AMENDMENT THREE

TO

DECLARATION OF COVENANTS, CONDITIONS & RESTRICTIONS

FOR A PORTION OF

TOWNSHIP 17 SOUTH, RANGE 12 EAST

SECTIONS 21 & 28

GILA AND SALT RIVER BASE AND MERIDIAN

PIMA COUNTY, ARIZONA

WITNESSETH:

In accordance with Article III, Paragraph 22 of said Declaration, which is recorded in

DOCKET 10830, PAGE 915 and the following, upon attaining the valid signatures of

67% of the owners by number and acreage of property subject to said DECLARATION,

said DECLARATION is modified as follows:

So much of Article Ill, Paragraph 6, pertaining to “Motor Vehicles, Trailers, and Boats” is rescinded and replaced with the following language:

Motor Vehicles, Trailers, Boats, Construction Equipment and Machinery:

None of the above listed items or any parts or accessories to those items may be stored on any roads. However, those items and their parts and accessories may be stored on individual parcels as provided for in the following subsections.

Subsection A. The purpose of this subsection is to allow property Owners the reasonable use of motor vehicles and aircraft. Therefore: an aggregate total of three passenger cars, pickup trucks (1 ton capacity or less), vans (12 passenger or less), motorcycles, and aircraft may be parked in the open on a parcel provided said cars, pickup trucks, vans, motorcycles or aircraft are fully licensed and operable. However, nothing in this subsection is intended to restrict aircraft storage as provided for in Article IV - “Use of Airstrip Easement”.

Subsection B. The purpose of this subsection is to allow property owners limited storage of items not provided for in Subsection A. Therefore; one of the following items may be stored in the open on a parcel, provided that any such item must be fully operable and licensed (if a license is required):

(1)        one horse trailer

(2)        one utility trailer with a GVW capacity of less than 3000 lb.

(3)        one boat on a boat trailer

(4)               one additional item from those listed in Subsection A

(5)               one recreational vehicle either motor home, pickup camper. travel trailer, or tent trailer

(6)               one ATV including “dune buggy” type vehicles, however, one or more ATVs or dune buggies if on a single trailer will be considered as one unit

Subsection C. The purpose of this subsection is to comply with and implement the purpose of the CC&Rs as stated in Article I. Therefore; except as provided in Subsections A, B, and E, all other vehicles, construction equipment, and machinery (including any parts, or accessories to any of the before mentioned items) shall not be stored on any road, and may be stored on the property only if within a fully enclosed building or opaque fence.

Each parcel which contains either a home or hangar is allowed one fenced storage area. The height of the fence shall be sufficient to shield the items within from view, if possible, but may not exceed 6 feet in height and shall enclose a maximum of 3000 square feet. Fences constructed to meet the requirements of this subsection must comply with all requirements of the CC&Rs pertaining to walls and fences.

In the case of items belonging to the Airpark, the managing members shall arrange for storage. If Airpark items are stored on a private parcel, the cost of the necessary fencing will be born by the home owners association and that area will not be counted against the parcel owner’s storage area for as long as the arrangement remains in force.

Subsection D. Off road vehicles, motorcycles, go-carts and other motorized vehicles may not be operated in a repetitious manner such as racing or circular operation on the property or on easements or roads within the property, but reasonable ingress and egress to the property by such vehicles is allowed.

Subsection E. Equipment belonging to visitors and construction equipment during active construction will be dealt with as follows:

Visitors-                      Equipment belonging to visitors and meeting the requirements of subsections A and B may be stored in the open on a parcel for a period of 30 days. After 30 days said equipment shall be treated the same as if it belonged to the landowner on whose parcel it is located.

Construction-              During periods of active construction, necessary equipment, including cargo container type equipment storage facilities and construction office trailers, may be stored in the open on a parcel under the following conditions.

When the county has issued a permit for the work and

provided the permit is active and all inspections are current, equipment necessary for the job may be stored on a parcel for a period of up to one year from the date first placed on the parcel. As soon as the job is completed, the permits are no longer active, inspections are not current, or when the one year period has elapsed the equipment must be removed from the parcel or placed in a building or enclosure as provided for in Subsection C.  if no permit is required for the work, equipment necessary for the job may be stored in the open on a parcel for a period of up to thirty days. After 30 days all equipment must be removed from the parcel or placed in a building or enclosure as provided for in Subsection C.

Subsection F. For purposes of Article III, Paragraph 6, the following definitions and procedures are enacted:

Storage -                     An item is deemed to be stored on a parcel as soon as it is placed on that parcel.

Storage Violations -    When any item is placed on a parcel in a maimer not in accordance with the provisions of Article III, Paragraph 6 the owner is deemed to be immediately in violation and the violation shall be dealt with as set forth in the Flying Diamond Airpark, LLC CC&R Violation Procedure.

Repeat Violations-      Violations of Article III, paragraph 6 are deemed to be cumulative. For example, if an item is placed on a parcel in violation of the CC&Rs for 20 days and then at some future date another violation of Article HI, paragraph 6 occurs on that parcel, the second violation would immediately be in the 21st day of violation.

At such time as a minimum of 67% of owners by number and acreage shall be attained, this document shall by recorded in Pima County. Owners signatures shall be notarized and all such approvals shall be attached to this document and recorded simultaneously.