) Five Acre Lots @ $250,000.00/acre 1,250,000 35 43,750,000

ii) Contracts on Log Homes @ Ave. $ 6.0M ea. & 20% Comm. Paid to REIT-I 1,200,000 35 42,000,000

iii) Receivables on Home Owners Assn. Fees Incl. Golf Membership @ $18,000/yr. 18,000 35 630,000

b) River Walk and East Runway Revenue # of Lots

i) Five Acre Lots @ $200,000.00/acre 1,000,000 35 35,000,000

ii) Contracts on Log Homes @ Ave. $ 6.0M ea. & 20% Comm. Paid to REIT-I 1,200,000 35 42,000,000

iii) Receivables Home Owners Association Fees @ $9,000/yr. 9,000 35 315,000

c) University Estates West of High Sierra Golf Course Revenue # of Lots

i) Three Acre Lots @ $175,000.00/acre 525,000 35 18,375,000

ii) Contracts on Log Homes @ Ave. $4.5M ea. & 20% Comm. Paid to REIT-I 900,000 35 31,500,000

iii) Receivables on Home Owners Association Fees @ $6,000.00/yr. 6,000 35 210,000

EXPENSES

V. Cost of Stock Sale for Phase I-REIT-I Percentage

a) Cost of Sales Commissions of 7.5% on $175M of Sales 175,000,000 7.50% 13,125,000

VI. Accounting and Reserve Accounts Year 1 Year 2

a) Up-grade accounting software to Microsoft Dynamics GP @ $25,000/yr 25,000 25,000

b) Monthly consulting and maintenance on Dynamics GP @ $2,000/mo 24,000 24,000

a) Acct. & Phase II Reserve Accounts @ 7% APR on $5,000,000 5,000,000

d) Deposits Reserve Acct. for 1yr. Inter. Payments @ 7% APR on $175M 12,250,000 12,250,000

EXHIBIT A-1Estimated Income Statement for Phase I - REIT I

* Wherever Relevant all Revenue and Expenses Below are Extended for a Two Year Period. Expenses Revenue

Estimated Total 17,299,000 12,299,000 29,598,000

VII. Administration Year 1 Year 2

a) REIT Management Fee of 3% annualized and paid quarterly for 2 years 5,250,000 5,250,000

b) Securities Department to Compete for NASD Capital for 2 Years 300,000 300,000

c) Computer Crowd Funding Department for On-line Fund Raising 2 Years. 500,000 500,000

d) Insurance premiums for 6 Key Executives 2 Years @ $1,000.00/ea./yr 72,000 72,000

e) Directors errors & omissions, and Liability premiums 2 Years 25,000 25,000

Estimated Total 6,147,000 6,147,000 12,294,000

VIII. Real Estate Acquisitions

a) Purchases Land Purchases # of Units

i) Purchase Airport building sites parallel to runway 25,000 31 775,000

ii) Purchase Airport non-subdivided acreage sites 5,000 21 105,000

iii) Purchase Airport runway of approx. 15 acres 500,000 1 500,000

iv) Purchase One Seven Acre Lot on East Runway 525,000 1 525,000

v) Purchase non-subdivided acreage 2,450 1,500 3,675,000

vi) Purchase subdivided Golf Course lots 25,000 266 6,650,000

vii) Purchase subdivided lots west of Golf Course 15,000 261 3,915,000

viii) Purchase existing 18 hole golf course, pro-shop, equip. & Bar 1,500,000 1 1,500,000

ix) Purchase all possible commercial lots and buildings on Sac. Dr. 2,500,000 1 2,500,000

b) Improvements & New Construction Construction Costs # of Units

i) Extend East Runway 1,500 ft and repave 5,500,000 1 5,500,000

ii) Land and Green Improvements on 18 hole Golf Course 1,000,000 1 1,000,000

iii) Build Home/Office-Model Home on seven acres near East Runway 3,300,000 1 3,300,000

EXHIBIT A-1Estimated Income Statement for Phase I - REIT I

* Wherever Relevant all Revenue and Expenses Below are Extended for a Two Year Period. Expenses Revenue

iv) Design/Build Two Story Multipurpose Building 5,000,000 1 5,000,000

v) Design/Build Student Family Residence Center 22,500,000 1 22,500,000

vi) Design/Build 8,000 ft. runway with overpasses 26,500,000 1 26,500,000

vii) Forest Clean-up Overgrowth Trees in critical Areas @ $800 / acre x 2,658 acres 800 2658 2,126,400

IX. National Field Sales Department: Year 1 Year 2

a) Sales Team 1 (salary, travel and expenses for 5 person team) 1,298,000 1,298,000

b) Sales Team 2 (salary, travel and expenses for 5 person team) 1,298,000 1,298,000

d\c) Marketing, Advertising, Tradeshows 200,000 200,000

Estimated Total 2,796,000 2,796,000 5,592,000

X. In House Employee/Contracted Workers Year 1 Year 2

a) CEO & Board Chairman contract from H-”S”-Corp. 225,000 225,000

b) VP Corporate Controller 115,000 115,000

c) 2 On-Sight office assistants @ $55,000/yr 110,000 110,000

d) 1 Field Construction Engineer on site 150,000 150,000

e) 1 Assistant Field Construction Engineer on site 100,000 100,000

f) 1 Full Time Construction Supervisor / Worker 80,000 80,000

g) 1 FBO Flight School Manager 150,000 150,000

Estimated Total 930,000 930,000 1,860,000

XI. Equipment Equipment Purchase

a) Three Dimensional Scale Model-Project Plan-View for Marketing 485,000

b) Computer hardware and software 125,000

d) Website and Marketing 250,000

e) Digital Projector For Marketing 20,000

EXHIBIT A-1Estimated Income Statement for Phase I - REIT I

* Wherever Relevant all Revenue and Expenses Below are Extended for a Two Year Period. Expenses Revenue

f) Video Production A History of RIA & The Crucible of Equity Concepts 265,000

g) 3 ATVs to access difficult non-subdivided areas/staff use 22,500

h) 6 ATVs to stock public rental service 45,000

i) 1 Red Bird Flight Simulator for two models - C172 & C182RG 120,000

j) 1 You Fly It Helicopter Simulator, portable unit 150,000

k) 5 GMC Sierra 4X4 1-Ton Dual Wheeled Pick-up 250,000

l) 1 Subaru 4X4 SUV for CEO 45,000

m) Tree removal tools and equipment for 40 men 350,000

a) Navigational and Auto Pilot Up-Grades (to P337 Corp. twin engine plane) 75,000

Estimated Total 2,202,500 2,202,500

XII. Reformation in Action (RIA) Labor Force

a) Recruitment, Pre-Training, Orientation and Expenses for 300 families in Mexico 2,199,000

b) Staff and Equipment to train 300 families in Mexico and USA 2,040,000

c) Part time Labor Salaries for 300 families to build development 16,000,800

Estimated Total 20,239,800 20,239,800

XIII. Additional Expenses Year 1 Year 2

a) Phone and Internet 4,800 4,800

c) Monthly fees for 6 Board members @ $1,000 /mo per member 72,000 72,000

e) Legal Services and Fees for Phase I - REIT I 250,000 250,000

g) Outsourcing of necessary Consulting services 175,000 175,000

h) Miscellaneous Expenses 50,000 50,000

Estimated Total 551,800 551,800 1,103,600

XIV. Marketing Travel for Staff, Board Members & Prospects: Year 1 Year 2

EXHIBIT A-1Estimated Income Statement for Phase I - REIT I

* Wherever Relevant all Revenue and Expenses Below are Extended for a Two Year Period. Expenses Revenue

a) Air Travel - 250 hr/yr @ $350/hr. (gas, insurance & service) 87,500 87,500

b) Travel Expenses (lodging and meals) 20,000 20,000

c) Commercial Air Travel for 2 persons 5,000 5,000

d) Travel expenses for 6 Board members 75,000 75,000

Estimated Total 187,500 187,500 375,000

Estimated Grand Total for Expenses 172,461,300

Estimated Grand Total for Revenue 216,374,200

Estimated Gross Profit on Operations 43,912,900

a) Estimated net rate of return (before state tax) 25.09%

b) REIT Investors Fixed Dividend held in Reserve $12,250,000

c) Estimated 25% net profit for Pro-rata distribution to all investors $10,978,225

d) Distributed Pro-rata to 7,040,000 shares incl. Venture Capitalists $1.56 per share

e) Estimated Management Fee from REIT of 3% = $5,250,000 X 20% for Phase I $1,050,000 paid quarterly

f) Distributed Pro-rata to 7,040,000 shares of Phase I investors incl. Venture Capitalists $0.15 per share

g) Distributed Pro-rata to Venture Capitalists = $5,250,000 X 50% / 40,000 shares $65.63 per share

Summary of Estimated Cash Distributions to Investors at the Close of the 1st Year of Operations after the Phase I ClosingNote: Based on Section 179 of the IRS rules for taxable companies, Management does not expect there to be any Federal taxes due for the fiscal year illustrated above.

Note: All Venture Capitalists, Phase I-REIT-I investors will have a 2:1 split after Phase I closing.