Private and Confidential



Private and Confidential

Real Estate Investment Prospectus

Residential Property Investment Management, LLC

(herein referred to as RPIM, LLC)

P.O. Box 5223

Glendale, AZ 85312

623.628.0057

LEGAL DISCLAIMER

The Pre-Offering Summary document of a Real Estate Investment does not constitute an offer to sell, or a

solicitation of offers to buy, securities. This document reflects a real estate investment in the state of

Arizona only. This document is intended only to provide an initial summary of the proposed real estate

investment transaction, which may be subject to change at any time. This preliminary information

document may not be reproduced or distributed by the recipient. The recipient acknowledges a degree of

risk of this Real Estate Investment pre-offering. There are special risk considerations associated with

investing. No assurance or guarantees are given regarding the performance of this Real Estate Investment.

The reader of this document does understand that Residential Property Investment Management, LLC is

not an Investment Bank or Financial Institution nor are we a stock brokerage firm but rather we are a

residential property acquisition and management firm.

CONFIDENTIALITY UNDERSTANDING

It is understood by the recipient of this document that the below identified discloser of confidential

information may provide certain information that is and must be kept confidential. To ensure the

protection of such information, and to preserve any confidentiality necessary under patent and/or trade

secret laws, it is agreed that

1. The Confidential Information to be disclosed can be described as and includes:

Invention description(s), technical and business information relating to proprietary ideas and inventions,

ideas, patentable ideas, trade secrets, drawings and/or illustrations, patent searches, existing and/or

contemplated products and services, research and development, production, costs, profit and margin

information, finances and financial projections, customers, clients, marketing, and current or future

business plans and models, regardless of whether such information is designated as "Confidential

Information" at the time of its disclosure.

2. The Recipient agrees not to disclose the confidential information obtained from the discloser to

anyone unless required to do so by law.

3. This document discloses some of Residential Property Investment Management’s Confidential

Information.

WHEREFORE, the parties acknowledge that they have read and understand this document and

voluntarily accept the duties and obligations set forth herein.

Discloser of Confidential Information: Residential Property Investment Management, LLC

ATTENTION

Read the statement below and agree before reading beyond this cover page.

This business document contains confidential information. By reading this document beyond this cover

page, you agree to maintain the confidentiality of the information contained herein and further agree not

to provide this document or a copy thereof, or any information contained herein, to any third party, except

to your professional advisers for the purpose of evaluating the matters set forth herein. If you do not agree

to abide by these confidentiality requirements, please do not read beyond this cover page and promptly return this document.

Contents

Page

Legal Disclaimer & Confidential Understanding 2

Contents 3

Section 1: Real Estate Investment Summary 4

Current Investment Offering

Section 2: Welcome to Residential Property Investment Management 4

Our Mission

Our Philosophy

Section 3: Advantages of Residential Property Investment Management 5

Market Position

Financial Integrity

Experience in the Market Place

Section 4: Residential Property Investment Management Investment Strategy 5

Residential Property Investment Management’s Formula

RPIM’s Real Estate Investment Principles

Section 5: The Real Estate Investment (Project: Co-Op) 6

Section 6: Market Factors 7

Promissory Note 10

APPENDIX A 13

Section 1: Real Estate Investment Summary

The offering acts as a fixed-return real estate investment with an annual rate of return plus 50% of final

net sale of acquired properties. RPIM, LLC operates as an acquisition, renovation, marketing and

management service who maintains the entire process while offering 50% of the net sales profits. Below

are the key benefits of the investment opportunity.

• Investment minimum $25,000

• Maximum Funds collected into Real Estate Investment vehicle is $35,000,000

• Returns are computed per annum

• Fixed minimum return of 10% with disbursements every three months until the sale of the property

• 50% net return of the final property sales price

• Rates are fixed for the period of the term of the real estate investment

• No transaction fees

• Invested monies will be immediately available to RPIM, LLC

• Investor is assigned a real property as collateral per $100,000

• Properties will be secured by first position deed of trust

• RPIM, LLC monitors the progress of the real estate investment project

• RPIM, LLC monitors funds and progress of real estate project and provides quarterly reports to Investor regarding their initial investment funds and progress of project

Real Estate Investment Offering

ANNUAL PERCENTAGE RETURN (This true example can be seen on Appendix A)

Purchase price $45,000.00

Renovation cost $25,000.00

Total Investment $70,000.00

Guaranteed monthly interest payment to investor @ 7% $408.34

$408.34 x 24 months $9,800.16

Sales price in 24 months (projected) $120,000.00

Less initial investment $ 70,000.00

Profit from home sale $ 50,000.00

½ of home sale profit to investor $25,000.00

Total profit to investor over 2 years $34,800.16

Section 2: Welcome to Residential Property Investment Management

Residential Property Investment Management (RPIM) is a residential property acquisition and

management firm that currently specializes in residential investment strategies in the state of Arizona.

RPIM has an extensive network of local general contractors, law firms, accounting firms, title and

insurance firms, escrow management firms, financial institutions and well established business

relationships with state agencies and organizations.

Our Mission

• To become a leading provider in real estate investments within the state of Arizona

• To continue success as a private placement re-development company

• To continue re-developing existing single family residences in target areas

• To grow our reputation as a straightforward, investor-focused company

• To strengthen our market position by expanding into new areas for development

• To maintain a fixed – return to our investors

• To provide a high return and low risk opportunity

Our Philosophy

Our investment philosophy holds that patience and strategic long-term planning are the proven elements

that produce successful returns. Our investment model focuses on creating a low risk and secure

investment opportunity for our investors that concentrates on real estate opportunities that provide high

asset appreciation and steady cash flow.

RPIM’s foremost responsibility when structuring any real estate investment for our investors is to protect

the investor and their funds. This is why when we create a real estate investment opportunity for our

investors; we implement several key factors to assure our investors that their initial investment and return

are protected and delivered.

Section 3: Advantages of Residential Property Investment Management

Market Position

RPIM, LLC is a highly diversified residential property acquisition and management firm. Our real estate

investments are designed to take advantage of the fluctuations in the local real estate markets to achieve

steady growth and produce premium real estate investment inventories. We implement a buy and renovate

strategy that takes advantage of the increasing lease option demands within key locations of Arizona.

Financial Integrity

RPIM specializes in the development of distressed properties. Our real estate investments do not focus

solely on sales volume. Instead they focus mainly on producing very high levels of cash flow through

lease options. This is easily achieved due to the projects location, renovation and discounted cost.

Experience in the Market Place

RPIM, LLC has over 60 combined years of experience in real estate investing, managing and developing

in Arizona. We have been involved in numerous projects ranging from custom home communities,

distressed homes, and residential construction. This professional combination has enabled RPIM, LLC to

produce quality investment projects maintaining our investor’s asset value. The company currently

maintains an active portfolio with over 27 properties using the same real estate strategies.

Section 4: Residential Property Investment Management Investment Strategy

The most recent official studies highlight that the housing deficit in Arizona is estimated over 300,000

homes. RPIM, LLC understands that there is an influx of bank owned homes in the Arizona market

which has caused lenders to re-sell these properties at below wholesale prices.

This is why RPIM, LLC has identified and targeted several key areas where the housing deficit is high

and the unemployment rate is low. Our investment strategy is focused in putting together the eligible

“Renters” to create cash flow and “End Buyers” to create sales volume with our quality properties

therefore allowing a sense of reassurance to our investors that their initial investment and return is secure.

RPIM, LLC utilizes a safe formula to protect the investor’s funds while achieving the desired returns to

our investors.

Residential Property Investment Management’s Formula

• Purchase the properties below market value using a vast internal network of properties not

entirely available to the general public

• Restore properties if needed

• Secure local lenders to provide the “End Buyer” a customized and competitive mortgage

• Begin marketing and sales

• RPIM creates cash flow through lease options

• Interact with residents

• Maintain taxes and insurance

• Disperse investor distributions

RPIM, LLC utilizes five (5) main principles in approaching our real estate investment strategy.

1. PRICE 2. CONDITION

3. TERMS 4. LOCATION

5. MOTIVATION

Section 5: The Real Estate Investment (Project: Co-Op)

The Co-Op Project concept is to purchase undervalued and distressed properties at a discount, restore the

property to a livable state and maximize on the “Renters” cash flow and “End Buyers” purchase. Rent

levels have not followed the same fate as residential home prices. The glut of residential properties on the

market has driven the price of these homes to a new historic low. It is the new price point in which the

opportunity lies.

RPIM, LLC has the primary objective for the Co-Op Project is to maintain a 7%-10% (plus net

sales profit of each property) R.O.I. per annum for our investors. This is achieved by identifying the

undervalued and distressed properties immediately prior to launching this offering to the investors. RPIM,

LLC has successfully achieved this and as of 2009 Q2, RPIM, LLC has identified close to 200

undervalued and distressed properties available for immediate revenue opportunities.

Co-Op Project Risks

• A complete collapse in economic market

Co-Op Project Benefits

• Proven investment vehicle

• Government tax incentives

• Experienced management

• Limitation of personal risk

• Liquidity

• Significant returns

• First position collateral

Section 6: Market Factors

Due to the recent sub-prime mortgage crisis within the state of Arizona, house sales and appreciation have

been on the decline while the number of foreclosures in the Arizona has risen sharply in the last two

years.

[pic]

As shown in the graph above, the Arizona real estate market created a balloon effect from 2004 to 2006

and since that time the market has deflated leaving a plethora of undervalued properties. The majority of

the properties that were bank financed lead to homeowner defaults and ultimately foreclosure due to the

position of the LTV. At this point banks and lenders nationwide have an overwhelming portfolio of

properties that they are willing to liquidate at extreme discounts. The current scenario has created an

incredible platform for RPIM, LLC to attain and generate revenue using our precise business model

outlined in this prospective.

Residential Property Investment Management

_______________________________________________________________

An Arizona Limited Liability Company

$100,000.00

Promissory Note

June 2009

_______________________________________________________________

Introduction

Summary of Offering

Use of Proceeds

Promissory Note

_______________________________________________________________

Contact Information

_______________________________________________________________

Chris Hughes, CEO

Residential Property Investment Management, LLC

623.628.0057 | rexall4u@

Rusty Catania, Contractor/General Partner

Residential Property Investment Management, LLC

602.332.4125 | rexall4u@

Overview

Third Quarter 2009

|COMPANY | |

|Residential Property | |

|Investment Management |THE INVESTMENT OPPORTUNITY |

|P.O. Box 5223 | |

|Glendale, AZ 85312 |Residential Property Investment Management, LLC (the “Company”) Intends to finance its initial |

| |rollout by soliciting a $100,000 Promissory Note from Accredited Investors. The Company will enter |

|INDUSTRY |into Notes with Investors, which will guarantee them a minimum 7% annual return on investment over |

|Real Estate – Arizona |24 months. Upon final distribution of the principle and interest the Company will also distribute |

| |to the Note Holders 50% |

|ACTIVE FOUNDER |of the net profits derived from the sale of the property. This will allow Investors to potentially |

|Chris Hughes |receive a much greater Return on Investment and momentum to invest in future opportunities |

| | |

|MANAGEMENT |GENERAL USE OF FUNDS |

|Chris Hughes, CEO | |

|Brian Crimp, Agent |The capital investment of $100,000 is property specific, however an |

|Rusty Catania, Contractor |example of dispersment as broken down below: |

|Ken Dillon GC | |

| |Acquire Bank Owned Property $45,000 +/- |

|FINANCING SOUGHT |Renovate Property $25,000 +/- |

|$100,000.00 Promissory Note |Maintain Property $5,000 +/- |

| | |

|USE OF PROCEEDS |THE EXIT STRATEGY |

|Purchase property below | |

|market value. Renovate and manage |The Company believes that it will be able to bring adequate revenue |

|property. |to the Investment through profits realized from lease options and the |

| |overall sale of the property. Investor’s will receive a 7%-10% guaranteed |

|CONTACT |annual Return on Investment disbursed every six months until the sale |

| |of the property. At the eventual sale of the property the Company will |

|Chris Hughes, CEO |distribute 1st, the total principle investment back to the Note Holder, |

|623.628.0057 |2nd, balance 7% annual return on the total principle amount invested, |

|rexall4u@ |and 3rd, 50% of the net revenues derived from the sale of the property. |

| | |

.

NOTICE TO PROSPECTIVE INVESTORS:

In making an investment decision, prospective investors must rely on their own examination of the

company’s business operations and owners, and the terms of the investment, including the merits and

risks involved. Prospective investors should not construe the contents of this executive summary’s legal

or investment advice. Each investor should consult his, her or its own legal counsel, accountant and

business or tax advisor as to legal, tax and related matters concerning his, her or its investment.

SUMMARY OF THE OFFERING

An investment in the securities offered (the “Offering”) involves a high degree risk. In making an

investment decision, investors must rely on their own examination of the issuer and the terms of the

Offering, the merits and risks involved. No Federal or State securities commission or regulatory authority

has recommended these securities. Furthermore, the foregoing authorities have not confirmed the

accuracy or determined the adequacy of this document. Any representation to the contrary is a criminal

offense.

Business: Residential Property Investment Management, LLC (the “Company”) is a Private, for profit, Arizona Limited Liability Company. The Company is in business to develop action specific initiatives towards the development of the Co-Op Project referenced herein. See accompanying “Real Estate Investment Prospectus” for executive summary and Operational plans.

Management & Consultants: Chris Hughes, CEO will oversee, advise and direct the Company operations in concert with the management team. Information on the management team of The Company are set forth under the “Experience in the Market Place” section of the accompanying “Real Estate Investment Prospectus.”

Minimum Funds to be $100,000.00 (USD) or an amount specific to each property.

Raised in this Offering:

Plan of Distribution: The investment opportunity will be offered by the officers, directors and key employees of the Company, and may be offered by or through broker-dealers selected by the Company who are registered as members of the National Association of Securities Dealers, LLC. (“NASD”) and independent referral sources, to the extent permitted under applicable law.

Use of Proceeds: See “General Use of Funds” for a detailed description of the Company’s Projected use of proceeds.

Risks: There are certain material risks associated with this Offering and an investment in the Company. Prospective investors should examine those risks closely and consult with their advisors before electing to proceed in the Offering.

Closing: This offering will terminate on May 1, 2010 without notice to investors, Unless extended by the Company, in its discretion, for up to an Additional ninety (90) days.

Terms of Offering: There will be no escrow of funds and all subscription monies will be immediately available to the Company. The Company reserves the right, in its sole and absolute discretion, to accept, reduce or reject any subscription. The securities are subject to certain restrictions on transfer in accordance with the Securities Act of 1933 and applicable state securities laws.

Distribution of Profits: The Company will make its first payment to the Note Holders on all interest accrued six (6) months from the date of the Promissory Note. Subsequent payments will continue every six (6) months from the date of the Promissory Note until the eventual sale of the property. Upon final distribution of the principle and interest, the Company will also issue to the Note Holder 50% of the net revenues derived from the sale of the property.

Representations and

Warranties of the Company: The Company shall make customary representation and warranties to each investor regarding: (i) the organization of the Company; (ii) authority to enter into an agreement to sell and issue the Note; (iii) that to the Company’s knowledge, the Company has no material liabilities which are not fully reflected or provided in the Financial Statements and; (iv) that no actions, suits, proceedings or investigations are pending or, to the Company’s knowledge, threatened against the Company which might result in a material adverse change in the property, assets or financial condition of the Company as a whole; (v) that the offering is exempt from registration; and (vi) that the statements, representations, warranties and covenants in the Agreement are accurate.

Representations and

Warranties of Purchasers: Each Purchaser shall make customary representations and warranties to the Company regarding: (i) the Purchaser’s legal power to enter into the Note Purchase Agreement; (ii) that the Note Purchase Agreement has been duly authorized, executed and delivered by the Purchaser, (iii) that Chris Hughes, Brian Crimp, and Rusty Catania have a controlling interest in the Company, (iv) Purchaser represents that (a) the Purchaser is the sole party in interest and is acquiring the Note for its own account for investment and not with a view to sell, or for resale in connection with, any distribution of public offering thereof, (b) that the Purchaser understands that the Notes are unregistered restricted securities, (c) that the Notes will contain restrictive legends, (d) that the Purchaser has received and reviewed the Financial Statement and is acquainted with the business of the Company; (e) that as of the Closing Date, the Company does not have access to. Funds sufficient to repay the Outstanding Principle Balance of the Notes; (f) that the Purchaser is an Accredited Investor, that, if applicable, the Purchaser has relied upon the advice of a Purchaser Representative in connection with the investment, or that although Purchaser is not an Accredited Investor and has not relied upon the advice of another person who is acting as the Purchaser’s Representative, Purchaser is a sophisticated investor who has knowledge and experience in financial matters that make Purchaser capable of evaluating the merits and risks of the investment; (g) that the Purchaser is a citizen of the United States of America, is a natural person over 18 years of age, and is a resident of the state indicated in the Agreement; (h) that Purchaser has the ability to bear the risks associated with an investment in a Promissory Note; (i) that Purchaser has the knowledge and experience necessary to evaluate an investment in a Promissory Note; (j) that Purchaser has had an opportunity to receive information and ask and have answered questions relating to the investment; (k) that the Purchaser is not relying upon representation other then those contained in the Agreement in making an investment decision; (l) that the offer to purchase Promissory Notes was communicated directly to Purchaser; (m) that Purchaser received disclosure and access to information; (n) that Purchaser is informed and fully understands the substantial risks associated with purchasing a Promissory Note; (o) that the Agreement constitutes proprietary information of the Company that the Purchaser will not disclose; and (p) that Purchaser will Notify the Company of any changes in the information provided by Purchaser to Company.

Financials

The Company is seeking a minimum of $100,000 in first-round financing, however each transaction of

funds will be property specific. The funding will enable the Company to acquire distressed properties and

renovate the properties to provide lease options to tenants and attract end buyers. The Company

anticipates that they will exceed the minimum investment sought in the first round of funding which will

carry it to profitability.

Initial revenues are expected in the fourth quarter of 2009. The Company is anticipated to become

profitable during its first year of business.

Appendix A

Example Acquisition, Renovation, Marketing and Management Property

|[pic] |[pic] |

|House Back – Before |House Back – After |

|[pic] |[pic] |

|Kitchen – Before |Kitchen – After |

|[pic] |[pic] |

|Pool – Before |Pool - After |

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