INVESTIGATION AND REPORT

                                       ON
 
                     PHASE I ENVIRONMENTAL RISK AUDIT (ERA)

                            THE ARBOR OF NATCHITOCHES
                       A PROPOSED ASSISTED LIVING CENTER
                               LOUISIANA HWY #1
                            NATCHITOCHES, LOUISIANA





                                      FOR:
 
                            MRS. JOANNE M. CALDWELL
                                 507 TRENTON ST.
                              West Monroe, LA 71291
                                 (318) 325-5462


                                      BY:

                              KARL M. WALLACE, P.E.
                             ENVIRONMENTAL ENGINEER
                              441 POINT PLACE ROAD
                              DOWNSVILLE, LA 71234
                                (318)-396-2197


                                 
                                February 4, 1999






                              KARL M. WALLACE, P.E.
                             ENVIRONMENTAL ENGINEER
                              441 POINT PLACE ROAD
                              DOWNSVILLE, LA 71234
                                 (318)-396-2197
                                February 4, 1999



Mrs. Joanne M. Caldwell
507 Trenton St.
West Monroe, LA 71291

Re:   Phase I Environmental Risk Audit (ERA)
      The Arbor of Natchitoches
      LA HWY #1
      Natchitoches, LA

A.    SCOPE:

The scope of this Environmental Risk Audit (ERA) consists of a general 
site inspection, review of the site's history, review of Public Records, 
and contacts with people familiar with the site to determine if there 
is any environmental problem or liability.  The site is located on the 
East side of LA HWY #1 and consists of a 8.72 acre Tract (See Exhibit A 
for legal description)..

B.    REFERENCES:

B.1   ASTM Standards on Environmental Site Assessments for Commercial 
      Real Estate, E 1527-97 and E 1528-96.

B.2   The following Federal Rules and Regulations:

      1.  Solid Waste Disposal Act (SWDA) of 1976, as amended.

      2.  U.S. Environmental Protection Agency (EPA) Implementing Regulations
      40 CFR Parts 50, 51, 52 & 61(CAA),Parts 100-149 and Parts 240-265.

      3.  Federal Water Pollution Control Act of 1972, as amended.

B.3   The following Louisiana Rules and Regulations:

      1.  La. Administrative Code, Volumes 11 & 12, Air Quality.

      2.  La. Administrative Code, Volume 13, Hazardous Waste.

      3.  La. Administrative Code, Volume 14, Solid Waste, Underground Storage
      Tanks, Water Resources.

      4.  La. Administrative Code, Volume 15, Nuclear Energy.


                                     -2-

C.    INVESTIGATION:

C.1   Mrs. Joanne Caldwell retained this firm to conduct a Phase I
      Environmental Risk Audit (ERA) of subject property before finalizing
      property development.  At the date of this investigation, the site
      contained vegetation consisting of a few trees with grass cover.  The
      site slopes gently to the East.

C.2   Information relative to the ERA is as follows:

C.2.1 Location: The site investigated is more specifically described in the
      attached Plat. (See Attachment #1).

C.2.2 Visual Site Reconnaissance: A visual inspection was performed at the
      site on February 4, 1999.

C.2.3 Records Search: A records search was conducted on Public Records 
      contained in the Clerk of Court and Tax Assessors Office in the
      Natchitoches Parish Courthouse.

C.2.4 Review of Past and Present Land Use: A review was made of aerial 
      photos owned by the Natchitoches Parish Natural Resource Conservation 
      Service Office, United States Department of Agriculture.  USDA employees
      were interviewed for this report.

C.2.5 Soil Survey: A brief soil survey was conducted on the site to determine
      the suitability of this site to have supported extensive agriculture in
      it's history.

C.3   Adequate data was obtained to construct a current and historical 
      review of the site.

D.    DISCUSSION:

D.1   General: The Environmental Risk Audit (ERA) is an investigation 
      of the site to determine if contaminants are present.

D.1.1 Records Search: Detailed ownership history was studied from the 
      public record including prior use and activities and descriptions of the
      property and adjacent pertinent property.  Property descriptions and
      chain-of-title records were reviewed.  The site has had no major
      agricultural use with records showing pasture land as the primary use.
      Aerial photographs confirm this use of the site.  Interviews with
      public employees confirm the same site usage.

D.1.2 Visual Inspection: Attention was given to readily apparent environmental
      indicators.  Particular concerns were distressed vegetation, ground
      stains, trash, landfills, noxious odors, depressions, and evidence of
      any below grade tanks or other potential contaminant sources.  None
      were evident.  Contact was made and veification was given by Officials
      of the Louisiana Department of Environmental Quality that no
      environmental hazards existed on the site.

D.1.3 Soil Suitability for Farming: The site contains "Latanier" clay soil to
      a depth of 22".  This soil can be used for cultivated crops but has many
      limitations for this use.  It has moderate fertility and low permeability.
      The construction use is considered severe for most urban uses due to
      high shrink-swell potential.  It is very likely that the site was used
      only for pasture and woodsland.  The likelihood of pesticide and
      herbicide residues is minor.


                                     -3-



D.1.4 Check for Specific Contaminants: The specific contaminants of interest
      in this report were asbestos, lead-based paint, volatile organic
      compounds such as methyl ethyl ketone, semivolatile organic compounds
      such as o-Cresol, pesticides/herbicides/PCB's such as toxaphene, and
      metals/inorganic compounds such as mercury.  No evidence appeared to
      require specific tests for these contaminants.

E.    CONCLUSION: Based on this investigation, which was performed according
      to generally accepted standards in the profession, the site does not
      appear to have any detectable contaminants.

F.    RECOMMENDATIONS: It is the recommendation of this report that after 
      evaluation of all data, there is no need for further soil or groundwater 
      studies or chemical analyses on soil and groundwater samples at this
      site.  The ERA concludes there is no reasonable evidence to suggest
      existing or potential environmental impairment.

G.    LIABILITY:

G.1   This report is not a certification and in no way implies or envokes 
      any warranty or guaranty.

G.2   In as much as the visual inspection of a site requires that certain 
      assumptions be made regarding prior and existing conditions, and
      because some of these assumptions cannot be verified without expending
      great sums of additional money, or destroying otherwise adequate or
      serviceable portions of the site, the Engineer and his agents are not
      liable for claims, damages, losses, and expenses including attorney's
      fees arising out of or resulting from any subsequent discovery of
      contaminants not specifically discussed herein, acts of God, or any
      cause not attributable to Professional Design negligence.

                                 END OF REPORT




/S/KARL M WALLACE

KARL M. WALLACE, P.E.
Consulting Engineer
enclos.



                            [CERTIFICATE OF SURVEY]