JOINT REPORTING AGREEMENT
AND
POWER OF ATTORNEY

           WHEREAS, the statement on Schedule 13D (the “Joint Statement”) to which this joint reporting agreement and power of attorney (the “Agreement”) is an exhibit is being filed on behalf of two or more persons (collectively, the “Reporting Persons”) with respect to their beneficial ownership of shares of Class A Common Stock and Class B Common Stock of Oriole Homes Corp., a Florida corporation (the “Issuer”); and

           WHEREAS, the Reporting Persons prefer to file the Joint Statement on behalf of all of the Reporting Persons rather than individual statements on Schedule 13D on behalf of each of the Reporting Persons;

           NOW THEREFORE, the undersigned hereby agree as follows with each of the other Reporting Persons:

           1.     Each of the Reporting Persons is responsible for the timely filing of the Joint Statement and any amendments thereto.

           2.     Each of the Reporting Persons is responsible for the completeness and accuracy of the information concerning such Reporting Person contained in the Joint Statement.

           3.     None of the Reporting Persons is responsible for the completeness or accuracy of the information concerning the other Reporting Persons contained in the Joint Statement, unless such Reporting Person knows or has reason to believe that such information is inaccurate.

           4.     The undersigned agrees that the Joint Statement is, and any amendment thereto will be, filed on behalf of each of the Reporting Persons.

           5.     The undersigned hereby appoints each of Robert Grubin, Gideon J. King, Arthur E. Lee and Andrew J. McLaughlin, Jr. as attorneys-in-fact for the undersigned with authority to execute and deliver on behalf of the undersigned (i) any and all documents (including any amendments thereto) required to be filed by the undersigned or otherwise executed and delivered by the undersigned pursuant to the Securities Exchange Act of 1934, as amended, the Securities Act of 1933, as amended, all other federal, state and local securities and corporation laws, and all regulations promulgated thereunder relating to the undersigned’s beneficial ownership of securities of the Issuer, and (ii) any and all amendments hereto for the purpose of adding additional Reporting Person(s) parties hereto.

           6.     This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document.

[Signature Page to Follow]

           IN WITNESS WHEREOF each of the undersigned hereby execute this Agreement as of this 31 day of May, 2002.

/s/ ANDREW J. MCLAUGHLIN, JR.          
Andrew J. McLaughlin, Jr.


MCLAUGHLIN FAMILY FUND


By: /s/ ANDREW J. MCLAUGHLIN, JR.          
Name: Andrew J. McLaughlin, Jr.
Title: General Partner



THOMAS L. KEMPNER, IRWIN D. ROWE, ANDREW J.
MCLAUGHLIN, JR. AS TRUSTEES FOR LOEB RHODES
HORNBLOWER PROFIT SHARING TRADING FOR
ACCOUNT OF ANDREW J. MCLAUGHLIN, JR.



By: /s/ ANDREW J. MCLAUGHLIN, JR.          
Name: Andrew J. McLaughlin, Jr.
Title: Trustee



/s/ ROBERT GRUBIN                               
Robert Grubin



/s/ GIDEON J. KING                               
Gideon J. King



LOEB ARBITRAGE FUND

By:  Loeb Arbitrage Management, Inc.,
    General Partner



By:  /s/ ARTHUR E. LEE                     
     Name:   Arthur E. Lee
     Title:  President



LOEB PARTNERS CORPORATION


By:  /s/ ARTHUR E. LEE                     
     Name:   Arthur E. Lee
     Title:  Executive Vice President