Attendees: Richard Sutton, Richard Corso, Karen Hana, Bob Ryan, Marion Holmes, Bob Shaw, Jerry Luke, Mark Carney, Angel Estrada, Eric Millet, Javier Vales, Steven Helling.

The Board and several members from Royal Resorts toured the resort from 9:30 to 10:10am prior to the general meeting. This gave them time to review relevant maintenance items.

The 2nd quarter meeting began at 10:20am with Bob Shaw, Richard Sutton and Richard Corso making brief opening remarks. Prior to discussing the printed meeting agenda, the Board discussed legal issues affecting the club. It was unanimously decided after a lengthy discussion to replace Gerry Van Giffen as the attorney of record for the Pelican Resort. The Board is in the process of securing the services of a new attorney. A meeting was scheduled with Mr. Van Giffen for June 26, 2003 at 10:30am.

1. Laundry: The Board discussed the new laundry and its positive effect on the resort. The laundry will save the resort a considerable amount of money each month. The laundry is expected to be complete by July 21, 2003. In one year a second shift will be considered as a revenue source for the resort.

2. Owner Communications: The Board discussed the desire to increase its communications with the members. The Board agreed to name Marion Holmes as director of communications. Marion will issue "press releases" on any resort news to ISCO and Judy Young. We feel this will get the information out to our members quicker.

3. Resort Refurbishment: The Board and Royal Resorts discussed all the major scheduled maintenance items and they developed a three-year plan for resort refurbishing. The projects that will be started in 2003 fiscal year are as follows:

M pool will be refurbished and tiled

B building corridor will be tiled

Caladium corridors will be tiled

Walkway and retaining wall will be added to the resort entrance

Railings along the corridors in B building will be replaced

(2) elevators will be replaced in B building

40 units will be refurbished

The resort will research the purchase of a "people mover" to assist owners and guests needing assistance with luggage and transportation

Automated vehicle gates will be installed at the F and A building entrances

Several other projects and being completed with funds from the operations budget such as new acrylic fire hose cabinets for the resort. A plan for capital improvements and expenditures in 2004 and 2005 was also developed.

4. Food and Beverage Operations: The Board discussed the legal issues that exist between the resort and the Richs' who hold the restaurant contracts at the resort. The Board is optimistic that they will have news to report on this issue by the 3rd quarter meeting.

5. PCIP Program: The response from our owners to the PCIP program has been overwhelming. The Board received a motion from Bob Shaw, seconded by Bob Ryan, to temporarily suspend any future investment in this program until further notice. This motion is effective 6/25/03. The motion passed 5-0. Another motion was proposed by Bob Shaw and seconded by Jerry Luke to reduce the rollover interest amount by three (3) points on any future rollovers. The motion passed 5-0.

6. Resort Property Lines: Due to recent changes in the laws of St. Maarten, it was necessary to erect fences around the resort property lines to insure that no land is ever lost due to "squatters rights."

7. New Construction Projects: The Board and Royal discussed the options regarding construction projects or acquisitions the Board may desire to consider in the future. No projects were considered to be feasible at this time.

8. Hurricane Protection Program: The resort has ordered a full compliment of supplies to be fully prepared for a hurricane as the season is approaching for 2003. All supplies are expected to be at the resort by June 27th. We feel that the Pelican Resort Club is very
well prepared for any hurricanes.

9. Annual Maintenance Fee: The Board discussed the 2004 annual maintenance fee. The Board would like to review the 2004 budget and determine what amount of increase is appropriate to cover our expenses and build up an emergency reserve fund. The Board is
proud of the fact that they have been able to hold the annual maintenance fee with no increases for the past five years.

10. Special Assessment: The Board unanimously agreed that there is no need for any special assessment at this time.

11. ISCO Front Desk Interfacing: The Board was given an update as to what is being done at ISCO to implement "smoother" front desk operations. A new computer program is being evaluated at this time and a decision should be made in August of 2003.

12. Unused Interval Weeks: The Board and Royal discussed the pros and cons of having units occupied when owners do not plan to use their units. The Board encourages owners to deposit their weeks if they do not plan to occupy their units. However, at this time, no new policy or plan will be initiated for the resort.

13. Marina Pool Gazebo: A new handrail has been erected at the Marina building pool to the gazebo for safety purposes.

14. Vingcard Use by Concessionaires: While the Vingcard is showing great potential to be very successful for the resort, there are still "bugs" that must be worked out to improve phone lines and phone services before the system can be offered to all concessionaires at the resort.

15. Beach Chairs and Cushions: The Board discussed making cushions available for some of the beach and pool lounge chairs. Since they felt that this may present a hygiene problem and
logistical difficulties, the Board agreed to replace the existing chairs with more comfortable ones as the old chairs wear out.

16. Design and Printing Proposals: Pelican Update and Annual General Meeting (AGM)
Notice: The Board examined the proposals from the Royal Resorts Communications Department and is reviewing the new format, design layout, and pricing.

17. Improving Resort Security: The Board reviewed and approved the proposal to install electronic gates at the A and F buildings to be activated by guest keys.

18. Interval International: The Board agreed to consider joining Royal Resorts in its Master I.I. Agreement provided that the document language is modified as needed. The legal response to the I.I. questionnaire will await recommendations by the legal counsel of record.

19. Skymed: The Board agreed to join Royal Resorts in negotiating discounted memberships plus a 5% commission for the TAPRC to assist with promoting the program to owners.

The meeting adjourned at 4:55pm.