1 Exhibit 10.46 ASSIGNMENT ARV ASSISTED LIVING, INC., a Delaware corporation, successor by merger to ARV Management, Inc., a California corporation, of 245 Fischer Avenue, D-1, Costa Mesa, California 92626 ("Assignor"), hereby assigns to EENHOORN GP-FRANKLIN, LLC, a Michigan limited liability company, of 2620 Horizon Drive, S.E., Suite C, Grand Rapids, Michigan 49546 all of its interest in a receivable obligation for Management Fees, owed by FRANKLIN COMMONS L.P., an Indiana limited partnership, in the amount of Eighty-Three Thousand Three Hundred Eighty-Two and 95/100 Dollars ($83,382.95), together with any additional Management Fees accrued from December 1, 2000 through the date of this Assignment. Dated January 16, 2001. ASSIGNOR: ARV Assisted Living, Inc. By: -------------------------- Its: ---------------------