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Valley of Lakes RICO Class Action against PNCBANK, et al.
ripped edge: exhibits

Eagle Rock Resorts Letterhead

				February 13, 1992

Dear Property Owner:

	Recently, we have received requests from individuals asking their 
maintenance fee be waived until their lot is improved.

	A waiver of itiaintenace fees is an accomodation we are unable to 
meet for a number of reasons.The first reason is the real need to 
maintain services and increasing delinquencies of maintenance fee 
payments would require an increase for those who faithfully pay on time.  
Secondly, it would be unfair and unequitable to the one thousand plus 
property owners who paid maintenance fees in the past waiting for their 
lots to be improved.  Their maintenance fees assisted in the creation of 
added value to their lots and the lots to be purchased by future owners.

	Finally, maintenance fees do accrue as a lien against the lot and 
eventually will be paid.  Delinquencies accrue to no ones benefit and 
can only result in increased cost to those who do pay and/or reduced 
services which eventually result in expensive repairs.

	The benefits of most maintenance activities usually go unnoticed 
until the services decline or stop.  For the Valley of Lakes, the 
maintenance of our common grounds, recreational facilities, roads and 
security service have added noticeable value to every lot and homeowner 
here.  Whether a lot is currently improved or not, the value added is 
immediate.  There is no relationship between maintenance fees and lot 
improvements, i.e. water and sewer lines or road paving.  The legal 
obligation to pay maintenance fees began at the time the lot was 

	At the present time, the operation of our Maintenance Departinent 
is substantially subsidized by C.B.G. Limited, as are the Security and 
Recreation Departments.

	During our budget process, C.B.G. estimates the required 
Maintenance Department subsidy by taking into account revenues 
anticipated from maintenance fees and the estimated expense of providing 
required services.  These budgets are prepared annually not only as part 
of our business plan, but in conformance with our banking requirements.

Property Owners
February 13, 1992
Page 2

	Economies of our scale and the subsidy have allowed C.B.G. to 
limit the annual maintenance fee to 40% less than our neighbors, 
Vacation Village, who provide none of the many services C.B.G. gives to 
it's property owners.

	The scope of the Maintenance Department's responsibilities span 
far beyond the roads we drive upon. A brief summary is as follows:
	1.  Road Maintenance: All roads within or leading into the 
	    residential community are maintained with monies from this 
	    fund.  This includes patch and repair, plowing, salting,
	    cindering and sweeping as needed.
	2.  General Road Area Maintenance: This includes cutting back of
	    grass and weeds from along side all roadways, cutting of
	    growth from intersections to insure a view of other traffic,
	    cutting of trees that may drop on roadways or power lines as a
	    result of decay or storms, the maintenance of drainage ditches
	    and culverts and the purchase or construction and erection of
	    all street marker's and traffic signals for all roadways leading 
	    into or within the residential development.
	3.  The Maintaining of All Common Grounds: This includes the
	    cutting of grass and the maintaining of all common grounds.
	    Some of the areas referred to are the entrances, picnic areas, 
   	    sports core and beach areas.

	The staff, equipment and supplies necessary to maintain a 4,000 
acre community are substantial.  The reason the maintenance fees have 
been kept to a minimum is attributed to C.B.G.'s subsidy and the ever 
expanding lot owner base which must share the cost.  Those of us who 
bought lots here did so because of the community and its recreational 
amenities.  We ask everyone to be responsible for assisting in keeping 
the property pristine by caring for the facilities available as they are 
used and, also, by sharing the financial requirements by paying their 
maintenance fees on a timely basis.

	Added benefits to lot owners who make timely payments are reduced 
fees at the ski area, stable rentals and the golf course, (when 
completed), as well as participation in C.B.G.-sponsored community 

	We hope this letter has addressed the necessity for maintenance
fees for all lot owners and the need for timely payment.


					Wayne F. Guidotti
					Director of Operations


Valley of Lakes RICO Class Action against PNCBANK, et al.

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