EXHIBIT 99.5

COMPLETE APPRAISAL OF
REAL PROPERTY

Retirement Inn of Fremont
38801 Hastings Street
Fremont, Alameda County, California 94536

IN A SELF-CONTAINED
APPRAISAL REPORT

As of 10/15/03

Prepared For:
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

Prepared By:
Cushman & Wakefield of Oregon, Inc.
Senior Housing/Healthcare Industry Group
Valuation Services, Advisory Group
200 S.W. Market Street, Suite 200
Portland, OR 97201

C&W File ID: 03-34001-9383

VALUATION SERVICES	ADVISORY GROUP

Cushman & Wakefield of Oregon, Inc.
200 S.W. Market Street, Suite 200
Portland, OR 97201
503-279-1734 Tel
503-279-1791 Fax
WWW.CWVAS.COM

October 26, 2003

Douglas Armstrong
Senior Vice President and General Counsel
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

Re:	Complete Appraisal of Real Property In a Self-Contained Report Retirement Inn of Fremont 38801 Hastings Street Fremont, Alameda County, California 94536
	C&W File ID: 03-34001-9383

Dear Mr. Armstrong:

In fulfillment of our agreement as outlined in the Letter of Engagement, we are pleased to transmit our complete appraisal report (the “Appraisal”) on the property referenced above.

The value opinion reported below is qualified by certain assumptions, limiting conditions, certifications, and definitions, which are set forth in the Appraisal. We particularly call your attention to the following extraordinary assumptions and hypothetical conditions:

Extraordinary Assumptions:	This Appraisal assumes that the property continues to meet the licensing requirements of the State of California as a residential care facility for the elderly and continues to remain in compliance with applicable life safety codes.
	This Appraisal employs no other Extraordinary Assumptions.
Hypothetical Conditions:	This Appraisal employs no Hypothetical Conditions.

This Appraisal was prepared for ARV Assisted Living, Inc. and is intended for use in connection with the proxy solicitation/tender offer filed with the SEC and distributed to the holders of limited partnership interests in American Retirement Villas Properties II (a California limited partnership) (the “Partnership”). Unless we otherwise consent in writing, the Appraisal cannot be used other than in the material related to proxy solicitation/tender offer referred to above for any purpose. If the Appraisal is submitted to a lender or investor with the prior approval of C&W, Inc., such party should consider this Appraisal as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in the Appraisal.

Douglas Armstrong
ARV Assisted Living, Inc.
October 26, 2003
Page 2

This Appraisal has been prepared in accordance with our interpretation of FIRREA, the regulations of OCC, and the Uniform Standards of Professional Appraisal Practice (USPAP) including the competency provision, as promulgated by the Appraisal Institute.

The property consists of an existing 69 unit, 69 bed assisted living facility known as Retirement Inn of Fremont. The facility contains 38,423 ± square feet of gross floor area and is situated on a 1.32 acre site. The facility occupancy was 84 percent at the time of inspection.

The property has been appraised as a going concern which assumes a fair sale, which includes the transfer of a valid operating license, adequate working capital, an assembled workforce, and the transfer of all business assets necessary for the operation of a licensed assisted living facility.

The property was inspected by and the report was prepared by Mark E. Bryant under the supervision of John M. Vissotzky, MAI. This Appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

Based on our Complete Appraisal as defined by the Uniform Standards of Professional Appraisal Practice, we have developed an opinion that the going concern market value of the fee simple estate of the referenced property, subject to the assumptions and limiting conditions, certifications, Extraordinary Assumptions and Hypothetical Conditions, if any, and definitions, “as-is” on October 15, 2003 was:

TWO MILLION FOUR HUNDRED FIFTY THOUSAND DOLLARS

$2,450,000

The above value estimate is inclusive of $60,000 in personal property and $0 in business value as an integral part of the going concern.

Based on recent market transactions, as well as discussions with market participants, a sale of the subject property at the above-stated opinion of market value would have required an exposure time of approximately twelve (12) months. Furthermore, a marketing period of approximately twelve (12) months is currently warranted for the subject property.

VALUATION SERVICES	ADVISORY GROUP

Douglas Armstrong
ARV Assisted Living, Inc.
October 26, 2003
Page 3

This letter is invalid as an opinion of value if detached from the Appraisal, which contains the text, exhibits, and Addenda.

Respectfully submitted,

Mark E. Bryant	John M. Vissotzky, MAI
Managing Director	Managing Director
Senior Housing/Healthcare Industry Group
California Certified General Appraiser
License No. AG02572
mark_bryant@cushwake.com
503-279-1734 Office Direct
503-279-1791 Fax

VALUATION SERVICES	ADVISORY GROUP

SUMMARY OF SALIENT FACTS

Common Property Name:	Retirement Inn of Fremont
Location:	38801 Hastings Street Fremont, Alameda County, California 94536
	The site is situated at the southeast corner of Hastings Street and Pennsylvania Avenue.
Property Description:	The property consists of a one-building, two-story assisted living facility containing 69 units and 69 beds on a 1.32-acre parcel of land.
Assessor’s Parcel Number:	501-1594-7
Interest Appraised:	Fee Simple Estate
Date of Value:	October 15, 2003
Date of Inspection:	October 15, 2003
Ownership:	ARV Fremont, L.P.
Occupancy:	Current physical occupancy is 84 percent
Current Property Taxes
Total Assessment:	$5,431,223
2002-2003 Property Taxes:	$62,619
Highest and Best Use
If Vacant:	Multi-family residential property developed to the highest density possible
As Improved:	As it is currently utilized as an assisted living facility.
Site & Improvements
Zoning:	R-G-16
Land Area:	1.32 acres or 57,584 ± square feet
Number of Units:	69
Number of Beds:	69
Number of Stories:	Two
Number of Buildings:	One
Year Built:	1977
Type of Construction:	Masonry
Gross Building Area:	38,423 square feet
Parking:	18 spaces (0.25 Unit).

VALUATION SERVICES	ADVISORY GROUP

SUMMARY OF SALIENT FACTS

VALUE INDICATORS
Cost Approach:
Indicated Value:	$3,200,000
Sales Comparison Approach:
Indicated Value:	$2,500,000
Income Capitalization Approach
Direct Capitalization
Net Operating Income:	$282,356
Capitalization Rate:	11.50%
Indicated Value:	$2,400,000
FINAL VALUE CONCLUSION
Going Concern Market Value As-Is	$2,450,000
Fee Simple:
Exposure Time:	Under 12 months
Marketing Time:	Under 12 months

VALUATION SERVICES	ADVISORY GROUP

SUMMARY OF SALIENT FACTS

Extraordinary Assumptions and Hypothetical Conditions

Extraordinary Assumptions

An extraordinary assumption is defined by the Uniform Standards of Professional Appraisal Practice (2001 Edition, The Appraisal Foundation, page 2) as “an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis.”

This appraisal assumes that the property continues to meet the licensing requirements of the State of California as a residential care facility for the elderly and continues to remain in compliance with applicable life safety codes.

This Appraisal employs no other Extraordinary Assumptions.

Hypothetical Conditions

A hypothetical condition is defined by the Uniform Standards of Professional Appraisal Practice (2001 Edition, The Appraisal Foundation, page 3) as “that which is contrary to what exists but is supposed for the purpose of analysis. Hypothetical conditions assume conditions contrary to known facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis.”

This Appraisal employs no Hypothetical Conditions.

VALUATION SERVICES	ADVISORY GROUP

SUBJECT PHOTOGRAPHS

Front view of property

South elevation of property and parking lot

VALUATION SERVICES	ADVISORY GROUP

SUBJECT PHOTOGRAPHS

West elevation of property

Common area

VALUATION SERVICES	ADVISORY GROUP

SUBJECT PHOTOGRAPHS

Dining room

Activity room

VALUATION SERVICES	ADVISORY GROUP

SUBJECT PHOTOGRAPHS

Typical resident unit  

Typical resident unit

VALUATION SERVICES	ADVISORY GROUP

SUBJECT PHOTOGRAPHS

Typical hallway

Interior courtyard area

VALUATION SERVICES	ADVISORY GROUP

SUBJECT PHOTOGRAPHS

Street view south on Hastings Street

Street view north on Hastings Street

VALUATION SERVICES	ADVISORY GROUP

TABLE OF CONTENTS

INTRODUCTION	1
OAKLAND REGIONAL ANALYSIS	6
LOCAL AREA ANALYSIS	23
SENIOR LIVING INDUSTRY OVERVIEW	25
MANAGEMENT AND OPERATIONS OVERVIEW	34
COMPETITIVE MARKET ANALYSIS	37
SITE DESCRIPTION	56
IMPROVEMENTS DESCRIPTION	58
REAL PROPERTY TAXES AND ASSESSMENTS	63
ZONING	64
HIGHEST AND BEST USE	65
VALUATION PROCESS	67
LAND VALUATION	69
COST APPROACH	75
SALES COMPARISON APPROACH	79
INCOME CAPITALIZATION APPROACH	88
RECONCILIATION AND FINAL VALUE OPINION	109
ASSUMPTIONS AND LIMITING CONDITIONS	111
CERTIFICATION OF APPRAISAL	114
ADDENDA	115

VALUATION SERVICES	ADVISORY GROUP

INTRODUCTION

Identification of Property
Common Property Name:	Retirement Inn of Fremont
Location:	38801 Hastings Street Fremont, Alameda County, California 94536
	The site is situated at the southeast corner of Hastings Street and Pennsylvania Avenue.
Property Description:	The property consists of a one-building, two-story assisted living facility containing 69 units and 69 beds situated on a 1.32 acre site.
Assessor’s Parcel Number:	501-1594-7
Property Ownership and Recent History
Current Ownership:	ARV Fremont, L.P., a wholly owned subsidiary of American Retirement Villas Properties II (a California limited partnership).
Sale History:	The property has not transferred within the past three years to the best of our knowledge.
Current Disposition:	American Retirement Villas Properties II (a California limited partnership) is involved in a proxy/solicitation offer filed with the SEC that involves this property.

Intended Use and Users of the Appraisal

This Appraisal is intended to provide an opinion of the going concern market value of the fee simple interest in the property for the use of ARV Assisted Living, Inc. in connection with the proxy solicitation/tender offer filed with the SEC and distributed to the holders of the limited partnership interests in the Partnership. All other uses and users are unintended.

Dates of Inspection and Valuation

The value conclusion reported herein is as of October 15, 2003. The property was inspected on October 15, 2003 by Mark E. Bryant. John M. Vissotzky, MAI has reviewed the report and did not inspect the property.

Property Rights Appraised

Fee simple interest

Scope of the Appraisal

This is a Complete Appraisal presented in a self-contained report, intended to comply with the reporting requirements set forth under the Uniform Standards of Professional Appraisal Practice (USPAP) for a Self-Contained Appraisal Report. In addition, the report was also prepared to conform to the requirements of the Code of Professional Ethics of the Appraisal Institute and the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA), Title XI Regulations.

VALUATION SERVICES	1	ADVISORY GROUP

INTRODUCTION

In preparation of this Appraisal, we investigated a wide array of vacant land sales in the subject’s submarket, improved sales from a local, regional or national basis, analyzed rental data, and considered the input of buyers, sellers, brokers, property developers and public officials. Additionally, we investigated the general regional economy as well as the specifics of the local area of the subject.

The scope of this Appraisal required collecting primary and secondary data relative to the subject property. The depth of the analysis is intended to be appropriate in relation to the significance of the appraisal issues as presented herein. The data has been analyzed and confirmed with sources believed to be reliable, whenever possible, leading to the value conclusions set forth in this report. In the context of completing this report, we have made a physical inspection of the subject property and the comparables. The valuation process involved utilizing market-derived and supported techniques and procedures considered appropriate to the assignment.

The scope of this analysis, and the analysis contained herein, is reflective of “the amount and type of information researched and the analysis applied in an assignment” (2001 USPAP, page 4). This Appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

Definitions of Value, Interest Appraised and Other Terms

The following definitions of pertinent terms are taken from the Dictionary of Real Estate Appraisal, Third Edition (1993), published by the Appraisal Institute, as well as other sources.

Market Value

Market value is one of the central concepts of the appraisal practice. Market value is differentiated from other types of value in that it is created by the collective patterns of the market. A current economic definition agreed upon by agencies that regulate federal financial institutions in the United States of America follows, taken from the glossary of the Uniform Standards of Professional Appraisal Practice of The Appraisal Foundation:

The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller, each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:

1.	Buyer and seller are typically motivated;
2.	Both parties are well informed or well advised, and acting in what they consider their own best interests;
3.	A reasonable time is allowed for exposure in the open market;
4.	Payment is made in terms of cash in US dollars or in terms of financial arrangements comparable thereto; and
5.	The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.

VALUATION SERVICES	2	ADVISORY GROUP

INTRODUCTION

Fee Simple Estate

Absolute ownership unencumbered by any other interest or estate, subject to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat.

Going Concern Value

The value created by a proven property operation; considered as a separate entity to be valued with a specific business establishment. Common going-concern appraisals are conducted for assisted living facilities, nursing homes, hotels and motels, restaurants, bowling alleys, industrial enterprises, retail stores, and similar property uses. For these property types, the physical real estate assets are integral parts of an ongoing business such that the market values from the land and building are difficult, if not impossible, to segregate from the total value of the ongoing business.

Market Rent

The rental income that a property would most probably command on the open market, indicated by the current rents paid and asked for comparable space as of the date of appraisal.

Cash Equivalent

A price expressed in terms of cash, as distinguished from a price expressed totally or partly in terms of the face amounts of notes or other securities that cannot be sold at their face amounts.

Market Value As Is on Appraisal Date

The value of specific ownership rights to an identified parcel of real estate as of the effective date of the appraisal; related to what physically exists and is legally permissible and excludes all assumptions concerning hypothetical market conditions or possible rezoning.

Prospective Value Upon Reaching Stabilized Occupancy

The value of a property as of a point in time when all improvements have been physically constructed and the property has been leased to its optimum level of long term occupancy. At such point, all capital outlays for tenant improvements, leasing commissions, marketing costs, and other carrying charges are assumed to have been incurred.

Exposure Time and Marketing Time

Exposure Time

Under Paragraph 3 of the Definition of Market Value, the value opinion presumes that “A reasonable time is allowed for exposure in the open market”. Exposure time is defined as the length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at the market value on the effective date of the appraisal. Exposure time is presumed to precede the effective date of the appraisal.

VALUATION SERVICES	3	ADVISORY GROUP

INTRODUCTION

The reasonable exposure period is a function of price, time and use. It is not an isolated opinion of time alone. Exposure time is different for various types of real estate and under various market conditions. As noted above, exposure time is always presumed to precede the effective date of appraisal. It is the length of time the property would have been offered prior to a hypothetical market value sale on the effective date of appraisal. It is a retrospective opinion based on an analysis of recent past events, assuming a competitive and open market. It assumes not only adequate, sufficient and reasonable time but adequate, sufficient and a reasonable marketing effort. Exposure time and conclusion of value are therefore interrelated.

Based on discussions with market participants and information gathered during the sales verification process, a reasonable exposure time for the subject property at the value concluded within this report would have been approximately twelve (12) months. This assumes an active and professional marketing plan would have been employed by the current owner.

Marketing Time

Marketing time is an opinion of the time that might be required to sell a real property interest at the appraised value. Marketing time is presumed to start on the effective date of the appraisal. (Marketing time is subsequent to the effective date of the appraisal and exposure time is presumed to precede the effective date of the appraisal). The opinion of marketing time uses some of the same data analyzed in the process of estimating reasonable exposure time and it is not intended to be a prediction of a date of sale.

We believe, based on the assumptions employed in our analysis, as well as our selection of investment parameters for the subject, that our value conclusion represents a price achievable within twelve (12) months.

Legal Description

The subject site is identified by the Alameda County assessor as Assessor’s Parcel Number 501-1594-7. The legal description for the subject is located in the Addenda.

VALUATION SERVICES	4	ADVISORY GROUP

REGIONAL MAP

VALUATION SERVICES	5	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

Introduction

The short- and long-term value of real estate is influenced by a variety of factors and forces that interact within a given region. Regional analysis serves to identify those forces that affect property value, and the role they play within the region. The four primary forces that influence real property value include environmental characteristics, governmental forces, social factors, and economic trends. These forces determine the supply and demand for real property, which, in turn, affect market value.

The subject property is located in Fremont, California within Alameda County, which is part of the Oakland Primary Metropolitan Statistical Area (PMSA) and the greater San Francisco- Oakland-San Jose Consolidated Metropolitan Statistical Area (CMSA).

Regional Economic and Demographic Analysis

Regional Area Overview

The Oakland Primary Metropolitan Statistical Area (PMSA) consists of the counties of Alameda and Contra Costa and is located on the east shore of San Francisco Bay. The PMSA encompasses nearly 1,457 square miles. The Oakland PMSA (Oakland) is part of the greater San Francisco-Oakland-San Jose Consolidated Metropolitan Statistical Area (CMSA) which includes the PMSAs of San Francisco (Marin, San Francisco and San Mateo Counties), San Jose (Santa Clara County), Santa Cruz (Santa Cruz County), Oakland (Alameda and Contra Costa Counties), Vallejo-Fairfield-Napa (Napa and Solano Counties) and Santa Rosa (Sonoma County).

LOCATION OF OAKLAND PMSA COUNTIES WITHIN THE SAN FRANCISCO CMSA

Source: Cushman & Wakefield Analytics

VALUATION SERVICES	6	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

Oakland’s Northern California location along the San Francisco Bay provides for a fairly mild climate year-round. The topography of the area varies from bay waterfront to mountains, and provides for a myriad of microclimates and recreational venues. More importantly, as the geographic center of the Bay Area, Oakland is the hub of the Bay Area’s transportation system, boasting superior access to Interstate 80 heading east and Interstate 5 going north/south. Oakland is also a major west coast shipping port. Oakland’s cargo volume makes it the fourth busiest container port in the United States.

Demographic Profile

The Oakland PMSA is a highly sought-after and yet expensive place to live, and the average age of its population closely mirrors that of the U.S. Oakland’s labor pool is highly skilled and highly compensated with per capita incomes well above national averages. The PMSA’s median household income of $71,700 is 31 percent above that of the nation’s top 100 largest metropolitan areas (Top 100) and 51 percent above that of the U.S.

Oakland has a vastly higher percentage of households in the $100,000-plus annual income cohort – a 32 percent share versus 20 percent for the Top 100 and 16 percent for the U.S. At the lower end of the income strata, Oakland has a substantially smaller percentage of annual incomes under $50,000 – 34 versus 46 percent for the Top 100 and 53 percent for the U.S. overall.

The population breakdown by education follows a similar pattern to incomes. The San Francisco Bay Area has many of the nation’s most prestigious universities, including Stanford and University of California (UC) Berkeley and UC San Francisco. Over 29 percent of Oakland’s population has a Bachelor degree or better, compared to only 24 percent for the Top 100 and 21 percent for the U.S. Only 23 percent of the Oakland PMSA population has just a high school diploma, compared to 28 percent for the Top 100 and 30 percent for the U.S.

VALUATION SERVICES	7	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

DEMOGRAPHIC CHARACTERISTICS
Oakland PMSA vs. Top 100 and U.S.
2002 Estimates

		Oakland			Top 100
Characteristic		PMSA			Metro Areas*			U.S.
Median Age (years)			35.5			35.1			35.6
Average Annual Household Income		$	91,400		$	72,700		$	64,300
Median Annual Household Income		$	71,700		$	54,700		$	47,500
Households by Annual Income Level:
	<$25,000		14.8	%		21.0	%		25.3	%
	$25,000 to $49,999		18.8	%		25.1	%		27.3	%
	$50,000 to $74,999		18.9	%		20.8	%		20.2	%
	$75,000 to $99,999		15.8	%		13.4	%		11.8	%
	$100,000 plus		31.7	%		19.7	%		15.5	%
Education Breakdown:
	< High School		16.8	%		21.8	%		24.1	%
	High School Graduate		22.8	%		27.8	%		29.8	%
	College < Bachelor Degree		31.0	%		26.5	%		25.4	%
	Bachelor Degree		18.9	%		15.5	%		13.5	%
	Advanced Degree		10.5	%		8.4	%		7.3	%

Source: Claritas, Inc., Cushman & Wakefield Analytics

* The Top 100 Metro Areas are comprised of the 100 largest metropolitan statistical areas within the U.S. in terms of total employment as of 2002.

Population

Between 1992 and 2002, the 1.3 percent average annual growth in the Oakland PMSA’s population, which now totals close to 2.5 million, matched that of the Top 100. The preponderance of the PMSA’s growth was in Contra Costa County, which grew at an average annual pace of 1.7 percent as its population has pushed eastward. Alameda County, the more densely developed of the two counties, grew at a slower 1.0 percent average annual pace between 1992 and 2002.

Notably, Oakland’s migration abruptly turned negative last year as laid-off workers and their families left the area. Given that this is the first year since 1995 to experience a net outflow of migrants, it signals how difficult the current economic environment is. International migration has held steady, but domestic migrants have fled for stronger labor markets.

Contra Costa County is anticipated to grow faster than national averages between 2002 and 2007 – 1.4 versus 1.0 percent for the Top 100. Again, population growth in Contra Costa County is expected to outpace that in Alameda County (at only 0.4 percent per year) due to the greater availability of developable land and lower land costs. As traffic congestion continues to lengthen drive times throughout the region, both counties will experience increasing sentiment to limit additional suburban development, to preserve open space, as well as to promote “smart growth” and development oriented towards mass-transit.

VALUATION SERVICES	8	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

POPULATION GROWTH BY YEAR
Oakland PMSA vs. Top 100
1990–2007

Source: Economy.com, Cushman & Wakefield Analytics

NOTE: In this Exhibit and all subsequent time-series graphs, the shaded bars indicate the periods of a U.S. economic recession.

ANNUALIZED POPULATION GROWTH BY COUNTY
Oakland PMSA vs. San Francisco CMSA Counties
1992 – 2007

										Annual			Annual
								2007		Growth			Growth
Population (000s)				1992		2002		Forecast		92-02			02-07
United States					256,943.8		288,659.5		301,310.2		1.2	%		0.9	%
	Top 100 MSAs				160,017.2		181,966.8		191,688.3		1.3	%		1.0	%
		San Francisco CMSA			6,449.8		7,126.5		7,393.7		1.0	%		0.7	%
			Santa Clara County		1,531.9		1,683.5		1,723.3		0.9	%		0.5	%
			San Mateo County		662.9		703.2		727.5		0.6	%		0.7	%
			San Francisco County		734.9		764.0		761.3		0.4	%		-0.1	%
			Sonoma County		405.2		468.4		506.1		1.5	%		1.6	%
			Solano County		359.9		411.1		450.1		1.3	%		1.8	%
			Santa Cruz County		232.9		253.8		258.0		0.9	%		0.3	%
			Marin County		235.8		247.6		255.5		0.5	%		0.6	%
			Napa County		114.3		130.3		145.3		1.3	%		2.2	%
		Oakland PMSA			2,172.0		2,464.7		2,559.9		1.3	%		0.8	%
			Alameda County		1,332.2		1,472.3		1,498.4		1.0	%		0.4	%
			Contra Costa County		839.8		992.4		1,062.7		1.7	%		1.4	%

Source: Economy.com, Cushman & Wakefield Analytics

VALUATION SERVICES	9	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

Oakland’s highest population density is located west of the East Bay Hills, which run between and parallel to both Interstate 80 and Interstate 680. Cities within this area include (north to south) San Pablo, Richmond, El Cerrito, Albany, Berkeley, Emeryville, Oakland, Alameda, San Leandro, San Lorenzo, Hayward and Union City. The less dense concentrations of population are in the hilly and mountainous regions of Contra Costa County and Southern Alameda County. Within the metro area, the general direction of growth is pushing towards the northeast into Contra Costa County.

POPULATION PER SQUARE MILE BY ZIP CODE
Oakland PMSA
2002

Source: Claritas, Inc., Cushman & Wakefield Analytics

Households

Unlike its relatively strong population growth, the Oakland PMSA’s rate of household formation lagged that of the Top 100 over the past ten years. Between 1992 and 2002, led by average annual growth of 1.4 percent in Contra Costa County (compared to 0.7 percent for Alameda County), Oakland’s number of households increased by an average of 1.0 percent annually, below the 1.3 percent rate posted by the Top 100. Household formation growth for Oakland between 2002 and 2007 is forecast to increase to an average annual pace of 1.1 percent –

VALUATION SERVICES	10	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

again led by Contra Costa County at 1.6 percent – but still lag that of the Top 100 at 1.3 percent.

HOUSEHOLD GROWTH BY YEAR
Oakland PMSA vs. Top 100
1990-2007

Source: Economy.com, Cushman & Wakefield Analytics

Income

The median household income in the Oakland PMSA is $71,700, over 31 percent higher than the Top 100 median of $54,700 and nearly 51 percent higher than the U.S. median of $47,500. Over the past ten years, the PMSA’s 4.6 percent average annual growth in median household income solidly surpassed the Top 100 average pace of 3.7 percent. Given its highly educated workforce, which supports higher paying jobs, the Oakland PMSA, is better able to sustain higher growth rates in household incomes.

A current low and level rate of bankruptcy filing indicates that household balance sheets are in very good condition. Oakland’s relatively moderate economic downturn has combined with strong house price appreciation to support household finances. Rising home equity and low interest rates have been critical in allowing Oakland’s households to tap substantial equity balances during this period of slow economic growth. However, by the end of this year, the tap will be closed as interest rates rise and house prices level off. This will dampen the pace of consumer spending.

Through 2007, Oakland’s median household income growth is expected to slow markedly to an average of 3.1 percent annually, but still exceed the 2.7 percent pace that is forecast for the Top 100. Between 2002 and 2007, Alameda County, with average annual growth in median household income of 3.9 percent, is expected to strongly outpace Contra Costa County’s average of 1.9 percent growth in median household income.

Oakland’s most affluent areas are located primarily in Contra Costa County in the cities of Orinda, Moraga, Lafayette east of the Oakland Hills, and Alamo, Danville and San Ramon along the section of Interstate 680 north of Interstate 580. Within Southern Alameda County, the households within the cities of Pleasanton, Castro Valley, Fremont and Newark have the highest median income. Finally, in Western Alameda County, Bay Farm Island in Alameda and the northern parts of Berkeley, have the highest median household incomes. The less affluent sections of the Oakland PMSA are located in the cities of Oakland, Berkeley and Richmond.

VALUATION SERVICES	11	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

MEDIAN HOUSEHOLD INCOME DISTRIBUTION BY ZIP CODE
Oakland PMSA
2002

Source: Claritas, Inc., Cushman & Wakefield Analytics

Regional Economic Overview

Oakland’s economy is stable and is the best performing among the Bay Area’s three core metro areas. Its employment base fell by less than 3 percent peak to trough, well below the double- digit declines across the bay. Moreover, employment has edged up in Oakland from its trough of one year ago, although these gains are tenuous. Its jobless rate is flirting with highs last seen in 1992, and personal bankruptcy filings began to rise late last year.

Signs of recovery are evident. Construction payrolls are rising this year following an 18-month slump. While population growth has slowed considerably, it remains positive. Employment in retailing and business and professional services remains very steady, indicating some underlying stability in both consumer and business confidence in the area. Oakland also benefits from sizable employment in the education and health service industries. Both continue to expand robustly as they each face rising demand and a moderate ability to control prices.

While Oakland’s economy is quite diverse, the source of its current stability is narrowly based and so the near-term outlook remains fraught with risk. For example, financial services has been an important component of Oakland’s growth as back-office and service center operations for commercial banks and consumer lenders have grown along the I-680 corridor. Yet finance

VALUATION SERVICES	12	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

employment has fallen from its peak, as cost containment has closed some facilities. Similarly, Oakland’s exposure to state government employment is the highest among California’s major metro areas. A portion of this base is related to U.C. Berkeley and the university system, which does have the power to raise tuition and thus offset diminished state support. However, the state’s budget shortfall poses considerable risk to the downtown office markets should state payroll cuts go further than current modest plans.

Oakland’s vibrant international trade sector is also a source of risk. The weakening of the global economy is hindering exports and a moderate fall in the dollar is slowing imports. Similarly, wholesale trade and trucking has also faltered. Given the weak global outlook, Oakland’s economy is not likely to get any near-term boost from international trade.

Finally, Oakland’s diverse manufacturing economy presents a mixed outlook for the coming years. A total of 10,600 jobs were cut in 2002, a 9.4 percent decrease from 2001. Specifically, producers of data storage equipment, chips and semiconductor manufacturing equipment have cut 5,000 jobs over the past two years, and the outlook for a turnaround in 2003 is limited. The smaller computer equipment industry, however, has been stable over the past year and has some upside potential in the near term. Biotechnology continues to expand, supporting the economy in the environs of the university. Each of these industries continues to garner venture capital funding. Light manufacturing, related more to consumer products, is expanding and should continue to do so as long as current consumer spending trends persist.

Gross Product

In the latter half of the 1990s, the Oakland economy benefited from spillover effects of the unprecedented (and largely technology-driven) economic growth in the San Francisco and San Jose metro areas. Over the ten-year period from 1992 to 2002, Oakland’s Gross Metro Product (GMP) exhibited relatively strong growth – increasing at an average annual rate of 3.6 percent – trailing slightly the Top 100 rate of 3.8 percent.

REAL GROSS PRODUCT GROWTH BY YEAR
Oakland PMSA vs. Top 100
1990 – 2007

Source: Economy.com, Cushman & Wakefield Analytics

Oakland’s economic growth decreased markedly during 2000 and 2001, but unlike many U.S markets, did not turn negative. In 2002, Oakland’s gross metro product (GMP) growth jumped to 4.9 percent and is forecast to remain consistent, with a 3.2 percent average annual growth

VALUATION SERVICES	13	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

rate between 2002 and 2007. Oakland is expected to slightly outpace the 3.0 percent that is forecast for the Top 100.

Employment Trends

Oakland is regarded as a highly diversified economy, which acts to limit the metro area’s economic volatility. Its employment distribution across the industry sectors is quite similar to that of the Top 100 and the U.S. overall. Compared to the Top 100, Oakland is more heavily weighted in the Government and Construction sectors and somewhat less weighted in the Financial Activities, Education/Health Services and Leisure/Hospitality sectors. Oakland’s office-using employment is also slightly below the Top 100 average.

EMPLOYMENT BY SECTOR
Oakland PMSA vs. Top 100
2002

Source: Economy.com, Cushman & Wakefield Analytics

The Oakland PMSA accounts for 31 percent of the San Francisco CMSA employment and is now the largest metro area in terms of employment within the CMSA. Between the Oakland PMSA’s two counties, Alameda County has the largest share of total employment – twice that of Contra Costa County. Within Alameda County, total employment is expected to grow by 1.5 percent annually between 2002 and 2007 and Contra Costa County is expected to grow by roughly 1.4 percent – both at rates greater than the 1.1 percent forecast for the San Francisco CMSA.

VALUATION SERVICES	14	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

TOTAL EMPLOYMENT BY COUNTY
San Francisco CMSA
2002

Source: Economy.com, Cushman & Wakefield Analytics

Between 1992 and 2002, Oakland’s total employment averaged 1.8 percent annual growth – just below the 1.9 percent of the Top 100. Given current economic conditions, Oakland’s short- term employment outlook is tempered. After its enviable employment gains between 1997 and 2000, Oakland’s total employment growth is projected to slow to a 1.5 percent average annual rate from 2003 through 2007 – slightly lagging the average 1.6 percent rate forecast for the Top 100.

TOTAL EMPLOYMENT GROWTH AND UNEMPLOYMENT RATE BY YEAR
Oakland PMSA vs. Top 100
1990 – 2007

Source: Economy.com, Cushman & Wakefield Analytics

Given Oakland’s highly skilled and diversified labor force, its unemployment rate has generally trended with that of the Top 100. The unemployment rate for Oakland as of year-end 2002 was 5.9 percent, compared to the Top 100’s unemployment rate of 5.6 percent. Oakland’s unemployment rate is expected to peak at 6.4 percent in 2003, and then trend downward through 2007 to 5.4 percent, remaining roughly 0.4 percentage points higher than the Top 100 rate through 2007.

VALUATION SERVICES	15	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

Oakland is now home to six of the nation’s 2002 Fortune 500 corporations – ChevronTexaco (ranked as number 7), Safeway (41), Longs Drugs (367), Clorox (394), Golden West Financial (425) and Ross Stores (444). Below is a table of Oakland’s largest non-government employers with Fortune 500 companies indicated by boldface type.

Oakland’s industrial diversity is evident when examining its largest employers. Among the sectors represented by the PMSAs top employers are Medical, Telecommunications, Education, Research & Testing, Retail, Oil & Gas, Heavy Manufacturing, Banking, Software, Financial Services and Transportation.

TOP NON-GOVERNMENT EMPLOYERS
Oakland PMSA
2002

	Number of PMSA
Employer	Employees
University of California, Berkeley Kaiser		24,000
Kaiser Permanente		22,500
SBC Communications, Inc.		11,800
Lawrence Livermore National Laboratory		8,900
Safeway, Inc.		7,700
ChevronTexaco Corp.		6,300
New United Motor Manufacturing Inc.		5,300
Albertson’s Inc.		4,600
John Muir/Mt. Diablo Health System		4,600
Wells Fargo & Company		4,000
Lawrence Berkeley National Laboratory		4,000
Alta Bates Health Systems		3,800
Bay Area Rapid Transit		3,500
Longs Drug Stores, Inc.		3,200
Providian Financial Corporation		3,000
PeopleSoft, Inc.		3,000

Source: East Bay Business Times, December 2002, Economy.com 2003, Cushman & Wakefield Analytics

Oakland’s office-using employment growth lagged that of the Top 100 between 1992 and 1996 before surpassing the Top 100 in 1997 during the Bay Area’s high-tech boom. Comparing the trough to peak trends, from 1994 to 2001, office-using employment in Oakland grew at an annual rate of 2.8 percent, while the Top 100, from 1991 to 2001 grew on average at 2.9 percent per year.

While the Oakland PMSA has a smaller share of technology employment than the San Jose PMSA, the impact of high tech’s recent growth was felt throughout the Bay Area. The Oakland PMSA benefited from its proximity to the San Jose PMSA, the global capital of the high-tech industry. Oakland, especially southern Alameda County, generally served as a more affordable venue for back-office operations of many Silicon Valley firms.

Current economic conditions have had a similar effect on Oakland’s office-using employment as on that of the Top 100 overall. During the five-year forecast period between 2002 and 2007,

VALUATION SERVICES	16	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

growth in Oakland’s office-using employment is projected to average 2.3 percent annually, just above the Top 100 and the nation’s expected average growth of 2.1 percent.

TOTAL OFFICE-USING EMPLOYMENT GROWTH BY YEAR
Oakland PMSA vs. Top 100
1990 – 2007

Source: Economy.com, Cushman & Wakefield Analytics

Oakland’s most significant concentrations of office-using employment are located in several areas throughout the PMSA. Within Alameda County, the highest densities of office employment are in southern Richmond, Berkeley, Emeryville, Oakland, Alameda and San Leandro. Within Contra Costa County, the City of Walnut Creek at the intersection of Interstate 680 and Highway 24 has the highest office employment density. The intersection of Interstate 580 and 680 in Dublin/Pleasanton, characterized by campus-style office development, also has a high concentration of office workers.

VALUATION SERVICES	17	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

OFFICE-USING EMPLOYMENT PER SQUARE MILE BY ZIP CODE
Oakland PMSA
2002

Source: Cushman & Wakefield Analytics

Transportation Network

The Port of Oakland is the third busiest port on the west coast, behind of the Port of Los Angeles, the Port of Long Beach and just ahead of the Port of Seattle. Located on the mainland shore of San Francisco Bay, one of the great natural harbors of the world, Oakland was among the first ports globally to specialize in the intermodal container operations, which have revolutionized international trade and assisted with the emergence of the global economy.

The Oakland PMSA has a number of major freeways that have fostered development around them, and with that, seemingly inevitable traffic jams. Among them: Interstate 880, a major thoroughfare for both trucks and commuters traveling from southern Alameda County; Interstate 580, serving the communities east of the Oakland Hills in the Tri-Valley area (Dublin, Pleasanton, San Ramon) and further east (Livermore and the Central Valley); Interstate 680, which runs almost 70 miles from San Jose to Fairfield in Solano County through back-office and residential areas; Interstate 80, along the east shore of the San Francisco Bay through the communities of west Contra Costa County; and Highway 24, which passes under the east bay hills through the Caldecott Tunnel, and heavily traveled by commuters from Contra Costa County into San Francisco.

VALUATION SERVICES	18	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

These routes are all generally characterized by heavy traffic congestion during each morning and evening commute. Carpool lanes have been added to all of these routes except for Highway 24 and the stretch of Interstate 580 from Hayward to Emeryville, which bisects the residential neighborhoods of San Leandro and Oakland and is prohibited to trucks.

The Bay Area Rapid Transit system (BART) serves most of the East Bay and provides service to San Francisco and south of the city into the Peninsula market, where service to the San Francisco International Airport opened in June 2003. BART’s service extends to Richmond in the North, Pittsburg in east Contra Costa County, Pleasanton in east Alameda County, and Fremont in southern Alameda County. The hub of the system is in Downtown Oakland where all of the lines converge before heading into San Francisco. Furthermore, the Metropolitan Transportation Commission (MTC) has approved a $4.3 billion BART extension from Fremont to San Jose. In addition, a rail connection to the Oakland Airport is also planned to replace the existing bus shuttles, which would enhance its accessibility and long-term growth.

Bus service is provided by AC Transit in Alameda County (west of the hills) and West Contra Costa County, while County Connection serves East Contra Costa and “Wheels” serves Dublin/Pleasanton/Livermore in east Alameda County.

Quality of Life/Amenities

Major Attractions and Amenities

Oakland is located on the San Francisco Bay, and from atop its mountainous areas offers spectacular views of the bay, bridges, islands and downtowns. The East Bay has a generally warmer climate than San Francisco, and beyond the East Bay hills, it is warmer in the summer and cooler in the winter as the Pacific Ocean and San Francisco Bay has less climatic influence.

The East Bay Regional Parks has over 40,000 acres of accessible parklands that support hiking and riding trails, lakes and swimming beaches, fishing and boating and campgrounds. Mount Diablo State Park invites hiking, mountain biking and picnicking, as well as a sweeping view of Contra Costa County and the entire Bay Area from its 3,849-foot peak.

In general, the East Bay’s development is more residential and less commercial in nature than that of San Francisco, with venues for ice skating, sailing, rowing, and horseback riding to name a few. For the young, the Oakland Zoo and Children’s Fairyland are favored destinations. For older children, it is an hour drive to Great America Amusement Park in Santa Clara, Six Flags Marine World in Vallejo and Raging Waters in San Jose. For a more educational outing, there is the new Chabot Observatory in the Oakland Hills, the Lawrence Hall of Science in the Berkeley Hills and the Oakland Museum in Downtown Oakland.

Oakland is also home to three professional sports teams – the Oakland Raiders football team, the Golden State Warriors basketball team and the Oakland Athletics (A’s) baseball team. Both the Raiders and A’s play at Network Associates Coliseum, and the Warriors play at the Oakland Coliseum Arena. Both facilities were renovated when the Raiders moved back to Oakland from Los Angeles.

The Wine Country in Napa and Sonoma Counties are about an hour or so drive from the East Bay. Monterey, Carmel and Big Sur are less than two hours drive, and Lake Tahoe and Yosemite National Park are roughly three hours away.

Education

The San Francisco CMSA is home to numerous institutions of higher learning. The large number of world-class educational and research facilities – more than 35 colleges and

VALUATION SERVICES	19	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

universities – positively impacts the Bay Area economy. Total college enrollment within the Oakland PMSA was 188,900 in 2000, or 7.9 percent of the population.

Alameda County offers a highly developed system of higher education and research facilities including the University of California (UC) at Berkeley. Besides UC, Alameda County boasts a state university, two large private universities, seven community colleges, California College of the Arts and Crafts, and many other specialty schools. Contra Costa County offers seven major colleges including Diablo Valley College, Pleasant Hill; the Center for Higher Education, Walnut Creek; and St. Mary’s College, Moraga.

MAJOR COLLEGES/UNIVERSITIES
Oakland PMSA
Fall 2001

	Full/Part Time
College/University	Enrollment
University of California Berkeley		31,400
Diablo Valley College		21,700
Chabot College		14,500
California State University Hayward		13,240
Laney College		12,500
Ohlone College		11,800
Los Medanos College		10,300

Source: San Francisco Business Times, August 23, 2002; Cushman & Wakefield Analytics

Medical Facilities

The Oakland PMSA has a comprehensive healthcare network. Ranked by total patient days in 2001 they are: Alta Bates Medical Center (Berkeley), Alameda County Medical Center (Oakland), Summit Medical Center (Oakland), John Muir Medical Center (Walnut Creek), Kaiser Foundation Hospital (Oakland), Washington Hospital (Fremont), Kaiser Foundation Hospital (Hayward), Children’s Hospital (Oakland), Eden Medical Center (Castro Valley), Mt. Diablo Medical Center (Concord), Contra Costa Regional Med Center (Martinez) and Doctors Medical Center (San Pablo).

Regional Summary

Oakland’s economy is stable and performing better than the San Francisco and San Jose PMSAs, making it the best economy among the Bay Area’s three core metro regions. Due to its diversity, relatively smaller reliance on high tech and lower business costs, Oakland has been better able to weather the recent economic downturn. In addition, Oakland is less dependent than the rest of the Bay Area on rebounding business investment, particularly IT-related investment. Consequently, Oakland’s employment base fell by just over 1.2 percent peak to trough, well below the significant decline in the South Bay. While its total employment has increased from one year ago, Oakland’s jobless rate is flirting with highs last seen in 1992 and personal bankruptcy filings began to rise late in 2002.

Looking to the longer term, Oakland has the advantages of being an affordable alternative to both San Francisco and Silicon Valley, with the most affordable housing in the Bay Area (though the gap has narrowed), and having the best transportation linkages for its workforce. Oakland’s

VALUATION SERVICES	20	ADVISORY GROUP

OAKLAND REGIONAL ANALYSIS

expanding biotech industry remains an engine of economic growth, fueled by rising R&D activity. Although Oakland’s international trade has declined in recent months, the significance of its ports on the local economy will cause Oakland to be the first among the Bay Area economies to once again expand as economic demand from the U.S. and international markets improves. Oakland’s near-term outlook is positive but is subject to numerous risks related to global trade, state fiscal conditions, business confidence and related travel and spending.

Oakland’s diverse economy is expected to generate average performance in both the near term and long term. The mix of traditional and high-tech industries helps balance the metro area’s growth, limiting the volatility usually seen elsewhere in the Bay Area. Moreover, its generally lower business and living costs compared to the region and availability of developable sites sustain the metro area’s regional competitive advantage.

VALUATION SERVICES	21	ADVISORY GROUP

LOCAL AREA MAP

VALUATION SERVICES	22	ADVISORY GROUP

LOCAL AREA ANALYSIS

Location

The subject is located in the north central part of Fremont, approximately three-quarters of a mile south of the original downtown core. The boundaries of the local area are considered to be Peralta Boulevard to the north, Stevenson Boulevard to the south, Blacow Road to the west, and Mowry Avenue/Peralta Boulevard to the east.

Access

The primary access routes serving the local area are Mowry Avenue, Stevenson Boulevard, Paseo Padre Parkway and Fremont Boulevard. Mowry Avenue and Stevenson Boulevard are primary northeast-southwest traffic arterials, while Paseo Padre Parkway and Fremont Boulevard are primary northwest-southeast traffic arterials through the central part of the city. Interstate 880, the primary north-south freeway through the east Bay area, is located approximately two miles to the west and can be accessed from either Mowry Avenue or Stevenson Boulevard. Overall, access to the local area is considered very good, including that to medical facilities for the elderly residents in the local area.

Character

The local area is characterized by residential uses, with the immediate area supporting higher density residential in the form of apartments and condominiums. Outside of this immediate area, single-family residential becomes more prevalent. Residential prices in the local area generally range from around $250,000 to $350,000. Commercial development is generally concentrated along the primary traffic arterials, including Mowry Avenue, Paseo Padre Parkway and Fremont Boulevard. Shopping is available along each of these aforementioned streets.

The local area is considered to be in a mature stage of its life with the availability of a few remaining vacant sites providing for limited new development opportunities. The local area is considered to be approximately 90 percent developed at this time.

Nearby and Adjacent Land Uses

West:	Condominium complex followed by single family residences
North:	Garden apartments
East:	Garden apartments followed by single-family residences
South:	Singe family residence

Proximity to Healthcare

The primary medical facility in Fremont, the Kaiser Permanente Medical Center, is located ½ mile southeast of the subject at corner of Paseo Padre Parkway and Walnut Avenue. The travel time to this facility is less than five minutes from the subject. There are also numerous medical offices within the general vicinity of the hospital.

Special Hazards or Adverse Influences

There are no hazards or adverse influences present in the local area which have a detrimental influence on properties.

Land Use Changes

We are not aware of, at this time, of any other planned improvements or demolitions in the local area that would impact the subject.

VALUATION SERVICES	23	ADVISORY GROUP

LOCAL AREA ANALYSIS

Conclusion

The subject is located in an established residential area of Fremont. The primary influence of the local area is residentially oriented. The local area is in its mature stage of its life and there is limited land available for future development. Future development will likely consist of redevelopment of properties having reached the end of their economic lives. Services requisite to support a senior living complex such as the subject are within relatively close proximity. After reviewing the local area data, a positive effect on real estate values in the local area is anticipated for the foreseeable future. This positive effect also extends to the subject property.

VALUATION SERVICES	24	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

Independent Living

Congregate care or independent living units are designed for seniors who pay for some congregate services (i.e. housekeeping, transportation, meals, etc.) as part of the monthly fee or rental rate, and who require little, if any, assistance with activities of daily living. Residents of congregate/independent living units may have some health care-type services provided to them by in-house staff or an outside agency. Congregate units may be part of a congregate residence, a property that provides congregate and assisted living services, or a continuing care retirement community.

The retirement housing industry overall has matured considerably over the past two decades as the elderly population has increased and seniors have come to accept and seek alternatives to remaining in their homes. Retirement housing has expanded beyond the early dominance of life care and continuing care retirement communities (CCRCs). These communities, which typically included independent living and nursing care on a single campus, typically charged residents an entrance fee and a monthly fee. Rental retirement communities represented a major area of growth in the 1980s, fueled in part by the Department of Housing and Urban Development’s 221(d)(4) Retirement Service Center mortgage insurance program. Although the program no longer exists, the rental model is still a popular option for newly developed retirement communities. In addition, a small but definite increase in the number of cooperatives and condominiums has taken place, particularly among communities targeting a more affluent segment of the elderly population.

The retirement community of today is a smaller complex consisting of 100 to 200 independent living units versus the 200 to 300 independent living units that characterized the early CCRCs. In some cases, the communities are being developed in stages to avoid some of the up front risk associated with initial lease-up and to allow the facility to be more responsive to the market needs and preferences.

The rental retirement communities of the early 1980s typically offered no nursing care or assistance with daily living. These facilities were designed to provide hospitality services such as meals, housekeeping, transportation, and activities. These facilities met with slow lease-up rates and exceedingly high turnover due to their inability to meet changing resident needs.

Independent living communities, particularly rental communities, are least heavily monitored and governed by state regulations. In some states, this has resulted in a fair degree of flexibility in providing additional services.

It has become quite clear over the past ten years that the retirement communities are attracting an older and somewhat frailer population than originally anticipated. The average age of entrance into independent living units is between the late 70’s and early 80’s, rather than the late 60’s and early 70’s originally anticipated. As a result of the change in resident profile as well as the experience gained in the 1980s, it is clear that some form of health care or supportive services for the frail elderly is a necessary component of a retirement community.

Assisted Living

The emergence of assisted living as an option in the long-term care continuum for elders in the 1990’s represented the convergence of social, political, economic and treatment trends. Prior to this, most dependent seniors had only two long-term care options: be cared for by a family member or enter a nursing home. Today, as the number of elders and their frailty increases, these options have proven inadequate for seniors, their families and society. For many elderly, nursing homes are overly intensive and expensive. Therefore, for the segment of seniors with moderate to intermediate care needs, assisted living has become a favored form of long-term care.

VALUATION SERVICES	25	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

The Assisted Living Facilities Association of America (ALFAA) defines assisted living as a special combination of housing, personalized supportive services and health care designed to respond to the individual needs of those who require help in activities of daily living, but do not need the skilled medical care provided in a nursing home. Assisted living care promotes the maximum independence of dignity for each resident and encourages the involvement of a resident’s family, neighbors and friends.

Although industry proponents are clear as to the general characteristics and philosophy of an assisted living community, there is no national agreement on the details and legal definition of assisted living. As the assisted living industry becomes increasingly standardized, and as the industry expands, it can expect to acquire a defined legal status with respect to licensure, reimbursement and financing.

Some states have enacted laws using the term assisted living, however, in most jurisdictions licensure statutes combine a variety of terms and programs. In referring to residential housing and services, most state licensing laws use terms such as: rest homes, homes for the aged, supportive living facilities, residential care facilities, board and care homes, elderly group homes, congregate care housing and senior housing.

Assisted living programs are located in a variety of environments. They may be housed in newly constructed freestanding facilities, retrofitted buildings such as former hotels, units attached to nursing homes, senior apartments with services, units within CCRC developments and congregate care units. Whatever the environment, there must be private, or at a minimum companion suite residential living space.

Typically, a resident will have a compact studio or efficiency apartment. Living space will almost always include a private bathroom. The living space may or may not include a kitchen or kitchenette, washer and dryer, a living room or storage space. Economics generally dictate the size of the private living space, which can range from a small one-room efficiency of less than 300 square feet to a large one-bedroom apartment of 750 square feet.

Assisted living residences also provide for a considerable amount of common space for the residents to share. Newer assisted living facilities generally allocate from 30 percent to 40 percent of all gross square footage of the building to common area. Such space includes dining rooms, libraries, lounges, activity centers, kitchens and laundry rooms. The size of an assisted living facility depends on many variables including market forces and site constraints. Most newer freestanding facilities typically fall into the range of 40 to 80 units.

The level of service in assisted living facilities varies. However, within a broad range, there are certain basic services offered:

• 24-hour a day on-site supervision or access to an emergency call system;

• Two or three meals and regular snacks are available;

• Light housekeeping and laundry services are available;

• Residents are entitled to some level of personal care each day from the facility staff;

• A personalized health care plan delineates how health care needs may be addressed; and;

• Activity, social service and transportation resources are made available.

Because it is a goal of assisted living to enable residents to age- in- place, the level of personal care, food services or health care may be adjusted upwards as needed. However, arranging services to allow aging- in- place can be difficult if residents need increasing amounts of nursing care and the states limit or prohibit skilled nursing care in assisted living facilities. With this in

VALUATION SERVICES	26	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

mind, it should be noted that there is a growing trend by states to extend the scope of assisted living services far into the long-term care continuum.

The typical resident of assisted living is 83 years old, is a woman and is single or widowed. Today’s assisted living residents have care needs and characteristics that were associated with patients in intermediate care facility nursing homes in the 1970’s and 1980’s. Senior care needs are gauged by the extent to which an individual requires regular assistance with ongoing activities of daily living (ADLs) such as bathing, eating, walking, toileting and dressing. In order to determine that there is an ADL dependency, a clinician must determine that an individual cannot safely or routinely perform a specific activity unless he or she has help. Unless such help is provided, the individual is at risk of not meeting an essential daily need.

While the number of ADLs with which a person needs help is used clinically as a measure of dependency, having such dependency does not mean that medical care is required. In assisted living facilities, residents generally have at least one ADL dependency, and it is not uncommon that they have as many as three or four.

Assisted living fees are typically structured around a fixed monthly amount that covers both housing and services. The monthly amount generally includes a base level of personal care with additional personal care charged separately. There also may be entrance fees, typically equivalent to the first and last month’s rent. Assisted living facilities do not require the large endowment type entrance fees required in some CCRCs.

Occupancy Patterns

Occupancy data compiled by the American Seniors Housing Association for the various senior housing community types (congregate, assisted and CCRCs) has been summarized in the following table.

Median Occupancy Rates
For Profit Senior Housing Facilities

Property Type	1995			1996			1997			1998			1999			2000			2001			2002
Independent		95.0	%		98.0	%		96.0	%		98.0	%		95.0	%		95.0	%		94.5	%		93.1	%
Assisted Living		97.0	%		95.0	%		95.0	%		92.0	%		94.0	%		90.0	%		93.8	%		94.2	%
CCRCs		95.0	%		95.0	%		94.0	%		95.0	%		93.2	%		93.2	%		93.1	%		92.4	%
All Communities		95.0	%		96.0	%		95.0	%		95.0	%		93.7	%		93.7	%		94.0	%		93.5	%

Source: American Seniors Housing Association

As seen, assisted living facilities in 2002 exhibited the highest occupancy rate of any of the property types. This was in contrast to the other property types that saw median occupancy rates decline slightly over 2001.

The average length of stay in a senior facility also varies as to the property type. In the following table is average length of stay data compiled by the American Seniors Housing Association.

VALUATION SERVICES	27	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

Average Resident Length of Stay
(Stated In Months)

Property Type		1998		1999		2000		2001		2002
Independent			45.5		43.4		38.1		43.1		33.4
Assisted Living			24.8		18.5		20.5		28.0		17.7
All CCRCs
	Independent		61.0		45.4		59.8		37.3		37.0
	Assisted Living		16.0		18.2		16.8		12.8		12.0
	Nursing		20.0		23.2		18.6		9.0		9.0

Source: American Seniors Housing Association

As shown, the average length of stay in an assisted living facility in 2002 was 17.7 months and which reflected a notable decline over the length of stay average for 2001. Both assisted and independent living facilities showed declines, while CCRCs maintained generally similar occupancies over 2001. Much of the reasoning for the decline is from increased lateral movement of residents between existing facilities caused by such factors as facility operations (management, staffing, etc.), as well as foreclosures and closings of poorly operated facilities.

Absorption Trends

Net absorption data compiled by the American Seniors Housing Association (ASHA) for senior housing facilities is summarized in the following table.

2001 National Average Net Absorption Rates
Senior Housing Facilities

	1st		Months		Months		2nd		3rd
Property Type	Month		2 - 6		7 - 12		Year		Year
Independent		25.5		6.7		3.7		2.8		2.9
Assisted Living		11.7		5.2		2.9		2.2		5.3
CCRCs		37.4		18.9		9.0		5.5		4.1
All Communities		28.4		10.3		5.2		3.5		4.1

Figures based on number of residents
Source: American Seniors Housing Association

VALUATION SERVICES	28	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

As seen, initial absorption of new residents for all facility types is strong in the first month, then it tapers off during the following months.

California Assisted Living Environment

The California Department of Social Services, Community Care Licensing Division, is the State Agency responsible for approving, monitoring and regulating residential care facilities for the elderly, which provide temporary or long-term, 24-hour non-medical residential care services to the elderly, who are substantially unable to live independently. Resident dependence may be the result of physical or other limitations associated with age, physical or mental disabilities or other factors.

Residential facilities are group living facilities with shared bedrooms for the residents. Services provided typically include three meals daily, recreation, housekeeping, security and personal services. Personal services in general include assistance with bathing and dressing and dispensing of medications.

Regulation of residential care facilities in California is documented by the State Department of Social Services (“Department”), contained in Residential Care Facilities for the Elderly, Title 22, Division 6, Chapter 8. Included in these regulations are application procedures, license requirements, enforcement provisions, continuing requirements, physical environment and health related services. Unless a facility is exempt from licensure as specified in regulatory Section 80007, no adult, firm, partnership, association, corporation, county, city, public agency or other government entity shall operate, establish, manage, conduct or maintain a community care facility without first obtaining a valid license.

General Requirements

The following is an outline of the basic requirements for residential care facilities in the State of California:

Admission

Prior to accepting a resident for care, the facility shall conduct an interview with the applicant and responsible person, perform a pre-admission appraisal, and evaluate a recent medical assessment. The licensee is to complete and maintain individual written admission agreements with all persons admitted to the facility or their designated representatives. The agreement shall specify basic services to be made available, payment provisions, modification conditions, refund conditions, general facility policies, and that the Department or licensing agency has the authority to examine residents’ records. The agreement must also specify conditions under which the agreement may be terminated.

Medical Assessment

Prior to a person’s acceptance as a resident, the licensee shall obtain and keep on file, documentation of a medical assessment, signed by a physician, made within the last year. The medical assessment shall include a physical examination of the resident, documentation of prior medical services and history, and a current medical status. There should be a record of current prescribed medications, identification of physical limitations of the person, and a determination of the person’s ambulatory status. The licensee shall obtain an updated medical assessment when required by the Department.

VALUATION SERVICES	29	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

Resident Records

A separate record shall be maintained for each resident. The record shall be current and complete and be generally accessible. A current register of all residents in the facility shall be maintained and also kept in a central location.

Personal Rights

Each person shall have personal rights, which include but are not limited to:

• To be accorded dignity in his/her personal relationships with staff, residents, and other persons.

• To be accorded safe, healthful and comfortable accommodations, furnishings and equipment.

• To be free from corporal or unusual punishment, humiliation, intimidation, mental abuse or other actions of a punitive nature which interfere with daily living functions.

• To leave or depart the facility at any time and to not be locked in any room, building, or on the premises by day or night.

• All persons accepted to facilities or their responsible persons, shall be personally advised and given a copy of these rights at admissions.

Incidental Medical and Dental Care

Each facility shall have a plan for incidental medical and dental care. The plan shall encourage routine medical and dental care and provide for assistance in obtaining such care by compliance with the following:

• The licensee shall arrange, or assist in arranging, for medical and dental care appropriate to the condition and needs of the residents.

• The licensee shall provide assistance in meeting necessary medical and dental needs. This includes transportation to the nearest available medical or dental facility.

• There shall be arrangements for separation and care of residents whose illness requires separation from others.

• When residents require prosthetic devices, vision and hearing aids, the staff shall be familiar with the use of these devices, and shall assist the resident with the utilization of them.

• The licensee shall provide for assisting residents with self-administered medications as needed.

• There shall be adequate privacy for first aid treatment of minor injuries and for examination by a physician if necessary.

• If the facility has no medical unit, a complete first aid kit shall be maintained and readily available.

Food Service

Meals on the premises shall be served in one or more dining rooms or similar areas in which the furniture, fixtures and equipment necessary for meal service are provided. Such dining areas shall be located near the kitchen so that food may be served quickly and easily. The dining rooms are to be attractive to promote socialization among the diners. Tray service shall be provided in case of temporary need.

VALUATION SERVICES	30	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

In facilities with 50 or more residents, providing three meals a day, a full-time employee qualified by formal training or experience shall be responsible for the operation of the food service. If this person is not a dietician, then a provision should be made for regular consultation. The food should be of a good quality.

Personal Accommodations and Services

The facility shall be safe, clean, sanitary and in good repair at all times for the safety and well being of clients, employees and visitors. The facility should be large enough to provide comfortable living accommodations and privacy for the residents, staff and others. There should be common rooms such as living rooms, dining rooms, dens or other activity rooms. Bedrooms shall sleep no more than two clients and be large enough to allow for easy passage and comfortable use of any required client assistance devices. Bedrooms are not to be used as passageways and no room for any other use can double as a bedroom.

Equipment and supplies necessary for personal care and maintenance of adequate hygiene practice shall be readily available to each resident.

Each client is to be provided with a bed in good repair, a chair, a nightstand, a lamp for reading, and adequate closets and drawer space. Clean linen and towels in good repair are to be provided weekly at a minimum, and more often if necessary. Toilets and bathrooms are to be located near the client’s bedrooms. There is to be at least one toilet and sink for each six persons, and at least one tub or shower for each ten persons, with adequate privacy.

A comfortable temperature must be maintained at all times. All windows are to be in good repair and free of insects, dirt and other debris. There should be adequate lighting throughout the facility for the safety and comfort of all persons in the facility.

Personal Services

Licensees shall provide necessary personal assistance and care with activities of daily living including, but not limited to dressing, eating, and bathing.

Activities

The licensee shall ensure that planned recreational activities are provided for the client. These activities include physical activities such as games, sports and exercise, as well as group interaction.

Evaluation Visits

Every licensed community care facility is periodically inspected and evaluated for quality of care. Evaluations are to be conducted at least once a year to ensure the quality of care. The Department shall notify the facility in writing of all deficiencies and shall set a reasonable timeframe for compliance by the facility. Upon a finding of noncompliance, the Department may levy a civil penalty not to exceed $50 per day for each day until the Department finds the facility in compliance. If the facility fails to comply in the allotted time, then the amount collected shall be forfeited to the Department. Reports shall be kept on file in the Department and open to public inspection. A follow up visit is required to determine if the deficiency has been corrected.

Corrective action is taken by the Department when a licensee fails to protect the health, safety and personal rights of individuals in its care, or is unwilling or unable to maintain substantial compliance with licensing regulations.

Enforcement is maintained through:

1.	Fines and civil penalties (vary according to the violation)
2.	Non-compliance office conferences

VALUATION SERVICES	31	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

3. Administrative legal actions as follows:

• Denial of applications

• Compliance plans

• Probationary license

• Temporary suspension of license

• Revocation of license

• License and employee exclusions

The Department may suspend or revoke any license on any of the following grounds stipulated in Health and Safety Code Sections 1569.1515(c) and 1569.50:

• The Department may revoke the license of any corporate licensee that has a member of the board of directors, the executive director or an officer who is not eligible for licensure pursuant to regulations.

• Violations of the specifics rules and regulations.

• Aiding, abetting or permitting the violation of the rules and regulations.

• Conduct which is inimical to the health, morals or safety of either an individual in or receiving services from the facility or the people of the State of California.

• The conviction of a licensee, or individuals in contact with residents at any time before or during licensure, of a crime as defined in the regulations.

VALUATION SERVICES	32	ADVISORY GROUP

SENIOR LIVING INDUSTRY OVERVIEW

• Engaging in acts of financial malfeasance concerning the operation of a facility, including, but not limited to, improper use or embezzlement of resident monies and property or fraudulent appropriation for personal gain of facility moneys and property, or willful or negligent failure to provide services for the care of the residents.

When the Department intends to seek revocation of a license, the Department shall notify the licensee of the proposed action and at the same time shall serve such licensee with an accusation. The licensee has a right to a hearing prior to the revocation or suspension of a license, except when an “Immediate Temporary Suspension Order” is written.

The Immediate Temporary Suspension Order temporarily suspends any license prior to any hearing when in the Department’s opinion such action is necessary to protect the residents in the facility from any physical or mental abuse or any other substantial threat to health and safety. When the Department intends to temporarily suspend a license prior to a hearing, the Department shall notify the licensee of the temporary suspension and the effective date thereof and at the same time serve the licensee with an accusation.

For either a revocation or a revocation and temporary suspension action, the Department shall within 15 days of receipt of notice of defense ask the Office of Administrative Hearings to set the matter for hearing.

For a revocation and temporary suspension action, the Department shall ask the Office of Administrative Hearings to hold the hearings as soon as possible but not later than 30 days after receipt of the Notice of Defense.

VALUATION SERVICES	33	ADVISORY GROUP

MANAGEMENT AND OPERATIONS OVERVIEW

Management Overview

The subject is managed by ARV Assisted Living, Inc. (ARV). Retirement Inn of Fremont was constructed in 1977. There have not been any recent major renovations to the facility over the past three years. Revenues have been sporadic over the last three years, while expenses have been increasing. The facility’s occupancy was 79 percent in 2000, 85 percent in 2001 and declined to 86 percent annualized for the first eight months of 2003. The current occupancy has declined slightly. The reasoning for the lower annual occupancy has been reportedly due to the older age of the property and market positioning. Overall, we believe that ARV is competent to manage the subject property.

Operations Overview

Services

Retirement Inn of Fremont is designed for assisted living and offers all the services typical of these types of facilities. This facility has been designed as a rental community and provides most services under a fixed monthly rate. All resident contracts are for the term of stay. According to the terms of the agreement, a thirty (30) day written notice is required prior to any increase in fees for additional charges or for increases due to increased cost of operations. Included in the monthly rates are:

• Three meals daily and snacks;

• All utilities except for personal telephone

• Scheduled Transportation;

• Twenty-four (24) hour security and numerous safety features throughout the apartments;

• Weekly housekeeping services;

• Linen services;

• Organized individual and group activities

In addition to the monthly fee there are optional services available at an additional charge. These services include additional personal care, respite care, guest meals, beauty shop fees and additional transportation fees. There are regularly scheduled health assessments that help determine which level of services each individual patient receives.

Regulations and Health Matters

The facility has a license for a capacity of 99 assisted living/residential care beds and is regulated by the State of California’s Department of Social Services. A copy of the Regulations is posted in a conspicuous place in the facility and the residents acknowledge at the time of entry that the operation of this facility is governed by these regulations. Furthermore, if the licensing entity amends these regulations, the resident and the provider must obey by the amended regulations.

State Monitoring

The State of California conducts annual surveys of licensed assisted living/residential care facilities. The most recent survey for the subject was conducted in July 2002. The survey reported that the facility met all requirements with no serious deficiencies. A new license for the following 12 months was issued for the facility.

Admission Policies

Retirement Inn of Fremont requires all potential assisted living residents to undergo a health evaluation by a physician before entrance into the facility. The operator has the right to

VALUATION SERVICES	34	ADVISORY GROUP

MANAGEMENT AND OPERATIONS OVERVIEW

terminate the agreement at any time when they feel that the resident’s personal care needs cannot be adequately served by the facility.

There is to be a chart for each resident in assisted living. At the time of admission, a dated and signed medical evaluation, which conforms to the licensing regulations, must be on file. Thereafter, a medical evaluation, which also conforms to licensing regulations, must be made at least every twelve (12) months.

The operator may seek appropriate evaluation and assistance and may arrange for the transfer of a resident to an appropriate and safe location, prior to termination of an admission agreement and without ninety (90) days notice or court review for the following reasons:

• When a resident fails to pay the monthly rent prior to written notice of such absence;

• When the operator feels that the residents mental or physical needs cannot be adequately met by the facility;

• In the event a resident’s behavior poses an imminent risk of death or serious physical injury to himself/herself or to others;

• Breach of contract for any reason by the resident or operator;

• Any prolonged health-related or other absence.

Retirement Inn of Fremont caters to the full range of needs of seniors requiring assisted living services. The administrator develops and maintains a personalized service plan, which is amended if necessary. Furthermore, the aging-in-place and out-placement policies appear to be reasonable and well implemented. Services at the facility are standard for this type of complex and are in keeping with the residential make-up at the subject.

Marketing

Retirement Inn of Fremont has always maintained a full time marketing director. At the time of inspection, this position was vacant. Management is actively recruiting for a new marketing director. In the past, as well as under new management, marketing personnel for the subject will be actively involved in the community, as well as with discharge planners for area hospitals. They do not do any telemarketing. Direct mailings, scheduled community events, and networking, on the other hand are a routine part of marketing efforts.

Given the history of the subject, it appears that marketing efforts have been of varied success. Occupancy of the facility was at 79 percent for 2000, 85 percent in 2001 and reached an average annual occupancy of 94 percent in 2002. Finding a qualified marketing person is an important factor in the success of the facility, especially due to its older age and shared bathroom design. This is compounded by the highly competitive basis of the primary market area. Aggressive marketing will be required to maintain occupancy.

VALUATION SERVICES	35	ADVISORY GROUP

MANAGEMENT AND OPERATIONS OVERVIEW

Conclusion

Overall, based on our inspection of the facility, discussions with some of the personnel and our review of the Policies and Procedures, it is our opinion that the facility is presently being operated in a competent manner. The facility has been adequately maintained and the residents appear to be content.

VALUATION SERVICES	36	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Primary Market Area

The first step in analyzing the competitive market for the subject is delineating its primary market area (PMA). The primary market area is typically described as either a defined radius around the subject, zip codes, or the subject’s county. In order to delineate the subject’s primary market area, we have interviewed the subject’s Executive Director as well as the competitive properties we have used in our analysis.

Our discussions indicated that approximately 75 percent of the subject’s residents come from the Sunnyvale area. This encompasses an area of approximately three miles. The remaining 25 percent emanate from the greater eastside area. The following chart details the competitors primary market areas (PMA), as well as the estimated percentage that comes from their PMA.

		% of Residents
Name	PMA	from PMA
Carlton Plaza	3.0-5.0 Miles		75	%
Aegis of Fremont	3.0-5.0 Miles		80	%
Westlake House	3.0-5.0 Miles		75	%
Eden Villa - Pleasanton	3.0-5.0 Miles		70	%
Rosewood Gardens	3.0-5.0 Miles		75	%
SUBJECT	3.0-5.0 Miles		75	%

In the case of the subject, we have determined the primary market area to encompass an area of approximately three miles with 75 percent of the residents emanating from this PMA. Although a project like the subject may also attract residents from outside of the area, the geographic market area within a radius of three miles of the subject is considered to represent the primary draw for the subject. As indicated on the chart, the subject’s primary market area of three miles is similar to the comparables.

Most of the marketing directors we interviewed also indicated that adult children in this market are the driving forces in the decision making process for their parents.

Supply/New Construction

Existing Facilities

Because of the subject’s levels of personal care services, and type of amenities, the personal care homes in the market with less than 25 beds do not generally compete directly with the subject. However, the following charts detail the number of assisted living units in the subject’s market area that pose direct and indirect competition to the subject. We note that the table includes facilities located in both the subject’s primary and secondary market area in the Fremont area.

VALUATION SERVICES	37	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

MARKET AREA SUPPLY

	Total AL
Name	Units		PMA/SMA*
Carlton Plaza		130	PMA
Aegis of Fremont		59	PMA
Westlake House		213	PMA
Eden Villa - Pleasanton		42	SMA
Rosewood Gardens		81	SMA
SUBJECT		69
Totals		594

* PMA - Primary Market Area; SMA - Secondary Market Area

In the Fremont area, there are several facilities offering independent and assisted living services. These range from traditional independent living facilities up to those that cater exclusively to assisted living and dementia residents. Because of the subject’s older age, it does not compete directly with the newer assisted/dementia facilities. Inversely, it offers a level of services above the traditional independent living facility. The properties shown above are located in both the PMA and outside of Fremont in the secondary market area.

Proposed Units

Discussions with local providers and planning departments indicated that there are no other facilities planned at this time. The most recent construction was a 64-unit Aegis Garden facility in 2001 in the northeast part of Fremont along Fremont Boulevard. This facility also offers 18 units for Alzheimer’s residents.

Occupancy Patterns

Industry Statistics

Assisted living facilities generally exhibit the lowest overall occupancy patterns of any of the senior housing community types (congregate, assisted and CCRCs). As was noted in the Senior Housing Industry Overview presented earlier, assisted living facilities indicated an average occupancy rate of 94.2 percent in 2002, which represented an increase from 93.8 percent in 2001. Assisted living facilities in 2002, according to the survey, indicated the highest occupancies of the senior housing property types (independent, assisted and CCRCs).

Competitive Market Area

The senior living facilities we surveyed for our analysis totaled approximately 525 units and/or beds (excluding the subject) and the current available occupancy of those properties was from 97 to 100 percent. We note that due to the limited amount of similar facilities in the immediate area, several of the facilities we investigated are located outside of the defined primary market area of the subject.

Retirement Inn of Fremont is noted as having been at 84 percent occupancy at the time of inspection. The subject appears to have a relatively good reputation in the market and although occupancy has been below stabilized levels over the last three years, current increased occupancies and more aggressive marketing should help to continue recent trends.

A summary showing the competitive properties and their overall average occupancy levels is shown below. Please note that not all of these properties may fall within the defined market

VALUATION SERVICES	38	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

area of the subject, however, in the Elderly Demographics section we have defined the total supply in the competitive market area.

		Total AL
Name		Units		Occupancy Level
Carlton Plaza	*		130		97	%
Aegis of Fremont	*		59		97	%
Westlake House	*		213		96	%
Eden Villa - Pleasanton			42		100	%
Rosewood Gardens			81		100	%
SUBJECT			69		84	%

* Denotes facilities located in subject’s primary market area.

Again, we note that due to the limited amount of similar facilities in the immediate area, several of the facilities we investigated are located outside of the defined primary market area of the subject. The properties located in the PMA are identified in the above chart.

Rental Rates

Current rental rates for assisted living units in the Fremont area begin at around $1,600 per month for shared accommodations and go up to around $4,000 for a one-bedroom unit. For the most part, assisted living facilities provide three meals per day, weekly to bi-weekly housekeeping, weekly laundry, all utilities except telephone and cable TV, activities and transportation. Most assisted living facilities generally include a minimal or base level of personal care services in the base monthly rents. In the subject’s market, charges for additional personal care services vary from a property like the subject that includes no personal care in the base rental rate up to facilities such as Aegis of Fremont that includes a moderate level of personal care services in the monthly rent.

Rent Increases

Most assisted living facilities in the Fremont market area have been instigating annual rent increases over the last several years. Although no specific data was available, discussions with several providers indicated that they have been routinely increasing rents between three and five percent per year. Discussions with the subject’s Executive Director indicated that the facility has also been increasing rents annually over the last several years. The most recent rent increase at the subject was October 1, 2003 and was for a 5.0 percent across the board increase.

Concessions

Rent concessions, or incentives, provide a good indication of the condition, or strength of current market conditions. Rent concessions are generally found in markets exhibiting high vacancy and diminished absorption levels, as well as being used by new projects as a part of their overall marketing programs. At the time of our investigation of the Fremont market area, no specific concessions were noted. Similar to the market, Retirement Inn of Fremont reported that they are not offering concessions for leasing vacant units. The subject, however, had been offering concessions in 2002 and in the first part of 2003 in attempt to stimulate the below stabilized occupancy problems. As of recently, the subject has not had to utilize concessions. Concession will not likely be part of the market and used only to stimulate any unforeseen

VALUATION SERVICES	39	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

vacancies. They should, however, not be of any major significance to a property like the subject.

Absorption Trends

An assisted living facility generally exhibits lower initial absorption patterns during the first year of any of the senior housing community types (independent, assisted and CCRCs). Occupancy data compiled by the American Seniors Housing Association (ASHA) was previously summarized in the Assisted Living Industry Overview. The industry data indicated that initial absorption of new residents for all facility types is strong in the first month, then it tapers off dramatically during the following months. Specifically, net absorption averaged 11.7 residents for the Month 1, 5.2 residents for Months 2 – 6, 2.9 residents for Months 7 – 12, and 2.2 residents during Year 2.

Retirement Inn of Fremont opened in 1977 and has been moderately successful from an occupancy basis. Occupancy at the facility was 79 percent in 2000, 85 percent in 2001, 94 percent in 2002 and year-to-date 2003 annualizes out to 86 percent. We note that the facility was at an occupancy of 84 percent at the time of our inspection.

Senior Demographics

We have evaluated the current and future market potential by analyzing demographic trends and the supply of elderly housing in the facility’s market area. Most market areas for assisted living are considered to comprise up to five miles for the primary area and up to 10 to 20 miles for the secondary area. As was discussed earlier, the primary market area for the subject is considered to effectively encompass an area of approximately three miles and a secondary area of approximately five miles. This assumption was based on our review of the demographics of the area, trends on where most of the competition is being constructed, as well as from discussions with facility’s Executive Director regarding its primary market area.

The demographic data used in our analysis was compiled by Claritas, Inc. The data includes figures for the most recent census year in 2000, 2002 estimates and projections for the year 2007. For purposes of this analysis, we have relied upon the 2002 estimates for current demographic information. Additional state and national information has also been obtained from A Profile of Older Americans: 2001, prepared by the American Association of Retired Persons and the Administration on Aging and based on data from the U.S. Bureau of the Census.

Senior Population/Growth Rates

Population and growth statistics for the subject’s primary and secondary market area is shown in the following chart.

VALUATION SERVICES	40	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Population Statistics

	PMA					SMA
	3 Miles					5 Miles
	Population		%			Population		%
2000
Total *		163,265					273,703
65+		14,857		9.1	%		23,206		8.5	%
75+		6,302		3.9	%		9,683		3.5	%
85+		1,493		0.9	%		2,234		0.8	%
2002	Estimate
Total *		167,888					281,726
65+		15,177		9.0	%		23,697		8.4	%
75+		6,594		3.9	%		10,112		3.6	%
85+		1,614		1.0	%		2,411		0.9	%
2007	Projection
Total *		179,206					301,294
65+		16,384		9.1	%		25,589		8.5	%
75+		7,039		3.9	%		10,759		3.6	%
85+		1,897		1.1	%		2,809		0.9	%

* Total population unadjusted for age
Source: Claritas, Inc.

Growth Rates

	PMA						SMA
	3 Miles						5 Miles
	Total			Annual			Total			Annual
2000-2007
Total *		9.8	%		1.3	%		10.1	%		1.4	%
65+		10.3	%		1.4	%		10.3	%		1.4	%
75+		11.7	%		1.6	%		11.1	%		1.5	%
85+		27.1	%		3.5	%		25.7	%		3.3	%
2000-2002
Total *		2.8	%		1.4	%		2.9	%		1.5	%
65+		2.2	%		1.1	%		2.1	%		1.1	%
75+		4.6	%		2.3	%		4.4	%		2.2	%
85+		8.1	%		4.0	%		7.9	%		3.9	%
2002-2007
Total *		6.7	%		1.3	%		6.9	%		1.4	%
65+		8.0	%		1.5	%		8.0	%		1.5	%
75+		6.7	%		1.3	%		6.4	%		1.2	%
85+		17.5	%		3.3	%		16.5	%		3.1	%

* Total population unadjusted for age
Source: Claritas, Inc.

The population in the subject’s market area indicates a moderate level of demand for senior housing. As seen from the data, the elderly population is growing slowly in terms of absolute numbers and as a percentage of total population. Comparatively, the national average of residents age 65+ constituted 13.0 percent of the total population in 2000 according to Claritas, Inc. The subject’s primary market area indicates a similar aged older population to the national average. Furthermore, the average number of older Americans increased 12.6 percent from 1990 to 2000. These rates are similar than the senior growth seen in the subject’s primary and secondary market areas.

Adult Children Population/Growth Rates

We have also analyzed population trends for what the industry refers to as “adult children”. This segment of the population generally plays a significant role in the placement of a senior in a senior housing facility. This is especially true as many seniors or elderly will relocate to be near their adult children or relatives. This fact is widely recognized by senior housing operators who indicate that market areas exhibiting a higher concentration of adults between the age of 45 and 65 can generally support a much larger supply of senior housing than would be shown through analyzing only the percentage of seniors currently residing in the market area. This situation is more prevalent with regard to higher levels of care such as assisted living and nursing. Population and growth statistics for the subject’s primary market (PMA), as well as the secondary market (SMA) areas for these age groups are shown below

VALUATION SERVICES	41	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Population Statistics - Adult Children

	PMA					SMA
	Population		%			Population		%
2000
Total *		163,265					273,703
45 - 54		21,046		12.9	%		36,528		13.3	%
55 - 59		7,178		4.4	%		11,916		4.4	%
60 - 64		5,678		3.5	%		9,289		3.4	%
2002		2002
Total *		167,888					281,726
45 - 54		22,508		13.4	%		39,063		13.9	%
55 - 59		8,058		4.8	%		13,413		4.8	%
60 - 64		6,114		3.6	%		10,000		3.5	%
2007		2007
Total *		179,206					301,294
45 - 54		25,384		14.2	%		44,129		14.6	%
55 - 59		9,900		5.5	%		16,479		5.5	%
60 - 64		7,891		4.4	%		12,938		4.3	%

* Total population unadjusted for age
Source: Claritas, Inc.

Growth Rates - Adult Children

	PMA						SMA
	Total			Annual			Total			Annual
2000-2007
Total *		9.8	%		1.3	%		10.1	%		1.4	%
45 - 54		20.6	%		2.7	%		20.8	%		2.7	%
55 - 59		37.9	%		4.7	%		38.3	%		4.7	%
60 - 64		39.0	%		4.8	%		39.3	%		4.8	%
2000-2002
Total *		2.8	%		1.4	%		2.9	%		1.5	%
45 - 54		6.9	%		3.4	%		6.9	%		3.4	%
55 - 59		12.3	%		6.0	%		12.6	%		6.1	%
60 - 64		7.7	%		3.8	%		7.7	%		3.8	%
2002-2007
Total *		6.7	%		1.3	%		6.9	%		1.4	%
45 - 54		12.8	%		2.4	%		13.0	%		2.5	%
55 - 59		22.9	%		4.2	%		22.9	%		4.2	%
60 - 64		29.1	%		5.2	%		29.4	%		5.3	%

* Total population unadjusted for age
Source: Claritas, Inc.

As shown, the 45 to 64 age group showed strong growth between 2000 and 2002 in both the primary and secondary market area. Going forward, this age group is forecast to grow at slightly higher rates. Overall, adult children are expected to contribute positively towards living options for the subject and its market area.

Income and Households

In addition to the absolute number and growth of the elderly population, the number of households with appropriate income levels will dictate the actual population available to support the subject. Statistics on income levels are typically presented by the household. We note that in the case of the elderly, most households include at least a single adult. For comparison purposes it is therefore reasonable to utilize the household statistics. Furthermore, the housing cost and income requirements for a second person are significantly less than the primary occupant.

Compared with the local competition, the subject has monthly rates in the middle of the range. To afford the various accommodations at the subject, it is estimated that an average annual income of $26,600 would be necessary. We have utilized the average projected revenue per resident of approximately $22,570 as calculated in the Income Capitalization Approach to value. We have assumed that a resident would spend approximately 85 percent of their income on housing, meals and utilities. The balance of the income is required for taxes, insurance, and personal needs. By dividing the $22,570 by 85 percent we arrive at an average income of $26,600, rounded.

Assuming no child subsidy, it is estimated that most residents would require an annual income of $26,600 or more to afford the majority of the accommodations at the subject. We note that this is a conservative assumption given that there are a significant number of elderly who are receiving some form of child subsidy. Furthermore, these indicators are somewhat skewed given that there are recent findings suggesting that the elderly are indeed spending down their assets other than income from their house while residing in senior living facilities. Given the relatively short term of stay anticipated in these facilities, it is reasonable to assume that there would be a greater spend-down of assets. Reference is made to the findings in the State of

VALUATION SERVICES	42	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Seniors Housing Report, 2002 published by the Americans Senior Housing Association, which cites the average length of stay in an assisted living facility to be 18 months.

We also note that the indicated income level does not account for child subsidies or a sale of a home. According to the Claritas report, 75.5 percent of the 65+-householder population owns their own residences in the primary market area and the median housing value was reported to be $395,636 in 2002. Given that the elderly population typically own their residence free and clear, it is reasonable to assume that there would be additional income available from the sale of a residence which could be amortized over the length of stay. Given the average price of a house and that the majority of the elderly own their houses free and clear, we have assumed that this cash would provide for additional income of say $23,738 annually or a safe rate of return of 6.0 percent of the investment (6.0 percent x $395,636).

After accounting for this ($26,600 - $23,738 = $2,900), we have considered a higher income qualifier of $25,000 to be a reasonable threshold for entrance to the subject facility due to the rent structure at the property. Reference is made to the table below for a summary of household income for the income qualifiers in the $25,000+ range.

Income Statistics

Households With Incomes Greater Than $25,000

	PMA					SMA
	3 Miles					5 Miles
	Total		%			Total		%
2002
* Total 65+		7,960		—			11,798		—
65+		5,857		73.6	%		8,659		73.4	%
75+		2,145		26.9	%		3,059		25.9	%
85+		427		5.4	%		609		5.2	%
2007
* Total 65+		8,345		—			12,361		—
65+		6,894		82.6	%		10,089		81.6	%
75+		2,679		32.1	%		3,788		30.6	%
85+		631		7.6	%		873		7.1	%

* Unadjusted for Income
Source: Claritas, Inc.

Income Statistics - Growth Rates

Households With Incomes Greater Than $25,000

	PMA						SMA
	3 Miles						5 Miles
	Total			Annual			Total			Annual
2002-2007
* Total 65+		4.8	%		0.9	%		4.8	%		0.9	%
65+		17.7	%		3.3	%		16.5	%		3.1	%
75+		24.9	%		4.5	%		23.8	%		4.4	%
85+		47.8	%		8.1	%		43.3	%		7.5	%

* Unadjusted for Income
Source: Claritas, Inc.

We have found that for households over $25,000 within our primary market area in 2002 (5-mile radius), there were 5,857 for the 65+ age group, 2,145 for the 75+ age group and 427 for the 85+ age group. The number of households earning $25,000 or more in the primary market area is anticipated to increase over the next five years at an annual average rate of 3.31 percent for age 65+ households, 4.55 percent per year for age 75+ and 8.12 percent for the age 85+ households. Overall, these figures appear to be consistent with the population trends.

Penetration Rates

A market penetration analysis provides insight into project feasibility. It indicates the ability of a project to lease-up or maintain stabilized operation based on a ratio analysis of other geographic areas (units to population) applied to the subject’s market area. The applicability of the penetration analysis is dependent on the similarities of the area analysis to the subject area. Other factors may cause variations in the penetration rates in an individual market such as competition from similar property types (assisted versus independent living) and unique market demand characteristics (urban versus rural). Given the relatively small number of units and population in an individual area, some divergence from the macro ratio is not unlikely.

VALUATION SERVICES	43	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS  

In this analysis we have defined the penetration rate to be the percentage of primary market assisted living units to age and income-qualified residents. The 2002 penetration rate is compared to that projected for 2007 based on a supply increase of 25 percent. While there are no firm industry standards for penetration rates, studies across the country suggest that assisted living penetration rates up to 7.0 percent reflect good markets or markets in equilibrium. These percentages have been provided by the MDS Research Company, Inc., who specializes in the market and feasibility analysis of senior housing facilities. Furthermore, a Cushman & Wakefield survey of over 120 senior housing markets across the nation supports acceptable penetration rates of 7.0 percent or below.

Through a review of senior demographics, industry surveys noted above and local market characteristics; we have utilized the following criteria to determine the subject’s market area characteristics.

MARKET CLASSIFICATIONS

	Market Wide	Market Penetration	Rent
Type of Market	Occupancy	Rate	Concessions
Good	90%+	Up to 3.9%	None
Equilibrium	80 – 89%	4.0% - 6.9%	Nominal
Saturation	70 – 79%	7.0% - 9.9%	Moderate
Saturated (Over Built)	69% and Below	10% and Above	Substantial

Nationally, it is generally anticipated that 60 to 70 percent of residents will come from the primary market area and an additional 15 to 20 percent will be from the secondary market area. The remainder of the residents will generally be from other areas and have relocated to be closer to family members. Primary market residents lost to other market areas generally offset residents coming from the secondary market.

The demand for elderly housing is determined by analyzing the relationship between the supply of senior housing units and the number of qualified residents with adequate income to afford the units. In general, a higher ratio of qualified residents, coupled with a high overall occupancy in the area indicates a strong demand for senior housing. At the same time, a low ratio of units to available households coupled with a high occupancy also indicates a high demand. A low occupancy for the area always indicates a low demand. In other words, the ratio of qualified residents is only one component.

We have calculated the market wide occupancy as of the date of inspection for the subject’s primary market area. The primary competing facilities in the PMA, including the subject, are shown in the following table. We acknowledge that the following summary of properties may not represent all of the facilities in the market area, but are what we believe to be the most competitive to the subject.

VALUATION SERVICES	44	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

MARKET OCCUPANCY CHARACTERISTICS

Primary Market Area

Name	No. Units		Occupancy			Occupied Units
Carlton Plaza		130		97	%		126
Aegis of Fremont		59		97	%		58
Westlake House		213		96	%		204
Eden Villa - Pleasanton		42		100	%		42
Rosewood Gardens		81		100	%		81
SUBJECT		69		84	%		58
Totals		594		96	%		569

These, along with the previous factors shown will be used in our age and income qualified penetration analysis that follows.

Age and Income Qualified Penetration Analysis

In our analysis we have assumed that 75 percent of the residents will come from the primary market area. We note that the population in the area is moderate and that the general population is increasing and the elderly population is on the rise. This suggests that the subject facility will have to place greater weight on attracting residents to move to be close to family members. We note that areas where the younger population is expanding would be more apt to attract residents from outside the community to move to be closer to their children.

Based on the population and income data presented earlier, the following chart shows our market penetration analysis for the subject.

Market Penetration Analysis

Primary Market Area
3 Miles

	2002			2007
65+ Income Qualified Households		5,857			6,894
Average Household Size*		1.91			1.96
Available Persons		11,167			13,535
Total Supply**		594			743
Required Resident % From PMA		75	%		75	%
Required Residents		446			557
Available Persons		11,167			13,535
Indicated Penetration Rate***		3.99	%		4.11	%

* Total 65+ Population Divided by Total 65+ Households

** No. of assisted living units (includes dementia) in primary market area. 2007 figure accounts for 25 percent new or forecast competition

*** Required Residents divided by Available Persons

Source: Claritas, Inc.

Based on the data, the indicated penetration rate for the subject in 2002 is 3.99 percent. The projected growth of 25 percent in the unit supply in the next five years indicates a penetration rate of 4.11 percent in 2007.

VALUATION SERVICES	45	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Based on the market classification chart presented earlier, penetration rates of up to 3.9 percent were classified for good markets, 4.0 to 6.9 percent signifies the market is at equilibrium, 7.0 to 9.9 percent indicates a market is nearing saturation and rates above 10 percent signify the market is saturated.

The subject’s indicated penetration rate for 2002 signifies that there is good demand in the primary market area. Even assuming a 25 percent increase in supply over the next five years indicates good demand in the primary market area.

Conclusion

Overall, these findings suggest that there appears to be good demand for the subject facility in the primary market area from both the general population base and the project specific targeting. Based on the current inventory, the subject’s primary market area is not close to reaching a saturation point. Also, the lack of rent concessions is positive. Further, current statistics appear to be leaning towards a greater spend down of assets by the elderly and that traditional income levels may be conservative. With this in mind, and based on the indicated penetration rate of 3.99 percent for the general population, there appears to be an adequate marketplace for the subject facility.

Market Rate Comparisons

On the following pages are data sheets of the facilities we have compared with the subject. A map showing their location follows these pages. All of the facilities are noted as being located in the subject’s primary market area (PMA).

VALUATION SERVICES	46	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Senior Housing Rent No. 1

Carlton Plaza
3800 Walnut Avenue
Fremont, CA

Property Type:	IL/AL	Photo Not Available
Verification:	Marketing Director
	510-505-0555
	23-Oct-03

No. Units	Unit Types	Occupancy
130	Assisted Living Units		97	%
0	Alzheimer Units/Beds		0	%
130	Total Units/Beds		97	%

Rent Schedule

	Assisted Living					Unit Size				Dementia				Unit Size
Unit Description	Monthly Rent Range					Range				Monthly Rent Range				Range
Semi-Private		—	to		—		—	to	—		—	to	—		—	to	—
Studio	$	1,495	to	$	1,495		436	to	436		—	to	—		—	to	—
Studio Alcove	$	1,895	to	$	1,895		572	to	572		—	to	—		—	to	—
One-Bedroom	$	2,495	to	$	2,495		703	to	703		—	to	—		—	to	—
Two-Bedroom		—	to		—		—	to	—		—	to	—		—	to	—
Cottage/Villa		—	to		—		—	to	—		—	to	—		—	to	—
2nd Occupant Rent	$	750	to	$	750						—	to	—
Additional Personal Care		—	to		—						—	to	—
Community Fee	$	1,000	to	$	1,000

Basic Service Care Package:			Additional Care:
Meals:	3		Care Hours Included in Base Rate:	0.0
Utilities:	Water/Sewer	x	Additional Personal Care Charges	Per minute
	Electricity	x
	Cable TV	x
	Telephone	x	Incontinence Care:	No
Housekeeping:	Weekly		Dressing Assistance:	Yes
Activities:	Daily		Bathing Assistance:	Yes
Transportation:	Bus		Medication Assistance:	Yes
Security (Hrs):	24		Alzheimer Dementia Area:	N/A
Nursing Staff:	RN

Improvement Description

Year Opened	1993	Common Area	Lobby	X	Dining Room	X
Construction Type	Wood Frame		Activity	X	Salon	X
Floors	3		Library	X	Laundry	X
Site Suitability	Good
Construction Quality	Good	Unit Amenities	Call System	X	Fire Detectors	X
Exterior Siding	Wood		Pvt Bath	X	Shared Bath
Roofing	Shingles		Kitchenettes	Yes
Building Area (Sq.Ft.)	N/A
Condition	Good	HVAC System	Central/Wall Units
Effective Age (Yrs):	N/A	Covered Parki	Yes

Remarks: Independent/assisted living facility in Fremont. Offers assisted living services to residents that is priced on a per minute basis ($3.50 per minute and $0.75 per minute thereafter).

VALUATION SERVICES	47	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Senior Housing Rent No. 2

Aegis of Fremont
3850 Walnut Avenue
Fremont, CA

Property Type:	ALF/ALZ
Verification:	Marketing Director
	510-790-1645
	23-Oct-03

No. Units	Unit Types	Occupancy
45	Assisted Living Units		97	%
14	Alzheimer Units/Beds		99	%
59	Total Units/Beds		97	%

Rent Schedule

	Assisted Living					Unit Size				Dementia					Unit Size
Unit Description	Monthly Rent Range					Range				Monthly Rent Range					Range
Semi-Private		—	to		—		—	to	—	$	4,350	to	$	4,350		650	to	650
Studio	$	3,395	to	$	3,395		386	to	386	$	4,950	to	$	4,950		377	to	377
Studio Alcove		—	to		—		—	to	—		—	to		—		—	to	—
One-Bedroom	$	3,950	to	$	3,950		640	to	640		—	to		—		—	to	—
Two-Bedroom		—	to		—		—	to	—		—	to		—		—	to	—
Cottage/Villa		—	to		—		—	to	—		—	to		—		—	to	—
2nd Occupant Rent		—	to		—						—	to		—
Additional Personal Care	$	350	to	$	1,400						—	to		—
Community Fee	$	3,395	to	$	3,395

Basic Service Care Package:			Additional Care:
Meals:	3		Care Hours Included in Base Rate:	0.1
Utilities:	Water/Sewer	x	Additional Personal Care Charges	Tier or level
	Electricity	x
	Cable TV	x
	Telephone	x	Incontinence Care:	Yes
Housekeeping:	Weekly		Dressing Assistance:	Yes
Activities:	Daily		Bathing Assistance:	Yes
Transportation:	Bus		Medication Assistance:	Yes
Security (Hrs):	24		Alzheimer Dementia Area:	Yes
Nursing Staff:	RN

Improvement Description

Year Opened	1999	Common Area	Lobby	X	Dining Room	X
Construction Type	Wood Frame		Activity	X	Salon	X
Floors	3		Library	X	Laundry	X
Site Suitability	Good
Construction Quality	Good	Unit Amenities	Call System	X	Fire Detectors	X
Exterior Siding	Wood		Pvt Bath	X	Shared Bath	X
Roofing	Shingles		Kitchenettes	Yes
Building Area (Sq.Ft.)	N/A
Condition	Good	HVAC System	Central/Wall Units
Effective Age (Yrs):	N/A	Covered Parki	No

Remarks: High end assisted living facility located in Fremont. Offers assisted and dementia services. Rates include base level of personal care. Three additional levels of personal care beginning at $350 per month and goes to $1,400 per month.

VALUATION SERVICES	48	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Senior Housing Rent No. 3

Westlake House
2850 Country Drive
Fremont, CA

Property Type:	AL
Verification:	Marketing Director
	510-790-1645
	23-Oct-03

No. Units	Unit Types	Occupancy
213	Assisted Living Units		96	%
0	Alzheimer Units/Beds		0	%
213	Total Units/Beds		96	%

Rent Schedule

	Assisted Living					Unit Size				Dementia				Unit Size
Unit Description	Monthly Rent Range					Range				Monthly Rent Range				Range
Semi-Private		—	to		—		—	to	—		—	to	—		—	to	—
Studio	$	2,370	to	$	2,370		435	to	435		—	to	—		—	to	—
Studio Alcove	$	2,590	to	$	2,590		571	to	571		—	to	—		—	to	—
One-Bedroom	$	3,610	to	$	3,610		831	to	831		—	to	—		—	to	—
Two-Bedroom	$	3,770	to	$	3,770		1,006	to	1,006		—	to	—		—	to	—
Cottage/Villa		—	to		—		—	to	—		—	to	—		—	to	—
2nd Occupant Rent	$	500	to	$	500						—	to	—
Additional Personal Care		—	to		—						—	to	—
Community Fee	$	1,000	to	$	1,000

Basic Service Care Package:			Additional Care:
Meals:	3		Care Hours Included in Base Rate:	0.5
Utilities:	Water/Sewer	x	Additional Personal Care Charges	Ala Carte
	Electricity	x
	Cable TV	x
	Telephone	x	Incontinence Care:	Yes
Housekeeping:	Weekly		Dressing Assistance:	Yes
Activities:	Daily		Bathing Assistance:	Yes
Transportation:	Bus		Medication Assistance:	Yes
Security (Hrs):	24		Alzheimer Dementia Area:	N/A
Nursing Staff:	RN

Improvement Description

Year Opened	1985	Common Area	Lobby	X	Dining Room	X
Construction Type	Wood Frame		Activity	X	Salon	X
Floors	3		Library	X	Laundry	X
Site Suitability	Good
Construction Quality	Good	Unit Amenities	Call System	X	Fire Detectors	X
Exterior Siding	Wood		Pvt Bath	X	Shared Bath
Roofing	Shingles		Kitchenettes	Yes
Building Area (Sq.Ft.)	N/A
Condition	Good	HVAC System	Central/Wall Units
Effective Age (Yrs):	N/A	Covered Parki	Yes

Remarks: Assisted living facility in Fremont. Independent rates are $750 per month lower than the rates shown. Additional personal care is ala carte. Rates shown include a base level of personal care.

VALUATION SERVICES	49	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Senior Housing Rent No. 4

Eden Villa - Pleasanton
4115 Mohr Avenue
Pleasanton, CA

Property Type:	ALF
Verification:	Connie Gabbert, Administrator
	925-461-8409
	30-Jul-03

No. Units	Unit Types	Occupancy			Occupied Units
42	Assisted Living Units		100	%		42
0	Alzheimer Units/Beds		100	%		0
42	Total Units/Beds		100	%		42

Rent Schedule

	Assisted Living					Unit Size				Dementia				Unit Size
Unit Description	Monthly Rent Range					Range				Monthly Rent Range				Range
Semi-Private	$	2,650	to	$	2,650		400	to	400		—	to	—		—	to	—
Studio	$	3,950	to	$	3,950		400	to	400		—	to	—		—	to	—
Studio Alcove		—	to		—		—	to	—		—	to	—		—	to	—
One-Bedroom		—	to		—		—	to	—		—	to	—		—	to	—
Two-Bedroom		—	to		—		—	to	—		—	to	—		—	to	—
Cottage/Villa		—	to		—		—	to	—		—	to	—		—	to	—
2nd Occupant Rent		—	to		—						—	to	—
Additional Personal Care		—	to		—						—	to	—

Basic Service Care Package:			Additional Care:
Meals:	3		Care Hours Included in Base Rate:	N/A
Utilities:	Water/Sewer	x	Additional Personal Care Charges	All inclusive
	Electricity	x
	Cable TV
	Telephone		Incontinence Care:	No
Housekeeping:	Daily		Dressing Assistance:	Yes
Activities:	Daily		Bathing Assistance:	Yes
Transportation:	Van		Medication Assistance:	Yes
Security (Hrs):	24		Alzheimer Dementia Area:	None
Nursing Staff:	LVN

Improvement Description

Year Opened	1999	Common Area	Lobby	X	Dining Room	X
Construction Type	Wood Frame		Activity	X	Salon	X
Floors	1		Library	X	Laundry
Site Suitability	Good
Construction Quality	Average	Unit Amenities	Call System	X	Fire Detectors	X
Exterior Siding	Stucco		Pvt Bath	X	Shared Bath
Roofing	Tile		Kitchenettes	No
Building Area (Sq.Ft.)	000,000
Condition	Excellent	HVAC System	Central
Effective Age (Yrs):	2	Covered Parki	No
Site Area (AC)	N/A

Remarks: Operated by Eden Villa a for-profit entity. The facility is licensed for 84 residents, but typically operates with an average of 50. Currently they have five shared rooms, one with two females, one with two males and the rest occupied by couples. Property located next to a medical office building.

VALUATION SERVICES	50	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Senior Housing Rent No. 5

Rosewood Gardens
35 Fenton Street
Livermore, CA

Property Type:	ALF
Verification:	Susan Seela, Sales & Marketing Dir
	925-443-7200
	07/30/03

					Occupied
No. Units	Unit Types	Occupancy			Units
81	Assisted Living Units		100	%		81
0	Alzheimer Units/Beds		0	%		0
81	Total Units/Beds		100	%		81

Rent Schedule

	Assisted Living					Unit Size				Dementia				Unit Size
Unit Description	Monthly Rent Range					Range				Monthly Rent Range				Range
Semi-Private		—	to		—		—	to	—		—	to	—		—	to	—
Studio	$	2,450	to	$	2,450		341	to	341		—	to	—		—	to	—
Studio Alcove		—	to		—		—	to	—		—	to	—		—	to	—
One-Bedroom	$	2,860	to	$	2,860		527	to	527		—	to	—		—	to	—
Two-Bedroom		—	to		—		—	to	—		—	to	—		—	to	—
Cottage/Villa		—	to		—		—	to	—		—	to	—		—	to	—
2nd Occupant Rent	$	850	to	$	850						—	to	—
Additional Personal Care	$	750	to	$	1,950						—	to	—

Basic Service Care Package:			Additional Care:
Meals:	3		Care Hours Included in Base Rate:	N/A
Utilities:	Water/Sewer	x	Additional Personal Care Charges	Levels (5)
	Electricity	x
	Cable TV
	Telephone		Incontinence Care:	Yes
Housekeeping:	Weekly		Dressing Assistance:	Yes
Activities:	Daily		Bathing Assistance:	Yes
Transportation:	Bus		Medication Assistance:	Yes
Security (Hrs):	24		Alzheimer Dementia Area:	N/A
Nursing Staff:	LVN

Improvement Description

Year Opened	1974	Common Area	Lobby	X	Dining Room	X
Construction Type	Wood Frame		Activity	X	Salon	X
Floors	2		Library		Laundry	X
Site Suitability	Good
Construction Quality	Average	Unit Amenities	Call System	X	Fire Detectors	X
Exterior Siding	Stucco		Pvt Bath	X	Shared Bath
Roofing	Tile		Kitchenettes	Yes
Building Area (Sq.Ft.)	N/A
Condition	Good	HVAC System	Central
Effective Age (Yrs):	10	Covered Parki	No
Site Area (AC)	N/A

Remarks: Operated by Kisco Senior Living. Unit mix includes 60 studios and 21 1BR units. They do not accept “shared” arrangements. However, they do quote a second person fee of $850 per month and assisted living services are extra. Located across the street from the hospital and proximate to medical offices.

VALUATION SERVICES 51 ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

RENT COMPARABLE MAP

VALUATION SERVICES 52 ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

Direct Comparisons

As a basis for comparing the subject’s asking rental rates to the comparables shown in the previous summary, we have classified each comparable in relation to the subject as either similar, inferior, or superior. The overall classification was based on the five primary factors (aside from pricing) used by potential residents in choosing an assisted living facility. These factors are based on our discussions with hundreds of marketing directors and administrators across the nation. The five main factors in order of importance are as follows: reputation for quality care or social status of the facility; age and condition of the building; unit sizes; amenities and planned activities; and location.

Based on our physical inspection of the comparables and the subject and discussions with local market participants, we have classified the comparables as follows:

Rental No.		Comparison To Subject
	1	Superior
	2	Superior
	3	Similar
	4	Similar
	5	Superior

Rental Rate Analysis

The assisted living rates at Retirement Inn of Fremont include three meals per day, weekly housekeeping/laundry, utilities (except for telephone and cable TV), activities and scheduled transportation. All personal care at the subject is charged in addition to the base monthly rental rate. Specifically, there are eight base levels or tiers of care services available (based on a point system) that are determined from a monthly need assessment basis. The levels of personal care range from $225 per month (Level A) up to an additional $1,425 per month for Level 7 services. If a resident requires services above Level 7, there is an additional charge of $5.00 per point.

A summary of the asking or street rents for the subject, as well as the rates for the competitive properties are shown below.

Studio Units – Assisted Living

The following chart indicates the asking rates for assisted living studio units at the subject, as well as the comparables:

Studio Units - AL

Facility Name	Unit Size (SF)				Rental Range
Carlton Plaza		436	-	436	$	1,495	-	$	1,495
Aegis of Fremont		386	-	386	$	3,395	-	$	3,395
Westlake House		435	-	435	$	2,370	-	$	2,370
Eden Villa - Pleasanton		400	-	400	$	3,950	-	$	3,950
Rosewood Gardens		341	-	341	$	2,450	-	$	2,450
SUBJECT		187	-	187	$	1,695	-	$	1,695
Range (Excluding Subject)		341	-	436	$	1,495	-	$	3,950

VALUATION SERVICES	53	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

The comparables indicate a range of asking rates from $1,495 to $3,950 per month based on unit sizes from 341 to 436 square feet. The subject’ asking rates of $1,695 per month is seen as falling towards the lower end of the range from an absolute rent basis, while exhibiting small unit sizes. The rate of $1,495 per month at the Carlton Plaza is for base independent living and does not include any personal care services. Inversely, Aegis of Fremont and Eden Villa’s rates are inclusive of either a high level of personal care or are all-inclusive. Westlake House and Rosewood Gardens have a similar rent structure to the subject, but provide a much larger unit with kitchenettes. We note that the average in-place rent for the subject is $1,515 per month which includes several below market leases that were given as concessions. Based on the data, we believe that a rent of $1,600 per month is warranted for the subject’s studio units.

Studio Alcove Units – Assisted Living

The following chart indicates the asking rates for assisted living studio alcove units at the subject, as well as the comparables:

Alcove Units - AL

Facility Name	Unit Size (SF)				Rental Range
Carlton Plaza		572	-	572	$	1,895	-	$	1,895
Aegis of Fremont		386	-	386	$	3,395	-	$	3,395
Westlake House		571	-	571	$	2,590	-	$	2,590
Eden Villa - Pleasanton		400	-	400	$	3,950	-	$	3,950
Rosewood Gardens		341	-	341	$	2,450	-	$	2,450
SUBJECT		220	-	220	$	2,095	-	$	2,095
Range (Excluding Subject)		341	-	572	$	1,895	-	$	3,950

The comparables indicate a range of asking rates from $1,495 to $3,950 per month based on unit sizes from 341 to 436 square feet. The subject’ asking rates of $1,895 per month is seen as falling towards the lower end of the range from an absolute rent basis, while exhibiting small unit sizes. The rate of $1,895 per month at the Carlton Plaza is for base independent living and does not include any personal care services. Inversely, Aegis of Fremont and Eden Villa’s rates are inclusive of either a high level of personal care or are all-inclusive. Westlake House and Rosewood Gardens have a similar rent structure to the subject, but provide a much larger unit with kitchenettes. We note that the average in-place rent for the subject is $1,926 per month which includes several below market leases that were given as concessions. Based on the data, we believe that a rent of $2,000 per month is warranted for the subject’s studio units.

One-Bedroom Units – Assisted Living

The following chart indicates the asking rates for assisted living one-bedroom units at the subject, as well as the comparables:

VALUATION SERVICES	54	ADVISORY GROUP

COMPETITIVE MARKET ANALYSIS

One-Bedroom Units - AL

Facility Name	Unit Size (SF)				Rental Range
Carlton Plaza		703	-	703	$	2,495	-	$	2,495
Aegis of Fremont		640	-	640	$	3,950	-	$	3,950
Westlake House		831	-	831	$	3,610	-	$	3,610
Eden Villa - Pleasanton		—	-	—		—	-		—
Rosewood Gardens		527	-	527	$	2,860	-	$	2,860
SUBJECT		408	-	408	$	2,625	-	$	2,625
Range (Excluding Subject)		527	-	831	$	2,495	-	$	3,950

The comparables indicate a range of asking rates from $2,495 to $3,950 per month based on unit sizes from 527 to 831 square feet. The subject’ asking rates of $2,625 per month is seen as falling towards the lower portion of the range from an absolute rent basis, while offering smaller unit sizes. The rate of $2,495 per month at the Carlton Plaza is for base independent living and does not include any personal care services. This facility offers a relatively large units. Aegis of Fremont’s rate is inclusive of a high level of personal care. Rosewood Gardens have a similar rent structure to the subject, but provides a larger unit with kitchenettes. We note that the average in-place rent for the subject is $2,690 per month. Based on the data, we believe that a rent of $2,700 per month is warranted for the subject’s one-bedroom units.

Summary/Conclusion

The subject is one of several competing facilities in the marketplace and offers assisted living units. The facility’s occupancy was 79 percent in 2000, 85 percent in 2001 and declined to 86 percent annualized for the first eight months of 2003. The current occupancy has declined slightly. The reasoning for the lower annual occupancy has been due to the older age, which makes marketing a challenge relative to the competition.

The subject rates are generally at the lower end of the competition and based on the older age and competition, they appear to be reflective of market rates. Concessions, however, are not prevalent in the marketplace. The subject’s pricing structure and physical design are such that the facility will serve a lower niche of assisted living in its marketplace. Overall, it appears that there is an adequate marketplace for the subject, although its older age and design does limit its ability to market to a wider qualifying senior target base.

VALUATION SERVICES	55	ADVISORY GROUP

SITE DESCRIPTION

Location:	38801 Hastings Street Fremont, Alameda County, California 94536 The site is situated at the southeast corner of Hastings Street and Pennsylvania Avenue.
Shape:	Rectangular
Topography:	Level at street grade
Land Area:	1.3220 gross acres (1.3220 net acres) 57,584 gross square feet (57,584 net square feet)
Frontage, Access, Visibility:	The site has 175 feet of frontage along Hastings Street and 229 feet along Pennsylvania Avenue.
Soil Conditions:	We did not receive nor review a soil report. However, we assume that the soil’s load-bearing capacity is sufficient to support the existing structures. We did not observe any evidence to the contrary during our physical inspection of the property. Drainage appears to be adequate.
Utilities
Water:	City of Fremont
Sewer:	City of Fremont
Electricity:	Pacific Gas & Electric
Gas:	Pacific Gas & Electric
Telephone:	Pacific Bell
Site Improvements:	The site improvements include asphalt paved parking areas, curbing, signage, landscaping, yard lighting and drainage.
Land Use Restrictions:	We were not given a title report to review. Review of the ALTA survey indicated that there appears to several typical utility easements across the property. We are not aware of any other easements that would adversely affect the property; however, the determination of adverse easements or encroachments is a legal matter, which is beyond the scope of this appraisal. We recommend that the appropriate experts be consulted, as part of a business decision regarding the subject.
Flood Map:	National Flood Insurance Rate Map Community Panel Number 065019 0004C (02/09/00).
Flood Zone:	FEMA Zone C: Areas outside of a 100-year flood hazard.
Wetlands:	We were not given a Wetlands survey. If subsequent engineering data reveal the presence of regulated wetlands, it could materially affect property value. We did not note any presence of wetlands during our inspection We recommend a wetlands survey by a competent engineering firm.

VALUATION SERVICES	56	ADVISORY GROUP

SITE DESCRIPTION

Seismic Hazard:	The site is not located in a Special Study Zone as established by California’s Alquist-Priolo Geological Hazards Act. The entire Central California region, however, is prone to earthquakes.
Hazardous Substances:	We observed no evidence of toxic or hazardous substances during our inspection of the site. However, we are not trained to perform technical environmental inspections and recommend the services of a professional engineer for this purpose.
Overall Functionality:	The subject site is functional for the current intended use.

VALUATION SERVICES	57	ADVISORY GROUP

IMPROVEMENTS DESCRIPTION

The following description of improvements is based upon our physical inspection of the improvements along with our discussions with the Executive Director. Please refer to the development plan and floor plans in the Addenda.

The facility was constructed in 1977 and contains 38,423 square feet of gross building area within one, two-story building. The facility has 69 units and a capacity of 69 beds. The unit mix for the development is as follows.

Retirement Inn of Fremont

	No.		No.		Unit		Total
Description	Units		Beds		Sq. Ft.		Sq. Ft.
Assisted Living
Studio (Standard)		24		24		187		4,488
Studio (Large)		43		43		220		9,460
One Bedroom		2		2		408		816
Totals		69		69				14,764

General Description
Year Built:	1977
Number of Buildings:	One
Number of Stories:	Two
Gross Building Area:	38,423 ± square feet
Number of Units:	69
Number of Beds:	69
Design and Functionality:	The building is an assisted living property of masonry construction. The improvements have above average appeal to prospective assisted living residents.
Amenities:	Indoor and outdoor common areas
Construction Detail
Basic Construction:	Masonry
Foundation:	Poured reinforced concrete
Framing:	Masonry (Class C) construction. Interior partitions are wood studs.
Floors:	Concrete slab on main floor, wood truss joists on the upper floors.
Exterior Walls:	The exterior facade of the building consists of stucco with wood trim.

VALUATION SERVICES	58	ADVISORY GROUP

IMPROVEMENTS DESCRIPTION

Roof Cover:	Wood truss roofing system covered with a clay tile cover.
Windows:	All windows are single-glazed sliders situated in aluminum frames.
Mechanical Detail
Heating:	Heating and cooling to the building is supplied by roof mounted gas HVAC systems. In addition, each living unit has a wall mounted electric heating unit.
Plumbing:	The plumbing system is assumed to be adequate for existing use and in compliance with local law and building codes. The plumbing system is typical of other assisted living properties in the area with a combination of copper supply lines and plastic or cast iron waste and vent lines throughout the improvements. There is one set of common restrooms on each floor. All of the living units have private bathrooms with sink, toilet and step-in (handicap) showers. The remaining plumbing items consist of water service to the kitchen, facility laundry, resident laundry rooms and mechanical rooms. Hot water is provided by natural gas water heaters.
Electrical Service:	Electricity for the building is obtained through low voltage underground power lines. Electrical service appears adequate and is assumed to be in conformance with city codes
Emergency Power:	The building’s electrical system is backed by an emergency generator serving all building safety and support systems.
Elevator Service:	The building contains one, 2,500 pound capacity hydraulic elevator.
Fire Protection:	The building is fully protected by an overhead fire sprinklered system. Each unit and the common areas have electric smoke and heat detectors in compliance with local code. The building also has interior stairwells built to fire code. There are an adequate number of fire hydrants in the vicinity of the improvements.
Security:	Resident call systems in all of the resident living areas and bathrooms, as well as emergency battery back-up lighting system and corridor handrails on both sides.

VALUATION SERVICES	59	ADVISORY GROUP

IMPROVEMENTS DESCRIPTION

Interior Detail
Layout:	The facility is roughly rectangular in shape and all living/common areas surround either an enclosed courtyard or exterior courtyard area. The main floor common areas include the lobby, administrative offices, formal dining room, guest dining room, kitchen, laundry, employee lounge and mechanical rooms. Common areas on the second floor include an activity room, beauty shop, and four lounge areas. Some of the units on the main floor have patios or access to the parking areas, while five units on the second floor share a common balcony There are two different sizes for the studio units (standard and alcove). The standard units contain 187 square feet, the alcove units 220 square feet and the one-bedroom units 408 square feet. All of the resident living units are rectangular in shape and have bathrooms with a toilet, sink and roll-in shower stalls, as well as limited storage/closet areas. The one-bedroom units have small kitchenettes (refrigerator, sink and stove/oven), while the studio units have no kitchenettes. Most of the units have an open balcony accessible from the unit. All the units have emergency call systems in the bedroom and bathrooms. Overall, the unit sizes and layouts are small for assisted living. Reference is made to the unit and floor plans in the Addenda.
Floor Covering:	The common areas have carpet and vinyl floor coverings. The living units have carpeting and vinyl (bathrooms). All high activity areas have vinyl and/or tile floors (kitchen, shower rooms, etc.).
Walls:	Painted and textured or wallpapered gypsum board. There are various accents through the buildings, including wainscoting, handrails and vinyl accent coverings.
Ceilings:	Painted and textured gypsum board.
Bathrooms:	Each resident unit is equipped with a private bathroom. All bathrooms consist of a walk-in shower with wall-mounted showerhead, toilet and sink and sheet vinyl floor covering, and a combination wall papered gypsum board walls.
Kitchen Facilities:	All meals for the residents are prepared in a central kitchen. Equipment includes a gas range, steel hood with fire suppression system, dishwashers, stainless steel preparation tables, walk-in coolers and walk-in freezers.
Site Improvements           Parking:	There are 18 open surface parking stalls located on the south side of the facility and which equates to a ratio of 0.25 per unit. Overall, the parking appears to be adequate for the facility given that most residents do not have a vehicle.

VALUATION SERVICES	60	ADVISORY GROUP

IMPROVEMENTS DESCRIPTION

Onsite Landscaping:	Landscaping consists of grass areas and planted areas with a variety of deciduous trees, flowering plants and shrubbery. There are two common courtyard areas with sitting areas. All landscaped areas are fully irrigated with an automatic irrigation system.
Other:	Other site improvements include signage, trash enclosures, paved asphalt drives, concrete sidewalks and walking paths, as well as fencing.
Summary
Condition:	The subject improvements are considered to be in average condition. The improvements, because of their age, however, are considered to be somewhat dated with regard relative to much of the competing properties and newer assisted living product in the marketplace. We did not inspect the roof of the building or make a detailed inspection of the mechanical systems. The appraisers, however, are not qualified to render an opinion as to the adequacy or condition of these components. The client is urged to retain an expert in this field if detailed information is needed about the adequacy and condition of mechanical systems.
Quality:	The overall quality of the improvements is rated as average and is similar to inferior to the competition in the market area.
Layout & Functional Plan:	Average. The facility is considered to be functional for its intended use. here are adequate common areas, although the units are small and corridors are narrower than newer competing facilities. The furnishings and fixtures appear to be of average quality. The living area of the facility equates to around 38 percent of the total area. This equates to around 62 percent of the facility being designated common area, slightly above today’s design of around 40 percent to 60 percent common area.
Year Built:	1977
Effective Age:	30 years
Expected Economic Life:	50 years
Remaining Economic Life:	24 years

VALUATION SERVICES	61	ADVISORY GROUP

IMPROVEMENTS DESCRIPTION

Americans With Disabilities Act

The Americans With Disabilities Act (ADA) became effective January 26, 1992. We have not made, nor are we qualified by training to make, a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey and a detailed analysis of the requirements of the ADA could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since we have not been provided with the results of a survey, we did not analyze the results of possible non-compliance.

Hazardous Substances

We are not aware of any potentially hazardous materials (such as formaldehyde foam insulation, asbestos insulation, radon gas emitting materials, or other potentially hazardous materials), which may have been used in the construction of the improvements. However, we are not qualified to detect such materials and urge the client to employ an expert in the field to determine if such hazardous materials are thought to exist.

VALUATION SERVICES	62	ADVISORY GROUP

REAL PROPERTY TAXES AND ASSESSMENTS

Taxes are levied against all real property in this locale for the purpose of providing funding for the various municipalities. The amount of ad valorem taxes is determined by the current assessed value for the property in conjunction with the total combined tax rate for the municipalities. The property is subject to the taxing jurisdiction of Alameda County. The assessors’ parcel identification number is 501-1594-7.

Under the provisions of Article XIIIA of the California Tax and Revenue Code, properties are assessed their market value as of March 1, 1975, the base year lien date. This value may be increased only 2.0 percent per year, with few exceptions. Events such as a transfer of ownership, or significant new construction will trigger a reassessment of the property. The county assessor usually accepts the sale price, or the cost of improvements, in calculating assessed value. Assessed values are usually poor indicators of actual market value and are useful only to estimate effective tax rates.

The 2002-2003 fiscal tax year is the most recent year for both assessed value and tax information for the subject. This data is shown below.

PROPERTY ASSESSMENT/TAX DATA

		2002-2003
Assessor’s Market Value:
	Land	$	1,002,843
	Improvements		3,714,235
	Personal Property		714,145
	Assessor’s Market Value:	$	5,431,223
Equalization/Assessment Ratio			100.00	%
Assessed Value		$	5,431,223
Tax Rate ($/$1,000 AV)			11.5294
Total Property Taxes		$	62,618.63
Building Area			38,423
Property Taxes per Square Foot		$	1.63
No. of Units			69
Property Taxes per Unit		$	907.52

We did not do any direct comparison with other senior housing facilities in the market area. As noted previously, assessed values are usually poor indicators of market value and in the case of the subject and its higher level of quality, any direct comparison to the existing product in the Fremont market area would not provide any substantial of support towards an assessment estimate.

The definition of market value used in this report assumes a sale of the property. If the property were sold, it would be reassessed according to the county assessor’s opinion of its market value, which is typically the sale price. The current assessment of the property of $5,431,223 is considered high based on our market value estimates determined herein. As such, we recommend that the assessment be contested.

Assuming that the real estate has a value of around $2,500,000 (after deducting for any going concern value), the indicated base taxes for the facility would be approximately $30,000. The decreased taxes will be reflected in our proforma model in the Income Capitalization Approach.

VALUATION SERVICES	63	ADVISORY GROUP

ZONING

The property is zoned R-G-16, Residential Garden Apartment District, by the City of Fremont. According to the zoning regulation, the R-G-16 zone allows for single- and multi-family uses, apartments, and condominiums with a maximum density of 16 developed units per acre. Outright permitted uses in the zone include single- and multi-family dwellings, apartments, and condominiums. Uses permitted with site plan review (Conditional Uses) include planned residential developments and residential care facilities.

Building requirements in the R-G-16 zone include a maximum building height of 45 feet, a front setback of 20 feet and the side/rear setbacks are 15 feet. Parking requirements for senior citizen facilities is 0.5 covered spaces per resident and 0.5 uncovered guest spaces per resident. The current parking at the subject equates to 0.25 spaces per unit.

We are not experts in the interpretation of complex zoning ordinances but the property appears to be a conforming use based on our review of public information. The determination of compliance is beyond the scope of a real estate appraisal.

We know of no other deed restrictions, private or public, that further limit the subject property’s use. The research required to determine whether or not such restrictions exist, however, is beyond the scope of this appraisal assignment. Deed restrictions are a legal matter and only a title examination by an attorney or title company can usually uncover such restrictive covenants. Thus, we recommend a title search to determine if any such restrictions exist.

VALUATION SERVICES	64	ADVISORY GROUP

HIGHEST AND BEST USE

Definition Of Highest And Best Use

According to The Dictionary of Real Estate Appraisal, Third Edition (1993), a publication of the Appraisal Institute, the highest and best use is defined as:

The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum profitability.

Highest And Best Use Criteria

We evaluated the site’s highest and best use both as currently improved and as if vacant. In both cases, the property’s highest and best use must meet four criteria described above.

Legally Permissible

The first test concerns permitted uses. According to our understanding of the zoning ordinance, noted earlier in this report, the site may legally be improved with structures that accommodate single- and multi-family residential uses. Residential care facilities are allowed outright. Aside from the site’s zoning and regulations, we are not aware of any legal restrictions that limit the potential uses of the subject.

Physically Possible

The second test is what is physically possible. As discussed in the “Property Description,” the site’s size, soil, topography, etc. do not physically limit its use. The subject site is of adequate shape and size to accommodate almost all suburban land uses.

Financial Feasibility and Maximal Productivity

The third and fourth tests are, respectively, what is feasible and what will produce the highest net return. After analyzing the physically possible and legally permissible uses of the property, the highest and best use must be considered in light of financial feasibility and maximum productivity. For a potential use to be seriously considered, it must have the potential to provide a sufficient return to attract investment capital over alternative forms of investment. A positive net income or acceptable rate of return would indicate that a use is financially feasible.

As stated in the Competitive Market Analysis section, population, income and age statistics would indicate that demand for senior living options in the subject area is considered good. This relates to the economic feasibility of developing a property similar to the subject. The stabilized facilities in the subject’s market area are exhibiting occupancies at or above 90 percent. As such, market conditions for senior living in the subject’s primary market area is considered good

Highest and Best Use of Site As Though Vacant

Considering the subject site’s size, configuration and topography, location among other assisted living properties and state of the local assisted living market, it is our opinion that the Highest and Best Use of the subject site as though vacant is multi-family residential property developed to the highest density possible.

VALUATION SERVICES	65	ADVISORY GROUP

HIGHEST AND BEST USE

Highest and Best Use of Property As Improved

According to the Dictionary of Real Estate Appraisal, highest and best use of the property as improved is defined as:

The use that should be made of a property as it exists. An existing property should be renovated or retained as is so long as it continues to contribute to the total market value of the property, or until the return from a new improvement would more than offset the cost of demolishing the existing building and constructing a new one.

As discussed, an assisted living facility exists on the site. The design, layout, as well as average unit size of the facility is good and there is no functional obsolescence in the improvements. As will be demonstrated in the Sales Comparison Approach and the Income Capitalization Approach, the operating characteristics of an assisted living facility represent a viable facility from a revenue-producing standpoint.

Alternative uses for the existing improvements, however, would be limited due to the overall design (smaller rooms and limited individual cooking facilities). As a result, any conversion to an alternative use would be costly.

It is our opinion that the existing complex adds value to the site as if vacant, and rent levels of existing leases encumbering the subject property would dictate a continuation of the current use. Therefore, it is our opinion that the Highest and Best Use of the subject property as improved is as it is currently utilized as an assisted living facility.

VALUATION SERVICES	66	ADVISORY GROUP

VALUATION PROCESS

Methodology

There are three generally accepted approaches available in developing an opinion of value: the Cost, Sales Comparison and Income Capitalization approaches. We have considered and analyzed each in this appraisal to develop an opinion of the market value of the subject property, because this is a complete appraisal. In appraisal practice, an approach to value is included or eliminated based on its applicability to the property type being valued and the quality of information available. Each approach is discussed below, and applicability to the subject property is briefly addressed in the following summary.

Land Value

Developing an opinion of land value is typically accomplished via the Sales Comparison Approach by analyzing sites of comparable utility adjusted for differences, to indicate a value for the subject parcel. Valuation is typically accomplished using a unit of comparison such as price per square foot or acre. Adjustments are applied to the units of comparison from an analysis of comparable sales, and the adjusted unit of comparison is then used to derive a total value.

The reliability of this approach is dependent upon (a) the availability of comparable sales data; (b) the verification of the sales data; (c) the degree of comparability; (d) the absence of nontypical conditions affecting the sales price.

Cost Approach

The Cost Approach is based upon the proposition that an informed purchaser would pay no more for the subject than the cost to produce a substitute property with equivalent utility. This approach is particularly applicable when the property being appraised involves relatively new improvements, which represent the highest and best use of the land; or when relatively unique or specialized improvements are located on the site, for which there exist few sales or leases of comparable properties.

In the Cost Approach, the appraiser forms an opinion of the cost of all improvements, depreciating them to reflect value loss from physical, functional and external causes. Land value, entrepreneurial profit and depreciated improvement costs are then added for a total value.

Sales Comparison Approach

The Sales Comparison Approach utilizes sales of comparable properties, adjusted for differences, to indicate a value for the subject property. Valuation is typically accomplished using a unit of comparison such as price per square foot, effective gross income multiplier or net income multiplier. Adjustments are applied to the units of comparison from an analysis of comparable sales, and the adjusted unit of comparison is then used to derive a total value.

The reliability of this approach is dependent upon (a) the availability of comparable sales data; (b) the verification of the sales data; (c) the degree of comparability; (d) the absence of nontypical conditions affecting the sales price.

Income Capitalization Approach

This approach first determines the income-producing capacity of a property by utilizing contract rents on leases in place and by estimating market rent from rental activity at competing properties. Deductions then are made for vacancy and collection loss and operating expenses. The resulting net operating income is capitalized at an overall capitalization rate to derive an

VALUATION SERVICES	67	ADVISORY GROUP

VALUATION PROCESS

opinion of value. The capitalization rate represents the relationship between net operating income and value.

Related to the Direct Capitalization Method is the Discounted Cash Flow Method. In this method, periodic cash flows (which consist of net operating income less capital costs) and a reversionary value are developed and discounted to a present value using an internal rate of return that is determined by analyzing current investor yield requirements for similar investments.

The reliability of the Income Capitalization Approach depends upon whether investors actively purchase the subject property type for income potential, as well as the quality and quantity of available income and expense data from comparable investments.

Summary

This Appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

The valuation process is concluded by analyzing each approach to value used in the appraisal. When more than one approach is used, each approach is judged based on its applicability, reliability, and the quantity and quality of its data. A final value opinion is chosen that either corresponds to one of the approaches to value, or is a correlation of all the approaches used in the appraisal.

VALUATION SERVICES	68	ADVISORY GROUP

LAND VALUATION

We used the Sales Comparison Approach to develop an opinion of land value. In this method, we analyzed prices buyers have recently paid for similar sites in this area, as well as examined current offerings. In making comparisons, we adjusted the sale prices for differences between this site and the comparable sites. We present on the following pages a summary of pertinent details of sites recently sold that we compared to the site appraised.

In the valuation of the subject’s fee simple interest, the Sales Comparison Approach has been used to establish prices being paid for comparably zoned land. The most widely used and market oriented unit of comparison for properties with characteristics similar to those of the subject is the sale price per square foot of land area. All transactions utilized in this analysis are computed on this basis.

Real estate developers make qualitative and quantitative judgments in the acquisition of a site with development potential such as the subject property. Subjectively, a developer considers the nature of surrounding land uses and proximity to complimentary services to a potential project. Objectively, the physical and functional attributes of the site, and the cost of preparing it for construction must be calculated. Lying between these two considerations are the many aesthetic and economic factors, which come to influence the final product.

The major elements of comparison for analysis of this type include the property rights conveyed, the financial terms incorporated into a particular transaction, the conditions or motivations surrounding the sale, changes in market conditions since the sale, the location of the real estate, its utility and the physical characteristics of the property.

VALUATION SERVICES	69	ADVISORY GROUP

LAND VALUATION

LAND SALES MAP

VALUATION SERVICES	70	ADVISORY GROUP

LAND VALUATION

SUMMARY OF LAND SALES

		Price		Site SqFt	Zoning				$/SqFt
							Public Utilities
No.	Location	Date		Site Acres	Utility*		Units		$/Unit		COMMENTS
1	16438 Kent Avenue	$	1,465,000	93,454 SF		R2	Yes		$	15.68	To develop a multi-family
	San Lorenzo, CA		9/02	2.1454 Ac	Good			80	$	18,313	property.
2	NWC Sequoia Terrace and Peralta	$	7,510,000	222,156 SF		P-2000	Yes		$	33.81	To develop a 60-unit
	Fremont, CA		12/00	5.1000 Ac	Good			60	$	125,167	townhome property.
3	22815 Sutro Street	$	6,000,000	215,612 SF		C-R	Yes		$	27.83	To develop a multi-family
	Hayward, CA		8/00	4.9498 Ac	Good			161	$	37,267	property.
4	36261 Fremont Boulevard	$	2,000,000	84,942 SF	RG-29		Yes		$	23.55	To develop a 64-unit assisted
	Fremont, CA		3/00	1.9500 Ac	Good			64	$	31,250	living facility.

	Price		Site SqFt		Zoning				$/SqFt
							Utilities
	Date		Site Acres		Utility*		Units		$/Unit
Survey Low	$	1,465,000	84,942 SF			N/A		N/A	$	15.68
Survey High	$	7,510,000	222,156 SF			N/A		N/A	$	33.81
Average	$	4,243,750	154,041 SF			N/A		N/A	$	25.21
Survey Low		3/00	1.9500 Ac			N/A		60	$	18,313
Survey High		9/02	5.1000 Ac			N/A		161	$	125,167
Average		2/01	3.5363 Ac			N/A		91	$	52,999
Subject Property				57,586		R-G-16	Yes			N/A
				1.3220	Good			69		N/A

*Utility includes shape, access, frontage and visibility.

VALUATION SERVICES	71	ADVISORY GROUP

LAND VALUATION

Adjustment Process

Property Rights Conveyed

All of the sales utilized in this analysis involved the transfer of the fee simple interest. No adjustments were required.

Financial Terms

To the best of our knowledge, all of the sales utilized in this analysis were accomplished with cash and/or cash and market-oriented financing. Therefore, no adjustment for financial terms is required for the comparables.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. In many situations the conditions of sale may significantly affect transaction prices. However, all sales used in this analysis are considered to be “arms-length” market transactions between both knowledgeable buyers and sellers on the open market. Therefore, no adjustments for conditions of sale are required for the comparables.

Market Conditions

The sales included in this analysis date between March 1, 2000 and September 3, 2002. The market has changed over this time period. The appropriate adjustment was made to each comparable.

Location

An adjustment for location is required when the locational characteristics of a comparable property are different from those of the subject property. A senior housing location is dependent on its visibility and access, as well as proximity to transportation and support services. The subject property is considered to exhibit a good location, but it has average access and visibility. We have made a negative adjustment to those comparables considered superior in location versus the subject. Conversely, a positive adjustment was made to those comparables considered inferior. Each comparable was adjusted accordingly.

Size

The size adjustment generally reflects the inverse relationship expressed between unit price and lot size. Smaller lots tend to sell for higher unit prices than larger lots, and vice versa. Hence, positive adjustments were made to larger land parcels, and negative adjustments were made to smaller land parcels. Each comparable was adjusted accordingly.

Public Utilities

All of the sales, like the subject, had full access to public utilities at the time of sale; therefore, no adjustments for this characteristic were required.

Utility

The subject property has good utility. The parcel is adequately shaped to accommodate a typical building, and it has average access, frontage and visibility. When a comparable is considered to have superior or inferior utility, an adjustment was made.

VALUATION SERVICES	72	ADVISORY GROUP

LAND VALUATION

Other

In some cases, other variables will impact the price of a transaction. Some examples would include soil or slope conditions, restrictive zoning, easements, wetlands or external influences. In our analysis of the comparables we found that no unusual conditions existed at the time of sale. As a result, no adjustments were required.

Discussion of Comparable Sales

Comparable Sale No. 1

This is the April 2001 sale of a multi-family site located in Millbrae, California. The parcel contains 1.70 acres. At the time of sale, this comparable was considered similar to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of a larger size to the subject. The comparable has similar utility in relation to the subject. Negative adjustments were warranted for size. Positive adjustments were not warranted.

Comparable Sale No. 2

This is the January 2002 sale of a multi-family site located in San Mateo, California. The parcel contains 0.89 acres. At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits a superior location to the subject. The comparable is of an inferior size to the subject. The comparable has similar utility in relation to the subject. Negative adjustments for location and size were warranted. Positive adjustments were not warranted.

Comparable Sale No. 3

This is the December 2000 sale of a multi-family site located in San Mateo, California. The parcel contains 1.59 acres. At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits a superior location to the subject. The comparable is of an inferior size to the subject. The comparable has similar utility in relation to the subject. Negative adjustments for location and size were warranted. Positive adjustments were not warranted.

Comparable Sale No. 4

This is the May 2000 sale of a multi-family site located in Redwood City, California. The parcel contains 1.61 acres. At the time of sale, this comparable was considered inferior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits a inferior location to the subject. The comparable is of an inferior size to the subject. The comparable has similar utility in relation to the subject. A positive adjustment for location was warranted, while a negative adjustment was warranted for size.

A summary of our land sale adjustments is presented below.

VALUATION SERVICES	73	ADVISORY GROUP

LAND VALUATION

LAND SALE ADJUSTMENT GRID

			Economic Adjustments (Cumulative)
	$/SqFt		Property			Financing &
			Rights			Conditions			Exp. After			Market*
No.	Date		Conveyed			of Sale			Purchase			Conditions			Subtotal
1	$	15.68	Fee Simple/Mkt.			Arms-Length			None			Similar			$	15.68
		9/02		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
2	$	33.81	Fee Simple/Mkt.			Arms-Length			None			Similar			$	33.81
		12/00		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
3	$	27.83	Fee Simple/Mkt.			Arms-Length			None			Similar			$	27.83
		8/00		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
4	$	23.55	Fee Simple/Mkt.			Arms-Length			None			Similar			$	23.55
		3/00		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

	Property Characteristic Adjustments (Additive)
							Public									Adj.
No.	Location			Size			Utilities			Utility**			Other			$/SqFt			Overall
1	Inferior			Similar			Similar			Similar			Similar			$	18.81		Inferior
		20.0	%		0.0	%		0.0	%		0.0	%		0.0	%		20.0	%
2	Superior			Similar			Similar			Similar			Similar			$	30.42		Superior
		-10.0	%		0.0	%		0.0	%		0.0	%		0.0	%		-10.0	%
3	Similar			Similar			Similar			Similar			Similar			$	27.83		Similar
		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
4	Similar			Similar			Similar			Similar			Similar			$	23.55		Similar
		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%

SUMMARY	Unadjusted				Adjusted
Price Range	$/SF Land		$/AC Land		$/SF Land		$/AC Land
Low	$	15.68	$	682,854	$	18.81	$	819,425
High	$	33.81	$	1,472,549	$	30.42	$	1,325,296
Average	$	25.21	$	1,098,305	$	25.15	$	1,095,635

Net Adjustment Range (Additive Property Characteristics)

Low	-10.0	%
High	20.0	%
Average	2.5	%

*Market Conditions Adjustment
Compound annual change in market conditions:	Alameda
Date of Value (for adjustment calculations):	Mar-03
**Utility includes shape, access, frontage and visibility

Summary of Sales and Opinion of Site Value

After considering the differences between each comparable and the subject, the adjusted sales price range is $18.81 to $30.42 per square foot of site area. We have elected to conclude within this range and our opinion of land value indicated by the Sales Comparison Approach is:

	$/Sq.Ft.
Sq.Ft.:		57,584
Opinion of Value:	X $	25.00
Indicated Land Value:	$	1,439,658
Rounded Land Value:	$	1,450,000

VALUATION SERVICES	74	ADVISORY GROUP

COST APPROACH

Methodology

The Cost Approach is based on the principle of substitution, which states that no prudent person will pay more for a property than the cost of acquiring a site and constructing, without undue delay, an equally desirable and useful property. The steps have been outlined under the Valuation Process section of this report. We have previously developed an opinion of land value at $1,450,000.

Replacement Cost New (RCN)

In this section, we will estimate the replacement cost of the existing improvements. Generally, there are three methods of estimating replacement cost; 1) review of the actual/proposed costs of the subject, 2) review of construction costs of other similar type properties, and 3) estimating costs from published cost data sources. In the case of the subject, we were not not provided with actual construction costs for the improvements.

Marshall Valuation Service

As a check towards the above comparisons, we have estimated the replacement cost for the improvements from the Calculator Section in the Marshall Valuation Service, a nationally recognized publication containing construction costs for all types of improvements. Base costs in the Marshall Valuation Service are revised monthly and adjustment factors are provided to reflect regional and local cost variations.

Base Building Costs

The published costs include all direct costs for the base structure and tenant improvements, and the following indirect costs:

1.	Plans, specifications, and building permits, including engineer’s and architect’s fees;
2.	Interest on construction funds during the construction period;
3.	Sales taxes on materials; and
4.	Contractor’s overhead and profit, including worker’s compensation, fire and liability insurance, unemployment insurance, etc.

These base building costs, adjusted for any unique building characteristics and cost multipliers, are presented in the cost summary chart following this section.

Base Construction Costs

In referencing the Marshall Valuation Service cost manual, we have used base costs for an average quality Class D Multiple Residence – Elderly Assisted Living in Section 12/Page 16. The indicated base cost for the improvements is $60.00 per square foot. Adjustments include $2.00 per square foot for sprinklers. Multiplier adjustments include 1.04 for current conditions, 1.28 for location, 1.00 for story height and .93 for perimeter.

Personal Property (Furniture, Fixtures and Equipment)

Based on the Marshall Valuation Service cost manual, the cost of furnishings, fixtures and equipment is estimated to be $3,500 per unit/bed or $241,500 for the 69 units.

VALUATION SERVICES	75	ADVISORY GROUP

COST APPROACH

Site Improvement Costs

Site improvement costs are not included in our Base Building Cost opinion. These include landscaping, asphalt paving, walkways, etc. Site improvement costs are estimated to be $115,173.

Other Indirect Costs

Other indirect costs not included in the RCN of building and site improvements are developer overhead, property taxes, permanent loan fees, legal costs, developer fees, contingencies, and lease-up and marketing costs.

Research into these costs leads to the conclusion that an average property requires an allowance for other indirect costs of between 8.00 percent and 12.00 percent of RCN of building improvements plus site improvements. We have chosen to use 10 percent in our analysis.

Pre-Marketing/Stabilization Costs

Total costs to bring the property into production to a stabilized occupancy level include marketing and pre-marketing expenses, operating losses incurred during fill-up, promotional and public relations expenses, marketing consultants, and professional advertising through the various media. Based upon our knowledge of these expenses for similar facilities, and discussions with marketing specialists and consultants, we estimated the total costs to bring the property into production at stabilized occupancy to be approximately $379,500 or $$5,500 per unit. We note that this estimate presumes a healthy market and a competent marketing/management team.

Entrepreneurial Profit

Entrepreneurial profit represents the return to the developer for taking the construction and lease-up risk. Market conditions can influence entrepreneurial profit. Based upon our discussions with developers in the local market, this figure tends to range between 10.00 percent to 20.00 percent of total direct and indirect costs. We chose to use 15.00 percent.

VALUATION SERVICES	76	ADVISORY GROUP

COST APPROACH

Accrued Depreciation

There are three sources of accrued depreciation:

Physical Deterioration:	The subject improvements were built in 1977. We have used the economic age-life method to develop an opinion of physical deterioration. In the Improvements Description section of this report, we developed an opinion that the effective age of the subject to be 30 years and the economic life to be 50 years. This results in a physical deterioration of 60.00 percent (effective age divided by economic life). The furniture, fixtures and equipment (FF&E). We have concluded that the effective age of the FF&E to be 30 years and the economic life to be 10 years. This results in a physical deterioration of 80.00 percent (effective age divided by economic life).
Functional Obsolescence:	Due to the fact that our RCN opinion considers the construction of the subject improvements utilizing modern materials and current standards, design and layout, functional obsolescence is not applicable. Therefore, functional obsolescence is zero percent. We do acknowledge that the improvements are older and the unit sizes are smaller than the newer competitive properties in the marketplace.
External Obsolescence:	Based upon a review of the specific location of the subject as well as the local assisted living market, external obsolescence is zero percent. We do acknowledge, however, that the age of the facility does inhibit its ability to achieve rental rates consistent with much of the newer properties in the marketplace.
Total Depreciation:	The sum of these elements of accrued depreciation is 60.00 percent for the improvements and 80.00 percent for the FF&E.

Conclusion

Please refer to the following page for our Cost Approach summary that concludes to a market value opinion as follows:

	Value
Cost Approach Conclusion	$	3,237,000
Rounded	$	3,200,000
Per Unit	$	46,377

VALUATION SERVICES	77	ADVISORY GROUP

COST APPROACH

COST APPROACH SUMMARY

												Total
REPLACEMENT COST NEW (RCN)		SqFt					$/SqFt			Total		Cost
Building Base Cost			38,423				$	60.00		$	2,305,380
	Sprinklers		38,423				$	2.00			76,846
	Subtotal (GBA)		38,423				$	62.00		$	2,382,226
Subtotal of Building Costs										$	2,382,226
Multipliers
	Current Cost							1.040
	Local Area							1.280
	Perimeter (approximate; blended)							0.927
	Building Height							1.000
	Product of Multipliers										x 1.234
Adjusted Base Cost										$	2,939,720
Furnishings, Fixtures & Equipment
	FF&E	$	3,500				$/Unit			$	241,500
Total Furnishings, Fixtures & Equipment										$	241,500
Site Improvements		$	2.00				$/SqFt			$	115,173
Total Direct Costs										$	3,296,393
	Plus: Indirect Costs (% of Direct Costs)		10.0	%						$	329,639
Subtotal Replacement Cost New ( RCN )												$	3,626,032
Pre-Marketing/Stabilization Costs		$	5,500				$/Unit			$	379,500
Subtotal												$	4,005,532
	Plus: Entrepreneurial Profit (% of RCN)		15.0	%									600,830
Total Replacement Cost New ( RCN )												$	4,606,362
	Per Square Foot											$	38,423.00
	Per Unit											$	66,759
ACCRUED DEPRECIATION
Physical Deterioration		Improvements					FF&E
	Effective Age (Years):	30 Years					8 Years
	Total Expected Economic Life	50 Years					10 Years
	Total Physical Depreciation:		60.0	%	$	2,597,182		80.0	%	$	222,180
	Functional Obsolescence		0.0	%		0
	External Obsolescence		0.0	%		0
Total			60.0	%	$	2,597,182		80.0	%	$	222,180	$	2,819,362
Depreciated Value of the Improvements												$	1,787,000
	Per Square Foot GBA											$	91.16
	Per Unit											$	108,746
Plus Land Value												$	1,450,000
Indicated Value												$	3,237,000
	Rounded to nearest $100,000											$	3,200,000
	Per Unit											$	46,377
	Per Square Foot											$	83.28

Source: Marshall Valuation Service	Section: 12	Quality: Average
	Section: 16	Class: C
	Date: 8/02	Type: Multiple Residences - Elderly Assisted Living

VALUATION SERVICES	78	ADVISORY GROUP

SALES COMPARISON APPROACH

Methodology

In the Sales Comparison Approach, we developed an opinion of value by comparing this property with similar, recently sold properties in the surrounding or competing area. Inherent in this approach is the principle of substitution, which states that when a property is replaceable in the market, its value tends to be set at the cost of acquiring an equally desirable substitute property, assuming that no costly delay is encountered in making the substitution.

By analyzing sales that qualify as arm’s-length transactions between willing and knowledgeable buyers and sellers, we can identify value and price trends. The basic steps of this approach are:

1.	Research recent, relevant property sales and current offerings throughout the competitive area;
2.	Select and analyze properties that are similar to the property appraised, analyzing changes in economic conditions that may have occurred between the sale date and the date of value, and other physical, functional, or locational factors;
3.	Identify sales that include favorable financing and calculate the cash equivalent price;
4.	Reduce the sale prices to a common unit of comparison such as price per square foot, price per unit or effective gross income multiplier;
5.	Make appropriate comparative adjustments to the prices of the comparable properties to relate them to the property being appraised; and
6.	Interpret the adjusted sales data and draw a logical value conclusion.

The most widely used and market-oriented unit of comparison for properties such as the subject is the sales price per unit basis. All comparable sales were analyzed on this basis.

On the following pages we present a summary of the improved properties that we compared to the subject property, a map showing their locations, and an adjustment grid. Detail sheets describing these sales can be found in the Addenda.

Due to the nature of the subject property and the level of detail available for the comparable data, we have elected to analyze the comparables through application of:

• A cash flow multiplier (CFM) analysis

• An effective gross income multiplier (EGIM) analysis

• A traditional adjustment grid utilizing percentage adjustments

VALUATION SERVICES	79	ADVISORY GROUP

SALES COMPARISON APPROACH

SENIOR HOUSING SALES

						Average					Condition						Revenues		Expense
				Sale Price		Unit SF		% Occ.			& Quality		$/SqFt		Revenues		Per Unit		Ratio			CFM
	Name	Property	Grantee
No.	Property	Type	Grantor	Date		Bldg SqFt		# Units			Year Built		$/Unit		NOI		NOI/Unit		EGIM			OAR
1	Carmel Village 17077 San Mateo Street Fountain Valley, CA	IL/AL	625 Management Company LLC	$	23,125,000		623		97.0	%	Good		$	196.53	$	5,450,000	$	28,836		52.8	%		8.98
			Carmel Village Retirement Residence LLC		1/03		117,666	189 units				1986	$	122,354	$	2,575,000	$	13,624		4.24			11.14	%
2	Emerald Hills 11550 Education Street Aubum, CA	AL	Healthcare Property Investors LLC	$	8,800,000		693		95.0	%	Good		$	142.68	$	2,475,000	$	27,809		60.2	%		8.93
			ALCO IV LLC		9/02		61,677	89 units				1999	$	98,876	$	985,000	$	11,067		3.56			11.19	%
3	Mapleride of Laguna Creek 6727 Laguna Park Drive Elk Grove, CA	AL	CNL Retirement Properties	$	8,055,600		601		95.0	%	Good		$	159.59	$	2,550,000	$	30,357		66.7	%		9.48
			Marriott Senior Living Services		1/02		50,476	84 units				1999	$	95,900	$	850,000	$	10,119		3.16			10.55	%
4	Woodmark at Summit Ridge 5165 Summit Ridge Court Reno, NV	AL/ALZ	Emeritus Senior Living	$	8,500,000		842		95.0	%	Average		$	109.76	$	3,300,000	$	35,870		66.7	%		7.73
			Woodmart at Summit Ridge LLC		2/02		77,445	92 units				1998	$	92,391	$	1,100,000	$	11,957		2.58			12.94	%
5	Manor at Lakeside 855 Brinkby Avenue Reno, NV	IL/AL	Quilted Care Reno LLC	$	3,200,000		620		95.0	%	Average		$	56.73	$	1,200,000	$	13,187		69.2	%		8.65
			WMFMT Real Estate LP		8/01		56,411	91 units				1981	$	35,165	$	370,000	$	4,066		2.67			11.56	%
6	Atria Radding 101 Quartz Hill Road Redding, CA	AL	AMI Senior Living	$	5,000,000		739		95.0	%	Average		$	112.80	$	1,950,000	$	32,500		67.9	%		8.00
			Atria Communities		7/01		44,328	60 units				2000	$	83,333	$	625,000	$	10,417		2.56			12.50	%

			Average					Condition						Revenues		Expense
	Sale Price		Unit SF		% Occ.			& Quality		$/SqFt		Revenues		Per Unit		Ratio			CFM
	Date		Bldg SqFt		# Units			Year Built		$/Unit		NOI		NOI/Unit		EGIM			OAR
Survey Minimum	$	3,200,000		601		95.0	%		N/A	$	56.73	$	1,200,000	$	13,187		53	%		7.73
Survey Maximum	$	23,125,000		842		97.0	%		N/A	$	196.53	$	5,450,000	$	35,870		69	%		9.48
Survey Average	$	9,446,767		686		95.3	%		N/A	$	129.68	$	2,820,833	$	28,093		64	%		8.63
Survey Minimum		7/01		44,328	60 units				1981	$	35,165	$	370,000	$	4,066		2.56			10.55	%
Survey Maximum		1/03		117,666	189 units				2000	$	122,354	$	2,575,000	$	13,624		4.24			12.94	%
Survey Average		2/02		68,001	101 units				1994	$	88,003	$	1,084,167	$	10,208		3.13			11.65	%
Subject Property		N/A		557		90	%	Average			N/A	$	1,805,796	$	26,171		84	%		N/A
		N/A		38,423		69			1977		N/A	$	282,356	$	4,092		N/A			N/A

VALUATION SERVICES	80	ADVISORY GROUP

SALES COMPARISON APPROACH

IMPROVED SALES COMPARABLE MAP

VALUATION SERVICES	81	ADVISORY GROUP

SALES COMPARISON APPROACH

Cash Flow Multiplier

The cash flow multiple (CFM) is considered a reliable indicator of value. This is because the CFM considers both the income and the expenses of a facility, whereas the EGIM and the price per unit do not. The CFMs of the comparables range from 7.73x to 9.48x cash flow, with an average of 8.63x. The properties are newer facilities in average to good condition. The financial indicators are all based on stabilized operating levels.

The subject is an assisted living facility of average quality that is located in a good senior demographic market area in California. We note that the forecast subject expense ratio, inclusive of management fees and replacement reserves, is 84.36 percent, which falls within the lower portion of the range of the comparables. In addition, the subject’s cash flow is moderate relative to the comparables. We have utilized a cash flow multiplier in the middle portion of the range of 9.00x, which when applied to the subject’s projected stabilized cash flow (net operating income) arrives at a market value for the subject as follows:

			Subject		Indicated
Range	CFM		NOI		Value		$/Unit
Low		7.73	$	282,356	$	2,181,843	$	31,621
High		9.48	$	282,356	$	2,675,940	$	38,782
Median		8.79	$	282,356	$	2,482,286	$	35,975
Average		8.63	$	282,356	$	2,436,155	$	35,307
Sample Si		6

CONCLUSIONS

Indicated CFM		9.00
Net Operating Income	x  $	282,356
Indicated Stabilized Value	$	2,541,206
Rounded to nearest $100,000	$	2,500,000
Per Unit	$	36,232
Per Square Foot	$	65.07

Therefore, the indicated value for the subject the CFM analysis is $2,500,000.

Effective Gross Income Multiplier

The effective gross income multiplier serves as an indicator of market value as expressed by the relationship between the sales price of a property and its effective gross income. This unit of comparison is commonly utilized by participants active in the real estate market. A significant strength of this analytical technique is that it represents a direct factor of income as reflected by the market and, therefore, requires no adjustment. Furthermore, the effective gross income is more easily verified and more reliable than net operating income since the figure is not distorted by management fees, capital costs or accounting conventions.

The effective gross income multipliers for the comparable sales indicate a range of 2.56x to 4.24x effective gross income with an average of 3.13x. In The Senior Care Acquisition Report, 2003, published by Irving Levin Associates, EGIMs for 2002 were analyzed. In general, the average EGIM for assisted living facilities in 2002 was 2.4x. This represented a strong decline over the EGIM of 3.2x reported in 2001. The decline was reported as being reflective of the excessive development in the 1990s, as well as several corporate bankruptcies during 2001.

VALUATION SERVICES	82	ADVISORY GROUP

SALES COMPARISON APPROACH

Furthermore, our findings are that multipliers decline as the age of the facility increases. We have utilized an EGIM of 1.50x for the subject, which falls slightly below the range for the comparables. This rate is considered reasonable for the subject given the subject’s projected expense ratio, age, and location. This is applied to the subject’s projected effective gross income as follows:

			Subject		Indicated
Range	EGIM		EGI		Value		$/Unit
Low		2.56	$	1,805,796	$	4,630,246	$	67,105
High		4.24	$	1,805,796	$	7,662,208	$	111,046
Median		2.91	$	1,805,796	$	5,260,036	$	76,232
Average		3.13	$	1,805,796	$	5,647,404	$	81,846
Sample Size		6

CONCLUSIONS

Indicated EGIM		1.50
Effective Gross Income	x   $	1,805,796
Indicated Stabilized Value	$	2,708,694
Rounded to nearest $100,000	$	2,700,000
Per Unit	$	39,130
Per Square Foot	$	70.27

Therefore, the indicated value for the subject by the EGIM analysis is $2,700,000.

Price Per Unit

The price per unit is the most frequently quoted unit of comparison. This is despite the fact he fact that the calculation ignores variations in rates or operating margins and, therefore, is indifferent to the income generating potential of an investment property. Nonetheless, the price per unit provides some indication of prices. Although our income estimates maybe based on a per resident basis due to the possible inclusion of shared units, the basis of the comparables has been analyzed on a per unit situation. We believe that comparing the subject on a per unit basis is the most reasonable method and would not provide a misleading value estimate for the property.

The following is a discussion of the sales that have been compared with the subject. Again, the sales have been analyzed on a price per unit basis with all necessary adjustments. Reference is made to sales summary shown previously.

Percentage Adjustment Method

Adjustment Process

The sales that we have utilized represent the best available information that could be compared to the subject property. The major elements of comparison for an analysis of this type include the property rights conveyed, the financial terms incorporated into a particular transaction, the conditions or motivations surrounding the sale, changes in market conditions since the sale, the location of the real estate, its physical traits and the economic characteristics of the property.

VALUATION SERVICES	83	ADVISORY GROUP

SALES COMPARISON APPROACH

The first adjustment made to the market data takes into account differences between the subject property and the comparable property sales with regard to the legal interest transferred. Advantageous financing terms or peculiar conditions of sale are then adjusted to reflect a normal market transaction. Next, changes in market condition must be accounted for, thereby creating a time adjusted normal unit of comparison. Lastly, adjustments for location, the physical traits and the economic characteristics of the market data are made in order to generate the final adjusted unit rate, which is appropriate for the subject property.

Property Rights Conveyed

All of the sales utilized in this analysis involved the transfer of the fee simple interest. Since we are appraising the fee simple interest of the subject property, no adjustments were required.

Financial Terms

To the best of our knowledge, all of the sales utilized in this analysis were accomplished with cash and/or cash and market-oriented financing. Therefore, no adjustment for financial terms is required for the comparables.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. In many situations the conditions of sale may significantly affect transaction prices. However, all sales used in this analysis are considered to be “arms-length” market transactions between both knowledgeable buyers and sellers on the open market. Therefore, no adjustments for conditions of sale are required for the comparables.

Market Conditions

The sales included in this analysis date between July 1, 2001 and January 1, 2003. The market has not changed over this time period. The appropriate adjustment was made to each comparable.

Location

An adjustment for location is required when the locational characteristics of a comparable property are different from those of the subject property. The subject property is considered to exhibit a good location and has average access and visibility. We have made a negative adjustment to those comparables considered superior in location versus the subject. Conversely, a positive adjustment was made to those comparables considered inferior. Each comparable was adjusted accordingly.

Physical Traits

Various physical factors were analyzed including size, age, condition, quality, amenities, unit mix, utility, etc. When an item was determined to be inferior to the subject, a positive adjustment was applied. When an item was determined to be superior to the subject, a negative adjustment was applied.

Economic Characteristics

This adjustment is used to reflect differences in rent levels, operating expense ratios, occupancy levels, and other items that would have an economic impact on the transaction. Each comparable was adjusted accordingly.

VALUATION SERVICES	84	ADVISORY GROUP

SALES COMPARISON APPROACH

Discussion of Comparable Sales

In our analysis of the market for comparable assisted living properties, we have compared the subject to assisted living properties from throughout the regional area. These are discussed below.

Comparable Sale No. 1

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. The comparable has a similar payor mix as the subject. Revenue characteristics were superior. Negative adjustments were warranted for age and revenue characteristics. Positive adjustments were not warranted.

Comparable Sale No. 2

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits an inferior location. The comparable is of a superior age and condition to the subject. The comparable has a similar payor mix as the subject. Revenue characteristics were superior. Negative adjustments were warranted for age and revenue characteristics. Positive adjustments were warranted for location.

Comparable Sale No. 3

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. The comparable has a similar payor mix as the subject. Revenue characteristics were superior. Negative adjustments were warranted for age and revenue characteristics. Positive adjustments were not warranted.

Comparable Sale No. 4

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. The comparable has a similar payor mix as the subject. The comparable exhibits an inferior location. Revenue characteristics were superior. Negative adjustments were warranted for age and revenue characteristics. Positive adjustments were warranted for location.

Comparable Sale No. 5

At the time of sale, this comparable was considered inferior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits an inferior location. The comparable is of a similar age and condition to the subject. The comparable has a similar payor mix as the subject. Revenue characteristics were inferior. Negative adjustments were not warranted. Positive adjustments were warranted for location and revenue characteristics.

VALUATION SERVICES	85	ADVISORY GROUP

SALES COMPARISON APPROACH

Comparable Sale No. 6

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits an inferior location. The comparable is of a superior age and condition to the subject. The comparable has a similar payor mix as the subject. Revenue characteristics were superior. Negative adjustments were warranted for age and revenue characteristics. Positive adjustments were warranted for location.

A summary of our adjustments is shown in the following table.

IMPROVED COMPARABLE SALE ADJUSTMENT GRID

			ECONOMIC ADJUSTMENTS (CUMULATIVE)
	$/Unit		Property			Financing &
			Rights			Conditions			Exp. After			Market*
No.	Date		Conveyed			of Sale			Purchase			Conditions			Subtotal
1	$	122,354	Fee Simple/Mkt.			Arms-Length			None			Similar			$	122,354
		1/03		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
2	$	98,876	Fee Simple/Mkt.			Arms-Length			None			Similar			$	98,876
		9/02		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
3	$	95,900	Fee Simple/Mkt.			Arms-Length			None			Similar			$	95,900
		1/02		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
4	$	92,391	Fee Simple/Mkt.			Arms-Length			None			Similar			$	92,391
		2/02		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
5	$	35,165	Fee Simple/Mkt.			Arms-Length			None			Similar			$	35,165
		8/01		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
6	$	83,333	Fee Simple/Mkt.			Arms-Length			None			Similar			$	83,333
		7/01		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

		PROPERTY CHARACTERISTIC ADJUSTMENTS (ADDITIVE)
		Age,
		Quality						Revenue			Payor						Adj.
No.	Location	Condition			Unit Mix			Characteristics			Mix			Other			$/Unit			Overall
1	Superior	Similar			Similar			Superior			Similar			Similar			$	36,706		Superior
	-10.0%		0.0	%		0.0	%		-60.0	%		0.0	%		0.0	%		-70.0	%
2	Similar	Superior			Similar			Superior			Similar			Similar			$	44,494		Superior
	0.0%		-5.0	%		0.0	%		-50.0	%		0.0	%		0.0	%		-55.0	%
3	Similar	Superior			Similar			Superior			Similar			Similar			$	43,155		Superior
	0.0%		-5.0	%		0.0	%		-50.0	%		0.0	%		0.0	%		-55.0	%
4	Similar	Similar			Similar			Superior			Similar			Similar			$	46,196		Superior
	0.0%		0.0	%		0.0	%		-50.0	%		0.0	%		0.0	%		-50.0	%
5	Similar	Superior			Similar			Similar			Similar			Similar			$	33,407		Superior
	0.0%		-5.0	%		0.0	%		0.0	%		0.0	%		0.0	%		-5.0	%
6	Similar	Superior			Similar			Superior			Similar			Similar			$	37,500		Superior
	0.0%		-5.0	%		0.0	%		-50.0	%		0.0	%		0.0	%		-55.0	%

SUMMARY
Price Range	Unadj. $/Unit		Adj. $/Unit
Low	$	35,165	$	33,407
High	$	122,354	$	46,196
Average	$	88,003	$	40,243

Net Adjustment
Low	-70.0	%
High	-55.0	%
Average	-58.8	%

CONCLUSION
Indicated Value per Unit	$	35,000
Number of Units		x 69
Indicated Value	$	2,415,000
Rounded to nearest $100,000	$	2,400,000
Per Unit	$	34,783

*Market Conditions Adjustment
Compound annual change in market conditions:	3.00%
Date of Value (for adjustment calculations):	03/31/2003

Summary of Price Per Unit Analysis

After adjusting each comparable sale for differences with the subject property, the adjusted sale price range is $33,407 to $46,196 per unit. Based on the data, we believe that due to the subject’s level of construction quality, resident targeting and location, a price per unit towards the middle portion of the adjusted range is warranted. From this, we have correlated to a price of $35,000 per unit.

Price Per Unit Conclusion

Number of Units		Price Per Unit			Indicated Value
69	X	$	35,000	=	$	2,415,000
			Rounded To:		$	2,400,000

VALUATION SERVICES	86	ADVISORY GROUP

SALES COMPARISON APPROACH

The Sales Comparison Approach results in a range of values for the subject property of $2,400,000 to $2,700,000. This value range equates to a price per square foot of building area of $62.46 to $70.27, which at the lower portion of the range of the unadjusted comparables and is considered reasonable based on the economic and physical characteristics of the subject.

Based on our analysis of competitive transactions, we conclude that the indicated value by the Sales Comparison Approach on October 15, 2003 was:

Units	Indicated Value
69	$	2,500,000

VALUATION SERVICES	87	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Methodology

The Income Capitalization Approach is a method of converting the anticipated economic benefits of owning property into a value through the capitalization process. The principle of “anticipation” underlies this approach in that investors recognize the relationship between an asset’s income and its value. In order to value the anticipated economic benefits of a particular property, potential income and expenses must be projected, and the most appropriate capitalization method must be selected.

The two most common methods of converting net income into value are Direct Capitalization and Discounted Cash Flow. In direct capitalization, net operating income is divided by an overall capitalization rate to indicate an opinion of market value. In the discounted cash flow method, anticipated future cash flows and a reversionary value are discounted to an opinion of net present value at a chosen yield rate (internal rate of return).

In our opinion, the direct capitalization analysis method is most appropriate to value the subject property.

Historical Financial Performance of the Subject Property

The subject is an existing assisted living facility. We were provided with financial statements for 2000, 2001, 2002, and year-to-date 2003. The financial statements have been summarized on a following chart.

Potential Gross Income

There is only one type of payment source at the subject for assisted living services; private pay residents. This type of payor is generally considered the most desirable since private pay rates allow for greater profitability than any fixed government rate plans. Therefore, revenue for the subject is received from the monthly rentals of the living units, as well as from other sources such as second person (double occupancy) fees, move-in or processing fees, as well as other miscellaneous revenue.

VALUATION SERVICES	88	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Retirement Inn of Fremont
INCOME AND OPERATING EXPENSE SUMMARY

		2000												2001
		(January - December)												(January - December)
		Amount			$/Resident			PRD			% of EGI			Amount			$/Resident		PRD		% of EGI
REVENUES
Rental Income		$	1,032,741		$	18,995		$	52.04			79.50	%	$	1,170,235		$	20,042	$	54.91		76.23	%
Rent Concessions		$	(20,463	)	$	(376	)	$	(1.03	)		-1.58	%	$	—		$	—	$	—		0.00	%
Additional Personal Care		$	280,680		$	5,162		$	14.14			21.61	%	$	324,886		$	5,564	$	15.24		21.16	%
Second Occupant		$	—		$	—		$	—			0.00	%	$	—		$	—	$	—		0.00	%
New Resident Fees		$	1,950		$	36		$	0.10			0.15	%	$	38,100		$	653	$	1.79		2.48	%
Other Income		$	4,079		$	75		$	0.21			0.31	%	$	1,975		$	34	$	0.09		0.13	%
GROSS POTENTIAL REV.		$	1,298,987		$	23,892		$	65.46			100.00	%	$	1,535,196		$	26,292	$	72.03		100.00	%
Vacancy/Collection Loss		Inc. Above												Inc. Above
TOTAL NET REVENUE		$	1,298,987		$	23,892		$	65.46			100.00	%	$	1,535,196		$	26,292	$	72.03		100.00	%
OPERATING EXPENSES
Departmental
	General/Administrative	$	35,347		$	650		$	1.78			2.72	%	$	34,731		$	595	$	1.63		2.26	%
	Payroll (Wages)	$	581,252		$	10,691		$	29.29			44.75	%	$	610,359		$	10,453	$	28.64		39.76	%
	Payroll Taxes & Benefits	$	150,179		$	2,762		$	7.57			11.56	%	$	179,569		$	3,075	$	8.43		11.70	%
	Resident Care	$	2,837		$	52		$	0.14			0.22	%	$	3,319		$	57	$	0.16		0.22	%
	Food Services	$	128,446		$	2,362		$	6.47			9.89	%	$	112,822		$	1,932	$	5.29		7.35	%
	Activities	$	5,814		$	107		$	0.29			0.45	%	$	2,732		$	47	$	0.13		0.18	%
	Housekeeping/Laundry	$	25,341		$	466		$	1.28			1.95	%	$	13,907		$	238	$	0.65		0.91	%
	Plant Operations	$	75,087		$	1,381		$	3.78			5.78	%	$	69,866		$	1,197	$	3.28		4.55	%
	Utilities	$	63,862		$	1,175		$	3.22			4.92	%	$	74,837		$	1,282	$	3.51		4.87	%
	Marketing/Promotions	$	61,889		$	1,138		$	3.12			4.76	%	$	37,586		$	644	$	1.76		2.45	%
Non-Departmental
	Real Estate Taxes	$	88,534		$	1,628		$	4.46			6.82	%	$	78,282		$	1,341	$	3.67		5.10	%
	Insurance	$	12,010		$	221		$	0.61			0.92	%	$	19,287		$	330	$	0.90		1.26	%
	Management Fees (5% of EGI)	$	64,949		$	1,195		$	3.27			5.00	%	$	76,760		$	1,315	$	3.60		5.00	%
	Replacement Reserves ($/Unit)	$	24,150		$	444		$	1.22			1.86	%	$	24,150		$	414	$	1.13		1.57	%
TOTAL ALL EXPENSES		$	1,319,697		$	24,273		$	66.50			101.59	%	$	1,338,207		$	22,918	$	62.79		87.17	%
EXPENSE RATIO			101.6	%											87.2	%
NET OPERATING INCOME		$	(20,710	)	$	(381	)	$	(1.04	)		-1.59	%	$	196,989		$	3,374	$	9.24		12.83	%
OCCUPANCY			78.8	%											84.6	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

		2002												2003 Annualized
		(January - December)												(January - August)
		Amount			$/Resident			PRD			% of EGI			Amount			$/Resident			PRD			% of EGI
REVENUES
Rental Income		$	1,391,353		$	21,545		$	59.03			79.72	%	$	1,356,632		$	22,762		$	62.36			79.55	%
Rent Concessions		$	(91,262	)	$	(1,413	)	$	(3.87	)		-5.23	%	$	(125,639	)	$	(2,108	)	$	(5.78	)		-7.37	%
Additional Personal Care		$	401,180		$	6,212		$	17.02			22.99	%	$	427,532		$	7,173		$	19.65			25.07	%
Second Occupant		$	—		$	—		$	—			0.00	%	$	—		$	—		$	—			0.00	%
New Resident Fees		$	39,083		$	605		$	1.66			2.24	%	$	38,300		$	643		$	1.76			2.25	%
Other Income		$	4,850		$	75		$	0.21			0.28	%	$	8,541		$	143		$	0.39			0.50	%
GROSS POTENTIAL REV.		$	1,745,204		$	27,024		$	74.04			100.00	%	$	1,705,365		$	28,614		$	78.39			100.00	%
Vacancy/Collection Loss		Inc. Above												Inc. Above
TOTAL NET REVENUE		$	1,745,204		$	27,024		$	74.04			100.00	%	$	1,705,365		$	28,614		$	78.39			100.00	%
OPERATING EXPENSES
Departmental
	General/Administrative	$	43,489		$	673		$	1.84			2.49	%	$	43,418		$	728		$	2.00			2.55	%
	Payroll (Wages)	$	604,492		$	9,360		$	25.64			34.64	%	$	620,717		$	10,415		$	28.53			36.40	%
	Payroll Taxes & Benefits	$	261,925		$	4,056		$	11.11			15.01	%	$	269,939		$	4,529		$	12.41			15.83	%
	Resident Care	$	1,862		$	29		$	0.08			0.11	%	$	3,446		$	58		$	0.16			0.20	%
	Food Services	$	138,770		$	2,149		$	5.89			7.95	%	$	137,742		$	2,311		$	6.33			8.08	%
	Activities	$	9,448		$	146		$	0.40			0.54	%	$	10,523		$	177		$	0.48			0.62	%
	Housekeeping/Laundry	$	9,611		$	149		$	0.41			0.55	%	$	8,567		$	144		$	0.39			0.50	%
	Plant Operations	$	63,743		$	987		$	2.70			3.65	%	$	90,378		$	1,516		$	4.15			5.30	%
	Utilities	$	80,101		$	1,240		$	3.40			4.59	%	$	80,885		$	1,357		$	3.72			4.74	%
	Marketing/Promotions	$	12,104		$	187		$	0.51			0.69	%	$	40,035		$	672		$	1.84			2.35	%
Non-Departmental
	Real Estate Taxes	$	48,334		$	748		$	2.05			2.77	%	$	60,399		$	1,013		$	2.78			3.54	%
	Insurance	$	35,259		$	546		$	1.50			2.02	%	$	35,582		$	597		$	1.64			2.09	%
	Management Fees (5% of EGI)	$	87,260		$	1,351		$	3.70			5.00	%	$	85,268		$	1,431		$	3.92			5.00	%
	Replacement Reserves ($/Unit)	$	24,150		$	374		$	1.02			1.38	%	$	24,150		$	405		$	1.11			1.42	%
TOTAL ALL EXPENSES		$	1,420,548		$	21,997		$	60.26			81.40	%	$	1,511,045		$	25,353		$	69.46			88.61	%
EXPENSE RATIO			81.4	%											88.6	%
NET OPERATING INCOME		$	324,656		$	5,027		$	13.77			18.60	%	$	194,320		$	3,260		$	8.93			11.39	%
OCCUPANCY			93.6	%											86.4	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

		C&W Forecast
		Stabilized Year
		Amount			$/Resident		PRD		% of EGI
REVENUES
Rental Income		$	1,557,600		$	22,574	$	68.72
Rent Concessions		$	—		$	—	$	—
Additional Personal Care		$	397,440		$	5,760	$	17.53
Second Occupant		$	—		$	—	$	—
New Resident Fees		$	41,400		$	600	$	1.83
Other Income		$	10,000		$	145	$	0.44
GROSS POTENTIAL REV.		$	2,006,440		$	29,079	$	92.23
Vacancy/Collection Loss		$	(200,644	)
TOTAL NET REVENUE		$	1,805,796		$	29,079	$	79.67
OPERATING EXPENSES
Departmental
	General/Administrative	$	46,000		$	741	$	2.03		2.55	%
	Payroll (Wages)	$	640,000		$	10,306	$	28.24		35.44	%
	Payroll Taxes & Benefits	$	260,000		$	4,187	$	11.47		14.40	%
	Resident Care	$	25,000		$	403	$	1.10		1.38	%
	Food Services	$	140,000		$	2,254	$	6.18		7.75	%
	Activities	$	11,000		$	177	$	0.49		0.61	%
	Housekeeping/Laundry	$	10,000		$	161	$	0.44		0.55	%
	Plant Operations	$	80,000		$	1,288	$	3.53		4.43	%
	Utilities	$	82,000		$	1,320	$	3.62		4.54	%
	Marketing/Promotions	$	45,000		$	725	$	1.99		2.49	%
Non-Departmental
	Real Estate Taxes	$	30,000		$	483	$	1.32		1.66	%
	Insurance	$	40,000		$	644	$	1.76		2.22	%
	Management Fees (5% of EGI)	$	90,290		$	1,454	$	3.98		5.00	%
	Replacement Reserves ($/Unit)	$	24,150		$	389	$	1.07		1.34	%
TOTAL ALL EXPENSES		$	1,523,440		$	24,532	$	67.21		84.36	%
EXPENSE RATIO			84.4	%
NET OPERATING INCOME		$	282,356		$	4,547	$	12.46		15.64	%
OCCUPANCY			90.0	%

VALUATION SERVICES	89	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Assisted Living Rate Analysis

The subject has an effective capacity of 69 residents and/or beds. The facility is of average quality construction with a layout and design typical to its age, which makes marketing a challenge relative to the competition. The following is a description of the types of accommodations that are available at the subject.

Assisted living residents at the subject have the choice of studio and one-bedroom apartment units. We note that the subject units are small in relation to the marketplace and feature private bathrooms, kitchenettes (one-bedroom units only) and limited closet areas. All of the residents are provided with three daily meals, weekly housekeeping, utilities (except telephone), activities, and scheduled transportation included in their monthly rent. Assisted living or personal care services are an additional monthly fee.

The subject’s actual rental rates (rent roll) were tested for reasonableness against similar facilities in the subject’s market area. In the Competitive Market Analysis section, we identified several existing facilities considered to provide competition for the subject. Data sheets were provided in the Competitive Market Analysis section presented previously. The complexes we surveyed are all considered comparable given that they all provide assisted living units. We note that the facilities are all adequately maintained and they all have a similar amenity package. All of the competing facilities have been discussed in detail in the Competitive Market Analysis section of the report.

The table below summarizes the subject’s unit types and the actual and asking monthly rents.

Retirement Inn of Fremont

							In House Rents				Asking Rents
			No.		Occ.		Monthly		$/Unit		Monthly		$/Unit
Unit			Units		Units		Revenue		Per Mo.		Revenue		Per Mo.
Assisted Living
Studio (Standard)				24		24	$	36,365	$	1,515	$	40,680	$	1,695
Studio (Large)				43		36	$	69,352	$	1,926	$	90,085	$	2,095
		Total - Studio		67		60	$	105,717	$	1,762	$	130,765	$	1,952
One Bedroom				2		1	$	2,690	$	2,690	$	5,250	$	2,625
	Total - Companion Suite			2		1	$	2,690	$	2,690	$	5,250	$	2,625
Assisted Totals				69		61	$	108,407	$	1,777	$	136,015	$	1,971
Totals				69		61	$	108,407	$	1,777	$	136,015	$	1,971

It appears that the current in-house average rates generally fall above most of the asking rates at the subject. This is reportedly due to recent rent increases. Overall, the average rate is $1,777 per month, which is 10.9 percent below the average asking rate of $1,971 per month. We feel that a slight increase for the in-house rates is reasonable, noting that a rate increase was just recently instigated in October 2003. This increase will not adversely affect the stabilized occupancy level at the subject.

VALUATION SERVICES	90	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Base Rental Rates

The following chart details our reconciled base rental rates for all unit types at the subject. These rates were concluded to in the Competitive Market Analysis section of the report.

Retirement Inn of Fremont
Reconciled Market Rental Rates

	Resident	No.		No.		Market
Unit Type	Type	Units		Beds		Rent
Studio (Standard)	AL		24		24	$	1,600
Studio (Large)	AL		43		43	$	2,000
One Bedroom	AL		2		2	$	2,700
Totals			69		69

Other Revenues

In addition to room revenues, the subject receives additional income from additional personal care, respite care, new resident fees (entrance fees), second person fees, as well as miscellaneous revenue from such items as barber/beauty income, laundry services, meal and guest fees, food catering, health supplies, etc.

Additional Personal Care

This relates to the additional costs for personal care to those residents who require additional care. The historical, current and forecast revenue from this source is shown below.

Year	Total		$/Resident		PRD
2000	$	280,680	$	5,162	$	14.14
2001	$	324,886	$	5,564	$	15.24
2002	$	401,180	$	6,212	$	17.02
2003 Annualized	$	427,532	$	7,173	$	19.65
C&W Forecast	$	397,440	$	5,760	$	17.53

The base monthly rates at the subject do not include any personal care. All personal care at the subject is charged in addition to the base monthly rental rate. Specifically, there are eight base levels or tiers of care services available (based on a point system) that are determined from a monthly need assessment basis. The levels of personal care range from $225 per month (Level A) up to an additional $1,425 per month for Level 7 services. If a resident requires services above Level 7, there is an additional charge of $5.00 per point.

Review of the rent roll showed that of the existing residents, 61 residents (67 percent of existing total) were paying for personal care services. The average charge equated to $857.32 per

VALUATION SERVICES	91	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

month, which would indicate an average Level 3 care level. Based on the data, we have forecast that 60 percent of the resident mix will pay an average of $800 per month for personal care services. This equates to Year 1 revenue of $397,440, which is consistent with the recent pattern at the subject.

New Resident Fees

New resident fees at the subject are $2,000 per resident, which falls within the upper portion of the range of the comparables from $950 to $2,500. This amount is considered reasonable given the subject’s location and occupancy rate.

The typical turnover in an assisted living facility is between 20 and 28 months with a midrange of two years. This is equivalent to 50 percent of the census turning over each year. For the subject, we are estimating that 40 percent of the residents will pay entry or new resident fees during the subsequent 12 months. The historical, current and forecast revenue from this source is shown below.

Year	Total		$/Resident
2000	$	1,950	$	36
2001	$	38,100	$	653
2002	$	39,083	$	605
2003 Annualized	$	38,300	$	643
C&W Forecast	$	41,400	$	600

Based on the data, we have forecast Year 1 new resident fees at $41,400. Based on the data, our forecast is consistent with previous trends that reflected normal occupancy.

Second Person Fees

The subject charges a fee of $800 per month for a double occupant in the same unit. This would be applicable to a spouse or sibling. The historical revenue data for the subject did not include any line item breakdown for this category. At the time of inspection, there were only two double occupancies at the subject. Due to the smaller unit composition of the subject, any revenue from double occupancies is minimal. We believe that our other income forecast that follows would more than account for any revenue from this source.

Other Income

This category includes revenue received from the subject’s barber/beauty income, laundry services, respite income, cable TV revenue, meal and guest fees, food catering, health supplies, parking, etc. The historic costs for this category are shown in the following table.

VALUATION SERVICES	92	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Year	Total		$/Resident		PRD
2000	$	4,079	$	75	$	0.21
2001	$	1,975	$	34	$	0.09
2002	$	4,850	$	75	$	0.21
2003 Annualized	$	8,541	$	143	$	0.39
C&W Forecast	$	10,000	$	145	$	1.83

Based on the data, we have forecast Year 1 revenue from this source at $10,000. This is seen as being consistent with the historic revenue for the subject.

Concessions/Rental Allowances

At the time of inspection, the subject was not offering any rent concessions. The subject, however, had been offering concessions in 2002 and in the first part of 2003 in attempt to stimulate the below stabilized occupancy problems. With aggressive marketing, the facility should be able to strengthen its occupancy to a stabilized level of 90 percent in the short-term.

Although concessions will not likely be seen consistently in the market going forward, newer product will likely use them to stimulate any unforeseen vacancies, while older properties like the subject may use concessions more frequently. Nonetheless, no allowance for rent concessions will be applied to the subject as we have accounted for this potential through a lower occupancy rate and rental rate forecast.

Vacancy and Collection Loss

Both the investor and the appraiser are primarily interested in the annual revenue an income property is likely to produce over a specified period of time, rather than the income it could produce if it were always 100 percent occupied and all tenants were paying their rent in full and on time. A normally prudent practice is to expect some income loss as tenants vacate, fail to pay rent, or pay their rent late. Model units or other rent loss, if necessary, is addressed separately.

The subject, as of the most current rent roll provided, was 84 percent occupied. This is below the current overall average occupancy levels for the market area. Rent comparable occupancies range from 93 to 98 percent. Occupancy at the facility was 79 percent in 2000, 85 percent in 2001, 94 percent in 2002 and year-to-date 2003 annualizes out to 86 percent.

In consideration of the above, as well as the general market conditions and market positioning of the subject, we have forecasted a stabilized vacancy and collection loss of 10.00 percent for the subject.

Effective Gross Income

The following table summarizes the projected estimate of stabilized income based on the above findings. The stabilized revenues reflect what we believe would be anticipated by a purchaser of the subject and are based on current market rents and trends.

VALUATION SERVICES	93	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Retirement Inn of Fremont
STABILIZED OPERATING INCOME

												PER
	RESIDENT	NO.		NO.			MONTHLY					ACTUAL
UNIT TYPE	TYPE	UNITS		BEDS			RATE		INCOME			RESIDENT
Studio (Standard)	AL		24		24		$	1,600	$	460,800
Studio (Large)	AL		43		43		$	2,000	$	1,032,000
One Bedroom	AL		2		2		$	2,700	$	64,800
Total			69		69				$	1,557,600		$	22,574
Additional Personal Care					60	%	$	800	$	397,440		$	5,760
Second Person					0	%	$	750	$	—		$	—
New Resident Fees					30	%	$	2,000	$	41,400		$	600
Other									$	10,000		$	145
TOTAL POTENTIAL GROSS INCOME									$	2,006,440		$	29,079
LESS: VACANCY @					10.0	%			$	(200,644	)
EFFECTIVE GROSS INCOME									$	1,805,796		$	29,079

Opinion of Expenses

We have developed an opinion of the property’s annual operating expenses after reviewing its historical performance and reviewing the operating statements of similar senior living properties. We were provided with operating statements for 2000, 2001, 2002, and year-to-date 2003. This information was previously summarized.

We were not provided with the staffing requirements for the facility and we were not able to analyze the expenses on this basis. We have supported our estimate of projected expenses with other senior living facilities in the region, as well as from overall industry statistics. We also note that the reader is cautioned when reviewing the comparable expenses for individual facilities, in that the reporting of expenses varies by property and that different congregate living facilities offer different services. All comparisons will be made on an actual resident basis.

Expense Comparables

The expense comparables have been summarized on the following page.

VALUATION SERVICES	94	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

SUMMARY OF COMPARABLE OPERATING EXPENSES
ASSISTED LIVING FACILITIES

Facility					Confidential									Confidential
Reporting Period						2002									2002
Year Built						1999									2001
No. of IL Units						0									42
No. of AL Units						89									72
No. of ALZ Units						13									0
Total Units						102									114
Occupancy						83	%								85	%
Resident Days						30,901									35,493
		Per						% of			Per						% of
		Resident			$/RD			EGI			Resident			$/RD			EGI
TOTAL NET REVENUES		$	37,505		$	102.75					$	25,443		$	69.71
EXPENSES
	General & Administrative	$	756		$	2.07			2.02	%	$	1,110		$	3.04			3.25	%
	Payroll (Wages/Salaries)	$	11,593		$	31.76			30.91	%	$	8,553		$	23.43			23.52	%
	Payroll Taxes & Benefits	$	3,815		$	10.45			10.17	%	$	2,144		$	5.88			8.62	%
	Resident Care	$	219		$	0.60			0.59	%	$	609		$	1.67			0.82	%
	Food Services	$	1,786		$	4.89			4.76	%	$	1,207		$	3.31			6.32	%
	Activities	$	58		$	0.16			0.16	%	$	58		$	0.16			0.53	%
	Housekeeping	$	119		$	0.32			0.32	%	$	101		$	0.28			0.86	%
	Plant Operations	$	644		$	1.77			1.72	%	$	510		$	1.40			4.05	%
	Utilities	$	1,536		$	4.21			4.09	%	$	1,180		$	3.23			5.19	%
	Marketing/Promotions	$	527		$	1.44			1.41	%	$	439		$	1.20			1.57	%
	Real Estate Taxes	$	705		$	1.93			1.88	%	$	520		$	1.43			3.62	%
	Insurance	$	611		$	1.67			1.63	%	$	400		$	1.10			3.32	%
ADJUSTED OPERATING EXPENSES		$	22,369		$	73.84			59.64	%	$	16,832		$	55.56			61.66	%
Management Fee		$	1,875		$	5.14			5.00	%	$	1,272		$	3.49			5.00	%
Expense Ratio Before
	Reserves		65	%								71	%
Reserves			—			—			—			—			—			—

[Additional columns below]

[Continued from above table, first column(s) repeated]

											ASHA			ASHA			ASHA
											Lower						Upper
Facility					confidential						Quartile			Median			Quartile
Reporting Period						2002						2002			2002			2002
Year Built						1990						N/A			N/A			N/A
No. of IL Units						176						N/A			N/A			N/A
No. of AL Units						11						N/A			N/A			N/A
No. of ALZ Units						0						N/A			N/A			N/A
Total Units						187						N/A			N/A			N/A
Occupancy						98	%					N/A			N/A			N/A
Resident Days						66,890
		Per						% of
		Resident			$/RD			EGI
TOTAL NET REVENUES		$	34,768		$	95.26					$	29,046		$	34,264		$	38,878
EXPENSES
	General & Administrative	$	1,129		$	3.09			3.25	%	$	1,115		$	1,433		$	1,889
	Payroll (Wages/Salaries)	$	8,179		$	22.41			23.52	%		N/A			N/A			N/A
	Payroll Taxes & Benefits	$	2,996		$	8.21			8.62	%	$	1,575		$	2,068		$	3,003
	Resident Care	$	286		$	0.78			0.82	%	$	4,253		$	6,123		$	7,259
	Food Services	$	2,196		$	6.02			6.32	%	$	2,704		$	3,529		$	4,892
	Activities	$	184		$	0.50			0.53	%		N/A			N/A			N/A
	Housekeeping	$	299		$	0.82			0.86	%	$	532		$	815		$	1,130
	Plant Operations	$	1,409		$	3.86			4.05	%	$	580		$	916		$	1,356
	Utilities	$	1,805		$	4.94			5.19	%	$	1,086		$	1,306		$	1,526
	Marketing/Promotions	$	546		$	1.49			1.57	%	$	858		$	1,349		$	2,008
	Real Estate Taxes	$	1,257		$	3.45			3.62	%	$	648		$	1,011		$	1,597
	Insurance	$	1,154		$	3.16			3.32	%	$	278		$	463		$	726
ADJUSTED OPERATING EXPENSES		$	21,439		$	70.77			61.66	%	$	20,959		$	24,058		$	29,438
Management Fee		$	1,738		$	0.00			5.00	%	$	1,249		$	1,713		$	2,082
Expense Ratio Before
	Reserves		67	%								76	%		75	%		81	%
Reserves			—			—			—		$	181		$	326		$	525

Source: The State of Seniors Housing, 2002, ASHA. (Data is for Assisted Living Facilities)

Note: Each line expense for ASHA derived from seperately sorted data columns and may not add up under totals.

*     All comparable categories based on Actual Unit (Per Resident)

VALUATION SERVICES	95	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

General & Administrative

These costs, for the basis of the subject analysis, include office supplies, licenses/permits, dues/subscriptions, travel/meals, communications/telephone, resident activities and transportation. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	35,347	$	650	$	1.78		2.72	%
2001	$	34,731	$	595	$	1.63		2.26	%
2002	$	43,489	$	673	$	1.84		2.49	%
2003 Annualized	$	43,418	$	728	$	2.00		2.55	%
C&W Forecast	$	46,000	$	741	$	2.03		2.55	%

The expense comparables showed expenses for this category from $ 756 to $1,129 per resident (average of $ 999 per resident), while the industry data showed a range from $1,115 to $1,889 per resident (median of $1,433 per resident). The subject’s actual expenses fall towards the lower end of the range of the comparable properties. We believe that a slightly higher cost would be warranted for the property based on the market data. We have forecast Year 1 general and administrative costs at $46,000 or $ 741 per resident.

Payroll (Wages and Salaries)

These costs, for the basis of the subject analysis, include all wage and salary costs for the employees. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	581,252	$	10,691	$	29.29		44.75	%
2001	$	610,359	$	10,453	$	28.64		39.76	%
2002	$	604,492	$	9,360	$	25.64		34.64	%
2003 Annualized	$	620,717	$	10,415	$	28.53		36.40	%
C&W Forecast	$	640,000	$	10,306	$	28.24		35.44	%

The expense comparables showed expenses for this category from $8,179 to $11,593 per resident (average of $9,442 per resident), while no data was provided by the ASHA industry data. The subject’s actual expenses are bracketed by the comparable range. We have forecast Year 1 wages and salary costs slightly lower at $640,000 or $10,306 per resident.

VALUATION SERVICES	96	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Payroll Taxes and Benefits

These costs, for the basis of the subject analysis, include cost for the employee pension plan, employee incentives, vacation pay, employee benefits and payroll taxes. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	150,179	$	2,762	$	7.57		11.56	%
2001	$	179,569	$	3,075	$	8.43		11.70	%
2002	$	261,925	$	4,056	$	11.11		15.01	%
2003 Annualized	$	269,939	$	4,529	$	12.41		15.83	%
C&W Forecast	$	260,000	$	4,187	$	11.47		14.40	%

The expense comparables showed expenses for this category from $2,144 to $3,815 per resident (average of $2,985 per resident), while the industry data showed a range from $1,575 to $3,003 per resident (median of $2,068 per resident). The subject’s actual expenses fall slightly above the range by the comparable properties and we believe that stabilized costs should be slightly lower. We have forecast Year 1 payroll taxes and benefits costs at $260,000 or $4,187 per resident.

Resident Care

This expense is for the costs associated with the personal or assisted living services for the assisted living residents. These include all health care and special needs supplies and related activities, but does not include payroll. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	2,837	$	52	$	0.14		0.22	%
2001	$	3,319	$	57	$	0.16		0.22	%
2002	$	1,862	$	29	$	0.08		0.11	%
2003 Annualized	$	3,446	$	58	$	0.16		0.20	%
C&W Forecast	$	25,000	$	403	$	1.10		1.38	%

The expense comparables showed expenses for this category from $ 219 to $ 609 per resident (average of $ 371 per resident), while the industry data showed a range from $4,253 to $7,259 per resident (median of $6,123 per resident). The industry data included wages and salaries that we have categorized separately. The subject’s actual expenses are seen as falling well

VALUATION SERVICES	97	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

below the average costs by the comparable properties. As such, we believe a prudent operator would allocate a higher allowance, especially as over one-half of the subject’s residents are paying for additional resident or personal care. Based on this, we have forecast Year 1 resident care costs at $25,000 or $ 403 per resident.

Food Services

These costs include raw food costs, as well as kitchen supplies. The residents at the subject are provided with three complete meals per day. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	128,446	$	2,362	$	6.47		9.89	%
2001	$	112,822	$	1,932	$	5.29		7.35	%
2002	$	138,770	$	2,149	$	5.89		7.95	%
2003 Annualized	$	137,742	$	2,311	$	6.33		8.08	%
C&W Forecast	$	140,000	$	2,254	$	6.18		7.75	%

The expense comparables showed expenses for this category from $1,207 to $2,196 per resident (average of $1,729 per resident), while the industry data showed a range from $2,704 to $4,892 per resident (median of $3,529 per resident). The subject’s actual expenses are bracketed by the expense comparisons. We have forecast Year 1 food services costs at $140,000 or $2,254 per resident.

Activities

This category is for the activities and recreation costs, as well as transportation costs. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	5,814	$	107	$	0.29		0.45	%
2001	$	2,732	$	47	$	0.13		0.18	%
2002	$	9,448	$	149	$	0.41		0.55	%
2003 Annualized	$	10,523	$	177	$	0.48		0.62	%
C&W Forecast	$	11,000	$	177	$	0.49		0.61	%

VALUATION SERVICES	98	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

The expense comparables showed expenses for this category from $ 58 to $ 184 per resident (average of $ 100 per resident), while no data was provided by the ASHA industry data. The subject’s actual expenses fall at the upper end of the range shown by the comparable properties. We have forecast Year 1 activities costs at $11,000 or $ 177 per resident.

Housekeeping/Laundry

This category is for all housekeeping costs, including all supplies requisite to housekeeping and laundry services. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	25,341	$	466	$	1.28		1.95	%
2001	$	13,907	$	238	$	0.65		0.91	%
2002	$	9,611	$	149	$	0.41		0.55	%
2003 Annualized	$	8,567	$	144	$	0.39		0.50	%
C&W Forecast	$	10,000	$	161	$	0.44		0.55	%

The expense comparables showed expenses for this category from $ 101 to $ 299 per resident (average of $ 173 per resident), while the industry data showed a range from $ 532 to $1,130 per resident (median of $ 815 per resident). The industry data included wages and salaries that we have categorized separately. The subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 housekeeping costs at $10,000 or $ 161 per resident.

Plant Operations

These costs include general repairs and maintenance, elevator contracts, supplies and equipment purchases for the facility. The historical costs, as well as our forecast for this category are shown below.

VALUATION SERVICES	99	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Year	Total		$/Resident		PRD		% of EGI
2000	$	75,087	$	1,381	$	3.78		5.78	%
2001	$	69,866	$	1,197	$	3.28		4.55	%
2002	$	63,743	$	987	$	2.70		3.65	%
2003 Annualized	$	90,378	$	1,516	$	4.15		5.30	%
C&W Forecast	$	80,000	$	1,288	$	3.53		4.43	%

The expense comparables showed expenses for this category from $ 510 to $1,409 per resident (average of $ 854 per resident), while the industry data showed a range from $ 580 to $1,356 per resident (median of $ 916 per resident). The 2003 annualized costs fall above the comparable range. We have forecast Year 1 plant operations costs slightly lower at $80,000 or $1,288 per resident.

Utilities

This expense is for the annual cost for natural gas, electricity, water/sewer, cable TV and trash removal. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	63,862	$	1,175	$	3.22		4.92	%
2001	$	74,837	$	1,282	$	3.51		4.87	%
2002	$	80,101	$	1,240	$	3.40		4.59	%
2003 Annualized	$	80,885	$	1,357	$	3.72		4.74	%
C&W Forecast	$	82,000	$	1,320	$	3.62		4.54	%

The expense comparables showed expenses for this category from $1,180 to $1,805 per resident (average of $1,507 per resident), while the industry data showed a range from $1,086 to $1,526 per resident (median of $1,306 per resident). The subject’s actual expenses are bracketed by the comparables, yet are considered reasonable as utilities are property specific. We have forecast Year 1 utility costs at $82,000 or $1,320 per resident.

Marketing/Promotions

This expense is directly connected to the advertising and marketing of the complex for such things as newspapers and brochures, resident retention, etc. These costs also include the

VALUATION SERVICES	100	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

payroll costs of the marketing staff. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	61,889	$	1,138	$	3.12		4.76	%
2001	$	37,586	$	644	$	1.76		2.45	%
2002	$	12,104	$	187	$	0.51		0.69	%
2003 Annualized	$	40,035	$	672	$	1.84		2.35	%
C&W Forecast	$	45,000	$	725	$	1.99		2.49	%

The expense comparables showed expenses for this category from $ 439 to $ 546 per resident (average of $ 504 per resident), while the industry data showed a range from $ 858 to $2,008 per resident (median of $1,349 per resident). With the exception of the low expense in 2002, the subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 marketing costs at $45,000 or $ 725 per resident.

Real Estate Taxes

This cost is for the annual real and personal property tax liability for the subject. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	88,534	$	1,628	$	4.46		6.82	%
2001	$	78,282	$	1,341	$	3.67		5.10	%
2002	$	48,334	$	748	$	2.05		2.77	%
2003 Annualized	$	60,399	$	1,013	$	2.78		3.54	%
C&W Forecast	$	30,000	$	483	$	1.32		1.66	%

The expense comparables showed expenses for this category from $ 520 to $1,257 per resident (average of $ 828 per resident), while the industry data showed a range from $ 648 to $1,597 per resident (median of $1,011 per resident). Please refer to the Real Estate Taxes and Assessments section of the report for a discussion on how the Year 1 taxes were estimated. We have forecast the Year 1 real estate tax expense at $30,000 or $ 483 per resident and which is based on a market value premise.

VALUATION SERVICES	101	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Insurance

This cost is for the annual liability insurance for the property. The historical costs, as well as our forecast for this category are shown below.

Year	Total		$/Resident		PRD		% of EGI
2000	$	12,010	$	221	$	0.61		0.92	%
2001	$	19,287	$	330	$	0.90		1.26	%
2002	$	35,259	$	546	$	1.50		2.02	%
2003 Annualized	$	35,582	$	597	$	1.64		2.09	%
C&W Forecast	$	40,000	$	644	$	1.76		2.22	%

The expense comparables showed expenses for this category from $ 400 to $1,154 per resident (average of $ 722 per resident), while the industry data showed a range from $ 278 to $ 726 per resident (median of $ 463 per resident). Insurance costs for senior living properties have increased strongly over the last one to two years. The subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 insurance costs at $40,000 or $ 644 per resident.

Management Fee

The subject is managed at a rate equal to 5.0 percent of effective gross income. According to data by The 2002 State of Senior Housing Report, the median management fee for congregate living facilities is 5.0 percent, with a general range from 5.0 to 7.0 percent. We have concluded to a 5.0 percent management fee and which equates to a Year 1 expense of $90,290 or $1,454 per resident in our analysis.

Replacement Reserves

Replacement reserves are necessary for replacement of roof covering, mechanical systems, furnishings, appliances, etc. For a facility such as the subject, it is reasonable to deduct one to two percent of net resident revenues for replacement reserves. The ASHA industry data shows a range of reserve unit allowances from $ 181 to $ 525 per unit with a median of $ 326 per unit. In the case of the subject and its date of construction, we have deducted an amount equal to $350 per unit and which equates to a total cost of $24,150 or $ 389 per resident, which is well supported by the industry data.

Expense Summary

Overall, the first year expenses for the subject (including management fees and reserves) are projected at $1,523,440 ($24,532 per resident) and 84.36 percent of effective gross income. The sale comparables indicated expense ratios from 52.75 to 69.17 percent (average of 63.90 percent), while the industry data showed a range from 76 to 81 percent (median of 75 percent). Additionally, the subject has operated at expense ratios ranging from 80.7 to 87.8 percent over the last three years (includes management and reserve allowances).

VALUATION SERVICES	102	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

We note that, according to The Senior Care Acquisition Report 2003, that the average expense ratio for assisted living facilities was 75.8 percent in 2002 and which represented an approximately eight percent increase from 70.4 percent in 2001. The survey noted, however, that many of the properties used in the sampling were troubled which resulted in a higher reported operating expense basis.

Furthermore, operating margins for assisted living facilities were reported at 30.8 percent for the median, 18.4 percent for the lower quartile and 34.7 percent for the upper quartile according to the State of Senior Housing Report 2002.

Our conclusion equates to a net operating income per resident of $4,547, which is above the most recent full operating year (2002) of $5,081 per resident. The difference, however, is directly related to our increased expenses due to the age of the property. Our expense and resultant net operating income estimate is considered reasonable in light of the historical data. A summary of our Year 1 proforma is presented below.

Retirement Inn of Fremont
STABILIZED OPERATING STATEMENT

						Total		PR		PRD		% of EGI
EFFECTIVE GROSS INCOME						$	1,805,796	$	29,079	$	79.67
EXPENSES
General/Administrative						$	46,000	$	741	$	2.03		2.55	%
Payroll (Wages)						$	640,000	$	10,306	$	28.24		35.44	%
Payroll Taxes & Benefits						$	260,000	$	4,187	$	11.47		14.40	%
Resident Care						$	25,000	$	403	$	1.10		1.38	%
Food Services						$	140,000	$	2,254	$	6.18		7.75	%
Activities						$	11,000	$	177	$	0.49		0.61	%
Housekeeping/Laundry						$	10,000	$	161	$	0.44		0.55	%
Plant Operations						$	80,000	$	1,288	$	3.53		4.43	%
Utilities						$	82,000	$	1,320	$	3.62		4.54	%
Marketing/Promotions						$	45,000	$	725	$	1.99		2.49	%
Real Estate Taxes						$	30,000	$	483	$	1.32		1.66	%
Insurance						$	40,000	$	644	$	1.76		2.22	%
TOTAL OPERATING EXPENSES				78.0	%	$	1,409,000	$	22,689	$	62.16		78.03	%
Management Fees		5.0	%			$	90,290	$	1,454	$	3.98		5.00	%
Replacement Reserves	$	350				$	24,150	$	389	$	1.07		1.34	%
TOTAL EXPENSES						$	1,523,440	$	24,532	$	67.21		84.36	%
NET OPERATING INCOME						$	282,356	$	4,547	$	12.46		15.64	%

(*) Per Actual Resident

Direct Capitalization Rate Analysis

In determining an appropriate capitalization rate, the rates of return have been derived by applying three different methods: market extraction from the sales comparables, our findings reported in The Senior Care Acquisition Report, 2003, published by Irving Levin Associates,

VALUATION SERVICES	103	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Inc., findings from the Senior Care Participants Survey completed by Cushman & Wakefield, Inc., and from Band-of-Investment.

The capitalization rate was determined by analyzing investment rates of return acceptable to buyers. The rate of return on an investment is determined by analyzing several aspects of that investment and then assigning a risk associated with those aspects. Elements usually considered are:

• Reliability of the gross income prediction. How certain is it that the income will be forthcoming? Income is more dependable when the property is leased on a long-term basis to financially responsible tenants than when rented on a month-to-month basis to less reliable tenants.

• Reliability of the expense prediction. Is there great danger of having expenses increase materially, or is there a fair chance that they will remain about the same or even decrease?

• Expense ratio. If the expenses are low in relation to gross income, the quality of the net income may be better, because a moderate reduction in gross income or a moderate increase in expenses does not affect the net income substantially.

• Burden of management. Even when real estate management is employed, a property that requires constant attention, because of either maintenance or rent collection problems, is less desirable than one that needs minimal management. A long-term lease that requires a tenant to take care of all repairs and to pay taxes and insurance presents a situation that is relatively free from this burden of management.

• Marketability of the property. An investment that has marketability and liquidity appeals to a wider group of investors than one lacking those attributes.

• Stability of value. The value or market price of a piece of real property tends to remain within a narrower range for longer periods of time than do most other commodities.

As described previously, the gross income projected for the property is subject to such uncertainties as competition from other facilities and fluctuations in demand for the subject’s services. Moreover, the subject property has limited marketability and liquidity because a purchaser must have the appropriate operating license from the applicable state regulatory agencies, which limit the number of potential investors and would, in any potential sale of the property, create impediments and delays.

Going-In Capitalization Rate

The first method used to derive the capitalization rate was a review of comparable sales that have occurred in the subject’s regional area. The overall capitalization rates derived from the assisted living facility sales used in the Sales Comparison Approach are summarized below:

VALUATION SERVICES	104	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

CAPITALIZATION RATE SUMMARY

		Date	Year					Capitalization
No.	Property Name	of Sale	Built		Occupancy			Rate
1	Carmel Village	Jan-03		1986		97	%		11.14	%
2	Emerald Hills	Sep-02		1999		95	%		11.19	%
3	Mapleride of Laguna Creek	Jan-02		1999		95	%		10.55	%
4	Woodmark at Summit Ridge	Feb-02		1998		95	%		12.94	%
5	Manor at Lakeside	Aug-01		1981		95	%		11.56	%
6	Atria Redding	Jul-01		2000		95	%		12.50	%
Low				1981		95	%		10.55	%
High				2000		97	%		12.94	%
Median				1999		95	%		11.38	%
Average				1994		95	%		11.65	%

The overall capitalization rates of the comparable sales range from 10.55 to 12.94 percent, with an average indicated of 11.65 percent. These rates are reported to be after management fee and reserves. The capitalization rates reflect actual buyer expectations of existing facilities and are directly applicable to the subject and the spread in the capitalization rates is 239 basis points. Although this is a relatively wide range in rates, the sales nevertheless are felt to provide a good comparison of estimating a market capitalization rate. We believe that based on the market positioning, age, quality and condition of the subject, a capitalization rate in the lower to middle portion of the range would be warranted. From this, we have concluded to a range from 11.00 to 11.50 percent for the subject.

Industry Findings

To further test the capitalization rates, data on assisted living acquisition trends in The Senior Care Acquisition Report, Eighth Edition, 2003, was consulted. The report indicated that after two years of declining capitalization rates for assisted living properties, 2002 saw an increase in rates to a reported average of 12.20 percent. This information is summarized in the graph below.

VALUATION SERVICES	105	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

In addition, Cushman & Wakefield, Inc. has surveyed senior care participants regarding their investment parameters for senior housing properties. This recent information has been summarized in the following table.

2003 Participants Survey

							Change From 2002					Change From 2001
				Survey
Property Type	Survey Range			Average			Basis Point		%			Basis Point		%
Capitalization Rates
55+ Senior Apartments		7.00% - 10.25	%		8.15	%		-7		0.9	%		-68		-7.6	%
Independent Living		9.00% - 10.50	%		9.55	%		-5		0.5	%		-30		-3.0	%
Assisted Living		10.00% - 12.25	%		10.85	%		-17		1.6	%		-8		-7.2	%
Skilled Nursing		11.50% - 18.00	%		14.15	%		16		-1.1	%		-61		-4.2	%
Continuing Care Retirement Community		9.00% - 11.50	%		10.40	%		-35		3.4	%		-15		-1.4	%
Internal Rates of Return
55+ Senior Apartments		9.50% - 15.00	%		10.60	%		-15		1.4	%		-20		-1.8	%
Independent Living		10.00% - 15.00	%		11.90	%		-25		2.1	%		-65		-5.7	%
Assisted Living		12.00% - 17.00	%		15.30	%		42		-2.7	%		-22		-1.5	%
Skilled Nursing		13.00% - 20.00	%		16.30	%		-25		1.5	%		-165		-9.1	%
Continuing Care Retirement Community		9.00% - 17.00	%		13.00	%		-25		1.9	%		-135		-9.2	%

Source: Senior Care Participants Survey, 2003 by Cushman & Wakefield, Inc.

In reviewing the 2003 survey, capitalization rates for assisted living facilities ranged from 10.00 to 12.25 percent with an average indication of 10.85 percent. This data is seen as being nearly 135 basis points below that reported previously in The Senior Care Acquisition Report, Eighth Edition, 2003. The 2003 C&W survey also shows that capitalization rates have declined slightly over those reported in 2002 and 2001.

VALUATION SERVICES	106	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

In choosing the appropriate capitalization rate for the subject, we have considered its location, occupancy, as well as the overall condition and utility of the property. The subject is a mid-sized assisted living facility located in a favorable demographic area in California. The market area is considered to be at an equilibrium basis with no under- or over-supply at this time. Based on the data and characteristics of the subject and marketplace, we believe a capitalization rate of between 11.00 to 11.50 percent to be appropriate for the property.

Band of Investment

The Band of Investment technique accounts for the combination of equity and prevailing financing which are banded together to finance this type of real estate. The rate developed is a weighted average, the weights being percentages of the total value, which are occupied by the mortgage and equity positions.

After surveying several commercial mortgage lenders and consulting the most recent Senior Care Participants Survey, published by Cushman & Wakefield, Inc. and the Senior Care Acquisition Report, published by Irving Levin Associates, it is our opinion that a typical creditworthy owner could obtain financing from a lending source in an amount equal to 75 percent of value at an annual interest rate of 8.50 percent. A typical loan period for this type of real estate ranges from 20 to 30 years. Utilizing a 25-year amortization period at an 8.50 percent interest rate (payable monthly) yields a mortgage constant of 0.0966273.

For a review of investor rates of return, reference is made to the previous table, which showed investment parameters for assisted living properties.

As shown in the table, internal rates of return or equity dividend rates for senior housing properties ranged from 9.50 to 20.00 percent. Independent living facilities fall within the lower to middle portion of the range from 10.00 to 15.0 percent with an average indicated rate of 11.90 percent. Assisted living facilities fall within the middle portion at 12.00 to 17.0 percent with an average indicated rate of 15.30 percent.

Based on the data, we believe a prudent investor in a senior housing property like the subject would accept an initial annual return of between 10 percent and 15 percent of an equity investment in anticipation of a stable income flow and property appreciation over time. From this, and based on the subject’s physical, locational and competitive structure, a rate from within the middle portion of the latter range, or 14.0 percent would be reasonable.

It should be emphasized that the equity dividend rate is not necessarily the same as an equity yield rate or true rate of return on equity capital. The equity dividend rate is an equity capitalization that reflects all benefits that can be recognized by the equity investor as of the date of purchase. The overall capitalization rate is developed as follows:

VALUATION SERVICES	107	ADVISORY GROUP

INCOME CAPITALIZATION APPROACH

Band of Investment Technique

75.0	%	MORTGAGE	X	0.0966273 Mortgage Constant	=	0.0724
25.0	%	Equity	X	0.1400 Equity Dividend	=	0.0350
100.0	%	Total				0.1074
				OAR = 10.74%

Direct Capitalization Method Conclusion

We estimated a capitalization rate of 10.55 to 12.94 percent through our direct comparison analysis, while the band-of-investment technique correlated to 10.74 percent. Utilizing both methods to develop a capitalization rate, tempered with investor criteria and the specific attributes of the subject, we feel a rate of 11.50 percent is warranted for the property. We note that this rate is applied after reserves. Our conclusion via the Direct Capitalization Method is as follows:

DIRECT CAPITALIZATION METHOD

Net Operating Income $  282,356

Sensitivity Analysis (0.25% OAR Spread)	Value		$/Unit
Based on Low-Range of 11.25%	$	2,509,833	$	36,374
Based on Most Probable Range of 11.50%	$	2,455,271	$	35,584
Based on High-Range of 11.75%	$	2,403,031	$	34,827
Reconciled Value	$	2,455,271	$	35,584
Rounded to nearest $100,000	$	2,500,000	$	36,232

Value Conclusion: $2,400,000

VALUATION SERVICES	108	ADVISORY GROUP

RECONCILIATION AND FINAL VALUE OPINION

Valuation Methodology Review and Reconciliation

This Appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

The approaches indicated the following values:

Cost Approach	$	3,200,000
Sales Comparison Approach:	$	2,500,000
Income Capitalization Approach:	$	2,400,000

Due to the fact that the subject is an income producing property, investors are primarily concerned with their return on equity. Therefore, the Income Capitalization Approach was given most weight in our final value conclusion. The Sales Comparison and Cost Approaches provide a reasonable check on the value derived via the Income Capitalization Approach.

The Cost Approach provides a reliable estimate of value for proposed or newly constructed improvements. However, as the property ages and obsolescence occurs, it is increasingly difficult to quantify the resultant depreciation. As the subject represents older construction, the degree of depreciation was moderate, yet believed reasonable based on the market data. This approach, however, falls above the indications provided by the Sales Comparison and Income Capitalization Approaches with the difference related to some degree of external obsolescence from the older age of the property and inability to achieve rents consistent with the newer properties in the marketplace. As such, this approach has been given only limited support for our findings via the other two approaches to value.

The Sales Comparison Approach reflects an estimate of value as indicated by the actual sales of assisted living facilities. In this approach, we searched the state for transactions of similar property types. Given that these types of properties are typically purchased based on their income producing capabilities, this approach was useful in providing support for our findings in the Income Capitalization Approach.

The Income Capitalization Approach is typically considered the most appropriate approach to utilize when valuing going concerns such as nursing homes and assisted living facilities. This approach considers the income potential of the property. In our Income Capitalization Approach to value, the anticipated monetary benefits of ownership were converted into a value estimate. Within the Income Capitalization Approach, direct capitalization was used as it is the most common method used by investors and purchasers in acquiring existing and stabilized properties of this nature.

VALUATION SERVICES	109	ADVISORY GROUP

RECONCILIATION AND FINAL VALUE OPINION

Based on our Complete Appraisal as defined by the Uniform Standards of Professional Appraisal Practice, we have developed an opinion that the “as-is” going concern market value of the fee simple estate of the referenced property, subject to the assumptions, limiting conditions, certifications, and definitions, on October 15, 2003 was:

TWO MILLION FOUR HUNDRED FIFTY THOUSAND DOLLARS

$2,450,000

Personal Property Allocation

Included in the above estimate of market value is the contributing value of the personal property at the subject property, or the furnishings, fixtures and equipment (FF&E). FF&E is generally considered to be part of the assisted living facility and is typically sold with the building. It is therefore considered to be a part of the property’s total value. FF&E includes the unit and public area furnishings, kitchen equipment, service/maintenance equipment and other machinery. Based on previous analysis of the subject, we estimated the value of the FF&E as new to be $277,725, including a 15 percent factor for entrepreneurial profit.

Physical deterioration (depreciation) must be deducted for the FF&E. The subject opened in 1977. Based on our physical inspection of the property, we are of the opinion that the property is currently in average physical condition. We have estimated that the subject’s FF&E has a useful life of 10 years and we have estimated the current effective age at 8 years. This equates to a 80 percent depreciation factor, as summarized in the following table.

Furniture, Fixtures and Equipment

Total Value of FF&E As New	$	277,725
Physical Life (Yrs)		10
Effective Age (Yrs)		8
Percent Depreciated (%)		80
Percent Value Remaining (%)		20
Depreciated Value	$	55,545
Rounded	$	60,000

The contributing value of the FF&E is believed to be the cost of the FF&E less its accrued depreciation. This equates to $60,000 rounded.

Business Value (Going Concern)

Assisted living facilities are undisputedly a combination of business and real estate; the day-to-date operation of an assisted living facility represents a business over and above the real estate value. Numerous theories have been developed over time in an attempt to isolate the business component of a senior housing facility.

In our analysis, we have determined the value of the real estate in the Cost Approach to be $3,200,000. As the value of the going concern (Income Capitalization and Sales Comparison Approaches) was determined to be $2,450,000 (which includes the $60,000 in FF&E), this indicates that there is $0 in business value.

VALUATION SERVICES	110	ADVISORY GROUP

ASSUMPTIONS AND LIMITING CONDITIONS

“Report” means the appraisal or consulting report and conclusions stated therein, or a letter opinion, to which these Assumptions and Limiting Conditions are annexed.

“Property” means the subject of the Report

“C&W” means Cushman & Wakefield, Inc. or its subsidiary that issued the Report.

“Appraiser(s)” means the employee(s) of C&W who prepared and signed the Report.

The Report has been made subject to the following assumptions and limiting conditions:

1.	No opinion is intended to be expressed and no responsibility is assumed for the legal description or for any matters that are legal in nature or require legal expertise or specialized knowledge beyond that of a real estate appraiser. Title to the Property is assumed to be good and marketable and the Property is assumed to be free and clear of all liens unless otherwise stated. No survey of the Property was undertaken.
2.	The information contained in the Report or upon which the Report is based has been gathered from sources the Appraiser assumes to be reliable and accurate. The owner of the Property may have provided some of such information. Neither the Appraiser nor C&W shall be responsible for the accuracy or completeness of such information, including the correctness of estimates, opinions, dimensions, sketches, exhibits and factual matters. Any authorized user of the Report is obligated to bring to the attention of C&W any inaccuracies or errors that it believes are contained in the Report.
3.	The opinions are only as of the date stated in the Report. Changes since that date in external and market factors or in the Property itself can significantly affect the conclusions.
4.	The Report is to be used in whole and not in part. No part of the Report shall be used in conjunction with any other analyses. Publication of the Report or any portion thereof without the prior written consent of C&W is prohibited. Reference to the Appraisal Institute or to the MAI designation is prohibited. Except as may be otherwise stated in the letter of engagement, the Report may not be used by any person other than the party to whom it is addressed or for purposes other than that for which it was prepared. No part of the Report shall be conveyed to the public through advertising, or used in any sales or promotional or offering or SEC material without C&W’s prior written consent.
	Any authorized user of this Report who provides a copy to, or permits reliance thereon by, any person or entity not authorized by C&W in writing to use or rely thereon, hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers and employees, harmless from and against all damages, expenses, claims and costs, including attorneys’ fees, incurred in investigating and defending any claim arising from or in any way connected to the use of, or reliance upon, the Report by any such unauthorized person or entity.
5.	Except as may be otherwise stated in the letter of engagement, the Appraiser shall not be required to give testimony in any court or administrative proceeding relating to the Property or the Appraisal.
6.	The Report assumes (a) responsible ownership and competent management of the Property; (b) there are no hidden or unapparent conditions of the Property, subsoil or structures that render the Property more or less valuable (no responsibility is assumed for such conditions or for arranging for engineering studies that may be required to

VALUATION SERVICES	111	ADVISORY GROUP

ASSUMPTIONS AND LIMITING CONDITIONS

	discover them); (c) full compliance with all applicable federal, state and local zoning and environmental regulations and laws, unless noncompliance is stated, defined and considered in the Report; and (d) all required licenses, certificates of occupancy and other governmental consents have been or can be obtained and renewed for any use on which the value estimate contained in the Report is based.
7.	The physical condition of the improvements considered by the Report is based on visual inspection by the Appraiser or other person identified in the Report. C&W assumes no responsibility for the soundness of structural members nor for the condition of mechanical equipment, plumbing or electrical components.
8.	The forecasted potential gross income referred to in the Report may be based on lease summaries provided by the owner or third parties. The Report assumes no responsibility for the authenticity or completeness of lease information provided by others. C&W recommends that legal advice be obtained regarding the interpretation of lease provisions and the contractual rights of parties.
9.	The forecasts of income and expenses are not predictions of the future. Rather, they are the Appraiser’s best estimates of current market thinking on future income and expenses. The Appraiser and C&W make no warranty or representation that these forecasts will materialize. The real estate market is constantly fluctuating and changing. It is not the Appraiser’s task to predict or in any way warrant the conditions of a future real estate market; the Appraiser can only reflect what the investment community, as of the date of the Report, envisages for the future in terms of rental rates, expenses, and supply and demand.
10.	Unless otherwise stated in the Report, the existence of potentially hazardous or toxic materials that may have been used in the construction or maintenance of the improvements or may be located at or about the Property was not considered in arriving at the opinion of value. These materials (such as formaldehyde foam insulation, asbestos insulation and other potentially hazardous materials) may adversely affect the value of the Property. The Appraisers are not qualified to detect such substances. C&W recommends that an environmental expert be employed to determine the impact of these matters on the opinion of value.
11.	Unless otherwise stated in the Report, compliance with the requirements of the Americans with Disabilities Act of 1990 (ADA) has not been considered in arriving at the opinion of value. Failure to comply with the requirements of the ADA may adversely affect the value of the Property. C&W recommends that an expert in this field be employed.
12.	If the Report is submitted to a lender or investor with the prior approval of C&W, such party should consider this Report as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in this Report.
13.	In the event of a claim against C&W or its affiliates or their respective officers or employees or the Appraisers in connection with or in any way relating to this Report or this engagement, the maximum damages recoverable shall be the amount of the monies

VALUATION SERVICES	112	ADVISORY GROUP

ASSUMPTIONS AND LIMITING CONDITIONS

	actually collected by C&W or its affiliates for this Report and under no circumstances shall any claim for consequential damages be made.
14.	If the Report is referred to or included in any offering material or prospectus, the Report shall be deemed referred to or included for informational purposes only and C&W, its employees and the Appraiser have no liability to such recipients. C&W disclaims any and all liability to any party other than the party which retained C&W to prepare the Report.
15.	By use of this Report each party that uses this Report agrees to be bound by all of the Assumptions and Limiting Conditions stated herein.

Extraordinary Assumptions

An extraordinary assumption is defined as “an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal or economic characteristics of the subject property or about conditions external to the property, such as market conditions or trends, or the integrity of data used in an analysis.” (USPAP 2001 Edition, ASB of The Appraisal Foundation, 1/1/2001, page 2).

This appraisal assumes that the property meets the licensing requirements of the State of California as a residential care facility for the elderly and continues to remain in compliance with applicable life safety codes.

This Appraisal employs no other Extraordinary Assumptions.

Hypothetical Conditions

A hypothetical condition is defined as “that which is contrary to what exists, but is supposed for the purpose of analysis. Hypothetical conditions assume conditions contrary to known facts about physical, legal, or economic characteristics of the subject property or about conditions external to the property, such as market conditions or trends, or the integrity of data used in an analysis.” (USPAP 2001 Edition, ASB of The Appraisal Foundation, 1/1/2001, page 3).

This Appraisal employs no Hypothetical Conditions.

VALUATION SERVICES	113	ADVISORY GROUP

CERTIFICATION OF APPRAISAL

We certify that, to the best of our knowledge and belief:

1.	The statements of fact contained in this report are true and correct.
2.	The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and is our personal, impartial, and unbiased professional analyses, opinions, and conclusions.
3.	We have no present or prospective interest in the property that is the subject of this report, and no personal interest with respect to the parties involved.
4.	We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
5.	Our engagement in this assignment was not contingent upon developing or reporting predetermined results.
6.	Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal.
7.	Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice of the Appraisal Foundation and the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute.
8.	Mark E. Bryant made a personal inspection of the property that is the subject of this report. John M. Vissotzky, MAI, Managing Director, Valuation Advisory Services, reviewed and approved the report but did not inspect the property.
9.	No one provided significant real property appraisal assistance to the persons signing this report.
10.	The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
11.	As of the date of this report, Appraisal Institute continuing education for John M. Vissotzky, MAI is current.

Mark E. Bryant	John M. Vissotzky, MAI
Managing Director	Managing Director
Senior Housing/Healthcare Industry Group
California Certified General Appraiser
License No. AG02572

VALUATION SERVICES	114	ADVISORY GROUP

ADDENDA

Addenda Contents

ADDENDUM A:	Letter of Engagement
ADDENDUM B:	Legal Description
ADDENDUM C:	Demographics
ADDENDUM D:	Property Exhibits
ADDENDUM E:	Historical Operating Statements
ADDENDUM F:	Comparable Land Sale Data Sheets
ADDENDUM G:	Comparable Improved Sale Data Sheets
ADDENDUM H:	Qualifications of the Appraisers

VALUATION SERVICES	115	ADVISORY GROUP

ADDENDA

ADDENDUM A: Letter of Engagement

Cushman & Wakefield of Georgia, Inc.
3300 One Atlantic Center
1201 West Peachtree Street
Atlanta, GA 30309
404-853-5351 Tel
404-874-8046 Fax
Norman_LeZotte@Cushwake.com

September 30, 2003

Mr. Douglas Armstrong
General Counsel
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

Re:	12 Assisted Living Facilities
	In California and Arizona

Dear Mr. Armstrong:

Thank you for requesting our proposal for appraisal services. This proposal letter, with its attachments, will become, upon your acceptance, our letter of engagement to provide the services outlined herein.

THE PARTIES TO THIS AGREEMENT: Cushman & Wakefield of Georgia, Inc, Cushman & Wakefield of California, Inc, and Cushman & akefield of Arizona, Inc. will prepare the appraisals. We understand that ARV Assisted Living, Inc. (“ARV”) and its affiliates are the clients in this assignment and will be referred to herein, collectively, at times as the “Client” and the report will be addressed to ARV and/or one or more of its affiliates as requested by ARV.

The appraisal will be prepared and submitted to the Client for use only in connection with the proxy solicitation/tender offers filed with the SEC and distributed to the holders of limited partnership interests in American Retirement Villas Properties II and American Retirement Villas Properties III, L.P. (the “Partnerships”). Unless we otherwise consent in writing, the appraisal cannot be used (other than in the material related to the proxy solicitation/tender offer referred to above) for any purpose. If the Appraisal is submitted to a lender or investor with the prior approval of C&W, such party should consider this Appraisal as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated In the Appraisal.

REPORTING REQUIREMENTS: We have agreed to prepare a Complete Appraisal in a Self-Contained format. The market value of the Fee Simple or Leasehold Interest will be presented As Is. You have also requested that we include the Going Concern Value as of the specified date of value. The valuation methods utilized in these reports will include the Income Approach, Sale Comparison Approach, and Cost Approach if all deemed applicable in producing a credible value estimate. The appraisal reports will be signed by an appraisal Institute member holding the title of MAI  (Member Appraisal Institute), Any Appraisal report will

VALUATION SERVICES ADVISORY GROUP

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 2

contain reliance language to the effect that the report is for the use and benefit of ARV, any of its affiliates, agents, and advisors and that the report and references to the report may be included and quoted in any tender offer or solicitation document (whether electronic or hard copy format) in connection with the transactions involving the Partnership referred to above.

PROPERTY INFORMATION: The twelve subject properties are:

ARV PORTFOLIO

Property	Units		City	State	YR Built		Appraisal fee
Covina Villa		63	Covina	CA		1977	$	5,500
Montego Heights Lodge		163	Walnut Creek	CA		1978	$	4,500
R.I. Of Burlingame		67	Burlingame	CA		1977	$	4,500
R.I. Of Campbell		71	Campbell	CA		1977	$	4,500
R.I. Of Daly City		95	Daly City	CA		1975	$	4,500
R.I. Of Fremont		68	Fremont	CA		1977	$	4,500
R.I. Of Fullerton		68	Fullerton	CA		1974	$	4,500
R.I. Of Sunnyvale		120	Sunnyvale	CA		1977	$	4,500
Valley View Lodge		125	Walnut Creek	CA		1986	$	4,500
Inn @ Willow Glen		83	San Jose	CA		1977	$	5,000
Chandler Villas		164	Chandler	AZ		1988	$	5,500
Villa Las Posas		123	Camarillo	CA		1997	$	5,500
		1,210					$	57,500

The entire fee is inclusive of any travel expenses and is a net fee to ARV or its Designated Affiliates

REGULATIONS OF FEDERAL AGENCIES: Federal banking regulations require banks and savings and loan associations to employ appraisers where a FIRREA compliant appraisal must be used in connection with mortgage loans or other transactions involving federally regulated lending institutions, including mortgage bankers/brokers. The appraisal being prepared would comply with the requirements of FIRREA if it were being delivered for use by a federally regulated institution. This appraisal will be prepared in accordance with the Uniform Standards of Professional Appraisal Practice of The Appraisal Foundation, the Standards of Professional Practice and the Code of Ethics of the Appraisal Institute.

STANDARD ASSUMPTIONS AND LIMITING CONDITIONS: Our report will be subject to our standard Assumptions and Limiting Conditions, which will be incorporated into the appraisal. The appraisal report may also be subject to any Extraordinary Assumptions and Hypothetical Conditions.

CONSENT: We understand that you intend to include, in the tender offer/proxy solicitation materials referred to above, a copy of our appraisal report, a description of the report and a summary of the procedures we followed in preparing our report, and our basis for, and the

VALUATION SERVICES ADVISORY GROUP

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 3

methods we used in arriving at, the conclusions reflected in our report. We agree to assist in the preparation of such description and summary and consent to your inclusion in the tender officer/proxy solicitation material of a copy of the appraisal report and a description and summary reasonably acceptable to us. Furthermore, you agree to pay the reasonable fees of our legal counsel for the review of any such description and summary to be included in such material which is the subject of the requested consent.

In the event the Client provides a copy of this appraisal to, or permits reliance thereon by, any person or entity not authorized by C&W in writing to use or rely thereon, ARV hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers and employees, harmless from and against all damages, expenses, claims and costs, including reasonable attorneys’ fees, incurred in investigating and defending any claim arising from the use of, or reliance upon, the appraisal by any such unauthorized person or entity. ARV also hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers, and employees harmless from and against all damages, expenses, claims, costs, including reasonable attorneys’ fees, incurred in investigating and defending any claim arising from the reliance upon the appraisal by any limited partner of the Partnerships or in connection with the tender offer/proxy solicitation material described herein. Notwithstanding the foregoing, neither ARV nor any of its affiliates shall be required to indemnify or hold harmless C&W, its affiliates or any of their respective shareholders, directors, officers or employees for or against any losses, damages, expenses, claims or costs resulting from the gross negligence, willful misconduct or bad faith of C&W, its affiliates or any of their respective shareholders, directors, officers, or employees. This indemnification shall be binding on ARV, its successors and assigns.

If the Appraisal is referred to or included in any offering material or prospectus, (other than the proxy solicitation/tender offer material referred to above), the Appraisal shall be deemed referred to or included for informational purposes only and C&W, its employees and the Appraiser have no liability to such recipients. C&W disclaims any and all liability to any party other than the party which retained C&W to prepare the Appraisal.

INFORMATION NEEDED TO COMPLETE THE ASSIGNMENT: We understand that you will provide the following information for our review, if available.

• Plot Plan/Survey and Legal Description

• Building plans

• Original construction and site acquisition costs

• Cost of any major expansions, modifications or repairs incurred over the past three years/Capital Expense Budget

• Operating Statements for three previous years plus year-to-date

• Most recent real estate tax bill or statement

• Operating Budgets

VALUATION SERVICES ADVISORY GROUP

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 4

• Sales history of the subject property over the past three years at a minimum

• Rent roll

• On Site Contact – Name and Phone #

When appropriate, we will include graphics such as maps, photographs and charts to assist in visualizing our findings. The final reports will be delivered electronically. We will provide hard copies upon request.

Fee and Schedule of Payment: The fee for this assignment shall be $57,500 in total (please see previous chart for individual fees), payable at the time of transmission of the report electronically or in three (3) bound copies. A retainer equal to fifty percent ($28,750) of the fee shall be paid when you return this engagement letter signed by you below authorizing the assignment to us. The balance of the fee will be due upon delivery of the report. Payment of the fee is not contingent on the appraised value, outcome of the consultation report, a loan closing, or any other prearranged condition.

Additional fees will be charged on an hourly basis for any work which exceeds the scope of this proposal, including performing additional valuation scenarios, additional research and conference calls or meetings with any party which exceed the time allotted for an assignment of this nature. If we are requested to stop working on this assignment, for any reason, prior to our completion of the appraisal, we will be entitled to bill you for the time put in to date at our hourly rates.

Response to Review: We agree to respond to your review of our report within five (5) business days of your communication to us. Correspondingly, you will have twenty-one (21) days from receipt of our report to communicate your review. We reserve the right to bill you for responding to your review beyond this time period.

Authorizing the Assignment and Report Delivery: We agree to complete the assignment within (21) days of receipt of your written authorization to proceed. You may authorize the assignment by signing this letter and returning it to us with the requested retainer.

Responding to Subpoena or Other Judicial Command to Produce Documents: If we receive a subpoena or other judicial command to produce documents or to provide testimony involving this assignment in connection with a lawsuit or proceeding, we will use reasonable efforts to notify you of our receipt of same. However, if we are not a party to these proceedings, you agree to reimburse us for the reasonable out-of-pocket expenses that we incur in responding to any subpoena or judicial command, including reasonable attorneys’ fees, if any, as they are incurred. We will be compensated at the then prevailing hourly rates of the personnel responding to the subpoena or command for testimony.

Limitation on Liability: By signing this agreement, except as may be prohibited by applicable law, Client expressly agrees that its sole and exclusive remedy for any and all losses or damages relating to this agreement shall be limited to the amount of the appraisal fee paid by the Client. In the event that the Client, or any other party entitled to do so, makes a claim against C&W or any of its affiliates or any of their respective officers or employees in connection with or in any way relating to this engagement to the appraisal, the maximum damages recoverable from C&W or any of its affiliates or their respective officers or employees shall be

VALUATION SERVICES ADVISORY GROUP

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 5

the amount of the monies actually collected by us for this assignment and under no circumstances shall any claim for consequential damages be made.

You acknowledge that any opinions and conclusions expressed by the Cushman & Wakefield professionals during this assignment are representations made as employees and not as individuals. C&W’s responsibility is limited to the client.

Thank you for calling on us to render these services and we look forward to working with you.

Sincerely,

VALUATION SERVICES ADVISORY GROUP

ADDENDA

ADDENDUM B: Legal Description

PARCEL ONE:

BEGINNING AT THE INTERSECTION OF THE NORTHEASTERLY LINE OF PARCEL A WITH THE SOUTHEASTERLY LINE OF PENNSYLVANIA AVENUE (60.00 WIDE) AS SAID PARCEL AND AVENUE ARE SHOWN ON THAT CERTAIN RECORD OF SURVEY MAP NO. 461 RECORDED IN RECORD OF SURVEY BOOK 8 AT PAGE 55, ALAMEDA COUNTY RECORDS; THENCE FROM SAID POINT OF BEGINNING ALONG SAID SOUTHEASTERLY LINE OF PENNSYLVANIA AVENUE, NORTH 33°22’08” EAST 229.34 FEET; THENCE ALONG A TANGENT 40.00 FOOT RADIUS CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 89°34’52” FOR AN ARC DISTANCE 62.54 FEET TO A POINT ON THE SOUTHWESTERLY LINE OF HASTINGS STREET (84.00 FEET WIDE); THENCE ALONG SAID SOUTHWESTERLY LINE TANGENT TO THE LAST NAMED CURVE, SOUTH 57°03’00” EAST 175.30 FEET, TO A POINT HEREINAFTER REFERRED TO AS POINT “A”, THENCE LEAVING SAID SOUTHWESTERLY LINE ALONG A LINE PARALLEL WITH THE AFOREMENTIONED SOUTHEASTERLY LINE OF PENNSYLVANIA AVENUE SOUTH 33°22’08” WEST 269.75 FEET TO THE ABOVEMENTIONED NORTHEASTERLY LINE OF PARCEL A; THENCE ALONG SAID NORTHEASTERLY LINE NORTH 56°51’43” WEST 215.00 FEET TO THE POINT OF BEGINNING.

BEING ALSO DESCRIBED AS PARCEL 1, PARCEL MAP 1723, FILED MARCH 9, 1976, IN BOOK 9 OF PARCEL MAPS, PAGE 28, ALAMEDA COUNTY RECORDS.

A.P. NO. 501-1594-7

PARCEL TWO:

AN EASEMENT FOR INGRESS AND EGRESS TO BE APPURTENANT TO HEREIN DESCRIBED PARCEL ONE, OVER AND ACROSS THE FOLLOWING DESCRIBED PARCEL OF LAND:

BEGINNING AT THE HEREINABOVE REFERRED TO POINT “A”; THENCE FROM SAID POINT OF BEGINNING ALONG THE SOUTHWESTERLY LIEN OF HASTINGS STREET 57°03’00“EAST 13.00 FEET; THENCE LEAVING SAID SOUTHWESTERLY LINE SOUTH 33°22’08” WEST 26.00 FEET; THENCE ALONG A LINE PARALLEL WITH SAID SOUTHWESTERLY LINE OF HASTINGS STREET NORTH 57°03’00” WEST 13.00 FEET; THENCE NORTH 33°22’08” EAST 26.00 FEET TO THE POINT OF BEGINNING.

Assessor’s Parcel No: 501-1594-007

ADDENDA

ADDENDUM C: Demographics

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Population by Age		Census		Pct.			Estimate		Pct.			Projection		Pct.
Total Population			163,265					167,888					179,206
	Age 45 - 54		21,046		12.89	%		22,508		13.41	%		25,384		14.16	%
	Age 55 - 59		7,178		4.40	%		8,058		4.80	%		9,900		5.52	%
	Age 60 - 64		5,678		3.48	%		6,114		3.64	%		7,891		4.40	%
	Age 65 - 69		4,736		2.90	%		4,806		2.86	%		5,551		3.10	%
	Age 70 - 74		3,819		2.34	%		3,777		2.25	%		3,794		2.12	%
	Age 75 - 79		2,970		1.82	%		2,980		1.77	%		3,013		1.68	%
	Age 80 - 84		1,839		1.13	%		2,000		1.19	%		2,129		1.19	%
	Age 85 and over		1,493		0.91	%		1,614		0.96	%		1,897		1.06	%
Age 55 and over			27,713		16.97	%		29,348		17.48	%		34,175		19.07	%
Age 65 and over			14,858		9.10	%		15,176		9.04	%		16,384		9.14	%
Total Population, Male			82,258					84,525					90,057
	Age 45 - 54		10,413		12.66	%		11,134		13.17	%		12,537		13.92	%
	Age 55 - 59		3,458		4.20	%		3,880		4.59	%		4,764		5.29	%
	Age 60 - 64		2,631		3.20	%		2,824		3.34	%		3,673		4.08	%
	Age 65 - 69		2,251		2.74	%		2,271		2.69	%		2,628		2.92	%
	Age 70 - 74		1,675		2.04	%		1,661		1.97	%		1,662		1.85	%
	Age 75 - 79		1,268		1.54	%		1,270		1.50	%		1,292		1.43	%
	Age 80 - 84		691		0.84	%		747		0.88	%		803		0.89	%
	Age 85 and over		461		0.56	%		489		0.58	%		582		0.65	%
Age 55 and over			12,436		15.12	%		13,143		15.55	%		15,404		17.10	%
Age 65 and over			6,347		7.72	%		6,439		7.62	%		6,966		7.74	%
Total Population, Female			81,007					83,362					89,150
	Age 45 - 54		10,634		13.13	%		11,374		13.64	%		12,847		14.41	%
	Age 55 - 59		3,719		4.59	%		4,178		5.01	%		5,136		5.76	%
	Age 60 - 64		3,047		3.76	%		3,290		3.95	%		4,218		4.73	%
	Age 65 - 69		2,485		3.07	%		2,535		3.04	%		2,923		3.28	%
	Age 70 - 74		2,145		2.65	%		2,115		2.54	%		2,132		2.39	%
	Age 75 - 79		1,702		2.10	%		1,710		2.05	%		1,721		1.93	%
	Age 80 - 84		1,148		1.42	%		1,253		1.50	%		1,326		1.49	%
	Age 85 and over		1,031		1.27	%		1,125		1.35	%		1,315		1.48	%

Prepared on: October 20, 2003   09:01 AM

© 2002 Claritas. All rights reserved. (800)866-6511   Page 1 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

	2000					2002					2007
Population by Age	Census		Pct.			Estimate		Pct.			Projection		Pct.
Age 55 and over		15,277		18.86	%		16,205		19.44	%		18,771		21.06	%
Age 65 and over		8,511		10.51	%		8,737		10.48	%		10.48		10.56	%

Prepared on: October 20, 2003   09:01 AM

© 2002 Claritas. All rights reserved. (800)866-6511 Page 2 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Population by Single Race Classification		Census		Pct.			Estimate		Pct.			Projection		Pct.
White Alone			85,606					83,784					80,020
	Age 65 and over		10,570		12.35	%		10,584		12.63	%		10,539		13.17	%
Black or African American Alone			6,046					6,217					6,630
	Age 65 and over		219		3.63	%		222		3.57	%		233		3.52	%
American Indian and Alaska Native Alone			1,003					1,038					1,142
	Age 65 and over		41		4.10	%		41		3.97	%		49		4.26	%
Asian Alone			47,435					52,469					63,769
	Age 65 and over		3,028		6.38	%		3,286		6.26	%		4,328		6.79	%
Native Hawaiian and Other Pacific Islander Alone			787					853					1,003
	Age 65 and over		52		6.58	%		54		6.31	%		69		6.91	%
Some Other Race Alone			12,177					12,835					14,396
	Age 65 and over		449		3.69	%		470		3.66	%		545		3.79	%
Two or More Races			10,211					10,691					12,246
	Age 65 and over		499		4.89	%		519		4.86	%		620		5.06	%
		2000					2002					2007
Population by Hispanic or Latino		Census		Pct.			Estimate		Pct.			Projection		Pct.
Hispanic or Latino			28,804					30,050					33,219
	Age 65 and over		1,679		5.83	%		1,730		5.76	%		2,039		6.14	%
Not Hispanic or Latino			134,461					137,838					145,987
	Age 65 and over		13,178		9.80	%		13,446		9.75	%		14,345		9.83	%
		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
Householder Age 55 - 64			6,304					7,490					9,110
	Income less than $15,000		494		7.84	%		279		3.72	%		208		2.28	%
	Income $15,000 -$24,999		585		9.28	%		284		3.79	%		266		2.93	%
	Income $25,000 - $34,999		825		13.08	%		373		4.97	%		376		4.13	%
	Income $35,000 - $49,999		1,386		21.98	%		675		9.02	%		568		6.24	%
	Income $50,000 - $74,999		1,764		27.98	%		1,345		17.96	%		1,258		13.81	%
	Income $75,000 - $99,999		745		11.81	%		1,441		19.24	%		1,382		15.17	%
	Income $100,000 - $149,999		484		7.67	%		1,722		22.99	%		2,222		24.39	%
	Income $150,000 -$249,999		132		2.10	%		1,098		14.66	%		1,860		20.42	%
	Income $250,000 - $499,999		38		0.61	%		230		3.07	%		815		8.95	%
	Income $500,000 and more		8		0.13	%		44		0.58	%		155		1.70	%
Median Household Income			49,340					88,679					111,201

Prepared on: October 20, 2003   09:01 AM

© 2002 Claritas. All rights reserved. (800)866-6511 Page 3 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

Prepared on: October 20, 2003   09:01 AM

© 2002 Claritas. All rights reserved. (800)866-6511 Page 4 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
Householder Age 65 - 69			2,326					2,534					2,838
	Income less than $15,000		532		22.87	%		185		7.29	%		119		4.20	%
	Income $15,000 -$24,999		469		20.16	%		269		10.63	%		210		7.39	%
	Income $25,000 - $34,999		375		16.12	%		274		10.83	%		308		10.87	%
	Income $35,000 - $49,999		455		19.55	%		371		14.63	%		318		11.20	%
	Income $50,000 - $74,999		341		14.64	%		563		22.24	%		538		18.97	%
	Income $75,000 - $99,999		108		4.62	%		393		15.50	%		488		17.18	%
	Income $100,000 - $149,999		25		1.07	%		318		12.55	%		481		16.95	%
	Income $150,000 - $249,999		11		0.46	%		143		5.65	%		283		9.98	%
	Income $250,000 - $499,999		5		0.20	%		13		0.53	%		84		2.96	%
	Income $500,000 and more		1		0.04	%		4		0.15	%		8		0.30	%
Median Household Income			29,189					57,425					71,521
Householder Age 70 - 74			1,484					1,996					1,939
	Income less than $15,000		388		26.14	%		150		7.53	%		82		4.25	%
	Income $15,000 - $24,999		315		21.21	%		214		10.72	%		149		7.67	%
	Income $25,000 - $34,999		260		17.49	%		210		10.50	%		201		10.37	%
	Income $35,000 - $49,999		308		20.75	%		277		13.86	%		222		11.47	%
	Income $50,000 - $74,999		230		15.51	%		446		22.35	%		353		18.19	%
	Income $75,000 - $99,999		73		4.90	%		302		15.12	%		337		17.40	%
	Income $100,000 - $149,999		13		0.87	%		260		13.03	%		326		16.84	%
	Income $150,000 -$249,999		6		0.40	%		123		6.16	%		201		10.39	%
	Income $250,000 - $499,999		5		0.31	%		9		0.44	%		60		3.07	%
	Income $500,000 and more		1		0.08	%		6		0.29	%		7		0.36	%
Median Household Income			28,654					58,221					72,309
Householder Age 75 - 79			984					1,620					1,582
	Income less than $15,000		464		47.18	%		241		14.89	%		131		8.28	%
	Income $15,000 -$24,999		240		24.39	%		333		20.56	%		251		15.85	%
	Income $25,000 - $34,999		126		12.80	%		231		14.28	%		287		18.15	%
	Income $35,000 - $49,999		74		7.48	%		297		18.31	%		220		13.94	%
	Income $50,000 - $74,999		54		5.51	%		275		17.01	%		301		19.04	%
	Income $75,000 - $99,999		20		2.00	%		97		6.01	%		181		11.44	%
	Income $100,000 -$149,999		3		0.30	%		104		6.41	%		113		7.13	%
	Income $150,000 - $249,999		1		0.10	%		35		2.16	%		78		4.93	%
	Income $250,000 - $499,999		1		0.10	%		4		0.25	%		17		1.06	%

Prepared on: October 20, 2003   09:01 AM

© 2002 Claritas. All rights reserved. (800)866-6511 Page 5 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
	Income $500,000 and more		0		0.00	%		2		0.12	%		3		0.19	%
Median Household Income			16,083					35,177					43,213

Prepared on: October 20, 2003   09:01 AM

© 2002 Claritas. All rights reserved. (800)866-6511 Page 6 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
Householder Age 80 - 84			578					1,091					1,136
	Income less than $15,000		273		47.34	%		175		16.07	%		105		9.24	%
	Income $15,000 - $24,999		131		22.69	%		242		22.22	%		184		16.20	%
	Income $25,000 - $34,999		68		11.75	%		152		13.93	%		213		18.76	%
	Income $35,000 - $49,999		47		8.10	%		194		17.77	%		158		13.87	%
	Income $50,000 - $74,999		32		5.54	%		172		15.78	%		208		18.32	%
	Income $75,000 - $99,999		10		1.71	%		60		5.49	%		126		11.09	%
	Income $100,000 - $149,999		2		0.35	%		69		6.36	%		76		6.68	%
	Income $150,000 - $249,999		1		0.17	%		22		2.03	%		51		4.46	%
	Income $250,000 - $499,999		1		0.17	%		2		0.18	%		13		1.13	%
	Income $500,000 and more		0		0.00	%		2		0.16	%		3		0.24	%
Median Household Income			15,606					33,322					41,171
Householder Age 85 and over			441					719					850
	Income less than $15,000		169		38.36	%		113		15.72	%		67		7.90	%
	Income $15,000 - $24,999		106		24.04	%		179		24.89	%		153		18.01	%
	Income $25,000 - $34,999		57		12.87	%		93		12.91	%		173		20.31	%
	Income $35,000 - $49,999		47		10.66	%		127		17.66	%		110		12.97	%
	Income $50,000 - $74,999		19		4.22	%		111		15.49	%		153		18.00	%
	Income $75,000 - $99,999		6		1.34	%		36		5.02	%		88		10.31	%
	Income $100,000 - $149,999		1		0.23	%		31		4.34	%		50		5.83	%
	Income $150,000 - $249,999		0		0.00	%		26		3.66	%		37		4.40	%
	Income $250,000 - $499,999		0		0.00	%		2		0.24	%		19		2.20	%
	Income $500,000 and more		0		0.00	%		1		0.07	%		1		0.06	%
Median Household Income			17,991					32,151					39,189

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 7 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Households by Household Income		Census		Pct.			Estimate		Pct.			Projection		Pct.
Total Households			49,278					56,802					59,516
	Income less than $15,000		4,378		8.88	%		1,959		3.45	%		1,266		2.13	%
	Income $15,000 - $24,999		4,744		9.63	%		2,554		4.50	%		1,934		3.25	%
	Income $25,000 - $34,999		6,497		13.18	%		2,932		5.16	%		2,659		4.47	%
	Income $35,000 - $49,999		10,518		21.34	%		4,996		8.80	%		3,703		6.22	%
	Income $50,000 - $74,999		13,873		28.15	%		10,951		19.28	%		8,430		14.16	%
	Income $75,000 - $99,999		6,025		12.23	%		11,287		19.87	%		9,618		16.16	%
	Income $100,000 - $149,999		2,492		5.06	%		13,381		23.56	%		14,918		25.07	%
	Income $150,000 -$249,999		543		1.10	%		7,589		13.36	%		11,888		19.97	%
	Income $250,000 - $499,999		160		0.32	%		969		1.71	%		4,523		7.60	%
	Income $500,000 and more		40		0.08	%		185		0.33	%		579		0.97	%
Average Household Income		$	52,694				$	98,639				$	124,272
Median Household Income		$	47,856				$	86,094				$	107,204
Per Capita Income		$	18,623				$	32,566				$	39,715

		1990*					2002					2007
Specified Owner-Occupied Housing Unit Values		Census		Pct.			Estimate		Pct.			Projection		Pct.
Total Specified Owner-Occupied Housing Unit Values			26,623					30,195					31,430
	Value less than $25,000		88		0.33	%		25		0.08	%		23		0.07	%
	Value $25,000 -$49,999		139		0.52	%		138		0.46	%		77		0.25	%
	Value $50,000 - $74,999		79		0.30	%		87		0.29	%		113		0.36	%
	Value $75,000 - $99,999		226		0.85	%		50		0.16	%		61		0.19	%
	Value $100,000 -$149,999		1,681		6.32	%		229		0.76	%		102		0.33	%
	Value $150,000 - $199,999		4,025		15.12	%		746		2.47	%		314		1.00	%
	Value $200,000 - $299,999		14,452		54.29	%		4,039		13.38	%		1,970		6.27	%
	Value $300,000 - $399,999		4,125		15.50	%		10,232		33.89	%		5,506		17.52	%
	Value $400,000 - $499,999		1,368		5.14	%		8,040		26.63	%		8,279		26.34	%
	Value $500,000 Or More		439		1.65	%		6,610		21.89	%		14,985		47.68	%
Median Specified Owner-Occupied Housing Unit Value			248,945					395,636					491,208

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 8 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Group Quarters by Population Type		Census		Pct.			Estimate		Pct.			Projection		Pct.
Institutionalized:			854					856					860
	Correctional Institutions		36		4.21	%		36		4.21	%		36		4.19	%
	Nursing Homes		583		68.28	%		585		68.34	%		588		68.37	%
	Other Institutions		235		27.50	%		235		27.45	%		236		27.44	%
Noninstitutionalized			685					684					685
		2000					2002					2007
Tenure of Occupied Housing Units		Census					Estimate					Projection
	Owner Occupied		33,747					34,417					35,873
	Renter Occupied		21,839					22,385					23,643

			Pop 65
1990* Census Household Type and Relationship			and Over		Pct.
Total				10,347
In Family Households				7,055		68.18	%
	Householder			3,454		33.38	%
	Spouse			2,230		21.55	%
	Other relative			1,327		12.83	%
	Non-Relative			43		0.42	%
In Group Quarters				729		7.04	%
	Institutionalized			728		7.03	%
	Other			1		0.01	%
In Non-Family Households				2,564		24.78	%
	Male Householder			566		5.47	%
		Living Alone		498		4.81	%
		Not Living Alone		68		0.66	%
	Female Householder			1,841		17.79	%
		Living Alone		1,796		17.36	%
		Not Living Alone		45		0.43	%
	Non-Relative			157		1.52	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 9 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

1990* Census Household Income - Monthly Owner							65 Yrs
Costs as a Percent of 1989 Household Income		Total Units		Pct.			and Over		Pct.
Total Specified Owner-Occupied Housing Units			27,113					3,887
	Less than 20%		11,759		43.37	%		2,780		71.52	%
	20 to 24%		3,553		13.10	%		308		7.93	%
	25 to 29%		3,377		12.46	%		163		4.19	%
	30 to 34%		2,526		9.32	%		175		4.49	%
	35% or more		5,774		21.30	%		451		11.59	%
	Not Computed		124		0.46	%		11		0.28	%

1990* Census Household Income							65 Yrs
Gross Rent as a Percent of 1989 Household Income		Total Units		Pct.			and Over		Pct.
Total Specified Owner-Occupied Housing Units			18,956					1,751
	Less than 20%		4,673		24.65	%		209		11.93	%
	20 to 24%		3,220		16.99	%		88		5.02	%
	25 to 29%		2,880		15.19	%		176		10.03	%
	30 to 34%		1,963		10.36	%		204		11.63	%
	35% or more		5,806		30.63	%		1,004		57.31	%
	Not Computed		413		2.18	%		71		4.08	%

						65 Yrs
1990* Census Occupied Housing Units	Total Units		Pct.			and Over		Pct.
Owner Occupied Units		30,276		61.45	%		4,350		71.30	%
Renter Occupied Units		18,993		38.55	%		1,751		28.70	%
Complete Plumbing Facilities		49,168		99.80	%		6,099		99.98	%
Lacking Plumbing Facilities		101		0.20	%		0		0.00	%
With Telephone		48,865		99.18	%		6,045		99.09	%
No Telephone		400		0.81	%		52		0.85	%
One or more Vehicles		47,374		96.16	%		5,116		83.87	%
No Vehicles Available		1,894		3.84	%		984		16.13	%

Prepared on: October 20, 2003  09:01 AM

© 2002 Claritas. All rights reserved. (800) 866-6511 Page 10 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

1990* Census Poverty Status													75 Yrs
By Household Type By Age of Householder			Total		Pct.			Age 65 - 74		Pct.			and Over		Pct.
Total Households				49,269					3,908					1,951
Married Couple Family				30,061		61.01	%		2,259		57.80	%		631		32.34	%
Other Family				6,702		13.60	%		443		11.34	%		122		6.24	%
	Male Householder			1,886		3.83	%		91		2.32	%		42		2.17	%
	Female Householder			4,816		9.77	%		352		9.02	%		79		4.07	%
Non-Family				12,506		25.38	%		1,206		30.86	%		1,198		61.41	%
	Householder Living Alone			8,779		17.82	%		1,126		28.82	%		1,166		59.77	%
	Householder not Living Alone			3,727		7.56	%		80		2.04	%		32		1.64	%
Above Poverty				47,165		95.73	%		3,695		94.54	%		1,772		90.85	%
	Married Couple Family			29,342		59.55	%		2,197		56.21	%		582		29.86	%
	Other Family			6,106		12.39	%		415		10.62	%		119		6.09	%
		Male Householder		1,773		3.60	%		91		2.32	%		42		2.17	%
		Female Householder		4,333		8.79	%		324		8.30	%		76		3.92	%
	Non-Family			11,717		23.78	%		1,083		27.70	%		1,071		54.90	%
		Householder Living Alone		8,256		16.76	%		1,018		26.04	%		1,052		53.93	%
		Householder not Living Alone		3,461		7.03	%		65		1.66	%		19		0.97	%
Below Poverty				2,104		4.27	%		213		5.46	%		179		9.15	%
	Married Couple Family			719		1.46	%		62		1.59	%		49		2.49	%
	Other Family			596		1.21	%		28		0.72	%		3		0.15	%
		Male Householder		113		0.23	%		0		0.00	%		0		0.00	%
		Female Householder		483		0.98	%		28		0.72	%		3		2.37	%
	Non-Family			789		1.60	%		123		3.16	%		127		6.51	%
		Householder Living Alone		523		1.06	%		108		2.77	%		114		5.84	%
		Householder not Living Alone		266		0.54	%		15		0.38	%		13		0.67	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 11 of 24

Senior Life Report
Area(s): Radius 3.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

1990* Census Mobility and Disability								65 Yrs					75 Yrs
Civilian Noninstitutionalized Persons Age 16 and Over			Total		Pct.			and Over		Pct.			and Over		Pct.
Persons				107,470					9,618					3,150
With Mblty or Care Lmts				5,741		5.34	%		1,849		19.23	%		1,045		33.19	%
	Mobility Limits Only			1,539		1.43	%		783		8.14	%		504		15.98	%
	Self Care Limits Only			2,843		2.64	%		401		4.17	%		138		4.39	%
	Both Limits			1,359		1.26	%		666		6.92	%		404		12.81	%
No Mblty or Care Limits				101,729		94.66	%		7,769		80.77	%		2,105		66.81	%
With a Work Disability				8,987		8.36	%		3,039		31.60	%
	In Labor Force			2,988		2.78	%		156		1.63	%
		Employed		2,580		2.40	%		139		1.45	%
		Unemployed		408		0.38	%		17		0.18	%
	Not in Labor Force			5,999		5.58	%		2,883		29.97	%
		Prevented from Working		5,177		4.82	%		2,605		27.09	%
		Not Prevented from Wrk		823		0.77	%		278		2.89	%
No Work Disability				98,483		91.64	%		6,584		68.46	%
	In Labor Force			78,512		73.05	%		1,229		12.78	%
		Employed		75,064		69.85	%		1,184		12.31	%
		Unemployed		3,447		3.21	%		45		0.47	%
	Not in Labor Force			19,972		18.58	%		5,355		55.68	%

*     Census 2000 SF3 (long form) data is not yet available. Data Items resented 1990 Census figures converted to Census 2000 geographies.

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 12 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Population by Age		Census		Pct.			Estimate		Pct.			Projection		Pct.
Total Population			273,703					281,726					301,294
	Age 45 - 54		36,528		13.35	%		39,063		13.87	%		44,149		14.65	%
	Age 55 - 59		11,916		4.35	%		13,413		4.76	%		16,479		5.47	%
	Age 60 - 64		9,289		3.39	%		10,000		3.55	%		12,938		4.29	%
	Age 65 - 69		7,479		2.73	%		7,589		2.69	%		8,795		2.92	%
	Age 70 - 74		6,044		2.21	%		5,996		2.13	%		6,035		2.00	%
	Age 75 - 79		4,653		1.70	%		4,665		1.66	%		4,730		1.57	%
	Age 80 - 84		2,796		1.02	%		3,036		1.08	%		3,220		1.07	%
	Age 85 and over		2,234		0.82	%		2,411		0.86	%		2,809		0.93	%
Age 55 and over			44,411		16.23	%		47,110		16.72	%		55,008		18.26	%
Age 65 and over			23,206		8.48	%		23,697		8.41	%		25,590		8.49	%
Total Population, Male			137,392					141,383					151,018
	Age 45 - 54		18,190		13.24	%		19,453		13.76	%		21,977		14.55	%
	Age 55 - 59		5,807		4.23	%		6,544		4.63	%		8,031		5.32	%
	Age 60 - 64		4,362		3.18	%		4,686		3.31	%		6,101		4.04	%
	Age 65 - 69		3,516		2.56	%		3,557		2.52	%		4,119		2.73	%
	Age 70 - 74		2,616		1.90	%		2,604		1.84	%		2,612		1.73	%
	Age 75 - 79		1,958		1.43	%		1,961		1.39	%		1,999		1.32	%
	Age 80 - 84		1,039		0.76	%		1,114		0.79	%		1,198		0.79	%
	Age 85 and over		691		0.50	%		740		0.52	%		867		0.57	%
Age 55 and over			19,991		14.55	%		21,206		15.00	%		24,928		16.51	%
Age 65 and over			9,822		7.15	%		9,976		7.06	%		10,796		7.15	%
Total Population, Female			136,311					140,343					150,276
	Age 45 - 54		18,338		13.45	%		19,610		13.97	%		22,172		14.75	%
	Age 55 - 59		6,109		4.48	%		6,869		4.89	%		8,449		5.62	%
	Age 60 - 64		4,927		3.61	%		5,313		3.79	%		6,837		4.55	%
	Age 65 - 69		3,962		2.91	%		4,032		2.87	%		4,676		3.11	%
	Age 70 - 74		3,428		2.51	%		3,392		2.42	%		3,423		2.28	%
	Age 75 - 79		2,695		1.98	%		2,704		1.93	%		2,732		1.82	%
	Age 80 - 84		1,756		1.29	%		1,923		1.37	%		2,022		1.35	%
	Age 85 and over		1,543		1.13	%		1,670		1.19	%		1,942		1.29	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 13 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Population by Age		Census		Pct.			Estimate		Pct.			Projection		Pct.
	Age 55 and over		24,420		17.92	%		25,903		18.46	%		30,080		20.02	%
	Age 65 and over		13,384		9.82	%		13,721		9.78	%		9,78		9.84	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 14 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Population by Single Race Classification		Census		Pct.			Estimate		Pct.			Projection		Pct.
White Alone			128,311					125,378					119,484
	Age 65 and over		14,964		11.66	%		14,964		11.94	%		14,845		12.42	%
Black or African American Alone			10,432					10,621					11,111
	Age 65 and over		431		4.13	%		433		4.08	%		457		4.11	%
American Indian and Alaska Native Alone			1,559					1,612					1,777
	Age 65 and over		77		4.96	%		81		5.04	%		93		5.26	%
Asian Alone			91,721					100,475					120,057
	Age 65 and over		5,990		6.53	%		6,417		6.39	%		8,110		6.75	%
Native Hawaiian and Other Pacific Islander Alone			1,485					1,593					1,849
	Age 65 and over		76		5.13	%		78		4.91	%		98		5.32	%
Some Other Race Alone			23,088					24,189					26,808
	Age 65 and over		868		3.76	%		899		3.72	%		1,027		3.83	%
Two or More Races			17,107					17,859					20,207
	Age 65 and over		799		4.67	%		824		4.61	%		960		4.75	%
		2000					2002					2007
Population by Hispanic or Latino		Census		Pct.			Estimate		Pct.			Projection		Pct.
Hispanic or Latino			51,857					53,983					59,377
	Age 65 and over		2,994		5.77	%		3,111		5.76	%		3,568		6.01	%
Not Hispanic or Latino			221,846					227,743					241,917
	Age 65 and over		20,212		9.11	%		20,586		9.04	%		22,022		9.10	%
		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
Householder Age 55 - 64			9,419					12,130					14,760
	Income less than $15,000		736		7.81	%		392		3.23	%		297		2.01	%
	Income $15,000 - $24,999		826		8.77	%		441		3.64	%		401		2.72	%
	Income $25,000 - $34,999		1,221		12.97	%		563		4.64	%		583		3.95	%
	Income $35,000 - $49,999		2,007		21.31	%		955		7.87	%		813		5.51	%
	Income $50,000 - $74,999		2,552		27.09	%		2,184		18.01	%		1,917		12.99	%
	Income $75,000 - $99,999		1,083		11.50	%		2,283		18.82	%		2,212		14.98	%
	Income $100,000 - $149,999		750		7.96	%		2,788		22.99	%		3,516		23.82	%
	Income $150,000 - $249,999		210		2.23	%		1,922		15.84	%		3,111		21.08	%
	Income $250,000 - $499,999		59		0.63	%		506		4.17	%		1,539		10.43	%
	Income $500,000 and more		12		0.13	%		96		0.79	%		370		2.51	%
Median Household Income			49,518					91,754					116,449

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 15 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 16 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
Householder Age 65 - 69			3,358					3,788					4,251
	Income less than $15,000		754		22.46	%		299		7.91	%		213		5.01	%
	Income $15,000 - $24,999		672		20.02	%		362		9.54	%		303		7.13	%
	Income $25,000 - $34,999		552		16.44	%		393		10.38	%		408		9.59	%
	Income $35,000 - $49,999		608		18.12	%		578		15.26	%		479		11.26	%
	Income $50,000 - $74,999		445		13.25	%		820		21.65	%		813		19.13	%
	Income $75,000 - $99,999		160		4.76	%		590		15.57	%		705		16.58	%
	Income $100,000 - $149,999		48		1.44	%		477		12.58	%		715		16.82	%
	Income $150,000 - $249,999		14		0.41	%		234		6.19	%		446		10.50	%
	Income $250,000 - $499,999		6		0.17	%		31		0.81	%		150		3.53	%
	Income $500,000 and more		2		0.05	%		5		0.12	%		19		0.45	%
Median Household Income			28,659					57,978					72,190
Householder Age 70 - 74			2,170					3,009					2,931
	Income less than $15,000		560		25.79	%		236		7.84	%		143		4.88	%
	Income $15,000 - $24,999		463		21.35	%		301		9.99	%		221		7.54	%
	Income $25,000 - $34,999		391		18.00	%		307		10.19	%		275		9.40	%
	Income $35,000 - $49,999		415		19.13	%		444		14.75	%		337		11.51	%
	Income $50,000 - $74,999		302		13.92	%		662		21.99	%		547		18.67	%
	Income $75,000 - $99,999		106		4.91	%		457		15.20	%		493		16.83	%
	Income $100,000 - $149,999		34		1.56	%		374		12.44	%		486		16.58	%
	Income $150,000 -$249,999		10		0.44	%		193		6.43	%		307		10.47	%
	Income $250,000 - $499,999		6		0.28	%		26		0.86	%		103		3.51	%
	Income $500,000 and more		3		0.13	%		9		0.31	%		18		0.61	%
Median Household Income			28,095					58,233					72,286
Householder Age 75 - 79			1,438					2,403					2,353
	Income less than $15,000		716		49.77	%		413		17.17	%		244		10.37	%
	Income $15,000 - $24,999		333		23.17	%		498		20.72	%		388		16.50	%
	Income $25,000 - $34,999		173		12.00	%		335		13.96	%		419		17.80	%
	Income $35,000 - $49,999		113		7.85	%		418		17.40	%		323		13.72	%
	Income $50,000 - $74,999		87		6.03	%		381		15.84	%		414		17.61	%
	Income $75,000 - $99,999		23		1.60	%		149		6.22	%		253		10.76	%
	Income $100,000 - $149,999		3		0.23	%		158		6.58	%		175		7.44	%
	Income $150,000 - $249,999		1		0.07	%		43		1.78	%		110		4.69	%
	Income $250,000 - $499,999		2		0.14	%		5		0.21	%		23		0.98	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 17 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
	Income $500,000 and more		0		0.00	%		3		0.13	%		3		0.13	%
Median Household Income			15,269					33,646					40,805

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 18 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Household Income by Age of Householder		Census		Pct.			Estimate		Pct.			Projection		Pct.
Householder Age 80 - 84			836					1,572					1,631
	Income less than $15,000		428		51.17	%		270		17.16	%		165		10.11	%
	Income $15,000 - $24,999		186		22.29	%		345		21.96	%		271		16.62	%
	Income $25,000 - $34,999		99		11.83	%		218		13.84	%		296		18.16	%
	Income $35,000 - $49,999		66		7.85	%		262		16.68	%		225		13.79	%
	Income $50,000 - $74,999		51		6.10	%		244		15.52	%		284		17.44	%
	Income $75,000 - $99,999		12		1.47	%		88		5.58	%		175		10.71	%
	Income $100,000 - $149,999		2		0.26	%		110		6.99	%		113		6.90	%
	Income $150,000 - $249,999		1		0.15	%		30		1.88	%		80		4.88	%
	Income $250,000 - $499,999		2		0.24	%		4		0.26	%		18		1.13	%
	Income $500,000 and more		0		0.00	%		2		0.13	%		4		0.25	%
Median Household Income			14,807					32,798					40,500
Householder Age 85 and over			616					1,026					1,195
	Income less than $15,000		257		41.74	%		172		16.76	%		107		8.95	%
	Income $15,000 - $24,999		132		21.50	%		244		23.77	%		215		17.98	%
	Income $25,000 - $34,999		77		12.54	%		128		12.46	%		230		19.23	%
	Income $35,000 - $49,999		62		10.07	%		170		16.61	%		150		12.58	%
	Income $50,000 - $74,999		33		5.32	%		158		15.43	%		202		16.94	%
	Income $75,000 - $99,999		9		1.53	%		65		6.33	%		127		10.65	%
	Income $100,000 - $149,999		1		0.19	%		52		5.12	%		85		7.11	%
	Income $150,000 - $249,999		0		0.00	%		32		3.13	%		53		4.40	%
	Income $250,000 - $499,999		0		0.00	%		2		0.19	%		23		1.91	%
	Income $500,000 and more		1		0.16	%		2		0.19	%		3		0.25	%
Median Household Income			17,218					32,539					39,520

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 19 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		1990*					2002					2007
Households by Household Income		Census		Pct.			Estimate		Pct.			Projection		Pct.
Total Households			78,888					90,753					95,299
	Income less than $15,000		6,653		8.43	%		3,084		3.40	%		2,062		2.16	%
	Income $15,000 - $24,999		6,991		8.86	%		3,858		4.25	%		3,043		3.19	%
	Income $25,000 - $34,999		9,679		12.27	%		4,350		4.79	%		3,969		4.16	%
	Income $35,000 - $49,999		16,416		20.81	%		7,163		7.89	%		5,469		5.74	%
	Income $50,000 - $74,999		22,680		28.75	%		16,185		17.83	%		12,278		12.88	%
	Income $75,000 - $99,999		10,322		13.08	%		17,101		18.84	%		14,244		14.95	%
	Income $100,000 - $149,999		4,756		6.03	%		21,905		24.14	%		22,837		23.96	%
	Income $150,000 - $249,999		1,052		1.33	%		14,236		15.69	%		20,693		21.71	%
	Income $250,000 - $499,999		268		0.34	%		2,470		2.72	%		9,178		9.63	%
	Income $500,000 and more		50		0.06	%		401		0.44	%		1,526		1.60	%
Average Household Income		$	54,847				$	105,024				$	133,405
Median Household Income		$	49,719				$	90,696				$	114,417
Per Capita Income		$	18,490				$	33,088				$	40,823

		1990*					2002					2007
Specified Owner-Occupied Housing Unit Values		Census		Pct.			Estimate		Pct.			Projection		Pct.
Total Specified Owner-Occupied Housing Unit Values			45,245					52,026					54,382
	Value less than $25,000		166		0.37	%		47		0.09	%		40		0.07	%
	Value $25,000 - $49,999		322		0.71	%		265		0.51	%		135		0.25	%
	Value $50,000 - $74,999		180		0.40	%		201		0.39	%		235		0.43	%
	Value $75,000 - $99,999		383		0.85	%		121		0.23	%		145		0.27	%
	Value $100,000 - $149,999		2,913		6.44	%		418		0.80	%		243		0.45	%
	Value $150,000 - $199,999		6,772		14.97	%		1,256		2.41	%		554		1.02	%
	Value $200,000 - $299,999		23,079		51.01	%		6,864		13.19	%		3,452		6.35	%
	Value $300,000 - $399,999		7,167		15.84	%		15,886		30.53	%		8,738		16.07	%
	Value $400,000 - $499,999		2,572		5.69	%		12,985		24.96	%		12,743		23.43	%
	Value $500,000 Or More		1,690		3.74	%		13,982		26.88	%		28,099		51.67	%
Median Specified Owner-Occupied Housing Unit Value			251,504					407,355					516,211

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 20 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

		2000					2002					2007
Group Quarters by Population Type		Census		Pct.			Estimate		Pct.			Projection		Pct.
Institutionalized:			968					969					973
	Correctional Institutions		36		3.72	%		36		3.71	%		36		3.70	%
	Nursing Homes		697		71.99	%		698		72.05	%		701		72.06	%
	Other Institutions		235		24.29	%		235		24.24	%		236		24.24	%
Noninstitutionalized			1,022					1,022					1,025
		2000					2002					2007
Tenure of Occupied Housing Units		Census					Estimate					Projection
Owner Occupied			57,959					59,176					61,880
Renter Occupied			30,781					31,577					33,418

			Pop 65
1990* Census Household Type and Relationship			and Over		Pct.
Total				15,697
In Family Households				11,213		71.43	%
	Householder			5,108		32.54	%
	Spouse			3,265		20.80	%
	Other relative			2,747		17.50	%
	Non-Relative			93		0.59	%
In Group Quarters				993		6.33	%
	Institutionalized			923		5.88	%
	Other			69		0.44	%
In Non-Family Households				3,491		22.24	%
	Male Householder			806		5.14	%
		Living Alone		723		4.61	%
		Not Living Alone		83		0.53	%
	Female Householder			2,488		15.85	%
		Living Alone		2,426		15.46	%
		Not Living Alone		62		0.39	%
	Non-Relative			197		1.26	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 21 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

1990* Census Household Income - Monthly Owner							65 Yrs
Costs as a Percent of 1989 Household Income		Total Units		Pct.			and Over		Pct.
Total Specified Owner-Occupied Housing Units			46,071					5,491
	Less than 20%		18,063		39.21	%		3,824		69.64	%
	20 to 24%		6,231		13.52	%		425		7.74	%
	25 to 29%		6,085		13.21	%		247		4.50	%
	30 to 34%		4,531		9.84	%		230		4.18	%
	35% or more		10,943		23.75	%		726		13.22	%
	Not Computed		218		0.47	%		40		0.72	%

1990* Census Household Income							65 Yrs
Gross Rent as a Percent of 1989 Household Income		Total Units		Pct.			and Over		Pct.
Total Specified Owner-Occupied Housing Units			27,322					2,267
	Less than 20%		6,757		24.73	%		233		10.29	%
	20 to 24%		4,686		17.15	%		109		4.81	%
	25 to 29%		4,115		15.06	%		220		9.71	%
	30 to 34%		2,685		9.83	%		238		10.50	%
	35% or more		8,530		31.22	%		1,379		60.83	%
	Not Computed		549		2.01	%		88		3.86	%

						65 Yrs
1990* Census Occupied Housing Units	Total Units		Pct.			and Over		Pct.
Owner Occupied Units		51,443		65.24	%		6,405		73.80	%
Renter Occupied Units		27,411		34.76	%		2,274		26.20	%
Complete Plumbing Facilities		78,672		99.77	%		8,673		99.94	%
Lacking Plumbing Facilities		182		0.23	%		0		0.00	%
With Telephone		78,205		99.18	%		8,609		99.19	%
No Telephone		647		0.82	%		64		0.73	%
One or more Vehicles		76,125		96.54	%		7,336		84.53	%
No Vehicles Available		2,729		3.46	%		1,342		15.46	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 22 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

1990* Census Poverty Status													75 Yrs
By Household Type By Age of Householder			Total		Pct.			Age 65 - 74		Pct.			and Over		Pct.
Total Households				78,867					5,532					2,869
Married Couple Family				50,473		64.00	%		3,192		57.70	%		1,019		35.53	%
Other Family				10,477		13.29	%		692		12.51	%		213		7.43	%
	Male Householder			3,133		3.97	%		132		2.38	%		66		2.30	%
	Female Householder			7,345		9.31	%		560		10.13	%		147		5.13	%
Non-Family				17,916		22.72	%		1,648		29.79	%		1,636		57.03	%
	Householder Living Alone			12,650		16.04	%		1,566		28.31	%		1,577		54.95	%
	Householder not Living Alone			5,266		6.68	%		82		1.48	%		60		2.08	%
Above Poverty				75,551		95.80	%		5,218		94.32	%		2,553		88.98	%
	Married Couple Family			49,318		62.53	%		3,071		55.51	%		929		32.39	%
	Other Family			9,428		11.95	%		649		11.74	%		201		7.02	%
		Male Householder		2,989		3.79	%		132		2.38	%		62		2.16	%
		Female Householder		6,438		8.16	%		518		9.36	%		139		4.85	%
	Non-Family			16,805		21.31	%		1,498		27.07	%		1,422		49.57	%
		Householder Living Alone		11,872		15.05	%		1,431		25.86	%		1,381		48.15	%
		Householder not Living Alone		4,933		6.25	%		67		1.21	%		41		1.42	%
Below Poverty				3,316		4.20	%		314		5.68	%		316		11.02	%
	Married Couple Family			1,155		1.47	%		121		2.19	%		90		3.14	%
	Other Family			1,050		1.33	%		43		0.77	%		12		0.42	%
		Male Householder		143		0.18	%		0		0.00	%		4		0.14	%
		Female Householder		906		1.15	%		43		0.77	%		8		3.73	%
	Non-Family			1,111		1.41	%		151		2.72	%		214		7.47	%
		Householder Living Alone		778		0.99	%		136		2.45	%		195		6.81	%
		Householder not Living Alone		333		0.42	%		15		0.27	%		19		0.66	%

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 23 of 24

Senior Life Report
Area(s): Radius 5.0

38801 HASTINGS ST	Latitude:	37.553612
FREMONT, CA 94536-6176	Longitude:	-121.985827

1990* Census Mobility and Disability								65 Yrs					75 Yrs
Civilian Noninstitutionalized Persons Age 16 and Over			Total		Pct.			and Over		Pct.			and Over		Pct.
Persons				176,816					14,782					4,921
With Mblty or Care Lmts				9,956		5.63	%		3,101		20.98	%		1,674		34.02	%
	Mobility Limits Only			2,645		1.50	%		1,311		8.87	%		765		15.54	%
	Self Care Limits Only			5,024		2.84	%		739		5.00	%		274		5.57	%
	Both Limits			2,286		1.29	%		1,051		7.11	%		635		12.91	%
No Mblty or Care Limits				166,860		94.37	%		11,681		79.02	%		3,247		65.98	%
With a Work Disability				14,257		8.06	%		4,710		31.86	%
	In Labor Force			4,692		2.65	%		215		1.46	%
		Employed		4,149		2.35	%		198		1.34	%
		Unemployed		543		0.31	%		17		0.12	%
	Not in Labor Force			9,566		5.41	%		4,495		30.41	%
		Prevented from Working		8,241		4.66	%		4,057		27.45	%
		Not Prevented from Wrk		1,325		0.75	%		438		2.96	%
No Work Disability				162,558		91.94	%		10,068		68.11	%
	In Labor Force			129,511		73.25	%		1,766		11.95	%
		Employed		123,902		70.07	%		1,680		11.37	%
		Unemployed		5,609		3.17	%		86		0.58	%
	Not in Labor Force			33,047		18.69	%		8,302		56.16	%

*  Census 2000 SF3 (long form) data is not yet available. Data Items resented 1990 Census figures converted to Census 2000 geographies.

  Prepared on: October 20, 2003  09:01 AM

  © 2002 Claritas. All rights reserved. (800) 866-6511 Page 24 of 24

ADDENDA

ADDENDUM D: Property Exhibits

ADDENDA

ADDENDUM E: Historical Operating Statements

PII - ITEM A-6

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2003
	Version	AA
	Community	R.I. Of Fremont
	Department	Total Department
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable

	JAN			FEB			MAR			APR			MAY
40005 Revenue-Rental		130,027			117,887			115,619			87,744			130,770
40010 Revenue-Rent Refunds/Proration		(1,000	)		—			—			—			(200	)
Total Rental Revenue		129,027			117,887			115,619			87,744			130,570
40110 Revenue-AL Level 1		3,693			4,225			2,738			2,099			4,153
40115 Revenue-AL Level 2		5,558			4,657			4,561			2,563			5,984
40120 Revenue-AL Level 3		6,915			5,275			6,248			4,389			7,461
40125 Revenue-AL Level 4		10,112			7,125			7,325			7,427			4,985
40130 Revenue-AL Level 5		5,406			7,325			5,793			2,350			6,815
40135 Revenue-AL Level 6		5,883			7,050			7,050			3,220			4,395
40140 Revenue-AL Level 7		3,180			3,000			4,225			5,418			7,449
40170 Revenue-Alzh Lev 1		—			—			—			—			—
Total AL Services Revenue		40,746			38,657			37,938			27,466			41,243
40515 Revenue-Other		150			1,130			661			328			512
40525 Revenue-Processing/App Fees		6,000			—			2,000			1,533			12,000
Total Other Revenue		6,150			1,130			2,661			1,862			12,512
40575 Rev-Process Fee Concessions		—			—			(2,000	)		(1,533	)		(10,000	)
40015 Rev-Rent Concessions		(2,592	)		(3,504	)		(3,572	)		(2,739	)		(3,405	)
40215 Rev-A/L Concessions		(9,200	)		(4,300	)		(5,500	)		(3,450	)		(5,550	)
Total Concessions		(11,792	)		(7,804	)		(11,072	)		(7,722	)		(18,955	)
Total Revenue		164,131			149,870			145,147			109,350			165,369
50005 Payroll Expense-Regular		52,874			48,883			49,269			40,489			60,251
50405 Payroll Expense-Overtime		1,059			829			786			705			551
50705 Payroll Expense-Doubletime		122			194			27			—			—
51005 Bonuses		2,931			2,366			2,565			1,809			3,732
51505 Vacation, Sick, Holiday		3,281			3,197			3,763			4,033			5,359
51805 Employee Recognition		25			475			133			—			—
52005 Payroll Taxes		6,490			8,486			4,664			4,206			5,784
52505 401K/401A		217			336			203			232			531
52805 Group Insurance		2,942			3,164			3,142			3,534			3,328
53005 Worker’s Comp Insurance		4,758			4,758			4,794			22,338			4,879
Total Payroll Expenses		74,699			72,688			69,346			77,348			84,415
53305 Outside Service - Medical		—			—			—			—			—
53505 Temporary Services		—			—			—			—			—
53510 Temporary Services - AL		—			—			—			—			—
54005 Payroll Service		262			641			263			(36	)		376
55005 Outside Service Other		—			—			—			—			—
Total Purchase Services		262			641			263			(36	)		376
Total Payroll Related		74,961			73,329			69,609			77,312			84,791
Total Payroll Related % Total Revenue		46	%		49	%		48	%		71	%		51	%
56505 Food		10,795			6,185			11,330			8,284			10,378
57005 Housekeeping		908			563			415			403			487
57505 Kitchen Supplies		1,460			1,077			1,633			963			1,660
58005 Assisted Living Supplies		247			569			77			686			230
58505 Alzheimer Supplies		—			—			—			—			—
59005 Laundry & Linen/Uniforms		—			—			(244	)		783			—
59010 Laun/Lin/Unif Kitchen		767			342			453			353			393
59015 Laund/Lin/Unif Housekeeping		208			277			74			220			220
59505 Activities-Asst Lving		737			678			657			309			599
59510 Banquet Expense		300			300			300			230			370
59555 NMS-Foodservices		—			—			—			—			—
59560 NMS-Housekeeping		—			—			—			—			—
Total Variable Expense		15,422			9,991			14,695			12,231			14,337
60005 Office Supplies		1,458			480			774			510			465
61005 Repairs and Maint - Building		—			—			—			—			—
61010 Repairs - Phone System		—			—			—			—			—
61015 Repairs - Electrical		—			42			—			1,205			85
61020 Repairs - Plumbing		—			50			155			87			374
61025 Repairs - Fire Systems		360			337			104			—			486
61030 Repairs - HVAC		1,190			217			3,051			1,295			608
61035 Repairs - Gen. Supplies		590			602			901			77			542
61040 Repairs - Equipment		763			1,012			1,383			649			854
61045 Repairs - Other Interior		65			285			408			117			350
61055 Repairs - Other Exterior		—			—			—			—			—
61100 Loss on Early Retierment Asset		—			—			327			—			—
Total Repair & Maintenance		2,968			2,545			6,330			3,429			3,299
61505 Contracts - Elevator		186			186			186			142			229
61510 Contracts - Floor Maint		417			417			(117	)		261			379
61515 Contracts - Alarm/Fire		176			506			206			607			390
61520 Contracts - HVAC		—			—			—			—			—
61525 Contracts - Pest Control		111			114			226			109			113
61535 Contracts - Other		44			44			44			36			200
Total Service Contracts		934			1,267			545			1,154			1,311
62005 Land Maintenance		880			1,151			700			678			863
Total Land Maintenance		880			1,151			700			678			863
62505 Rental/Lease - Cable		1,488			1,491			1,491			1,143			1,839
62510 Rental/Lease - Security		245			—			(490	)		564			172
62525 Rental/Lease - Furniture		—			—			—			—			—
62535 Rental/Lease - Equipment		293			441			505			340			448
62540 Rental/Lease - Auto		—			—			—			—			—
62555 Rental/Lease - Other		—			—			—			—			—
Total Rental and Leases		2,027			1,932			1,506			2,048			2,459
63010 Utilities - Electricity		3,627			2,948			2,650			1,285			5,168

[Additional columns below]

[Continued from above table, first column(s) repeated]

	JUN			JUL			AUG			AUG YTD
40005 Revenue-Rental		112,552			111,449			105,047			911,096
40010 Revenue-Rent Refunds/Proration		(5,475	)		—			—			(6,675	)
Total Rental Revenue		107,077			111,449			105,047			904,421
40110 Revenue-AL Level 1		3,400			4,023			4,293			28,623
40115 Revenue-AL Level 2		4,975			4,975			4,703			37,976
40120 Revenue-AL Level 3		3,940			4,100			4,100			42,428
40125 Revenue-AL Level 4		6,525			6,525			6,066			56,090
40130 Revenue-AL Level 5		6,100			4,593			5,339			43,720
40135 Revenue-AL Level 6		5,625			5,103			5,625			43,950
40140 Revenue-AL Level 7		2,988			4,400			1,575			32,235
40170 Revenue-Alzh Lev 1		—			—			—			—
Total AL Services Revenue		33,553			33,718			31,700			285,021
40515 Revenue-Other		32			344			2,538			5,694
40525 Revenue-Processing/App Fees		—			4,000			—			25,533
Total Other Revenue		32			4,344			2,538			31,228
40575 Rev-Process Fee Concessions		—			(2,000	)		—			(15,533	)
40015 Rev-Rent Concessions		(7,602	)		(2,572	)		(2,140	)		(28,126	)
40215 Rev-A/L Concessions		(4,500	)		(4,500	)		(3,100	)		(40,100	)
Total Concessions		(12,102	)		(9,072	)		(5,240	)		(83,759	)
Total Revenue		128,559			140,439			134,045			1,136,910
50005 Payroll Expense-Regular		50,402			50,505			51,270			403,943
50405 Payroll Expense-Overtime		814			1,156			1,142			7,041
50705 Payroll Expense-Doubletime		54			61			9			467
51005 Bonuses		—			559			154			14,115
51505 Vacation, Sick, Holiday		4,233			4,352			4,253			32,471
51805 Employee Recognition		100			28			344			1,105
52005 Payroll Taxes		4,495			4,656			4,300			43,079
52505 401K/401A		396			371			406			2,693
52805 Group Insurance		3,375			4,313			4,769			28,570
53005 Worker’s Comp Insurance		4,362			5,712			6,323			57,925
Total Payroll Expenses		68,231			71,713			72,971			591,410
53305 Outside Service - Medical		—			—			—			—
53505 Temporary Services		—			—			—			—
53510 Temporary Services - AL		—			—			—			—
54005 Payroll Service		345			220			289			2,360
55005 Outside Service Other		—			—			—			—
Total Purchase Services		345			220			289			2,360
Total Payroll Related		68,576			71,933			73,260			593,769
Total Payroll Related % Total Revenue		53	%		51	%		55	%		52	%
56505 Food		8,540			10,745			10,166			76,423
57005 Housekeeping		624			142			538			4,081
57505 Kitchen Supplies		1,465			2,149			1,900			12,307
58005 Assisted Living Supplies		151			182			154			2,297
58505 Alzheimer Supplies		—			—			—			—
59005 Laundry & Linen/Uniforms		(227	)		41			—			353
59010 Laun/Lin/Unif Kitchen		204			195			391			3,098
59015 Laund/Lin/Unif Housekeeping		211			67			—			1,277
59505 Activities-Asst Lving		449			612			575			4,615
59510 Banquet Expense		300			300			300			2,400
59555 NMS-Foodservices		—			—			—			—
59560 NMS-Housekeeping		—			—			—			—
Total Variable Expense		11,718			14,434			14,023			106,851
60005 Office Supplies		448			622			361			5,119
61005 Repairs and Maint - Building		—			—			—			—
61010 Repairs - Phone System		—			—			—			—
61015 Repairs - Electrical		—			—			575			1,907
61020 Repairs - Plumbing		44			72			873			1,656
61025 Repairs - Fire Systems		—			—			107			1,393
61030 Repairs - HVAC		—			763			329			7,453
61035 Repairs - Gen. Supplies		657			393			629			4,390
61040 Repairs - Equipment		182			45			953			5,841
61045 Repairs - Other Interior		(352	)		—			—			874
61055 Repairs - Other Exterior		—			—			—			—
61100 Loss on Early Retierment Asset		—			220			(1	)		546
Total Repair & Maintenance		532			1,493			3,464			24,060
61505 Contracts - Elevator		186			186			186			1,485
61510 Contracts - Floor Maint		300			300			300			2,257
61515 Contracts - Alarm/Fire		237			357			237			2,717
61520 Contracts - HVAC		—			—			—			—
61525 Contracts - Pest Control		117			113			117			1,021
61535 Contracts - Other		57			46			46			516
Total Service Contracts		897			1,002			886			7,996
62005 Land Maintenance		700			2,136			675			7,783
Total Land Maintenance		700			2,136			675			7,783
62505 Rental/Lease - Cable		1,491			1,491			1,565			12,002
62510 Rental/Lease - Security		—			245			—			735
62525 Rental/Lease - Furniture		—			—			—			—
62535 Rental/Lease - Equipment		3,548			980			1,120			7,675
62540 Rental/Lease - Auto		—			—			—			—
62555 Rental/Lease - Other		—			—			—			—
Total Rental and Leases		5,039			2,716			2,686			20,413
63010 Utilities - Electricity		2,424			5,362			7,411			30,876

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2003
	Version	AA
	Community	Total Department
	Department	R.I. of Fremont
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable

	JAN			FEB			MAR			APR			MAY
63015 Utilities - Water		450			560			671			467			1,468
63020 Utilities - Gas		1,316			780			783			343			931
63025 Utilities - Telephone		511			497			331			356			578
63030 Utilities - Trash		744			765			802			590			770
Total Utilities		6,647			5,551			5,237			3,042			8,915
63505 Marketing and Advertising		367			2,409			437			505			465
63510 Printed Materials		82			242			100			595			37
63515 Special Events		372			557			1,377			395			791
63520 Yellow Pages		1,107			615			1,644			701			2,535
63525 Newspaper and Magazine		—			78			78			579			—
63530 Advertising		54			27			(81	)		—			—
64005 Referral Fees - Residents		6			1,963			—			—			—
Total Marketing and Advertising		1,988			5,890			3,554			2,775			3,829
60510 Delivery		—			—			—			—			—
64505 Computers/Peripherals/Software		—			—			—			—			—
65005 Gas		57			127			131			108			93
65010 Auto Service And Repair		—			—			—			—			240
65015 Other Automobile		78			131			125			(157	)		32
65505 Travel & Lodging		8			326			—			231			—
66005 Mileage		255			101			39			81			51
66505 Meals & Entertainment		5			333			—			—			—
67005 License and Fingerprints		1,011			651			310			111			809
68005 Dues and Subscriptions		202			79			347			—			127
68505 Seminars and Training		315			—			—			—			45
69005 Employee Recruiting		—			—			—			—			—
69505 Other		59			50			621			16			125
69605 Discounts Lost		—			—			24			—			1
69610 Discounts Taken		—			—			(40	)		(93	)		(75	)
69525 Sales & Use Tax Due		—			—			—			—			—
Total Misc. Expenses		1,990			1,799			1,558			298			1,448
Total Operating Expense		109,275			103,934			104,508			103,477			121,717
Gross Margin		54,856			45,936			40,639			5,873			43,653
Gross Margin Percent		33	%		31	%		28	%		5	%		26	%
69705 Casualty Loss		—			—			—			—			—
69805 Bad Debt Expense		—			—			1,140			—			1,282
70005 Corporate Allocation		—			—			—			—			—
72305 Property Taxes		4,900			4,900			4,900			3,756			6,043
72405 Insurance-Liability & Hazard		3,770			3,187			2,831			3,118			1,474
Total Other Fees		8,670			8,087			8,871			6,875			8,798
72505 Accounting		796			796			796			849			930
73005 Legal		511			443			698			955			170
73510 Donations & Contributions		—			—			—			—			89
74005 Consulting Fees		—			—			—			59			330
74015 Professional Fees - Other		—			204			—			—			500
75005 Property Management Fees		8,207			7,494			7,257			5,467			8,268
75105 Partnership Admin Fees		1,047			388			(116	)		(1,319	)		(109	)
75510 Other Penalties/Fin. Fee		7			—			21			—			41
75515 Licenses & Fees Legal		—			198			—			—			—
75505 Bank Charges		—			—			—			—			—
75520 Franchise Tax Filing Fee		—			—			—			800			—
75525 Collection Fees		—			—			—			—			—
Total Professional Fees		10,567			9,523			8,656			6,812			10,220
EBITDAR		35,620			28,326			23,112			(7,814	)		24,634
EBITDAR Percent		22	%		19	%		16	%		-7	%		15	%
77005 Operating Lease		—			—			—			—			—
77010 Add’l Lease		—			—			—			—			—
Total Leases		—			—			—			—			—
80005 Interest Income		(72	)		(44	)		(39	)		(44	)		(61	)
80505 Other Non-Operating Income		—			—			—			—			—
87010 Extraordinary Items -Net Tax		—			—			—			—			—
Total Non-Operating Income/Expense		(72	)		(44	)		(39	)		(44	)		(61	)
83005 Interest Expense		19,093			19,083			19,093			14,546			23,497
83025 Int Exp MIP		1,233			1,233			1,233			945			1,516
Total Interest Expense		20,326			20,316			20,326			15,491			25,013
EBTDA		15,366			8,054			2,825			(23,261	)		(318	)
EBTDA Percent		9	%		5	%		2	%		-21	%		0	%
77505 Depreciation		5,964			5,996			6,081			4,737			7,667
78005 Amortization		202			202			202			155			250
78015 Amortization - Start Up		—			—			—			—			—
Total Depreciation & Amortization		6,167			6,198			6,284			4,892			7,916
Net Income (Loss)		9,199			1,856			(3,458	)		(28,153	)		(8,234	)

[Additional columns below]

[Continued from above table, first column(s) repeated]

	JUN			JUL			AUG			AUG YTD
63015 Utilities - Water		911			1,881			1,345			7,753
63020 Utilities - Gas		358			462			485			5,458
63025 Utilities - Telephone		543			761			657			4,233
63030 Utilities - Trash		650			657			625			5,603
Total Utilities		4,887			9,123			10,523			53,923
63505 Marketing and Advertising		358			912			91			5,545
63510 Printed Materials		64			233			69			1,421
63515 Special Events		254			2,120			1,569			7,436
63520 Yellow Pages		915			915			915			9,347
63525 Newspaper and Magazine		78			85			78			973
63530 Advertising		—			—			—			(0	)
64005 Referral Fees - Residents		—			—			—			1,968
Total Marketing and Advertising		1,668			4,264			2,721			26,690
60510 Delivery		—			—			—			—
64505 Computers/Peripherals/Software		—			—			—			—
65005 Gas		137			85			213			953
65010 Auto Service And Repair		—			—			—			240
65015 Other Automobile		92			42			69			411
65505 Travel & Lodging		—			38			—			603
66005 Mileage		—			—			78			607
66505 Meals & Entertainment		—			—			—			338
67005 License and Fingerprints		693			183			782			4,551
68005 Dues and Subscriptions		79			79			188			1,100
68505 Seminars and Training		—			210			210			780
69005 Employee Recruiting		—			859			580			1,439
69505 Other		50			—			—			921
69605 Discounts Lost		—			1			(0	)		26
69610 Discounts Taken		(75	)		(102	)		(48	)		(433	)
69525 Sales & Use Tax Due		—			—			—			—
Total Misc. Expenses		975			1,396			2,072			11,536
Total Operating Expense		95,438			109,119			110,672			858,140
Gross Margin		33,121			31,320			23,374			278,770
Gross Margin Percent		26	%		22	%		17	%		25	%
69705 Casualty Loss		—			—			—			—
69805 Bad Debt Expense		—			—			—			2,422
70005 Corporate Allocation		—			—			—			—
72305 Property Taxes		4,900			5,096			5,733			40,226
72405 Insurance-Liability & Hazard		2,486			3,488			3,366			23,721
Total Other Fees		7,386			8,584			9,099			66,368
72505 Accounting		2,013			983			1,051			8,213
73005 Legal		507			664			665			4,614
73510 Donations & Contributions		—			—			—			89
74005 Consulting Fees		183			54			54			679
74015 Professional Fees - Other		—			128			295			1,126
75005 Property Management Fees		6,428			7,022			6,702			56,846
75105 Partnership Admin Fees		—			109			—			—
75510 Other Penalties/Fin. Fee		—			—			—			68
75515 Licenses & Fees Legal		—			—			—			198
75505 Bank Charges		—			—			—			—
75520 Franchise Tax Filing Fee		—			—			—			800
75525 Collection Fees		—			—			—			—
Total Professional Fees		9,131			8,959			8,766			72,633
EBITDAR		16,604			13,777			5,509			139,769
EBITDAR Percent		13	%		10	%		4	%		12	%
77005 Operating Lease		—			—			—			—
7701 OAdd’l Lease		—			—			—			—
Total Leases		—			—			—			—
80005 Interest Income		—			(119	)		(59	)		(437	)
80505 Other Non-Operating Income		—			414			414			828
87010 Extraordinary Items -Net Tax		—			—			—			—
Total Non-Operating Income/Expense		—			295			355			390
83005 Interest Expense		18,769			19,010			18,999			152,090
83025 Int Exp MIP		1,225			1,225			1,225			9,834
Total Interest Expense		19,993			20,235			20,224			161,924
EBTDA		(3,389	)		(6,753	)		(15,070	)		(22,545	)
EBTDA Percent		-3	%		-5	%		-11	%		-2	%
77505 Depreciation		6,225			6,311			6,393			49,374
78005 Amortization		202			202			202			1,619
78015 Amortization - Start Up		—			—			—			—
Total Depreciation & Amortization		6,428			6,513			6,595			50,993
Net Income (Loss)		(9,817	)		(13,266	)		(21,665	)		(73,538	)

PII - ITEM A-5

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2002
	Version	AA
	Community	R.I. Of Fremont
	Department	Total Department
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable

	JAN			FEB			MAR			APR			MAY			JUN			JUL
40005 Revenue-Rental		113,457			112,019			110,666			112,325			115,605			116,241			119,966
40010 Revenue-Rent Refunds/Proration		(2,351	)		(2,097	)		(320	)		(1,550	)		(1,610	)		—			—
Total Rental Revenue		111,106			109,922			110,346			110,775			113,995			116,241			119,966
40110 Revenue-AL Level 1		4,200		4,908				5,250			5,050			5,033			3,619			4,214
40115 Revenue-AL Level 2		1,175			2,465			2,975			1,915			1,335			1,775			2,421
40120 Revenue-AL Level 3		3,975			3,175			3,175			3,175			3,735			4,400			6,480
40125 Revenue-AL Level 4		6,000			5,000			4,000			5,200			5,200			5,200			4,320
40130 Revenue-AL Level 5		3,800			2,600			3,000			4,200			5,640			2,400			4,035
40135 Revenue-AL Level 6		8,200			12,580			9,631			12,580			9,400			9,000			6,240
40140 Revenue-AL Level 7		2,800			1,400			3,020			2,800			4,200			4,932			4,200
40180 Revenue-Extended Cong Care		—			—			—			—			—			—			—
Total AL Services Revenue		30,150			32,128			31,051			34,920			34,543			31,327			31,910
40515 Revenue-Other		275			300			262			300			595			204			318
40525 Revenue-Processing/App Fees		500			3,000			2,000			3,000			2,000			4,000			8,000
Total Other Revenue		775			3,300			2,262			3,300			2,595			4,204			8,318
40575 Rev-Process Fee Concessions		—			—			—			—			—			—			—
40015 Rev-Rent Concessions		—			(7,401	)		(7,401	)		(7,401	)		(8,001	)		(8,679	)		(9,654	)
40215 Rev-A/L Concessions		—			—			—			—			—			—			—
Total Concessions		—			(7,401	)		(7,401	)		(7,401	)		(8,001	)		(8,679	)		(9,654	)
Total Revenue		142,031			137,949			136,258			141,594			143,132			143,092			150,540
50005 Payroll Expense-Regular		47,434			43,990			49,300			48,025			50,353			50,268			51,037
50405 Payroll Expense-Overtime		957			485			659			632			2,267			2,157			1,175
50705 Payroll Expense- Doubletime		—			447			774			—			—			18			—
51005 Bonuses		2,425			2,725			6,520			2,575			2,575			(20	)		2,725
51505 Vacation, Sick, Holiday		3,639			3,099			4,654			3,676			3,343			5,307			3,533
51805 Employee Recognition		125			233			—			—			120			113			111
52005 Payroll Taxes		5,949			4,878			5,315			5,172			5,139			4,697			4,737
52505 401K/401A		229			272			177			165			287			87			113
52805 Group Insurance		4,181			3,479			2,304			2,269			2,530			2,650			2,480
53005 Worker’s Comp Insurance		4,672			4,312			7,431			8,879			9,193			8,996			9,053
Total Payroll Expenses		69,612			63,919			77,134			71,394			75,807			74,274			74,964
53305 Outside Service- Medical		—			—			—			—			—			—			4
53505 Temporary Services		—			—			—			—			—			—			—
53510 Temporary Services - AL		—			—			—			—			—			—			—
54005 Payroll Service		268			227			467			299			242			148			315
55005 Outside Service Other		—			36			—			—			—			—			22
Total Purchase Services		268			263			467			299			242			148			341
Total Payroll Related		69,879			64,182			77,601			71,693			76,049			74,422			75,305
Total Payroll Related % Total Revenue		49	%		47	%		57	%		51	%		53	%		52	%		50	%
56505 Food		10,411			9,427			8,373			8,955			9,517			13,174			6,431
57005 Housekeeping		644			1,067			710			675			597			1,001			427
57505 Kitchen Supplies		1,542			928			838			1,444			801			532			806
58005 Assisted Living Supplies		(81	)		153			205			256			57			148			172
59005 Laundry & Linen/Uniforms		—			—			31			—			—			—			—
59010 Laun/Lin/Unif Kitchen		422			424			335			672			237			791			349
59015 Laund/Lin/Unif Housekeeping		—			—			—			—			—			—			—
59505 Activities-Asst Lving		345			591			451			552			586			539			557
59510 Banquet Expense		300			300			300			300			300			300			300
59555 NMS-Foodservices		—			—			—			—			—			—			—
59560 NMS-Housekeeping		—			—			—			—			—			—			—
Total Variable Expense		13,584			12,891			11,243			12,854			12,095			16,485			9,043

[Additional columns below]

[Continued from above table, first column(s) repeated]

	AUG			SEP			OCT			NOV			DEC			DEC YTD
40005 Revenue-Rental		123,699			120,033			119,175			118,644			120,304			1,402,133
40010 Revenue-Rent Refunds/Proration		—			(2,166	)		(130	)		—			(555	)		(10,779	)
Total Rental Revenue		123,699			117,867			119,045			118,644			119,749			1,391,353
40110 Revenue-AL Level 1		4,427			4,738			4,625			4,498			4,625			55,186
40115 Revenue-AL Level 2		2,200			2,400			2,232			3,050			3,217			27,159
40120 Revenue-AL Level 3		6,040			6,175			5,735			6,050			6,798			58,913
40125 Revenue-AL Level 4		6,558			7,275			6,592			8,300			7,633			71,277
40130 Revenue-AL Level 5		4,836			4,275			5,488			4,875			4,326			49,474
40135 Revenue-AL Level 6		5,400			5,825			5,625			6,005			6,670			97,156
40140 Revenue-AL Level 7		5,665			4,598			2,800			2,800			2,800			42,015
40180 Revenue-Extended Cong Care		—			—			—			—			—			—
Total AL Services Revenue		35,125			35,286			33,096			35,578			36,068			401,180
40515 Revenue-Other		—			785			307			200			1,304			4,850
40525 Revenue-Processing/App Fees		4,583			2,000			4,000			4,000			2,000			39,083
Total Other Revenue		4,583			2,785			4,307			4,200			3,304			43,933
40575 Rev-Process Fee Concessions		—			—			—			—			—			—
40015 Rev-Rent Concessions		(9,154	)		(8,004	)		(1,188	)		(3,164	)		(3,164	)		(73,211	)
40215 Rev-A/L Concessions		—			—			(7,451	)		(5,300	)		(5,300	)		(18,051	)
Total Concessions		(9,154	)		(8,004	)		(8,639	)		(8,464	)		(8,464	)		(91,262	)
Total Revenue		154,253			147,934			147,809			149,957			150,656			1,745,204
50005 Payroll Expense-Regular		48,540			52,655			49,498			48,224			44,798			584,122
50405 Payroll Expense-Overtime		2,154			761			1,595			1,461			1,112			15,416
50705 Payroll Expense- Doubletime		14			8			83			264			208			1,814
51005 Bonuses		2,468			1,195			377			1,258			10,382			35,205
51505 Vacation, Sick, Holiday		1,456			3,327			3,810			3,866			3,609			43,319
51805 Employee Recognition		161			93			123			127			115			1,322
52005 Payroll Taxes		4,506			4,480			4,418			4,106			4,321			57,719
52505 401K/401A		95			124			115			147			149			1,962
52805 Group Insurance		2,710			2,916			1,610			2,942			2,792			32,863
53005 Worker’s Comp Insurance		9,130			4,921			7,933			7,536			7,478			89,534
Total Payroll Expenses		71,234			70,480			69,563			69,932			74,965			863,277
53305 Outside Service- Medical		—			—			—			—			—			4
53505 Temporary Services		—			—			—			—			—			—
53510 Temporary Services - AL		—			—			—			—			—			—
54005 Payroll Service		271			163			308			302			16			3,025
55005 Outside Service Other		32			—			21			—			—			110
Total Purchase Services		303			163			329			302			16			3,140
Total Payroll Related		71,537			70,642			69,891			70,234			74,982			866,417
Total Payroll Related % Total Revenue		46	%		48	%		47	%		47	%		50	%		50	%
56505 Food		11,650			10,678			9,967			10,049			6,851			115,482
57005 Housekeeping		1,784			103			752			605			585			8,950
57505 Kitchen Supplies		1,624			2,157			2,997			1,876			1,551			17,098
58005 Assisted Living Supplies		184			74			153			122			420			1,862
59005 Laundry & Linen/Uniforms		—			—			—			—			—			31
59010 Laun/Lin/Unif Kitchen		648			615			652			487			556			6,190
59015 Laund/Lin/Unif Housekeeping		84			202			135			209			—			630
59505 Activities-Asst Lving		779			1,263			796			576			708			7,743
59510 Banquet Expense		300			300			300			300			(1,595	)		1,705
59555 NMS-Foodservices		—			—			—			—			—			—
59560 NMS-Housekeeping		—			—			—			—			—			—
Total Variable Expense		17,054			15,392			15,751			14,224			9,077			159,691

	JAN		FEB		MAR			APR			MAY		JUN		JUL
60005 Office Supplies		148		778		468			116			292		754		554
61005 Repairs and Maint - Building		—		—		—			—			—		—		—
61010 Repairs - Phone System		—		—		—			—			—		—		—
61015 Repairs - Electrical		—		6		—			220			—		22		—
61020 Repairs - Plumbing		144		80		—			—			31		—		—
61025 Repairs - Fire Systems		—		—		465			—			—		—		—
61030 Repairs - HVAC		1,054		—		608			112			—		791		1,527
61035 Repairs - Gen. Supplies		791		715		391			745			169		682		971
61040 Repairs - Equipment		125		61		64			—			9		385		435
61045 Repairs - Other Interior		27		22		—			329			—		—		—
61055 Repairs - Other Exterior		816		20		—			—			—		—		—
61100 Loss on Early Retierment Asset		—		—		—			—			—		—		—
Total Repair & Maintenance		2,956		905		1,528			1,407			209		1,880		2,933
61505 Contracts - Elevator		186		186		186			296			186		186		186
61510 Contracts - Floor Maint		417		417		417			417			417		417		417
61515 Contracts - Alarm/Fire		141		162		162			282			882		125		263
61520 Contracts - HVAC		—		391		—			—			—		—		—
61525 Contracts - Pest Control		105		105		105			105			—		210		112
61535 Contracts - Other		—		—		—			44			219		44		44
Total Service Contracts		849		1,261		870			1,143			1703		981		1,022
62005 Land Maintenance		700		700		922			700			700		700		947
Total Land Maintenance		700		700		922			700			700		700		947
62505 Rental/Lease - Cable		1,341		1,408		1,408			1,408			1,408		1,408		1,408
62510 Rental/Lease - Security		232		—		—			232			8		8		232
62525 Rental/Lease - Furniture		—		—		—			—			—		—		—
62535 Rental/Lease - Equipment		608		512		353			174			444		457		442
62540 Rental/Lease - Auto		—		—		—			—			—		—		—
62555 Rental/Lease - Other		160		—		—			107			75		—		129
Total Rental and Leases		2,341		1,920		1,761			1,922			1,926		1,865		2,211
63010 Utilities -Electricity		3,456		3,226		3,152			2,855			3,743		5,282		4,778
63015 Utilities - Water		519		549		902			819			654		705		1,555
63020 Utilities - Gas		963		837		609			478			554		298		277
63025 Utilities - Telephone		893		463		639			550			661		783		746
63030 Utilities - Trash		772		772		772			744			799		772		772
Total Utilities		6,604		5,847		6,074			5,446		6,411			7,839		8,128
63505 Marketing and Advertising		575		526		539			503			746		723		759
63510 Printed Materials		62		30		350			26			11		134		—
63515 Special Events		61		648		237			578			442		122		20
63520 Yellow Pages		836		781		219			255			2,342		1,001		1,017
63625 Newspaper and Magazine		119		927		(236	)		1,120			616		127		993
63530 Advertising		—		290		290			(580	)		—		—		—
64005 Referral Fees - Residents		875		—		1,175			3,635			—		1,645		1,088
Total Marketing and Advertising		2,528		3,202		2,575			5,537			4,158		3,752		3,876
60510 Delivery		—		—		—			—			—		—		—
64505 Computers/Peripherals /Software		—		—		—			—			—		—		—
65005 Gas		61		113		—			20			150		72		136
65010 Auto Service And Repair		1,164		127		—			—			842		—		—
65015 Other Automobile		—		91		82			48			199		—		—
65505 Travel & Lodging		488		20		618			(137	)		159		427		7
66005 Mileage		114		51		58			55			—		—		119
66505 Meals & Entertainment		—		41		120			106			69		—		25
67005 License and Fingerprints		1,123		1,578		870			788			1,060		1,342		726
68005 Dues and Subscriptions		446		331		141			81			145		79		127

[Additional columns below]

[Continued from above table, first column(s) repeated]

	AUG			SEP		OCT		NOV		DEC			DEC YTD
60005 Office Supplies		1,051			584		42		799		398			5,984
61005 Repairs and Maint - Building		—			—		—		—		—			—
61010 Repairs - Phone System		—			—		—		—		—			—
61015 Repairs - Electrical		—			—		—		—		—			249
61020 Repairs - Plumbing		—			700		—		—		636			1,591
61025 Repairs - Fire Systems		—			690		—		—		120			1,275
61030 Repairs - HVAC		390			—		348		933		—			5,762
61035 Repairs - Gen. Supplies		620			254		573		695		175			6,781
61040 Repairs - Equipment		328			—		—		—		374			1,781
61045 Repairs - Other Interior		—			—		—		—		—			378
61055 Repairs - Other Exterior		—			—		—		—		—			836
61100 Loss on Early Retierment Asset		—			—		—		—		—			—
Total Repair & Maintenance		1,338			1,644		921		1,627		1,305			18,654
61505 Contracts - Elevator		186			186		186		186		186			2,338
61510 Contracts - Floor Maint		417			417		417		417		(1,251	)		3,336
61515 Contracts - Alarm/Fire		143			143		263		143		143			2,852
61520 Contracts - HVAC		—			—		—		—		—			391
61525 Contracts - Pest Control		109			115		110		109		109			1,294
61535 Contracts - Other		44			44		44		263		504			1,247
Total Service Contracts		898			905		1,019		1,118		(310	)		11,458
62005 Land Maintenance		700			700		700		961		700			9,130
Total Land Maintenance		700			700		700		961		700			9,130
62505 Rental/Lease - Cable		1,408			1,408		1,408		1,408		1,408			16,825
62510 Rental/Lease - Security		—			—		245		—		—			942
62525 Rental/Lease - Furniture		—			—		—		—		—			—
62535 Rental/Lease - Equipment		567			834		552		443		580			5,967
62540 Rental/Lease - Auto		—			—		—		—		—			—
62555 Rental/Lease - Other		189			107		—		—		—			767
Total Rental and Leases		2,163			2,349		2,205		1,850		1,988			24,501
63010 Utilities -Electricity		4,533			4,437		4,677		2,657		3,749			46,543
63015 Utilities - Water		1,094			617		899		609		766			9,689
63020 Utilities - Gas		294			322		406		805		1,031			6,875
63025 Utilities - Telephone		748			561		559		412		744			7,759
63030 Utilities - Trash		744			772		772		772		772			9,234
Total Utilities		7,414			6,709		7,313		5,254		7,062			80,101
63505 Marketing and Advertising		290			391		414		483		359			6,307
63510 Printed Materials		300			128		80		231		117			1,470
63515 Special Events		233			130		618		411		508			4,010
63520 Yellow Pages		(1,780	)		1,637		379		404		690			7,780
63625 Newspaper and Magazine		999			64		154		269		2,313			7,466
63530 Advertising		—			—		—		—		—			—
64005 Referral Fees - Residents		625			1,699		—		—		1,363			12,104
Total Marketing and Advertising		667			4,048		1,645		1,798		5,351			39,136
60510 Delivery		—			—		—		—		—			—
64505 Computers/Peripherals /Software		—			427		86		—		—			514
65005 Gas		75			138		69		74		91			1,000
65010 Auto Service And Repair		—			—		581		294		—			3,008
65015 Other Automobile		88			114		44		121		46			834
65505 Travel & Lodging		—			—		—		—		9			1,589
66005 Mileage		111			68		37		92		(38	)		667
66505 Meals & Entertainment		—			17		54		42		132			606
67005 License and Fingerprints		626			715		430		266		756			10,281
68005 Dues and Subscriptions		79			145		79		255		324			2,232

PII - ITEM A-5

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2002
	Version	AA
	Community	R.I. Of Fremont
	Department	Total Department
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable
	JAN			FEB			MAR			APR			MAY			JUN
68505 Seminars and Training		248			366			492			141			251			117
69005 Employee Recruiting		307			703			1,094			173			—			284
69505 Other		—			9			—			91			25			18
69605 Discounts Lost		—			—			—			—			—			—
69610 Discounts Taken		—			—			—			—			—			—
69525 Sales & Use Tax Due		—			—			—			—			—			—
Total Misc. Expenses		3,951			3,430			3,475			1,367			2,898			2,339
Total Operating Expense		103,540			95,115			106,516			102,184			106,442			111,017
Gross Margin		33,491			42,834			29,741			39,410			36,690			32,075
Gross Margin Percent		27	%		31	%		22	%		28	%		26	%		22	%
69705 Casualty Loss		—			—			—			—			—			—
69805 Bad Debt Expense		(4	)		604			—			—			—			—
70005 Corporate Allocation		—			—			—			—			—			—
72305 Property Taxes		4,793			4,793			4,793			4,793			4,794			4,794
72405 Insurance-Liability & Hazard		1,781			1,781			1,783			3,034			3,034			3,034
Total Other Fees		6,570			7,178			6,576			7,827			7,828			7,827
72505 Accounting		91			891			891			891			1,211			1,316
73005 Legal		656			446			478			836			400			836
73510 Donations & Contributions		—			—			—			—			—			—
74005 Consulting Fees		—			—			—			—			—			—
74015 Professional Fees - Other		—			—			—			37			—			—
75005 Property Management Fees		7,102			6,897			6,813			7,080			7,157			7,155
75105 Partnership Admin Fees		—			137			(137	)		—			—			—
75510 Other Penalties/Fin. Fee		4			7			—			—			—			—
75515 Licenses & Fees Legal		—			—			—			—			—			—
75505 Bank Charges		—			—			—			—			—			—
75520 Franchise Tax Filing Fee		—			—			—			800			—			—
75525 Collection Fees		—			—			—			—			—			—
Total Professional Fees		7,853			8,378			8,045			9,644			8,768			9,307
EBITDAR		24,068			27,279			15,121			21,939			20,094			14,941
EBITDAR Percent		17	%		20	%		11	%		15	%		14	%		10	%
77005 Operating Lease		—			—			—			—			—			—
77010 Add’l Lease		—			—			—			—			—			—
Total Leases		—			—			—			—			—			—
80005 Interest Income		(165	)		(169	)		(162	)		(77	)		(76	)		(87	)
80505 Other Non-Operating Income		—			—			—			(28,000	)		—			27,000
84105 State Income Tax		—			—			—			—			—			—
Total Non-Operating Income/Expense		(165	)		(169	)		(162	)		(28,077	)		(76	)		26,913
83005 Interest Expense		19,210			19,210			19,153			19,210			19,125			19,153
83025 Int Exp MIP		857			857			857			857			1,233			1,233
Total Interest Expense		20,067			20,067			20,010			20,067			20,357			20,386
EBTDA		4,167			7,381			(4,727	)		29,949			(187	)		(32,358	)
EBTDA Percent		3	%		5	%		-3	%		21	%		0	%		-23	%
77505 Depreciation		5,336			5,485			5,497			5,519			5,530			5,443
78005 Amortization		202			202			202			203			202			202
78015 Amortization - Start Up		—			—			—			—			—			—
Total Depreciation & Amortization		5,538			5,687			5,700			5,722			5,732			5,645
Net Income (Loss)		(1,371	)		1,694			(10,427	)		24,228			(5,919	)		(38,003	)

[Additional columns below]

[Continued from above table, first column(s) repeated]

	JUL			AUG			SEP			OCT			NOV			DEC			DEC YTD
68505 Seminars and Training		612			117			117			117			117			257			2,951
69005 Employee Recruiting		—			—			100			—			359			—			3,020
69505 Other		37			—			—			34			53			(103	)		165
69605 Discounts Lost		—			—			—			—			—			—			—
69610 Discounts Taken		—			—			—			—			—			—			—
69525 Sales & Use Tax Due		—			—			—			—			—			—			—
Total Misc. Expenses		1,789			1,096			1,841			1,531			1,675			1,474			26,867
Total Operating Expense		105,809			103,918			104,814			101,018			99,540			102,027			1,241,939
Gross Margin		44,731			50,335			43,120			46,791			50,417			48,630			503,266
Gross Margin Percent		30	%		33	%		29	%		32	%		34	%		32	%		29	%
69705 Casualty Loss		—			—			—			—			—			—			—
69805 Bad Debt Expense		252			—			—			—			—			—			852
70005 Corporate Allocation		—			—			—			—			—			—			—
72305 Property Taxes		4,985			4,985			4,985			4,814			4,814			(5,009	)		48,334
72405 Insurance-Liability & Hazard		3,034			4,939			2,860			3,708			3,742			2,531			35,259
Total Other Fees		8,271			9,924			7,845			8,522			8,556			(2,477	)		84,445
72505 Accounting		940			891			1,211			1,911			1,721			(2,171	)		9,794
73005 Legal		426			350			475			598			429			(308	)		5,623
73510 Donations & Contributions		—			—			—			—			—			—			—
74005 Consulting Fees		—			—			—			250			—			—			250
74015 Professional Fees - Other		—			—			510			(510	)		—			—			37
75005 Property Management Fees		7,527			7,713			7,394			7,133			7,758			7,533			87,260
75105 Partnership Admin Fees		—			—			—			1,144			(808	)		950			1,286
75510 Other Penalties/Fin. Fee		—			—			16			16			23			—			66
75515 Licenses & Fees Legal		—			—			—			—			—			—			—
75505 Bank Charges		—			—			—			—			—			—			—
75520 Franchise Tax Filing Fee		—			—			—			—			—			—			800
75525 Collection Fees		—			—			—			—			—			—			—
Total Professional Fees		8,892			8,954			9,606			10,543			9,123			6,005			105,117
EBITDAR		27,568			31,456			25,670			27,727			32,738			45,102			313,704
EBITDAR Percent		18	%		20	%		17	%		19	%		22	%		30	%		18	%
77005 Operating Lease		—			—			—			—			—			—			—
77010 Add’l Lease		—			—			—			—			—			—			—
Total Leases		—			—			—			—			—			—			—
80005 Interest Income		(76	)		(86	)		(93	)		(81	)		(91	)		(93	)		(1,256	)
80505 Other Non-Operating Income		—			—			—			—			(214	)		—			(1,214	)
84105 State Income Tax		—			—			—			—			—			—			—
Total Non-Operating Income/Expense		(76	)		(86	)		(93	)		(81	)		(305	)		(93	)		(2,470	)
83005 Interest Expense		19,143			19,133			19,123			19,113			19,133			19,063			229,770
83025 Int Exp MIP		1,233			1,233			1,233			1,233			1,233			1,233			13,288
Total Interest Expense		20,376			20,366			20,356			20,346			20,366			20,296			243,059
EBTDA		7,268			11,176			5,407			7,462			12,677			24,899			73,115
EBTDA Percent		5	%		7	%		4	%		5	%		8	%		17	%		4	%
77505 Depreciation		5,545			5,685			5,753			5,760			5,782			5,790			67,123
78005 Amortization		202			202			202			202			202			203			2,429
78015 Amortization - Start Up		—			—			—			—			—			—			—
Total Depreciation & Amortization		5,747			5,888			5,955			5,962			5,984			5,992			69,552
Net Income (Loss)		1,521			5,289			(548	)		1,500			6,693			18,907			3,563

PII - ITEM A-5

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2001
	Version	AA
	Community	R.I. Of Fremont
	Department	Total Department
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable

	JAN			FEB			MAR			APR			MAY			JUN
40005 Revenue-Rental		98,646			83,070			98,110			94,684			86,547			95,288
40010 Revenue-Rent Refunds/Proration		—			(28	)		(553	)		—			(2,039	)		—
Total Rental Revenue		98,646			83,043			97,557			94,684			84,508			95,288
40110 Revenue-AL Level 1		2,584			4,220			4,920			3,225			2,825			4,675
40115 Revenue-AL Level 2		2,875			2,800			2,700			575			575			2,054
40120 Revenue-AL Level 3		4			4,075			4,350			1,624			3,200			5,176
40125 Revenue-AL Level 4		1,950			1,950			2,550			9,257			11,000			8,758
40130 Revenue-AL Level 5		3,525			4,500			4,500			10,957			5,975			5,975
40135 Revenue-AL Level 6		—			(500	)		1,000			4,556			(225	)		—
40140 Revenue-AL Level 7		2,550			2,550			3,725			4,590			4,215			4,215
40170 Revenue-Alzh Lev 1		—			—			—			—			—			—
Total AL Services Revenue		13,488			19,595			24,245			34,784			27,565			30,853
40515 Revenue-Other		300			250			—			275			275			275
40525 Revenue-Processing/App Fees		3,000			600			2,250			2,250			1,500			5,750
Total Other Revenue		3,300			850			2,250			2,525			1,775			6,025
40575 Rev-Process Fee Concessions		—			—			—			—			—			—
40015 Rev-Rent Concessions		—			—			—			—			—			—
40215 Rev-A/L Concessions		—			—			—			—			—			—
Total Concessions		—			—			—			—			—			—
Total Revenue		115,434			103,488			124,052			131,993			113,848			132,166
50005 Payroll Expense-Regular		41,473			40,368			44.453			46,535			47,425			47.728
50405 Payroll Expense-Overtime		4,945			5,189			4,402			4,408			3,773			3,159
50705 Payroll Expense-Doubletime		1,368			1,202			583			1,035			832			1,150
51005 Bonuses		2,600			2,300			3,814			2,212			1,312			3,950
51505 Vacation, Sick, Holiday		3,814			3,038			4,411			2,649			3,276			4,521
51805 Employee Recognition		—			134			—			—			100			—
52005 Payroll Taxes		6,179			5,339			4,941			5,054			4,806			3,305
52505 401K/401A		74			75			49			60			90			115
52805 Group Insurance		1,757			2,692			2,523			2,298			2,763			(162	)
53005 Worker’s Comp Insurance		3,364			3,485			3,097			3,469			3,312			3,633
Total Payroll Expenses		65,574			63,822			68,274			67,719			67,689			67,398
53305 Outside Service - Medical		230			(230	)		137			(137	)		190			478
53505 Temporary Services		5,046			—			—			—			—			—
53510 Temporary Services - AL		—			—			—			—			—			—
54005 Payroll Service		115			116			117			140			117			120
55005 Outside Service Other		65			—			32			—			32			33
Total Purchase Services		5,455			(114	)		285			4			339			630
Total Payroll Related		71,030			63,708			68,560			67,723			68,027			68,027
Total Payroll Related % Total Revenue		62	%		62	%		55	%		51	%		60	%		51	%
56505 Food		6,378			6,532			8,560			8,982			10,157			8,356
57005 Housekeeping		718			636			635			1,159			881			971
57505 Kitchen Supplies		721			762			787			1,786			1,009			1,541
58005 Assisted Living Supplies		150			(70	)		263			453			114			287
59005 Laundry & Linen/Uniforms		434			379			396			299			466			863
59010 Laun/Lin/Unif Kitchen		—			—			—			—			—			—
59015 Laund/Lin/Unif Housekeeping		—			—			—			—			—			—
59505 Activities-Asst Lving		332			251			245			293			369			263
59510 Banquet Expense		300			300			300			300			300			387
59555 NMS-Foodservices		—			—			—			—			—			—
59560 NMS-Housekeeping		—			—			—			—			—			—
Total Variable Expense		9,032			8,760			11,187			13,271			13,296			12,667
60005 Office Supplies		314			696			1,262			2,000			886			589

[Additional columns below]

[Continued from above table, first column(s) repeated]

	JUL			AUG			SEP			OCT			NOV			DEC			DEC YTD
40005 Revenue-Rental		99,464			105,801			96,699			108,683			108,382			104,228			1,179,602
40010 Revenue-Rent Refunds/Proration		(1,785	)		(694	)		(1,815	)		(2,455	)		—			—			(9,368	)
Total Rental Revenue		97,679			705,107			94,884			106,228			708,382			104,228			1,170,235
40110 Revenue-AL Level 1		4,975			5,025			4,600			3,750			4,600			4,200			49,599
40115 Revenue-AL Level 2		335			1,775			2,375			1,000			575			1,175			18,814
40120 Revenue-AL Level 3		3,175			3,975			2,948			3,975			3,975			3,575			40,552
40125 Revenue-AL Level 4		9,000			7,000			8,600			7,500			9,000			6,625			83,190
40130 Revenue-AL Level 5		5,975			4,775			821			1,600			3,600			2,909			55,112
40135 Revenue-AL Level 6		—			1,400			2,560			5,347			3,407			6,800			24,345
40140 Revenue-AL Level 7		6,795			3,550			4,630			5,690			4,836			5,928			53,274
40170 Revenue-Alzh Lev 1		—			—			—			—			—			—			—
Total AL Services Revenue		30,255			27,500			26,534			28,862			20,993			37,212			324,886
40515 Revenue-Other		—			—			—			—			250			350			1,975
40525 Revenue-Processing/App Fees		1,750			4,000			3,000			9,000			2,000			3,000			38,100
Total Other Revenue		1,750			4,000			3,000			9,000			2,250			3,350			40,075
40575 Rev-Process Fee Concessions		—			—			—			—			—			—			—
40015 Rev-Rent Concessions		—			—			—			—			—			—			—
40215 Rev-A/L Concessions		—			—			—			—			—			—			—
Total Concessions		—			—			—			—			—			—			—
Total Revenue		129,684			136,607			124,418			144,090			140,625			138,789			1,535,195
50005 Payroll Expense-Regular		50,179			52,560			48,248			47,071			45,667			39,738			551,445
50405 Payroll Expense-Overtime		3,545			2,555			3,743			2,324			951			1,209			40,204
50705 Payroll Expense-Doubletime		1,080			706			1,206			1,402			284			—			10,847
51005 Bonuses		(1,948	)		(2,048	)		(1,048	)		(2,398	)		(1,898	)		(1,498	)		5,348
51505 Vacation, Sick, Holiday		4,278			2,797			948			3,427			3,253			3,493			39,905
51805 Employee Recognition		—			190			—			100			173			20			717
52005 Payroll Taxes		5,004			4,288			4,672			4,110			3,123			3,286			54,108
52505 401K/401A		107			128			108			157			276			209			1,447
52805 Group Insurance		2,052			2,823			3,983			4,596			3,947			3,702			32,972
53005 Worker’s Comp Insurance		3,741			3,730			5,044			4,123			4,123			3,949			45,070
Total Payroll Expenses		68,038			67,728			66,905			64,972			59,898			54,707			782,065
53305 Outside Service - Medical		335			(335	)		430			(340	)		—			—			758
53505 Temporary Services		—			—			—			—			—			2			5,048
53510 Temporary Services - AL		—			—			—			—			—			—			—
54005 Payroll Service		120			120			120			235			217			258			1,793
55005 Outside Service Other		64			(22	)		35			27			—			—			264
Total Purchase Services		578			(238	)		585			(78	)		277			260			7,863
Total Payroll Related		68,556			67,490			67,490			64,834			60,116			54,368			789,928
Total Payroll Related % Total Revenue		53	%		49	%		54	%		45	%		43	%		39	%		51	%
56505 Food		9,007			9,932			7,666			9,401			7,629			7,118			99,718
57005 Housekeeping		652			650			364			649			327			676			8,316
57505 Kitchen Supplies		991			660			1,398			1,197			1,061			1,191			13,104
58005 Assisted Living Supplies		213			300			356			134			863			256			3,319
59005 Laundry & Linen/Uniforms		301			587			420			390			548			508			5,591
59010 Laun/Lin/Unif Kitchen		—			—			—			—			—			—			—
59015 Laund/Lin/Unif Housekeeping		—			—			—			—			—			—			—
59505 Activities-Asst Lving		335			296			483			554			408			563			4,444
59510 Banquet Expense		300			300			300			300			336			(1.134	)		2,288
59555 NMS-Foodservices		—			—			—			—			—			—			—
59560 NMS-Housekeeping		—			—			—			—			—			—			—
Total Variable Expense		11,849			12,726			10,987			12,625			11,773			9,177			136,780
60005 Office Supplies		564			533			451			522			408			354			8,579

	JAN			FEB			MAR		APR			MAY		JUN
61005 Repairs and Maint - Building		—			—			—		—			—		—
61010 Repairs - Phone System		—			—			—		32			—		—
61015 Repairs - Electrical		—			74			34		16			88		91
61020 Repairs - Plumbing		497			119			546		(442	)		89		381
61025 Repairs - Fire Systems		—			—			—		—			—		—
61030 Repairs - HVAC		—			—			216		200			293		880
61035 Repairs - Gen. Supplies		1,136			253			673		651			565		737
61040 Repairs - Equipment		313			(117	)		360		473			80		560
61045 Repairs - Other Interior		38			352			433		—			310		145
61055 Repairs - Other Exterior		1,779			1,312			69		(69	)		31		43
61100 Loss on Early Retirement Asset		—			—			—		—			—		—
Total Repair & Maintenance		3,763			1,992			2,337		862			1,456		2,838
61505 Contracts - Elevator		186			185			186		186			186		186
61510 Contracts - Floor Maint		205			(99	)		205		205			205		205
61515 Contracts - Alarm/Fire		69			—			—		485			204		764
61520 Contracts-HVAC		—			—			402		—			—		384
61525 Contracts - Pest Control		105			105			105		105			105		—
61535 Contracts - Other		—			—			—		—			216		—
Total Service Contracts		565			191			897		981			916		1,539
62005 Land Maintenance		700			778			700		1,288			700		700
Total Land Maintenance		700			778			700		1,288			700		700
62505 Rental/Lease - Cable		1,277			1,341			1,341		1,341			1,341		1,341
62510 Rental/Lease - Security		220			—			—		220			—		—
62525 Rental/Lease - Furniture		—			—			—		—			—		—
62535 Rental/Lease - Equipment		562			355			720		25			332		551
62540 Rental/Lease - Auto		—			—			—		(2,113	)		2,113		—
62555 Rental/Lease - Other		—			264			31		384			—		—
Total Rental and Leases		2,059			1,960			2,092		(142	)		3,785		1,891
63010 Utilities - Electricity		2,754			2,399			2,014		2,030			2,713		4,139
63015 Utilities -Water		805			108			598		586			761		659
63020 Utilities - Gas		2,582			2,030			1,958		1,122			530		433
63025 Utilities - Telephone		395			446			697		554			488		804
63030 Utilities - Trash		720			740			743		743			743		743
Total Utilities		7,256			5,724			6,010		5,036			5,235		6,779
63505 Marketing and Advertising		885			585			738		964			470		432
63510 Printed Materials		101			30			15		—			49		341
63515 Special Events		—			(7	)		226		312			493		(109	)
63520 Yellow Pages		1,088			(1,088	)		454		907			681		681
63525 Newspaper and Magazine		85			125			32		679			31		947
63530 Advertising		—			—			—		180			—		—
64005 Referral Fees - Residents		(838	)		—			3,675		—			—		779
Total Marketing and Advertising		1,322			(356	)		5,140		3,041			1,724		3,069
60510 Delivery		—			—			—		—			—		—
64505 Computers/Peripherals/Software		—			—			—		—			—		—
65005 Gas		48			125			95		87			312		46
65010 Auto Service And Repair		—			10			—		1,102			—		—
65015 Other Automobile		—			11			10		—			—		10
65505 Travel & Lodging		—			138			203		—			—		—
66005 Mileage		114			182			113		236			150		—
66505 Meals & Entertainment		—			108			43		17			158		—
67005 License and Fingerprints		265			705			782		544			533		521
68005 Dues and Subscriptions		388			120			193		—			211		421

[Additional columns below]

[Continued from above table, first column(s) repeated]

	JUL		AUG			SEP		OCT		NOV		DEC			DEC YTD
61005 Repairs and Maint - Building		—		—			—		—		—		—			—
61010 Repairs - Phone System		—		—			—		—		—		—			32
61015 Repairs - Electrical		248		318			20		59		—		—			949
61020 Repairs - Plumbing		206		644			—		732		—		—			2,772
61025 Repairs - Fire Systems		—		—			—		169		—		—			169
61030 Repairs - HVAC		340		248			—		127		—		—			2,303
61035 Repairs - Gen. Supplies		331		375			748		401		658		346			6,873
61040 Repairs - Equipment		102		298			395		—		216		62			2,742
61045 Repairs - Other Interior		114		291			391		75		242		—			2,391
61055 Repairs - Other Exterior		61		—			86		370		410		59			4,151
61100 Loss on Early Retirement Asset		—		—			—		—		—		—			—
Total Repair & Maintenance		1,401		2,174			1,640		1,932		1,525		467			22,383
61505 Contracts - Elevator		186		186			186		186		186		186			2,228
61510 Contracts - Floor Maint		205		255			205		292		205		214			2,302
61515 Contracts - Alarm/Fire		436		87			87		87		207		87			2,513
61520 Contracts-HVAC		—		388			—		—		389		—			1,562
61525 Contracts - Pest Control		105		105			105		105		105		105			1,155
61535 Contracts - Other		—		—			—		422		174		—			812
Total Service Contracts		932		1,020			583		1,092		1,265		592			10,572
62005 Land Maintenance		700		700			700		2,925		700		950			11,541
Total Land Maintenance		700		700			700		2,925		700		950			11,541
62505 Rental/Lease - Cable		1,341		1,341			1,341		1,341		1,341		1,341			16,023
62510 Rental/Lease - Security		220		—			—		232		—		—			893
62525 Rental/Lease - Furniture		—		—			—		—		—		—			—
62535 Rental/Lease - Equipment		1,254		733			637		534		712		523			6,938
62540 Rental/Lease - Auto		—		—			—		—		—		—			—
62555 Rental/Lease - Other		—		—			—		—		—		837			1,517
Total Rental and Leases		2,874		2,073			1,978		2,107		2,053		2,701			25,370
63010 Utilities - Electricity		4,547		3,890			3,933		4,203		2,976		3,243			38,841
63015 Utilities - Water		895		786			761		1,008		496		684			8,146
63020 Utilities - Gas		516		442			272		284		413		1,075			11,658
63025 Utilities - Telephone		765		458			497		743		637		839			7,323
63030 Utilities - Trash		743		743			743		743		707		753			8,868
Total Utilities		7,467		6,319			6,207		6,982		5,230		6,594			74,837
63505 Marketing and Advertising		318		377			330		1,243		1,172		599			8,113
63510 Printed Materials		132		35			3,172		66		274		470			4,685
63515 Special Events		429		310			156		1,401		631		38			3,879
63520 Yellow Pages		681		681			681		720		663		829			6,977
63525 Newspaper and Magazine		127		200			—		54		314		193			2,795
63530 Advertising		—		—			—		63		32		27			302
64005 Referral Fees - Residents		—		3,125			1,340		1,365		1,390		—			10,836
Total Marketing and Advertising		1,687		4,727			5,680		4,922		4,475		2,156			37,586
60510 Delivery		—		—			—		—		—		—			—
64505 Computers/Peripherals/Software		—		—			—		—		—		—			—
65005 Gas		153		164			195		159		78		131			1,593
65010 Auto Service And Repair		—		—			—		—		—		(1,102	)		10
65015 Other Automobile		—		11			12		32		—		9			95
65505 Travel & Lodging		—		—			2		—		—		—			342
66005 Mileage		114		(273	)		107		116		157		173			1,187
66505 Meals & Entertainment		—		66			—		—		—		25			416
67005 License and Fingerprints		471		1,026			786		642		1,113		397			7,786
68005 Dues and Subscriptions		0		36			211		12		12		211			1,814

PII - ITEM A-5

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2001
	Version	AA
	Community	R.I. Of Fremont
	Department	Total Department
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable

	JAN			FEB			MAR			APR			MAY			JUN
68505 Seminars and Training		—			83			628			402			375			98
69005 Employee Recruiting		292			—			—			—			—			—
69505 Other		11			11			85			13			146			102
69605 Discounts Lost		1			96			29			56			112			40
69610 Discounts Taken		(65	)		(97	)		(39	)		(76	)		(139	)		(40	)
69525 Sales & Use Tax Due		—			—			—			—			—			—
Total Misc. Expenses		1,054			1,492			2,141			2,380			1,857			1,198
Total Operating Expense		97,094			84,975			100,320			96,440			97,882			99,297
Gross Margin		18,340			18,513			23,733			35,553			15,966			32,870
Gross Margin Percent		16	%		18	%		19	%		27	%		14	%		25	%
69705 Casualty Loss		—			—			1,102			—			—			—
69805 Bad Debt Expense		(2,096	)		(2,535	)		—			—			3			2
70005 Corporate Allocation		—			—			—			—			—			—
72305 Property Taxes		6,609			9,219			7,914			7,914			7,914			7,914
72405 Insurance-Liability & Hazard		1,068			1,068			1,067			1,781			1,781			1,703
Total Other Fees		5,581			7,752			10,083			9,695			9,698			9,619
72505 Accounting		596			320			458			458			486			486
73005 Legal		395			1,172			776			426			471			1,143
73510 Donations & Contributions		—			—			—			—			—			—
74005 Consulting Fees		—			—			157			—			—			—
74015 Professional Fees – Other		—			—			—			—			—			—
75005 Properly Management Fees		5,064			5,882			6,203			6,597			5,695			6,608
75105 Partnership Admin Fees		—			—			220			(220	)		—			—
75510 Other Penalties/Fin. Fee		—			—			—			—			—			—
75515 Licenses & Fees Legal		—			—			—			—			—			—
75505 Bank Charges		—			—			7			—			—			—
75520 Franchise Tax Filing Fee		—			—			—			—			—			—
75525 Collection Fees		—			—			—			—			—			—
Total Professional Fees		6,055			7,375			7,821			7,261			6,652			8,237
EBITDAR		6,704			3,386			5,829			18,597			(384	)		15,014
EBITDAR Percent		6	%		3	%		5	%		14	%		0	%		11	%
77005 Operating Lease		—			—			—			—			—			—
77010 Add’l Lease		—			—			—			—			—			—
Total Leases		—			—			—			—			—			—
80005 Interest Income		—			(12	)		—			(214	)		(146	)		(162	)
80505 Other Non-Operating income		—			—			—			—			—			—
87010 Extraordinary Items -Net Tax		—			—			17,019			—			—			—
Total Non-Operating Income/Expense		—			(12	)		17,019			(214	)		(146	)		(162	)
83005 Interest Expense		21,357			21,357			17,258			19,283			19,274			19,265
83025 Int Exp MIP		—			—			1,244			1,244			1,244			1,244
Total Interest Expense		21,357			21,357			18,502			20,527			20,518			20,509
EBTDA		(14,653	)		(17,959	)		(29,691	)		(1,716	)		(20,757	)		(5,334	)
EBTDA Percent		-13	%		-17	%		-24	%		-1	%		-18	%		-4	%
77505 Depreciation		9,110			9,110			4,571			4,614			4,786			4,958
78005 Amortization		5,673			5,673			5,876			191			198			198
78015 Amortization - Start Up		—			—			—			—			—			—
Total Depreciation & Amortization		14,783			14,783			10,447			4,805			4,984			5,156
Net Income (Loss)		(29,436	)		(32,742	)		(40,138	)		(6,520	)		(25,741	)		(10,490	)

[Additional columns below]

[Continued from above table, first column(s) repeated]

	JUL			AUG			SEP			OCT			NOV			DEC			DEC YTD
68505 Seminars and Training		206			261			417			337			270			126			3,202
69005 Employee Recruiting		—			—			—			—			1,951			502			2,745
69505 Other		66			150			—			6			—			17			607
69605 Discounts Lost		6			1			0			0			—			—			343
69610 Discounts Taken		(6	)		(1	)		(0	)		(0	)		—			—			(465	)
69525 Sales & Use Tax Due		—			—			—			—			—			—			—
Total Misc. Expenses		1,010			1,441			1,729			1,304			3,581			489			19,675
Total Operating Expense		96,981			99,203			97,443			99,244			90,525			77,847			1,137,251
Gross Margin		32,703			37,405			26,974			44,846			50,100			60,942			397,944
Gross Margin Percent		25	%		27	%		22	%		31	%		36	%		44	%		26	%
69705 Casualty Loss		—			—			—			—			—			(1,102	)		—
69805 Bad Debt Expense		—			—			—			—			—			0			(4,625	)
70005 Corporate Allocation		—			—			—			—			—			—			—
72305 Property Taxes		7,933			7,933			7,933			7,933			7,933			(8,870	)		78,282
72405 Insurance-Liability & Hazard		1,684			1,878			1,781			1,916			1,781			1,781			19,287
Total Other Fees		9,617			9,811			9,714			9,849			9,714			(8,190	)		92,943
72505 Accounting		549			549			549			549			2,099			4,134			11,235
73005 Legal		14			393			389			483			378			1,058			7,098
73510 Donations & Contributions		—			—			—			—			—			—			—
74005 Consulting Fees		—			—			750			250			—			—			1,157
74015 Professional Fees – Other		28			—			—			—			—			—			28
75005 Properly Management Fees		6,484			6,830			5,811			7,614			7,031			6,927			76,747
75105 Partnership Admin Fees		—			—			—			—			—			—			—
75510 Other Penalties/Fin. Fee		—			—			—			153			—			2			156
75515 Licenses & Fees Legal		—			—			—			—			—			—			—
75505 Bank Charges		—			—			—			—			—			—			7
75520 Franchise Tax Filing Fee		—			—			—			—			—			—			—
75525 Collection Fees		—			—			—			—			—			—			—
Total Professional Fees		7,075			7,773			7,499			9,050			9,509			12,122			96,428
EBITDAR		16,011			19,820			9,761			25,946			30,877			57,010			208,572
EBITDAR Percent		12	%		15	%		8	%		18	%		22	%		41	%		14	%
77005 Operating Lease		—			—			—			—			—			—			—
77010 Add’1 Lease		—			—			—			—			—			—			—
Total Leases		—			—			—			—			—			—			—
80005 Interest Income		(157	)		(153	)		(177	)		(145	)		(173	)		(171	)		(1,510	)
80505 Other Non-Operating income		—			—			—			—			—			—			—
87010 Extraordinary Items -Net Tax		—			—			—			—			—			—			17,019
Total Non-Operating Income/Expense		(157	)		(153	)		(177	)		(145	)		(173	)		(171	)		15,509
83005 Interest Expense		19,256			19,247			19,238			19,229			19,220			19,210			233,195
83025 Int Exp MIP		1,713			1,713			1,713			1,713			1,713			1,713			15,255
Total Interest Expense		20,969			20,960			20,951			20,942			20,933			20,923			248,450
EBTDA		(4,802	)		(987	)		(11,012	)		5,149			10,117			36,258			(55,387	)
EBTDA Percent		-4	%		-1	%		-9	%		4	%		7	%		26	%		-4	%
77505 Depreciation		4,868			4,927			4,962			5,279			5,317			5,318			67,818
78005 Amortization		200			199			204			202			202			202			19,018
78015 Amortization – Start Up		—			—			—			—			—			—			—
Total Depreciation & Amortization		5,067			5,126			5,166			5,481			5,519			5,520			86,836
Net Income (Loss)		(9,869	)		(6,113	)		(16,178	)		(332	)		4,597			30,738			(142,223	)

PII - ITEM A-5

Database:	POLAPSVR
Cube:	Financial Data
Page:	Year	2000
	Version	AA
	Community	R.I. Of Fremont
	Department	Total Department
	Month	Along Columns
	GLAccount	Along Rows

OLAPTable

	JAN			FEB			MAR			APR			MAY			JUN			JUL			AUG			SEP
40005 Revenue - Rental		83,866			89,004			80,714			93,311			92,276			94,111			93,691			91,621			87,213
40010 Revenue - Rent Refunds/Proration		(908	)		(3,147	)		908			(4,148	)		—			—			(3,279	)		(830	)		(100	)
Total Rental Revenue		82,958			85,857			81,622			89,163			92,276			94,111			90,412			90,791			87,113
40110 Revenue - AL Level 1		4,375			3,350			2,650			2,713			10,825			2,775			3,625			4,000			4,292
40115 Revenue - AL Level 2		5,825			6,253			5,075			3,425			3,425			2,900			1,150			1,550			2,300
40120 Revenue - AL Level 3		2,525			1,907			3,100			3,050			5,093			5,050			4,850			4,650			5,625
40125 Revenue - AL Level 4		7,700			6,275			7,525			6,542			4,875			4,300			4,468			5,275			3,900
40130 Revenue - AL Level 5		1,200			5,975			3,427			5,887			5,825			1,398			6,072			5,875			4,700
40135 Revenue - AL Level 6		—			—			—			5,100			—			1,375			—			—			—
40140 Revenue - AL Level 7		—			—			—			—			3,080			8,307			3,403			3,230			1,175
40170 Revenue - Alzh Lev 1		—			—			—			—			—			—			—			—			—
Total AL Services Revenue		21,625			23,759			21,777			26,718			33,123			26,105			23,568			24,580			21,992
40515 Revenue - Other		310			225			550			315			662			300			50			300			390
40525 Revenue - Processing/App Fees		—			500			—			—			—			—			250			—			—
Total Other Revenue		310			725			550			315			662			300			300			300			390
40575 Rev - Process Fee Concessions		—			—			—			—			—			—			—			—			—
40015 Rev - Rent Concessions		(2,850	)		—			—			—			(5,775	)		(7,650	)		(1,563	)		(1,625	)		—
40215 Rev - A/L Concessions		—			—			—			—			—			—			—			—			—
Total Concessions		(2,850	)		—			—			—			(5,775	)		(7,650	)		(1,563	)		(1,625	)		—
Total Revenue		102,043			110,341			103,949			116,196			120,286			112,866			112,717			114,046			109,495
50005 Payroll Expense - Regular		43,146			35,717			53,044			39,349			43,776			40,524			41,734			41,631			32,642
50405 Payroll Expense - Overtime		6,593			4,772			5,030			5,483			5,061			4,428			4,714			5,704			6,400
50705 Payroll Expense - Doubletime		680			1,098			1,408			832			2,229			1,829			1,758			1,530			1,482
51005 Bonuses		500			1,100			1,100			1,550			1,125			500			500			500			1,100
51505 Vacation, Sick, Holiday		2,870			4,170			1,679			2,403			2,465			4,732			394			6,952			2,547
51805 Employee Recognition		—			—			—			—			—			—			—			—			—
52005 Payroll Taxes		6,588			4,621			6,172			4,517			4,394			3,989			4,233			3,395			3,355
52505 401K/401A		234			191			141			176			144			179			162			180			156
52805 Group Insurance		1,125			760			1,422			401			983			1,112			1,623			(14	)		2,271
53005 Worker’s Comp Insurance		1,691			1,691			2,067			3,321			3,083			3,174			3,073			3,608			2,985
Total Payroll Expenses		63,427			54,119			72,062			58,032			63,259			60,468			58,191			63,487			52,938
53305 Outside Service - Medical		345			(40	)		—			—			—			—			—			—			—
53505 Temporary Services		299			—			—			—			—			2,041			2,041			—			—
53510 Temporary Services - AL		—			—			—			—			—			—			—			—			—
54005 Payroll Services		—			366			187			108			108			108			99			115			105
55005 Outside Service Other		—			14			70			—			—			—			—			122			—
Total Purchase Services		644			340			257			108			108			2,149			2,140			237			105
Total Payroll Related		64,071			54,459			72,319			58,140			63,367			62,617			60,331			63,724			53,043
Total Payroll Related % Total Revenue		63	%		49	%		70	%		50	%		53	%		55	%		54	%		56	%		48	%
56505 Food		6,031			7,151			5,639			7,519			7,831			7,618			9,549			8,517			5,778
57005 Housekeeping		837			881			116			475			558			548			567			940			414
57505 Kitchen Supplies		981			898			1,013			2,252			1,103			1,047			1,249			838			838
58005 Assisted Living Supplies		162			—			1,347			1,490			(424	)		—			—			136			—
59005 Laundry & Linen/Uniforms		687			404			534			295			197			157			197			427			313
59010 Laun/Lin/Unif Kitchen		—			—			—			—			—			—			—			—			—
59015 Laund/Lin/Unif Housekeeping		—			—			—			—			—			—			—			—			—
59505 Activities - Asst Lving		40			375			289			516			661			507			415			314			332
59510 Banquet Expenses		(279	)		300			300			—			—			—			—			300			300
59555 NMS - Foodservices		—			—			—			8,843			1,066			5,883			4,999			—			—
59560 NMS - Housekeeping		—			—			—			2,511			3,835			3,810			1,794			—			—
Total Variable Expense		8,458			10,009			9,238			23,901			14,826			19,571			18,770			11,471			7,975
60005 Office Supplies		1,185			1,871			1,112			952			973			701			2,122			1,908			573

[Additional columns below]

[Continued from above table, first column(s) repeated]

	OCT			NOV			DEC			DEC YTD
40005 Revenue - Rental		84,488			85,092			69,844			1,045,231
40010 Revenue - Rent Refunds/Proration		(400	)		(585	)		—			(12,490	)
Total Rental Revenue		84,088			84,507			69,844			1,032,741
40110 Revenue - AL Level 1		3,050			3,200			2,508			47,363
40115 Revenue - AL Level 2		1,900			2,300			1,725			37,828
40120 Revenue - AL Level 3		4,850			4,075			3,300			48,075
40125 Revenue - AL Level 4		2,925			2,925			2,925			59,636
40130 Revenue - AL Level 5		4,700			4,700			4,700			54,459
40135 Revenue - AL Level 6		1,375			—			—			7,850
40140 Revenue - AL Level 7		1,175			2,550			2,550			25,470
40170 Revenue - Alzh Lev 1		—			—			—			—
Total AL Services Revenue		19,975			19,750			17,708			280,680
40515 Revenue - Other		662			—			315			4,079
40525 Revenue - Processing/App Fees		—			600			600			1,950
Total Other Revenue		662			600			915			6,029
40575 Rev - Process Fee Concessions		—			—			—			—
40015 Rev - Rent Concessions		(1,000	)		—			—			(20,463	)
40215 Rev - A/L Concessions		—			—			—			—
Total Concessions		(1,000	)		—			—			(20,463	)
Total Revenue		103,725			104,857			88,467			1,298,987
50005 Payroll Expense - Regular		34,057			41,398			42,083			489,101
50405 Payroll Expense - Overtime		5,851			6,501			5,851			66,388
50705 Payroll Expense - Doubletime		1,100			666			948			15,559
51005 Bonuses		550			800			1,700			11,025
51505 Vacation, Sick, Holiday		3,440			2,613			315			34,577
51805 Employee Recognition		—			—			—			—
52005 Payroll Taxes		3,429			4,697			4,569			53,959
52505 401K/401A		92			102			171			1,930
52805 Group Insurance		1,653			1,727			1,289			14,352
53005 Worker’s Comp Insurance		2,722			3,513			3,410			34,336
Total Payroll Expenses		52,893			62,016			60,336			721,227
53305 Outside Service - Medical		—			—			—			305
53505 Temporary Services		—			—			—			4,381
53510 Temporary Services - AL		459			—			—			459
54005 Payroll Services		113			128			119			1,557
55005 Outside Service Other		—			3,263			33			3,502
Total Purchase Services		572			3,391			152			10,204
Total Payroll Related		53,465			65,407			60,488			731,431
Total Payroll Related % Total Revenue		52	%		62	%		68	%		56	%
56505 Food		7,364			5,953			8,599			87,549
57005 Housekeeping		286			318			570			6,508
57505 Kitchen Supplies		736			1,046			1,227			13,229
58005 Assisted Living Supplies		27			51			49			2,837
59005 Laundry & Linen/Uniforms		480			367			824			4,882
59010 Laun/Lin/Unif Kitchen		—			—			—			—
59015 Laund/Lin/Unif Housekeeping		—			—			—			—
59505 Activities - Asst Lving		555			415			351			4,770
59510 Banquet Expenses		300			300			(477	)		1,044
59555 NMS - Foodservices		—			6,877			—			27,668
59560 NMS - Housekeeping		—			2,000			—			13,951
Total Variable Expense		9,749			17,327			11,142			162,437
60005 Office Supplies		867			885			337			13,487

[Table continues on next page]

[Table continues from previous page]

	JAN			FEB			MAR		APR			MAY			JUN		JUL		AUG		SEP
61005 Repairs and Maint - Building		—			—			—		—			—			—		—		—		—
61010 Repairs - Phone System		—			—			—		—			—			—		—		—		—
61015 Repairs - Electrical		—			355			—		—			13			—		—		78		9
61020 Repairs - Plumbing		1,701			—			—		225			—			—		—		—		103
61025 Repairs - Fire Systems		—			—			—		—			138			—		—		—		—
61030 Repairs - HVAC		138			207			—		—			—			—		191		1,212		810
61035 Repairs - Gen. Supplies		342			(914	)		672		187			829			811		913		1,052		1,289
61040 Repairs - Equipment		—			67			104		83			555			29		947		1,557		235
61045 Repairs - Other Interior		—			632			1,556		513			391			—		—		247		785
61055 Repairs - Other Exterior		—			240			—		—			—			360		—		—		—
61100 Loss on Early Retirement Asset		—			—			—		—			—			—		—		—		—
Total Repair & Maintenance		2,181			586			2,332		1,008			1,926			1,200		2,051		4,146		3,231
61505 Contracts - Elevator		334			37			371		186			186			186		186		186		186
61510 Contracts - Floor Maint		304			152			152		152			152			—		—		—		—
61515 Contracts - Alarm/Fire		278			1,162			138		250			(539	)		594		16		87		87
61520 Contracts - HVAC		297			—			1,173		297			(297	)		132		734		225		—
61525 Contracts - Pest Control		210			105			105		105			105			105		105		105		105
61535 Contracts - Other		135			222			—		473			310			529		—		—		—
Total Service Contracts		1,559			1,678			1,939		1,463			(83	)		1,545		1,181		602		378
62005 Land Maintenance		700			700			700		700			1,180			860		750		2,321		700
Total Land Maintenance		700			700			700		700			1,180			860		750		2,321		700
62505 Rental/Lease - Cable		1,282			1,282			1,277		1,282			1,282			1,277		1,277		1,277		1,277
62510 Rental/Lease - Security		—			—			—		209			207			—		209		—		—
62525 Rental/Lease - Furniture		—			—			—		—			—			—		—		—		—
62535 Rental/Lease - Equipment		412			318			276		233			74			283		653		293		444
62540 Rental/Lease - Auto		—			—			—		—			—			—		—		—		—
62555 Rental/Lease - Other		126			7			—		(126	)		—			—		—		—		—
Total Rental and Leases		1,820			1,606			1,552		1,597			1,563			1,560		2,138		1,569		1,721
63010 Utilities - Electricity		2,698			2,287			2,599		2,089			3,148			3,288		2,682		3,294		3,024
63015 Utilities - Water		(2,026	)		1,781			564		448			961			719		743		1,694		1,016
63020 Utilities - Gas		894			677			730		492			(518	)		386		446		446		429
63025 Utilities - Telephone		542			608			714		701			936			862		649		514		584
63030 Utilities - Trash		690			690			690		690			690			690		690		690		690
Total Utilities		2,798			6,044			5,297		4,421			5,217			5,945		5,210		6,638		5,743
63505 Marketing and Advertising		3,755			2,352			12,021		1,244			821			1,338		1,847		5,149		6,087
63510 Printed Materials		151			163			96		173			408			4,763		56		316		78
63515 Special Events		250			179			676		9			1,136			226		1,608		812		1,625
63520 Yellow Pages		—			—			—		—			—			—		—		—		—
63525 Newspaper and Magazine		—			—			—		—			—			—		—		—		616
63530 Advertising		—			—			—		—			—			—		—		—		—
64005 Referral Fees - Residents		—			813			—		1,350			—			731		974		—		—
Total Marketing and Advertising		4,155			3,506			12,794		2,776			2,365			7,058		4,485		6,278		8,406
60510 Delivery		—			—			—		—			—			—		—		—		—
64505 Computers/Peripherals/Software		—			—			—		—			—			—		—		—		—
65005 Gas		—			—			—		60			—			—		—		—		—
65010 Auto Service and Repair		231			—			—		—			—			—		18		—		—
65015 Other Automobile		318			232			—		30			—			55		15		—		—
65505 Travel & Lodging		—			—			51		385			98			—		894		58		186
66005 Mileage		—			—			—		65			94			—		69		97		432
66505 Meals & Entertainment		—			—			—		15			66			—		108		—		39
67005 License and Fingerprints		461			1,530			220		1,411			159			374		662		652		1,237
68005 Dues and Subscriptions		175			156			—		(313	)		156			287		292		—		—

[Additional columns below]

[Continued from above table, first column(s) repeated]

	OCT			NOV			DEC			DEC YTD
61005 Repairs and Maint - Building		—			—			—			—
61010 Repairs - Phone System		—			—			—			—
61015 Repairs - Electrical		—			—			631			1,087
61020 Repairs - Plumbing		—			210			223			2,462
61025 Repairs - Fire Systems		—			—			—			138
61030 Repairs - HVAC		1,781			883			70			5,272
61035 Repairs - Gen. Supplies		794			1,029			913			7,917
61040 Repairs - Equipment		—			569			709			4,854
61045 Repairs - Other Interior		874			—			587			5,585
61055 Repairs - Other Exterior		—			—			499			1,099
61100 Loss on Early Retirement Asset		—			—			—			—
Total Repair & Maintenance		3,449			2,671			3,632			28,413
61505 Contracts - Elevator		296			186			186			2,524
61510 Contracts - Floor Maint		—			—			205			1,118
61515 Contracts - Alarm/Fire		87			171			87			2,557
61520 Contracts - HVAC		385			—			—			2,946
61525 Contracts - Pest Control		105			105			105			1,365
61535 Contracts - Other		776			—			(500	)		1,944
Total Service Contracts		1,648			462			82			12,453
62005 Land Maintenance		700			950			700			10,961
Total Land Maintenance		700			950			700			10,961
62505 Rental/Lease - Cable		(5	)		3,840			1,277			16,622
62510 Rental/Lease - Security		1,255			207			—			2,087
62525 Rental/Lease - Furniture		—			—			—			—
62535 Rental/Lease - Equipment		513			468			579			4,544
62540 Rental/Lease - Auto		—			—			—			—
62555 Rental/Lease - Other		—			—			—			7
Total Rental and Leases		1,763			4,515			1,855			23,260
63010 Utilities - Electricity		2,718			2,260			2,360			32,448
63015 Utilities - Water		545			882			614			7,941
63020 Utilities - Gas		562			519			2,029			7,093
63025 Utilities - Telephone		983			316			692			8,101
63030 Utilities - Trash		690			690			690			8,279
Total Utilities		5,498			4,667			6,385			63,862
63505 Marketing and Advertising		(985	)		1,813			871			36,315
63510 Printed Materials		17			22			664			6,907
63515 Special Events		543			539			400			8,003
63520 Yellow Pages		—			—			4,099			4,099
63525 Newspaper and Magazine		148			32			226			1,021
63530 Advertising		—			—			—			—
64005 Referral Fees - Residents		838			—			838			5,543
Total Marketing and Advertising		561			2,406			7,098			61,889
60510 Delivery		—			—			—			—
64505 Computers/Peripherals/Software		—			—			—			—
65005 Gas		56			55			66			237
65010 Auto Service and Repair		222			—			—			471
65015 Other Automobile		21			—			—			672
65505 Travel & Lodging		75			728			96			2,569
66005 Mileage		577			(27	)		281			1,588
66505 Meals & Entertainment		—			74			—			303
67005 License and Fingerprints		1,000			1,163			409			9,277
68005 Dues and Subscriptions		222			—			—			977

ADDENDA

ADDENDUM F: Comparable Land Sale Data Sheets

Land Comparable 1

	16438 Kent Avenue
Property Subtype: Vacant building site
	San Lorenzo, CA 94580
	County: Alameda
Zoning: Multi-family	Parcels and/or Legal:
	080B-0300-022-01; -023-00

POTENTIAL LAND USES

Potential Land Uses:
Apartment:	Yes		Utilities Available:
			All to site
		Proposed Use
		Multi-Family

TRANSACTION INFORMATION

Sale Status:						Recorded Sale
Interest:						Fee Simple
Sale Date:						9/13/2002
Sale Price
Reported:						1,465,000
Cash Equivalent:						1,465,000
						0
Adjusted:						1,465,000
	$ Per SqFt:				$	15.68
SITE ATTRIBUTES
		Sq Ft					Acres
	Total Land Area:		93,454.00					2.15
	Net Usable Area:		93,454.00					2.15
	Percent Usable:		100.00	%

VERIFICATION

Recording Reference: 407976
Grantor: Richard Brand, Trustee

Grantee: Alameda County Redevelopment Agency

Verification Contact:
   Craig Ragg, Broker 510-889-7709

REMARKS

Sale of a site being utilized as a nursery. No value was given to existing improvements which included an 840 square foot single-family residence. Site purchased for eventual development of a multi-family project. There were no assessment bonds on the property at the time of sale.

Land Comparable 2

Property Name: 60 Unit Townhome Subdivision Site	NWC Sequoia Terrace and Peralta Blvd.
	Fremont, CA 94536
752-J/3	County: Alameda
Zoning: P-2000-142, Fremont	Parcels and/or Legal:
	501-1310-003-03, 04

POTENTIAL LAND USES

Potential Land Uses:
Apartment:	Yes		Utilities Available:
			All to site
		Proposed Use
		60-unit townhome development

TRANSACTION INFORMATION

Sale Status:					Recorded Sale
Financing:					Cash To Seller
Sale Date:						12/2000
Sale Price
Reported:						7,510,000
Cash Equivalent:						7,510,000
						0
Adjusted:						7,510,000
	$ Per SqFt:				$	33.81
SITE ATTRIBUTES
		Sq Ft					Acres
Total Land Area:			222,156.00					5.10
Net Usable Area:			222,156.00					5.10
Percent Usable:			100.00	%

VERIFICATION

Recording Reference: 354094
Grantor: De Silva Group (LLC)

Grantee: Fremont Sequoia Investors (LLC)

Verification Contact:
   Public Records -----

REMARKS

Sale price was for the land only. No allocation was given to the buildings on the property. There were two structures located on the parcel containing approximately 4,100 square feet. We estimated demolition costs at $4,000 for these structures. The seller reportedly purchased the property in September, 2000, for a total price of $4,000,000. Buyer is proposing to construct a 60 unit townhome subdivision. Units are to be 1,545 SF and 1,925 SF.

Land Comparable 3

	22815 Sutro Street
Property Subtype: Vacant building site
	Hayward, CA 94541
	County: Alameda
Zoning: C-R	Parcels and/or Legal:
	431-0044-026-00; -027-02

POTENTIAL LAND USES

Potential Land Uses:
Apartment:	Yes		Utilities Available:
			All to site
		Proposed Use
		Multi-Family
			Sold As Land Value: Yes

TRANSACTION INFORMATION

Sale Status:					Recorded Sale
Interest:					Fee Simple
Sale Date:						8/3/2000
Sale Price
Reported:						6,000,000
Cash Equivalent:						6,000,000
						0
Adjusted:						6,000,000
	$ Per SqFt:				$	27.83
SITE ATTRIBUTES
		Sq Ft					Acres
Total Land Area:			215,612.00					4.95
Net Usable Area:			215,612.00					4.95
Percent Usable:			100.00	%
Ground Leased:			No

VERIFICATION

Recording Reference: 2317000
Grantor: Gilbert Zaballos G.P. et al

Grantee: Grand Place Hayward

Verification Contact:
   Public records

REMARKS

Sale of a multi-parcel residential site located in Hayward. Property abutts raiload tracks. Site was purchased for development of a 161 unit multi-family property.

Land Comparable 4

	36261 Fremont Boulevard
	Fremont, CA 94538
	County: Alameda
Zoning: RG-29	Parcels and/or Legal:
	501-442-002

POTENTIAL LAND USES

Potential Land Uses:
		Utilities Available:
		All Available
	Proposed Use
	Assisted Living Facility

TRANSACTION INFORMATION

Sale Status:					Recorded Sale
Financing:					Cash To Seller
Sale Date:						3/2000
Sale Price
Reported:						2,000,000
Cash Equivalent:						2,000,000
						0
Adjusted:						2,000,000
	$ Per SqFt:				$	23.55
SITE ATTRIBUTES
		Sq Ft					Acres
Total Land Area:			84,942.00					1.95
Net Usable Area:			84,942.00					1.95
Percent Usable:			100.00	%

VERIFICATION

Grantor: Aaron D. & Lucy M. Estabrook

Grantee: Aegis Assisted Living LLC
Verification Contact:
   Aegis Assisted Living, Buyer — ( ) -

REMARKS

This site is located along the west side of Fremont Boulevard in the northeast part of the city. The site is rectangular and all utilities available. The site was improved with a small single-family residence that will be razed. The improvements contributed no value to the transaction. The site was originally optioned in June 1998. The buyer had to pay seller an additional $29,165 for contract extension costs. The site was purchased for the development of a 64 unit assisted living facility.

ADDENDA

ADDENDUM G: Comparable Improved Sale Data Sheets

Improved Comparable 1

Property Name: Carmel Village

Property Type: Senior Housing

Property Subtype: Assisted Living

17077 San Mateo Street

Fountain Valley, CA 92708

County: Orange

IMPROVEMENTS

Class:	B
Est. Gross Building Area:	117,666
Est. Net Building Area:	117,666
Year Built:	1986
Quality:	Good
Condition:	Average
Buildings:	3
Stories:
Fire Sprinklers:	Yes

TRANSACTION INFO

Sale Status:	Recorded Sale
Interest:	Fee Simple
Sale Date:	01/15/2003

Sale Price
Reported Price:	$23,125,000
Cash Equivalent:	$23,125,000
Adj. Sale Price:	$23,125,000
$ Per SqFt:	$196.53
$ Per Unit:	$122,354
Cap Rate:	11.14	%
EGIM:	4.24

OCCUPANCY

Occupancy at Sale:	97.00	%
Seniors

FINANCIAL ANALYSIS

	Amount		Percent
Potential Gross Income:	$	5,450,000
Effective Gross	$	5,450,000
Operating Expenses:	$	2,875,000		0.53	%
Net Operating Income:	$	2,575,000

SITE ATTRIBUTES

	Sq Ft			Acres
Total Land Area:		139,828			3.21
Net Usable Area:		139,828			3.21
Percent Usable:		100	%
Ground Leased:		No

SENIOR HOUSING INFO

Number of AL Units:	94
Number of IL Units:	95
Number of Cottage Units:	0
Number of ALZ Units:	0
Total Number of Units:	189
Average Unit Size:	623
No. of Licensed Beds:	200
Subsidized:	No

VERIFICATION

Grantor: Carmel Village Retirement Residence, Inc.
Grantee: 625 Management Company LLC
Verification Contact:
  Michelle Butts, 714.962.6667

REMARKS

This facility is licensed for 200 beds, but is operated at 189 units. Approximately one-half of the units are for independent living with the other half for assisted living. Assisted living residents pay from $350 to $1,400 per month in additional care fees. It was reported that over 70 percent of the residents are paying first level charges ($350 per month). It was reported that several of the buyer’s parties were stockholders of the selling entity, however, this was reported to be an arm’s length sale.

Improved Comparable 2

Property Name: Emerald Hills

Property Type: Senior Housing

Property Subtype: Assisted Living

11550 Education Street

Auburn, CA

County: Placer

IMPROVEMENTS

Class:	B
Est. Gross Building Area:	61,677
Est. Net Building Area:	61,677
Exterior Walls:	Wood siding
Year Built:	1999
Quality:	Average
Condition:	Average
Buildings:	1
Stories:	3

TRANSACTION INFO

Sale Status:	Recorded Sale
Interest:	Fee Simple
Financing:	Cash To Seller
Sale Date:	09/06/2002

Sale Price

Reported Price:		$	8,800,000
Cash Equivalent:		$	8,800,000
Adj. Sale Price:		$	8,800,000
	$ Per SqFt:	$	142.68
	$ Per Unit:	$	98,876
	$ Per Eff Bed:	$	94,624
	Cap Rate:		11.00	%
	EGIM:		4.00

OCCUPANCY

Occupancy at Sale:	100.00	%
Seniors

FINANCIAL ANALYSIS

	Amount		Percent
Potential Gross Income:	$	2,475,000
Effective Gross	$	2,475,000
Operating Expenses:	$	1,490,000		0.60	%
Net Operating Income:	$	985,000

SITE ATTRIBUTES

	Sq Ft			Acres
Total Land Area:		108,900			2.50
Net Usable Area:		108,900			2.50
Percent Usable:		100	%
Ground Leased:		No

SENIOR HOUSING INFO

Number of AL Units:	53
Number of IL Units:	20
Number of Cottage Units:	0
Number of ALZ Units:	16
Total Number of Units:	89
Average Unit Size:	693
No. of Licensed Beds:	97
No. of Effective Beds:	93
Subsidized:	No
Amenities:
Common areas, dining room

VERIFICATION

Grantor: ALCO IV, LLC
Grantee: Healthcare Property Investors, Inc.
Verification Contact:
  Seller

REMARKS

This property is located 60 miles east of Sacramento in Auburn. Facility offers studio alcove units (346 - 568 SF), one-bedroom units (483 SF) and two-bedroom units (728 SF). This was a sale lease-back transaction where the buyer will lease the facility to Emeritus for 15 years with a 10-year option. Emeritus has managed the facility since it was completed. The lease rate is based on 11.50 percent of the purchase price with 3.0 percent annual escalations. Expense amount shown includes a 5.0 percent management fee and reserves allowance.

Improved Comparable 3

Property Name: Mapleridge of Laguna

Property Type: Senior Housing

Property Subtype: Assisted Living

6727 Laguna Park Drive

Elk Grove, CA

County: Sacramento

IMPROVEMENTS

Class:	B
Est. Gross Building Area:	50,476
Est. Net Building Area:	50,476
Exterior Walls:	Wood siding
Year Built:	1999
Quality:	Good
Condition:	Good
Buildings:	1
Stories:	2
Fire Sprinklers:	Yes

TRANSACTION INFO

Sale Status:
Interest:
Financing:
Sale Date: Recorded Sale
Fee Simple
Cash To Seller
01/24/2002

Sale Price

Reported Price:		$	8,055,600
Cash Equivalent:		$	8,055,600
Adj. Sale Price:		$	8,055,600
	$ Per SqFt:	$	159.59
	$ Per Unit:	$	95,900
	Cap Rate:		10.55	%
	EGIM:		3.16

OCCUPANCY

Occupancy at Sale:	76.00	%
Seniors

FINANCIAL ANALYSIS

	Amount		Percent
Potential Gross Income:	$	2,550,000
Effective Gross	$	2,550,000
Operating Expenses:	$	1,700,000		0.67	%
Net Operating Income:	$	850,000

SITE ATTRIBUTES

	Sq Ft			Acres
Total Land Area:		186,437			4.28
Net Usable Area:		186,437			4.28
Percent Usable:		100	%
Ground Leased:		No

SENIOR HOUSING INFO

Number of AL Units:	84
Number of IL Units:	0
Number of Cottage Units:	0
Number of ALZ Units:	0
Total Number of Units:	84
Average Unit Size:	601
Subsidized:	No

VERIFICATION

Grantor: Marriott Senior Living Services
Grantee: CNL Retirement Properties
Verification Contact:
  Buyer, CNL

REMARKS

This is a newer assisted living facility located in the south part of the Sacramento MSA in Elk Grove. Property was part of a five-facility joint venture transaction between CNL and Marriott. Marriott was to continue operating the property. Facility was in lease-up at time of sale. Income and expense data based on stabilized operating conditions.

Improved Comparable 4

Property Name: Woodmark at Summit

Property Type: Senior Housing

Property Subtype: Assisted Living

5165 Summit Ridge Court

Reno, NV 89523

County: Washoe

Parcels and/or Legal:
66563

IMPROVEMENTS

Class:	B
Est. Gross Building Area:	77,445
Est. Net Building Area:	77,445
Exterior Walls:	Stucco
Year Built:	1998
Quality:	Good
Condition:	Good
Buildings:	1
Stories:	3
Fire Sprinklers:	Yes

TRANSACTION INFO

Sale Status:
Interest:
Financing:
Sale Date: Recorded Sale
Fee Simple
Cash To Seller
02/21/2002

Sale Price

Reported Price:		$	9,500,000
Cash Equivalent:		$	8,500,000
Capital Costs:		$	1,000,000
Adj. Sale Price:		$	9,500,000
	$ Per SqFt:	$	122.67
	$ Per Unit:	$	103,261
	Cap Rate:		12.63	%
	EGIM:		3.00

OCCUPANCY

Occupancy at Sale:	60.00	%
Seniors

FINANCIAL ANALYSIS

	Amount		Percent
Potential Gross Income:	$	3,300,000
Effective Gross	$	3,300,000
Operating Expenses:	$	2,100,000		0.64	%
Net Operating Income:	$	1,200,000

SITE ATTRIBUTES

	Sq Ft			Acres
Total Land Area:		182,299			4.19
Net Usable Area:		182,299			4.19
Percent Usable:		100	%
Ground Leased:		No

SENIOR HOUSING INFO

Number of AL Units:	92
Number of IL Units:	0
Number of Cottage Units:	0
Number of ALZ Units:	0
Total Number of Units:	92
Average Unit Size:	842
Subsidized:	No

VERIFICATION

Recording Reference: 11662-0240
Grantor: Woodmark At Summit Ridge LLC
Grantee: Emeritus
Verification Contact:
  Buyer

REMARKS

Sale is an assisted living facility located in the northwest part of Reno, Nevada. The improvements are of good quality construction. Original developer was unable to attain stablized operation. Buyer is an experienced operator.

Improved Comparable 5

Property Name: Manor at Lakeside

Property Type: Senior Housing

Property Subtype: Independent Living

855 Brinkby Avenue

Reno, NV 89509

County: Washoe

Parcels and/or Legal:
019-380-09

IMPROVEMENTS

Est. Gross Building Area:	56,411
Est. Net Building Area:	56,411
Exterior Walls:	Wood siding
Year Built:	1981
Quality:	Average
Condition:	Average
Buildings:	1
Stories:	3
Fire Sprinklers:	Yes

TRANSACTION INFO

Sale Status:	Recorded Sale
Interest:	Fee Simple
Financing:	Cash To Seller
Sale Date:	08/15/2001

Sale Price

Reported Price:		$	3,200,000
Cash Equivalent:		$	3,200,000
Adj. Sale Price:		$	3,200,000
	$ Per SqFt:	$	56.73
	$ Per Unit:	$	35,165
	$ Per Eff Bed:	$	35,165
	Cap Rate:		11.56	%
	EGIM:		2.67

OCCUPANCY

Occupancy at Sale:	90.00	%
Seniors

FINANCIAL ANALYSIS

	Amount		Percent
Effective Gross	$	1,200,000
Operating Expenses:	$	830,000		0.69	%
Net Operating Income:	$	370,000

SITE ATTRIBUTES

	SqFt			Acres
Total Land Area:		57,064			1.31
Net Usable Area:		57,064			1.31
Percent Usable:		100	%
Ground Leased:		No

SENIOR HOUSING INFO

Number of AL Units:	0
Number of IL Units:	91
Number of Cottage Units:	0
Number of ALZ Units:	0
Total Number of Units:	91
Average Unit Size:	620
No. Effective Beds:	91
Subsidized:	No

VERIFICATION

Recording Reference: 2596536
Grantor: WMFMT Real Estate LP (Archon)
Grantee: Quilted Care Reno LLC
Verification Contact:
  Seller’s broker

REMARKS

Sale of a independent living facility located in Reno. Improvements are of average quality construction. Income and expense information based on buyer’s proforma.

Improved Comparable 6

Property Name: Atria Redding

Property Type: Senior Housing

Property Subtype: Assisted Living

101 Quartz Hill Road

Redding, CA 96003
County: Shasta

Parcels and/or Legal:

112-090-18-00

IMPROVEMENTS

Est. Gross Building Area:	44,328
Est. Net Building Area:	44,328
Year Built:	1997
Quality:	Poor
Condition:	Good
Stories:	2

TRANSACTION INFO

Sale Status:	Recorded Sale
Interest:	Fee Simple
Financing:	Cash To Seller
Sale Date:	07/01/2001

Sale Price

Reported Price:		$	5,000,000
Cash Equivalent:		$	5,000,000
Adj. Sale Price:		$	5,000,000
	$ Per SqFt:	$	112.80
	$ Per Unit:	$	83,333
	Cap Rate:		12.50	%
	EGIM:		3.00

OCCUPANCY

Occupancy at Sale: 95.00 %

FINANCIAL ANALYSIS

	Amount		Percent
Potential Gross Income:	$	1,950,000
Effective Gross	$	1,950,000
Operating Expenses:	$	1,325,000		0.68	%
Net Operating Income:	$	625,000

SITE ATTRIBUTES

	Sq Ft			Acres
Total Land Area:		133,294			3.06
Net Usable Area:		133,294			3.06
Percent Usable:		100	%

SENIOR HOUSING INFO

Number of AL Units:	60
Total Number of Units:	60
Average Unit Size:	739

VERIFICATION

Recording Reference: N/A
Grantor: Atria Communities
Grantee: AMI Senior Living

REMARKS

This is the sale of a smaller assisted living facility located in northern California in Redding. The improvements are of above average quality construction. There are a total of 60 living units, consisting of 36 studio units, 20 one-bedroom units and four two-bedroom units. The property was not actively marketed and was purchased by a local senior housing provider. The income and expense data based on actuals at time of sale. The seller was motivated to sell and the price paid is considered below actual market value.

ADDENDA

ADDENDUM H: Qualifications of the Appraisers

PROFESSIONAL QUALIFICATIONS

Mark E. Bryant
Managing Director, Senior Housing/Healthcare Industry Group

Mr. Bryant has been involved in the real estate appraisal industry since 1980. Was employed from 1980 to 1986 by Western Appraisals & Survey in Lewiston, Idaho.

Mr. Bryant joined Cushman & Wakefield, Inc. in 1986 in the Valuation Advisory Services Group in Portland, Oregon. Mr. Bryant was named an Associate Director in 1990, given Directorship in 1995 and was named a Managing Director in 2002.

Experience

Appraisal and consulting assignments have included vacant land, office buildings, shopping centers, industrial complexes, commercial properties, single- and multi-family residential properties, motels, senior housing, aviation properties, ad valorem mass appraisals, and other investment properties throughout the United States. Valuations have been made of proposed, partially completed, renovated and existing structures. Has been qualified as an expert witness in bankruptcy litigation in the State of Oregon.

From 1980 to 1985, Mr. Bryant was general real estate appraiser focusing on all property types, including residential, commercial, agriculture and special use properties throughout the country. Western Appraisal also conducted mass appraisals for various assessor offices and Mr. Bryant assisted in ad valorem valuation and board hearings for several county assessor offices.

From 1991 through 1998, Mr. Bryant’s primary focus was on the valuation and consultation on multi-family housing properties, with a special focus on affordable housing properties. He was a senior appraiser for the company’s Affordable Housing Group. Mr. Bryant has personally appraised and/or consulted on in excess of 200 affordable housing properties nationwide.

From 1998 to 2001, Mr. Bryant was a senior appraiser in the Senior Housing/Healthcare Industry Group and prepared appraisals, market surveys and feasibility studies on all facets of senior housing and healthcare properties for corporate and institutional clients. Mr. Bryant has personally appraised and consulted on in excess of 400 senior housing and healthcare facilities nationwide.

Mr. Bryant was named National Co-Director of the Senior Housing/Healthcare Industry Group in 2001. As National Co-Director, his responsibilities include coordination of the firm’s national Senior Housing/Healthcare Industry Group consisting of appraisers who specialize in the valuation of independent living retirement communities, assisted living facilities, continuing care retirement facilities, skilled, intermediate and subacute care nursing homes, hospitals and other healthcare oriented property types.

ADVISORY GROUP

PROFESSIONAL QUALIFICATIONS Mark E. Bryant

Mr. Bryant is also a commercial pilot and doubled as a corporate pilot during his employment in 1980 to 1986 with Western Appraisals and Surveys. Mr. Bryant has appraised numerous aviation properties, including general aviation and corporate hangars, air cargo facilities, terminals, etc. and continues to provide valuation and consultation services nationwide on aviation real estate.

Education

University of Idaho, Moscow, Idaho, Graduated 1981
Degree: Bachelor of Science, Geography

Appraisal Education

Required curriculum for Membership, Appraisal Institute. Has completed continuing education courses and seminars sponsored by the Appraisal Institute and other real estate factions on an annual basis to maintain state licensing requirements.

Memberships and Professional Affiliations

• Associated Member, Appraisal Institute

Licenses

• State of Oregon – Certified General Appraiser – License No. C000186

• State of Montana – Certified General Appraiser – License No. 281

• State of Washington – Certified General Appraiser – License No.

• State of Idaho – Certified General Appraiser – License No. E442OK

• State of Utah – Certified General Appraiser – license No. CG00043062

• State of California – Certified General Appraiser – License No. AG027192

ADVISORY GROUP

PROFESSIONAL QUALIFICATIONS

John M. Vissotzky
Managing Director, Valuation Services, Advisory Group

Mr. Vissotzky entered the real estate business in 1979. Employed from 1979 to 1982 as a real estate appraiser by T. J. Meenach Company in Spokane, Washington. Owner of Vissotzky Appraisal Services, Spokane, Washington from 1982 to 1983. Employed from 1983 to 1986 as a real estate appraiser by Western Appraisals in Lewiston, Idaho.

Joined Cushman & Wakefield, Inc. in March 1986, as Senior Associate, Portland Oregon – Appraisal Division. In April 1989 Mr. Vissotzky was promoted to Manager, Portland Appraisal Division and elected an Assistant Vice President. In 1990 he was elected Vice President. Effective 1999 title was changed to Director and Mr. Vissotzky became a stockholder in Cushman & Wakefield, Inc. In 2000 he was elected Managing Director, Portland Valuation Advisory Services, now Valuation Services. Current responsibilities include management of the Portland office, and a professional staff of 12, with appraisal and consulting coverage throughout the states of Washington, Oregon, Idaho, Utah, Montana, Nebraska, Wyoming, North Dakota, South Dakota and Alaska.

Experience

Appraisal and consulting assignments have included vacant land, office buildings, shopping centers, industrial complexes, commercial properties, residential properties, gravel pits, scenic easements, condemnation and right of way, special use properties and investment properties throughout the Western United States. Valuations have been made of proposed, partially completed, renovated and existing structures. Qualified as an expert witness in condemnation matters in the States of Washington, Idaho and Oregon and testified in divorce litigation in the state of Washington and bankruptcy litigation in the State of Oregon.

Education

Washington State University, Pullman, Washington, Graduated 1979
Degree: Bachelor of Arts, Sociology / Business Administration

Appraisal Education

Successfully completed all courses and experience requirements to qualify for the MAI designation. Also, he has completed the requirements of the continuing education program of the Appraisal Institute.

Memberships, Licenses and Professional Affiliations

• Member, Appraisal Institute - MAI

PROFESSIONAL QUALIFICATIONS John M. Vissotzky, MAI

Mr. Vissotzky is a duly Certified General Real Estate Appraiser in the following states:

Alaska, #168, expiring 06/30/05

Georgia, license number 261786

Idaho, license number CGA-162

Montana, license number 279RAG

Nebraska, license number CG230108R

Oregon, license number C000200

Utah, license number CG00043063

Washington, license number 1100382

Wyoming, license number 14284

Special Awards

Qualified for Attendance to Cushman & Wakefield, Inc. Achievement Conference 1987, 1988, 1995, 1999 and 2001.

Mr. Vissotzky was recipient of the 2002 Francis Corcoran Award offered by Cushman & Wakefield, Inc. signifying Valuation Advisory Services Manager of the Year.