Amendment To Construction Line Of Credit 12/30/96

EXHIBIT 10.8 (b)


AMENDMENT TO CONSTRUCTION LINE OF CREDIT LOAN AGREEMENT


THIS AMENDMENT TO CONSTRUCTION LINE OF CREDIT LOAN AGREEMENT (the "Amendment") is made and entered into as of the 30th day of December, 1996, by and between:


(i) BANK UNITED, formerly known as Bank United of Texas FSB, a
Federal savings bank with principal office and place of
business in Houston, Texas (the "Lender"), and


(ii) THE ADLER COMPANIES, INC., a Florida corporation with
principal office and place of business in Coral Gables,
Florida (the "Borrower")


W I T N E S S E T H:


WHEREAS, pursuant to the that certain Construction Line of Credit Loan Agreement dated as of March 13, 1996 between the Borrower and the Lender, as amended by that certain Amendment to Construction Line of Credit Loan Agreement dated as of May 6, 1996, between the Borrower and the Lender (as amended, the "Loan Agreement"), the Lender made a revolving loan (the "Loan") to the Borrower in the maximum principal amount of Ten Million Dollars ($10,000,000.00), to provide financing for the construction of single family residences.


WHEREAS, the parties now desire to amend the terms of the Loan Agreement to provide for an Advance under the Loan Agreement to provide bridge financing for the acquisition by the Borrower of certain real property located in Broward County, Florida, and the parties hereto agreed to further amend the Loan Agreement, all as provided herein.


NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby amend the Loan Agreement and agree as follows:


1. Definitions. All capitalized terms used herein and not otherwise defined shall have their same respective meanings h ...