AMENDMENT AND RATIFICATION OF RESTRICTIONS FOR
HICKORY HILLS SUBDIVISION SECTION VI

STATE OF TEXAS               §
COUNTY OF VAN ZANDT §              KNOW ALL MEN BY THESE PRESENTS

That Projects American Corporation, a Texas Corporation, acting by and through its duly authorized officers, hereinafter referred to as "Developer" have filed deed restrictions dated January 9, 1987 on that certain property out of the D. Spencer Survey, Abstract No. 824 as shown on Subdivision Plat entitled Hickory Hills Subdivision Section VI recorded in Glide 196B, of the Plat Records of Van Zandt County, Texas, said restrictions being recorded in Volume 1108, Page 221 et seq of the Deed Records of Van Zandt County, Texas, as owners of said property; and

Whereas, Developer and Hickory Hills Property Owners Improvement Association, Inc., hereinafter referred to as "Association" desire to amend said restrictions for the betterment of the subdivision as a whole and for the benefit of the present and future owners; and Whereas, Developer and Association wish to clarify certain portions of the above described restrictions;

NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS that Developer and Association do hereby ratify, confirm and declare that the above described deed restrictions shall, be amended as follows:

Paragraph 27 entitled Commencement of Assessment shall be amended to read:

Each lot shall commence to bear their applicable main tenance fund assessment from the earlier of three (3) months following the date of contract for deed from Developer as seller to a purchaser or of three (3) months following the date of conveyance by Developer as Grantor. Each assessment due against a lot shall be fully due and payable on the first day of each calendar quarter towards which such assessment applies. Said assessment shall be payable to the Association at such place from time to time as the Association shall elect. Lots owned by Developer are exempt from assessment. For lots owned by Developer which have been reacquired after sale by repossession, judicial or non-judicial foreclosure, cancellation of sales contracts, or by any other means, neither the lot nor the Developer shall be liable for unpaid assessments before the time of repossession. Additionally, after said lot is repossessed and is being held by Developer for resale or any other purpose said assessments as of the date of repossession, cancellation or other conveyance to Developer shall cease to run against said lot or lots and against Developer until such time as assessments would commence against said lot as described above. The rate of assessment for an individual lot, within a calendar year, can change as the character of ownership changes. The applicable assessment for such a lot shall be prorated according to the rate required of each type of ownership.

Paragraph 29 entitled Subordination of Lien shall be amended to read:

The lien of the assessment provided for herein shall be secondary and inferior to any first mortgage. The sale or transfer of any lot shall not affect the assessment lien save and except that any sale to Developer or its assigns by reason of foreclosure by judicial process or public sale, by cancellation of contract for sale or by any other conveyance, shall operate to extinguish and cut off any assessment lien as to the lot and Developer for both past and future assessments until sale as provided herein. The sale or transfer of any lot pursuant to mortgage foreclosure or any proceeding in lieu thereof shall extinguish the lien of such assessments as to payments which become due prior to such sale or transfer. No sale or transfer shall relieve such Lot from liability of any assessments thereafter becoming due or from the lien thereof save and except if such sale or transfer be made to Developer as defined above.

Witness the execution thereof on this the 13th day August 1987.

STATE OF TEXAS         §
COUNTY OF HARRIS  §

BEFORE ME, the undersigned authority, on this day personally appeared Jim C. Rawson, President of Projects American Corporation, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes .and consideration therein expressed, and in his capacity as President as therein stated.

SUBSCRIBED AND SWORN TO BEFORE ME, on this 13th day of August, 1987.

Jeffrey Kennedy, Notary Public for the State of Texas
Printed Name of Notary: Jeffrey Kennedy
My Commission Expires August 18, 1990

STATE OF TEXAS         §
COUNTY OF HARRIS  §

BEFORE ME, the undersigned authority, on this day personally appeared Jim C. Rawson, President of Hickory Hills Property Owners Improvement Association, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that (s)he executed the same for the purposes and consideration therein expressed, and in his/her capacity as President as therein stated.

SUBSCRIBED AND SWORN TO BEFORE ME, on this 13th day of August, 1987.

Jeffrey Kennedy, Notary Public for the State of Texas
Printed Name of Notary: Jeffrey Kennedy
My Commission Expires August 18, 1990

Filed for record this 17 day of Aug. AD 1987 at 9:26 o'clock AM Elizabeth Everitt Clerk County Court Van Zandt County Texas by D. Pierce Deputy