HLD Land Development Limited Partnership Units V.HLD.UN

RE: AGM June 1

[JungleB]

Thanks for the reply, cosmedoc, sorry for the delayed response. I'm not an accountant either and I don't usually apply fundamental analysis to my investments but in this case I have no choice. At the moment I'm still poring over the filings I referred to which should have all been mailed to us on April 28th. (I haven't received my package yet, have you?) I'm trying to make sense of the structure--who is supposed to do what and how much are we paying them to do it? I'm also trying to get some feeling for how much the unsold properties are worth and how much of that value we are entitled to. (I think I will have to go further than these documents for that) Also I am wondering about some of the proposed resolutions: 1. Reduction of quorum requirements: Understood, this may reduce costs but does this also allow a handful of people to control our fate (while lining their pockets)? 2. Removal of the requirement for us to approve the appointment of auditors. Cost saving by eliminating the requirement to prepare an information circular and submit proxies. If no proxies, how do we vote? I doubt if "annual information meetings" are subject to the same regulatory rigor and as such would be more vulnerable to a "smoke and mirrors" presentation. 3. Incentive plan for directors. Isn't it kind of late in the day to be worried about "fostering the interest" of directors, officers, employees and consultants of the General Partner? Let them buy in at $25,000 (in 1996 dollars). Maybe I am unnecessarily wary, any comments?...