THIRD AMENDMENT TO

AMENDED AND RESTATED DECLARATION OF COVENANTS

CONDITIONS AND RESTRICTIONS OF BEACON WOODS EAST

WHEREAS, there has been filed and Amended and Restated Declaration of Covenants, Conditions and Restrictions of Beacon Woods East on April 9,1992 in the County of Pasco, in the State of Florida, OR 3013, Pages 0603 to 0619;

WHEREAS The Board of Directors of Beacon Woods East has voted five (5) for and zero (0) against at a Board of Directors Meeting held at 7:00 P.M. on November 21, 1995, at 8421 Clayton Boulevard, Hudson, Florida 34667. This is to certify that at that time there were only five (5) Directors on the Board of Directors. Therefore, this was a unanimous vote of the Board of Directors.

Pursuant to the authority granted to it in Article X, Section 4 of the Declaration, hereby amends the Declaration as follows as to, Article X, Section 4 is amended in its entirety to read as follows:

SECTION 4, AMENDMENTS. Except as otherwise provided in this Declaration for additions to the Properties, this Declaration may be amended by an instrument signed by the owners of not less than fifty (50%) per cent of the lots within the Properties, provided, however, that any such amendment shall not destroy the general scheme or plan of development set forth in this Declaration..