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Sponsoring Co. Hatfield & Company, Inc.

8900 Viscount Blvd. Suite 725

El Paso, Texas 79925

Phone: 915-588-9742Email:

Phone: 405-659-5144

Confidential Offer of Venture Capital Status with

Board Member Appointment

For

All Qualifying Individuals and Companies

Please Note: This Document Is Critical To The UnderstandingOf The Details In the Complete Aero Resort Estates Community Development Showcased In The Rest of This On-Line Presentation!

Those Who Read This Document AND Desire Further ExplanationPlease Call One Of The Following Corporate Officers:

CEO/Chairman………………..…..Zester Hatfield 405-659-5144

VP of Marketing……………….…David Lawrence 303-877-5891

Ex. VP Assistant To Chairman…Clint Partridge 832-495-5328

Dear Interested Party,

Thank you for downloading this document as it is your source to understand the dynamic Venture Capitalist opportunity for you that is being offered.

The enclosed Venture Capital Status with Board Member Appointment Offer is exclusively for the companies that qualify through their participation in our Seed Capital Loan/Venture Capitalist Proposal.

The Venture Capital Position being offered is a two-step process, which minimizes the risk factors for the company and gives the company time and flexibility to determine the most profitable moment to execute their Venture Capital Status with minimal to zero concern for a period of not less than ten years.

The first and most critical step to understand is a Seed Capital Loan @7% APR from your company to Hatfield & Company, Inc. the parent company of HDC and sponsor of the HDC REIT-I Phase I Private Offering. HDC is also an Accounting Consultant company owned by Zester & Marilyn Hatfield currently producing a six-figure income for the Hatfield’s who are taking no personal income from the proceeds of the Seed Capital Loan.

The second step is when the company decides to exercise the special benefits attached to the Seed Capital Loan and thereby becoming an HDC VC Team Member.

The Seed Capital Loan and the Venture Capital Benefits are listed below starting with Step One the Seed Capital Loan.

UNDERSTANDING THE SEED CAPITAL LOAN

AND THE MEANS BY WHICH IT IS SECURED

  1. THE LOAN:

The loan is a simple straightforward cash loan @ 7% APR to Hatfield & Company, Inc. the sponsoring company for the HDC REIT-I Phase I Round of Funding. Hatfield & Company, Inc. will use these funds to cover all costs related to the Prospectus preparation, legal fees, accounting fees, administration and marketing costs associated with signing up the NASD, National Association of Securities Dealers, nationwide to sell the Phase I round of funding of $175,000,000.00.

Research plus experience shows that $1,000,000.00 will conservatively cover all of the necessary accounting, legal, prospectus designing, administration and marketing of the Offering to the NASD nation wide marketing network who specialize in Accredited Investors. However, the total Seed Capital Loan amount being raised is $1,250,000.00 of which $245,000.00 has already been raised. The Seed Capital Loan does not require Accredited Investors. These details are listed in the Seed Capital Loan’s Capital Use Statement featured in the Seed Capital Loan/Venture Capital Proposal in the list of downloads midway in this On-Line presentation.

Rights for all Seed Capital Loan Providers and Venture Capitalists:

Whereas, Hatfield & Company, Inc. has listed below all of the rights that are extended to all Seed Capital Loan Providers for their personal and family use at their discretion:

Eight Seed Capital Loan/Venture Capital Rights:

Whereas, Hatfield & Company, Inc. has listed below all of the rights that are extended to all Seed Capital Loan Providers for their personal and family use at their discretion:

  1. The right to receive a written Immigration Sponsorship from Hatfield & Company, Inc. at anytime that they wish to apply for a visa to come to the USA to visit their investment.
  1. The right to purchase property within the Aero Resort Estates Community Development at any time they wish provided there are estate lots available that have not already been purchased.
  1. The right to build the log home of their choice with no less than 2,500SF of floor space not counting the garage, aircraft hangar or out buildings.
  1. The rights to purchase available lots and to build log homes for lease to others approved by the Aero Resort Estate Community Board of Management.
  1. The right to apply for and to receive membership in any of the Golf Clubs, Country Clubs, Premier Fitness Centers, River Walk, Botanical Gardens, Marina Slip and Boat Privileges for use on the Ponderosa Lake in the Aero Resort Community and all other exclusive services and recreational facilities available for membership.
  1. The right to purchase gravesites in the Sierra Floral Gardens Cemetery.
  1. The right to purchase burial space in the Sierra Floral Gardens Mausoleum for their personal or family use.
  1. The right to leave/pass all purchased assets to their surviving descendants.
  1. Security of the Loan and How This Loan is Secured:

There are three levels for securing this Seed Capital Loan for all loan providers.The recipient of the loan benefits is the HDC REIT-I, and therefore it is liable for securing each Seed Capital Loan with the cash that they receive from the Phase I Round of funding in two ways:

  1. The HDC REIT-I is obligated by contract (see below) that in the event that their cash balance for whatever reason becomes less than $2,000,000.00 they must cease operations and repay the Seed Capital Loan providers with all accumulated interest before settling any other financial obligations including salaries or general expenses.
  2. The HDC REIT-I is obligated by contract (see below) to use as collateral all property purchased with the Phase I Round of Funding for all of the Seed Capital Loan providers including interest. Such property must be sold at market prices should there be losses beyond the HDC REIT-I’s control that reduces their cash balances below the $2,000,000.00 threshold.
  3. Hatfield & Company, Inc. is also a co-signatory on the loan to HDC REIT-I and therefore is also responsible for the repayment of all Seed Capital Loans plus interest in the event that items I & 2 above fail to satisfy the accrued debt obligations of HDC REIT-I
  1. Hatfield & Company, Inc. Required Acknowledgement for all Prospective Seed Capital LoanProviders:
  1. Each Prospective Seed Capital Loan Provider must acknowledge that they DO understand both the nature of the Seed Capital Loan and the three means by which it is secured.
  2. Each Prospective Seed Capital Loan Provider must acknowledge that if they

CANNOTunderstand both the nature of the Seed Capital Loan and the means by which it issecured that they agree not to precede any further until they have contacted one or more of the Corporate Officers listed above to assist them in broadening their understanding. The Corporate Officers are open for personal contact to assist those who are not sure they understand any detail presented in this presentation.

Please Continue to Read the Following Details of the Benefits for Seed Capital Loan Providers on the HDC VC Team Beyond the Accrued Interest Rate of 7%

Venture Capital Benefits

Three Special Benefits for All Seed Capital Loan Providers Who Wait to Convert to the Venture Capital Option:

  1. Each Seed Capital Loan Provider who provides a loan amount to Hatfield & Company, Inc. may choose to wait up to three years before deciding to convert their loan to the Venture Capital Option.
  2. Each Seed Capital Loan Provider who provides a loan amount to Hatfield & Company, Inc. will not lose any of their VC benefits because of choosing to wait for their date to convert.
  3. Each Seed Capital Loan Provider’s VC benefits continue to accumulate in their escrow account until they make the decision to convert. At such time as they choose to convert, all of their accumulated benefits will be immediately dispersed to them and further payments will occur with the regularly scheduled quarterly payments. (See More Personal Escrow Account Details Below:)

The Special Nature of the 50% Distribution of the Annual REIT Management Fee Benefits @ 3% APR for the HDC REIT-I Venture Capitalist Team Members:

  1. The Annual Management Fee 50% distribution The benefits for all of the HDC REIT-I Venture Capitalists are not dependent upon the profit and loss performance of the REIT. The HDC REIT Management Company will do all it possibly can to assure the ongoing profitability of the REIT via the designing, building and leasing all of the facilities provided to the buyers and triple net lease holders within the Aero Resort Estates Community. However, it is critical that the HDC REIT-I VC team members understand that their portion of the HDC Management Company’s annual management fee of 3% is not effected in the short term by the profit and loss of the HDC REIT-I success or failure!
  1. The annual3% management benefits for all of the HDC REIT-I VC Team members are never effected by any of the management company’s decisions good or bad except in the event that these decisions result in the HDC REIT-I losing the battle to create sufficient revenue from leases and sales to continue operations according to the limits set in the management agreement below.
  1. The corporate battle for profits normally follows a path that goes up and down, hopefully always up but rarely is the case. Thus, the VC Team Members are protected from these constant variations except in the event of consistent reversals to the point of reducing the HDC REIT-I cash flow bank balances to less than $2,000,000.00 that will trigger the “Cease to Operate Limit” stated in the HDC Management contract with the HDC REIT-I. (see below)
  1. It is estimated that should the HDC Management Company fail in its quest to maintain the operating levels of business success required for all concerned to maintain confidence in the HDC Management Company andits officers the “Cease to Operate Liquidity” limit is triggered. In the event of such failure, all VC Members will be reimbursed for all of their ORIGINAL SEED CAPITAL LOAN AGREEMENT CONTRACT. They will also receive their accrued dividends and Escrow Management gains by Robotic Traders (See Below) at the time of this financial event.
  1. Thus, the “ROI” Return On Investment for the HDC VC Team Members continues unabated by other corporate management failures or successes until such time as the “Critical Cut-off Level” of cash balances in the bank is exceeded.

a)It is unknownhow long this might be but it is estimated that for such a financial event to occur. If such an event were to happen it would end the cash payments to the HDC VC Team Members. Given the fact that the HDC REIT-I has three rounds of funding in consecutive order it would take the company at least ten years to suffer such reversals in their plans.

b)However, it is possible that due to tragic unforeseen issues of death, major market crashes and many other potential market and infrastructure disasters such a failing is possible to occur within the first two years of operations.

c)Example of $25,000.00 HDC VC Team Member Investment Position:

There are 7,000,000 Shares in Phase I round of funding at $25.00 per share.

The HDC VC Team Member who converted a $25,000.00 loan (1,000 shares) into the VC Team Member option will receive $52,500.00 by the end of the first full year of operations after the close of Phase I Round of Funding from 50%of the Management Fee of 3%. This is paid pro-rata to all of the HDC VC Team Members from the capital asset base of $175,000,000.00! (See Calculation Details Below Under Step #2 Summary of Phase I HDC Annual Management Fee Benefits)

The time necessary to finalize and prepare the SEC compliance of the prospectus and marketing documentation plus the time to actually sell the 7,000,000 “PCCP”Private Convertible Callable Preferred shares of stock in the HDC REIT-I shares in Phase I round of funding could easily take twelve months. Thus, this estimated time, plus the first full year of operations after the close of the Phase I Round of funding, our Seed Capital Providers are looking at possibly two years before they might make the decision to convert their loan position to the HDC VC Membership.

Assuming that the Seed Capital Loan payout of $52,500.00is proven to be true. It is obvious that by that time all Seed Capital Loan Providers who have chosen to wait for the company management results will opt to convert to the VC Option and join the HDC VC Team. Such a decision will result in each Seed Capital Loan Provider receiving more than double their original loan conversion amount and will automatically remove them as a debt liability to any of the above mentioned principals in this loan transaction. At the time of receiving their benefits which reach and exceed the level of their original Seed Capital Loan plus the accrued interest and dividends they will also receive a document requiring their signature releasing all of the above mentioned principals of any and all obligations to them due to any future failures of the HDC REIT-I and it’s management.

Exclusive Venture Capital Benefits For Companies or Individuals Who Convert Their Seed Capital Loan of Not Less Than $250,000.00 to the HDC Venture Capital Team Membership

Your Company’s Maximum Possible Venture Capital Position Offers An Annual Income Total Of $7,575,000.00 Within Four Years On A $250,000.00 Secured Seed Capital Loan described above. Alternate Amounts May Be Easily Calculated As A Percentage Of The Maximum/Example: $25,000.00 Is 10% Of The Maximum. Calculate Other Amounts Accordingly minus the option for an HDC Board of Directors position.

EXAMPLE OF A $5,000.00 DOLLAR LOAN AGREEMENT

PHASE I

5,250,000/2 = 2,625,000/50,000 shares = $52.50/share X 200 shares=$10,500

PHASE II

10,500,000/2 = 5,250,000/50,000 shares=$105.00/share X 200 shares =$21,000

PHASE III

60,000,000/2=30,000,000/50,000 shares=$600.00/share X 200 shr. = $120,000

ALL THREE PHASES COMBINED

75,750,000/2 = 37,875,000/50,000 = $757.50/share X 200 shr. = $151,500

Step One:

  1. Seed Capital Loan to Hatfield & Company for $250,000.00 @ 7%APR
  1. Your Seed Capital Loan to us is secured by the Two Companies and their Principals as detailed and agreed to above.
  1. You and or your estate to become venture capitalists as an HDC VC Team Member may use your Seed Capital Loan. You and or your estate will receive the benefits detailed below with minimum financial risk.
  1. Your Seed Capital Loan may be converted to Venture Capitalist status any time within the first three years of the development project to insure that you are comfortable with the success of the development before you make the conversion.
  1. With or without the execution of your Venture Capitalist Status the company may appoint an officer of the Corporation to the HDC Board of Directors in Step One.
  1. Your Seed Capital Loan when converted to our Venture Capitalist as an HDC VC Team Member status has special benefits outlined with complete details in the Seed Capital Loan Proposal that you might download separately. (See the download list below)
  1. However, we have prepared a summary to simplify the details.

Step Two:

  1. Summary of Phase I HDC Annual Management Fee Benefits:
  1. Your Seed Capital Loan has the option to accept the “PCCP” Participating, Callable, Convertible, and Preferred stock in HDC as soon as the HDC REIT Phase I offering of $175,000,000.00 is live in the National Association of Securities Dealers national marketing network.
  1. Your decision may be postponed until after the offering is complete and or even for as long as one year or more after the offering is complete up to and including three years to validate the success of the Aero Resort Estates Development. All of your benefits are grandfathered in while in Escrow awaiting your decision. This is usually a maximum period of two years but you are allowed to wait three years.
  1. Once you elect to convert during this time period you become a member of the HDC VC Team.
  1. As an HDC VC Team Member, which is the most important investor position in any successful Start-Up Company, you will also participate in the annual Management Fee received by HDC with all of the other HDC VC Team Members at the rate of 50% paid Pro-Rata quarterly to this select group of investors. The Venture Capitalists make up the smallest and the most financially rewarded investment group in HDC.
  1. The management fee is 3% of the gross asset base which in the case of HDC REIT-I Phase I is $175,000,000.00 X 3%=$5,250,000.00 X 50% is $2,375,000.00 annualized. The distributions are made quarterly to approximately 50,000 shares held by the Venture Capitalists out of 7,000,000 total shares in the offering.
  1. The $250,000.00 in PCCP stock we are offering you in this exclusive offer represents ten units of 1,000 shares each. In the management fee distribution stated above this will represent $52.50 per share or estimated at $525,000.00 per year most likely within less than two years and not more than three. This is about the same time you could expect to have your company facilities finished with your complete marketing plan in place and ready for business.

Escrow Account Management: