Vacation Villas at FantasyWorld RESORT NEWS & VIEWS

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1 Vacation Villas at FantasyWorld RESORT NEWS & VIEWS SPRING 2009 PRESIDENT S FORUM Fellow Owners As we transition from 2008 to 2009, it seems appropriate to reflect on the past year and to share some of the upcoming events at the resort. Despite the challenges of a slowing economy and rising fuel prices, 2008 was a good year for Vacation Villas at FantasyWorld. The year saw some significant events: the developer added three town-homes and 157 ownership interests to our number; we acquired 2.2 acres of land, completed a remodel of the check-in building, began replacing the concrete sidewalks with landscape pavers, installed high-speed wirelsss Internet access throughout the property, and significantly lowered the number of owners who were delinquent with regard to maintenance fees. All in all, our resort made quite a bit of progress last year and we will build on that progress in Three major projects are planned for 2009: construction of a new building for the maintenance, housekeeping and laundry departments, beginning the next phase of town-home renovations with 38 town-homes planned for this year and the establishment of a long term plan for the redevelopment of the recreation areas. For more information about these projects, see the 2009 projects article inside this newsletter or attend the Java with the GM owners meeting at the property while you are visiting. As I mentioned earlier, the resort management and the Board of Directors is aware of the economic conditions that are prevalent in the world today. As a result, we have made strides to assist owners in several ways. First, we have increased the number and frequency of activities available at the resort for owners to enjoy. Second, we have contacted many of the local entertainment providers and made arrangements for discounts for our owners. Third, we have managed to keep the maintenance fee the same for another year. Fourth, we have made arrangements for the developer to purchase the weeks that the Association was forced to foreclose on due to none payment of fees. Lastly, we have negotiated with Interval International and made arrangements for a two-for-one membership option to be mailed to our owners. This will allow our owners who are not currently members of the exchange company a discounted price to join and deposit weeks, preserving their week if they are unable to travel this year. We have also had several owners ask if they can participate in the discounted sales price that the developer is paying the Association for delinquent weeks. The Board of Directors has considered this matter, and has agreed to offer the same deal to current owners. Please take note that non-owners will not be afforded the same courtesy. The developer discount is available to our owners only. Contact Veronica at (407) extension 5559 or at veronica@palmettomarketing.com In closing, allow me to renew my pretty please for taking care of the Limited Power of Attorney form that will allow us to lower the quorum to an achievable number. We are only asking to lower it to 1599 families present to conduct business. Keep in mind that if there is no quorum, the President gets to do whatever the President wants. This is a dangerous situation for anyone who is not the current President, since you have no say at all without a quorum. Warmest Regards Jeff Weinland, President Vacation Villas at FantasyWorld BOARD OF DIRECTORS Jeff Weinland, President jeff@weinland.us Jack Sladkey, Vice President jsladkey@crn.org Jonathan Ejuwa, Secretary/Treasurer jonathan.obor@gmail.com Arthur Washington, Director awash9212@aol.com Richard Furlong, Director rich1602@verizon.net

2 Page 2 Resort News & Views 2009 PROJECTS Many owners are not aware that our housekeeping and laundry departments have been located in rented space off property for many years and we are thrilled to be able to bring these services to our own property. The maintenance department has long been housed in an unsuitable building that was designed as a clubhouse. This new building will give these departments the space that they need to operate more efficiently. In addition, this building will house an indoor water attraction called a Flow- Rider. The front portion of the building will feature the Flow Rider. The back portion of this building will house the Maintenance and Housekeeping Departments. Our townhome renovation process operates on a six year cycle with the first year used for planning and design followed by five years in which approximately 40 town-homes being renovated each year. In 2008, we experimented with two townhomes and now that plans are complete, we will renovate 38 units in Major changes include new kitchen cabinets, replacing the tile floor on the ground floor, changing the kitchen lighting, new patio furniture, adding blackout curtains in the bedrooms, installing a closet insert in the mater bedroom and upgrading the queen bed to a king sized bed. PLAN AHEAD Submit your reservation request by the end of March each year to stay at Vacation Villas, or to release your unit for rent. If you intend to deposit with Interval International, we recommend you submit your request by August 31. All reservation requests, changes or cancellations must be done in writing. This can be done by mail, fax or and directed to the Owner Services Department. LONG TERM RENTALS Long term rentals are available during the Gold Season through our Whole Owner Rental Program. If you or your friends or relatives would like to visit Kissimmee / Orlando for an extended stay, please call Sandy Carey at extension 5556 for rates and availability.

3 Page 3 Resort News & Views 2010 PROPOSED PROJECTS Your Board of Directors are hard at work on the long awaited renovation of the resort s recreation areas. While the pools, tennis courts and other amenities are technically the property of our Master Association, the Timeshare Association owns a controlling interest in the Master Association. Considering the size of our property and the scope of the renovation that we are facing, this will be a multi-year project. As discussed in the past, a landscape architect was retained to design the redevelopment plan. The plan has been presented at the resort s weekly owners meetings where feedback has been recorded for consideration. After more than a year of discussing the project with our owners, the suggestions will be discussed, the plan amended and the project will be put out for bid in the next few months. Owners can expect to see a final proposed design and cost projections in the 2009 Annual Meeting Notice mailing which should arrive to your mailbox in September. One key element of the discussion at this year s Annual Meeting will be how to pay for this renovation. We have three options: a permanent increase in maintenance fees, a one-time assessment with a two or three year payment plan, or some combination thereof. No decision will be made on this issue until the Annual Meeting, but the owners who have commented so far strongly favor the one-time assessment with a payment plan. The rendering for the current plan are included here for your review. Their size makes them difficult to see, so we have made the digital versions online at the resort webpage(link). They are best viewed on the computer where you can zoom in to see details. Also, owners are welcome to attend the weekly owner meetings at the resort. The renovation plan is discussed each week and we solicit the ideas of owners for modifications to make this resort what the owners want it to be. Jeff Weinland, President

4 Page 7 Resort News & Views ATTENTION: GOLD WEEK OWNERS Have you ever considered upgrading permanently to a PLATINUM Week? We are able through June 1, 2009, to upgrade you to a PLATINUM at a great savings against other opportunities. This offer applies to GOLD week owners who have paid off their purchase mortgage and are current on their maintenance fees. We also have a SPECIAL on weeks you can purchase outright! GOLD Weeks PLATINUM Weeks Contact: Veronica Ochoa (407) Ext $1, each $4, each veronica@palmettomarketing.com Does it make sense buying a timeshare in the current economic times, or at all? At the moment, it might be wise to hold off on buying a timeshare in a NEW resort as we are yet to know how many of the big developers will be harmed by the credit crunch. However, it may be worthwhile buying one or more timeshares in an ESTABLISHED resort where you can physically visit the resort and you know for sure what you are purchasing. Many of the established resorts have offers where you can go and inspect the resort for a weekend, stay in the accommodation, and attend a meeting where they try to sell you the benefits. There is plenty of room to haggle. Like any property during these times, they are bound to be feeling a reduction in value, and a loss in sales volume, thus, in an established resort you can pick up a bargain. Also remember most timeshare resorts are held perpetuity, so as long as they keep up the maintenance it s a good long-term investment. Some key tips on timeshare whether you re a seasoned Owner or just starting ownership: Buy a week which you can see yourself using year after year. Join Interval International which gives you the benefit of space banking your weeks, to use at other resorts, at different times of the year. Buy a resale where we can help you save 50% 75% off of retail pricing. You get the same week without paying all the Developers Marketing costs. Finally, consider Vacation Villas at Fantasy World, a well-established, beautifully maintained resort where potential buyers can visit the resort and see the newest features, such as a state-of-the-art Clubhouse, Concierge Service, Business Center, multiple pools, and much, much more. For Questions, Veronica@palmettomarketing.com or Call Ext. 5559, and ask for Veronica Ochoa. Kenneth W. Collins, Broker in Charge This advertising material is being used for the purpose of soliciting the sale of time-share periods.

5 Page Kyngs Heath Road Kissimmee, Florida Phone: (407) Fax: (407) Professionally Managed By: Vacation Villas at FantasyWorld SPM Resorts Corporate Office 5005 Kyngs Heath Road 1051 Shine Avenue Kissimmee, FL Myrtle Beach, SC Tel (407) Tel (843) Fax (407) Fax (843) Diana Cherveny, General Manager dcherveny@spmresorts.com George Selensky, VP of Corporate Operations gselensky@spmresorts.com GraceAnn Dean Account Representative gdean@spmresorts.com JAVA WITH THE G.M. Check-In Facility 9:00 A.M. Tuesday morning Get current updates on the resort. Enjoy Free continental breakfast. Please join us!! SPM Resorts Regional Office Trish Docherty Exchange Company Regional VP of Operations Interval International (407) Member Services: (800) tdocherty@spmresorts.com Exchanges: (800) Palmetto Marketing Resales (407) ext vvf@palmettomarketing.com

6 Page 4 Resort News & Views Check out this new water amenity at Vacation Villas. Water Wars will provide a challenge for children and adults and it is loads of fun. Maintenance Fees are Due every year on January 1 PAYING MAINTENANCE FEES MADE EASY Avoid Late Fees Save Money If your invoice does not arrive in the mail by mid-december, please call the resort. It could have been lost or your address may need updating. Late fees are assessed on January 16. Be sure the payment is mailed with sufficient time to reach us. Please include the payment stub with your check to avoid further delays in posting your payment to your account. Do not include any correspondence or reservation requests with your payment. The payments arrive at our processing center. It takes several days to get the mail back to the resort. Save time, pay by check online at To pay your maintenance fee by credit card: contact Owner Services at (407) extension 5531 Monday to Friday from 8:00 a.m. to 6:00 p.m. and Saturday from 8:30 a.m. to 5:00 p.m. Pre Pay Book Early and Get the Week You Want Maintenance fees can be paid at anytime during the year for the next year. Payments can be made in advance monthly, quarterly, etc. based on the prior year s dues. When the current year billing is received, there will be a credit or balance due. Pre-paying in full allows for bookings up to one year in advance.

7 Resort News & Views Page 5 I M P O R T A N T P L E A S E N O T E Dear Vacation Villas Owners: Your Board of Directors is requesting your assistance and cooperation to change our Association rules regarding the percentage of owners required to attend Annual Meetings. To accomplish this, we must achieve three objectives: 1. Establish a quorum at a specially called meeting for the purpose of approving changes to our documents. 2. Amend the documents to reduce membership quorum requirements from the current percentage of 25% to the statutorily approved percentage of 15%. 3. To amend the procedures by which such meetings are conducted, and to establish consistency and clarity by providing that the Declaration of Timeshare P1an, the Articles of Incorporation and the Bylaws can each be amended upon the approval of two-thirds of a quorum at a duly convened membership meeting. By signing the enclosed Limited Power of Attorney in this newsletter, you authorize the Association, acting through the President of the Board of Directors, to cast your vote on the above matters only. If you have already submitted a Limited Power of Attorney, it is not necessary to submit another. Should you have any questions, please contact Diana Cherveny, General Manager at (407) extension Thank you Jeff Weinland President, Vacation Villas at FantasyWorld Board of Directors

8 LIMITED POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that the undersigned are the owner(s) of the timeshare week(s) in VACATION VILLAS AT FANTASYWORLD designated as follows:. (provide unit week numbers for all owned time-share weeks) The undersigned hereby appoint(s) the VACATION VILLAS AT FANTASYWORLD TIMESHARE OWNERS ASSOCIATION, INC., acting through the President of its Board of Directors, as lawful attorney-in-fact for the following limited purposes only: to cast the vote(s) of the undersigned owners in order to amend the documents to reduce membership meeting quorum requirements, from the current percentage of 25% to the statutorily approved percentage of 15% of the Association membership, to validly call such meeting to order; and to amend the documents in order to establish consistency and clarity regarding amendment procedures by providing that the Declaration of Timeshare Plan, the Articles of Incorporation and the Bylaws can each be amended upon the approval of two-thirds (2/3rds) of a quorum at a duly convened membership meeting. The undersigned hereby grant(s) the VACATION VILLAS AT FANTASYWORLD TIMESHARE OWNERS ASSOCIATION, INC., acting through the President of its Board of Directors, full power and authority to perform all acts, in addition to voting, the undersigned could perform for the limited purposes described above and confirm(s) any such acts done for the limited purposes described above. This power of attorney can be revoked by the undersigned at any time. (All owners please sign and have signature(s) witnessed and notarized below). IN WITNESS WHEREOF, I/we have hereunto set my/our hand(s) and seal this day of, 200. Witnesses: OWNER(s): (Signature of Owner) (Signature of Co-Owner, if applicable) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of, 200, by. He/she or they is/are personally known to me, or has/have produced as identification and did take an oath. If no type of identification is indicated, the above-named person is personally known to me. (Signature) Please mail this form back to: SPM Resorts, Inc Shine Avenue Myrtle Beach, South Carolina Notary Public