AMENDMENT TO PROJECT MANAGER AGREEMENT


DATED:    AUGUST  21, 1996

PARTIES:  GARY L. MCDONALD REAL ESTATE AND DEVELOPMENT CO. 
          (PROJECT MANAGER)

          REGENCY SERVICE CORPORATION (RSC)


                                    AGREEMENT


Exhibit C of the Agreement shall be amended as follows:

In the event that total commissions paid to all parties exceed 6% of the 
total sales price, net of incentives,  the Project Manager's 3% commission 
will be reduced to an amount so that total commissions paid to all parties do 
not exceed 6% of the total sales price, net of incentives.  Said reduction 
shall in no way cause the Project Manager's commission to go negative.



By:         /s/ STEVEN HERTEL  Pres
    -------------------------------------
Regency Service  Corporation, a California Corporation




By:        /s/ GARY L. MCDONALD
    -------------------------------------
Gary L. McDonald Real Estate and Development Co., Inc., a California 
Corporation