11-97 Renewal 2007 (Variance) Marsh Harbor Resorts LLC

Permit Class
2nd RENEWAL
(by CRC Variance)
Permit Number
11-97
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
Vermit
for OX Major Development in an Area of Enviro ental 6ELtcen f 2007
pursuant to NCGS I I3A-118
X Excavation and/or filling pursuant to NCG3womed City L)CM
Issued to Marsh Harbour Resorts, LLC,10155 Beach Drive, Calabash, NC 28467
Authorizing development in Brunswick County at Calabash River. Beach Drive of Hwy. 179
, as requested in the permittee's application dated letter dated 12/19/06
This permit, issued on October 26.2007 , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below. Any vi6lation of these terms may
uc suuJcci w canes, imprisonment or crvu action; or may cause me permit to De nun ana vota.
1) This renewal must be attached to the original of Permit No. I 1-97, which was transferred to Marsh
Harbour Resorts LLC on 10/5/99, as well as the Major Modification of 7/31/00 and the renewal of
11/20/00 and 12/15/03, and all documents rre�sst be readily available on site when a Division of
Coastal Management representative inspectslhe project for compliance.
2) All conditions and stipulations of the active permit remain in force under this renewal.
3) In accordance with the variances granted by the Coastal Resources Commission on 10/23/03 and
9/28/07, all walkways that are located within 30 feet of the normal high water line shall be
constructed of pervious materials. The permittee should contact a representative of the Division of
Coastal Management prior to initiation of walkway construction for a confirmation of appropriate
pervious walkway materials and/or designs.
This permit action may be appealed by the pennittee or
other qualified persons within twenty (20) days of the issuing
date. An appeal requires resolution prior to work initiation or
continuance as the case may be.
This permit must be accessible on -site to Department
personnel when the project is inspected for compliance.
Any maintenance work or project modification not covered
hereunder requires further Division approval.
All work must cease when the permit expires on
December 31, 2009
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina Coastal '
Management Program
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commission.
b�Jame regson D Director
vision of Coastal Management
This permit and its conditions are hereby accepted.
. La

r
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor Charles S. Jones, Director William G. Ross Jr., Secretary
April 19, 2007
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Marsh Harbour Resorts, LLC
10155 Beach Drive
Calabash, NC 28467
Dear Sirs:
This letter is in response to your December 19, 2006 request under the Coastal Area
Management Act (CAMA) to renew CAMA Major Permit No. 11-97 for an additional two years.
Permit No. 11-97, which authorized the construction of the Marsh Harbour Development
adjacent to the waters of Calabash Creek, in the Town of Calabash in Brunswick County, was
issued on June 13, 1997 and most recently renewed by way of a Coastal Resources Commission
variance on December 15, 2003. The December 15, 2003 renewal extended the expiration date
of the permit until December 31, 2006. Processing of the renewal request is now complete.
Based on the state's review, the Division of Coastal Management has made the following
findings:
1) On June 13, 1997, CAMA Major Permit No. 11-97 was issued to Marsh Harbour Marina
authorizing construction of additional marina docks, nineteen multi -unit residential
buildings, a seven -story hotel, and the associated infrastructure development.
2) On October 5, 1999, the permit was transferred to Marsh Harbor Resorts, LLC.
3) A major modification was issued on July 31, 2000, changing the scheme of high ground
development to include a larger hotel and conference center, a parking deck, 266
condominium units and 80 townhomes.
4) The permit was renewed on November 20, 2000, with a new expiration date of December
31, 2002.
5) A request for an additional two-year extension was denied pursuant to 15A NCAC 07J
.0404 on March 10, 2003 because no substantial development had taken place on the
permitted project as of that date.
400 Commerce Avenue, Morehead City, North Carolina 28557
Phone: [phone] FAX: [phone] Internet: www.nccoastalmanagement.net
An Equal Opportunity 1 Affirmative Action Employ Ier-50% Recycled 110% Post Consumer Paper

Marsh Harbour Resorts, LLC
Page 2 of 2
6) On October 23, 2003, the Coastal Resources Commission granted a variance, allowing
for an additional extension of the permit to be granted. As a result of this variance, a
renewal to Permit No. 11-97 was granted on December 15, 2003. The new expiration
date of the permit was December 31, 2006.
7) Based upon coordination between Division staff and the applicant, it has been determined
that no substantial development has taken place on the authorized project since Permit
11-97 was originally issued.
8) Based upon the findings outlined above, the proposed project has been determined to be
inconsistent with 15A NCAC 07J .0404, which requires that in circumstances such as
this, the Division of Coastal Management may only renew a permit upon finding that
substantial development has begun and is continuing on the permitted project.
Given the preceding findings, it is necessary that your request for an additional renewal
of CAMA Major Permit No. 11-97 be denied. This denial is made pursuant to N.C.G.S. 113A-
120 (a)(8), which requires denial for projects inconsistent with state guidelines or local land use
plans.
If you wish to appeal this denial, you are entitled to a hearing. The hearing will involve
appearing before an Administrative Law Judge who listens to evidence and arguments of both
parties and then makes a recommendation to the Coastal Resources Commission. Your request
for a hearing must be in the form of a written petition, complying with the requirements of
§150B of the General Statutes of North Carolina, and must be filed with the office of
Administrative Hearings, 6714 Mail Service Center, Raleigh, NC 27699-6714, [phone],
within twenty (20) days from the date of this letter. A copy of this petition should also be filed
with this office.
Also, you should be advised that as long as this state permit renewal denial stands, your
project must be deemed inconsistent with the N.C. Coastal Management Program, thereby
precluding the issuance of federal permits for this project. The Federal Coastal Zone
Management Act (CZMA) gives you the right to appeal this finding to the U.S. Secretary of
Commerce within thirty (30) days of receipt of this letter. Your appeal must be on the grounds
that the proposed activity is (1) consistent with the objectives or purposes of the CZMA, or (2) is
necessary in the interest of national security, and thus, maybe federally approved.
Members of my staff are available to assist you should you desire to apply for a new
permit. If you have any questions concerning this matter, please contact Mr. Doug Huggett at
[phone].
elyn
G
� S
Charles S. Jones
cc: Colonel John Pulliam - U.S. Army Corps of Engineers, Wilmington, NC
Mr. David Kennedy, Director - OCRM/NOAA, Silver Spring, MD

N.0 Division of Coastal Management
-. 400 Commerce Avenue
Morehead City. NC 28557
Tel.[phone]
Y
NORENERD CITY
(A NC 28557
� � 1iN $0.390 �0.390 $0.390
c) s $0.399 x METER
J RPR 20 07 3812666
Marsh Harbour Resorts, LLC
10155 Beach Drive
Calabash, N.C. 28467
NIXIE 203 1 Do 04/28/07
RETURN TO SENDER
NO MAIL RECEPTACLE
UNABLE TO FORWARD
DC: 20.557042i00 + 2asa-ioaas-2o-77
205570Z4.21 Inl�llnln l�ln l�lil n�ln 11 ulnln l�l niilll nilln n�Il�l

rhject: RE: Marsh Harbour
om: "Laura Stasavich" <][e-mail]>
te: Thu, 6 Dec 2007 10:52:20 -0500
"Jason Dail" [e-mail]>
a,
.half of the applicant, Marsh Harbour Resorts, LLC, I am requesting that the express
ication of CAMA Permit 11-97 be removed from hold and processing resume.
you and please feel free to contact me if necessary.
LP.asavich
,nagement Group, Inc.
38 2522
pghtsviIle Ave., Suite 15
whBen, NC 28402
911 0001(p)
[e-mail]
12/6/2007 1:01 PM

0
1
,I
i

Permit Class
2nd RENEWAL
(by CRC Variance) STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
Vertnit
for
X Major Development in an Area of Environmental Concern
pursuant to NCGS I I3A-118
X Excavation and/or filling pursuant to NCGS 113-229
Permit Number
11-97
Issued to Marsh Harbour Resorts, LLC, 10155 Beach Drive, Calabash, NC 28467
Authorizing development in Brunswick County at Calabash River, Beach Drive of Hwv. 179
, as requested in the permittee's application dated letter dated 12/19/06
This permit, issued on October 26, 2007 , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below. Any violation of these terms may
be subject to tines, imprisonment or civil action; or may cause the permit to be null and void.
1) This renewal must be attached to the original of Permit No. 11-97, which was transferred to Marsh
Harbour Resorts LLC on 10/5/99, as well as the Major Modification of 7/31/00 and the renewal of
11/20/00 and 12/15/03, and all documents must be readily available on site when a Division of
Coastal Management representative inspects the project for compliance.
2) All conditions and stipulations of the active permit remain in force under this renewal.
3) In accordance with the variances granted by the Coastal Resources Commission on 10/23/03 and
9/28/07, all walkways that are located within 30 feet of the normal high water line shall be
constructed of pervious materials. The permittee should contact a representative of the Division of
Coastal Management prior to initiation of walkway construction for a confirmation of appropriate
pervious walkway materials and/or designs.
p�11111, aUtlun may oe appeaiea oy me permnree or
Ither qualified persons within twenty (20) days of the issuing
ate. An appeal requires resolution prior to work initiation or
ntmuance as the case may be.
,his permit must be accessible on -site to Department
onnel when the project is inspected forcompliance.
y maintenance work or project modification not covered
er requires further Division approval.
ork must cease when the permit expires on
December 31, 2009
1
ig this permit, the State of North Carolina agrees
-oject is consistent with the North Carolina Coastal
,t Program.
aignuu uy inu allLtIVLILY V, LUU 0cbIcLal] U1 v, Alk% uuu u—
Chairman of the Coastal Resources Commission.
Jame regson, Director
vision of Coastal Management
This permit and its conditions are hereby accepted.
Signature of Permittee

NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor James H. Gregson, Director William G. Ross Jr., Secretary
October 29, 2007
Marsh Harbour Resorts, LLC
10155 Beach Drive
Calabash NC 29467
Dear Sir or Madam:
The enclosed permit constitutes authorization under the Coastal Area Management Act, and where applicable, the
State Dredge and Fill Law, for you to proceed with your project proposal. Please sign both the original (buff -
colored form) and the Xerox stamped "Copy". Return the copy to this office in the enclosed envelope. Signing
the permit and proceeding means you have waived your right of appeal described below. Please retain the original
(buff -colored form), as it must be available on site when the project is inspected for compliance.
If you object to the permit or any of the conditions, you may request a hearing pursuant to NCGS l 13A-
121.1 or 113-229. Your petition for a hearing must be filed in accordance with NCGS Chapter 150E with the Office
of Administrative Hearings, 6714 Mail Service Center, Raleigh, NC 27611-6714, [phone] within twenty
(20) days of this decision on your permit. You should also be aware that if another qualified party submits a valid
objection to the issuance of this permit within twenty (20) days, the matter must be resolved prior to work initiation.
The Coastal Resources Commission makes the final decision on any appeal.
The project plan is subject to those conditions appearing on the permit form. Otherwise, all work must be
carried out in accordance with your application. Modifications, time extensions, and future maintenance require
additional approval. Please read your permit carefully prior to 'starting work and review all project plans, as
approved. If you are having the work done by a contractor, it is to your benefit to be sure that he fully understands
all permit requirements.
From time to time, Department personnel will visit the project site. However, if questions arise concerning
permit conditions, environmental safeguards, or problem areas, you may contact Department personnel at any time
for assistance. By working in accordance with the permit, you will be helping to protect our vitally important
coastal resources.
'inc rely, I
No k-
\as V. Huggett
�ermits and Consistency. Manager
400 Commerce Avenue, Morehead City, NC 28557
me: 252-808-28081 FAX: [phone] Intemet: www.nccoastalmanagement.net
/ An Equal Opportunity \Affirmative Action Employer- 50%h Recycled \ 10% Post Consumer Paper

Message Confirmation Report
Narre/Number
Page
Start Time
Elapsed Time
Mode
Results
919193612262
2
OCT-29-2007 08:55AM MON
00'46"
STD ECM
[O.K]
OCT-29-2007 08:55 AM MON
Fax Number : 2522473330
Name DCM MHD
DIVISION OF COASTAL NIANAGLN(ENT
_AT�A
r_
NCDENR
mono- uno•w Duane.• e•
OFFICE: ��yj .••�
TELEPHONE: ( 1 _ FAX: ( ) �[ l"1 O I. o(por�'
•FROM: v1�Q=_....==A,e� �•24
Morehead City Office
400 Commerce Avcnue
Morehead City, NC 28557-3421
VoiCe:[phone]
FAX: [phone]
Re:
DATE SENT: b
TOTAL PAGES INCLUDING COVER SHEET:

Message Confirmation Report
Name/Number
WILM DCM / 919103953964
Page
2
Start Time
OCT-29-2007 08:56AM MON
Elapsed Time
00'24"
Mode
STD ECM
Results
[O.K]
OCT-29-2007 08:56 AM MON
Fax Number : 2522473330
Name DCM MHD
DIVISION OF COASTAL MANAGEMENT
�r
NCDENR
Cxv:nONxprtµDNNuuW gC]cygCCD
TO: _
OFFICE:
TELEPHONE:
FROM:
Morcbcad City Office
400 Conuncrce Avenue
Morehead City, NC 28557-3421
Voice: [phone]
FAX: [phone]
Re:
IATE SENT:
OTAL PAGES INCLUDING COVER SHEET: cJ�

DIVISION OF COASTAL MANAGEMENT
A
NCDENR
NORTH CAROLINA DEPARTMENT OF
ENVIRONMENT AND NRURAL RE5OOROES
TO:
OFFICE:
TELEPHONE: ( 1 FAX: (
• FROM:
Morehead City Office
400 Commerce Avenue
Morehead City, NC 28557-3421
Voice: [phone]
FAX: [phone]
Re:
DATE SENT:I�I�LL Y�
TOTAL PAGES INCLUDING COVER SHEET: CT�

DIVISION OF COASTAL MANAGEMENT
I r
RCDENk
H 7" CAAOUMA 0fP TMCNT Of
ENVWONMCNT ANO Nl ll/ RCSOURC..
TO:
OFFICE:
TELEPHONE:
FROM: Ol.lqugQ e-� T
Morehead City Office
400 Commerce Avenue
Morehead City, NC 28557-3421
Voice: [phone]
FAX: [phone]
Re:
DATE SENT:
TOTAL PAGES INCLUDING COVER SHEET: �L—

f
RM C(x)111'R
State of North Carolina
Dcpartmcm of Justice
PO Box 629
Raldgsh, North Carolina
27602
October 24, 2007
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Marsh Harbour Resorts, LLC
Athos C. Dawson, III
Williams Mullen Maupin Taylor
P.O. Box 19764
Raleigh, North Carolina 27619-9764
Re: Variance Request to Coastal Resources Commission
By Marsh Harbour Resorts, LLC
CRC-VR-07-15
Dear Mr. Dawson:
r, r 2 5 ?00.
Mwahead Gity DOM
Edwin Lee Gavin
Environmental Division
Tel: [phone]
Fax:[phone]
egavin [e-mail]
At its September 28, 2007 meeting, the Coastal Resources Commission voted to grant the
above referenced variance request. Attached is a copy of the Amended Final Order, signed by
the Chairman of the Coastal Resources Commission which supersedes the 15 October 2007
Order. Prior to undertaking the development for which you sought a variance, you must first
obtain a CAMA permit from your local permitting authority or the Division of Coastal
Management.
Very truly yours,
Edwin Lee Gavin H
Assistant Attorney General
Acting Counsel to the Commission
c: Christine Anne Goebel, DOJ
Angela Willis, DCM Morehead City
Courtney Hackney, Chairman

STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
IN THE MATTER OF: )
PETITION FOR VARIANCE )
BY MARSH HARBOUR RESORTS, LLC )
BEFORE THE NORTH CAROLINA
COASTAL RESOURCES COMMISSION
CRC-VR-07-15
AMENDED
FINAL ORDER
This matter was heard on oral arguments and stipulated facts at the regularly scheduled
meeting of the North Carolina Coastal Resources Commission (hereinafter CRC) on September
28, 2007, in Wilmington, North Carolina pursuant to N.C.G.S. § 113A-120.1 and T15A NCAC
7J.0700, et sea. Assistant Attorney General Christine A. Goebel, Esq. appeared for the Division
of Coastal Management, Department of Environment and Natural Resources; Amos C. Dawson,
III, Esq. Williams, Mullen, Maupin & Taylor appeared on behalf of Petitioners Marsh Harbour
Resorts, LLC.
Upon consideration of the record documents and the arguments of the parties, the CRC
adopts the following:
STIPULATED FACTS
1. Petitioner, Marsh Harbour Resorts, LLC ("Petitioner" or "Marsh Harbour") owns
a tract of land in Calabash, with portions in both North Carolina and South
Carolina. Petitioner LaDane Williamson ('Petitioner" or "Ms. Williamson") is the
owner of the management oversight company for the development of the property.
2. The waters of Calabash Creek at this location are classified as SA by the
Environmental Management Commission. The waters of Calabash Creek

adjacent to the project area are closed to harvest of shellfish and are not
designated as a Primary Nursery Area (PNA).
3. The project area was formerly a high ground coquina quarry that was converted to
a marina basin in the late 70's and early 80's.
4. The existing tract has a highground marina with structural supports to
accommodate 257 slips, with 120 slips completed. The basin is stabilized with rip
rap and bulkhead structures. Also on the tract are a club house, tennis courts, a
former 2-story restaurant building now used for office space, a ship's store,
bathroom facilities and service roads. There is an existing golf course (Marsh
Harbour Golf Links).
5. The tract is characterized by significant topographical relief, sloping down sharply
toward the marina basin. Elevations on the tract range from 10 feet to 50 feet.
This significant change in elevation made design of the stormwater management
system complex. Because portions of the tract are located in two different states,
Petitioners have to obtain permits and land use approvals from various agencies
and local governments in both North and South Carolina.
6. On June 13, 1997, CAMA Major Permit No. 11-97 was issued to Marsh Harbour
Marina authorizing construction of marina docks, nineteen multi unit residential
buildings, and a seven -story hotel, as well as associated infrastructure
development. None of these structures were built.
7. On October 5, 1999, the permit was transferred to Marsh Harbour Resorts, LLC.
8. A major modification was issued on July 31,_2000, changing the scheme of high
ground development to include an expanded hotel complex and

conference/meeting center (900 rooms), a parking structure, 266 condominium
units, 80 town homes, restaurants, shops, a recreation center, office center, and
associated infrastructure.
The CRC's 30-foot buffer rule came into effect August 1, 2000.
10. The modified permit had an original expiration date of December 31, 2000, only 5
months following the modification.
11. The permit was renewed once on November 20, 2000, with a new expiration date
of December 31, 2002.
12. Rule 15A NCAC 7J .0404 governs CAMA permit renewals and has been effective
since 1985. It provides, "Where substantial development ... has begun and is
continuing on a permitted project, the permitting authority shall grant as many two
year extensions as necessary to complete the initial development."
13. Effective August 1, 2002, this rule governing the renewal of CAMA permits was
modified by the Coastal Resources Commission to further define the term
"substantial development."
14. The new language contained in the rule "deems" substantial development to have
occurred on a project "if the permittee can show that development has progressed
beyond basic site preparation, such as land clearing and grading, and construction
has begun and is continuing under normal construction practices on the primary
structure or structures authorized under the permit. For purposes of residential
subdivision, installation of subdivision roads consistent with an approved
subdivision plat shall constitute substantial development. Renewals for

maintenance and repairs of previously approved projects may be granted for
periods not to exceed 10 years." 15A NCAC 7J .0404.
15. On December 11, 2002 Petitioners submitted a renewal request for Pen -nit 11-97.
The Division of Coastal Management determined the proposed renewal request to
be inconsistent with 15A NCAC 7J .0404, which requires that after it granted an
initial 2-year renewal, the Division can only issue additional renewals upon
finding that substantial development has begun and is continuing on the permitted
project.
16. Given the preceding findings the Division of Coastal Management denied
Petitioners' request for the renewal of CAMA Major Permit No. 11-97 on March
10, 2003.
17. At the time of the first request for renewal, a series of four lawsuits were affecting
the Marsh Harbour Resorts development and precluding financing and
construction of the project:
a. On September 14, 1999, Marsh Harbour Golf and Yacht Club Interval
Association, Inc. and Golf Coast Realty, Inc. filed a Complaint against The
LaDane Williamson Company, LaDane Williamson of North Carolina, hic.,
LaDane Williamson Company, LLC ("Defendants Williamson") and The Town of
Calabash, North Carolina, asserting procedural and substantive defects in the
zoning ordinance. This case was dismissed on March 6, 2000.
b. On July 3, 2000, Marsh Harbour Golf and Yacht Club Interval Association, Inc.
and Golf Coast Realty, Inc. filed another Complaint against Defendants,

Williamson and the Town of Calabash, North Carolina asserting claims similar to the
1999 case. This case was dismissed on September 23, 2002.
C. On December 28, 2000, Marsh Harbour Resorts, LLC filed a Complaint in
Summary Ejectment against Marsh Harbour Marina, Inc. to terminate the lease
and gain possession of the Marina, which is necessary for petitioners'
development of the property. This case was resolved shortly after the Commission
granted the 2003 Variance request discussed below.
d. On February 2, 2001, Marsh Harbour Marina, Inc. filed a Complaint against
Defendants Marsh Harbour Resorts, LLC and Inlet Harbor Marina, Inc. regarding
the lease of the Marina and asserting claims for breach of the lease, breach of
promises to make capital improvements, and failure of Lessor to make repairs, etc.
This case was resolved shortly after the Commission granted the 2003 Variance
request discussed below.
18. No new construction has taken place on the authorized project since the CAMA
permit was issued.
19. Petitioners have expended substantial sums of money since the project's inception
on land use planning and rezoning, surveying and engineering costs, architectural
fees, development of resort development documents (such as Owners' Association
Covenants, etc.) and legal expenses.
20. Petitioners' costs include over $350,000 on stormwater, water, and sewer design
and permitting.
21. Development of the stormwater management plan required extensive engineering

work, including design of building roofprints, parking configurations, streets and
all other impervious surfaces. Preliminary design of sewer collection and water
distribution systems have been prepared. Approximately 70% of the construction
design work is complete.
22. A stormwater permit for the development was issued by the Division of Water
Quality (SW8 920522) on September 13, 2001, and is effective until September
13, 2011. The stormwater management system is designed to contain the first
inch and a half of stormwater runoff.
23. The Town of Calabash adopted a new Land Use Plan (LUP) in 1999 after the
Marsh Harbour permit was issued. The project is consistent with that plan. The
Town of Calabash is currently in the process of amending its LUP and has
submitted the amended plan to the CRC for certification on September 28, 2007.
The proposed amended plan, in Policy 22, limits building height to 35 feet (plus
10 feet for roof ornamental/architectural features). Petitioners' original Planned
Use Development (PUD) site plans include buildings over 35 feet in height.
25. As permitted, the project is consistent with all of the Commission's current rules
except for the buffer in some places.
26. The structures that are presently proposed to be located within the 30-foot buffer
from the estuarine shoreline required by 15A NCAC 7H .0209(d) are as follows:
a. Parkin : There are two parking areas that have intrusions into the buffer.
The first parking area is located by the restaurant and intrudes 5 to
10 feet into the buffer for a distance of approximately 120 feet.

Therefore, the total square footage for this buffer infringement is
approximately 600-1,200 square feet.
2. The second parking area is located by the marina and has about 5
parking spaces in the buffer which total approximately 175 square
feet.
b. Pool: The pool and concrete decking around the pool represents a 550
square foot intrusion into the buffer.
c. Recreation Center: There is a recreation center proposed that presently
intrudes into the buffer approximately 250 square feet.
d. Condominiums: There are 3 condominium units that intrude into the
buffer.
The first one is located at he head of the marina basin and intrudes
into the buffer approximately 3 feet for a distance of 33 feet,
totaling approximately 100 square feet in the buffer.
2. The second one is located four buildings south of the recreation
center and intrudes into the buffer approximately 5 feet for a
distance of 10 feet, totaling approximately 50 square feet in the
buffer.
The third one is located north of the pool and intrudes into the
buffer approximately 4 feet for a distance of 60 feet, totaling 240
square feet in the buffer.
e. Walkways: There are a total of 7 walkways from various structures that'

go down to the water and are therefore located in the buffer. All of the proposed
walkways are concrete. Three of the seven walkways range from 20 to 25 feet
wide, and the remaining 4 range from 6 to 10 feet wide. Only 6-foot slatted
wooden walkways are allowed in the buffer.
27. Petitioners filed a prior variance request on September 11, 2003 seeking relief
from strict application of the "substantial development' rule in 15A NCAC 7J
.0404 in order to obtain another permit renewal.
28. The 2003 variance request was granted by the commission on October 30, 2003,
and permit 11-97 was renewed on December 15, 2003. As a condition of the 2003
renewal, Petitioners were required to construct all walkways located in the buffer
of pervious materials. The renewal of this permit expired on December 31, 2006.
29. Since the granting of the 2003 variance request, Petitioners have been precluded
from construction on the primary structures authorized under the permit by
additional lawsuits. At the time of the permit renewal in 2003, Petitioners had
become involved in two additional lawsuits with Marsh Harbour Golf and Yacht
Club Interval Association styled as Marsh Harbour Resorts. LLC v. Marsh
Harbour Golf and Yacht Club Interval Association, Inc., Brunswick County 04
CVS 236 and 04 CVS 237, which were not resolved until May 23, 2005.
30. On January 11, 2005, the Town of Calabash changed the zoning on the property
from Planned Use Development ("PUD") to R-15, the most restrictive zoning
possible. Petitioners filed a lawsuit styled as Marsh Harbour Resorts, LLC v.
Town of Calabash North Carolina, Board of Commissioners, Town of Calabash,

North Carolina and Curtis Keith Hardee, Brunswick County 05 CVS 448,
demanding that the property be restored to the original zoning. On August 17,
2006, the Town of Calabash agreed to reinstate the property to the original PUD
zoning. The Settlement Agreement with the Town provides that the Town
recognizes the vested rights of Marsh Harbour to develop the property as a PUD
district in accordance with the PUD Agreement initially entered into between the
Town and Marsh Harbour and the 1999 Code. The Settlement Agreement also
provides that any zoning change for the property or modification to the Code of
Ordinances after July 26, 1999 shall not impact or preclude any development or
improvement of the property in accordance with the PUD Agreement and the
1999 Code. (Settlement Agreement, Sec 1, pp 2-3)
31. Petitioners were unable to complete substantial work on the project from the time
of the resolution of the above -referenced lawsuit in August 2006 and prior to the
permit expiration in December 2006.
32. Since the approval of their 2003 variance request approved by the Commission,
Petitioners have documented substantial additional sums of money spent on the
project, including over $150,000 in legal expenses.
33. Petitioners filed a request for extension of the Permit on December 19, 2006. .
This request was denied on April 19, 2007 because the Division of Coastal
Management determined the proposed renewal request to be inconsistent with
15A NCAC 7J .0404, which requires that after it has granted an initial 2-year
renewal, the Division can only issue additional renewals upon finding that

substantial development has begun and is continuing on the permitted project.
33. If Petitioners obtain a permit renewal under rule 15A NCAC 7.I.0404, it would be
valid for two years. Because of the size and complexity of the project, Petitioners
are instead seeking a renewal for three years from the Commission.
34. Petitioners also filed a contested case with the Office of Administrative Hearings
("OAH") on May 9, 2007 to challenge the denial of the permit renewal request.
Petitioners alleged that they have obtained common law vested rights in permit
11-97. The parties entered into a stay in that case pending the outcome of this
variance request.
35. Pursuant to an agreement with the Division of Coastal Management, Petitioners
withdrew their petition for a contested case hearing in OAH on August 20, 2007
in order to apply for a new permit under the express permit program. The new
application involves moving the bulkhead waterward, thus eliminating buffer
intrusions. The outcome of that application is unknown as of the completion of
these stipulations.
36. The parties have stipulated to the inclusion of the Site Plan and Settlement
Agreement.
CONCLUSIONS OF LAW
The CRC has jurisdiction over the parties and the subject matter.
2. The parties have been correctly designated.
All notices for the proceeding were adequate and proper.
10

4. The Commission concludes that the Petitioners have demonstrated that strict
application of Rule 15A NCAC U .0404(b) to their existing permit will result in unnecessary
hardship. The Petitioners' variance request materials and the staff recommendation are
incorporated by reference as support for this conclusion. However, the Commission does not
adopt Petitioners' position on vested rights.
The Commission concludes that the Petitioners have demonstrated that their
hardship results from conditions peculiar to project property. The Petitioners' variance request
materials and the staff recommendation are incorporated by reference as support for this
conclusion. However, the Commission does not adopt Petitioners' position on vested rights.
6. The Commission concludes that the Petitioners have demonstrated that their
hardship does not result from actions taken by Petitioners. The Petitioners' variance request
materials and the staff recommendation are incorporated by reference as support for this
conclusion. However, the Commission does not adopt Petitioners' position on vested rights.
The Commission concludes that the Petitioners have demonstrated that their
proposed development is within the spirit, purpose and intent of the Commission's rules; that it
will secure public safety and welfare; and that it will preserve substantial justice. Petitioners'
variance request materials and the staff recommendation are incorporated by reference as support
for this conclusion.
THEREFORE, the petition for variance from T15A NCAC U .0404(b) is GRANTED
with the condition that:
the permit is extended from 31 December 2006 and the period of this variance and
11

the resulting (or related) permit shall expire 31 December 2009.
2. all permit conditions from the prior permit variance apply, specifically all
walkways in the buffer shall be pervious.
The granting of this variance does not relieve Petitioner of the responsibility for
obtaining a CAMA permit from the proper permitting authority.
This variance is based upon the Stipulated Facts set forth above. The Commission
reserves the right to reconsider the granting of this variance and to take any appropriate action
should it be shown that any of the above Stipulated Facts is not true.
This order revises and supersedes the Final Order of 15 October 2007, which erroneously
stated the expiration date of the permit and variance, and omitted the Commission requirements
for pervious walkways.
This the day of October, 2007.
Courtney ackr y Chairman
Coastal Resources Commission
12

CERTIFICATE OF SERVICE
This is to certify that I have caused the foregoing Final Order to be served upon the
Petitioner by depositing a copy thereof in the U.S. Postal Service CERTIFIED MAIL, RETURN
RECEIPT REQUESTED with sufficient postage for delivery and addressed to:
Marsh Harbor Resorts, LLC
Amos C. Dawson, III
WILIAMS MULLEN MAUPIN TAYLOR
P. 0. Box 19764
Raleigh, NC 27619-9764
Christine Anne Goebel Hand Delivery
Assistant Attorney General
N.C. Department of Justice
This the 2'� day of October, 2007.
Edwin Lee Gavin II
Assistant Attorney General
N.C. Department of Justice
9001 Mail Service Center
Raleigh, NC 27699-9001
Acting Counsel to the Commission
13

Permit N
DCM Coordinator:
MARLING DISTRIBUTION:
" Permitee:
gent: _ C0IerhNrl 2gn'1Sey
DCM Field Offices:
Elizabeth City
Morehead City
.
Washington'
Wilmington
US Army Corps of Engineers (USACE);
Washington: ..
.'Mike Bell (NCDOT)
Bill Biddlecome (NCDOT)
"
Raleigh Bland
Wilmingtoni:
Dave Timpy
Others:
Cultural Resources: Renee Gledhill -Early
Public Water Supply: Debra Benoy (WIRO)
1 I Co use Dr,, ve s �
oseHn �s4 /3u.lr
Fred Hill (WARD)
Marine Fisheries:
Mike Street
NCDOT:
Ken Pace
Shellfish Sanitation:.
Patty Fowler
State Property Office:
Tommy Cline
Water Quality:
Cyndi Karoly (for non -DOT)
John Hennessy (NCDOT)
Wildlife Resources:
Maria Tripp
Steve Everhart
Travis Wilson (NCDOT)
LPO:
FAXING DISTRIBUTION:
Permitee at
Agent at
DCM Field Offices:
Elizabeth City (252-264-3723)
Morehead City (252-247-3330)
Washington (252-948-0478)
W i l m i ngton ,(910-3 5 0-2004)
US Army Corps of Engineers (USACE):
Washington: Mike Bell (NCDOT)
Bill Biddlecome (NCDOT)
Raleigh Bland (252-975-1399)
Wilmington: Dave Timpy (910-2514025)
Major Permit Process Manual Page 70 of 76

Q�� r
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor Charles S. Jones, Director William G. Ross Jr., Secretary
April 19, 2007
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Marsh Harbour Resorts, LLC
10155 Beach Drive
Calabash, NC 28467
Dear Sirs:
This letter is in response to your December 19, 2006 request under the Coastal Area
Management Act (CAMA) to renew CAMA Major Permit No. 11-97 for an additional two years.
Permit No. 11-97, which authorized the construction of the Marsh Harbour Development
adjacent to the waters of Calabash Creek, in the Town of Calabash in Brunswick County, was
issued on June 13, 1997 and most recently renewed by way of a Coastal Resources Commission
variance on December 15, 2003. The Decctnber 15, 2003 renewal extended the expiration date
of the permit until December 31, 2006. Processing of the renewal request is now complete.
Based on the state's review, the Division of Coastal Management has made the following
findings:
l) On June 13, 1997, CAMA Major Permit No. l 1-97 was issued to Marsh Harbour Marina
authorizing construction of additional marina docks, nineteen multi -unit residential
buildings, a seven -story hotel, and the associated infrastructure development.
2) On October 5, 1999, the permit was transferred to Marsh Harbor Resorts, LLC.
3) A major modification was issued on July 31, 2000, changing the scheme of high ground
development to include a larger hotel and conference center, a parking deck, 266
condominium units and 80 townhomes.
4) The permit was renewed on November 20, 2000, with a new expiration date of December
3 l . 2002.
5) A request for an additional two-year extension was denied pursuant to I5A NCAC 07J
.0404 on March 10, 2003 because no substantial development had taken place on the
permitted project as of that date.
400 Commerce Avenue, Morehead City, North Carolina 28557
Phone: [phone] FAX: [phone] Internet: www.nccoastalmanagement.net
An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper

Marsh Harbour Resorts, LLC
Page 2 of 2
6) On October 23, 2003, the Coastal Resources Commission granted a variance, allowing
for an additional extension of the permit to be granted. As a result of this variance, a
renewal to Permit No. 11-97 was granted on December 15, 2003. The new expiration
date of the permit was December 31, 2006.
7) Based upon coordination between Division staff and the applicant, it has been determined
that no substantial development has taken place on the authorized project since Permit
11-97 was originally issued.
8) Based upon the findings outlined above, the proposed project has been determined to be
inconsistent with 15A NCAC 07J .0404, which requires that in circumstances such as
this, the Division of Coastal Management may only renew a permit upon finding that
substantial development has begun and is continuing on the permitted project.
Given the preceding findings, it is necessary that your request for an additional renewal
of CAMA Major Permit No. 11-97 be denied. This denial is made pursuant to N.C.G.S. 1 I3A-
I20 (a)(8), which requires denial for projects inconsistent with state guidelines or local land use
plans.
If you wish to appeal this denial, you are entitled to a hearing. The hearing will involve
appearing before an Administrative Law Judge who listens to evidence and arguments of both
parties and then makes a recommendation to the Coastal Resources Commission. Your request
for a hearing must be in the form of a written petition, complying with the requirements of
§I5013 of the General Statutes of North Carolina, and must be filed with the office of
Administrative Hearings, 6714 Mail Service Center, Raleigh, NC 27699-6714, [phone],
within twenty (20) days from the date of this letter. A copy of this petition should also be filed
with this office.
Also, you should be advised that as long as this state permit renewal denial stands, your
project must be deemed inconsistent with the N.C. Coastal Management Program, thereby
precluding the issuance of federal permits for this project. The Federal Coastal Zone
Management Act (CZMA) gives you the right to appeal this finding to the U.S. Secretary of
Commerce within thirty (30) days of receipt of this letter. Your appeal must be on the grounds
that the proposed activity is (1) consistent with the objectives or purposes of the CZMA, or (2) is
necessary in the interest of national security, and thus, may be federally approved.
Members of my staff are available to assist you should you desire to apply for a new
permit. If you have any questions concerning this matter, please contact Mr. Doug Haggett at
[phone].
cerely,n C
Charles S. Jones
cc: Colonel John Pulliam - U.S. Army Corps of Engineers, Wilmington, NC
Mr. David Kennedy, Director - OCRM/NOAA, Silver Spring, MD

e�� r
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor Charles S. Jones, Director William G. Ross Jr., Secretary
April 19, 2007
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Marsh Harbour Resorts, LLC
10155 Beach Drive
Calabash, NC 28467
Dear Sirs:
This letter is in response to your December 19, 2006 request under the Coastal Area
Management Act (CAMA) to renew CAMA Major Permit No. 11-97 for an additional two years.
Permit No. I1-97, which authorized the construction of the Marsh Harbour Development
adjacent to the waters of Calabash Creek, in the Town of Calabash in Brunswick County, was
issued on June 13, 1997 and most recently renewed by way of a Coastal Resources Commission
variance on December 15, 2003. The Deceliiber 15, 2003 renewal extended the expiration date
of the permit until December 31, 2006. Processing of the renewal request is now complete.
Based on the state's review, the Division of Coastal Management has made the following
findings:
1) On June 13, 1997, CAMA Major Permit No. l 1-97 was issued to Marsh Harbour Marina
authorizing construction of additional marina docks, nineteen multi -unit residential
buildings, a seven -story hotel, and the associated infrastructure development.
2) On October 5, 1999, the permit was transferred to Marsh Harbor Resorts, LLC.
3) A major modification was issued on July 31, 2000, changing the scheme of high ground
development to include a larger hotel and conference center, a parking deck, 266
condominium units and 80 townhomes.
4) The permit was renewed on November 20, 2000, with a new expiration date of December
31, 2002.
5) A request for an additional two-year extension was denied pursuant to 15A NCAC 07J
.0404 on March 10, 2003 because no substantial development had taken place on the
permitted project as of that date.
400 Commerce Avenue, Morehead City, North Carolina 28557
Phone: [phone] FAX: [phone] Internet: www.nccoastalmanagement.net
An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper

Marsh Harbour Resorts, LLC
Page 2 of 2
6) On October 23, 2003, the Coastal Resources Commission granted a variance, allowing
for an additional extension of the permit to be granted. As a result of this variance, a
renewal to Permit No. 11-97 was granted on December 15, 2003. The new expiration
date of the permit was December 31, 2006.
7) Based upon coordination between Division staff and the applicant, it has been determined
that no substantial development has taken place on the authorized project since Permit
11-97 was originally issued.
8) Based upon the findings outlined above, the proposed project has been determined to be
inconsistent with 15A NCAC 07J .0404, which requires that in circumstances such as
this, the Division of Coastal Management may only renew a permit upon finding that
substantial development has begun and is continuing on the permitted project.
Given the preceding findings, it is necessary that your request for an additional renewal
of CAMA Major Permit No. 11-97 be denied. This denial is made pursuant to N.C.G.S. 113A-
120 (4)(8), which requires denial for projects inconsistent with state guidelines or local land use
plans.
If you wish to appeal this denial, you are entitled to a hearing. The hearing will involve
appearing before an Administrative Law Judge who listens to evidence and arguments of both
parties and then makes a recommendation to the Coastal Resources Commission. Your request
for a hearing must be in the form of a written petition, complying with the requirements of
§15013 of the General Statutes of North Carolina, and must be filed with the office of
Administrative Hearings, 6714 Mail Service Center, Raleigh, NC 27699-6714, [phone],
within twenty (20) days from the date of this letter. A copy of this petition should also be filed
with this office.
Also, you should be advised that as long as this state permit renewal denial stands, your
project must be deemed inconsistent with the N.C. Coastal Management Program, thereby
precluding the issuance of federal permits for this project. The Federal Coastal Zone
Management Act (CZMA) gives you the right to appeal this finding to the U.S. Secretary of
Commerce within thirty (30) days of receipt of this letter. Your appeal must be on the grounds
that the proposed activity is (1) consistent with the objectives or purposes of the CZMA, or (2) is
necessary in the interest of national security, and thus, may be federally approved.
Members of my staff are available to assist you should you desire to apply for a new
permit. If you have any questions concerning this matter, please contact Mr. Doug Huggett at
[phone].
cerely
ool�
Charles S. Jones
cc: Colonel John Pulliam - U.S. Army Corps of Engineers, Wilmington, NC
Mr. David Kennedy, Director - OCRM/NOAA, Silver Spring, MD

EMA
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor Charles S. Jones, Director William G. Ross Jr., Secretary
April 19, 2007
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Marsh Harbour Resorts, LLC
10155 Beach Drive
Calabash, NC 28467
Dear Sirs:
This letter is in response to your December 19, 2006 request under the Coastal Area
Management Act (LAMA) to renew CAMA Major Permit No. I 1-97 for an additional two years.
Permit No. 11-97, which authorized the construction of the Marsh Harbour Development
adjacent to the waters of Calabash Creek, in the Town of Calabash in Brunswick County, was
issued on June 13, 1997 and most recently renewed by way of a Coastal Resources Commission
variance on December 15, 2003. The December 15, 2003 renewal extended the expiration date
of the permit until December 31, 2006. Processing of the renewal request is now complete.
Based on the state's review, the Division of Coastal Management has made the following
findings: 11
1) On June 13, 1997, CAMA Major Permit No. 11-97 was issued to Marsh Harbour Marina
authorizing construction of additional marina docks, nineteen multi -unit residential
buildings, a seven -story hotel, and the associated infrastructure development.
2) On October 5, 1999, the permit was transferred to Marsh Harbor Resorts, LLC.
3) A major modification was issued on July 31, 2000, changing the scheme of high ground
development to include a larger hotel and conference center, a parking deck, 266
condominium units and 80 townhomes.
4) The permit was renewed on November 20, 2000, with a new expiration date of December
31, 2002.
5) A request for an additional two-year extension was denied pursuant to 15A NCAC 07J
.0404 on March 10, 2003 because no substantial development had taken place on the
permitted project as of that date.
400 Commerce Avenue, Morehead City, North Carolina 28557
Phone: [phone] FAX: [phone] Internet: www.nccoastalrhanagement.net
An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper

Marsh Harbour Resorts, LLC
Page 2 of 2
6) On October 23, 2003, the Coastal Resources Commission granted a variance, allowing
for an additional extension of the permit to be granted. As a result of this variance, a
renewal to Permit No. I1-97 was granted on December 15, 2003. The new expiration
date of the permit was December 31, 2006.
7) Based upon coordination between Division staff and the applicant, it has been determined
that no substantial development has taken place on the authorized project since Permit
11-97 was originally issued.
8) Based upon the findings outlined above, the proposed project has been determined to be
inconsistent with 15A NCAC 07J .0404, which requires that in circumstances such as
this, the Division of Coastal Management may only renew a permit upon finding that
substantial development has begun and is continuing on the permitted project.
Given the preceding findings, it is necessary that your request for an additional renewal
of CAMA Major Permit No. 1 I-97 be denied. This denial is made pursuant to N.C.G.S. 113A-
120 (a)(8), which requires denial for projects inconsistent with state guidelines or local land use
plans.
If you wish to appeal this denial, you are entitled to a hearing. The hearing will involve
appearing before an Administrative Law Judge who listens to evidence and arguments of both
parties and then makes a recommendation to the Coastal Resources Commission. Your request
for a hearing must be in the form of a written petition, complying with the requirements of
§ 150B of the General Statutes of North Carolina, and must be filed with the office of
Administrative Hearings, 6714 Mail Service Center, Raleigh, NC 27699-6714, [phone],
within twenty (20) days from the date of this letter. A copy of this petition should also be filed
with this office.
Also, you should be advised that as long as this state permit renewal denial stands, your
project must be deemed inconsistent with the N.C. Coastal Management Program, thereby
precluding the issuance of federal permits for this project. The Fedcral Coastal Zone
Management Act (CZMA) gives you the right to appeal this finding to the U.S. Secretary of
Commerce within thirty (30) days of receipt of this letter. Your appeal must be on the grounds
that the proposed activity is (1) consistent with the objectives or purposes of the CZMA, or (2) is
necessary in the interest of national security, and thus, may be federally approved.
Members of my staff are available to assist you should you desire to apply for a new
permit. If you have any questions concerning this matter, please contact Mr. Doug Fluggett at
[phone].
ely,
oc�
S
Charles S. Jones
cc: Colonel John Pulliam - U.S. Army Corps of Engineers, Wilmington, NC
Mr. David Kennedy, Director - OCRM/NOAA, Silver Spring, MD

it. r
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor Charles S. Jones, Director William G. Ross Jr., Secretary
MEMORANDUM 01 `.\�,
TO: Doug Huggett V uU'
n
FROM: Jim Gre 8son S s?„ �,71
Y/ t
District Manager, Wilmington
DATE: December 28, 2006 JAN 0 4 2007
SUBJECT: Modification and Renewal Requests Morehead City DCM
CAMA Major Permit No. 11-97 y
Marsh Harbour Resorts, LLC
Brunswick County
Land Management Group, Inc., on behalf of Ms. LaDane Williamson has submitted a request to renew State Permit No. 11-97.
State Permit No. 11-97 was issued to Marsh Harbour Marina, c/o Odell Williamson on June 13, 1997, for the addition of docks to
the existing marina basin, construction of the remainder of the planned townhouse units and a hotel and recreational facilities. The
permit was transferred to Marsh Horbour Resorts, LLC on October 5, 1999 and the seven -story hotel was deleted per permit
condition due to the implementation of a 35 foot height limit by the Town of Calabash.
A Major Modification to State Permit No. 11-97 was issued on July 31, 2000, for the replacement of existing bulkheads, the filling
of a 0.68 acre portion of the marina basin, maintenance dredging and a revision of the upland development plan including the
construction of a seven story, 900 room hotel, and convention center with swimming pools and associated parking deck, four mid -
rise condominiums, twenty condominiums, a clubhouse, a shop, a restaurant and nine stormwater infiltration ponds. The permit
was renewed on November 20, 2000.
A second renewal was issued by CRC Variance on December 15, 2003. The second renewal was conditioned to require that all
walkways located within 30 feet of mean high water be constructed of pervious materials.
The permit will expire on December 31, 2007.
Mr. Gary Green, on behalf of the owner submitted a modification request for State Permit No. 11-97 on December 14, 2006. The
requested modification is to allow fill material to be placed in the 0.68 acre portion of the marina basin prior to installation of the
bulkhead and to allow the use of an alternative method of shoreline protection in the area of the proposed fill, as well as, the
remainder of the permitted bulkhead replacement areas. The alternative method of construction would consist of a combination of
grouted mattress and concrete block segmental wall in lieu of a typical vertical bulkhead. A silt curtain would be placed across the
basin in the area of the proposed fill to prevent suspended sediments from entering the remaining portions of the marina basin.
Conversations with the applicant's representative (Mr. Coleman Ramsey) on December 27, 2006, indicated that no development has
taken place on the property since the December 15, 2003 renewal. It is therefore very unlikely that "substantial development"
required under 15A NCAC 07J .0404 could occur prior to the expiration of the permit. If the applicant can not demonstrate that
substantial development has taken place during the last development period, this Office would recommend that the current renewal
and modification requests be denied.
127 Cardinal Drive Extension, Wilmington, N.C. 28405-3845 • Telephone [phone] • Fax [phone]
An Equal Opportunity Affirmative Action Employer

Modification and Renewal Request
CAMA Major Permit No. 11-97
Marsh Harbour Resorts, LLC
Page Two
The applicant has submitted two checks (check No. 1024 and check No. 29031) each in the amount of $100 for the modification and
renewal request.
cc: Wilmington Files
Ted Tyndall (DCM)
Debbie Wilson (DCM)
Dave Timpy (COE)
127 Cardinal Drive Extension, Wilmington, N.C. 28405-3845 • Telephone [phone] • Fax [phone]
An Equal Opportunity Affirmative Action Employer

LAND MANAGEMENT GROUP, INC.
ENVIRONMENTAL CONSULTANTS
P.O. BOX 2522 PH. 910-452-0001
WILMINGTON, NC 28402
PAY TO THE
ORDER OF NC DENR
One Hundred and
DENR
127 North Cardinal Drive
Wilmington, NC 28405-3845
MEMO
COASTAL FEDERAL
The Rippht Bank For You
WILMINGTON, NC 28403
67-723512532
29031
12/20/2006
$ `A100.00
� f L9e 3
� M
IIB02903Lill I: 2532723551:31570002541I'
ENV RONMENTAL CO SUPUO TANTS 29031
NC DENR 12/20/2006
Date Type Reference Original Amt. Balance Due Discount Payment
12/20/2006 Bill Permit Fee 100.00 100.00 100.00
1 Check Amount 100.00
q,
(t�11�t1 G
Nkavk 4\C.A0L,, �esor l LLG
�WhSWI(��L �•
Coastal Federal Bank Renewal CAMA Major Permit Fee O I 0 I —05? 100.00
COLEMAN B. RAMSEY 1024
PH. 910-279-6603 86-112/531
11 CAUSEWAY DR SW /` 66-112BRANCH B 31
OCEAN ISLE BEACH, NO 28469-7605 w% A ///n.o 71�Y7/ _
,i-
BB&1
SAANCH BANNIND AND MST COMPANY
1J 11ANNBBT BBWT..
b
I:0531011211:000529451992 2n601024

GiARY GREENE
E N G I N E E R S
POST OFFICE Box 99213
RALEIGH, NORTH CAROLINA 27624-9213 USA
919.855-8488 FAX [phone]
E-MAIL: [e-mail]
CIVIL M NSPORTANON MMUM6 M
December 14, 2006
Mr. Jim Gregson
NC Division of Coastal Management
127 Cardinal Drive Extension
Raleigh, North Carolina 27611-7687
Subject: Marina Construction
Marsh Harbour Resorts
Brunswick County
CAMA Permit 11-97
Dear Mr Gregson:
On behalf of the owner, we are requesting approval of two minor modifications to subject permit.
The first is to allow fill material to be placed in an area of the harbor as allowed by existing permit
prior to installation of a bulkhead / vertical wall. A silt curtain will be placed along the small cove
to eliminate suspended sediments outside of the small cove. The second modification is to allow
an alternate utilization of shore protection method incorporating a combination of grouted mattress
and concrete block segmental wall in lieu of bulkhead construction. This change will be applicable
to the all permitted shoreline locations of the project
We have attached both a plan illustrating the phase of construction and typical section of the
proposed shoreline structure modification for your review. The modification places a protected
slope in front of the wall. Grouted mattress is a construction technique that utilizes two layers of
geotextile fabric that are stitched together at intervals and is placed on a slope. Concrete is pumped
into the fabric to create a concrete mat located between the fabric. Admixtures are added to the
concrete to allow for placement underwater without degradation to the concrete mixture. Th is type
of slope protection has been installed and performed successfully at various coastal locations in
North Carolina.
A segmental concrete block retaining wall will be constructed to the desired top of wall elevation.
This type of construction has been utilized for retaining walls (Keystone, Versalock and other
manufacturers) and we have successfully used the product for shore protection at other locations.
We trust that this information is sufficient for your review and request any assistance in expediting
this modification request. If you have any questions or need additional information, please advise.
Sincerely,
Gary K. Greene
Attachments
cc: Mr. Doug Huggett w/ attachments

N
N
0
O
ra
m
o
m
F
>a
Z
Z
N
I
I
O
p
O
O
"
NOTE. SECOND WALL NOT REQUIRED
m
PLACE FILTER FABRIC ON CAN SLOPE ETHER 3.1 OR 4.1 AND
N
TOP OF STONE BACKFILL AT MIN PROVIDE SECOND WALL WHERE DESIRED
0
6' BELOW FINISHED GRADE. PLACE VARIES 8.5t
Z
TOPSOIL ON TOP OF FABRIC T 0
/
4' CAP UNIT
/
Fl FV 5.67 /
D
>
m
ELEV 3.38 MHHW KEYSTONE STANDARD UNIT CHOR FABRIC /
C7
a D
=
G)
m
/
M
/ CKFILL
/
i
=
Z
TURN DOWN MAT AT WALL / JA4 CRUSHED
��
? m
TD
/
- ELEV 0.0 NGVD DATUM ROCK OR STONE)
Z o
CD
/ SEPARATE BACKFILL FROM
z
A
-1 33 - NATIVE SOIL w/ FILTER FABRIC
m
D
Fl FV -1.79 MI I W � - .
o �
CO
r
•; .
- - _ -. �"`�;% -1- ... APPROXIMATE
-��'�
a m
C
_ _ - - - 'o-3'-0'-I EXCAVATION UNE
0
o
_
- 3000PSI CONCRETE
a
M
AS MAT
Z
(�
>
Z
ELE�-7
%
BURY MAT 2'-0' MIN
n
8
BELOW DREDGE SURFACE
�
o
R
m �
rr
N x�
m
ti
m�
S Nh1
N
O A
z
O N'Z
0
o t4
T
N
N

10 INSTALL SILT CURTAIN
SCALE 1"=300'
DESIGN: gg
DRAWN: gg
CHECKED: —
PROJ. d : —
SCALE : AS NOTED
02 PLACE FILL IN AREA PER PERMIT I NC HWY 179
03 CONSTRUCT NEW VERTICAL WALL
AROUND THE PERIMETER OF THE
HARBOR INCLUDING NEWLY FILLED
AREA. ALTERNATE WALL TO BE AS
PER SECTION INDICATED ON SHEET 2
a
v4
REVISION PHASING REVISION PLAN
MARSH HARBOR BULKHEAD
LADANE PROPERTIES, INC
CALABASH, NORTH CAROLINA
Iso.nL
POST OERCE BOX 99213 RALEW. NC 29624
DATE:'12/06 SHEET 1 OF 2

LMG
LAND MANAGEMENT GROUP INC.
Environmental Consultants
December 19, 2006
TO: Ms. Debbie Wilson
Division of Coastal Management
127 Cardinal Drive Extension
Wilmington, NC 28405
RE: Marsh Harbour Resorts; Brunswick County, NC
CAMA Major Permit #11-97; Request for Renewal
Dear Ms. Wilson:
On behalf of Ms. LaDane Williamson, I am requesting a renewal of the CAMA
Major Permit (#11-97) for the Marsh Harbour Resorts project in Brunswick County, NC.
The original permit was significantly altered and the applicant was issued a Major
Modification on July 31, 2000, which has been renewed twice by the applicant. The
current expiration date for the permit is December 31, 2006. Although construction is
underway, the applicant will not be able to complete all permitted activities and a third
extension is requested.
Enclosed are copies of the permits received in 1999, 2000 and 2003. I have also
enclosed a permit renewal fee of $100. If you need any additional information, please do
not hesitate to call. Thank you for your assistance with this project.
Sincerely,
fLwl"
Kim Williams
Wetlands Scientist
Encl.
RECEIVED
C: Mr. Coleman Ramsey DCM '^111 MINGTON, NC
DEC 2 2 2006
www.lmgroup.net • [e-mail] • Phone: [phone] • Fax: [phone]
3805 Wrightsville Ave., Suite 15, Wilmington, NC 28403 • P.O. Box 2522, Wilmington, NC 28402

IAN.15.2H14 5.1£F41
Permit Class
2nd RENEWAL
(by CRC Variance)
NC.1652 " 3
Permit Number
11-97
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
0
for
X Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-I I &
X Excavation and/or filling pursuant to NCGS 1.13-229
Issued to Marsb Harbour Resorts, LLC, 10155 Beach Drive, Calabash, NC 28467
Authorizing development in Brunswick County at Calabash River, Beach Drive of Hwy. 179
as requested in the permittee's application dried letter dated 12/11/02
This permit, issued on December 15, 2003 , is subject to compliance with the application (where consistent
with the potmit), all applicable regulations, special eeeditlaaa and notes sat forth below. Any violation of these terms :nay
be subject to fines, imprisonment or civil action; or may "use the permit to be null and void.
1) This renewal must be attached to the original of Permit No. 11-97, which was transferred to Marsh
Harbour Resorts LLC on 101999, as well as the Major Modification of 7/31/00 and the renewal of
11/20/00, and all documents must be readily available on site when a Division of Coastal
Management representative inspects the project for compliance.
2) All conditions and stipulations of tho active permit remain in force under this renewal except as
altered berein.+
3) In accordance with the variance granted by the Coastal Resources Commission on 10/23/03, all
walkways that are located within 30 feet of the mean high water line shall be constructed of pervious
materials. The permittee should contact a representative of the'Division of Coastal Management
a wuw ouywiivaw pct•wuS wauway
matcnals ancuor designs.
This permit action hiay be appealed by the parmilwc or
other quaiified petsors within twenty (20) days of the issuing
date. An appeal requires resolution pnor to work initiation or
continuance u the case may be.
This permit mast be accessible on -site to Dwaremttt
Personnel when the project is inspected for eomptiaecs.
Any maintenance work or pmject modification not coveted
he tvundar mquims further t]ivlsion approval.
All work must cease when the permit expires on
December 31, 2006
In issuing this permit, the State of North Carolina agrees
that yaw project is consistant with the North Carolina Coastal
Management Pmarsitt
by the authority of the Secretary of DEAR and the
m of tho Coastal, I eaeurcea Commission.
�n`' /17�s7f`
�— Donfik D. Moffitt, Director
/'Division of Coasts Management
Ibis pennit and Its conditions are hereby!Sc •34d,
DCM WILMINGTON, NC
DEC 2 2 2006
Signature of ?=.-. ittee
]h•J TM1-/T 'n cT upr
lojta i)- Tr-XPJ
-,,u , nip NnAT n>r =

Permit Class
RENEWAL
Permit Number
11-97
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
Permit
for
X_ Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-118
X Excavation and/or filling pursuant to NCGS 113-229
Issued to Marsh Harbour Resorts, LLC, 10155 Beach Drive, Calabash, NC 28467
Authorizing development in Brunswick County at Calabash River Beach Drive off of Hwy. 179,
Calabash , as requested in the permittee's application dated letter dated 1111/00.
This permit, issued on November 20, 2000 , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set fortb below. Any violation of these terms may
:__, ._ a--- t ennmant nr rivil aetion_ or may cause the permit to be null and void.
1) This renewal must be attached to the original of Permit #11-97, which was transferred to Marsh
Harbour Resorts, LLC on 10/5/99,.as well as the Major Modification which was issued on 7/31/00,
and all documents must be readily available on site when Division personnel inspect the project for
compliance.
2) All conditions and stipulations of the active permit remain in force under this renewal.
This permit action may be appeateo oy me permtnec ur
other qualified persons within twenty (20) days of the issuing
date. An appeal requires resolution prior to work initiation or
continuance as the case may be.
This permit must be accessible on -site to Department
personnel when the project is inspected for compliance.
Any maintenance work or project modification notcovered
hereunder requires further Division approval.
All work must cease when the permit expires on
December 31, 2002
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina Coastal
Management Program.
RECEIVED
DCM WILMINGTON, NC!
DEC 2 2 2006
o....__,......i nI wl? and fhi
u%g '..q ........-_...... __ _
Chairman of the Coastal Resources Commission.
e
onn . Moffitt, Director
Division of Coastal Management
This permit and its conditions are hereby accepted.
ffil
W Llc' Figo';4J, �i*jg
auerren I�P:cn qn PT 0aR

e��
,
`M_ E`oclosure
NCDENR
JAMES B. HUNT JR.
GOVERNOR
BILL HOLMAN
SECRETARY Marsh Harbour Resorts LLC
10155 Beach Drive
Calabash, NC 28467
DONNA D. MOFFITT Dear Sir:
DIRECTOR
NORTH CAROLINA DEPARTMENT OF
ENVIRONMENT AND NATURAL RESOURCES
Novwmber 20, 2000
DIVISION OFCOASTAE MANAGEMENT
The enclosed permit constitutes authorization under the Coastal Area Management Act, and where
applicable, the State Dredge and Fill law, for you to proceed with your project proposal. The original
(buff -colored form) is retained by you and it must be available an site when the project is inspected for
compliance. Please sign both the original and the copy and return the copy to this office in the enclosed
envelope. Signing the permit and proceeding means you have waived your right of appeal described below.
If you object to the permit or any of the conditions, you may request a hearing pursuant to NCGS
113A-121.1 or 113.229. Your petition for a hearing must be filed in accordance with NCGS Chapter 150B
with the Office of Administrative Hearings, P.O. Drawer 11666, Raleigh, NC 27611, [phone]
within twenty (20) days of this decision on your permit. You should also be aware that if another qualified
parry submits a valid objection to the issuance of this permit within twenty (20) days, the matter must be
resolved prior to work initiation. The Coastal Resources Commission makes the final decision.on any
appeal.
The project plan is subject to those conditions appearing on the permit form. Otherwise, all work
must be carried out in accordance with your application. Modifications, time extensions, and future
maintenance require additional approval. Please read your permit carefully prior to starting work and
review all project plans, as approved. If you are having the work done by a contractor, it would be to your
benefit to be sure that he fully understands all permit requirements.
From time to time, Department personnel will visit the project site. To facilitate this review, we
request that you complete and mail the enclosed Notice Card just prior to work initiation. However, if
questions arise concerning permit conditions, environmental safeguards, or problem areas, you may contact
Department personnel at any time for assistance. By working in accordance with the permit, you will be
helping to protect our vitally important coastal resources.
Very sincerely,
RECEIVEL
DCM w1LhA1K1^Tr)N, NC DouglasHuggett
DEC 2 2 2006 Major Permits/Consistency Manager
DH/amw rb
Enclosure
MAILING: 1635 MAIL SERVICE CENTCR, RALEIGH, NORTH CAROLINA 17699-1638
PHYSICAL: 2726 CAPITAL BLVO., RALEIGH, Me 27604
PMONE: 919.733-2293 FAX: [phone]
AN EQUAL OPPORTUNITY / AFFIRMATIVE ACTION EMPLOYER - 50% RECYCLED / 10% POST -CONSUMER PAPER
DENR TOLL FREE HOTLINE: [phone]
•,Oc Ton On OT Dan

Permit Class
MODWICATION/MAJOR
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
permit
for
X Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-118
X Excavation and/or filling pursuant to NCGS 113-229
Issued to Marsh Harbour Resorts, LLC,10155 Beach Drive, Calabash, NC 28467
authorizing development in
Calabash
Permit Number
11-97
County at Calabash River, Beach Drive off of Hwy. 179,
, as requested in the permiuee's application dated 5/8/00 including attached workplan
drawings, 2, 3, 6-13, and 15A-B of 15, all dated 3/31/00, 4,5, 14 and 15 of 15, all dated 3/10/00.
Brunswick
/-11X0 L , is subject to compliance with the application (where consistent
This permit, issued on j P PP
with the permit), all applicable regulations, special conditions and notes set forth below. Any violation of these terms may
he subiect to a fine, imprisonment or civil action; or may cause the permit to be null and void.
Upland Development
1) 1n keeping with approvals granted by the Town of Calabash on 7/26199, the authorized hotel facility
shall have a maximum of 900 rooms.
2) In no case may any structure exceed any height limits set by the Town of Calabash.
3) The 10' wide boardwalk around the edge of the bulkhead shall be wooden and elevated slightly
above the adjacent substrate elevation. RECEIVED
DCM WILMINGTON, NC_
DEC 2 2 2006
(See attached sheets for Additional Conditions)
This pennit_action may be appealed by the permittee or
other qualified persons within twenty (20) days of the
issuing date. An appeal requires resolution prior to work
initiation or continuance, as the case may be.
This permit must be accessible on -site to DeparIInent
personnel when the project is inspected for compliance.
Any maintenance work or project modification not
covered hereunder requires further Departmental approval.
All work must cease when the ppermit expires on
December 31 It 000
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolinas
Coastal Management Program.
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commission.
nna D.Moffirt,Director
Division of Coastal Management
This pe 't and its conditions are hereby accepted.
,
Signature of Pemtittee
o-o•o�c
n ♦n u.in.l.,n� „rorto� ACDtCn on QT oarr

Page 2 of 5
ADDITIONAL CONDITIONS
Shoreline Stabilization
4) The authorized bulkhead alignment, as depicted in the attached workplan drawings, must be staked
by a representative of the Division of Coastal Management within a maximum of 30 days prior to
the start of construction.
5) The bulkhead must be constructed prior to any backfilling activities.
6) The bulkhead must be structurally tight so as to prevent seepage of backfill materials through the
structure.
7) The bulkhead must be solid and constructed of treated wood, concrete slabs, metal sheet piles or
other suitable materials approved by department personnel.
8) The backftll material will be clean and free of any pollutants except in trace quantities. Metal
products, organic materials, or unsightly debris will not be used.
Excavation and Fill
9) In order to protect juvenile shrimp and finfrsh populations, no excavation or filling will be
permitted between April 1 and September 30 of any year without the prior approval of the
Division of Coastal Management.
10) Excavation shall not exceed ten (10) feet below the elevation of mean low water in the access
channel, and eight (8) feet below the elevation of mean low water in the canal and boat basin. In
no case shall the depth of excavation exceed that of the connecting waters.
11) The Division of Coastal Management shall be notified in writing at least two (2) weeks in
h..-d+. .hise...,it This, •...«e ^otifcation "]I
. advance ofany maintenance' cxcava'c.: a... �.... ..y p.•... ••• ••
include:
A. The number of the original permit.
B. A statement that no dimensional changes of the dredge area are proposed.
C. A copy of the original permit plans with cross -hatching indicating the area to be
excavated, the area to be used for spoil disposal, and the estimated amount of material to
be removed.
D. The date of map revision and the permittee's signature shown anew on the revised plan.
NOTE: A determination by Division personnel that the spoil disposal site is inadequate to contain
the material resulting from the requested maintenance dredging will require that either a)
the amount of material proposed for removal be reduced to an amount equal to the
holding capacity of the disposal site, or b) a new disposal site(s) be located and approved
by Division personnel by way of a modification to this permit. RECEIVED
DCM WILMINGTON, NC
DEC 2 2 2006
_ , ...... ..... ,.... ­.,...e .n.A ins. 4,o!cn on or ❑an

r — Permit #11-97
Marsh Harbour Resorts Page 3 of 5
ADDITIONAL CONDITIONS
12) All excavated materials will be confined above mean high water and landward of regularly or
irregularly flooded marsh behind adequate dikes or other retaining structures to prevent spillover
of solids into any marsh or surrounding waters.
13) The diked disposal area will be constructed a sufficient distance from the mean high water level
or any marsh to eliminate the possibility of dike erosion into surrounding wetlands or waters.
Marina Development and Operation
14) The existing marine pumpout sewage disposal facility shall be maintained and operable for the
life of the marina. ,
15) The marina will display a signs showing the location of the on -site pumpout facility, including
other appropriate waste disposal information, at the entrance and exit from the main piers.
16) Into sewage, whether treated or untreated, shall be discharged at any time from any boats using
the marina. Any sewage discharge at the marina shall be considered a violation of this permit for
which the permitter is responsible. This prohibition shall be applied and enforced throughout the
entire existence of the permitted structures.
17) This permit authorizes only the docks, piers, and other structures and uses located in or over the
water that are expressly and specifically set forth in the permit application. No other structure,
whether floating or stationary, may become a permanent part of this marina facility without
permit modification. No non -water dependent uses of structures may be conducted on, in or over
public trust waters without permit modification.
,:
1S) this perailt aU'JUUJt -e5 a ntaAnTF1i 1' VL LJ r m Sup.+.
19) No attempt will be made by the permittee to prevent the full and free use by the public of all
navigable waters at or adjacent to the authorized work.
20) The authorized structure and associated activity must not cause an unacceptable interference with
navigation.
21) The permittee will maintain the authorized work in good condition and in conformance with the
terms and conditions of this permit. The permittee is not relieved of this requirement if he
abandons the permitted activity without having it transferred to a third party.
RECEIVED
DCM WILMINGTON. NO
DEC 2 2 2006
..� iror_o,c_nrc uolaeuodjon auenel JiC:60 9D B1 oa0

Marsh Harbour Resorts
Permit till-97
Page 4 of 5
ADDITIONAL CONDITIONS
22) The permittee understands and agrees that, if future operations by the United States requires the
removal, relocation, or other alteration of the structure or work authorized by this permit, or if in
the opinion of the Secretary of the Army or his authorized representative, said structure or work
shall cause unreasonable obstruction to free navigation of the navigable waters, the permittee will
be required, upon due notice from the Corps of Engineers, to remove relocate or alter the
structural work or obstructions caused thereby, without expense to the United States or the state
of North Carolina. No claim shall be made against the United States or the state of North
Carolina on account of any such removal or alteration.
Sedimentation and Erosion Control
23) All disturbed areas will be properly graded and provided a ground cover sufficient to restrain
erosion within 30 working days of project completion.
24) The permitted activity will be conducted in such a manner as to prevent a significant increase in
turbidity outside of the area of construction or construction -related discharge. Increases such that
the turbidity in the waterbody is 25 NTU's or less in all saltwater classes are not considered
significant.
NOTE: An Erosion and Sedimentation Control Plan will be required for this project. This plan
must be filed at least thirty (30) days prior to the beginning of any land disturbing
activity. Submit this plan to the Department of Environment and Natural Resources,
Land Quality Section, 127 Cardinal Drive Extension, Wilmington, NC 29405.
NOTE: The permittee is advised to contact the Department of Environment and Natural
Resources, Land Quality Section, 127 Cardinal Drive Extension, Wilmington, NC 28405,
to determine if a modification to Mining Permit No. 10-07 is necessary.
Stormwater Management
25) The Division of Water Quality approved this project under stormwater management rules of the
Environmental Management Commission on 12/20/99 (Permit No. SW 8920522). Any violation
of the permit approved by the DWQ will be considered a violation of this CAMA permit.
VAr—t"CI V t_�
DCM WILMINGTON. N(
DEC 2 2 2006
a•d 4c4T-P1c-n TR uoczeuoduo� auene-) dbC:6o 90 BT aa❑

Marsh Harbour Resorts
ADDITIONAL CONDITIONS
Permit #11-97
Page 5 of 5
Endangered Species Protection
26) To avoid impacts to the federally -endangered red -cockaded woodpecker (Picoides borealis),
prior to the removal of any pine trees greater than or equal to 10 inches dbh (diameter at breast
height) or 30 years of age within the project boundary, surveys shall be conducted for active red -
cockaded woodpecker cavity trees in appropriate habitat within a 1/2 mile radius of the project's
boundary. The results of these surveys and a description of the tree removal must be coordinated
with the Corps of Engineers and the US Fish and Wildlife Service. Only after receiving
concurrence from the Corps that the proposed work will not impact the red -cockaded
woodpecker may pine tree removal commence.
27) To avoid impacts to the federally -endangered wood stork (Mycteria americana), prior to the
removal of any large trees in or within 500 feet of the normal high water mark of any water body,
or prior to undertaking any impacts to waterbodies within the project boundaries, including the
raising or lowering of water tables, the permittee shall coordinate with the Corps of Engineers and
the US Fish and Wildlife Service. Only after receiving concurrence from the Corps that the
Proposed work will not impact the wood stork may pine tree removal commence.
General
28) No vegetated wetlands will be excavated or filled outside of the area indicated on the attached
workplan drawings..
29) The temporary placement or double handling of fill materials within waters or vegetated
wetlands is not authorized.
,_ t'..-:--•^ -''.• _ .•A t6 �.'i:u n ary : d;*ie n'l Prmitn n„nrnyalc nr
NOTE. This k1R��t uue3 nv� �.aiu uuw... �.u. ..wu u p"•"'"'"-� -�'r"
authorizations that may be required.
NOTE: The N.C. Division of Water Quality has authorized the proposed project General Water
Quality Certification No. 3274 (DWQ Project No. 000822), which was issued on 7/21/00.
NOTE: The U.S. Army Corps of Engineers has assigned the proposed project COE Action Id.
No. 200001404.
t'YCI.JGI V Cv
DCM WILMINGTON, NC
DEC 2 2 2006
a•d bg9i-6/.9-016 uoizeJ0dJ03 aueael dse:Eo 90 at oaQ

Permit Class
TRANSFER
Issued to
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
vermit
X for
Major Development in an Area of Environmental Concern
pursuanttoNCGS 113A-118
X Excavation and/or filling pursuant to NCGS 113-229
Marsh Harbour Resorts, LLC, 10155 Beach Drive, Calabash, NC 28467
authorizing development in
Calabash
Brunswick
Permit Number
11-97
County at adj. Calabash Creek, 10155 Beach Drive, Town of
as requested in the permittee's application dated 5/15/96 including attached workplan
drawings, I dated 5/19/96, 1 dated received 8/12/96, and 2 (C-1 and C-2) dated existing as of July 1996.
This permit, issued on IO/S/ 2 / , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below. Any violation of these terms may
t,> ," a fine imnrimriment or civil action; or may cause the permit to be null and void.
1) The Town of Calabash has implemented a 35 foot height limit on the construction of new
structures. Therefore, in accordance with T15A:07H.0601 of the Rules of the Coastal Resources
Commission, which states that "No development shall be allowed in any AEC which would
result in contravention or violation of any rules, regulations, or laws of the State of North
Carolina or of local government in which the development takes place", the proposed seven story
hotel is not authorized under this permit.
-
NOTE: I.`, in the future, approval is received from the Town of Calabash to cons:; mac_ :�::.:..:--,•en
story hotel, the permittee may request that this permit be modified to authorize
RECEIVED
construction o. rats st.—uctarc. DCM WILMINGTON,
(See attached sheets for Additional Conditions) DEC 2 2 2006
This permit_action may be appealed by the permittee or
other qualified persons within twenty (20) days of the
issuing date. An appeal requires resolution prior to work
initiation or continuance, as the case may be.
This permit must be accessible on -site to Department
personnel when the project is inspected for compliance.
Any maintenance work or project modification not
covered hereunder requires further Departmental approval.
All work must cease when the�permit expires on
December 31. 200
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina
Coastal Management Program.
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commission.
rma D.Moffttt,Director
Division of Coastal Management
This oerm.A and its conditions are hereby accepted.
signature of Permittee
nt •d bg9T-6/.9-016
uotZeuoduo3 aueael dSE:eo 90 ST oarl

Marsh Harbour Resorts, LLC Permit 911-97
Page 2 of 4
ADDITIONAL CONDITIONS
Excavation and Fill
2) In order to protect juvenile shrimp and fmfish populations, no excavation or filling will be
permitted between April 1 and September 30 of any year without the prior approval of the
Division of Coastal Management.
3) Excavation shall not exceed ten (10) feet below the elevation of mean low water in the access
channel, and eight (8) feet below the elevation of mean low water in the canal and boat basin.
4) The Division of Coastal Management shall be notified in writing at least two (2) weeks in
advance of any maintenance excavation authorized by this permit. This written notification shall
include:
A. The number of the original permit.
B. A statement that no dimensional changes of the dredge area are proposed.
C. A copy of the original permit plans with cross -hatching indicating the area to be
excavated, the area to be used for spoil disposal, and the estimated amount of material to
be removed.
D. The date of map revision and the permittee's signature shown anew on the original plan.
NOTE: A determination by Division personnel that the spoil disposal site is inadequate to
contain the material resulting from the requested maintenance dredging will require that
either a) the amount of material proposed for removal be reduced to an amount equal to
the holding capacity of the disposal site, or b) a new disposal site(s) be located and
approved by Division personnel.
5) All excavated materials will be confined above mean high water and landward of regularly or
irregularly flooded marsh behind adequate dikes or other retaining structures to prevent spillover
of solids into any marsh or surrounding waters.
6) The diked disposal area will be constructed a sufficient distance from the mean high water level
or any marsh to eliminate the possibility of dike erosion into surrounding wetlands or waters.
7) No vegetated wetlands will be excavated or filled.
8) The temporary placement or double handling of fill materials within waters or vegetated
wetlands is not authorized.
Marina Development and Operation
9) The existing marine pumpout sewage disposal facility shall be maintained and operable for the
life of the marina. rn cv , v G —
DCM WILMINGTON, NC
DEC 2 2 2006
TT•d bgRt-R/.q-niR uoTZeJoduoo aueae-1 d9E:E0 90 BT 08a

Marsh Harbour Resorts, LLC
Permit #11-97
Page 3 of 4
ADDITIONAL CONDITIONS
10) The marina will display a sign showing the location of the on -site ptttnpout facility, including
other appropriate waste disposal information, at the entrance and exit from the main piers.
11) No sewage, whether treated or untreated, shall be discharged at any time from any boats using
the marina. Any sewage discharge at the marina shall be considered a violation of this permit for
which the permittee is responsible. This prohibition shall be applied and enforced throughout the
entire existence of the permitted structures.
12) This permit authorizes only the docks, piers, and other structures and uses located in or over the
water that are expressly and specifically set forth in the permit application. No other structure,
whether floating or stationary, may become a permanent part of this marina facility without
permit modification. No non -water dependent uses of structures may be conducted on, in or over
public trust waters without permit modification.
Stormwater Management
13) The Division of Water Quality approved this project under stormwater management rules of the
Environmental Management Commission on 6110l97 (Permit No. SW8 920522). Any violation
of or deviation from the plan approved by the DWQ will be considered a violation of this CAMA
permit.
Sedimentation and Erosion Control
1) All disturbed areas will be properly graded and provided a ground cover sufficient to restrain
erosion within 30 working days of project completion.
i5} The permitted aca::ty Wlll b.' condt:.-tzd in ��:-"1= ==='a.� .. fir .�C Ifl t�- mt o gignifirant inr•rracr. In
turbidity outside of the area of construction or construction -related discharge. Increases such that
the turbidity in the waterbody is 25 NTU's or less in all saltwater classes are not considered
significant.
NOTE: An Erosion and Sedimentation Control Plan will be required for this project. This plan
must be filed at least thirty (30) days prior to the beginning of any land disturbing
activity. Submit this plan to the Department of Environment and Natural Resources,
Land Quality Section, 127 Cardinal Drive Extension, Wilmington, NC 29405.
NOTE: The permittee is advised to contact the Department of Environment and Natural
Resources, Land Quality Section, 127 Cardinal Drive Extension, Wilmington, NC
28405, to determine if a modification to Mining Permit No. 10-07 is necessary.
RECEIVED
DCM WILMINGTON, NC
DEC 2 2 2006q
7T•d 4rS9T-6L9-n16 Ljo T2VJodJo3 auvael d9Ereo 90 at o8a

Marsh Harbour Resorts, LLC Permit 411-97
Page 4 of 4
' ADDITIONAL CONDITIONS
16) No attempt will be made by the permittee to prevent the free and full use by the public of all
navigable waters at or adjacent to the authorized work. Use of the permitted activity must not
interfere with the public's right to free navigation on all navigable waters of the United States.
17) The permittee will maintain the authorized work in good condition and in conformance with the
terms and conditions of this permit. The permittee is not relieved of this requirement if he
abandons the permitted activity without having it transferred to a third party.
19) This permit does not alleviate the need to obtain other Federal, State or local permits or
authorizations that may be required.
NOTE: If the permittee discovers any previously unknown historic or archaeological remains
while accomplishing the authorized work, he will immediately notify the District
Engineer, Wilmington Branch, U.S. Army Corps of Engineers at [phone], who
will initiate the required State and Federal coordination.
NOTE: Future development of the permittee's property may require a modification of this permit.
Contact a representative of the Division at [phone] prior to the commencement of
any such activity for this determination.
NOTE: It is requested that the permittee contact the New Hanover Mosquito Control Office at
[phone] to discuss mosquito control measures.
NOTE: The N.C. Division of Water Quality has authorized the proposed project under General
Water Quality Certification No. 3025 (DWQ Project No. 961106), which was issued on
12/31/96.
NOTE:- The U.S. Army Corps of Engineers has assigned the proposed project COE Action Id.
1'01AI CA
L\V. JJIVIV IV.
RECEIVE+_
DCM lent nAINC `
DEC 2 2 2006
CT•d bCgT-Fz/.G-nTF uoizeuoduo3 aueael d9E:E0 90 81 oa0

JAN.15.2004 5:18PM
N0 7652 P ?
Permit Class
2nd RENEWAL
ry CRC Variance)
RECEIVED
Permit Number
11-97
STATE OF NORTH CAROLINA
Deparbnent of Environment and Natural Resources
Ina
DCM WILMINGTON, NC
DEC 2 0 2006
Coastal Resources Commission
for
—2L Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-118
X Excavation and/or filling pursuant to NCGS 1 13-229
Tssucd tc Xarsh Harbour Resorts, LLC, 10155 Beach Drive, Calabash, NC 28467
Authorizing development in Brunswick County at Calabash River Beach Drive ofHwy. 179
. as requested in the permittee's application data4 letter dated 12/11/02
This permit, issued on _ December 13 2003 is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below Any violation of these terms ma
be subject to fines, imprisonment or civil action; or may tango the permit to be null and void, y
r-
1) This renewal must be attached to the original of Permit No. 11-97, which was transferred to Marsh
jor Modification of 7/31/00 and the renewal of
Harbour Resorts LLC on 10/5/99, as well as the Ma
11/20/00, and all documents must be readily available on site when a Division of Coastal
Management representative inspects the project for compliance.
2) All conditions and stipulations of the active permit remain in force under this
altered herein.+ renewal except as
3) in accordance with the variance granted by the Coastal Resources Commission on 10/23/03, all
walkways that are located within 30 feat of the mean high water line shall be constructed of pervious
materials. The peratittee should contact a representative of tha Division of Coastal Management
pnor to initiation of walkway constztetien for a confirmation of appropriate pervious walkway
materials and/or designs.
This permit action may be appealed by the permittee or
Other qualified persons within twenty (20) days of the issuing
date. Am appeal requires resolution pnor to work initiation or
continuance as the case May be.
This perrait mast be accessible on -site to Department
personnel when the project is inspechtd for Compliance.
Any maintenance work or project mod fication not covered
hereuttdmr mquioas further Division approval.
All work must cease when the pennit expires on
December 31, 2006
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina Coastal
Management Program.
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commisaien.
�l
Oonilh. D. Moffitt, Director
Division of Coastal Management
This permit and Its conditions are hereby accepted.
Signature of Per:nittee
40
cn•� Tn-JT fill CT IAIr /0/0-Q7)- Ta„XPA -.N I N7.R0A7AK- ----

N.C. Division of Coastal Management
400 Commerce Avenue ImOR un CITY
Morehead City, NC 28557 ;— W A=�-' NC 28557
u N1I1Lr:$0.L10 $0.410 $0.410
Tel. [phone] L- Q
-�\ � $0,419 taMETER
___� ----
\ � li ^CT 'S 07 38121i86
Marsh Harbour Resorts, LLC
10155 Beach Drive `
Calabash NC
Se,01 7*17f31-moo SIC11f)
2e55703560
NIXIE 203 4E 1 06 S1/05/07
RETURN TO SENDER
NO MAIL RECEPTACLE
UNABLE TO FORWARD
SC: 20557356099 *2254-00920-30-43
I„I,IL,I,JJ„I,L1;)J„II,J,I)jILjIII 11LLIL6,,,,111

Y
MARSH HARBOUR RESORTS, LLC
11 CAUSEWAY DRIVE
OCEAN ISLE BEACH, NORTH CAROLINA 28469
January 26, 2007
Mr. Charles Jones, Director
Coastal Area Management Agency JAN 2 9 2007
400 Commerce Avenue
Morehead City, North Carolina 28557 Morehead City DCM
RE: CAMA MAJOR PERMIT 11-97
Dear Mr. Jones;
As you are aware Ms. LaDane Williamson, owner and president of Marsh Harbour Resorts,
LLC, has applied to the Coastal Area Management Agency (CAMA) for renewal of the above
referenced major permit for development of Marsh Harbour Resorts (hereafter referred to as The
Property). The permit expired December 31, 2006. I want to take this opportunity to explain the
chronology of events that prohibited Ms. Williamson from initiating the development of The
Property.
This permit was renewed and issued on January 15, 2004. At the time the permit was renewed,
Ms. Williamson was involved in a lawsuit with Marsh Harbour Golf and Yacht Club Interval
Association. The lawsuit was resolved on May 23, 2005. During the course of that lawsuit the
Town of Calabash on January 11, 2005 changed the zoning on the property from a Planned Unit
Development (PUD) to the most restrictive zoning of R-15. As a result of this rezoning change,
Ms Williamson filed a lawsuit against the Town of Calabash, asking the court to recognize that
she has vested rights in the PUD and requesting that the court restore The Property back to the
original PUD. On August 16, 2006 the Town of Calabash settled the lawsuit by agreeing with
Ms. Williamson and reinstating the property to the original approved PUD.
Following the settlement of the lawsuit with the Town of Calabash, I had several meetings with
Mr. Jim Gregson concerning obtaining two variances to the permit. The variances are necessary
in order to begin development work in the marina portion of the property. After the meetings
with Mr. Gregson, I obtained the engineering services of Gary Green Engineering in Raleigh to
submit the necessary drawings to CAMA to obtain the requested variances.
As you may be aware, with the amount of development in the Brunswick County area, the
demand on engineering services is taxed to the limit. In obtaining the services of a Raleigh area
engineer it was anticipated that the necessary drawings would have been submitted in early
October 2006. This would have allowed adequate time for CAMA to review our request and for
us to have made substantial progress in the development of The Property. This did not happen
and our request was not submitted to CAMA until early December 2006. Obviously this did not

Pagetwo
Mr. Jones
allow CAMA the time necessary to review the application or for us to make substantial progress
toward development of The Property.
For obvious business reasons Ms Williamson could not proceed with the development of The
Property until the two lawsuits were settled. We feel that we made a good faith effort, once the
lawsuits were settled, to move forward with the development of The Property. However, for
reasons outside of our control we were unable to accomplish this goal.
We respectfully request that you review our application for a renewal of the CAMA major
permit utilizing the above detailed information and the attached court documents. We feel that
we have vested rights in this permit and that it would be both unfair to the taxpayers of North
Carolina and Ms Williamson to move this matter into the courts.
As I have indicated to you in the past I greatly respect and appreciate the services of the men and
women of CAMA. I am looking forward to working with CAMA on our many pending projects.
Your review of this matter is greatly appreciated. If I may be of any assistance please telephone
me at 910-279-6603.
Cest regards,
Coleman B, Ramsey
Director of Operations
cc: Jim Gregson
LaDane Williamson
Doug Hugget, Manager
attachments: court documents

STATE OF NORTH CAROLINA
COUNTY OF BRUNS WICK
pics'Za
JAN29
2!
Morehead City DCM
SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMS
THIS SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMS
(hereinafter, "Settlement Agreement") entered into On the date set forth below by and between
MARSH HARBOR RESORTS, LLC (hereinafter, "MHR"). party of the first pan, am TOWN
OF CALABASH, NORTH CAROLINA, a municipal corporation (hereinafter, "Town");
BOARD OF COMMISSIONERS, TOWN OF CALABASH, NORTH CAROLINA (Irtcmafter,
"Board"); and CURTIS KEITH HARDEE (hereinafter, "Hardee"), parties of the second part;
WITNESSETH.
WHEREAS, MHR is the owner of two tracts of land situate in Brunswick County,
North Carolina (hereinafter, the "Property"), which are within the zoning jurisdiction of the
Town and are designated by Tax ID # 2540000101, consisting ofapproximately 168.42 acres,
and Tax ID # 2540000102, consisting of approximately 45.34 acres.
WHEREAS, since before 1999, MHR has planned to develop the Property as part
of a mixed -use (recreational, commercial and residential) property;
WHEREAS, on July 26, 1999, the Board and Town zoned the Property as a
Planned Unit Development ("PUD") district under the Town's Zoning Code at that time to permit
MHR to develop the Property as a mixed -rise properly.
WHEREAS, the Town had a Code of Ordinances for the Town of Calabash in
e$bct on July 26, 1999 C1999 Code") that included a PUD Planned Unit Development District
ordinance.
WHEREAS, on November 30, 1999, the Town and MHR entered into a Planned
Unit Development Agreement (hereinafter, "PUD Agreement") for development of the Property;
WHEREAS, on January 11, 2005, the Board and Town rezoned the Property to an
R-I S residential zoning district.

WHEREAS, a dispute bas arisen between MHR, on the first part, and the Towa,
Hoard, and Hardee, on the Other part, concerning the actions of the Town and Board to change
The zoning of the Property from a PUD district given the terms of the terms of the PUD
Agreement; and
WHEREAS, the parties have resolved all matters between Them and desire to
settle all matters in controversy between and among them in regards to M[HR's vested rights to
develop the Property pursuant to the PUD Agreement and in a PUD district in accordance with
the Terms set forth in this Settlement Agreement;
NOW, therefore, in consideration of the foregoing premises, the execution of this
document, the acknowledgment of hMs vested rights in the PUD Agreement, the release as
hereinafter set forth, the mutual promises set forth herein, and other good and valuable
consideration, the sufficiency of which is acknowledged, the parties hereby agree as follows:
1. PIK'SUM to the provisions of N.C.C.S. 160A-385.1 of seq_, the Town and
Hoard hereby acknowledge MIiR's vested rights to develop the Property as a PUD district in
accordance with the PUD Agreement entered into by the Town and M M The PUD Agreement
is attached, marked Exhibit 1 and incorporated. By acknowledging MHR's vested rights to
develop the Property in accordance with site specific development plan contained in the PUD
Agreement, the Town and Hoard acknowledge, covenant and agree that the property hereafter
shall be treated as if it remained as a PUD district under the terms of the PUD Agreement and the
1999 Code, and the Town and Board covenant and agree to comply with and acknowledge
hereafter these vested rights when MHR or its successors or assigns proceeds with development
or improvement of the Property in accordance with the PUD Agreement and/or in accordance
with the 1999 Code. The standards and parameters of development of the Property, including,
bun not limited to, height restrictions, density limitations, and use restrictions, set forth its the
PUD Agreement, including, but not limited to, the standards and parameters set forth in Exhibit
A, Page C8, and Exhibit B of the PUD Agreement, and the 1999 Code, except as modified by the
PUD Agreement, are hereafter the standards and parameters for development or improvement of
the Property, such that any application or request made by MHR or its successors or assigns
concerning development of the Property shall be considered for approval under the standards and

parameters for development in the PUD Agroemcnt and the 1999 Code, regardless of whether
MHR or its successors or assigns seek to change the site plan or make any other change,
deletion, or addition to any prior plan to develop the Property. In the event MHR or its
successors or assigns seek to change the site plan or make any other change, deletion, or addition
to any prior plan to develop the Property, said entity shall be subject to approval pursuant to the
standards and parameters for developmentr in the PUD Agreement and/or shall be subject to
approval pursuant to the 1999 Code, a copy of which is attached hereto as Exhibit 2 and is
incorporated herein by reference. Any zoning change for the Property or modification to the
Code of Ordinances, including, but not limited to, the TowWs; Zoning Code, after July 26, 1999,
shall not impact or preclude any development or improvement of the Property in accordance with
standards and parameters for development or improvement of the Property in the PUD
Agreement, Exhibit 1 hereto, and/or in accordance with the 1999 Code, Exhibit 2 hereto.
2_ The parties to this Settlement Agreement agree that MHR or its successors
or assigns may present this Settlement Agreement to the Town or Board to demonstrate the
vested rights to develop the Property m accordance with the terms and development standards
and parameters of the PUD Agreement, and the Town and Board acknowledge that the vested
rights to develop the Property in accordance with the terms of the PUD Agreement given to
MHR or its successors or assigns shall be upheld and respected by the Town and its officers and
employees for all purposes concerning the Property.
3. Upon the execution of this Settlement Agreement, MHR shall instruct its
attorneys to file a Notice of Voluntary Dismissal with prejudice of the civil action pending in
Brunswick County Civil Superior Court bearing File No. 05-CVS-448 ("Civil Action"). Each
party shall bear its own costs in this action.
4. M M and its members, employees, and agents, do hereby fully and finally
release, remise and acquit, and forever discharge the Town, Board, and Hardee, and their
officers. members, employees, agents, attorneys, volunteers, heirs, successors and assigns, of and
tom any and all actions, causes of action, claims for relief; monetary claims, damages, costs,
liabilities, and any and all other claims and/or demands of whatsoever kind or nature, know and
I nknown, suspected and unsuspected, based t pore, adshng out of or in any way connected with

any zoning action taken by the Town and/or Board from January 1999 until the date of this
Agreement or any and all matters referred to in the Civil Action. Provided, however, that MHR
does not release any and all claims that may arise if the Town and/or Board fails to acknowledge
MHR's vested rights as set forth in Paragraph Nos. 1 and 2 of this Settlement Agreetrtbnt.
Specifically, if the Town, its Board, departments, committees, or any of its officers or employees
fails to acknowledge the vested tights of M 4R in any application or request for ,development or
improvement to the Property of any kind by MHR or its successors or assigns, hereafter, then the
release by MM in this Settlement Agreement shall be deemed to have no force and effect, and
the parties to this Settlement Agreement acknowledge and agree that the dismissal of the Civil
Action pursuant to this Settlement Agreement shall not have any prejudicial impact or effect on
M1iR or its successors or assigns reasserting the claim in the Civil Action. Further, and in such
event, this Settlement Agreement shall be decreed a tolling agreement as to any and all statutes
of limitation and repose provided that the vested rights as defined herein ate preserved pursuant
toN.C.G.S. 16OA-385.1 erseg..
5. The representative of the Town and representative of the Board signing
this Settlement Agreement warrant and acknowledge that they have received vatid authorization
to execute this Settlement Agreement on behalf ofthe Town and Board, such that their execution
of this Settlement Agreement binds the Town and Board to this Settlement Agreement.
6. This Settlement Agreement and Release of All Claims constitutes the
entire agreement between the parties pertaining to the subject matter contained herein, and its
terms are contractual and not a mete recital.
7. The validity, construction, interpretation and administration of this
Settlement Agreement and Release of all Claims shall be governed by the substantive laws ofthe
State of North Carolina, and any action brought to enforce the same sbali be brought in Superior
Court in Brunswick County, North Carolhm
S. The parties hereto agree that all of the provisions of this Settlement
Agteernent are inte'4gM dent and material to this Settlement Agreement, such that a breach of
any provision of this Settlement Agreement by any parry to this Settlement Agreement Shan be
substantial and material.
4

4. It is expressly understood and agreed that this is a full, final and complete
Settlement Agreement and Release of all Claims and that the terns of this Settlement Agreement
may not be amended orally.
10. All panics represent and state that they have fully and carefully read this
Settlement Agreement and Release of all Claims and acknowledge that they lave had the advice
of counsel and that no promise or representation of any kind, other than as contained herein, has
been made by the parties hereby released or anyone acting for theta; that tbcy know the contents
thereof, and that they have signed the same of their own free and voluntary act.
[THE REMAINDER OF THIS PAGE LU7INTENTIONALLY BLANK]

h3�44
This the Ides ofkw, 20M.
040555-000D9-001
WLMAIN1144835U
MARSH HARBOR RESORTS, LLC (SEAL)
A Limited Liability Company
By;
Manager
TOWN OF CALABASH
BOARD OF COMMISSIONERS, TOWN OF
CALABAS I
By:
CQilmts (SEAL)
Keith Hardee
n

040555-MD9-001
WLMAAN14529111
A
This the T T day of August, 2006.
MARSH HARBOR RESORTS, LLC
A Limited LAility Company
TOWN OF CALABASH
By: (SEAL)
BOARD OF COMMISSIONERS, TOWN OF
CALABASH
0
(SEAL)
(SEAL)
Curtis Keith Hardee
0

MARSH HARBOUR RESORTS, LLC
11 CAUSEWAY DRIVE
OCEAN ISLE BEACH, NORTH CAROLINA 28469
January 26, 2007
Mr. Charles Jones, Director
Coastal Area Management Agency
400 Commerce Avenue
Morehead City, North Carolina 28557
RE: CAMA MAJOR PERMIT 11-97
Dear Mr. Jones;
1��d
JqN 2 91D07
Mor�,he$a City O
C/ej
As you are aware Ms. LaDane Williamson, owner and president of Marsh Harbour Resorts,
LLC, has applied to the Coastal Area Management Agency (CAMA) for renewal of the above
referenced major permit for development of Marsh Harbour Resorts (hereafter referred to as The
Property). The permit expired December 31, 2006. I want to take this opportunity to explain the
chronology of events that prohibited Ms. Williamson from initiating the development of The
Property.
This permit was renewed and issued on January 15, 2004. At the time the permit was renewed,
Ms. Williamson was involved in a lawsuit with Marsh Harbour Golf and Yacht Club Interval
Association. The lawsuit was resolved on May 23, 2005. During the course of that lawsuit the
Town of Calabash on January 11, 2005 changed the zoning on the property from a Planned Unit
Development (PUD) to the most restrictive zoning of R-15. As a result of this rezoning change,
Ms Williamson filed a lawsuit against the Town of Calabash, asking the court to recognize that
she has vested rights in the PUD and requesting that the court restore The Property back to the
original PUD. On August 16, 2006 the Town of Calabash settled the lawsuit by agreeing with
Ms. Williamson and reinstating the property to the original approved PUD.
Following the settlement of the lawsuit with the Town of Calabash, I had several meetings with
Mr. Jim Gregson concerning obtaining two variances to the permit. The variances are necessary
in order to begin development work in the marina portion of the property. After the meetings
with Mr. Gregson, I obtained the engineering services of Gary Green Engineering in Raleigh to
submit the necessary drawings to CAMA to obtain the requested variances.
As you may be aware, with the amount of development in the Brunswick County area, the
demand on engineering services is taxed to the limit. In obtaining the services of a Raleigh area
engineer it was anticipated that the necessary drawings would have been submitted in early
October 2006. This would have allowed adequate time for CAMA to review our request and for
us to have made substantial progress in the development of The Property. This did not happen
and our request was not submitted to CAMA until early December 2006. Obviously this did not

Page two
Mr. Jones
allow CAMA the time necessary to review the application or for us to make substantial progress
toward development of The Property.
For obvious business reasons Ms Williamson could not proceed with the development of The
Property until the two lawsuits were settled. We feel that we made a good faith effort, once the
lawsuits were settled, to move forward with the development of The Property. However, for
reasons outside of our control we were unable to accomplish this goal.
We respectfully request that you review our application for a renewal of the CAMA major
permit utilizing the above. detailed information and the attached court documents. We feel that
we have vested rights in this permit and that it would be both unfair to the taxpayers of North
Carolina and Ms Williamson to move this matter into the courts.
As I have indicated to you in the past I greatly respect and appreciate the services of the men and
women of CAMA. I am looking forward to working with CAMA on our many pending projects.
Your review of this matter is greatly appreciated. If I may be of any assistance please telephone
me at 910-279-6603.
W� est regards,
Coleman B, Ramsey
Director of Operations
cc: Jim Gregson
LaDane Williamson
Doug Hugget, Manager
attachments: court documents

STATE OF NORTH CAROLINA
COUNTY OF BRUNS WICK
SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMJC
%0/[ /
THIS SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMS
'D%
(hereinafter, "Settlement Agreement") entered into on The date set fottb below by and Gerween
MARSH HARBOR RESORTS, 1_LC (hereinafter, "MHR"), party of the first pan, and TOWN
OF CALABASH, NORTH CAROLINA, a municipal corporation (hereinafter, "Town");
BOARD OF COMMISSIONERS, TOWN OF CALABASH, NORTH CAROLINA (hereinafter,
"Board"); and CURTIS KEITH HARDEE (hereinafter, "Hardee"), parties of the second part;
WITNESSETH:
WHEREAS, MHR is the owner of two tracts of land situate in Brunswick County,
Noah Carolina (hereinafter, the "Property'), which are within the zoning jurisdiction of the
Town and are designated by Tax ID # 2540000101, consisting of approximately 168.42 acres,
and Tax ID # 2540000102, consisting of approximately 45.34 acres.
WHEREAS, since before 1999, MHR has planned to develop the: Property as part
of a mixed -use (recreational, commercial and residential) property;
WHEREAS, on July 26, 1999, the Board and Town zoned the Property as a
Planned Unit Development ("PUD") district under the Town's Zoning Code at that time to permit
MHR to develop the Property as a mixed -use property.
WHEREAS, the Town had a Code of Ordinances for the Town of Calabash in
effect on July 26, 1999 ("1999 Code") that included a PUP Planned Unit Development District
ordinance.
WHEREAS, on November 30, 1999, the Town and MHR entered into a Planned
Unit Development Agreement (hereinafter, "PUD Agreement") for development of the Property;
WHEREAS, on January 11, 2005, the Board and Town rezoned the Property to an
R-15 residential zoning district.

WHEREAS, a dispute has arisen between NHR, on the first part, and the Town,
Board, and Hardee, on the other part, concerning the actions of the Town and Board to change
The zoning of the Property from a PUD district given the terms of the terms of the PUD
Agreement; and
WHEREAS, the parties have Molved all matters between them and desire to
settle all matters in controversy between and among them in regards to MHR's vested rights to
develop the Property pursuant to the PUD Agreement and in a PUD district in accordance with
the terms set forth in this Settlement Agreement;
.NOW, therefore, in consideration of the foregoing premises, the execution of this
documem, the acknowledgmeut of NHR's vested rights in the PUD Agreement, the release as
hereinafter set forth, the mutual promises set forth herein, and other good and valuable
consideration, the sufficiency of which is acknowledged, the parties hereby agree as follows:
1. Puu>Zt = to the provisions ofN.C.C.S. 16QA-385_i ersel., the Town and
Board hereby acknowledge MHR's vested rights to develop the Property as a PUD district in
accordance with the PUD Agreement emered into by the Town and Wa The PUD Agreement
is attached, marked Exhibit 1 and incorporated. By acknowledging MHR's vested rights to
develop the Property in accordance with site specific development plan contained in the PUD
Agreement, the Town and Board acknowledge, covenant and agree that the Property hereafter
shall be treated as if it remained as a PUD district under the terms of the PUD Agreement and the
1999 Code, and the Town and Board covenant and agree to comply with and acknowledge
hereafter these vested rights when MHR or its successors or assigns proceeds with development
or improvement of the Property in accordance with the PUD Agreement and/or in accordance '
with the 1999 Code. The standards and parameters of development of the Property, including,
but not limited to, height restrictions, density limitations, and use restrictions, set forth in the
PUD Agreement, including, but not limited to, the standards and parameters set forth in Exhibit
A. Page C8, and Exhibit B of the PUD Agreement, and the 1999 Code, except as modified by the
PUD Agreement, are hereafter the standards and parameters for development or improvement of
the Property, such that any application or request made by NHR or its successors or assigns
concerning development of the Property shall be considered for approval under the standards and
2

parameters for development is the PUD Agreement and the 1999 Code, regardless of whether
MHR or its successors or assigns seek to change the site plan or make any other change,
deletion, or addition to any prior plan to develop the Property. In the event MHP or its
successors or assigns seek to change the site plan or make any other change, deletion, or addition
to any prior plan to develop the Property, said entity shall be subject to approval pursuant to the
standards and parameters for development in the KM Agreement and/or shall be subject to
approval pursuant to the 1999 Code, a Copy ofwhich is attached hereto as Exhibit 2 and is
incorporated herein by reference. Any zoning change for the Property or modification to the
Code of Ordinances, including, but not limited to, the ToWs Zoning Code, a11er July 26, 1999,
shall not impact or preclude any development or improvement of the Property in accordance with
standards and parameters for development or improvement of the property in the PUD
Agreement, Exhibit 1 hereto, and/or in accordance with the 1999 Code, Exhibit 2 hereto.
2. The parties to this Setktnert Agreement agree that MHR or its successors
or assigns may present this Scnlemem Agreement to the Town or Board to demonstrate the
vested rights to develop the Property in accordance with the terms nod development standards
and parameters of the PUD Agreement, and the Town and Hoard acknowledge that the vested
rights to develop the Property in accordance with the terms of the PUD Agrt:eivart given to
MHR or its successors or assigns shall be upheld and respected by the Town and its officers and
employees for all purposes concerning the property.
3. Upon the execution of this Settlement Agreement, MHR shall instruct its
attorneys to file a Notice of Voluntary Dismissal with prejudice of the civil action pending in
Brunswick County Civil Superior Court bearing File No. 05-CVS-449 ("Civil Action"). Each
Party shall bear its own cost in this action
a. NW and its members, employees, and agents, do hereby fully and fmally
release, remise aid acquit, and forever discharge the Town, Dowd, and Hardee, and their
officers, members, employees, agents, attorneys, Volunteers, heirs, successors and assigns, of and
from any and all actions, causes of action, claim4 for rebel, monetary claims, damages, costs,
liabilities, and aiy and all other claims and/or demands of whatsoever kind or nature, know and
unknown, suspected and Unsuspected, based Upon, arising out of or W any way connected with
3

any zoning action taken by the Town And/or Board from January 1999 until the date of this
Agreement or any and all matters referred to in the Civil Action. Provided, however, that MHR
does Blot release any and all claims that may arise if the Town an dlor Board fails to acknowledge
MHR's vested rights as set forth in Paragraph Nos. 1 and 2 of this Settlement Agreeirletu.
Specifically, if the Town, its Board, departments, committees, or any of its officers or employees
fails to acknowledge the vested tights of NM in any application or request for development or
improvement to the Property of any kind by MHR or its successors or assigns, hereafter, then the
release by MHR in this Settlement Agreement sball be deemed to have no force and et%ct, and
the panties to this Settlement Agreement acknowledge and agree that the dismissal of the Civil
Action pursuant to this Settlement Agreement shall not have any prejudicial impact or effect on
lV= or its successors or assigns reasserting the claims in the Civil Action Further, and in such
event, this Settlement Agreement shall be decreed a tolling agreement as to any and all statutes
of limitation and repose provided tbat The vested rights as defined herein are preserved pursuant
to N.C.G.S. 16oA-385.1 er seg..
5. The representative of the Town and representative of the Board signing
this Settlement Agreement warrant and acknowledge that they have received valid authorization
to execute this Settlement Agreement on behalf of the Town and Board, such that their execution
of this Settlement Agreement binds the Town and Board to this Settlement Agreement,
6. This Settlement Agreement and Release of All Claims constitutes the
entire agreement between the parties pertaining to the subject matter contained herein, and its
terms am contractual and not a mere recital.
7. The validity, construction, interpretation and administration ofthis
Settlement Agreement and Release of all Claims shall be governed by the substantive laws of the
State of North Carolina, and any action brought to enforce the same sball be bro ught in S uperior
Count in Brunswick County, North Carolina
8. The parties hereto agree that all of the provisions of this Settlement
Agreement are interdependent and material to this Settlement Agreement, such that a breach of
any provision of this Settlement Agreement by any party to this Settlement Agreement shall be
substantial and material.
4

4. It is expressly understood and agreed that this is a full, final and complete
Settlement Agreement and Release of all Claims and that the terms of this Settlement Agreement
may not be amended orally.
10. All parties represent and state that they have fully and carefully read this
Settlement Agreement and Rek*w ofall Claims and acknowledge that they have had the advice
of counsel and that no promise or representation of any kind, other than as contained herein, has
been made by the patties hereby released or anyone acting for them; that they know the contents
thereof, and that they leave signed the same of their own free and voluntary act.
ME REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK]
5

AlWSA
This the day of4w. 2006.
040555.00009.001
WLMAtN%144835U
MARSH HARBOR RESORTS, LLC (SEAL)
A Limited Liability Company
By:
Manager
TOWN OF CALABASH
BOARD OF COMMISSIONERS, TOWN OF
CALABASI I
By:
SEAL)
Curds Keith Hardee
6

�J�
This.the J day of August, 2006.
MARSH HARBOR RESORTS, LLC
A Limited Lppility Company
TOWN OF CALABASH
By. (SEAL)
BOARD OF COMMISSIONERS, TOWN OF
CALABASH
0
(SEAL)
(SEAL)
Curtis Keith Hardee
040555-MD9-001
WLMAtM145291\1

.tit Class
RENEWAL
,CRC Variance)
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
Vermit
for
X Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-118
X Excavation and/or filling pursuant to NCGS 113-229
Issued to Marsh Harbour Resorts, LLC, 10155 Beach Drive, Calabash, NC 28467
Authorizing development in
Brunswick
Permit Number
11-97
County at Calabash River, Beach Drive of Hwy. 179
, as requested in the permittee's application dated letter dated 12/11/02
This permit, issued on December 15, 2003 , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below. Any violation of these terms may
be subject to fines, imprisonment or civil action; or may cause the permit to be null and void.
1) This renewal must be attached to the original of Permit No. 11-97, which was transferred to Marsh
Harbour Resorts LLC on 10/5/99, as well as the Major Modification of 7/31/00 and the renewal of
11/20/00, and all documents must be readily available on site when a Division of Coastal
Management representative inspects the project for compliance.
2) All conditions and stipulations of the active permit remain in force under this renewal except as
altered herein.+
3) In accordance with the variance granted by the Coastal Resources Commission on 10/23/03, all
walkways that are located within 30 feet of the mean high water line shall be constructed of pervious
materials. The permittee should contact a representative of the Division of Coastal Management
prior to initiation of walkway construction for a confirmation of appropriate pervious walkway
materials and/or designs.
This permit action may be appealed by the permittee or
other qualified persons within twenty (20) days of the issuing
date. An appeal requires resolution prior to work initiation or
continuance as the case may be.
This permit must be accessible on -site to Department
personnel when the project is inspected for compliance.
Any maintenance work or project modification not covered
hereunder requires further Division approval.
All work must cease when the permit expires on
December 31, 2006
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina Coastal
Management Program.
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commission.
Donda D. Moffitt, Director
Division of Coastal Management
This permit and its conditions are hereby accepted.
Signature of Permittee

Permit Class
2nd RENEWAL
(by CRC Variance)
STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
erne
for
X Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-118
X Excavation and/or filling pursuant to NCGS 113-229
Issued to Marsh Harbour Resorts, LLC,10155 Beach Drive, Calabash, NC 28467
Authorizing development in
Brunswick
Permit Number
11-97
County at Calabash River, Beach Drive of Hwy. 179
, as requested in the permittee's application dated letter dated 12/11/02
This permit, issued on December 15, 2003 , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below. Any violation of these terms may
be subject to fines, imprisonment or civil action; or may cause the permit to be null and void,
1) This renewal must be attached to the original of Permit No.-11-97, which was transferred to Marsh
Harbour Resorts LLC on 10/5/99, as well as the Major Modification of 7/31/00 and the renewal of
11/20/00, and all documents must be readily available on site when a Division of Coastal
Management representative inspects the project for compliance.
i
2) All conditions and stipulations of the active permit remain in force under this renewal except as
altered herein.+
3) In accordance with the variance granted by the Coastal Resources Commission on 10/23/03, all
walkways that are located within 30 feet of the mean high water line shall be constructed of pervious
materials. The permittee should contact a representative of the Division of Coastal Management
prior to initiation of walkway construction for a confirmation of appropriate pervious walkway
materials and/or designs.
This permit action may be appealed by the permittee or
other qualified persons within twenty (20) days of the issuing
date. An appeal requires resolution prior to work initiation or
continuance as the case may be.
This permit must be accessible on -site to Department
personnel when the project is inspected for compliance.
Any maintenance work or project modification not covered
hereunder requires further Division approval.
All work must cease when the permit expires on
December 31, 2006
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina Coastal
Management Program.
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commission.
--- ::, G // -/
Donffa D. Moffitt, Director
Division of Coastal Management
This permit and its conditions are hereby accepted.
Signature ofPermittee

Permit Class
2nd RENEWAL
Permit Number
11-97
)y CRC Variance) STATE OF NORTH CAROLINA
Department of Environment and Natural Resources
and
Coastal Resources Commission
it
for
X Major Development in an Area of Environmental Concern
pursuant to NCGS 113A-118
X Excavation and/or filling pursuant to NCGS 113-229
Issued to Marsh Harbour Resorts, LLC,10155 Beach Drive, Calabash, NC 28467
Authorizing development in Brunswick County at Calabash River, Beach Drive of Hwy. 179
, as requested in the permittee's application dated letter dated 12/11/02
This permit, issued on December 15, 2003 , is subject to compliance with the application (where consistent
with the permit), all applicable regulations, special conditions and notes set forth below. Any violation of these terms may
be subject to fines, imprisonment or civil action; or may cause the permit to be null and void.
1) This renewal must be attached to the original of Permit No. 11-97, which was transferred to Marsh
Harbour Resorts LLC on 10/5/99, as well as the Major Modification of 7/31/00 and the renewal of
11/20/00, and all documents must be readily available on site when a Division of Coastal
Management representative inspects the project for compliance.
2) All conditions and stipulations of the active permit remain in force under this renewal except as
altered herein.+
3) In accordance with the variance granted by the Coastal Resources Commission on 10/23/03, all
walkways that are located within 30 feet of the mean high water line shall be constructed of pervious
materials. The permittee should contact a representative of the Division of Coastal Management
prior to initiation of walkway construction for a confirmation of appropriate pervious walkway
materials and/or designs.
This permit action may be appealed by the permittee or
other qualified persons within twenty (20) days of the issuing
date. An appeal requires resolution prior to work initiation or
continuance as the case may be.
This permit must be accessible on -site to Department
personnel when the project is inspected for compliance.
Any maintenance work or project modification not covered
hereunder requires further Division approval.
All work must cease when the permit expires on
December 31, 2006
In issuing this permit, the State of North Carolina agrees
that your project is consistent with the North Carolina Coastal
Management Program.
Signed by the authority of the Secretary of DENR and the
Chairman of the Coastal Resources Commission.
Donda D. Moffitt, Director
ell Division of Coastal Management
This permit and its conditions are hereby accepted.
Signature of Permittee

ATTORNEYS AT LAW
HIGHWOOOS TOWER ONE
SUITE 500
3200 BEECHLEAF COURT
RALEIGH, NORTH CAROLINA
27604-1064
TELEPHONE [phone]
TELEFAX 919.981.4300
MAILING ADDRESS
POST OFFICE DRAWER 19764
RALEIGH, NORTH CAROLINA
27619-9764
LANDFALL PARK NORTH
1985 EASTWOOD ROAD. SUITE 200
WILMINGTON, NORTH CAROLINA
28403
TELEPHONE 910,256.5135
TELEFAX 910.256.6451
W W W.MAUPINTAYLOR.COM
AIAOB C. DAmON, III
VIA HAND DELIVERY
Kim Hausen
Chief Hearing Clerk
Office of Administrative Hearings
6714 Mail Service Center
Raleigh, NC 27699-6714
CEIVED
MAR 2 5 2003
oW, ()F COASTAL MA�NAUW
pAteIy�
March 24, 2003
C,P t �,��d.To S jiUeA J6E
2_0 P', Ta °. c_ ULAr f e-,
480 BETA BUILDING PO u
HEADQUARTERS PARK q I
2222 CHAPEL HILL -NELSON HWY.
DURHAM, NORTH CAROLINA
27713
TELEPHONE 919.361,4900
TELEFAX 90.361.2262
MAILING ADDRESS
POST OFFICE BOX 13646
RESEARCH TRIANGLE PARK
NORTH CAROLINA
27709-3646
WRITER'S DIRECT DIAL NUMBER
[phone]
[e-mail]
Re: Marsh Harbour Resorts, LLC and LaDane Williamson Company, LLC
v. Division of Coastal Management,Department of Environment and Natural Resources
03 EHR — Brunswick County
Our File No. 15319.003
Dear Ms. Hausen:
Enclosed for filing please find an original and 2 copies of a PETITION FOR CONTESTED
CASE HEARING and of a NOTICE OF APPEARANCE in the above entitled action. Please file stamp a
copy of each document and return them to our messenger The other copy is for your file.
Please call if you have any questions. With best wishes, I am
Enclosures
cc w/encl.: LaDane Williamson
Daniel C. Oakley, Esq., DENR, General Counsel
Donna Moffitt, Esq., Director, Division of Coastal Management
RALEIGHU70714_ 1

STATE OF NORTH CAROLINA
BRUNSWICK COUNTY
MARSH HARBOUR RESORTS, LLC, and
LA DANE WILLIAMSON COMPANY, LLD,
Petitioners,
V.
DIVISION OF COASTAL MANAGEMENT,
DEPARTMENT OF ENVIRONMENT and
NATURAL RESOURCES,
Respondent.
IN THE OFFICE OF
ADMINISTRATIVE HEARINGS
03 EHR
NOTICE OF APPEARANCE
PLEASE TAKE NOTICE that the undersigned counsel hereby give notice of their
appearance in this civil action as counsel of record for petitioners, Marsh Harbour Resorts, LLC
and LaDane Williamson Company, LLC. All pleadings, notices, calendars, correspondence or
other documents should be directed to the attention of the undersigned.
This the 24� y of March, 2003.
6
State Bar No. 6584
3200 Beechleaf Court, Suite 500
Raleigh, NC 27604
Telephone: [phone]
Facsimile: [phone]
IWLEIGH\970711_ 1

CERTIFICATE OF SERVICE
I, Amos C. Dawson, III, do hereby certify that the foregoing Notice of Appearance was
served upon the Division of Coastal Management, N. C. Department of Environment and Natural
Resources, by mailing a copy thereof to its Service Agent and Director at the addresses indicated
below with the proper postage attached and deposited in an official depository under the
exclusive care and custody of the United States Postal Service in Raleigh, North Carolina, on the
a-Y day of March, 2003.
MAUPIN 7AVLOR & ELLIS, P.A
By:
Amos C. D on, III
Attorneys for Petitioners
State Bar No. 6584
3200 Beechleaf Court, Suite 500
Raleigh, NC 27604
Telephone: [phone]
Facsimile: [phone]
Daniel C. Oakley, Esq.
General Counsel
Department of Environment & Natural Resources
1601 Mail Service Center
Raleigh, NC 27699-1601
Donna D. Moffitt, Director
NC DENR
Division of Coastal Management
1638 Mail Service Center
Raleigh, NC 27699-1638 .
RALEIGH\370711_ 1

PLEASE PRINT CLEARLY OR TYPE
STATE OF NORTH CAROLINA IN THE OFFICE OF
COUNTY OF(1) BRUNWICK ADMINISTRATIVE HEARINGS
(2) MARSH HARBOUR RESORTS, LLC and
LA DANE WILLIAMSON COMPANY, LLC,
Petitioners,
V.
(3) DIVISION OF COASTAL MANAGEMENT,
DEPARTMENT OF ENVIRONMENT AND NATURAL
RESOURCES,
Respondent.
PETITION FOR A
CONTESTED CASE HEARING
We hereby ask for a contested case hearing as provided for by G.S. 15OB-23 because the:
(4) DMSION OF COASTAL MANAGEMENT, DENR,has:
denied Marsh Harbour Resorts, LLC's request for renewal of CAMA Major Development Permit No. 11-97. A copy
of the DCM denial letter dated March 10,.2003 and signed by Director Donna Moffitt is attached as Exhibit A.
(5) (Check all that apply) Because of these facts, the agency has:
X_ deprived me of property; _X_ acted erroneously
_ ordered me to pay a fine or civil penalty; _X_ failed to use proper procedure
_X_ Otherwise substantially prejudiced my _X_ acted arbitrarily or capriciously; or
rights; and based on these facts the agency _X_ failed to act as required by law or rule.
has exceeded its authority and jurisdiction;
(6) Date: MarchIl 2003 (7) Your Telephone Number: [phone]
(8) Print your address: Maupm lot & Ellis, P.A., P. O. Drawer 19764, Raleigh, NC 27619-9764
(9) Print your name: Da son, III, Attorney for Petitioners
(10) Your signature:
You must mail or deliver a COPY to the State Agency named on Line (3) of this form. Please indicate below.
CERTIFICATE OF SERVICE
I certify that this Petition has been served on the State Agency named below by depositing a copy of it with the
United States Postal Service with sufficient postage OR by delivering it to the named agency.
Served on:
(11) Daniel C. Oakley, Esq. (12) General Counsel and Registered Agent
(name) (agency)
(13) Department of Environment and Natural Resources, Mail Service Center 1601, Raleigh, NC 27699-1601
(address)
4-C
(14) This theZU day of March, 2003.
(15)
When you have completed this form you MUST snail or deliver the ORIGINAL and one COPY to the Office of Administrative Hearings, P.O.
Drawer 27447, Raleigh, NC 27611-7447.

A LTl .
NCDENR
North Carolina Department of Enviroament and Natural
Division of Coastal Management
Michael F. Easley, Governor Donna D. Moffitt, Director
March 10, 2003
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Marsh HarbouQResorts, LLC
10155 Beach Drive
Calabash, NC 28467
Dear Sirs:
Resources
William G. Ross Jr., Secretary
This letter is in regard to your request under the Coastal Area Management Act (CAMA) to renew
CAMA Major Permit No. 11-97 for an additional two years. Permit No. 11-97, which was issued on June
13, 1997 and modified on July 31, 2000, authorized the construction of the Marsh Harbour Development
adjacent to the waters of Calabash Creek, in the Town of Calabash in Brunswick County. Processing of the
renewal request, which was received as complete by the Division of Coastal Management on December 11,
2002, is now complete. Based on the state's review, the Division of Coastal Management has made the
following findings:
1) On June 13, 1997, CAMA Major Permit No. 11-97 was issued to March Harbour Marina authorizing
construction of additional marina docks, nineteen multi -unit residential buildings, and a seven -story
hotel, as well as associated infrastructure development.
2) On October 5, 1999, the permit was transferred to Marsh Harbor Resorts, LLC.
t
3) A major modification was issued on July 31, 2000, changing the scheme of high ground development
to include a larger hotel and conference center, a parking deck, 266 condominium units and 80 town
homes.
4) The permit was renewed on November 20, 2000, with a new expiration date of December 31, 2002.
5) Rules governing the renewal of CAMA permits were recently modified by the Coastal Resources
Commission to further define substantial development. These modified rules became effective on
August 1, 2002.
6) In the applicant's December 11, 2002 renewal request, it was acknowledged that no substantial
development has taken place on the authorized project since Permit 11-97 was originally issued.
1638 Mail Service Center, Raleigh, North Carolina 27699-1638
Phone: [phone] FAX: [phone] Internet: hftp:lldcm2.enr.state.nc.us
An Eoual 0000rtunity 1 Affirmative Action Employer— 50% Recycled 110% Post Consumer Paper
EXHIBIT
A

7) Based upon the findings outlined above, the proposed project has been determined to be inconsistent
with 15A NCAC 07J .0404, which requires that in circumstances such as this, the Division of Coastal
Management may only renew a permit upon frndin-g. that substantial development has begun and is
continuing on the permitted project.
Given the preceding findings, it is necessary that your request for the renewal of CAMA Major
Permit No. 11-97 be denied. This denial is made pursuant to N.C.G.S. 113A-120 (a)(8), which requires
denial for projects inconsistent with state guidelines or local land use plans.
If you wish to appeal this denial, you are entitled to a hearing. The hearing will involve appearing
before an Administrative Law Judge who listens to evidence and arguments of both parties and then makes a
recommendation to the Coastal Resources Commission. Your request for a hearing must be in the form of a
written petition, complying with the requirements of § 150B of the General Statutes of North Carolina, and
must be filed with the office of Administrative Hearings, 6714 Mail Service Center, Raleigh, NC 27699-
6714, [phone], within twenty (20) days from the date of this letter. A copy of this petition should be
filed with this office.
Also, you should be advised that as long as this state permit renewal denial stands, your project must
be deemed inconsistent with the N.C. Coastal Management Program, thereby precluding the issuance of
federal permits for this project. The Federal Coastal Zone Management Act (CZMA) gives you the right to
appeal this finding to the U.S. Secretary of Commerce within thirty (30) days of receipt of this letter. Your
appeal must be on the grounds that the proposed activity is (1) consistent with the objectives or purposesof
the CZMA, or (2) is necessary in the interest of national security, and thus, may be federally approved.
Members of my staff are available to assist you should you desire to apply for a new. If you have
any questions concerning this matter, please contact Mr. Doug Huggett at [phone], extension 245.
Sincerely,
Donna D. Moffitt
DM/dvh
cc: Mr. Eldon Hout, Director - OCRM/NOAA, Silver Spring, MD
Colonel Charles R. Alexander - U.S. Army Corps of Engineers, Wilmington, NC
DCM - Morehead City
DCM — Wilmington
Amos Dawson, Maupin, Taylor and Ellis
Kenneth Shanklin

ems:
w
NCDENR
North Carolina Department of Environment and Natural Resources
Division of Coastal Management
Michael F. Easley, Governor Donna D. Moffitt, Director William G. Ross Jr., Secretary
January 9, 2003
MEMO TO: Jill Hickey
Attorney Generals Office
FROM: Doug Huggett
Major Permits Coordinator
SUBJECT: Renewal Request for Permit No. 11-97 (Marsh Harbor Resorts),
Brunswick County
Attached please find a copy of a permit renewal request package for the subject permit,
which was submitted on behalf of the permittee by Amos Dawson. The issues
surrounding this case can be summarized as follows:
The CAMA permit for the project was originally issued to Odell Williamson on 6/13/97.
The permit was set to expire on 12/31/00. The permit was transferred to Marsh Harbor
Resorts in October of 1999. On 7/31/00 a Major Modification was issued for the project.
The 12/31/00 expiration date of the permit remained unchanged under the major
modification. On 11/20/00, the permit was granted a 2-year extension, with the new
expiration date becoming 12/31/02.
On 12/11/02, Mr. Dawson submitted a request to renew the permit for a second time. By
Mr. Dawson's own admission, actual construction has not begun on the permitted project
due to numerous outside factors.
When considering the request for renewal, the following CRC rules apply:
15A NCAC V .0404DEVELOPMENT PERIOD EXTENSION
(a) Where no development has been initiated during the development period, the permitting authority shall extend
the authorized development period for no more than two years upon receipt of a signed and dated request from the
applicant containing the following:
(1) a statement of the intention of the applicant to complete the work within a reasonable time;
(2) a statement of the reasons why the project will not be completed before the expiration of the
current permit;
(3) a statement that there has been no change of plans since the issuance of the original permit other
than changes that would have the effect of reducing the scope of the project, or, previously
approved permit modifications;
(4) notice of any change in ownership of the property to be developed and a request for transfer of the
permit if appropriate; and
(5) a statement that the project is in compliance with all conditions of the current permit.
1638 Mail Service Center, Raleigh, North Carolina 27699-1638
Phone: [phone] FAX: [phone] Internet: http://dcm2.enr.state.nc.us
An Equal Opportunity kAffirmative Action Employer-50% Recycled k 10% Post Consumer Paper

Where substantial development, either within or outside the AEC, has begun and is continuing on a permitted
project, the permitting authority shall grant as many two year extensions as necessary to complete the initial
development. Renewals for maintenance and repairs of previously approved projects may be granted for periods not
to exceed 10 years.
(b) When an extension request has not met the criteria of Paragraph (a) of this Rule, the Department may circulate
the request to the commenting state agencies along with a copy of the original permit application. Commenting
agencies will be given three weeks in which to comment on the extension request. Upon the expiration of the
commenting period the Department will notify the applicant promptly of its actions on the extension request.
(c) Notwithstanding Paragraphs (a) and (b) of this Rule, an extension request may be denied on making findings as
required in either G.S. 113A-120 or G.S. 113-229(e). Changes in circumstances or in development standards shall
be considered and applied to the maximum extent practical by the permitting authority in making a decision on an
extension request.
(d) The applicant for a major development extension request must submit, with the request, a check or money order
payable to the Department in the sum of one hundred dollars ($100.00).
(c) Modifications to extended permits may be considered pursuant to 15A NCAC 7J .0405.
History Note: Authority G.S. 113A-119, 113A-119.1; 113A-124(c)(8);
Eff. March 15, 1978;
Amended Eff. August 1, 2000; April 1, 1995; March 1, 1991; March 1, 1985; November 1, 1984.
Upon a first reading of the information provided by Mr. Dawson, it does not appear that a second
renewal is allowable under the above rule. (I Should also point out that it has been DCM;s
position that the re -circulation provisions of item (b) above are no different than those required
for a new permit. Thus we have chosen not to use the re -circulation process, and have opted to
require that any such request undergo a new major permit review.) However, Mr. Dawson has
provided an extensive argument that vested rights principles should be applied to this renewal
request. This is an argument that the Division is unfamiliar with. Therefore, I would like to ask
if you could examine the enclosed information, and whether you have an opinion on whether the
requested permit renewal could in fact be issued.
I am available to answer any questions that you might have concerning this matter. If you would
like to discuss this with me further, please feel free to call me at 733-2293 ext. 244. Thanks in
advance for your help.

ArTORNETs AT LAW
HIGHWOODS TOWER. ONE
SUITE 500
3200 BEECHLEAF COURT
RALEIGH, NORTH CAROLINA
27604.1064
TELEPHONE [phone]
TELEFAX 9 i 9.981.4300
MAILING ADDRESS
POST OFFICE DRAWER 19764
RALEIGH, NORTH CAROLINA
27619�9764
LANDFALL PARK NORTH
1985 EASTWOOO ROAD, SUITE 200
WILMINGTON. NORTH CAROLINA
28403
TELEPHONE [phone]
TELEFAX 910.256.6451
W W W. MAUPINTAYLOR.COM
Amos C. DAWSON, III
December 11, 2002
Via Hand Delivery
Mr. Doug Huggett
Major Permits/Consistency Manager
NC DENR Division of Coastal Management
1638 Mail Service Center
Raleigh, NC 27699-1638
Re: Marsh Harbour Resorts, LLC
CAMA Major Permit No. 11-97
Brunswick County
Our File No. 15319.003
Dear Mr. Huggett:
480 BETA BUILDING
HEADQUARTERS PARK
2222 CHAPEL HILL -NELSON HWY.
DURHAM. NORTH CAROLINA
27713
TELEPHONE [phone]
TELEFAX 919.361.2262
,V, MAILING ADDRESS
{l;kPOST OFFICE BOX 13646
.b,t]�6a, RESEARCH TRIANGLE PARK
.R1 CAROLINA
y� Dec Ga'cy"�
.t-.71i61�M C,l q
WRIT CT DIAL NUMBER
[phone]
[e-mail]
Our firm represents Marsh Harbour Resorts, LLC ("Marsh Harbour Resorts") and Ms.
LaDane Williamson with respect to the above referenced CAMA Major Development Permit
No. 11-97. The subject permit was transferred to Marsh Harbour Resorts from Mr. Odell
Williamson in October of 1999, and the permit was reissued on July 31, 2000 to reflect a major
modification, including substantial changes to the previous plan for the development. These
changes required many years of planning and coordination with the Town of Calabash and other
interested parties. The project includes portions in both North and South Carolina.
The plan for the North Carolina portion of the property includes a proposed 900 unit
resort hotel and convention center; an existing high ground marina (257 slips permitted —120
slips existing); 80 townhome units; 66 mid -rise condominium units; an existing golf course
(Marsh Harbour Golf Links); a proposed sports center; a proposed office center; and associated
infra -structure for the development. The modified permit issued on July 31, 2000 had an
RALEIGffi359469_ I

Mr. Doug Huggett
December 11, 2002
Page 2
expiration date of December 31, 2000. Accordingly, an extension request was submitted in
November of 2000 requesting an extension of the development period for the permit. On
November 20, 2000, the permit was renewed with an expiration date of December 31, 2002.
Marsh Harbour Resorts and LaDane Williamson have in good faith and in reliance upon
CAMA Permit 11-97 expended over $4.5 million on the permitted development. Extensive work
has been completed on the planning, permitting and design of the project. This includes the
expenditure of over $350,000 on stormwater, water and sewer design and permitting alone.
Development of the permit applications required extensive engineering work, including the
design of building roof prints, parking configurations, streets and all other impervious surfaces.
A stormwater permit for the development has been issued by the Division of Water Quality.
Preliminary designs of the sewer collection and water distribution systems have also been
prepared. Hence, approximately 70% of the construction design of the project is completed.
However, the construction financing and significant physical on -site construction have been
rendered impossible due to a series of lawsuits which have precluded the financing and
construction of the permitted development.
Enclosed with this letter, you will find a copy of a December 4, 2002 letter to me from
Kenneth Shanklin. Mr. Shanklin is an attorney in Wilmington, NC who is familiar with the
litigation affecting Marsh Harbour Resorts and who is currently representing Marsh Harbour
Resorts in the pending lawsuits. As you can see from an examination of the enclosed summary
of the legal proceedings, and the case pleadings themselves, these lawsuits have made it
impossible for Marsh Harbour Resorts to proceed with on -site development work for the
permitted project.
Nevertheless, through its expenditure of over $4.5 million on the permitted development
in good faith and in reasonable reliance on CAMA Permit 11-97, Marsh Harbour Resorts and
Ms. Williamson have obtained vested rights to construct the permitted development under
CAMA Permit 11-97. Marsh Harbour Resorts would suffer significant detriment if required to
apply for a new CAMA Permit under permitting guidelines and regulations which we understand
have been subject to substantial amendments subsequent to the issuance of Permit No. 11-97.
It is clear under both the North Carolina and United States Constitutions and controlling
caselaw that Marsh Harbour Resorts and Ms. Williamson have obtained vested rights under the
existing CAMA Permit No. 11-97 which allow them to proceed with the permitted development.
Under the Doctrine of Vested Rights as applied in North Carolina, the government cannot
prevent completion of a project by requiring compliance with newly adopted laws or regulations
when the developer has made substantial expenditures in good faith reliance on valid
governmental permits, with resulting detriment if he or she is required to comply with newly
adopted requirements. Owens, David W.., Legislative Zoning Decisions, P. 98 (Institute of
Government 1993). See e.g., Town of Hillsborough v. Smith, 276 N.C. 48,170 S.E.2d 904
RALEIGH'159469_ 1

Mr. Doug Huggett
December 11, 2002
Page 3
(1969); Godfrey v. Zoning Board ofAdjustment, 317 N.C. 51, 344 S.E.2d 272 (1986); Transland
Properties, Inc. v. Board ofAdjustment of the Town of Nags Head, 18 N.C. App. 712, 198 S.E.2d
1 (1973).
In North Carolina, the vested rights doctrine is "rooted in the `due process of law' and the
`law of the land' clauses of the federal and state constitutions .... it has been said that the
solution to the `vest rights' question `has required the reconciliation of the Doctrine of
Separation of Powers with the constitutional powers of substantive due process, a balancing of
the interest of the public as a whole and those of the individual property owner, and, in many
cases, the elements of good faith and bad faith, and resort to equity and equitable principles."'
Godfrey v. Zoning Board ofAdjustment, supra, 344 S.E.2d at 274. Thus, while the vested rights
doctrine has been applied primarily in zoning cases, it is clear the doctrine has broad
constitutional and equitable underpinings in North Carolina.
The State and DENR have recognized in other situations that the vested rights doctrine
applies in the context of the issuance of environmental permits and certifications. In a December
19, 1997 letter to Mr. Steve W. Tedder, Chief of the Water Quality Section of the Division of
Water Quality, members of the Attorney General's Environmental Division opined that the
vested rights. doctrine was applicable to the issuance of 401 certification in the context of a
federal 404 permit into which the State's 401 certification is incorporated. Citing Browning
Ferris Industries v. Guilford County Board ofAdjustment, 126 N.C. App. 168, 484 S.E.2d 411
(1997), the Attorney General's Office stated that "a party's common law right to develop and/or
construct vest when: (1) the party has made, prior to the amendment of a zoning ordinance,
expenditures or incurred contractual obligations `substantial in amount, incidental to or as part of
the acquisition of the building site or the construction or equipment of the proposed building'
(citation omitted); (2) the obligations and/or expenditures are incurred in good faith,
.....; (3) the obligations and/or expenditures were made in reasonable reliance on and after the
issuance of a valid building permit, if such permit is required, authorizing the use requested by
the party ....(citations omitted); and (4) the amended ordinance is a detriment to the party
(citations omitted)."
Marsh Harbour Resorts and Ms. Williamson have met each of the criteria enunciated by
the courts to obtain vested rights under CAMA Permit 11-97. Their expenditure of over $4.5
million on the permitted project is clearly substantial. See Caldwell v. Smith, 106 N.C. App. 187,
415 S.E.2d 770 (1992) and Randolph County v. Coen, 99 N.C. App. 746, 394 S.E.2d 256 (1990).
Furthermore, Marsh Harbour Resorts and Ms. Williamson have relied in good faith on CAMA
Permit 11-97 as issued. However, due to circumstances beyond their control, Marsh Harbour
Resorts and Ms. Williamson have been precluded from beginning significant physical on -site
construction of the project. The detriment to them is manifest if the subject CAMA Permit is not
re -issued. Having to obtain a new permit would in all likelihood require substantial modification
RALEIGFN59469_ I

Mr. Doug Huggett
December 11, 2002
Page 4
of the overall design for the development, including revision of existing stormwater permits and
the preliminary designs for the water and sewer distribution and collection systems.
Furthermore, under North Carolina law, the fact that Permit 97-11 is subject to expiration
before the project can be constructed does not preclude the vesting of their rights under existing
Permit 11-97. It is well established under North Carolina law that the fact that a permit expires
is of no legal significance if the developer has met the other criteria necessary for the creation of
a vested right. Mays -Ott Co. v. Town of Nags Head, 751 F. Supp. 82 (E.D.N.C. 1990). See also
Pardee Construction Co. v. California Coastal Commission, 95 Cal. App. 3`s 471 (1979).
It is thus clear that once Marsh Harbour Resorts, LLC and Ms. Williamson obtained
vested rights to proceed with their approved project under CAMA Permit 11-97, these rights
cannot be taken from them due to their inability to construct the project because of litigation and
circumstances beyond their control. Neither can their constitutionally protected vested rights be
denied on the basis of new permitting guidelines established subsequent to the issuance of their
permit. See also, Faymore Development Co., Inc. v. Board of Standards and Appeals of the City
of New York, 383 N.E.2d 100 (N.Y. 1978); City of Atlanta v. Westinghouse Electric Corporation,
246 S.E.2d 678 (Ga. 1978).
Because Marsh Harbour Resorts and Ms. Williamson have acquired vested rights in
CAMA Permit 11-97, and because financing and construction of the project have been delayed
due to circumstances beyond their control, we respectfully submit that Marsh Harbour Resorts,
LLC is entitled to an extension of the development period for CAMA Permit 11-97. We
respectfully request that the Division of Coastal Management extend the permit expiration date
for an additional two year period. We are submitting. along with this request a check made
payable to the Department in the sum of $50.00 to cover the fee for processing the extension
request.
We will be happy to meet with you or provide any additional information which you may
require. If -you have any questions, please contact meat 919-981-4010. Thank you very much
for your assistance in this matter. With best wishes, I am
Enclosures
cc w/encls.: Ms. Donna Moffitt, Director, DCM
cc w/o encls.: Ms. LaDane Williamson
RALEIGHV 59469-1

KENNETH A. SHANKLIN
ATTORNEYAT LAW
214 MARKET STREET
POST OFFICE Box 1347
,WILMINGTON. NORTH CAROLINA 28402.1347
TELEPHONE (91 O) 762-9400 • TELEFAX [phone]
E-MAIL' [e-mail]
KENNETH A. SHANKLIN' - ABOARD CERTIFIED SPECIALIST IN
PEAL PROPERTY LAW - RESIDENTIAL.
MATTHEW A. NICHOLS - _ .. BUSINESS. COMMERCIAL AND
IALSOADMRTEDINNEw YORIO - INDUSTRIAL TRANSACTIONS
December 4, 2002
VIA FEDERAL EXPRESS
AIRBILL NO.8358 2243 4790
AND VIA E-MAIL:
adawsonRinaupintaylor.com • '
Amos C: Dawson; III, Esq. ,
MAUPIN, TAYLOR & ELLIS, PA
Post Office Drawer 19764
Raleigh, NC 27604-1064
Re: Marsh Harbour Resorts, LLC
Ms. LaDane Williamson
Our File Nos. 02039.001, 02072.001 and 02105.001
Dear Amos:
Pursuant to your request, I submit the following report regarding the litigation files we
are handling on behalf of Marsh Harbour Resorts, LLC and LaDane Williamson. A synopsis and
summary of each case follows with copies of pertinent pleadings attached and so marked.
PENDING CASES INVOLVING THE MARSH HARBOUR RESORTS DEVELOPMENT
A. Marsh Harbour Golf and Yacht Club Interval Association, Inc. and Golf Coast Realty
Inc., vs. The LaDane Williamson Company, LaDane Williamson of North Carolina, Inc.,
LaDane Williamson Company, LLC and The Town of Calabash, North Carolina
Brunswick County Superior Court File No. 99 CVS 1392
On September 14, 1999, Marsh Harbour Golf and Yacht Club. Interval Association, Inc.
and Golf Coast Realty, Inc. filed ' a Complaint against The LaDane Williamson Company,
LaDane Williamson of North Carolina, Inc., LaDane Williamson Company, LLC and The Town
of Calabash, North Carolina, asserting procedural and substantive defects in the Planned Unit

Amos C. Dawson, III, Esq.
MAUPIN, TAYLOR & ELLIS, PA '
December 4, 2002
Page -2-
Development Zoning Ordinance adopted by the Town of Calabash in July of 1999.
Ms. Williamson's companies were brought in as defendants because they were alleged to be
affected property owners benefiting by the adoption of the subject zoning ordinance. Defendants
filed an Answer asserting numerous defenses: Subsequently, Defendants filed Motions to
Dismiss. After further .proceedings, Plaintiff filed a Notice of Voluntary Dismissal Without
Prejudice on March 6, 2000. This case is no longer pending.
Attached are copies of the following pleadings from Case No. 99 CVS 1372:
1. Complaint (Exhibit "A!)
2. Answer by LaDane Williamson Company (Exhibit "B')
3. Answer by The Town of Calabash (Exhibit "C")
4. Notice of Voluntary Dismissal Without Prejudice (Exhibit "D')
B. Marsh Harbour Golf and Yacht Club Interval Association, Inc. and Golf Coast Realty,
Inc. vs. The LaDane Williamson Company, LaDane Williamson of North Carolina, Inc.,
LaDane Williamson Company, LLC and The Town of Calabash, North Carolina
Brunswick County Superior Court File No. 00 CVS 1033
On July 3, 2000, Marsh Harbour Golf and Yacht Club Interval Association, Inc. and Golf
Coast Realty, Inc. filed a Complaint against The LaDane Williamson Company, LaDane
Williamson of North Carolina, Inc., LaDane Williamson Company, LLC {"Defendants
Williamson') and The Town of Calabash, North Carolina, asserting similar claims set forth in 99
CVS 1392 but with three additional claims for taking of private property, nuisance and trespass.
Ms. Williamson's companies were brought in as defendants. because they were alleged to be
affected property owners benefiting by the adoption of the subject zoning ordinance.: Defendants
filed an Answer asserting numerous defenses. After theissues were joined, the parties conducted
extensive discovery regarding the merits of the Complaint. On January 16, 2002, Defendants
Williamson filed a Motion for Summary Judgment. The Motion ` was granted dismissing
Defendants Williamson from the lawsuit on the basis that these entities did not own the Marsh
Harbour Resort property that was affected by the rezoning. With leave of court, Plaintiff filed an
Amended Complaint on May 6, 2002. The Amended Complaint asserted the same claims
challenging the rezoning and the right of the owner of the Marsh Harbour Resort to develop its
property. The Amended Complaint added new parties, Marsh Harbour Resort, LLC and Ocean
Harbour Golf Links, Inc.
Following service of the Amended Complaint and Summons, The. Town of Calabash
filed responsive pleadings. On July 30, 2002, the Defendants Marsh Harbour Resorts, L.L.C. and
Ocean Harbour Golf Links, Inc.. (hereinafter collectively referred to as "Corporate Defendants"),
moved to dismiss the Amended Complaint pursuant to Rules 12(b)(1), 12(b)(2), 12(6)(6), 12(b)(7),
17(a) and 19 of the North Carolina Rules of Civil Procedure. The Motion to Dismiss attacked the
Amended Complaint on jurisdictional basis (standing), statute of limitiations, failure to exhaust

Amos C. Dawson, III, Esq.
-MAUPIN, TAYLOR & ELLIS, PA
December. 4, 2002
Page -3-
administrative remedies, failure to state a justiciable claim and other grounds. The Motion was
scheduled for hearing, and before the Motion to Dismiss was heard, the parties entered into a
Stipulation of Dismissaldismissing the action with prejudice. The, Stipulation was filed on
September 23, 2002. This case is no longer pending.
Attached are copies of the following pleadings from Case No. 00 CV S 1033: ;
5. Complaint (Exhibit "E")
6. Answer by LaDane Williamson Company (Exhibit "F").
7. Answer by The Town of Calabash (Exhibit "G")
8. Amended Complaint (Exhibit `.`H )
9. Answer by The Town of Calabash to the Amended Complaint (Exhibit "I")
10. Motion to Dismiss filed by the Corporate Defendants (Exhibit "J")
IL Stipulation of Dismissal (Exhibit "K")
C. Marsh Harbour Resorts; LLC vs. Marsh Harbour Marina, Inc..
Brunswick County'District'Court File No, 01 CVD 156
On December 28, 2000, Marsh Harbour Resorts; LLC; filed a Complaint in .Summary
Ejectment against Marsh Harbour Marina, Inc.. regarding the lease of the Marina. `After hearing
before a Magistrate, Plaintiff filed Notice of Appeal to the District Court on January 22, 2001.
Thereafter, numerous motions and hearings have transpired in this lease ejectment action. In April
of 2001, Plaintiff moved for Summary Judgment.: On April 26, 2001, Defendant filed an Answer,.
Counterclaim and Third -Party Complaint.' Numerous affidavits, motions and notices of hearings_. .
were filed subsequent to the April 2001 pleadings by the parties. On May 1, 2001, Plaintiff moved
to amend its Complaint.. Subsequently, .Third -Party Defendants were served.:. The Third Party .
Defendants are: Inlet Harbor Marina,. Inc.; DeCarol Williamson; Odell Williamson; and Virginia
Williamson. On June 1, 2001, Judge Nancy C. Phillips entered an Order allowing the Motion to
Amend the .Complaint, "extending . discoverydeadlines and denying and striking Defendant's
Counterclaim and Third -Party Complaint.
On June 26, 2001, Defendant filed a Motion for Reconsideration of the June 1, M01 Order.
Substantial discovery, ensued with 'depositions of parties and potential witnesses. Motions for
protective orders were filed. Thereafter, various hearings were conducted, and Plaintiffs Motion
for Summary Judgment was heard by Judge Phillips, but she never ruled on the Motion.
Plaintiffs counsel withdrew early this year and then.we took over this file: Following the
recommendations of Judge William Gore of the 13" Judicial District, Chief Justice Lake assigned
this case and the following case to,the North Carolina Business Court, where it is pending at this
time. The Business Court has prescribed a time schedule for discovery and motion practice before
the Court. We expect a trial next summer.

Amos C. Dawson, III;,Esq.
MAUPIN, TAYLOR & ELLIS, PA
December 4, 2002
Page -4-
Attached are copies of the following pleadings for Case No. 01 CVD 156:
12. Complaint in Summary Ejectment (Exhibit "L")
13. Answer filed by Marsh Harbour Marina, Inc., (Exhibit "M")
14. Amended Complaint filed by Marsh Harbour Resorts, LLC (Exhibit "N')
15. Judge Phillips' Order dated June 7, 2001. (Exhibit "0")
D. Marsh Harbour Marina, Inc. vs. Marsh Harbour Marina Resorts„LLC and Inlet Harbour
Marina, Inc.
Brunswick County Superior Court File.No. 01 CVS 225
On February 2, 2001, Marsh Harbour Marina, Inc. filed a Complaint against. Defendants
Marsh Harbour Resorts, LLC and Inlet Harbor Marina; Inc. regarding the'lease of the Marina and
asserting claims for breach of the lease, breach of promises to make capital improvements and
failure of Lessor to make repairs, etc. .This lawsuit involves the. same lease that is the subject of
Case No. 01 CVD 156. Since the filing of the Complaint and Answers, the parties have engaged in
extensive discovery —depositions, interrogatories and requests for production of documents.
On or about April 16, 2001, Defendant Marsh Harbour Resorts, LLC filed and served its
Answer and Motion to Dismiss. Early this year, counsel for Defendant Marsh HarbourResort, LLC _
withdrew. My firm began representing Marsh Harbour Resorts, LLC in March of 2002: Upon our
entry into this case, we noted a typographical error regarding responses to paragraphs 13, 14.and15
of the Complaint. Defendant's Answer inadvertently recites admissions to the allegations contained
in the corresponding paragraphs to the Complaint, when it should have recited denials. Paragraphs
13 14, and 15 of the Complaint contain allegations that the parties have all along contested. This
case was scheduled for trial in April of this year and, due to a number of facts, the parties and Judge
William Gore of the 13°i Judicial District believed that this case and Case No. 01 CVD 156 should
be deemed exceptional and transferred to the Business Court. Chief Justice Lake assigned this case.
and Case. No. 01 CVD 156 to the North Carolina Business Court, where it is pending at this time.
The. Business Court has prescribed a time schedule for discovery and motion practice before the
Court. We expect a trial next summer..
Attached are copies of the following pleadings from Case No. 01 CVS 225:
16. Complaint (Exhibit "P")
17. Answer filed by Marsh Harbour Resorts, LLC (Exhibit "Q')
18. Answer filed by Inlet Harbor.Marina, Inc. (Exhibit "R")
19. Motion for Order Amending Answer Due to Typographical Error (Exhibit "S'�
20. Order Designating Case as Exceptional (Exhibit "T")

Amos C. Dawson, III, Esq.
MAUPIN, TAYLOR & ELLIS, PA
December 4, 2002
Page -5-
DISCUSSION REGARDING THE IMPACT OF THESE CASES UPON THE
DEVELOPMENT OF MARSH HARBOUR RESORTS
Although I have only been involved in these eases since March of this year, I am aware
of the issues and consequences of these cases upon the development of Marsh Harbour Resorts.
As an attorney extensively involved in:real.property and land use issues, I know that lawsuits
challenging zoning decisions and leases pertaining to the development of real property will
generally have an extreme adverse. impact upon the developer's ability to proceed under the
sundry permits required from governmental agencies.
Based upon my involvement in these cases and my knowledge of land use issues, funding
requirements and construction, requirements, it is my, opinion that Ms. LaDane Williamson and
Marsh Harbour Resorts, LLC cannot proceed with any development plans or improvements of
the Marsh Harbour Resorts Project until these lawsuits are resolved. At this writing, I have
successfully resolved the zoning and land use litigation. Next, I will turn my attention to
resolving the. marina lease litigation. I expect the Business Court to resolve Case Nos. 01 CVS
225 and 01 CVD 156 by next summer:
I trust this synopsis'addresses the lawsuits that have adversely impacted the development
of Marsh Harbour Resorts.
I welcome your comments and look forward to discussing the enclosed with you.
With kind regards, I remain

EXHIBIT "
STATE OF NORTH CAR)11,Wft-
I L j
COUNTY OF BRUNSWICK )
99 SEP 114 PM 1: 211
IN, THE GENERAL COURT OF JUSTICE
SUPERIOR COURT DIVISON-
R GOL'llCit CQUId C.S.C. 5 7Z
MARSH HARBOUR GOLF &
YACHT CLUB INTE{jVAL
ASSN., INC AND tP£pAST CASE NO.: t:/1J
REALTY INC., )
Plaintiffs;
COMPLAINT
vs. , ) JURY TRIAL.DEMANDED
LADANE WILLIAMSON COMPANY)
LADANE WILLIAMSON OF NORTH)
CAROLINA, INCORPORATED,,. ):
LADANE WILLIAMSON COMPANY
L.L.C., AND THE TOWN OF.. )
CALABASH, NORTH CAROLINA ) -
Defendants. )
�. Plaintiffs, complaining of. Defendants herein would respectfully show unto this Honorable
Court as follows:
1. Plaintiff, Marsh Harbour Golf & Yacht Club Interval Assn.;,Ind.,is an association of
owners.of property located In the Town of Calabash, in the community.of Marsh.HarbourGolf & '
Yacht Club. Plaintiff Golf. Coast; Realty, Inc. is a corporation organized and existing under and
. i
by. virtue of the laws of the state of North Carolina. Plaintiffs have a specific and'IagaI in
in the subject,matter affected by the Zoning Ordinance involved in this action and the Plaintiffs
are directly and adversely affected'thereby and are aggrieved par6'esIJ
2. Defendant Town . of Calabash is a duly incorporated North Carolina Municipal
Corporation .and Defendants LaDane . Williamson Company, L ibane Williamson of North
Carolina, Incorporated and. LaDane Williamson Company, C.L:� ore, upon tnfgrmatiiqQn'an0 `

11
belief, corporations organized and existing under the laws of the .State of North Carolina and
doing business in Brunswick County, North Carolina.
3. This matter is within the jurisdiction of this Honorable Court,
4. On or about July 26, 1999 the Town of Calabash by and through the actions of the
Board of Commissioners re -zoned 168.42 acres.of land, including lands comprising both Marsh
Harbour Resort and Ocean Harbour Resort. This land had -been zoned P.U.D. and R-15 and
was changed to a new Planned Unit Development: at the request of Defendant, The LaDane
Williamson Company. Said Defendant intends to construct a development planned to include a
luxury hotel containing 900 guest rooms, and a seven story, 75-foot high parking garage. Said
Defendant intends to locate the parking garage immediately adjacent to Plaintiffs' property. -
5. The subject property was rezoned over the strong objections of community members,
including owners of property in Marsh Harbour, and. particularly of the Plaintiffs herein.
6. Upon information .and belief, a majority of the Board of Commissions had. previously
decided to'adopt the Ordinance prior to the final hearing. The public was not allowed in into
the decision and was not allowed to make comments or voice concerns: during the final hearing,
contrary to applicable law.
7. ThePlanned Unit Development Zoning Ordinance adopted,by the -Town of Calabash is
oppressive and a:manifest abuse of discretion; further,'it.is arbitrary, unreasonable, capricious
and in. `excess' of lawfully delegated.authodty based upon, but not limited to the following
reasons and violations, to -wits
a. It was adopted without proper study, planning or information;
b. It includes maximum, building heights and setbacks,. which `are- arbitrary,
capricious, inconsistent, irrational and: unreasonable, all to the detriment of Plaintiffs and
similarly situated adjoining,; landowners: The unreasonable setback and height
restrictions cause significant damage to. the property values and the quality. of the life of
the adjacent property owners, particulariy.the Plamtiffs;.
2 -

C. It fails to provided for adequate light, air and open space;
d. It does not facilitate the creation of. a convenient, attractive and harmonious
community by allowing a seven story high-rise parking garage to be located
immediately adjacent to Plaintiffs' property without proper transitional zone;
e. It fails to protect and preserve scenic and ecologically sensitive areas;
f. It does not protect the character of.the community as it currently exists;
g. It fails to demonstrate that the change is in accord with sound planning principals;
h. It does not demonstrate that all uses would be in the general public interest not
merely in the interest of an individual or small group;
I. It fails to protect the safety and well-being of the community and will allow
construction of a development that will greatly increase traffic and congestion in
the area;
j. It fails to ,be rationally related to any legitimate government objective.
8. Defendants failed to comply with the applicable Notice Requirements as imposed by the
laws of _the Town of Calabash and of the State of North Carolina and in so doing precluded all
citizens, property owners and concerned taxpayers from .having adequate opportunity to be
advised of the exact nature of the plan and to voice their opinions and concerns regarding the
same:
9. The Plaintiffs have suffered damages, as a result :of the .arbitrary, capricious,
unreasonable and illegal actions of Defendants, Plaintiffs have been damaged in, but not
limited to, the following:
a. The value of their property has been diminished;
b. They have lost future income from anticipated rentals and increased profits from
re -sales and have adversely affected time share owners' ability to trade or bank
time or weeks;
3

C. They have incurred costs in opposing this Ordinance including Attorney's Fees;
d. The Plaintiffs have expended great and.vast amounts of their time which could
have been devoted to other occupations or pursuits; and
e. The reputation of the community, has been damaged.
10. That the Plaintiffs are informed and believe that they are entitled to have this Court issue its
ruling that the Zoning Ordinance is in violation of applicable. Notice Requirements and that is
unreasonable; arbitrary, oppressive, capricious, a manifest abuse of discretion. and therefore
unlawful.

Respectfully Submitted,.
eDwililjht Hudson, Esq.
ujdon, 8 Gentry
4 10 N Kings Highway, Ste l3
Myrtle Beach SC 29577
(843).692-9889; Fax [phone]
NC Bark 2234
ATTORNEY FOR PLAINTIFFS
bated: September 10, 1999
_ 5'

EXHIBIT
b ,r I�
STATE OF NORTH CAROLINA FRI.-EIDTHE GENERAL COURT OF
SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK 99 N'0V 22 PM 12: 10 99 CVS 1372
BRUiiSIrlCi( 1:00t; i'Y. C.S.C.
MARSH HARBOUR GOLF &
YACHT CLUB INTERVAL ASSN,
INC., & GOLF COAST REALTY, INC. -
Plaintiffs,
ANSWER
vs.
LADANE WILLIAMSON COMPANY.,
LADANE WILLIAMSON OF NORTH
CAROLINA, INCORPORATED, LADANE:
WILLIAMSON COMPANY, L.L.C.
AND THE TOWN OF CALABASH, NC
Defendants.
Defendants LaDane Williamson Company, LaDane Williamson of North Carolina,
Inc., and LaDane Williamson Co., L.L.C. (hereinafter "The LaDane Williamson Defendants"),
answering :the complaint of the plaintiffs, allege and say as follows:.
— a W1U iw.Lue1 umense,.me Lauane wwlamson Velendants respond to.the
enumerated paragraphs of the plaintiffs' complaint as follows..
1. It is admitted upon information and be
lief that plamtiffMarsh Harbour Golf &
Yacht Club Interval Assn., Inc. is an association of owners of property located in the Town of
Calabash in the community of Marsh Harbour. Golf& Yacht Club. It is further admitted upon
16418 ..

information and belief that plaintiff Golf Coast Realty, Inc. is a corporation organized and existing
under and by virtue of the laws of the State of North Carolina. The:remaining allegations of paragraph
1 of the plaintiffs' complaint are denied.
2. It is admitted that defendant Town of Calabash is a duly incorporated
municipal corporation, and that LaDane Williamson Company of North Carolina, Incorporated and
LaDane Williamson Company, L.L.C. are corporations organized and existing pursuant to the laws of
the State of North Carolina. The remaining allegations of paragraph 2 of the complaint are denied.
3. The allegations of paragraph 3 of the plaintiffs' complaint are denied.
4. It is admitted that on or about July 26, 1999 the Town of Calabash, acting by
and through its Board of Commissioners, rezoned 168.42 acres of land which had previously been
zoned P.U.D. and R-15 and the said land was changed to a new planned unit development. The
remaining allegations of paragraph 4 of the complaint are, denied.
5. It is admitted that the subject property was rezoned; the LaDane Williamson
Defendants are without information sufficient to form a belief as to whether community members, ,
including owners of property in Marsh Harbour, and the plaintiffs herein, strongly objected to such a
rezoning and the same is therefore denied.
6. The allegations contained in paragraph 6 ofthe complaint are denied.
7. The allegations contained in paragraph 7 of the complaint and more particularly
sub-paragraphs,a j are denied. '
8. The allegations contained in paragraph 8.of the complaint are denied.
9. The allegations contained in paragraph 9 and more particularly sub -paragraphs
a-e of the complaint are denied,
16419

10. Paragraph 10 of the complaint purports to state a legal conclusion and requires
no response of the LaDane Williamson Defendants. To the extent a response is required, the
allegations contained in paragraph 10 of the complaint are denied.
As a third, and further defense, the LaDane Williamson Defendants are not state actors
and, as such, are responsible for neither the decision giving rise to this action or any alleged due
process violation.
FOURTH DEFENSE
As a fourth and further defense, the LaDane Williamson Defendants assert the
plainfds' failure to proceed in the nature of certiorari to the Brunswick County Superior Court, in
accordancewithN.C.G.S, § 160A381.
FEW DEFENSE
As a fifth and fiuther defense; plaintiffs are not aggrieved parties within the meaning of
N.C.G.S. § 160A 381 inasmuch as they have not suffered special damage distinct from the rest of the
community, and they therefore lack the standing necessary to prosecute their claim.
SDCTH DEFENSE .
As a sixth and further defense, plaintiffs' failed to exhaust their administrative remedies
prior to commencing this action, no determination has been made as to how the plaintiffs will be
affected by the ordinance, and the issues raised in plaintiffs' complaint are not ripe for review. .
WHEREFORE, the LaDane Williamson Defendants, having answered the complaint;

STATE OF NORTH CAROLINA F I L. F n
a
IN THE GENERAL COURT OF JUSTICE
SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK y ) Dei 12• in 99 CVS 1372
99 td0 e 1
MARSH HARBOUR GOLF &
BRUNSWICii f,0l�;lT'G C.S.C.
YACHT. CLUB INTERVAL ASSN., )
INC. AND GOLF COAST
INC., _• )
Plaintiffs, )
v. ) A N S W E R
LADANE WILLIAMSON COMPANY, )
LADANE WILLIAMSON OF NORTH- )
CAROLINA, INCORPORATED, ).
LADANE.WILLIAMSON COMPANY )
L.L.C. and THE TOWN OF )
CALABASH,.NORTH CAROLINA. )
Defendants. )
NOW COMES the defendant, TOWN OF CALABASH, by and through
counsel of record.responding to the Complaint, of the plaintiffs'
saying and alleging as, follows:
FIRST DEFENSE.
The Complaint of the plaintiffs.'-.fails.to .state .a.claim upon.
which relief can,be granted and should be dismissed pursuant .to
Rule;12'(b)(6) of the North. Carolina Rules.of Civil Procedure.
"SECOND DEFENSE
1. Responding to the allegations contained'in Paragraph
1 of the plaintiffs' Complaint, it -is admitted upon information and `
belief that Marsh Harbour Golf & Yacht Club interval Association',
Inc. is an association of owners of property located in -the Town'of
Calabash',' in the community of Marsh Harbour Golf &Yacht Club'. It

`I
is further admitted upon information and belief that Golf Coast
Realty, Inc., is a.corporation organized and existing under and by
virtue of .the laws of the State of North Carolina. Any and all
other allegations contained in any paragraph 1 of the Complaint not
hereinabove specifically admitted are denied.
2. Responding to the allegations contained in Paragraph
2 of the plaintiffs' Complaint, it is admitted that defendant Town
of Calabashis a duly incorporated, North .Carolina Municipal
Corporation. Any .and all 'other allegations -contained `'in any.
paragraph 2 of the Complaint not•hereinabove°specifically.admitted
are denied.
.3. Tte allegations contained .in paragraph 3 of the
Complaint are admitted.
4. Responding to the allegations contained in Paragraph
4 of the plaintiffs' Complaint, it is.admitted'that,on July 26,
1999, the Board of Commissioners for the. Town of Calabash
reconvened a,special meeting that was, continued from July 20,.1999.
It is.further. admitted that the Motion to Rezone Marsh Harbour and
Ocean Harbour from R15` to PUD.wasapproved. The remaining
Allegations contained'in..said paragraph do not pertain .to this
answering defendant and.are, therefore, -denied.
5. The allegations: contained in paragraph 5 of the..
Complaint are denied.

6. The allegations contained in paragraph 6 of the
Complaint are denied.
7. The allegations contained .in paragraph 7
of
Complaint including subparts A through.J are denied.
8. .. The allegations contained in ,paragraph S of
the
Complaint are denied.
9. The allegations contained in paragraph. 9 of
the
Complaint including subparts A through E are denied..
10. The. allegations contained in .paragraph 10 of
the
Complaint.are denied.
11. Any and all other. allegations ,contained in
any
paragraph of the Complaint not,hereinabove specifically admitted
are. denied:.
THIRD DEFENSE
_.
(Sovereign Immunity)
At., all times, applicable to plaintiff's Complaint,,
the
defendant,, Town of Calabash, was a. municipal body actingin
the.<
exercise .of a Governmental Functiom and hereby pleads any and
all„
:applicable,Doctrines.of. Governmental. Immunity,in.bar of all.or
any
.part of the. plaintiffs' pendint.State,claims
i

WHEREFORE, having fully answered the' Complaint of the
plaintiffs, the defendant, TOWN OF CALABASH respectfully prays the
,
Court for the following relief:
1. That plaintiffs' action against this answering
defendant be dismissed;
2. Plaintiffs' have and recovery nothing of this
answering defendant;
3. Costs of this action,, including reasonable attorneys
fees be taxed against the. plaintiffs;
4. For such other and,further relief as the Court may
deem just and proper; and
4. A TRIAL BY JURY is hereby respectfully demanded. .
Respectfully, submitted this the IT day of November, 1999.
RAMOS AND LEWIS, LLP
Michael 'R.-'Ramos
State. Bar No..; 10484:
Attorney, for TOWN OF CALABASH
Post Office Box.2109
Shallotte, NC' 28459
and
CROSSLEY McINTOSH PRIOR &.COLLIER
be
Clay ollier
State Bar No.: 13260
Brian-E.'Edes
State Bar No.: 25415
1.
Attorney .for Defendant
TOWN OF CALABASH
616 Market Street
P.''0.,Box 740
Wilmington, NC 28402
` Telephoner, [phone]
4

EXHIBIT
s.
STATE OF NORTH CAROLINA �` — �''jN THE GENERAL COURT OF JUSTICE
1 COUNTY OF BRUNSWICK �O IjAR 6 P AAIOR COURT DIVISION
pRUtiSYIICt; CI U-.I-,
MARSH HARBOR GOLF & YACHT ) CASE NO.: 99 CVS 1372
CLUB INTERVAL ASSN, INC.
GOLF COAST REALTY INC., )
ASSOCIATION, )
)
Plaintiff, )
VS. )
STIPULATION OF VOLUNTARY DISMISSAL
WITHOUT PREJUDICE BY PLAINTIFFS
Pursuant to Rule 41 (a)(1), Rules of Civil Procedure
THE LADANE WILLIAMSON COMPANY, )
LADANE WILLIAMSON OF NORTH )
CAROLIN& INCORPORATED, LADANE )
WILLIAMSON COMPANY, L.L.C., AND )
THE TOWN OF CALABASH, NORTH
CAROLINA )
Defendants. )
Pursuant to Rule 41(a)(1) of the Rules of Civil Procedure,. the Plaintiffs hereby
and herein give notice that it/they voluntarily dismiss this case without prejudice and file
this notice of dismissal under and in compliance with Rule 41(a)(1) of. the Rules of Civil
Procedure.
J: DMght Hudson, Esquire
Hudson & Gentry, L.LC.
1203 48th Avenue North
Suite .111
Myrtle Beach, SC 29577
[phone]
NC BAR NO: 2234
ATTORNEY FOR PLAINTIFFS

STATE OF NORTH CAROLINAF t(_)F-D IN THE GENERAL COURT OF JUSTICE
SUPERIOR, COURT DIVISION
COUNTY OF BR,UNSWIC G) !LIL _3 4M 12: 54SE NO: COC-t)S;
C:S.C.
MARSH HARBOR GOLF &X
YACHT CLUE INTERVAL SAS ASSN., INC AND GOLF REALTY INC,,
)
Plaintiffs, ) "
)
vs. ) COMPLAINT
(Jury Trial Demanded)
LADANE WILLIAMSON COMPANY )
LADANE WILLIAMSON OF NORTH )
CAROLINA, INCORPORATED )
LADANE WILLIAMSON COMPANY
L.LC. AND THE TOWN OF )
CALABASH, NORTH CAROLINA )
Defendants. ),
Plaintiffs, complaining of Defendants herein would respectfully show unto this Honorable
Court as follows:
t. Plaintiff. Marsh Harbor Golf & Yacht Club Interval Assn., Inc. is an association of
.owners of property located in the Town of Calabash, in the community of Marsh Harbor Golf
& Yacht Club. Plaintiff Golf Coast Realty,.lnc. is a corporation organized and existing under
and by virtue of the laws of the state.of North Carolina.
2. Defendant Town of Calabash is a duly incorporated North Carolina MunicipaIV
Corporation and Defendants La Dane Williamson Company, LaDane Williamson of North,W
ft:
Carolina, Incorporated and LaDane Williamson Company, L.L.C. are, upon. information and`,
belief corporations organized and existing under the laws of the State of North Carolina'and
• ra•Pv
doing business in Brunswick County, North Carolina.
�t

3. The Plaintiffs represent the owners of property interests in the Marsh Harbor
community. The owners of those interests are listed in the attached Exhibit A, which is
incorporated herein by reference as fully as though repeated verbatim.
4. The land which comprises the Marsh Harbor community is more specifically
described in the attached Exhibit B which is a zoning map for.Marsh Harbor Golf Links Which
is incorporated herein by reference which is incorporated herein by reference as fully as
though repeated verbatim.
5. Upon information and belief, Defendant Town of Calabash has insurance coverage
applicable to this case and/or which provides coverage under the facts and circumstances
stated herein.
FOR A FIRST CAUSE OF ACTION
(Declaratory Judgment)
As to Defendant. Town of Calabash, and affecting property interests of All Defendants:
6. Each of.lhe foregoingallegations is incorporated herein by reference as fL* as
though the same were repeated verbatim._
7. This,is an action seeking to have this Court declare the rights, status and,othe4.legal.' .�
relations of the parties and issues involved in this case This is an action.under and putt
P
to the Uniform Declaratory Judgment Act as codified in N.C. Gen. Stet: § 1-253, et sr 3
8. The.Plaintiffs are residents and/or property owners and/or adjoining land owrte s Qf
the proposed development at issuein.this action, located in the Town of Calabash, North
Carolina.and are interested parties pursuant to N:C'. Gen. Stat. § 1-254 whose rights, status
or other legal .relations are affected by a municipal ordinance enacted by the Defendant
7

Calabash on or about July 26,1999. Therefore, the Plaintiffs have a specific, legal interest
in the subject matter affected by the Zoning Ordinance involved in this action, and are
aggrieved parties directly and adversely affected thereby.
9. The Plaintiffs have suffered / will suffer special damages distinct from the rest of the;
•,
community in that the rezoned building will [would cut off the light and air to their property,
increase the danger of fire, increase the traffic congestion, increase the noise level, increase
the level of pollutants and irritants in the air and the environment, will interfere with the right
r
to peaceful enjoyment of their property, with their right of privacy and will pose a dart
the health and safety of residents of Marsh Harbor. !;'. ;+
10. On or about July 26,1999 the Town of Calabash by and through the actions t�7e+'•=,,
Board of Commissioners re -zoned 168.42 acres of land, including lands comprisin{};both
Marsh Harbor Resort and Ocean Harbor Resort. This land had been zoned P.U.D. an R-15
and has changed to a new Planned Unit Development, at the request of Defendan(..The
LaDane Williamson Company. Said Defendant intends to construct a development planned
to include a luxury hotel accommodating 1,200 guests, condominiums, single family homes
is
and townhouses and.a seven story, 75 foot+iiah parkins garage: Said defendant intends
='
to locate the parking garage immediately adjacent to plaintiffs' property
11. The subject property was re_ -zoned over the strong objections of community
members, including .owners of property in Marsh Harbor, and particularly of the Plaintiffs
In erein. Specifically, the seven story parking garage planned for the project is imme lately
i
and directly adjacent to the resort and residential *community of Marsh Harbor
-
�yTf l
12. Upon information and belief, 'a majority of the Board of Commissioners decided to
Tlfi1
adopt the Ordinance prior to the final hearing. The public was not allowed input into the
decision and was not allowed to make comments.or'voice concerns during the final hearing,
-
contrary to applicable law. The Plaintiffs. were, therefore, denied an opportunity mandated
1

by statute, to raise and have addressed their specific and urgent concerns about this
proposed development in general and about the parking garage planned to be constricted
immediately adjacent to their property. Plaintiffs, therefore; did not have the statutorily
mandated opportunity to explore with the developers the possibility of changing the plains to
relocate the parking garage to an alternate site, which would not pose such a direct and
immediate threat and hazard to the safety, health, property and privacy rights of the Plaintiffs.
13. The Planned Unit Development Zoning Ordinance adopted by the Town of Calabash '
j,
is oppressive and is.a manifest abuse of discretion; further, it is arbitrary, unreasonable,
capricious and in excess of lawfully delegated authority based upon, but not limited to the
following reasons and violations; to -wit:
a. It was adopted without proper study, planning or information,
including, but not limited to traffic congestion, fire protection
-and ingress and egress;
b.
It includes maximum building heights and setbacks which
are 'arbitrary, capricious, inconsistent, irrational and
unreasonable, .all to the detriment of Plaintiffs. The
unreasonable setback and height restrictions cause
significant damage to the property values and the quality of
the life of the Plaintiffs; It fails to provided for adequate light.
air and open space;
C.
It does not facilitate the creation of a convenient, attractive
and harmonious community by allowing a seven story high-
rise parking garage to be located immediately. adjacent to
Plaintiffs' property without a proper transitional zone;
d.
It fails to protect and preserve scenic and ecologically,
sensitive areas;
�,.x t •;
r
e.
11 does not protect the character of the community as it
1 `
currently exists;
f.
It 'fails to demonstrate that the change is in .accord with
.
sound planning principals; .,
g:
It does not demonstrate that all uses would be in the general
public interest not merely in the interest of an individual or
small group;
4

h. It fails to protect the safety and well-being of the community
and will allow construction of a development that will greatly
increase traffic and congestion in the area;
i. It fails to be rationally related to any legitimate government
objective.
14. In adopting the said ordinance, Defendant, Town of Calabash, failed to comply with
the applicable Notice Requirements as imposed by the laws of the Town of Calabash and
by the State of North Carolina and in so doing precluded all citizens, property owne ands'
concerned taxpayers; including the Plaintiff(s) from having adequate opportunity jo be'
advised of the exact nature of the plan and to voice their opinions and concerns regarding'
the same. and to have their. elected officials answer those concerns.
t t.
15. The Plaintiffs have suffered and will continue to suffer special damages, separaf4@ and•.
distinct from the remainder of the community as a result of the arbitrary, capricious,
t.:
unreasonable and illegal actions of Defendants. plaintiffs have been damaged in, but not
hinted to, the following;
a. The value of their property has been diminished:.
b. They have lost future income from anticipated rentals and
increased profits from re -sales, and and the time share
owners ability to trade or bank time, or weeks, has been
adversely affected;
C. They have incurred costs in opposing this ,Ordinance
including Attorney's Fees;
d. The Plaintiffs have expended great and vast amounts of .
their time which could have been devoted to other .
occupation's or pursuits; and
e. The reputation of the community has been damaged.
f. Their, peaceful enjoyment ,of their :property has been

damaged.
g. Their health and safety has been put at risk
16. Plaintiffs are informed and believe that they are entitled to have this Court issue its'
ruling declaring the rights of the parties and declaring as follows: that the re -zoning
property or land in question was not done in accordance with the requirements of the
statutes, including the applicable Notice Requirements and that the re -zoning in this case is
unreasonable, arbitrary, oppressive, capricious, a manifest abuse of discretion.
FOR A SECOND CAUSE OF ACTION
(For A Taking of Private Property)
Against the Town of Calabash; North Carolina
17.. Each of the foregoing allegations is incorporated by reference herein as fully as
though repeated verbatim.
18: Plaintiffs would allege that the zoning ordinance as adopted by the Town of Calabash,
under the facts and circumstances stated herein drastically alters the property rights of the .
Plaintiffs, decreases the value of their investment and property, and changes the nature and
character of their investment in the Town of Calabash without allowing them a voice in that
decision and constitutes a taking of private property for public use without payment 4fjust
compensation and without adequate due process.
r,
19. Plaintiffs would allege that as to their property, which will now be adjacent to a even
.,. `.
storyparking garage, a structure not allowed within the Town of Calabash at the time .61their
investment, this zoning ordinance constitutes a taking of private property for public use
without just compensation within the meaning of the law of the .land clause in ArgcIe 1,
F:.

0
Section 19 of the Constitution of the Slate of North Carolina as interpreted by the Courts of
this stale. Plaintiffs would further allege that this zoning statute constitutes a taking within
the meaning of the Fifth Amendment to the Constitution of the United States of America.
FOR A THIRD CAUSE OF ACTION
(Nuisance)
As to Defendants:
LaDane Williamson Company, LaDane Williamson Of North Carolina, Incorporated,
LaDane Williamson Company L.L.C.
20. Each of the foregoing allegations is incorporated by reference herein as fully as
though repealed verbatim herein.
21 Plaintiffs would allege that the proposed seven story parking garage planned'to be
constructed by Defendants LaDane Williamson Company, and/or LaDane Williamson of.
North Carolina,. Incorporated and/or the LaDane Williamson_ Company, LLC will cause'noise
and pollution and is therefore an improper use of the property which will result in injury to the
land, property and rights of the Plaintiffs and, therefore, constitutes a private nuisance.
22. Plaintiffs would allege that the proposed parking garage, if, located immechatety"
adjacent 'to their property as'planned, will constitute a nuisance per accidens. Further,
Plaintiffs allege that said parking garage will necessarily become a nuisance due to the fad
.that seven stories of cars will be parking upon the facility, that the facility is immepltely,
'.
adjacent to the Plaintiffs.properly, and that the volume of.noise and pollution which seven
stories of cars will bring into the area will be immense. This harm is actually threatened and
not merely probable. The harm is, in fact, certain or practically certain.
23. Plaintiffs would allege that the seven story parking garage, if constructed where it is
planned, will create conditions rendering their enjoyment of their property impossible and it

will invade their rights, including, but not limited to, their rights to peaceful enjoyment and
to privacy.
24. The nuisance created by the parking garage will be continuous and recurrent and the
injury or harm to the Plaintiffs will be irreparable as it is one to which the Plaintiffs should not
be required to submit nor should Defendants be permitted to inflict the harm which is of such
continuous, ongoing and frequent recurrence that no reasonable redress can be had in a
Court of law.
r
25. The Plaintiffs would be irreparably injured by the construction and operation or said:a
parking garage and for such injuries and damages there would be no possibility of repair or
compensation and there is no adequate remedy at law for the damages that the plaintiffs will
inevitably suffer.
26 Plaintiffs are informed and believe that they are entitled to have this. Court
permanently enjoin 'Defendants from constructing of said parking garage adjacent to
Plaintiffs' property.
27. Alternatively, although there is no adequate remedy at law or in damages for the
immense and irreparable harm that Plaintiffs will suffer if this Court should fail and refuse to
issue the permanent injunction, then Plaintiffs only recourse will be in monetary: damages,
which are not sufficient and could not repair the harin Plaintiffs will suffer, but if this Court
will not permanently restrain Defendants as requested, then they ask that this Court award
a sufficient amount of monetary damage to.compensate the Plaintiffs for the harm and
inconvenience they will suffer now and in the future.
g

FOR A FOURTH CAUSE OF ACTION
(Trespass)
As to Defendants:
LaDane Williamson Company, LaDane Williamson Of North Carolina, Incorporated,
LaDane Williamson Company L.L.C.
28. Each of the foregoing allegations is incorporated by reference herein as fully as
though the same were repeated verbatim.
29. Plaintiffs would allege that the parking garage will cause noise, and pollution to
continuously trespass upon their property and to threaten their health and safety and they are
informed and believe that they are entitled to have this Court issue its Order awarding them
damages for the same.
WHEREFORE, Plaintiffs pray that the Court inquire into the matter and issue its
Order, granting them.relief as follows: .
ai A luddment declaring that the Zoning Ordinance is unla'wfiil
and in violation of the applicable Notice Requirements -and
') {
w
that the parking -garage be stopped and halted immediately
and That the Town be ordered to comply with the statutes
in any attempt to again change the zoning for the area-
b. A judgment declaring that the Defendants':actions are
arbitrary, unreasonable and are an abuse of discretion and
authority.' and that the; zoning ordinance in question is
i
therefore void;
C. Awarding actual and consequential damages;:
d Awarding costsand •reasonable attorneys fees for the
bringing of this action;
e. Permanently- enjoining,any and all construction and the
K S
`parking garage and Ordering that neither a parking: garage
nor.any similar facility be constructed on said site adjacent
lo.Plaintiffs'.property;

� T�
l'v
�[s

EXHIBIT
ILF !I
STATE OF NORTH CARO]A . IN THE GENERAL COURT OF JUSTICE
COUNTY OF BRUNSP f FIi.t)b SUPERIOR COURT DIVISION
00 CVS 1033
gaU►iS1tICY�CO'JiiTY C.S.C.
MARSH HARBOR GOLF & YACHT
CLUB INTERVAL ASS., Alit .and---- V
GOLF COAST REALTY, INC.,
Plaintiffs,
vs. ANSWER OF LADANE
WILLIAMSON DEFENDANTS
LADANE WILLIAMSON COMPANY; .
LADANE WIMMMSON OF NORTH
CAROLINA, INCORPORATED;
LADANE WILLIAMSON COMPANY
LI.C•, And THE TOWN OF CALABASH;
NtIRTH CAROLINA,: a
,1
Defendants I
Defendants LaDaue Williamson Cotitpany, LADMO WilliAih9on of North
Carolina, Ineo Qrated.and LaDane Williamson Company, L.L.C. (hereinaler "the Labane F ...
Williamson defendants'), answering the complaint of the plaintiffs, allege: nhd say as folloWt;;'
FIRST DEFENSE: M01ION TO DISMISS
The complaint fails to state a claim upon which relief may be granted as to the
Labane Williamson defendants and the same should therefbte be dismissed as to those
defendants pursuant to Rule 12(b)(6) of the North Carolina.Ruies of Civil Procedure.
SECOND ANSWER AND DEFENSE.;
As a second and farther defense, the Labane Williamson defendants respond, to
the enumerated'paragraphs of the plaintiffs'•complaintas follows:
1.. .The allegations set forth in paragraph 1 of plaintiffs' complaint are
admitted.

i
• 2. It is admitted that defendant Town of Calabash is a duly incorporated
municipal corpgtation, and that LaDane Williamson Company of North Carolinas Incorporated
and LaDane Williamson Company, L.L.C. are corporations organized and existing pursuant to
the laws ofNorth. Carolina and doing business in 13ttmswick County, North Catolitia. Except as
expressly admitted herein, the allegations set forth in paragraph 2 of plaititiffs' complaint ate
t 4
;
dettied.
w; is
3. Exhibit A to plaintiff's' complaint speaks for itself and requires no
response of defendants. The remaining allegations Set forth in paragraph 3 Ofplaintiffs'
complaint ate denied for lack of information and belief.
='
4. The allegations set forth itt paragraph 4 of plaintiffs' 'complaint are
admitted.
5. The allegations set forth in paragraph 5 of plaintiffs', complaint are
admitted upon ffiformation and belief,
6.. -The LaDane Williamson defendants repeat, reallege, and incorporate by .
reference their responses to paragraphs 1 tliough 5 of plaintiffs' complaint:
T. The allegations set forth in paragraph 7 of plaintiffs' complaint are
admitted. .
8. The allegations set forth in paragraph 8.of plaintiffs' complaint:are denied:,..
9.: The allegations set forth.in.paragraph 9 of plaintiffs' complaint are denied.
10. It is admitted that 168.42 acres which had previously been zoned P.U.D.
and R-15 were re -zoned on or about July 26, 1999 by the Town of Calabash, through its $oard of
Commissioners; and the said land was .changed to anew planned Unit DeVelopment. The
remaining allegations set forth in paragraph 10 of plaintiffs' complaint ate denied.
�ti

11, It is admitted that the subjeet ptoperty was rezoned. -The remaining
allegations set forth in paragraph 11 of plaintiffs' complaint are denied.
denied.
12. The allegations set forth in paragraph 12 of plaintiffs' complaint are
13. The allegations set forth in paragraph 13 of plaintiffs' complaint, and more
particularly_subparagraphs (a) - (i), are denied.
14. The allegations set forth in paragraph 14 of plaintiffs' complaint are
denied.
15. The allegations set forth in paragraph 15 of plaintiffs' complaint, and more
Particularly subparagraphs (a) - (g) are denied.
16. The allegations set forth in paragraph 16 of plaintiffs' complaint are
denied.
l . - The LaDane Williamson defendants repeat, reallege and incorporate by
reference their responses to paragraphs 1 though 16 of plaintiffs' complaint:
18. The allegations set forth in paragraph 18 of plaintifA' complaint ate
denied.
19. The allegations set forth in paragraph 19 of plaintiff9'.complaint are
{ -
denied.
20.The LaDane Williamson defendants repeat, reallege and incorporate by_
referencetheir responses to paragraphs 1 though 19 of plaintiffs' complaint, .
21. The allegations set forth in paragraph 21 of plaintiffs' complaint are .
denied.. "

denied.
denied.
22. The allegations set forth in paragraph 22 of plaintiffs'. complaint are
r
23. The allegations set forth in paragraph 23 of plaintiffs' complaint are
24. The allegations set forth in paragraph 24 of plaintiffs' complaint are
denied:
25. The allegations set forth in paragraph 25 of plaintiffs' complaint are
denied.
26. The allegations set forth in paragraph. 26 of plaintiffs' complaint ae
denied.
27. The allegations set forth in patagraph.27'ofplaintiM' cotnplAtit dre
denied.
� a�
i
&;
2 . The LaDane Williamson defendants repeat, reallegb and incorporate by
refetenee their responses to paragraphs 1 though 21ofplaintiffs' cottiplahit,
29. The allegations set forth in patagraph 29 ofplaintitia' complaint are
denied.
THIRD ANSWER AND DEFENSE
As it third and further defense, inasmuch as plaintiffs have failed to exhaust their
.
administrative remedies, no determination has been made as to the effe&of the ordinance on
plaintiffs, and the conduct of which they complain is merely prospective in, nature, the issues
raised in plaintiffs' complaint are not ripe for review.

FOURTH ANSWER AND DEFENSE
The use the LaDane Williamson defendants intend to make of their property
would not unreasonably interfere with plaintiffs'. quiet enjoyment of their own property.
FIFTH ANSWER AND DEFENSE
The manner in which the LaDane Williamson defendants itftend to use their
property is lawful.

CERTIFICATE OF SERVICE
The undersigned hereby certifies that the foregoing Answer of LaDane Williamson
Defendants was this day served upon the below. -named counsel and parties by�4 mailing, postage
prepaid, first class mail, () personal delivery, of a copy of each of such instruments to such counsel
at the address shown below:
J. Dwight Hudson
Hudson & Gentry, LLC
1203.48" Avenue N., Suite 111 .
Myrtle Beach, SC 29577 -
Attorneys for plaintiffs
Brian E. Edes
Crossley, McIntosh, Prior & Collier
P. O. Drawer 740
Wimington, NC 28402
Attorneys for Town of Calabash, NC
This —L4i�-day of September, 2000.
Andrew K McVey
MURCHISON, TAYLOR 8d.GIBSON, L.L.P.
16 North Fifth Avenue
Wilmington, NC 28401'
Attorneys for LaDane Williamson Defendants

' £WSJ .. "� � O • , ..
STATE OF NORTH CAROLINA E I L. E R THE GENERAL COURT OF JUSTICE
COUNTY OF BRUNSWICK PERIOR COURT DIVISION
r 00 SEP 18 Ph 12 oo CvS 1'
033
BRUNSWICK COUNTY. C.S.C.
is
MARS1i HARBOUR GOLF & YAK
INTERVAL ASSN., INC. and GOLF COAST )
h .
REALTY INC.,.
Plaintiffs )
Vs. ) ANSWER i
LADANE WILLIAMSON COMPANY, LADANE )
WILLIAMSON OF NORTH CAROLINA, INC., )
LADANI; WILLIAMSON COMPANY L.L.C., and )
THE TOWN, OF CALABASH, NORTH CAROLINA )
Defendants. )
NOW COMES the defendant; TOWN OF CALABASH, by and through counsel of .
record responding to the Complaint of the plaintiffs' paying and alleging as follows:
FIRST DEFENSE
The Complaint of the plaintiffs' fails to state a claim upon which relief can be granted
and should be dismissed pursuant to Rule 12(b)(6) of the North Carolina Rules of Civil
Procedure.
Sy'COND JAPtNSE
1: Responding to the allegations contained in paragraph 1 of the plaintiffs' Complaint, it
is.admitted upon information and belief that Marsh Harbour Golf & Association, luc .is an
association of owners of properly located in the ToWn of Calabash in this eotrmiunity of Marsh 1
Harbour Golf &Yacht Club It is further admitted upon information and belief that Golf Coast
T.Realty, Inc., is a corporation organised and existing under and.by. Virtue of the la*9 of the State

of North Carolina. Any and all other allegations contained in Paragraph 1 of the Complaint not
hereinabove specifically admitted are denied. .
2. Responding to the allegations contained in Paragraph 2 of the plaintiffs' Complaint, it
.
is admitted that defendant Town of Calabash is a duly incorporated North Carolina Municipal
Corporation, Any and all other allegations contained in Paragraph 2 of the Complaint not
hereinabove specifically admitted are denied.
3. The allegations contained in Paragraph 3 of the plaintiffs' Complaint are denied.
4. As to the allegations contained in Paragraph 4 of the plaintiffs' Complaint, the
defendant, Town of Calabash, is without sufficient: information so as to form a belief in the truth
or falsity thereof and therefore, denies the same.
5. The allegations contained in Paragraph 5 of the plaintiffs' Complaint are denied.
k. The allegations contained in Paragraph G are either admitted or denied as hereinabove '
t
stated.
`'
y, The allegations contained in Paragraph.7 of the plaintiffs' First Cause of Action,
putpott to be a statement of law and tegnires no respdnse,' To the extent the allegations
x ,.•
tontained in Paragraph 7 could be construed to assert lidbility on behalf d this ans*dring
Y'
defendant, those allegations are denied.
g As to the allegations contained in Paragraph 8 of the plaintiffs' Vi tst Cause bf Actlbn, w
the defendant, Town of Calabash, is Without sufficient information so as to form a belief in the
�z
truth or falsity.thereof and therefore' denies the same.
9. 'l'he allegations contained in Paragraph of the'plaintiffs' First Cause of Action are
denied.
2`

fir
!' �i .1 ,
10. Responding to the allegations contained in Paragraph 10 of the plaintiffs' First Cause
of Action, it is admitted that on July 26, 1999, the Board of Commissioners for the Town of
Calabash held a special meeting wherein Marsh Harbour and Ocean Harbour were rezoned from
RI and PUD to PUD. The remaining allegations contained in said paragraph do not pertain to
this answering defendant and are, therefore, denied:
11. The allegations contained in Paragraph 11 of the plaintiffs' First Cause of Action are
denied.
1 2. The allegations contained in Paragraph 12 of the plaintiffs' First Cause of Action are
denied.
13. The allegations contained in Paragraph 13 of the plaintiffs' First Cause ofActidtl
including subparts A through I ate denied.
14, The allegations contained in Paragraph l4 of the plaintiffs' First Cause of Aetiott are s
}
denied.
15: The allegations contained in Paragraph 15 of the plaintiffs' First Cause of Action

are denied.
20, Th"llegations contained in Paragraph 20 are either admitted or denied as
hereinabove stated.
21. The allegations contained in Paragraph 21 of the.plaintiffs' Third Cause of Action are
not applicable to defendant Town of Calabash and therefore are denied.
22, The allegations. contained in Paragraph 22 of the plaintiffs' Third Cause of Action are
not applicable to defendant Town of Calabash and therefore are denied.
23. The allegations contained in Paragraph 23 of the plaintiffs' Third Cause of Action are
not applicable to defendant Town of Calabash and therefore are denied.
24. The allegations contained in Paragraph 24 of the plaintiffs' Third Cause of Action are
not applicable to defendant Town of Calabash and therefore are denied.
25. The allegations contained in Paragraph 25 of the plaintiffs' Third Cause of Action are
not applicable to fiiefendant Town of Calabash and therefore are denied.
26. The allegations contained in Paragraph 26.of the plaintiffs' Third Cause of Action are
not applicable to defendant Town of Calabash and therefore are denied. '
27. The allegation contained in Paragraph 27 of the plaintiffs' Third Cause of Action are
not applicable to defendant Town of Calabash and therefore are denied.
29. The allegations contained in Paragraph 28 ate either admitted or denied as
hereinabove stated.
29. The allegations contained in Paragraph 29 of plaintiff's' 1:ourth Cause of Action ate f '£
Vt, i
not applicable to defendant Town of Calabash and therefore are denied. i",
a

THIRD DEFENSE
(Sovereign Immunity)
p
At all times applicable to plaintiffs' Complaint, the defendant, Town of Calabash, was a
municipal body acting in the exercise of a_Governmental Function and hereby pleads any and all
applicable Doctrines of Goveminental Immunity in bar of all or any part of the. plaintiffs' pendant
State claims.
FOURT14 DEFENSE'
(Legislative Function)
At all times applicable herein, defendant, Town of Calabash, was performing a legislative
function pursuant to N.C.G.S. §. 168A-381. Defendant Town of Calabash asserts the
petformance of the legislative_functi.oft as an affirmative defense in complete bar of plaintiffs'
action.
FIFT14 blJftXsE �
(Staatling) r ,
h plaintiffs, have faded to: forecast any evidence, that they suffered distinct damages froth '.
the rest of the community and therefore. lack the statiding necessary to bihig this claim.
SIXTH MENSi♦;
(Statute of timitntim6)
i
Defendant, Town of Calabash, assetts and pleads in bar to tws aetl& any and all
applicable statutes of linntauons.
WHEREFOO,"having fully answered the Complaint of the plaintiffs', the defendant,
TOWN OF. CALABASH respectfully prays the Court for tho following relief °
1. That the plaintiffs' action against this answering' defendant be dismissed;
2. Flaintiffs'.have and recover nothing of this answering defendant;
S

STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
t
VERIFICATION
JON B. SANBORN, Administrator for the Town of Calabash, being first duly sworn,
deposes and states that he is the defendant in the foregoing cause of action and knows the
contents thereof, and that the same is true of his own knowledge except as to.those matters and
things therein stated upon information and belief, and as to those matters and things he believes
them to be true.
This the L—q— day of _� 2600.

ATTORNEYS AT LAW
HIGHWOODS TOWER ONE
SUITE 500
3200 BEECHLEAF COURT
RALEIGH. NORTH CAROLINA
27604.1064
TELEPHONE [phone]
TELEFAX 919.981.4300
MAILING ADDRESS
POST OFFICE DRAWER 19764
RALEIGH. NORTH CAROLINA
27619.9764
LANDFALL PARK NORTH
1985 EASTWOOD ROAD. SUITE 2W
WILMINGTON. NORTH CAROLINA
28403
TELEPHONE [phone]
TELEFAX 910.256.6451
WWW. M AU P I N TAY LO R. C O M
AMOS C. DAWSON, III
1,4
�
NO, IrC04 A,
1 � 20p2
December 11, 2002
Via Hand Delivery
Mr. Doug Huggett
Major Permits/Consistency Manager
NC DENR Division of Coastal Management
1638 Mail Service Center
Raleigh, NC 27699-1638
Re: Marsh Harbour Resorts, LLC
CAMA Major Permit No. 11-97
Brunswick County
Our File No. 15319.003
Dear Mr. Huggett:
480 BETA BUILDING
HEADQUARTERS PARK
2222 CHAPEL HILL -NELSON HWY.
DURHAM. NORTH CAROLINA
27713
TELEPHONE 919,361,4900
TELEFAX 919.361.2262
MAILING ADDRESS
POST OFFICE BOX 13646
RESEARCH TRIANGLE PARK
NORTH CAROLINA
27709-3646
WRITER'S DIRECT DIAL NUMBER
[phone]
[e-mail]
Our firm represents Marsh Harbour Resorts, LLC ("Marsh Harbour Resorts") and Ms.
LaDane Williamson with respect to the above referenced CAMA Major Development Permit
No. 11-97. The subject permit was transferred to Marsh Harbour Resorts from Mr. Odell
Williamson in October of 1999, and the permit was reissued on July 31, 2000 to reflect a major
modification, including substantial changes to the previous plan for the development. These
changes required many years of planning and coordination with the Town of Calabash and other
interested parties. The project includes portions in both North and South Carolina.
The plan for the North Carolina portion of the property includes a proposed 900 unit
resort hotel and convention center; an existing high ground marina (257 slips permitted — 120
slips existing); 80 townhome units; 66 mid -rise condominium units; an existing golf course
(Marsh Harbour Golf Links); a proposed sports center; a proposed office center; and associated
infra -structure for the development. The modified permit issued on July 31, 2000 had an
Rb\ RdFH01FTiP5,

Mr. Doug Huggett
December 11, 2002
Page 2
expiration date of December 31, 2000. Accordingly, an extension request was submitted in
November of 2000 requesting an extension of the development period for the permit. On
November 20, 2000, the permit was renewed with an expiration date of December 31, 2002.
Marsh Harbour Resorts and LaDane Williamson have in good faith and in reliance upon
CAMA Permit 11-97 expended over $4.5 million on the permitted development. Extensive work
has been completed on the planning, permitting and design of the project. This includes the
expenditure of over $350,000 on stormwater, water and sewer design and permitting alone.
Development of the permit applications required extensive engineering work, including the
design of building roof prints, parking configurations, streets and all other impervious surfaces.
A stormwater permit for the development has been issued by the Division of Water Quality.
Preliminary designs of the sewer collection and water distribution systems have also been
prepared. Hence, approximately 70% of the construction design of the project is completed.
However, the construction financing and significant physical on -site construction have been
rendered impossible due to a series of lawsuits which have precluded the financing and
construction of the permitted development.
Enclosed with this letter, you will find a copy of a December 4, 2002 letter to me from
Kenneth Shanklin. Mr. Shanklin is an attorney in Wilmington, NC who is familiar with the
litigation affecting Marsh Harbour Resorts and who is currently representing Marsh Harbour
Resorts in the pending lawsuits. As you can see from an examination of the enclosed summary
of the legal proceedings, and the case pleadings themselves, these lawsuits have made it
impossible for Marsh Harbour Resorts to proceed with on -site development work for the
permitted project.
Nevertheless, through its expenditure of over $4.5 million on the permitted development
in good faith and in reasonable reliance on CAMA Permit 11-97, Marsh Harbour Resorts and
Ms. Williamson have obtained vested rights to construct the permitted development under
CAMA Permit I 1-97. Marsh Harbour Resorts would suffer significant detriment if required to
apply for a new CAMA Permit under permitting guidelines and regulations which we understand
have been subject to substantial amendments subsequent to the issuance of Permit No. 11-97.
It is clear under both the North Carolina and United States Constitutions and controlling
caselaw that Marsh Harbour Resorts and Ms. Williamson have obtained vested rights under the
existing CAMA Permit No. 11-97 which allow them to proceed with the permitted development.
Under the Doctrine of Vested Rights as applied in North Carolina, the government cannot
prevent completion of a project by requiring compliance with newly adopted laws or regulations
when the developer has made substantial expenditures in good faith reliance on valid
governmental permits, with resulting detriment if he or she is required to comply with newly
adopted requirements. Owens, David W.., Legislative Zoning Decisions, P. 98 (Institute of
Government 1993). See e.g., Town of Hillsborough v. Smith, 276 N.C. 48, 170 S.E.2d 904
RALEIGH\359469_ 1

Mr. Doug Huggett
December 11, 2002
Page 3
(1969); Godfrey v. Zoning Board of Adjustment, 317 N.C. 51, 344 S.E.2d 272 (1986); Transland
Properties, Inc. v. Board of Adjustment of the Town of Nags Head, 18 N.C. App. 712, 198 S.E.2d
1(1973).
In North Carolina, the vested rights doctrine is "rooted in the `due process of law' and the
`law of the land' clauses of the federal and state constitutions .... it has been said that the
solution to the `vest rights' question `has required the reconciliation of the Doctrine of
Separation of Powers with the constitutional powers of substantive due process, a balancing of
the interest of the public as a whole and those of the individual property owner, and, in many
cases, the elements of good faith and bad faith, and resort to equity and equitable principles."'
Godfrey v. Zoning Board of Adjustment, supra, 344 S.E.2d at 274. Thus, while the vested rights
doctrine has been applied primarily in zoning cases, it is clear the doctrine has broad
constitutional and equitable underpinings in North Carolina.
The State and DENR have recognized in other situations that the vested rights doctrine
applies in the context of the issuance of environmental permits and certifications. In a December
19, 1997 letter to Mr. Steve W. Tedder, Chief of the Water Quality Section of the Division of
Water Quality, members of the Attorney General's Environmental Division opined that the
vested rights doctrine was applicable to the issuance of 401 certification in the context of a
federal 404 permit into which the State's 401 certification is incorporated. Citing Browning
Ferris Industries v. Guilford County Board of Adjustment, 126 N.C. App. 168, 484 S.E.2d 411
(1997), the Attorney General's Office stated that "a party's common law right to develop and/or
construct vest when: (1) the party has made, prior to the amendment of a zoning ordinance,
expenditures or incurred contractual obligations `substantial in amount, incidental to or as part of
the acquisition of the building site or the construction or equipment of the proposed building'
(citation omitted); (2) the obligations and/or expenditures are incurred in good faith,
.....; (3) the obligations and/or expenditures were made in reasonable reliance on and after the
issuance of a valid building permit, if such permit is required, authorizing the use requested by
the party ....(citations omitted); and (4) the amended ordinance is a detriment to the party
(citations omitted)."
Marsh Harbour Resorts and Ms. Williamson have met each of the criteria enunciated by
the courts to obtain vested rights under CAMA Permit 11-97. Their expenditure of over $4.5
million on the permitted project is clearly substantial. See Caldwell v. Smith, 106 N.C. App. 1871
415 S.E.2d 770 (1992) and Randolph County v. Coen, 99 N.C. App. 746, 394 S.E.2d 256 (1990).
Furthermore, Marsh Harbour Resorts and Ms. Williamson have relied in good faith on CAMA
Permit 11-97 as issued. However, due to circumstances beyond their control, Marsh Harbour
Resorts and Ms. Williamson have been precluded from beginning significant physical on -site
construction of the project. The detriment to them is manifest if the subject CAMA Permit is not
re -issued. Having to obtain a new permit would in all likelihood require substantial modification
RALEIGHl359469- 1

Mr. Doug Huggett
December 11, 2002
Page 4
of the overall design for the development, including revision of existing stormwater permits and
the preliminary designs for the water and sewer distribution and collection systems.
Furthermore, under North Carolina law, the fact that Permit 97-11 is subject to expiration
before the project can be constructed does not preclude the vesting of their rights under existing
Permit 11-97. It is well established under North Carolina law that the fact that a permit expires
is of no legal significance if the developer has met the other criteria necessary for the creation of
a vested right. Mays -Ott Co. v. Town of Nags Head, 751 F. Supp. 82 (E.D.N.C. 1990). See also
Pardee Construction Co. v. California Coastal Commission, 95 Cal. App. 3rd 471 (1979).
It is thus clear that once Marsh Harbour Resorts, LLC and Ms. Williamson obtained
vested rights to proceed with their approved project under CAMA Permit 11-97, these rights
cannot be taken from them due to their inability to construct the project because of litigation and
circumstances beyond their control. Neither can their constitutionally protected vested rights be
denied on the basis of new permitting guidelines established subsequent to the issuance of their
permit. See also, Faymore Development Co., Inc. v. Board of Standards and Appeals of the City
of New York, 383 N.E.2d 100 (N.Y. 1978); City of Atlanta v. Westinghouse Electric Corporation,
246 S.E.2d 678 (Ga. 1978).
Because Marsh Harbour Resorts and Ms. Williamson have acquired vested rights in
CAMA Permit 11-97, and because financing and construction of the project have been delayed
due to circumstances beyond their control, we respectfully submit that Marsh Harbour Resorts,
LLC is entitled to an extension of the development period for CAMA Permit 11-97. We
respectfully request that the Division of Coastal Management extend the permit expiration date
for an additional two year period. We are submitting along with this request a check made
payable to the Department in the sum of $50.00 to cover the fee for processing the extension
request.
We will be happy to meet with you or provide any additional information which you may
require. If you have any questions, please contact me at 919-981-4010. Thank you very much
for your assistance in this matter. With best wishes, I am
Enclosures
cc w/encls.: Ms. Donna Moffitt, Director, DCM
cc w/o encls.: Ms. LaDane Williamson
RALEIGFN59469_ 1

KENNETH A. SHANKLIN
ATTORNEY AT LAW
214 MARKET STREET
POST OFFICE Box 1347
WILMINGTON, NORTH CAROLINA 28402.1347
TELEPHONE [phone] • TELEFAx [phone]
E-MAIL: [e-mail]
KENNETH A. SHANKLIN
MATTHEw A. NICHOLs
!ALSO ADMIRED IN NEW YoRW
December 4, 2002
VIA FEDERAL EXPRESS
AIRBILL NO. 8358 2243 4790
AND VIA E-MAIL:
[e-mail]
Amos C. Dawson, III, Esq.
MAUPIN, TAYLOR & ELLIS, PA
Post Office Drawer 19764
Raleigh, NC 27604-1064
. Z 20Qz
COASTAL MIJ
BOARD CERTIFIED SPECIALIST IN
REAL PROPERTY LAW - RESIDENTIAL,
BUSINESS, COMMERCIAL AND
INDUSTRIALTRANSACTIONS
Re: Marsh Harbour Resorts, LLC
Ms. LaDane Williamson
Our File Nos. 02039.001, 02072.001 and 02105.001
IRTM,T: u .
Pursuant to your request, I submit the following report regarding the litigation files we
are handling on behalf of Marsh Harbour Resorts, LLC and LaDane Williamson. A synopsis and
summary of each case follows with copies of pertinent pleadings attached and so marked.
PENDING CASES INVOLVING THE MARSH HARBOUR RESORTS DEVELOPMENT
A. Marsh Harbour Golf and Yacht Club Interval Association, Inc. and Golf Coast Realty
Inc., vs. The LaDane Williamson Company, LaDane Williamson of North Carolina, Inc.,
LaDane Williamson Company, LLC and The Town of Calabash, North Carolina
Brunswick County Superior Court File No. 99 CVS 1392
On September 14, 1999, Marsh Harbour Golf and Yacht Club Interval Association, Inc.
and Golf Coast Realty, Inc. filed a Complaint against The LaDane Williamson Company,
LaDane Williamson of North Carolina, Inc., LaDane Williamson Company, LLC and The Town
of Calabash, North Carolina, asserting procedural and substantive defects in the Planned Unit

Amos C. Dawson, III, Esq.
MAUPIN, TAYLOR & ELLIS, PA
December 4, 2002
Page -2-
Development Zoning Ordinance adopted by the Town of Calabash in July of 1999.
Ms. Williamson's companies were brought in as defendants because they were alleged to be
affected property owners benefiting by the adoption of the subject zoning ordinance. Defendants
filed an Answer asserting numerous defenses. Subsequently, Defendants filed Motions to
Dismiss. After further proceedings, Plaintiff filed a Notice of Voluntary Dismissal Without
Prejudice on March 6, 2000. This case is no longer pending.
Attached are copies of the following pleadings from Case No. 99 CVS 1372:
1. Complaint (Exhibit "A")
2. Answer by LaDane Williamson Company (Exhibit "B")
3. Answer by The Town of Calabash (Exhibit "C')
4. Notice of Voluntary Dismissal Without Prejudice (Exhibit "D")
B. Marsh Harbour Golf and Yacht Club Interval Association, Inc. and Golf Coast Realty,
Inc. vs. The LaDane Williamson Company, LaDane Williamson of North Carolina, Inc.,
LaDane Williamson Company, LLC and The Town of Calabash, North Carolina
Brunswick County Superior Court File No. 00 CVS 1033
On July 3, 2000, Marsh Harbour Golf and Yacht Club Interval Association, Inc. and Golf
Coast Realty, Inc. filed a Complaint against The LaDane Williamson Company, LaDane
Williamson of North Carolina, Inc., LaDane Williamson Company, LLC ("Defendants
Williamson') and The Town of Calabash, North Carolina, asserting similar claims set forth in 99
CVS 1392 but with three additional claims for taking of private property, nuisance and trespass.
Ms. Williamson's companies were brought in as defendants because they were alleged to be
affected property owners benefiting by the adoption of the subject zoning ordinance. Defendants
filed an Answer asserting numerous defenses. After the issues were joined, the parties conducted
extensive discovery regarding the merits of the Complaint. On January 16, 2002, Defendants
Williamson filed a Motion for Summary Judgment. The Motion was granted dismissing
Defendants Williamson from the lawsuit on the basis that these entities did not own the Marsh
Harbour Resort property that was affected by the rezoning. With leave of court, Plaintiff filed an
Amended Complaint on May 6, 2002. The Amended Complaint asserted the same claims
challenging the rezoning and the right of the owner of the Marsh Harbour Resort to develop its
property. The Amended Complaint added new parties, Marsh Harbour Resort, LLC and Ocean
Harbour Golf Links, Inc.
Following service of the Amended Complaint and Summons, The Town of Calabash
filed responsive pleadings. On July 30, 2002, the Defendants Marsh Harbour Resorts, L.L.C. and
Ocean Harbour Golf Links, Inc. (hereinafter collectively referred to as "Corporate Defendants"),
moved to dismiss the Amended Complaint pursuant to Rules 12(b)(1), 12(b)(2), 12(b)(6), 12(b)(7),
17(a) and 19 of the North Carolina Rules of Civil Procedure. The Motion to Dismiss attacked the
Amended. Complaint on jurisdictional basis (standing), statute of limitiations, failure to exhaust

Amos C. Dawson, III, Esq. .
MAUPIN, TAYLOR & ELLIS, PA
December 4, 2002
Page -3-
administrative remedies, failure to state a justiciable claim and other grounds. The Motion was
scheduled for hearing, and before the Motion to Dismiss was heard, the parties entered into a
Stipulation of Dismissal dismissing the action with prejudice. The Stipulation was filed on
September 23, 2002. This case is no longer pending.
Attached are copies of the following pleadings from Case No. 00 CVS 1033:
5. Complaint (Exhibit "E")
6. Answer by LaDane Williamson Company (Exhibit "F")
7. Answer by The Town of Calabash (Exhibit "G")
8. Amended Complaint (Exhibit "H")
9. Answer by The Town of Calabash to the Amended Complaint (Exhibit "I")
10. Motion to Dismiss filed by the Corporate Defendants (Exhibit "J')
11. Stipulation of Dismissal (Exhibit "IC")
C. Marsh Harbour Resorts, LLC vs. Marsh Harbour Marina, Inc.
Brunswick County District Court File No. 01 CVD 156
On December 28, 2000, Marsh Harbour Resorts, LLC filed a Complaint in Summary
Ejectment against Marsh Harbour Marina, Inc, regarding the lease of the Marina After hearing
before a Magistrate, Plaintiff filed Notice of Appeal to the District Court on January 22, 2001.
Thereafter, numerous motions and hearings have transpired in this lease ejectment action. In April
of 2001, Plaintiff moved for Summary Judgment. On April 26, 2001, Defendant filed an Answer,
Counterclaim and Third -Party Complaint. Numerous affidavits, motions and notices of hearings
were filed subsequent to the April 2001 pleadings by the parties. On May 1, 2001, Plaintiff moved
to amend its Complaint. Subsequently, Third -Party Defendants were served. The Third Party
Defendants are: Inlet Harbor Marina, Inc.; DeCarol Williamson; Odell Williamson; and Virginia
Williamson. On June 1, 2001, Judge Nancy C. Phillips entered an Order allowing the Motion to
Amend the Complaint, extending discovery deadlines and denying and striking Defendant's
Counterclaim and Third -Party Complaint.
On June 26, 2001, Defendant filed a Motion for Reconsideration of the June 1, 2001 Order.
Substantial discovery ensued with depositions of parties and potential witnesses. Motions for
protective orders were filed. Thereafter, various hearings were conducted, and Plaintiffs Motion
for Summary Judgment was heard by Judge Phillips, but she never ruled on the Motion.
Plaintiff's counsel withdrew early this year and then we took over this file. Following the
recommendations of Judge William Gore of the 13a' Judicial District, Chief Justice Lake assigned
this case and the following case to the North Carolina Business Court, where it is pending at this
time. The Business Court has prescribed a time schedule for discovery and motion practice before
the Court. We expect a trial next summer.

Amos C. Dawson, III, Esq.
MAUPIN, TAYLOR & ELLIS, PA
December 4, 2002
Page -4-
Attached are copies of the following pleadings for Case No. 01 CVD 156:
12. Complaint in Summary Ejectment (Exhibit "L")
13. Answer filed by Marsh Harbour Marina, Inc., (Exhibit "M")
14. Amended Complaint filed by Marsh Harbour Resorts, LLC (Exhibit "N")
15. Judge Phillips' Order dated June 7, 2001 (Exhibit "O")
D. Marsh Harbour Marina, Inc. vs. Marsh Harbour Marina Resorts, LLC and Inlet Harbour
Marina, Inc.
Brunswick County Superior Court File No. 01 CVS 225
On February 2, 2001, Marsh Harbour Marina, Inc. filed a Complaint against Defendants
Marsh Harbour Resorts, LLC and Inlet Harbor Marina, Inc. regarding the lease of the Marina and
asserting claims for breach of the lease, breach of promises to make capital improvements and
failure of Lessor to make repairs, etc. This lawsuit involves the same lease that is the subject of
Case No. 01 CVD 156. Since the filing of the Complaint and Answers, the parties have engaged in
extensive discovery —depositions, interrogatories and requests for production of documents.
On or about April 16, 2001, Defendant Marsh Harbour Resorts, LLC filed and served its
Answer and Motion to Dismiss. Early this year, counsel for Defendant Marsh Harbour Resort, LLC
withdrew. My firm began representing Marsh Harbour Resorts, LLC in March of 2002. Upon our
entry into this case, we noted a typographical error regarding responses to paragraphs 13, 14 and 15
of the Complaint. Defendant's Answer inadvertently recites admissions to the allegations contained
in the corresponding paragraphs to the Complaint, when it should have recited denials. Paragraphs
13, 14, and 15 of the Complaint contain allegations that the parties have all along contested. This
case was scheduled for trial in April of this year and, due to a number of facts, the parties and Judge
William Gore of the 13d' Judicial District believed that this case and Case No. 01 CVD 156 should
be deemed exceptional and transferred to the Business Court. Chief Justice Lake assigned this case
and Case No. 01 CVD 156 to the North Carolina Business Court, where it is pending at this time.
The Business Court has prescribed a time schedule for discovery and motion practice before the
Court. We expect a trial next summer.
Attached are copies of the following pleadings from Case No. 01 CVS 225:
16. Complaint (Exhibit'7
17. Answer filed by Marsh Harbour Resorts, LLC (Exhibit "Q")
18. Answer filed by Inlet Harbor Marina, Inc. (Exhibit "R')
19. Motion for Order Amending Answer Due to Typographical Error (Exhibit "S")
20. Order Designating Case as Exceptional (Exhibit "T")

Amos C. Dawson, III, Esq.
MAUPIN, TAYLOR & ELLIS, PA
December 4, 2002
Page -5-
DISCUSSION REGARDING THE IMPACT OF THESE CASES UPON THE
DEVELOPMENT OF MARSH HARBOUR RESORTS
Although I have only been involved in these cases since March of this year, I am aware
of the issues and consequences of these cases upon the development of Marsh Harbour Resorts.,
As an attorney extensively involved in real property and land use issues, I know that lawsuits
challenging zoning decisions and leases pertaining to the development of real property will
generally have an extreme adverse impact upon the developer's ability to proceed under the
sundry permits required from governmental agencies.
Based upon my involvement in these cases and my knowledge of land use issues, funding
requirements and construction requirements, it is my opinion that Ms. LaDane Williamson and
Marsh Harbour Resorts, LLC cannot proceed with any development plans or improvements of
the Marsh Harbour Resorts Project until these lawsuits are resolved. At this writing, I have
successfully resolved the zoning and land use litigation. Next, I will turn my attention to
resolving the marina lease litigation. I expect the Business Court to resolve Case Nos. 01 CVS
225 and 01 CVD 156 by next summer.
I trust this synopsis addresses the lawsuits that have adversely impacted the development
of Marsh Harbour Resorts.
I welcome your comments and look forward to discussing the enclosed with you.
With kind regards, I remain
Ve tul yours,
AkliKenShn
KAS/asm
Enclosures
cc: Ms. LaDane Williamson
Marsh Harbour Resorts, LLC

}
li
ATTORNEYS AT LAW
HIGHWOODS TOWER. ONE
SUITE 500
3200 BEECHLEAF COURT
RALEIGH, NORTH CAROLINA
27604-1064
TELEPHONE 919,981.4000
TELEFAX 919981.4300
MAILING ADDRESS
POST OFFICE DRAWER 19764
RALEIGH, NORTH CAROLINA
27619-9764
LANDFALL PARK NORTH
1985 EASTWOOD ROAD, SUITE 20D
WILMINGTON, NORTH CAROLINA
28403
TELEPHONE 910.256,5135
TELEFAX 910.256,6451
W W W MAUPINTAYLOR,COM
Amos C. DAWSON, III
JAN 2 ? 2003
119, i�n�C4,1 ►n
c IrC.....:nIgn�q�P_nlr
January 17, 2003
VIA FACSIMILE (715-3060) AND U.S. MAIL
Daniel C. Oakley, Esq.
General Counsel
Department of Environment and
Natural Resources
Mail Service Center 1601
Raleigh, NC 27699-1601
Re: Marsh Harbour Resorts, LLC
CAMA Major Permit No. 11-97
Brunswick County
Our File No. 15319.003
Dear Dan:
480 BETA BUILDING
HEADQUARTERS PARR
2222 CHAPEL HILL -NELSON HWY.
DURHAM, NORTH CAROLINA
27713
TELEPHONE 919.361,4900
TELEFAX 919,361,2262
MAILING ADDRESS
POST OFFICE BOX 13646
RESEARCH TRIANGLE PARK
NORTH CAROLINA
27709-3646
WRITER'S DIRECT DIAL NUMBER
[phone]
[e-mail]
Following up on our conversation from this morning, please find enclosed a copy of the
Stormwater Permit for Marsh Harbour Resorts, SW8 920522 issued on September 13, 2001 and
effective until September 13, 2011. As we discussed, this Stormwater Permit is a part of the
"substantial development" begun and continuing by Marsh Harbour Resorts, LLC on the Marsh
Harbour development project, which entitles Marsh Harbour Resorts to a CAMA development
period extension under 15A NCAC 7J.0404. As stated in my December 11, 2002 letter to Doug
Huggett at the Division of Coastal Management, the preparation of the CAMA and Stormwater
RALEIGHI363296_ 1

'!
Daniel C. Oakley, Esq.
January 17, 2003
Page 2
Permit applications required extensive engineering work, including the design of building
roofprints, parking configurations, streets, and all other impervious surfaces.
Over $350,000.00 was spent on stormwater, water and sewer design and permitting. A
substantial part of this work was performed and paid for in 1999, 2000, and 2001. Overall,
Marsh Harbour Resorts and La Dane Williamson have expended over $4.5 million in good faith
reliance on CAMA permit 11-97. We believe this clearly establishes their rights to proceed with
the planned development under CAMA permit No. 11-97, and accordingly to an extension of the
permit by the Division of Coastal Management.
You suggested that a meeting with you and members of the Attorney General's staff
might be helpful. I will be happy to meet with you to discuss this matter further at your
convenience.
Thank you very much for your attention to this matter.
With best wishes, I am,
Enclosure
cc w/encls:
Mr. Doug Huggett
Ms. Donna Moffitt, Director, DCM
Ruffin Poole, Esq.
Ms. LaDane Williamson
RALEIGH\363296- I
Very
C. Dawson, III

01/15/2003 00:57 9105796097 LADANE.WILLIAMSUN.UU NAtit by
Michael F. Easley. Governor
of W ATER
�] 0 William G. Ross Jr Secretary
G -North Carolina Department of Environment and Natural Resources
Gregory J. Thorpe, Ph.D.. Acting Director .
O <, AN 2 l ' 20�3 Division of Water Quality
n r+ �n0.r, i ►AMMCT,pr�!r Wilmington Regional Office
September 13, 2001
Ms. LaDane Williamson, Managing Member
Marsh Harbour Resorts, LLC
.9686 Scenic Drive
Calabash, NC 28467
Subject: Permit No. SW8 920522 Modification
Resort LaDaue - Marsh Harbour
High Density Stormwater Project .
Brunswick County
Dear Ms. Williamson:
The Wilmington; Regional Office received a complete modification to the Stormwater Management Permit
Application for Resort LaDane -Marsh Harbour on September 5, 200 1. Staff review of the plans and specifications
has determined that the project, as proposed, will comply with the Stonnwater Regulations set forth in Title 15A
NCAC 2H.1000. We are forwarding Permit N6. SW8 920522 Modification dated September 13, 2001, for the
construction of Resort LaDane - Marsh Harbour.
This permit shall be effective from the date of issuance until September 13, 2011, and shall be subject to the
conditions and limitations as specified therein. Please pay special attention to the Operation and Maintenance .
requirements in this permit. Failure to establish an adequate system for operation and maintenance ofthe stormwater
management system will result in fixture compliance problems -
If any parts, requirements, or limitations contained in this permit are unacceptable, you have the right to request an.
adjudicatory hearing upon written request within thirty (3 0) days following receipt ofthis permit. This request must'
be in the form of a written petition, conforming to Chapter 150B of the North Carolina General Statutes, and filed
with the Office of Administrative Hearings, P.O. Drawer 27447, Raleigh, NC 27611-7447. Unless such demands .
are made this permit shall be final and binding.
If you have any questions, or need additional information concerning this matter, please contact Linda Lewis, or .
me at [phone].
sincerely,
Rick Shiver
Water Quality Regional Supervisor
RSS/arl: S:\WQS\STORMWAnPERMIT\920522-SEP
cc: Harlan Britt, P.B.
Town of Calabash Building Inspections
Division of Coastal Management •.
Linda Lewis
Wilmington Regional Office
Central Files
MrNR
N.C. Division or water Quality127 Cardinal Drive Extension wdmington, N.C: 28405 [phone] Fax is 10) 350-2004 .,customer Sewics

" 01/15/2003 00-57 9105798097 LADANE WILLIAMSON CO PAGE 03
State Stormwater Management Systems
Permit No. SW8 920,522M.odif
Jcation
STATE. OF NORTH CAROLINA
DEPARTMENT OF, ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF WATER QUALITY
STATE STORMWA.TER MANAGEMENT PERMIT
HIGH. DENSITY DEVELOPMENT
In accordance with the provisions of Article 21 of Chapter 143, General Statutes ofNorth Carolina as amended, and
other applicable haws, Rules, and Regulations
PERNIISSION IS HEREBY GRANTED TO
Marsh Harbour Resorts, LLC
Resort LaDane - Marsh Harbour
Brunswick County .
FOR THE
construction, operation and maintenance of 15 infiltration basins in compliance with the provisions of 15A NCAC
2H .1000 (hereaftei referred to as the "storniwarer rules' and the approved stormwater management plans and
specifications and other supporting data as attached and on file with and approved by.the Division of Water Quality
and considered apart of this permit.
This permit shall be effective from.the date of issuance until September 13, 2011 and shall be subject to the
following specified conditions and limitations:
I. DESIGN STANDARDS .
1: This permit is effective only with respect to the nature and .volume of stormwater described in the
application and other supporting data-.
2. This stormwater system has been approved for the management of stormwater runoff as described on page
3 of this permit, the Project Data Sheet. The stormwater controls have been designed to handle the runoff
from a total of 31.36 acres of impervious area. Each basin must be operated with a 50' vegetated filter.
3. Approved plans and specifications for this project are incorporated by reference and are enforceable parts
of the permit.
4. - The tract will be limited to the amount of built -upon area indicated. on page, 3 of this permit, and per
approved plans. .
5. The future development shown on the plans is not permitted and must submit for approval prior ro
development,
6. The runoff from all built -upon area within the permitted drainage area of each basin shown on the approved
e permitted stormwater control system. This is proposed to be
plans must be directed into the appropriat
accomplished through swales, pipes and pumps:
2

01/15/2003 .00:57 :' 9105798097
LADANE.WILLIAMSON CO PAGE
04
State Stormwater-Managemenf
Systems
PennitNo. SWS 920522 Modification
DIVISION OF WATER QUALITY :. .
PROJECT DESIGN DATA'SHEET
Project Name:
Resort LaDane - Marsh Harbour.
Permit Numben.
SW8 920522 Modification
Location:
Brunswick County
Applicant:
Ms. LaDane Williamson, Managing Member
Mailing Address:
Marsh Harbour Resorts, LLC
9686 Scenic Drive
Calabash , NC 28467
Application Date: .',
September 13, 2001
Name of Receiving Stream/Index #:
Lumber / Calabash Creek / 15-25-5
Classification of Water Body:
"SA"
Basin Number:
1 ? 3 4
5
Basin Depth, feet:
2.5, 4 1.5 1.5
2
Bottom Elevation, FMSL:
40 21 10 46.5
46
Drainage Area, number/acres:
A/2.96 B/2.84 F/4.75 K/2.07
L/4.9.4
Total Impervious Surfaces, f :
79,700 74,050 . 108,896 62,600
120;250
Offsite Area entering Pond, ft2:
None, per Engineer
Required Storage Volume, ft':
9,772 9,104 13,544 7,606
14,873
Provided Storage Volume, fO:.
10,541 112106 16,056 7,955
15,476,
Temporary Storage Elevation, FMSL:
42.5 25 11.5 48
8
. Seasonal High Water Table Elevation:
37.7 18 7.7 44.5
43
Type of Soil:
Tan siltysand, underlain by cemented coquina and silty clay.
Expected Infiltration Rate:'
1.8 inches per hour
Time to Drawdown, hours:.
28 118 11 12
16
3.

01/15/.2003 00:57. 9105798097,
LADANE WILLIAMSON CO
PAGE
05
State Stormwater-Management Systems
Permit No. SW8 920522 Mgdiflcation
.
DMSION OF WATER QUALITY
PROJECT DESIGN DATA SHEET. .
Project Name:
Resort LaDane - Marsh Harbour
Pen -nit Number
SW8.920522 Modification
Location:
Brunswick County
Applicant:
Ms. LaDane Williamson, Managing Member
Mailing Address:
Marsh Harbour Resorts, LLC
9686 Scenic Drive
Calabash, NC 28467 .
Application Date:.
September 13, 2001 ,
Name of Receiving Stream/index #:
Lumber / Calabash Creek./ 15-25-5
Classification of Water Body:
"SA"
Basin Number:
6 7 8
2
d4
Basin Depth, feet:
1.5 2.5 2.5
2.5
1
Bottom Elevation, FMSL:
48.5 20.5 20.5
20.5
47
Drainage Area, number/acres: _
J/4.01 G/4:83 G/4.3
H/4.26 .
D/2.13
Total Impervious Surfaces, ft2:
100,190 147,260 - 138,541
128,077
92,800
Ofl'site Area entering Pond, ftz:
None, per Engineer
Required Storage Volume, ft':
12,363. 17,882 16,756
15,568
11,020
Provided Storage Volume,ft':
17,009 : 24,957 19,866
20,102
15,450
Temporary Storage Elevation, FMSL:.
50 22.5 22:5
22.5
48
Seasonal High Water Table Elevation:
46.5 18.5 18.5
I8.5
43
Typed Soil:
Tan silty sand, underlain by cemented coquina and silty clay:
Expected Infiltration Rate:
1.8 inches per, hour
Time to Drawdown, hours:
I 1 62 1'6 .16
35

01/15/2003 e0:57 *9105198097 ..''
LADANE WILLIAMSON CO.
PAGE
06
'
State Stormwater Management
Systems .
Permit No.
SW8 920522 Modification
DIVISION OF WATER QUALITY .
PROJECT DESIGN DATA SHEET
Project Name:
Resort LaDane - Marsh Harbour
Permit Number:
SW8 920522 Modification
Location:., .
Brunswick County
Applicant:
Ms. LaDane Williamson, Managing Member
Mailing Address:
Marsh Harbour. Resorts, LLC
9686 Scenic Drive
Calabash , NC 28467
Application Date:.
September *, 2001
Name of Receiving Stream/Index #:
Lumber / Calabash Creek / 15-25-5
Classification of Water Body:
"SA" '
B"inNumber:
11 12 - 33_
3C
2D
Basin Depth, feet:
1 1.5 1.5
.2.25
3
Bottom Elevation, FMSL:
47 41 ' 25.5 .
41.5
40
Drainage Area, number/acres:
C&E/5.24 Y/1.88 V4.95
ZZ/1.68
YY/1.38
Total Impervious Surfaces, ft'.
171,718 31,150 118,500
25,000
60,000
Off'site Area entering Pond, W::,
None, per Engineer
Required Storage Volume, ft':
20,745 . 4,016 14,679
17,433
7,125
Provided Storage Volume, ft':
25,054 9,954 18,671
36,320
7,650
Temporary Storage Elevation, FMSL:
48 42.5 27
43,75
43
Seasonal High Water Table Elevation:
43 39 22.5
b, 37,5
37
Type of Soil:
Tan silty sand, underlain by cemented
coquina and silty clay.
Expected Infiltration hate:
1.8'inches per hour
Time to Drawdown, hours:
56 12 11
25
28
i

01/15/2003 00:57 9105799097 LADANE WILLIAMSON.CO PAGE 07
State Stormwater'Management Systems
Permit No. SW8 920522 Modification
H. SCHEDULE OF CONIPLIANC)E
I. The stormwater management system shall be constructed in it's entirety, vegetated and operational for its
intended use prior to the construction of any built -upon surface.
2. During construction, erosion shall be kept to aminimum and any eroded areas of the system will be repaired
immediately.
3. The permittee shall at all times provide the operation and maintenance necessary to assure the permitted
stormwater system functions at optimum efficiency. The approved Operation and Maintenance Plan must
be followed in its entirety and maintenance must occur at the scheduled intervals including, but not limited
to:
a. Semiannual scheduled inspections (every 6 months).
b. Sediment removal.
C. Mowing and revegetation of side slopes.
d. Immediate repair of eroded areas.
e. Maintenance of side slopes in accordance with approved plans and specifications.
f. Debris removal and unclogging of swales, bypass structures, catch basins and piping.
g. Access to the bypass structures and pump stations must be available at all times.
h. The vegetated filters will be kept grassed with no erosion. The spreader mechanism will be kept free
of sediment and trash, and must distribute the runoff evenly over the width of the filter.
4. Records of maintenance activities must be kept and made available upon request to authorized personnel
ofDWQ. The records will indicate the date, activity, name of person performing the work and what actions
were taken.
5. The facilities shall be constructed as shown on the approved plans. This permit shall become voidable unless
the facilities are constructed in accordance with the conditions of this permit, the approved plans and
specifications, and other supporting data.
6.. Upon completion of construction, prior to issuance of a Certificate of occupancy, and prior to operation of
this permitted facility, a certification must be received from an appropriate designer for the system installed
certifying that the permitted facility has been installed in accordance with this permit, the approved plans
and specifications, and other supporting documentation. Any deviations from the approved plans and
specifications must be noted on the Certification. ,
7. If the stormwater system was used as an Erosion Control device, itmust be restoredto design conditionprior
to operation as a stormwater treatment device, and prior to occupancy of the facility.
8. Amodification mustbe permitted prior to any construction. The following items will require amodification
to the permit. The Director may determine that other revisions to the project should require a modification
to the permit:
a. Any revision to the approved plans, regardless of size.
b_.. Project name change.
C. Transfer of ownership.
d. Redesign or addition to the approved amount of built -upon area
e. Further subdivision, acquisition, or sale ofthe project area. The project area is defined as all pzoperty
owned by the permittee, for which Sedimentation and Erosion Control Plan approval was sought.
f. Filling in, altering, or piping of any vegetative conveyance shown on the approved plan.
9. A copy of the approved plans and specifications.shall be maintained on file by the Permittee for a minimum .
of ten years from the date of the completion of construction.
6 .

01/15/2003 00:57 9105798097 LADANE WILLIAMSON CO ''PAGE 08
State Stormwater-Management Systems
Permit No SW8 920522 Modification
10. The permittee shall submit final site layout and grading plans for all unpermitted future areas shown on the
approved plans, prior to construction_ If the proposed BUA exceeds the pemitted amount, a modification
to the permit must be submitted and approved prior to construction.
.11. Prior to the sale of any portion of the property, an access/maintenance easement to the stormwater facilities
shall be granted in favor of the permittee if access to the stormwater facilities will be restricted by the sale
of any portion of the property.
12. The permittee is responsible for verifying that the proposed built -upon area within any permitted drainage
area, and on an overall basis, does not exceed the allowable built -upon area.
13. The Director may notify the permittee when the permitted site does not meet one or more of the minimum
requirements ofthe permit. Within the time frame specified in the notice, the permittee shall submit a written
time schedule to the Director for modifying the site to meet minimum requirements. The permittee shall
provide copies of revised plans and certification in writing to the Director that the changes have been made.
14. The permittee shall notify the Division of any name, ownership or mailing address changes within 30 days
III. GENERAL CONDITIONS
I . This permit is not transferable. In the event there is a desire for the facilities to change ownership, or there
is a name change of the Permittee, the name/ownership change form request must be submitted to the
Division of Water Quality, along with legal documentation of the sale and other supporting materials such
as recorded deed restrictions, and/or a signed operation and maintenance plan, as may be appropriate. The
approval of this request will be considered on its merits and may or may not be approved.
2. _. Failure to abide by the conditions and limitations contained in this permit may subject the Permittee to
enforcement action by the Division of Water Quality, in accordance with North Carolina General Statute
143-215.6A to 143-215.6C.
3. The issuance of this permit does not preclude the Permittee from complying with any and all statutes, rules,
regulations, or ordinances which may be imposed by other government agencies (local, state, and federal)
which have jurisdiction.
4. In the event that the facilities fail to perform satisfactorily, including the creation of nuisance conditions,
the Permittee shall take immediate corrective action, including those as may be required by this Division,
such as the construction of additional or replacement stormwater management systems.
5. The permittee grants DENR Staff permission to enter the property for the purpose of inspecting all
components of the permitted stormwater management facility.
6. The permit may be modified, revoked and reissued or terminated for cause. The filing of a request for a
permit modification, revocation and reissuance or termination does not stay any permit condition.
7. Unless specified elsewhere, permanent seeding requirements for the stormwater control,must follow the
guidelines established in the North Carolina Erosion and Sediment Control Planning and Design Manual.
Permit issued this the 13th day of September, 2001.
NORTH CAROLINA ENVIRONMENTAL MANAGEMENT COMMISSION
Gregory J. Thorpe, Ph. D., Acting Director
Division of Water Quality
By Authority of the Environmental Management Commission
Permit Number.S'WS 920522 Modification

01/15/2003 00:57 9105798097, LADANE WILLIAMSON CO PAGE 09
State Stvrmwater Management Systems
Permit No. SWS 920522 Modification
Resort LaDane - Marsh Harbour
Stornwater Permit No. SW8 920522 Modification
Brunswick County
Designer's Certification
1 as a duly registered in
the State of North Carolina, having been authorized to observe (periodically/weekly/full time) the construction of
the proj ect,
(Project)
for (Project Owner) hereby state that, to the best ofmy abilities, due care
and diligence was used in the observation of the project construction such that the construction was observed to be
built within substantial compliance and intent of the approved plans and specifications.
The checklist of items on page 2 of this form is included in the Certification.
Noted deviations from approved plans and specification: .
SEAL
Signature
Registration Number
Date
8

01/15/2003 00:57 9105798097
Certification Requirements:
LADANE WILLL;MSON CO PAGE 10
State StormwatepManagement Systems
Permit No. SW8 920521 Modification
1. The drainage area to the system contains approximately the permitted acreage.
2. The drainage area to the system contains no more than the permitted amount of built -upon area-,
3. All the built -upon area associated with the project is graded such thai the runoff drains to the system.
4. The outlet/bypass structure elevations are per the approved plan.
5. The outlet structure is located per the approved plans.
6. Trash rack is provided on the outlet/bypass structure. .
7. All slopes are grassed with permanent vegetation.
8. Vegetated slopes are no steeper than 3:1.
9. The inlets are located per the approved plans and do not cause short-circuiting of the system.
10. The permitted amounts of surface area and/or volume have been provided.
11. Required drawdown devices are correctly sized per the approved plans.
12. All required design depths are provided.
13. All required parts of the system are provided, such as a vegetated shelf, and a forebay.
14. The overall dimensions of the system, as shown on the approved plans, are provided.
cc: NCDENR-DWQ Regional Office
Town of Calabash Building Inspections

EXHIBIT
2 tr H
• y
STATE OF NORTH CAROLINA ) FI � Q GENERAL COURT OF JUSTICE
r U R�Q��
COUNTY OF BRUNSWICK Oj MAY - AJ190 gOURT DIVISION
CVS 1372
MARSH HARBOUR GOLF & BRtSWICK COUNTY. C.S.C.
YACHT CLUB INTERVAL )
ASSN., INC AND GOLF COAST BY ).
REALTY INC.,
Plaintiffs, )
AMENDED COMPLAINT
VS. )
)
THE TOWN OF CALABASH, j
NORTH CAROLINA, MARSH )
HARBOUR RESORTS, LLC, )
OCEAN HARBOUR GOLF LINKS, )
INC., )
Defendants. )
Plaintiffs, complaining of Defendants herein, would respectfully show unto this
Honorable Court as follows:
I. Plaintiff, Marsh Harbor Golf & Yacht Club Interval Assn., Inc. is an association of owners
of property located in the Town of calabash, in the community of Marsh Harbor Golf & Yacht
Club. Plaintiff Golf Coast Realty, Inc. is a corporation organized and existing under and by
virtue of the laws of the state of North Carolina.
2. Defendant, Town of I Calabash, is a duly incorporated North Carolina Municipal
Corporation and Defendants, Marsh Harbour Resorts, L.L.C., Ocean Harbour Golf Links, Inc.,
are, upon information and belief, corporations organized and existing under the laws of the
State of North Carolina or of some other state in the United States, and are doing business in
Brunswick County, North Carolina.
1

3. The Plaintiffs represent the owners of property interests in the Marsh Harbor community.
The owners of those interests are listed in the attached Exhibit A; which is incorporated herein
by reference as fully as though repeated verbatim herein.
4. The land, which comprises the Marsh Harbor community, is more.specifically described
in the attached Exhibit B, which is a zoning map for Marsh Harbor Golf Links, which is
incorporated herein by reference as.fully as though repeated verbatim. Upon information and
belief, the tract of land involved is owned by Defendants Marsh Harbour and Ocean Harbour.,
hereinafter referred to as 'the corporate Defendants" or "corporate Defendants".
FOR A FIRST CAUSE OF ACTION
(Declaratory Judgment)
5. Each of the foregoing allegations is incorporated herein by reference as fully as thought
the same were repeated verbatim.
6. This is an action seeking to have this Court declare the rights, status, and other legal
relations of the parties and issues involved in this case_ This is an action under and pursuant to
the'Uniform Declaratory Judgment Act as coded in N.C. Gen.Stat §1-253, et seq.
7. The Plaintiffs are residents and/or property owners and/or adjoining land owners of the
Proposed development at issue in this action, located in the Town of Calabash, North Carolina
and are interested parties pursuant to N.C. Gen. State §1-254 whose rights, status or other
legal relations are affected by a municipal ordinance enacted by the Defendant Calabash on or
about July 26, 1999. Therefore, the Plaintiffs have a specific, legal interest in the subject matter
affected by the Zoning Ordinance involved in this action, and are aggrieved parties directly and
adversely affected thereby.
8. The Plaintiffs have suffered/will suffer special damages distinct from the rest of the
community in that the rezoned building will/would cut off the light and air to their property,
increase the danger of fire, increase the traffic congestion, increase the no level, increase the
2

level of pollutants and irritants in the air and in the environment, will interfere with their right to
peaceful enjoyment of their property, and with their right of privacy and will pose a danger to the
health and safety of residents of Marsh Harbor.
9. On or about July 26, 1999, the Town of Calabash, by and through the actions of the
Board of Commissioners, re -zoned 168.42 acres of land, including lands comprising both Marsh
Harbor Resort and Ocean Harbor Resort. This land had been zoned P.U.D. and R-15 and was
changed to a new Planned Unit Development at the request of the corporate Defendants. The
corporate Defendants intend to construct a development planned to include a luxury hotel
accommodating 1,200 guests, condominiums, single family homes and townhouses and a
seven story, 75-foot high parking garage. Corporate Defendants intend to locate the parking
garage immediately adjacent to Plaintiffs' property.
10. The subject property was re -zoned over the strong objections of community members,
including owners of property in Marsh Harbor, and particularly of the Plaintiffs herein.
Specifically, the seven story parking garage planned,for the project is immediately and directly
adjacent to the resort and residential community of Marsh Harbor.
11. Upon information and belief, a majority of the Board of Commissioners had. previously
decided to adopt the Ordinance prior to the final hearing. The public was not allowed input into
the decision and was hot allowed to make comments or to voice concerns during the final
hearing, contrary to applicable law. The Plaintiffs were, therefore, denied an opportunity
mandated by statute to raise and have addressed their specific and urgent concerns about this
proposed development in general and about the parking garage planned to be constructed
immediately adjacent to their property. Plaintiffs, therefore, did not have the statutorily
mandated opportunity to explore with the developers the possibility of changing the plans to
relocate the parking garage to an attemate site, which would not pose such a direct and
immediate threat and hazard to the property and privacy rights of the Plaintiffs.
3

12. .. The Planned Unit Development Zoning Ordinance adopted by the Town of Calabash is
oppressive and is a manifest abuse of discretion; further, it is arbitrary, unreasonable,
capricious, and in excess of lawfully delegated authority based upon, but not limited to, the
following reasons and violations, to -wit:
a. It was adopted without proper study, planning or information;
b. It includes maximum building heights and setbacks, which are
arbitrary, capricious, inconsistent, irrational and unreasonable, all
to the detriment of Plaintiffs and similarly situated adjoining
landowners. The unreasonable setback and height restrictions
cause significant damage to the property values and the quality
of life of the adjacent property owners, particularly the Plaintiffs;
C. It fails to provide for adequate light, air and open space;
d. It does not facilitate the creation of a convenient, attractive and
harmonious community by allowing a seven story high-rise
parking garage to be located immediately adjacent to the
Plaintiffs' property without a proper transitional zone;
e. It fails to protect and preserve scenic and ecologically sensitive
areas;
f. It does not protect the character of the community as it currently
exists;
g. It fails to demonstrated that the change is in accord with sound
planning principals;
h. It does not demonstrate that all uses would be in the general
public interest and not merely in the interest of an individual or
small group;
2

It fails to protect the safety and well being, of the community and
will allow construction of a development that will greatly increase
traffic and congestion in the area;
It fails to be rationally related to any legitimate government
objective.
13. In adopting the said Ordinance, Defendant, Town of Calabash, failed to comply with the
applicable Notice Requirements as imposed by the laws of the Town of Calabash and by the
State of North Carolina and, in so doing, precluded all citizens, property owners and concerned
taxpayers, including the Plaintiff(s) from having adequate opportunity to be advised of the exact
nature of the plan and to voice their opinions and concerns regarding the same and to have
their elected officials answer those concerns.
14. In adopting the said ordinance, Defendant, Town of Calabash, created a sweeping
change in the Town and in the overall plan for the Town and did so„ as stated, without allowing
Plaintiffs the statutorily mandated notice and opportunity to be heard. In so doing, the town of
Calabash has changed the entire character of the Town, and has done so in direct violation of .
the expectations of the Plaintiff landowners who purchased their property based upon their
understanding of the character and qualify of life in the Town of Calabash. Making such a
drastic and sweeping change in the entire character and way of life on an entire town requires
that the Town make a special and concentrated effort to do so only after extensive and serious
consideration of the concerns of residents. Moreover, Plaintiffs maintain that the mandated
notice and hearing requirements are insufficient in this particular instance and Plaintiffs would
allege that in creating such sweeping changes as this new development planned by co -
Defendants should require additional notice and should require that the Town document all of its
efforts to both hear and address fully the concerns of landowners. Further, the Town should
document all of its reasons for changing the character of the Town without allowing residents to
5

vote as to the same and Plaintiffs contend that homeowners in Calabash should have the right
to vote as to such sweeping and profound changes.
15. The Plaintiffs have suffered and will continue to suffer special damages, separate and
distinct from the remainder of the community as a result of the arbitrary, capricious,
unreasonable and illegal actions of Defendants. Plaintiffs have been damaged in, but not
limited to, the following:
a. The value of their property has been diminished;
b. " They have lost future income from anticipated rentals and increased
Profits from re -sales and have adversely affected time share owners'
ability to trade or bank time or weeks;
C. They have incurred costs in opposing this Ordinance including
Attorney's fees;
i
d. The Plaintiffs have expended great and vast amounts of their time which
could have been devoted to other occupations or pursuits; and
e. The reputation of the community.has been damaged;
f. Their peaceful enjoyment of their property has been damaged;
g. Their health and safety has been put at risk.
16. Plaintiffs are informed and believe that they are entitled.to have this Court issue
its ruling declaring the rights of the parties and declaring as follows: that the re -zoning,
of the property or land in question was not done in accordance with the requirements of
the statutes, including the applicable Notice Requirements and that the re -zoning in
this case is unreasonable, arbitrary, oppressive, capricious, a manifest abuse of
discretion and is therefore void.
6

FOR A SECOND CAUSE OF ACTION
(Nuisance)
17. Each of the foregoing allegations is incorporated by reference herein as fully as though
repeated verbatim.
18. Plaintiffs would allege that the traffic patterns at the planned resort and the proposed
seven story parking garage planned and to be constructed by the corporate Defendants will
cause noise and pollution and is therefore an improper and unreasonable use of the property
which will result in injury to the land, property and rights of the Plaintiffs and constitutes a private
nuisance. Further, the corporate Defendants know that a private nuisance will result from the
said construction as planned or that it is substantially certain to result.
19. Plaintiffs would allege that the'traffic patterns and the proposed parking garage, if
1 located immediately adjacent to their property as planned, will constitute a nuisance per
accidens. Further, Plaintiffs allege that the said parking garage will necessarily necessarily
become a nuisance due to the fact that seven stories of cars will be parking upon the facility,
that the facility is immediately adjacent to the Plaintiff's property and that the volume of noise
and pollution which seven stories of cars will bring to the PlaintrfPs property is immense and
unreasonable. This harm is actually threatened and not merely probably and is, in fact, certain.
or practically certain to result.
20. The construction of the seven story parking garage, and planned road design and traffic
patter's at the resort property, will create conditions which will render the enjoyment of their
property impossible and it will invade their rights, including, but not limited to, their right to
peaceful enjoyment of their property and their right to privacy.

21. Defendants allege that in light of all of the circumstances of this case, the corporate
Defendants planned invasion into the property and property rights of the Plaintiffs is
unreasonable and will cause Plaintiffs substantial damages.
22. The nuisance created by the parking garage will be continuous and recurrent and the
injury or harm to the Plaintiffs will be. irreparable. The planned nuisance must necessarily result
from the location of the parking garage and the harm from this invasion is substantially certain to
result. This an injury or harm which is and which will be,real and immediate and is one to which
the Plaintiffs should not be required to submit, nor should the said corporate Defendants be
permitted to inflict the harts, which will be an occurrence so continuous, ongoing and frequent
that no reasonable redress can be had in a Court of law.
23. The Plaintiffs will be irreparably injured by the construction and operation.of the said
parking garage and for such injuries and damages there would be no possibility of repair or
compensation and there is no adequate remedy at law for the damages that the Plaintiffs will
inevitably suffer.
24. Therefore, the Plaintiffs are informed and believe that they are entitled to have this Court
permanently enjoin the corporate Defendantsfrom constructing the said parking garage where it
is planned, or in any location adjacent to Plaintiffs' property
25. Alternatively, although there is no adequate remedy at law or in damages for the
substantial and irreparable harm that Plaintiffs.will suffer if this Court should fail and refuse to
issue the permanent injunction, then Plaintiffs only recourse will be in monetary damages, which
are insufficient to and could not repair the harm that the Plaintiffs will suffer. However, if the
Court does not issue the injunction as requested herein, Plaintiffs ask that this Court award
them a judgement against the corporate Defendants for such an amount of monetary damages
as is found just and proper and such an amount as will compensate them for the substantial
harm that they will suffer as a result of this continuous nuisance.'

FOR A THIRD CAUSE OF ACTION .
(Trespass)
26. Each of the foregoing allegations is incorporated by reference herein as fully as though
repeated verbatim.
27. The construction.of the parking garage where it is planned, and the implementation of
traffic patterns at the resort as planned will cause noise and pollution to continually trespass
upon their property; to damage their right to peaceful enjoyment of the property; and will pose a
hazard which will threaten their health and safety.
28. Plaintiffs allege as follows: (1) They are the owners and/or possessors of the Property
and will be the owners and possessors -of the property at the time that the corporate Defendants
Will trespass upon the said property;(2) the entry of the noise and pollution from the said
Defendants conduct and planned nuisance will constitute an unauthorized entry by the said
corporate Defendants; and (3) the unauthorized entry of corporate Defendants upon the.
Plaintiffs property will cause substantial damages to the Plaintiffs,
29. Plaintiffs are informed and believe and hereby request an award of damages from the
Court in a sum found just and proper and sufficient to compensate them For the real and
substantial damages which the corporate Defendants planned trespass onto their property is
substantially certain to cause and/or will cause.
Dated:
March 7, 2002
J. D&ig Hudson, Esq.
Hudson & Gentry'
4810 N Kings Highway, Ste B
Myrtle Beach SC 29577
[phone]; Fax [phone]
NC Bar.#: 2234
ATTORNEY FOR PLAINTIFFS
9

STATE OF NORTH CAROLINA ) IN THE GENERAL COURT OF JUSTICE
SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK ) CASE NO:
MARSH HARBOUR GOLF &
YACHT CLUB INTERVAL
ASSN., INC AND GOLF COAST
REALTY INC.,
Plaintiffs,
vs. )
THE TOWN OF CALABASH, )
NORTH CAROLINA, MARSH )
HARBOUR RESORTS, LLC, AND )
OCEAN HARBOUR GOLF LINKS, )
INC.
Defendants.
EXHIBIT A

Kirsh Barbour Golf 4 Yacht Club Owners
as of-6128199
Sorted by OnitlVeek'Number
RAKE
---------------------
STREET
-----------------------------
CITY
STATE
LIP
OIIT/WEEK
Gerald Bellisario
4231 Vest 50th Street
---------------------
Cleveland
OR
44144
01/01
Barry A Alicia Montt
10817 Vernon Ave.
Garfield leights
OR
44125
01/04
Phoebe May-Fletcber A Allen
41 lavajo Street
Creston
01
14217
01/05
Fletcher
Joe A Ernestine Perry Jr.
894 1. 150th Street
Cleveland
OB
44110
01J06
Donald Rework
4260 Americana Dr. Apt 124
Cuyahoga Falls
01
44223-0264
01/07
David C. Robertson
19606 Kewanee
Cleveland
OR
44119
01108
James A Susan Spett
29308 Atmadale Avenue
Wickliffe
OR
44092 '
01/09
Saundra Redding
100 Voodcroft Partway 125-D
Durham
IC
27713
01/11
Beverly lathorn
9608 lager Avenue
Cleveland
OR
41104
01113
Alan Millar
2416 Ridge load
Raleigh
IC
21612
01/14
Alan I Shamda Koehler
900 Craobrook Ct.
liamisburg
01
45342-6429
01/15
John leodelok
C. Eugene A Martha Thrall
1924 Cook Avenue
194 Castle Blvd.
Cleveland
Akron
Of
44109
01116
Colleen Stella
3290 1..Scarborough Road
Cleveland leights
01
OR .
44313
44118
01/17
01118
Thomas A Lois !'$finer
10 Lisa Drive
-lamilton
01
45013
01119
Paul A Janet Harris
3387 Iiigaro Street
'Cincinnati
01
45251
QV22
Richard A Eden Spotts
845 Colony Drive.
ligbland leights
OR
44143
01/23
Larry Patrick
11309 Feller load
Sunman
I1.
47041
01/25
Ronald I lobya Smith
24 Linkside Liao
Taylors
SC
29687
01/26
William A Cheryl Jones
9561 Svigert load
Loveland
OR
15140
01/27
.Gilbert and Sharlene Carpenter
6520 Rosetta Drive
Burlington
11
41005Pru
01128
i i Joyce Petty
25830 Anhesley Id.
Beachwood
OR
44122
01129
Luka
Leta Iatica Mejat
18391 Scheall Avenue
Cleveland
OT
14119
0113D
Michael A Susan food
10450 lainview Court
Dayton
01
45458
01131
Robert Dubek
Robert I lebeeca Right
526 Beckley Court
Henderson
IV
89014-3801
01132
filliam A Jeanie Cunningham
lost Office Box 156
17700 Chatfield Ave.
Penney Farms
Cleveland
FL
01
32079-0156
44111
01/33
01134
Harris Silverman
7903 Tall Farm load
Louisville
If
40291
01135
Robert Cochran
.20I Bloecrest Avenue
Dayton
01
45127
01136
lichard Balzer, MD
3216 Mizzenmast Street
laineville
OI
45039
01138
Frank Levandovski i Deborah Boyer
PO Box 119
Valley City -
01
44280
01/39
Patricia loads
3430 Lineoln Avenue
Covington
IT
41015
01140
Dr, John A Kathleen Locebrey
5642 Jalmar Drive
Cincinnati,
Of
45238
01/41
Daniel A Jamflyno Rudolph
1085 Fashion Avenue
Cincinnati
01
45238
01142
Jonathan Vandertill
78 Ball Street
Chagrin Falls
01.
44022
01143
Jack A Carol Duggan
$139 Test liver Drive
loyalty
01
14072
01/44
Charles Tamper
4813 lest 220th Street
Fairview Park '
01
14126
01145
Charles Carpenter
4002 Vaaqe load
Moraine
OR
45439
01146
Mark I Violeta luesman
4566 Glegcary Court
Cincinnati
01
45248
01141
Edward L. I Daniel E. Tompkins
11800 lelson-Parkman load
Garrettsville
OR
44231
01/48
Edward A Prances Begalke
2114 Old fill load
Madison
01
1 057
01/49
Glens S. Lust
1063D Cbestnat Road
fillsboro
01
45133
01150
Reginald Evans
135 East 'Church Street
Ienia
OH "
15385
_
01/52
Kevin BeCardy
5645 ?envoy Court
Cincinnati
01
15221
02104
John Eldretb
3957 lower had
loutstown
Of
14272
02/05
Jeff and Cynthia Gundlach
733 Judson
lent
OR
14240
02/07
Springfield fireworks/Bill A Carol
490 State Route 103
Bluffton
01
45817
02108
Ruff
Jeff and Debbie Koore
8 Sunmyslope Drive
Cincinnati
01
45229
02/09
Robert I Beverly Whitehead
33270 Coaeheae Lane
Solon
OB
44139
02/10
Michael A Dorothy Tomcko
38435 Westminster Lane
Willoughby
OH
MH,
02111
Bruce A Cynthia lensley
2516 Ranfield load
109adore,
OB
44260
02112
Michael A Donna, Caster
926 Bristol Lane
Streetsboro
OR
112fl .
..
02113
Jon I Terri Veideling
5240 1. 229th Street
Fairview Park
08
44126
02/11
William I DoloresKreetvfeser
1973 Meadovbrook.Avenue
Youngstown
OR
44514
02117
011ie I Betty Willoughby
700 Hanover Avenue
Aurora
II
47001
02/18
Shaun A largaret Kirk
8772 Tanavor rude nr;oe
r:..:...,:

Marsh Rarbour Coll 4 Yacht Club Owners
'
as of• 6128199
Sorted by Unit/Veek lumber
HER
--------------------------
STRIET
-----------------------------
CITY-
STATE RIP
UfITIVERK
Patricia.Jenkins
2121 - 18th Street 5E
----------------------
Akron
-----
OR
----------
44314
02/23
Edison A Mary Yoder Jr.
5357 Cornwall Drive
Dayton
OR
45415
02124
Michael B Pamela Roberts
7746 Remark load
Mount Vernon
Of
43050
02/25
Jeffrey A Jennifer Leimberger
6099 Snowhill Drive
Ramiltoo
OR
45011
02/26
John A Elizabeth larper
31450 Miles load
Solon
OR
11139
02127
Villiae Runt
16734 lamilton Court
Strongsville
Of
44136
02/28
Sharon Phillips
21883 forth Park Drive
Fairview Park
OR
44126
02/29
Jeffrey 1 Shirley larwid
1719 Dafftoa Lane
Painesville
01
1 077-4746
02/30
Leonard 1 Leah Smith
4181 Springwood Drive
Brooklyn
01
44144
02/31
Charles Chambliss
4746 falford Road Unit 14
Varrencville
01
44128
02/32
Dennis L Day and laria E
10499 Sagardale Street
larr3s6a
01
45030
02133
Day,Living Trust
Linda Keighley
12515 Air Mill load
Brookville
01
45309
02/34
Mart 1 Joan Alessandriai
1498 great Oak Drive
Cincinnati
01
45255
02135
filliam L Blaine lerean Jr
11920 Sforybrook Lane
Ckesterland
OR
44026
02136
Martha Boyle
269 Delivare Place
Akron
01
44303-1247
02/37
Roland Shadd 1 1. Tillman
11875 lelmshurg Court
Cincinnati.
01
45240.
02/38
Thomas J. Morgan,
Post Office 101 4011
Calabash
IC
28467
02/39
Thomas (heeler
4713 iotdale Drive "
lettering
01,
45429
02/40
Paul L Martha Iiklovic Jr.
1740 lerna load
Akron " .
01
44312
02/41
Christopher loefting
3836 Silas Drive
laeilton
Of
4501)
D2142
Jacqueline grinstead
1718 Brookwood Drive
Akron
OR
44313
02/43
Marilyn White
3228 Starlite Drive
farren
01
44485
02144
Darlene THel
Box 285
Edgerton
01
43517
02/45.
Tieotby Kell
1204 Coral Blvd. IF
forth Canton
01
14720-6166
02/46
John i Sandy Banner
1071 Arrovhead load
Vermilion
of
44099
02/47
Charles Edoisten
3206 Barnet Lane
Cincinnati
Of
45244
02/48
Christopher i Vicky O'Dell
5667 Cotton Yoe load
Trenton
Of
45067
02150
T. Plockter i Sean Pluckter
2733 Caliis .
Stow -
Of
44224 .
02151
Craig L. and Betty J. Shaffer
i20 Lakebridge Plaza Dr t1306
Ormond Beack
FL
32174
02152
Eizabeth 1. Vest (formerly ioiciai
503 1.. Rataaga Ave.
Johnson City `
01
37601
03101
James and Katy Jarrell
PO Box 221;
Mogadere
01
44260
03105
Jeffrey Barchae
Post Office Boa 41
Tremont City .
01
45372
03106
David A Bernice Vargo
1641 loot load
Lorain
Of
44052
03107
Roy L. Riser
424 lordale Avenue .
Dayton
OR
45410
03108
John A Victoria Keehmen Jr.
1137 Deerhaven Ct.
Loveland
01
45140-8107
03109
Betty Daniels
8909 11110rth Court
Silver Spring
'ID
20910
03/11
Marren Carter
147 is Belle Street
Dayton
_
OR
45403
03/13
James B Terrie Lesley,
442 Oxford Avenue ,
Slyria
OR
14035
031% .
Lillian Jones
17300 Libby load
liple leigbts
-08
44137
03/15A
Daniel A. lichols
5353 Chapel Ed lit.
Madison
01
44057
031151
John Vogel
I Court 10, WI Drive
Carolina Shores
Re
28467
03117
Debra D. Lysak
9335 Crestwood load
Parma leigktc
01
44130
03/18
Stuart A Mary Kay Willa
7565 Dawes even Drive
Pane'
01
11130-5965
03/19
Dwayne 11reada Griffin
801 forth ligh Street_
timing Sea"
II
47040
03121
Edward 1. leotman .
104 Park Avenue
dlsmere
KY
4101H
03125
Julius i Cirlean"Jackson
5829 Sunset Drive
Radford leightl.
OR
44146
03/26
Richard 4 Mary Beth McGovan Jr.
2349 Vie Leunen
,
Cincinnati
01
45239
03/27
Eldon E. Kleinhean
4631 Swallow Court
Lebanon
OR
45036
03128 -
Tammy R. Gibbs .
7377 forsythia Lane
lorthfield
OE
44067
03/29
Allen A Judith Aungst
34355 Sherwood Drive
Solon
01
44139
03/30
Karen Dais -Parker
It 13 Box 256
Butler
KY
41006-9407
03131
Larry A Leona Gabbard
6990 Blackberry Court
lamiltoo
01
45011
03I32
Wallace A lancella Barris
26260 Cambridge Drive
Oakwood Village
on
f4146
0313
Patricia Ezelle
16732 Scottsdale glyd
Shaker Beights '
01
i4120
03/34
James A Vendela Rowell '7631
Dog Trot load
Cincinnati
OR
15248
03138
Clarence Courtney
INN Tisbercreek Drive
Union
IF
41091
.
03139
Kenneth A glizabeth Lane
4234 Brandonenyp Brivo
P;.,..;...
oc
ir,yy ,,.r
.,...

i Yacht Club Owners
Marsh Barbour Golf
as'of 6/28/99.
Sorted by Unit/leek
lumber
WANE
Charles Cobb
Thomas i Judy Ponrurick
Richard Deming
Walter I Blaine Gray
Anthony Farone
Ralph i Kathleen Reese
William Clarke
Columbia Diane Carfolo
Ira Felton, Jr,
Imalie i Prank Johnson
Fredrick I Alice Davis
J. Wesley i Sharon Ernest
Richard L. i Laura A. Ivancic
Royal a Frances Reath
Edward i Penny Jo Unkefer
Timothy i Deborah Oblisk
Paul i leveily Upton .
Dr. Kenneth i Janie lamai, Jr
Larry Cadwallader
Paul 4 Carol louillion'
Walter Cary
Robert i Susan Payne Jr.
Timothy Skeens
Richard i Adele Belzer
Stephen i Janet Jackson
lobert i lancy Lind
lobert Cornelius
Kickers i Barlene lay".
lichard i lancy Ann Zukovitz
Gary L,Diana linnich
Samuel 1 Jacqueline Darrell
Ervin i Deana lorzelbacber
James i lamcy Wiese
William Douglas
Steve George Androsky
Richard 1 Denise Jennings -
Killian i Nary Lou Petty
Paula 1.1. Iric Penebaker
Lei i Anna Prindle
James I Nary Lou lertel
lathleen i Robert Glaser
Kim 1 Susan Gardner
Joseph i Suzzane Levey
Kent Bromagen
Paul J. Walker
Belly fly Cogan
James blathers
Victor 1 Sandra Gill
Robert J. Ream
LemOn i Olive Dailey
Galen i Tikki NcKendry
R. Rediger i Patrick Jones
Peggy Van Yleet
Ronald 1, lilderbrand
Renee Brooks Cosworth
Michael Di Nozic
Tracy i Lisa Tacker
Roy 1 Nary Patterson
STIBST
20 fooderest Court
1864 Greea load
Post Office Box III
7535 Iraevood Drive
5351 Lear lagle load
7935 South fampton Court
6993 Forma Park Blvd.
30403 Jeffersoa lay
1381 Carman load
2779 Brampton Drive
4239 Sibley Avenue .
412 Norris load
12144 Ridge load
3519 Ingleside
3502 favarre Road ST.
20574 Ihitebark Drive
80Z5 Spyglass Lane
4612 Dolois Creek Lane
3907 S. State loote 1133
5044 Bristol Court
13 lingfoot Court
4149 Seller laona Drive
46 Lakeview Drive
379 Mann Kills Road
21 Brandywine Court "
31218 Milliard Blvd
5331 Tork.lidge load
4417 Ingleside load
1034 laterptile load
42615 Russia load
13500 Fifth Avenue
964 Richmond Circle
2574 Oak Circle IB
6247 Sweet;Briar Court
6336 Saadfield Drive
7064 Brownell Drive
785 Deervalley Drive
9407 1. 49th Street ,ipt.103
813 Istber 1.1.
15025 D. S: 52
1100 iwatiagtoe
11710 Butternut load
131 Jubilee Circle
6833.filmingtom Pike
P. 0. Box 4953
14 Ball [an
6816 Niami ,tills Drive
1255 Tetherafield Drive'
9410 Yvonne load
6224 Cook had
1198 Fullerton Drive
368 Loveland-ladeira load
6651 Ielvig Drive
1250 Clairmont Place
6784 Stanhope way
3435 Ileeman load
9077 losselville-linchester
4571 Luthet;Kiog Blvd.
CITY
Cincinnati
ladisos
Redina
Independence
forth Ridgeville
Cincinnati
Parma Weights .
Westlake
Akron
Cincinnati
Cincinnati
Ft. Bright
Forth Royalton
Shaker leigbts
Canton
Strongsville
Lander
Iashiogton
Williamsburg
Loveland
Simpsonville
Brunswick
Grafton
Chardon
lighland leigbts
Westlake
Guilford
larrensville leights
lest Alexandria
Elyria
Bast Cleveland'
lamilton
forth Liberty
Loveland
Brookpark
Nestor
Ciacionoti
Milwaukee
Warren
Netaeora '
Cleveland
Chardon
Baytown Beach
Dayton
Calabash
Oxford
Cincinnati
lest Chester,
Cleveland
Kilford '
Cincinnati
Loveland
Bober leigbts
Macon
Indianapolis
Cincinnati .
Winchester
Garfield Weights
Sun IIP OFITIIBBK
--------------- ---------
01
OR
OR
OR
01
of
OR
01
of
Of
09
IT
OR
01
OR
01
of
NO
01
01
SC
01
01
01
BY
Of
11
01
of
01
OR
OR
IA
of
01
01
01
II
01
11
of
01
FL
OR
IC
0f
0f
Of
01
Of
01
01
01
GA
II
01
01
OR
45246 .
4f057.
14258
14131
44039
15231
14130
44145
4f313
45239
0236
f1011
41133
441I2
44706
44136
65039
63090
45176
MID
2996D
44212
44041
4f0I4
41076
44145
47022 "
44128
45381
44035-6877
44112
45013
52317-9376
45140
44142-3750
44060
45255
53223-6431
44483
47030
44115 .
44024
32124
45459
28467
0056
45243.
45069
44133-1234
45150
45240
45140
454I4
31201
0251
45211
45697
441oS
03141
03/42
03/43
03144
03145
03/46
03147
03/50
03/52
04101
04/03
Of105
04/07
04108
04/09
04110
04/11
04/12
04/13
04/14
04/15
04/16
04/17
04/18
04/19
04/20
04/21
04/22
04/23
04124
04/25
04126
04127
04/28
04129
04/30
04►31
04/32
04133
04134
04/35
04136
04/39
0114D
04/41
04142
04143
04144
04145
04/46
04147
04/48
04/49
04151
05101
05103
05/05
n9fnA

.Marsh Barbour Golf A Yacht Club Owners
ai of 6128/99
Sorted by Unit/leek lumber
RARE
----------------------------------
STREET
-----------------------------
CITY,
STATE
ZIP
01ITII911K
Gary Anderson
1537 Beemon Lane
-----------------------
Florence
-----
IY
----------
4104E-9204
---------
05/07
John I Linda Little
350 Paradise Valley
Peebles,
OR
45660
05/08
Charles I Theresa loehlean
1891 lindhill Terrace
Cincinnati
OR
45255
05/09
Raymond Davis
7830 lormandie Blvd, 1-59
Middleburg Heights
01
44130
05110
Suzette Coning
4905 164th Averse
lest Olive
MI
49460
05111
Larry Sensesat
5848 Liberty load
Solon
01
11139
05112
John peals
3910 Aunanson Street 1T
Uniontown
OR
44685
05/13
Vernon Cole
1120 Rustic Creek Drive
Dayton
OD
45458
05115
lilliae I Kathleen Martin
112E If 34b Street
Oklahoma City
OR
73118
05116
Robert Irwin
P.O. Box 513
laynes►ille
01
45058-0533
05117
Dave I Deborah Morris
8929 Eagle Creek Court
test Chester
OH
45059
05118
Benjamin A Gloria Lewis II1
12139 Deer Chase Drive
Cincinnati
OR
45140
05119
Michael Eckstein
1920 Acorn Drive
Cincinnati
OR
45231
05/21
John 1. A Jane McMillan
10226 Wart load
Kirtland
OR
1 094
05122
Edward V. Lipp
790 Geddes Bluff
Sagamore. Bills
Of
1 067
05124
Edeoad I Salwa Sifri
469E Mission Lane
Cincinnati
OR
45213-1263
05125
William Abanto
2375 Fairgreen Drive
Cincinnati
01
45E38-3230
05/26
Susan 1 Delay, Living Trust
1215 Queen Anne's Gate
Iestlake
OE
44145
05/E7
Cynthia Sieger
8184 lothport Drive
Cincinnati
01
45255
05/28
Gregory Iocuba
809 last Drive
Sheffield Lake
OR
44054
05/29
Jeffrey A Patricia Plooski
1505 Andover Lane
Borth Royalton
01
44133
05/30
Everett Brown
6451 lest Tell load 12085
Glendale
AZ
85308-2085
05/11
Ronald I Sue Carey
7910 Laira Street I.T.
Massillon
01
44646
05/32
Belinda lender (do not give
Fort Office lox I084
Miamisburg
01
45353-1084
05/33
address oat(
Roger I lie Kusser
14509 Plant load.
lorvalk
01
44857
05134
Leonard A Donna lirscbman.
10064 Darrow load
Twinsburg
OE
44087
05/35
Louie and Marguerite Allen,
28941 Saylor
Solon
of
44129
D5/37
Mary Jeffries A Mande Skinner
7160 Creseat Drive
lasoa
OI
45040
05/38
Raymond A lite Deitsch
5366 Teri Id. 121
Cincinnati
01
45248
05/39
Raymond Deitseb
5366 Vert Rd. 121
Cincinnati
Os
4514E
05140
Jeffrey Bath
512 Regent Drive
Middletown
OS
45044
05/41
lath Ann Freeman
7618 S. Tipp-Cowlesville
Tipp City
OI
45377
05/42
Joseph A Maureen Stahl
2173 Cliff load
lorth Bend -
01
45052
05/43
Gregory i Betty Jackson
7 5pringside Drive
Cold Spring
IT
41076-1935
05/41
George I Bonnie Shane
3531 Gary Drive '
Kogadore
01
44260
05/45
Roy I Bala Harvey
675 Ardella Avenue
Akron
OI
44305
05/46
Carolyn Montgomery
20917 Clare,beeue
Maple Heights
01
11137
05/49
Grades I Debi lagers
48 Elk load
Richmond
If
47374
05/50
Sheryl Boocatter I Iona Coat
2937 Overdale Drive
Cincinnati
OB
15251
05/51
Killian loss
1121 Melody Lane
Medina
01
14256
05152
Frederick A Alice Spohr
6125 Grand Cypress lay
Mason
01
4504D
06101
Paul I Louise Shannon
12031 Hitchcock
Forest Park
OR
45240-1816
06/03
Rosalind 1. Leagers
51 1 Shaker Ion load
Lebanon
OS
45036
06104
Robert lever
234 Probasco
Greeodale
II
47025
06/05
Gerald I Debbie Seeger
5311 lorth Ridge Seat
Ashtabula
01
44001
06106
Gary I Carolyn Kidder
65801. Lawn Avenue 11'
Louisville
OR
44641
06/03
Rhonda A Sam Clark
10621 Timberview load
lurora .
11
17001-803
06109
Thomas I Josie IcGuigan
10788 Carolina Trace goad
Harrison .
OE
45030-16%
06110
John and Angela lay
1743 Sig Creek Faraway
Middleburg Heights
OR
44130
06111
Brenda Tyson
7208 Stomebrook Court
Middletown
OE
45014
06/12
Leonard Fritz
15 Idaho Avenue
Ft. Mitchell
IT
41017
06113
larding I Brenda Kirtley,Jr.
145 Ridge Gate Court .
Lewisville
BC
21023
06J11
Charles L. Koashey A Joan S.
221 Maplewood Drive
Alliance
01
44601
06/15
Dordea
Teddfe I Patricia Kays
107 Glen Creek Road
Georgetown
KY
40324
06/16
Ted A Geraldine Morring
920 Broad Street
ladsvorth
Of
14281
06117
Lei ➢atebeson
200 As61ev Drivo
7.11,.._.
..
,,,..
.,,..

Narsh Harbour Golf
as of 6/28/99
Sorted by Unit/Week
Yacht Club Owners
lumber
IAMB STIBBT
Jackie A Sally Wilson
Belinda O'Duggaa
Roger J. Manse
John A Burneda gay Taylor
Chester B Patricia Jones
David Corsmeier
Thomas.I Dorothy Silver.
George A Linda Readrock
James L Christine Smelko
Daryl 4 Carol Price
Pauline luoyan
Donald A Beverly Gerth
Harry 4 Linda Ritchey, Jr.
Curtis Campbell
Michael Demma
lacon i Lynda louse
Peter 4 Diane Foradas
George A Florence Wills, Jr'.
William Illiott
Sally Sores
Larry I Delora Davidson
Clarence i Tvonae Brake
Sandy A Larry Patrick
largaret Davis
Barry A Barbara Biller
Jeffrey A Jean Lociau
Robert and Carol Szabo
Robert A Lillian lines
Jobs A Phyliis Shushereba
Robert A Frances Killen
David B T. Gale Thomas
Tina Leas
Ilizabeth lenyi
Ronald i Pamela Temple, Jr.
Robert I Phyllis Petitjean
Wilbert Probst
Thomas A Pamela Steinbrumaer
Willias A Lois Maas
Jeffery Commons
Jerrold A Linda Lozack
David A Pauletta larp
Brett A Berneda ley
Anthony Grad4ber Jr.
Dennis Crouch'
Carl I inn Zietlow .
Michael A Bonnie Phillips
Sandra Silverman
Maureen Dolan Schwab
Howard i Angela Bash
William 6. Sample
Dick i Gail Sebaaerte
James A Sharon Sticklen
Laurette lavley
S. grit A Cathy Pedersen
Robert A Wary Lou Stein
James i Debbie Sitko
George Atbey
Ineald navie - -
CITY STATE ZIP OIIT/DEBT
------------- --------------- ---------
6370 Grand Via Drive, IB
Rockford
.11
49341
06/20
Post Office Box 533
Tryon
IC
28782
06/22
6041 Stinewood Avenue SB
Bast Sparta
08
44626
06123
359 Bayless, P.O. Box 138
Lynchburg
OR
45142
06124
9575 leather Court
Cincinnati
01
45212
06125
12130 Cedarbreaks Lane
Cincinnati
01
45249-1204
06126
9615 lihdhar-Parkman Road
Windham
OR
14218
06129
2471 Laurel Road,. Bor 115 16
liackley -
OR
44233
06130
3039 Farnham load
Richfield
01
41286
06/31
4092 Jennifer Drive
Tamilton
OH
45013
06132
370 Jac6bs Street
Hamilton
OR
45011
06/33
4201 Brandonmore Drive
-Cincinnati
OR
45255
06/35
4580 Cynthia Drive
forth Canton
OM
14720-1208
06137
4216 laiiltoa-Cleves load
lamiltoo
OR
45014
06138
1561 Sheridan Drive
Parma
OH
14134
06'/39
1200 laipton Valley load
Cary
IC
27511
06141
5I41 3061y Avenue I.B.
Canton
01
14714
06142
6641 falsetto Street
Ciacinnati
OR
45227
06/43
3105 podtano Avenue
Lettering
OR
45440
06145
778 lorthfield load
Bedford
OB
1110
06/46
1221 Valley Street
Dayton
OR
45404
06147
931 Maldtte Lane
Gastonia,
IC
28054
0614s
11309 Fdller load
Sousse
11
41041
06149
15820 Van Aken, Apt. i08
Shaker leights
OR
44120
06150
2520 Tod Avenue if
Warren
of-
41485
06/51
2639 Columbia load
Westlake
OR
44145
06A/19
8305 leatmrwood Drive
seater
01
44060
061/19
2315 late Avenue
ligbland.leigbts
LT
4f076
06B/18
III Broadway Ave.
Warren
OB
44181
063/34
214l 1. Cedar Lane
Atlanta
CA
30311
061136
15932 Brewster load
last Cleveland
01
4411Z
07/01
16431 Cyjrexs Avenue
Strongsville
01
44136
07/03
Route 5 Box 402
Coffeeville
IS
67337
07/04
251 Maple Drive
Carlisle
01
45005
07/05
8463 Corlee Lane
Middletown
01
45042
07/06
8709 lhisperimg Willows lay
. West Chester
01
45069
07107
1123 Fergus Drive
leavercreek
OI
45430
07109
4187 McCleaa Drive
Cincinnati
OR
45255
07109
828 Towsship.Rd 179
Bellefoataine
01
43311-9407
0711D
2525 .Clearwater Lane
Painesville-
01
44077-9020
07/11
20D Nation Drive
Wilmington
01
45177
07/12
2965 Zehiing load
Farmersville
Of
45325
07113
1645 Garrett Drive
gotten
01
41203
07/14
3069 lanchfield Drive.
leovercreek
01
45432-2610
07/17
2414 Ashdale Drive
Twinsburg ..
01
44087
07.118
7176 loneywood Court
Cincinnati
01
45230
07/19
7903 Ball Farm load
Louisville
17
40291-
07/22
6375 Rildearness Trail
West Chester
01.
45069
07123
4873 Victoria Chase Court
Jacksonville
FL
31257
07/21
18 loith Street
Treatox
01
45067 .07/25
3696 Vineyard Ridge
Cincinnati
01
45241
07/26
3011, Iflton Road
Middletown
01
4SO42
07127
26 Ironwood load, PO Box 157
Westfield Center,
OB
44251
07128
31 Idge Wood Drive
lorricine'
IV
Z5516-9218
07/29
3201 Cranwood
Dorton
01 .
44203
07/30
15915 Chardoa Windsor load
lontsbarg
OR
44046
07/31
7599 Ridden Acres Drive
Medina
0H
14256
07/32
197a7 ■-- a-_ n___.
-. ..
.._

Marsh Barbour Golf I Yacht Club Owners
as of,6/28199
Sorted by OAit/leek lumber
HANB
------------------------
STREIT
------- ---------------------
CITY
STATE
ZIP
OIIT/TREK
Kenneth L. Putma.Jr.
'
9%►oodstock
---------------------
Eastlake
- -----
OR
----------
44095
---------
07134
Stan Dearing
1507 18th Street 11
Canton
OB .
44703
07/35
Jack I Othadell Bigha
19381 Fairmount Boulevard
Shaker leights
Of
44118
07136
Darryl I Susan Gaines
7362 Derby Drive
Hamilton
ON
45011
07137
Janet likely
5806 Gander load last
Dayton
Of
45421
07138
Carlotta lailey-Worthy
2239 polo Park Drive
Dayton
03
45439
07/39
Theodore Blathers
6011 Sierra Street
Cincinnati
Oh
45227
07140
Alice Martina
7171 losbrook load
Cincinnati
01
45243
07/41
Clifford a Paola Singleton
374 Robert Simmons Drive
Carlisle
01
45005-3140
07/44
Richard I Beverly lalthall -
1919 lolepafh Court
Centerville,
OR
45459
07145
Carlos Tipton
1276 Jeremy Court
Forest Park
Of
45240
07/46
George Kelly ledgeaaa
6142 byckenhar Drive
Indianapolis
II
46236
07/47
Emory i Regina Livers Jr.
1551 lorthwood Drive
Cincinnati
OR
45237-2722
07/48
Larry R Theresa Cornett
3055 Lytle load
Waynesville
OR
45068
07/49
Michael I Luana Ryan
51 Virginia Avenue
Ft, litchell
KY
41011
07150
Arthur Atkinson
506 Rdalbert Drive
Cincinnati
Oh.
45219
07/51
Lawrence A Donna Suter, Jr.
120 Market Street, Apt 3
law Richmond
01
45157
07152
Joan Gitffreda
4092 Isle Circle BI
Massillon
OB
46646
08/01
Kristine A. Rankin Brunk
1449 Alameda Avenue
Lakewood
01
44101.
09103
Karen Bowling
338 Pagett Drive,
Germantova
03
45327
08105
John I Shirley Ford
265 Tanyard lead
Yellow Springs
Oh
45387
09106
Ready Slabach A Brace Geiger
9573 Fair load
Strongsville '
OB
44136
08/07
Dr. Robert Brooks .
6720 Sandy look Drive
Parma
ON
44134
08/08
Jesse I Carolyn Roberts
601 Rosamond Drive
Dayton
01
15417
03109
Donald A Joyce laffenberger
16239 State load 148
Aurora
If
470D1
08/10
.Ronald I Marjorie Van Aernea
2265 lenstemoa
Wichita
IS -
57226
08/11
Stephanie Penn
505 Franklin Avenue
Realm
OR
45385
08/12
Robert I Marilyn Roster
3741 V. 133rd Street
Cleveland
OR
44111
08/13
Kevin ]and Lisa I lenley
SOD last ,page Street
Orlando
FL -
32806
03115
Anton I Susan Torsic
87 Maple fill Drive
Chagrin Falls
01
44022
08/16
Scott littinger
16 South fail Street
Camden
01
.
45311
08/17
C. 8ogene and Martha 1. Thrall
194 Cattle Blvd.
Akron
01
1013
08/18
William I Joyce Vbite
11106 Maiden Drive
Bowie-
ID
20715
08/19
Victor J. i Anna Biro
6626 Deechwood Drive
Independence
OH
44131
08/23
Ralph I Beth Katerberg
1005 Imrbnq Drive
Cincinnati
OR
0221
09124
Robert A Diane Vorbroker_
'Albert
4537 Vesley Court
Mason
Of
4i040
08/25
I Judith Beckman
6120 Sbadyglea•
Cincinnati
01
45243
08/25
Edward I Mary Lou Flues
108 lotrsDame Circle
Elyria
OR
44035
08/27
Gregory Cecere
2389 Apricot Drive
Beavercreek
01
45431
08128
Harold Crider
1425 leathrow Court
Milford
OR
45150
08/29
David I Christine Keller
4807 Chalet Irive
Cincinnati
Of
45217
08/30
Philip Stith I
1 13669 latnn Fart
Iew,Lebance
01. •
45345
03131
Travis C. I Ellen looter
14365 Mayfield load
luatsbarg
01
44046
08/32
Peter Mil I Nei lei Tang
2671 Greta load
Shaker.leights
01
44122
03133
Charles A Barbara Sealer
'"
239 Fraol@y Blvd.
Jefferson
01
44047
08131
John S. Conner
9748 Brwahwood Lane
Strongsville
Of
44136
08135
Mark Eilermaa, it.
Post Offfde Doi 451
Arcanum
_
Oh
45304-0457
08/38
largiree I Avis Latimer
1413 Ckerry Street Etteasion
Pendleton
SC
29670
08/39
Niltoo A Faith Finkes
6040 Tyletsville load
Vest Chester
01
45069
08140
Ralph levin I Linda Beetlestene
Id 1 Box 206 -
Nonangabela
PA
15063
08/41
Arthar.A Frances Vogel
81 Castle Drive
Munroe Falls
01
14262
08142
leari Batter
7016 lailey load
Cincinnati
01
45244
08/43
Nary Louise [cloth
34565 Sherwood Drive
Solon
01
44139
08144
Charles Loudermilk
3225 Brableaood Drive -
Broadview [eights
of
44141
08145
Joseph I Camelia Richardson
736 South State Street 741
_
Lebanon
01
45036
08116
.Chris Conner c/o lobert L. Seeley,
761 Niaisbarg-Centerville Rd
Centerville
OR
45459
08141
Esq
James -I Salle araeatt
1191 ------

garsh Barbour Golf A Yacht Club Owners
as oP6128/99
Sorted by Unit/Peek limber
TANS STREET CITY STAYS 1U UIIY/TBBR
Josef A Magdalena lagy
8791 Broadview load
Broadview Heights
. OR
44141
08/49
Christopher A Sharon Talker
622 les.lock Drive
Coraopolis
PA
15011
08/50
Villiam A leta Ann Pender
551 Deptford Avenue
Dayton
01
45429
08/51
Salvador A letta Saucedo
6250 Paine load
Leroy township_
01
14077
.08152
Eleanor Smith
2361 last 76th Street
Cleveland
OR
44104
09101
James Carmigiano
7333 lodgson load
Neater
Oh
44060
09/03
Deborah Schultz
Post Office Box 23005
Chagrin Falls
OB
14023
09101
Douglas Dodge
5452 Voodside load
Mentor -
01
44060
09105
James A Gwendolyn leeks
1530 labbitt load
luelid
OB
44132
09/06
Tillie A largarette loss -
611 Amos Street
Daytoa
01
45407
09107
Blizabetb Vilson
5573 Calais Drive
Springfield
01
45503
09/08
Cecil A Doris Van lore
2638 South Graham Circle
Akroa
01
44312
09109
Dennis Conrad
6119 Pebblebrook Lane
forth Olmsted
01
44070
09/10
G. J. Elliott
P.O. Box 15252 Locust Pike
Latunii
NY
41015
09111
Linda A Pin Bottel
15970 I.ISt.1d. 84, Suite 205
sunrise
FL
33326
09/12
Larry Cole
118 Idlesood Drive
Covington
KT
41017
09113
Vayne A Marie Graves
526 Stubbs mill load
Lebanon
01
4SO36
09114
Prances Thite
608 Rise& Street
Akron
01
44306
09115
Nike Stein A Thomas Rosenbaum
8555 Coolmood Court
Cincinnati
01
45236
09116
Thomas S. Darns
1525 Inds Avenue
Dayton
01
45410
09/17
Allan Cole
5207 Orchard Park Drive
Parma
Of
44134
09/19
Leroy A Boris Addis
10496 Woodville load
Blanchester
Of
45107-1212
09119
Michael A Sheila Connell
13870 Donald Drive
Brookpark
01
4N42
09/21
Frederick Barley, Sr.
5146 Jacket Drive
Dayton
01
45418
09125
Kehrgaa Sokbandan A Ali
3I Weatherby Drive
Greenville
SC
29615
09/26
Kirmiran-Yazdy
Donee lolb A Richard Jones
20925 Byron load
Cleveland
01
44122
09121
Peter lfbu
5276 Case Avenue
Lymhurst
of
44124
0912
James Brown
10708 Cooatry Talk Court
Dayton
01
45458
09/30
James A Bonita laffit
7701 bills Drive
lentor-DO-Tbe-Late
01
64060
09/31
Jessie A losenary Robinson
16608 Valdes Avenue
Cleveland
01
44128
09/32
Patricia latter A Charles Kmkmla
6671 Shannon Lane
mentor
01
14060
09/31
Kilos A Nariaafte ?Oskar
5970 Deering Avenue
Paris Heights
01
14130
D9139
Lei A Lynn latchesoo
200 Ashley Drive'
Tullahoma
TV
37388
09/40
Grover A lelea Crayton
`540 Douglas Drive
Bay village
ON
44140
DWI
left and Joan Carlozzo
33511 Lisa Lane
Solon
01
44139
09/42"
Dorothy Thorne A Villiam D.
7622 Fars. View Circle, R
Indianapolis
II
46256-1991
09/43
Smitherman .
Randy A Cynthia.laby
481 Dogwood Street, C-76-4
Hodson
IC
28638
09/45
Villard A Joan Leforce
4621 Carr load
lillsboro
OR
4513378819
09/46.
Villiam lobabiy
936 Sycamore Roods Drive
Tipp City
Of
45371
09/47
Grant A L. Sue Grundy
13321 Greenwich load
Sullivan
01 .
14880
0914E
Josh and Tilde Pine
12301 Ririe Avenue
Cleveland
of
44111
09/49
Bernadine lovalebia
215 17th Street IV
Barberton.
08
44203
09/51
Frank aid Audrey Keleznik
9530 Cove Drive 129C
forth Royalton
-01
44I33
09/52
Kathleen Risen
9013 Oak Drive
Loveland
OR
45140
10101
Edward J. Hogan A June A. Hogan
14037 South Cheswick Drive
Orland Park
IL
60462
10/03
Henry A Judy Groves
3723 Rest lopevell Road
Koltun
11
47023
10/04
Charlise C. Baker
19200 IeCracken load
maple Beights
01
44137
10/05
Donald A Carole Shipps •
11650 Hanover load
Cincinnati
01
.45240
10106
William A Norma layeout
6272 Doral Drive IV
Canton
01
14718-4015
10/08
Robert A Patricia Morgan
245 Caledonia Avenue _
Fairlawn
01
4333
10/09
Ralph A laze] Russell
32SO Pebblebrook Line
Cincinnati
01
45251
10112
Kirstiae Fugate
2 Pine Island load
Myrtle Beach_
SC1-
45005
10/13
Jeff Brannick
4402 Towhee Drive IV.
Gig larbour
IA
98332 -
10114
Robert A Gladys Irvine
1191s Westgate Circle
Overland Park
NS
66213-2219
10/16
Peter P. and Lillian Tovtin
4574 Park Edge Drive .
-
Fairview Part
OT
44126
10(17
. nanald x nln.ie Uhl
�m e..Li-_ .._._..
_.. . .

•Iarsb Iarbcur Golf A Yacht Club Owners
as.of: 6/28199
Sorted by Unit/leek lumber
BASE
-------------------------------
STREET
--------r--------------------
CITY
STATE
ZIP
DillIVIBK
William i Gail Snider
2399 Creednore Court
----------------------
Burlington
-----
IT
----------
41005
---------
10119
Donald Lee & Carolyn Saber
6055 Taylor Ridge Drive
Westchester
OE
45069-1989
10130
Carl Gibson Jr.
245 layer Street
Dayton
01
45407
10144
Michael & Sharon Donahoe
308 Wyndham Avenue
High Point
IC
21265
1045
Tay Schwithorst-Abbs i Janet
857 Cannes Court
Loveland
01
45140
10146
Revlon
Yvonne Leffingvell
539 1 5th Street
Brookville
11
47012
10147
Glen B. 1 Lisa L. Varner
691 Clark Drive
Talloadge
01
44278
10148
Timothy I Cecilia Ovens
185 Selair Circle
Florence
it
41042
10/19
Pinckney i Lyon Webber
3643 Janesville Lockhart ivy
Voice
SC
29379
10/50
Robert i Shavoa Lynch
5181 Brandywine Lane
Milford
01
65150
10151
Robert i Mary Greene
5726 Iraqlble
Cincinnati
OR
45227
10/52
Henry i Barbara Villiams
1159 Crolden'
Lyndhurst
01
44124
11106
Cords lie lose
8750 IT 45 Booth
Orwell
01
44076
11/07
Kenneth & Dorothy Rullenix
glee Creaser load
Orwell
01
41076
11108
Charles lukola & Patricia letter
6671 Shannon Lane
lector „
0f
44060
11109
Robert A. Swats
6018 lea dov Vood Drive
Madison
01
44051
11110
S.Piech�6, Caleman�6. lees
313 Kirkwood Drive
Chapel Bill
IC
27514
11/11
Darrell & Brenda Gray
8308 Chester Parkway
Cleveland
01
44103
11112
lormaed A Maureen Richard
507 tower Drive
Jacksonville
IC
2B546
11/13
Charles Lytton
501 Baehtel Street BE
Korth Canton
Of
44720
11/14
George and Trudy leasell
4.Sue Asn Court
Durban
IC
27704
11144
Robert and Linda Gordon
141E Cleasiord Court
Virginia Beach,
VA
23456
11145
Karcia 1. ialata
14965 Royal Ridge Lane
forth Royalton
01
14133
11/46
Anthony & Parthecia Powell
100 Dumas' load, PO Box 81
Granite Quarry
RC
28072
11147
William Smith & lealie
3199 Vhithora load
Cleveland Heights
OR
44118
11/50
Mclaney-Saith
Henry i lane? Sawyer
210 West Rollins Street
Marion
SC
29571
11152
Daniel lodgers i Hattie Tidmore
10515 Garfield Avenue
Cleveland .
OI
44108
12/01
James i Denice liebols
3716 Sugar Spring load
Gastonia .
IC
28054
12103
lugh G. Gainey
51945 Lake Knoll Court
Cringer,
II
46530
12104
Dennis L. Russell I Renee A.
10091 Elliman load
Mantas -
01
44255
12106
Russell
Sbirley Kitchell
1602 lynadotte
Lakewood
01
44107
12i07
lick & Jane Columns
3468 Ialvero Drive
Brunswick
ON
44212-1308
12108
Louis i Carol Saying
419 Scorpio.
Kissioe
T1 .
78572
12/11"
Bdvard S. lovalik
9945 Jo&sn Place
Twinsburg
01
44087
12112
Andrew I Myrna Knell
305 Loeelind Court
Fayetteville
IC
,
28311
12/13
Levi & Shelley Binds
725 Siady;Ford load
It. lolly
IC
28120
12/15
Richard G. Belzer
319 Wilson Rills
Chardon
01
44024
.
12/19
Karen 1. lotbatein Love
6605 Nana Court
hector
Of
44060
12/25
Albert and Judith Beckman
6120 Shadyglen
Cincinnati
01
45243
12J26
Richard & Barbara Terlep
9735 1. lortkwood Drive
Olmsted
01
44138
12127
R/I Kirkpatrick/Peggy laesler
273 Sunrise Drive
Amherst
OR
44001
12/28
Albert & Gwendolyn Edwards
23500 Lawrence load
Warrensville Heights
Of
44128
12/30
Robert I Judith' Vellert .
7436 Sear Swamp load
ladsworth
of
41281
12131,
Roger Manse
6041 Stieeirood Avenue SB
last Sparta
01 .
14626
12132
James i Sheila Viggias
214 Chris Court
Garaer
IC
27529
12/42
Gordon i Linda Cook .
5045 Bavarian Circle
Port Kill '
SC
29715
12/44
Douglas i Barbara Yochum
10150 Atchison load
Dayton
Of
45458
12147
Rochelle B. Iclorton
14304 Darvin Avenue
Cleveland
01
44110
12149
Cleveland i Laurie lippons
153 West Cedar Street
Jefferson
Of
44047
12151
Edward & Katherine Stenger
9146 Doorel load ,
Brookville
II
47012
13101
Larry Byers ".
4806 Stoneybrook load
Cincinnati-
01
45244
11/03
David I Colombia Salinas
5508 Wellesley Avenue.
forth Olmsted
01
44070
13/06
Diane Scott
25 Sigh Street
Talton
IT
41094
13/07
Thomas I Patricia Boland
It 2 Box 89
Cynthiana
ly
41031
13/08
Richard & Thalia Jnnes
7715 u.a,

Marsh Harbour Golf I Yacht Club Owners
as' of 6/28199
Sorted by 0ait/Yeek lumber
IAKR STREIT CITY STATI ZIP UWITIVIIK
James & Patricia Wagner
3339 Illem Avenue
-------------
Hebron
-----
BY
--------•-
41048-9637
------
13111
John Trifilio
P. 0. Box 31341
Cincinnati
OB
45231
13111
.John Trifilio
P. 0. Box 31341
Cincinnati
01
45231
13/11
Conrad & Wary Sutherland
4556 191PI Ridge Way
Kettering
OR
45429
13114
Fulton Barnett Jr.
25011 S; Woodland
Beachwood
01
44122
13116
Joseph I Denise Hurosky
3389 Concord Drive
Brunswick
OI
44212
13119
David B Kathy Iby
3391 Gayheart
Cincinnati
01
45239
13128
Robert. Davis
5625 last Dulles
Tested
AZ
B5111
13/40
Vicki Butler
7752 lontgomery Rd. 123
Cincinnati
01
45236
13141
Kenneth B Julia Jenkins
PO Box 404
Butler
IF
41006
13144
Diana.WcGlone
2 Blue Ash Circle
Dayton
IT
41074
13/45
Gregg I Deborah Glaser
1413 Plait Drive
Bamiltoo
01
45013
13/46
Coarade A Marion linds
1417 Glendale Avenue
Dayton
01
45406
13147
Joseph I Shirley Powell:
4595 Todd load
Franklin .
01
45005
13149
Robert B Loretta Jennings
20769 Boiling Green
laple leights
01
44137
13/50
Daniel aad,lathleen Chapaaar.
3895 Swallea, Is
Louisville
OR
44641
13152
Joseph I.I. Philippon
40 Kinnear Avenue
lemingtoo
Cr
06111
14103
George A. & Margaret I. Sheba
6027 Bagel hvenue
Cleveland
01
, 44127-1742
14104
Steven Farhat
1691 S. lain Street
Akron
Oh
44319
14105
Zella I Anthony Paiotti
4339 Ckuich load
Urbana
01
43078
14/06
Alexander & Sherry gaeDonald
Po Box 17
Guysboroogh, low. Scot
Cl
109 110
14107
Dora"lonaker
11902 Leroy Avenue
Cleveland
OR
44135
14/08
Douglas I Susan Burbidge
RI 1 sox'84
Toronto, Ontario
Cl
LOJ 1CO
14113
lark I fathleen Dove
1030 lest ?over Avenue
Cincinnati
01
45236•,
14/15
Jerry & Judy Hudson
) Lake Street .
ladin
IC
28009
14/19
Ronald B Vanessa Obie
502 Korth Rotary Drive
High Point
IC
27262
14/26
Masao Berne B Janet Butler
.351) lariick Drive
Greenville
IC
27858
14/27
Gradmon I largaret Boling
34171 Suimerset Drive
Solon
01
44139
14130
Kichael i larilye lain
3612 leadow Avenue
Cheviot
01
45211
14/32
John leery & Peggy Williamson
It 2 loz 103 .
Seagrove
IC
27341
14/40
Bob Allen
409 Kaplevood Circle
Trenton
01
45067-9703
14144
Barry Man
6300 S. Perkins load
Bedford leights "
01
44146-3156
14/45
David 1. & Anna L. Smith
.3506 Washington Blvd.
University leights
01
46118-2611
14r46
Gordon & Patricia Surbidge
111 1 :
Orangeville
01
L9WZYB
14/47
Lawrence & Gregg lartman
11776 tinkers Creed load
Valley View
01
44125
14148
Larry i Deanna Stoffer
11581 State It 9
Kensington
01
44421
14/49
David & Slleo Domin
13609 falhleea Drive
Brookpark
08
44142'
14/51
Timothy &-Sherry liederkorn
6988 Weatherby Drive
lector
01
44060
15/01
John I Juanita Shimandle
2053 Galilee Oval
liackley
01
44233
15/03
lark & Jacqueline lass
12223 Dorton Drive
Chesterland
01
44026
15/04
Joyce Cyrus
3694 Sandhill
Shaker ]eights
OD
44122
15/05
Jane & Charles Hales
19204 layfair Lane
Warrensville leights
01.
44128
15/07
Tim I Shelly TramplJaaette
5870 Uppef Finley load
Dyersburg
TI
38054
ISf08
Rumpolick
Ronald I See Carey
7910 Laura Ave, IV
lassillion "
Of
44646
15/13
Dwight i Sandra Davis
923 Winona Rd
Raleigh
IC
27609
15/14
Garry I Linda Guard
31 Congress Green
lorthbead
OR
45052
15/22
Garry I Linda Guard
31 Congress Green
lorthbead
OB
45052
15124
Dennis & lita Waster
28130 Cannon load
Solon
OI
44139
15/29
Robert I Dianna Kanzig
6492 Fry load
Brookpark
Of'
44142
15132
Diana N. Redman,
494 Belmbright Drive
Gabanna'
01
43230-4396
15144
Brian and Shannon Caxpoe
43749 Raleigh Place
Ashburn
VA
20147
15145
Robert 5 1 Lenore Lembo "
626 Gloucester Drive
lighland leights
01
44143
15149
Shannon Lee Perry , :
1137 Country Club load
Jackson • .
01
45640
16/01
Kidstar Tech Inc.►Kiroa'lalinar
3023 Russell Ave
Cleveland
01
4AI34-1939
.
16107 .
James"& Freda Idwards
102 lorth toy street
Gastonia
IC
28052
16108
George & Imogene Drake.
20615 Ialifax Rd
larrensville
OR
44122
16�1611 0
Rick and Victoria Carter
sus Rv;.. �o....
,:__
_

Marsh Harbour Golf 6 Yacht Club Owners
as -of• k/28/99
- Sorted by Unit/leek lumber
BARB
----------------------------------
-----------------------------
STtIBT
CITY
STATS
LIP
DNIT(168K
Robert l Catherine Brocioos
8780
loivoad Drive
----------------------
lentor
-----
OS
----------
k4060
---------
16117
Regina Perrine
1507
18th Street 11, Apt 12
Canton
01
kk703
16/27
Joan Crayton/Archie Price
9011
Scott Street
Springfield
VA
22153
16132
C. Thomas B Nary Bell
580
lolfpee Pleasant Hill Rd
Milford
01
45150
HAS
Roberti Lunette Krivoi Jr
6607
Barton load
Borth Olmsted
ON
14070
16/50
Jongsak i June Lee Chay
M.21
Oderaft Trail
Lasriaborg
IC
28352
16151
Covet: 516
----------------------
-----
----------
---------

STATE OF NORTH CAROLINA ) IN THE GENERAL COURT OF JUSTICE
SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK ) CASE NO:
MARSH HARBOUR GOLF & j
YACHT CLUB INTERVAL )
ASSN., INC AND GOLF COAST )
REALTY INC., )
Plaintiffs, )
vs. )
THE TOWN OF CALABASH, )
NORTH CAROLINA" MARSH )
HARBOUR RESORTS, LLC, AND )
OCEAN HARBOUR GOLF LINKS, )
INC. j
)
Defendants. )

r—Ls

�IN(2
/
c< �N v
HOTEL/
CONVENTION CE R
C
PROPOSED
POND

STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
EXHIBIT
b
r it
IN THE GENERAL COURT O
t i. 17c 3 VPERIOR COURT DIVISION
00 C,,S 1033
MARSH HARBOUR GOLF & YAK' j
INTERVAL ASSN., INC. and GOLF COAST )
REALTY INC., 1
Plaintiffs )
Vs. )
)
THE TOWN OF CALABASH, NORTH CAROLINA, )
MARSH HARBOUR RESORTS, L.L.C., and OCEAN )
HARBOUR GOLF LINKS, INC., j
Defendants. )
MOTIONS AND ANSWER
TO
PLAINTIFF'S AMENDED
COMPLAINT
NOW COMES the defendant, TOWN OF CALABASH, by and through counsel of record
responding to the Amended Complaint of the plaintiffs' saying and alleging as follows
FIRST DEFENSE
The Amended Complaint of the plaintiffs' fails to state a claim upon utuch relief can'be
granted and should be dismissed pursuant to Rule 12(bX6) of the North Carolina Rules of Civil
Procedure.
SECOND DEFENSE
The Amended Complaint of the plaintiffs' should be dismissed pursuant to Rule
12(bX1)• .
THIRD DEFENSE
Defendant,- Tostin of Calabash, move to dismiss pursuant to Rule 17(a) of the Rules of
Civil Procedure in that Plaintiff's are not the owners of the affected real propert) and not the
real party in interest.

FOURTH DEFENSE
(Sovereign Immunity)
At all times applicable to plaintiffs' Complaint, the defendant, Town of Calabash, Has a
municipal body acting in the exercise of a Governmental Function and hereby pleads any and all
applicable Doctrines of Governmental Immunity in bar of all or any part of the plaintiffs'
pendant State claims.
FIFTH DEFENSE
(Legislative Function)
At all times applicable herein, defendant,.Town of Calabash, was performing a
legislative function pursuant to N.C.G.S. § 168A-381. Defendant Town of Calabash asserts the
performance of the legislative function as an affirmative defense in complete bar of plaintiffs'
action.
SLITH DEFENSE .
(Standing)
Plaintiffs' have failed to forecast any evidence that they- suffered disttnct.damages from
the rest of the community and therefore lack the standing necessary to bring this claim
SEVENTH DEFENSE
(Statute of Limitations).
Defendant, 'town of Calabash, asserts and pleads in bar to this action and• and all
applicable statutes of limitations.
ANSR`ER
1.. Responding to the allegations contained in Paragraph 1 of the Plaintiffs' Amended
Complaint, it is admitted upon information and belief that Marsh Harbour Golf c& Association,
Inc. is an association of owners of property located in the Town of Calabash, in the community

of Marsh Harbour Golf & Yacht Club. It is further admitted upon information and belief that
Golf Coast Realty, Inc., is a corporation organized and existing under and by virtue of the laws
of the State of North Carolina. Any and all other allegations contained in Paragraph 1 of the
Complaint not herein above specifically admitted are denied
2. Responding to the allegations contained in Paragraph 2 of the Plaintiffs' Amended
Complaint, it is admitted that Defendant Town of Calabash is a duly incorporated North
Carolina Municipal Corporation. Any and all other allegations contained in Paragraph 2 of the
Complaint not herein above specifically admitted are denied.
denied.
3. The allegations contained in Paragraph 3 of the Plaintiffs' Amended Complaint are.
4. As to the allegations contained in Paragraph 4 of the Plaintiffs' Amended Complaint,
the Defendant, Town of Calabash, is without sufficient information so as to form a belief in the
truth or falsity thereof and therefore, denies the same.
S. The allegations contained in Paragraph 5 of the.Plaintiffs Amended Complaint are
either admitted or denied as herein above stated .
6. The allegations contained in Paragraph 6 of the Plaintiffs' First Cause of Action
purport to be a statement of law and requires no response. To the extent the allegations
contained in Paragraph 6 could be construed to assert liability on behalf of this answering
defendant, those allegations are denied
7. As to the allegations contained in Paragraph 7 of the'Plaintiffs' First Cause of Action,
the defendant, Town of Calabash, is without sufficient information so as to form a belief in the
truth or falsity thereof and therefore, denies the same.
3

denied.
8. The allegations contained in Paragraph 8 of the Plaintiffs' Frost Cause of Action are
9. Responding to the allegations contained in Paragraph 9 of the Plaintiffs' First Cause
of Action, it is admitted that on July 26, 1999, the Board of Commissioners for the Town of
Calabash held a special meeting wherein certain property was re -zoned from R15 and PUD to
PUD. The remaining allegations contained in said paragraph do not pertain to this answering
defendant and are, therefore, denied
10. The allegations contained in Paragraph 10 of the Plaintiffs' first Cause of Action are
denied.
denied:
11. The allegations. contained in Paragraph 11 of the Plaintiffs' First Cause of Action are
12. The allegations contained in Paragraph 12 of the Plaintiffs' First Cause of Action
including subparts A through J are denied.
denied.
denied.
13. The allegations contained in Paragraph 13 of the Plaintiffs' First Cause of Action are
14. The allegations contained in Paragraph 14 of the Plaintiffs' First Cause of Action are
15. The allegations contained in Paragraph 15 of the Plaintiffs' First Cause of Action
including subparts A thru G are denied_
denied.
16. The allegations contained in Paragraph 16 of'the Plaintiff's First Cause of Action are
17. The allegations contained in Paragraph 17 of the Plaintiff'sAmended Complaint are
4"

either admitted or denied as herein above stated.
18. As to the allegations contained in Paragraph 18 of the Plainnffs' Second Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to foam a belief
in the truth or falsity thereof and therefore, denies the same.
19. As to the allegations contained in Paragraph 19 of the Plaintiffs' Second Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
20. As to the allegations contained in Paragraph 20 of the Plaintiffs'. Second Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
21. As to the allegations contained in Paragraph 21 of the Plaintiffs' Second Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
2.2. As to the allegations contained in Paragraph 22 of the Plaintiffs' Second Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
23: The allegations contained in Paragraph 23 of the plaintiffs' Third Cause of Action
are not applicable to defendant Town of Calabash and therefore are denied
24. As to the allegations contained in Paragraph 24 of the Plaintiffs' Second Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
25. As to the allegations contained in Paragraph 25 of the Plaintiffs' Second Cause of
5

Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
26. The allegations contained in Paragraph 26 are either admitted or denied as herein
above stated.
27. As to the allegations contained in Paragraph 27 of the Plaintiffs'. Third Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
28. As to the allegations.eontained in Paragraph 28 of the Plaintiffs' Third Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity thereof and therefore, denies the same.
29. As to the allegations contained in Paragraph 29. of the Plaintiffs' Third Cause of
Action, the defendant, Town of Calabash, is without sufficient information so as to form a belief
in the truth or falsity.thereof and therefore, denies the same.
WHEREFORE, having, fully answered the Amended Complaint of the Plaintiffs', the
Defendant, TOWN OF CALABASH respectfully prays the Court for the following relief
L . That the Plaintiffs' action against this answering Defendant be dismisses,
2. Plaintiffs' have and recover nothing of this answering Defendant;
3. Costs of this action, including reasonable attorneys fees be taxed against the
Plaintiffs; and,
4. For such other and further relief as the court may deem just and proper

Respectfully submitted this the day of 2W2.
B.
Iichael R. Ramos
Attorney for the Defendant, Town of Calabash
NC State Bar No. 10494
RAMOS AND LEWIS, L.L.P.
Post Office Boa 2019
Shallotte, North Carolina 29459
(910) 75.1-7557
CERTIFICATE OF SERVICE
This is to certify that I have this day served J. Dwight Hudson, Attorney for Plaintiffs, of
1203 48th Avenue North, Suite 111, Myrtle Beach, South Carolina, 29577 with a copy this
Motions and Answer to Plaintiffs Amended Complaint by depositing in the United States
Mail, a copy of the same in a properly addressed envelope with adequate postage thereon, in a
manner prescribed byR
ule5 of the Rules of Civil Procedure.
This the of 2002
By:
Michael R. Ramos
7

STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
VERIFICATION
JON B. SANBORN, Administrator for the Town of Calabash, being tint duly sworn,
deposes and states that he is the plaintiff in the foregoing cause of action and knows the contents
thereof, and that the same is true of his oWn knoWedge except as to those matters and things
therein stated upon information and belief, and as to those matters and things he believes them
to be true.
This the /S day of i) I &d,G 2002
(SEAL)
ON B. SANBORN, ADMINISTRATOR
TOWN OF CALABASH
L
SWORN TO AND SUBSCRIBED before me this the - day of «� 2002.
OFFEMSM
Nor9 Cam- &wmick C0 "N ✓t[.,E c.
( SEAL)
VICKI L. ARR NOTARY PUBNO ARY LIC
LIC
My Commission Expires: 031 3o / 6A

F e
r 6 ^
STATE OF NORTH CAROLINA
IN THE GENERAL COURT OF JUSTICE
2002 JUL 3 0
A 110, 0 7 SUPERIOR COURT DIVISION
COUNTY OF-BRUNSWICK
00 CVS 1033
MARSH HARBOR GOLF &YYACHiZ—)'_
CLUB INTERVAL ASSN., INC.
)
and GOLF COAST REALTY INC.
)
Plaintiffs,
)
VS.
)
THE TOWN OF CALA13SH,
)
NORTH CAROLINA, MARSH
)
HARBOUR RESORTS, L.L.C., and
)
OCEAN HARBOUR GOLF LINKS, INC., )
- Defendants.
)
MOTIONS TO DISMISS AMENDED COMPLAINT BY
DEFENDANTS MARSH HARBOUR RESORTS, L.L.C.
AND OCEAN HARBOUR GOLF LINKS, INC.
NOW COME the Defendants Marsh Harbour Resorts, L.L.C. and Ocean Harbour Golf
Links, Inc. (hereinafter collectively referred to as "Corporate Defendants'), by and through their
undersigned counsel, and move to dismiss the Amended Complaint filed in this action pursuant to
Rules 12(b)(1),_ 12(b)(2), 12(b)(6), 12(b)(7), 17(a) and 19 of the North Carolina Rules of Civil
Procedure and upon the grounds set forth herein.
MOTION TO DISMISS AMENDED COMPLAINT
RULE 12(b)(1) AND RULE 12(b)(6).
(PLAINTIFFS' LACK OF STANDING)
The Amended Complaint fails to state a claim upon which relief may be granted as to the
Corporate Defendants, and the same should therefore be dismissed as to the Corporate Defendants
pursuant to Rules 12(b)(1) and 12(b)(6) of the North Carolina Rules of Civil Procedure. In
Paragraphs 2 and 3 of the Amended Complaint, Plaintiffs allege that they "represent the owners of

property interest in the Marsh Harbor community." (Am. Compl. 112, 3.) Further, they allege that
the owners are listed in an Exhibit "A" to the Amended Complaint. By their Amended Complaint,
Plaintiffs seek declaratory relief regarding the Town of Calabash's zoning ordinances, damages
and injunctive relief based upon some type of anticipatory nuisance and anticipatory or "planned"
trespass theories.
Jurisdiction in North Carolina depends upon the existence of a justiciable case or
controversy. Town of Ayden v. Town of Winterville, 143 N.C. App. 136, 544 S.E.2d 821 (2001);
Town of Pine Knoll Shores v. Carolina Water Service, 128 N.C. App. 321, 494 S.E.2d 618 (1998).
Further, standing of the plaintiff to pursue any case or cause of action is a necessary prerequisite to
the Court's proper exercise of subject matter jurisdiction. Peacock v. Shinn, 139 N.C. App. 487,
533 S.E.2d 842, disc. review denied, 353 N.C. 267 546 S.E.2d 110 (2000); Transcontinental Gas
Pipe Line Corp. v. Calco Enter., 132 N.C. App. 237, 511 S.E.2d 671, disc. review denied, 351
N.C. 121, 540 S.E.2d 751 (1999). Standing of a plaintiff or petitioner is an absolute and necessary
threshold inquiry for this Court
"Standing" refers to the critical issue of whether a party plaintiff or petitioner has a
sufficient stake in an otherwise justiciable controversy that he or she . may properly .seek
adjudication of the matter. Sierra Club v. Morton, 405 U.S..727; 92 S. Ct. 1361, 31 L.Ed.2d 636
(1972). The relationship between standing and the requirement of.a justiciable controversy has
been expressed as follows: "Judicial intervention in a dispute is normally contingent upon the
presence of a justiciable controversy. Standing is that aspect of justiciability focusing on the party
seeking a forum rather than on the issue he wants adjudicated." Bremner v. City &' County of
Honolulu, 28. P.3d 350 (Hawaii App. 2001); see Texfi Industries v. City of Fayetteville, 44 N.C.
App. 268, 269-70, 261 S.E.2d 21, 23 (1979), affd, 301 N.C. 1, 269 S.E.2d 142 (1980.) ("The gist
-2-

of standing is whether there is a justiciable controversy being litigated among adverse parties with
substantial interest affected so as to bring forth a clear articulation of the issues before the court!).
According to the allegations in the Amended Complaint, Plaintiff Marsh Harbor Golf &
Yacht Club Interval Assn., Inc. is `.`an association of owners of property located in the Town of
Calabash, in
the community of Marsh Harbor Golf &
Yacht Club."
(See Am. Compl. 11.)
Paragraph 3
of the Amended Complaint alleges that
this association
and the other Plaintiff
"represent" the owners listed in Exhibit "A" to the Amended Complaint.
In theory, an association may have standing to bring suit either as a plaintiff, to redress
injury to the organization itself, or as a representative of injured members of the organization. See
Hunt v. Washington State Apple Advertising Comm'n, 432 U.S. 333,'97 S. Ct. 2434, 53 L.Ed.2d
383 (1977). , In Hunt, the United, States Supreme Court established three prerequisites for an
association to sue in a representative capacity:
[A]n association has standing to bring suit on behalf of its members when: (a) its
members would otherwise have standing to sue in their own right; (b) the interests
it seeks to protect are germane to the organization's purpose; and (c) neither the
claim asserted, nor therelief requested, requires the participation of individual
members in the lawsuit
Hunt, 432 U.S. at 343, 97 S. Ct. at 2441, 53 L.Ed.2d at 394. The Court expanded on, the third
requirement, addressing the significance of the type of relief sought as follows:
[W]hether an association has standing to invoke.the court's remedial powers on
behalf of its members depends in substantial measure on the nature of the relief
sought. If in a proper case the association seeks a declaration, injunction, or some
other form of prospective relief, it can reasonably be supposed that the remedy, if
granted, will inure to the benefit of those members of the association actually
injured. Indeed, in all cases in which we have expressly recognized standing in
associations to represent their members, the relief sought has been of this kind.
Id The criteria articulated in Hunt have been applied in several important decisions of the North
Carolina Supreme Court and Court of Appeals. See, e.g., River Birch Assoc. Y. City of Raleigh,
-3-

326 N.C. 100, 388 S.E.2d 538 (1990) (applying Hunt to issue of whether homeowners' association
had standing); Northeast Concerned Citizens, Inc. v. City of Hickory, 143 N.C. App. 272, 545
S.E.2d 768, disc. review denied, 353 N.C. 526, 549 S.E.2d 220 (2001) (citizens' association lacked
standing to challenge zoning ordinance where not all members had individual standing to sue);
Landfall Group v Landfall Club, Inc., 117 N.C.• App. 270, 450 S.E.2d 513 (1994) (association
lacked standing to bring suit because one of its members would not have had standing as an
individual to bring action).
As applied by the Court, the third prerequisite or prong for representational standing is that
"neither the claim asserted nor the relief requested requires the participation of individual members
in the lawsuit.," In the Amended Complaint, Plaintiffs are seeking relief solely in a representative
capacity and assert that they are "residents and/or property owners and/or adjoining land owners of
the proposed development at issue in this action ...: ' (See Am. Compl. 17.)
Plaintiffs' representative claims deal with zoning, nuisance and trespass. In evaluating
Plaintiffs' claims and the remedies sought to determine whether any of the association's members
are necessary parties to the suit, the Amended Complaint alleged that the Plaintiffs, apparently
speaking of all of those parties listed in Exhibit "A" to the Amended Complaint, "have suffered
and will continue to suffer special damages, separate and distinct from the remainder of the
community" (Am. Compl. 115), "will be irreparably injured ... and.ask ... monetary damages ...
as will compensate them for the substantial harm" (Am. Compl. ¶ 25), and "an award of damages
... to compensate them for the real and substantial damages which the corporate Defendants
planned trespass onto their property ..." (Am. Compl. 129).
Faced with an almost identical case in Creek Pointe Homeowner's Association, Inc. v.
Rapp, 146 N.C. App. 159, 552 S.E.2d 220 (2001), the Court of Appeals stated:
-4-

the suit seeks
th
Hunt contemplated ated situations compensatory and punitive money d
ages, while
sou t. m which only injunctive or declarative relief was
The calculation of damages would
homeowners' individual circumstances. Plaintiff Kre consideration of the
require
actually Prevents access to part of his land- mer alleged that the fence
the fence reduced the value of his ' another homeowner might
or prevented the use of the road itself pew' spoiled the view from the
Or Port rch,
An organization generally lacks standing to sue for money
behalf of its members if the
membershi damage claims are damages on
p, not shared equally, so that the fact and not common to the entire
individualized
197). proof. Warth v. Seldin, 422 U.S. 490, 95 Snt of injury
nju 45 L ld.re uir
(1 mbe `[Mhere an association seeks members43
, the extent of in' to recover damages on behalf
of its
the distribution of anJurY to individual members and the burden of supervising
association.' Y recovery mitigates against ��g standing
ther
S.E.2d 538, 5 5l (1990) (� Associatesrch v City of Raleigh 326 N.C. 100, g 30, 388
lacked standing wham it sought
for its holding that homeowners'
gh money es associiaahison
`Indeed, courts have routinely held that associations or some
f i s members).
monetary relief on behalf of thee members.' Green Spring Health Services,- Inc, bring claims for
Pennsylvania Psychiatric Society v
(W.D.Pa. 24 March 2000 . F.Supp• 2000 WL 33365907
plaintiffs would call for 'individualized case d proof
any monetary damages owed to
common to all. The financial ualized Proof, and would not necessarily be
association could v Pact of the fence upon various members of the
vary from significant to minimal.
Therefore, we find that the
necessary to' the suit Consequently Participation of individual homed
lacked standing, ria;, We hold that the homeowners' wheat LS
g, under the criteria articulated in Hunt and followed in association
cases; to bring suit as the representative of individual m
subsequent
Creek Pointe Homeowner'stlss' embers °f the association.
Inc, v. HaPP. 146 N.C. A
Based upon the foregoing authori
Amended Complaint pursuant to Rulty, Co rporate Defendants move for dismissal of -the
es 12(b)(1) and
Procedure.
-5-
12(b)(6) of the North Carolina Rules of Civil

MOTION TO DISMISS AMENDED COMPLAINT
RULE 12(b)(1) AND RULE 12(b)(6)
(PLAINTIFFS' LACK OF STANDING To INVOKE POLICE POWER OF THE CITY)
Plaintiffs have no authority and no standing to enforce the Town of Calabash Zoning
Ordinance and/or Subdivision Regulations (hereinafter "Calabash Ordinances'), and Plaintiffs'
attempts to do so through this lawsuit must be dismissed by the Court for lack of subject matter
jurisdiction to hear such claims, and due to the Plaintiffs' inability to assert such claims. The power
to zone is vested in the North Carolina Legislature as the supreme legislative body of this State
under Article 11, Section 1 of the North Carolina Constitution.. See Redevelopment Comm'n V.
Security Nat? Bank 252 N.C. 595, 114 S.E.2d 688 (1960). The power to zone is the power .
originally vested in the General Assembly to legislate with reference to the use which may be made
Of land and the structures which may be erected or located thereon. Keiger v. Winston-Salem Bd of
Adjustment, 278 N.C. 17,179 S.E.2d 616 (1971). Municipalities and counties have been delegated
the police power to zone. See In re Ellis, 277 N.C. 419,178 S.E.2d 77 (1970).
A city is entitled to all of the remedies authorized by the enabling statutes and implemented
in its ordinances. See Town of Pine Knoll Shores a Evans, 104 N.C. App. 79, 407 S.E.2d 895
(1991), modified, 331 N.C. 361, 416 S.E.2d 4 (1992).
The general population is not granted the right to enforce the police power of the State; only
government entities have such powers. See Raleigh V. Fisher, 232.N.C. 629, 61 S.E.2d 897 (1950).
Accordingly, assuming there is a violation of the Zoning Ordinance and/or Subdivision Regulations,
which Defendants deny herein, it is the province of the City to enforce its ordinances. If the City
does not do so, Plaintiffs' remedy would be to seek a writ of mandamus against the City to enforce
rts Zonng Ordinance and Subdivision Regulations.
S.E.2d 572 (1989).
F-1
See Midgette v. Pate, 94 N.C. App, 498,380
L-

Accordingly, the Plaintiffs cannot maintain a direct action against the Corporate Defendants
for enforcement or challenge to Calabash Ordinances, and this Court does not have subject matter
jurisdiction to entertain the Plaintiffs' suit for injunctive relief regarding the ' enforcement of
Calabash's Ordinance against the Corporate Defendants. "Standing is a necessary prerequisite to a
court's proper exercise of subject matter jurisdiction." Aubin v. Susi, 2002 N.C. App. LEMS
190, at * 8 (Mar. 19, 2002). Therefore, Defendants move for dismissal pursuant to North Carolina
Rules of Civil Procedure 12(b)(1) and 12(b)(6).
MOTION TO DISMISS
RULE 12(b)(1) AND RULE 12(b)(6)
(PLAINTIFFS' LACK OF STANDING TO ENFORCE COVENANTS)
Plaintiffs have no standing to enforce the covenants or homeowners documents applicable to
the time share project known as the Marsh Harbor Golf & yacht Club Interval Time Share because .
neither Plaintiff is the master association of the project under the Condominium documents. There
is no allegation in the Amended Complaint. that the Corporate Defendants are subject to any
covenant or condition of the association of which the Plaintiffs allege the persons and entities
named in Exhibit "A" to the Amended Complaint are supposedly members. So, - Corporate
Defendants cannot be subject to any covenants or rules of the Plaintiffs. See Runyon x Paley, 331
N.C. 293, 301, 416 S.E.2d 177 (1992) ("In order to enforce a restrictive covenant as one running
-with the land at law, the party seeking to enforce the covenant must also show that he is in privity of
estate with the party against whom he seeks to enforce the covenant'D: Therefore, Defendants
move for dismissal pursuant to North Carolina Rules of Civil Procedure 12(b)(1) and 12(b)(6).
-7-

MOTION TO DISMISS
RULE 17(a) AND RULE 19(b)
(PLAINTIFFS NOT REAL PARTY IN INTEREST)
Consistent with the foregoing issues raised related to Plaintiffs' lack of standing, based upon
the nature of the allegations in the Complaint —which allegations Defendants maintain are deficient
as a matter of law--4he Plaintiffs are also not the real party in interest to bring such an action against
Defendants. North Carolina Rule of Civil Procedure 17(a) provides that "every claim shall be
prosecuted in the name of the real party in interest[.]" N.C. GEN. STAT. § 1A-1, Rule 17(a). "The
real party in interest is the party who by substantive law has the legal right to enforce the claim in
question. More specifically, a real party in interest is `... a party who is benefited or injured by the
judgment in the case."' Whittaker v Furniture Factory Outlet Shops, 145 N.C. App. 169, 175, 550
S.E.2d 822, 825 (2001) (citations omitted); see also N.C. GEN. STAT. § 1-57 ("every action must be
prosecuted in the name of the real party in interest').
Further, "[t]he court may determine any claim before it when it can do so without prejudice
to the rights of any party or to the rights of others not before the court; but when a complete
determination of such claim cannot be made without the presence of other parties, the court shall
order such other parties summoned to appear in the action." N.C. GEN. STAT. § IA-1, Rule 19(b).
The named Plaintiffs cannot possibly suffer any legally recognizable injury as a result of the
Corporate Defendants proposed development. See, e.g., Wil-Hol Corp. Y. Marshall, 71 N.C. App. .
611, 322 S.E.2d 655 (1984) (holding that an "aggrieved person" for purposes of standing in a
zoning proceeding is one who either owns the affected property or has some interest in such
property). Accordingly, Plaintiffs' Amended Complaint should be dismissed under Rules 17(a) and
19(b) of the North Carolina Rules of Civil Procedure.
-8-

MOTION TO DISMISS
RULE 12(b)(7)
(PLAINTIFFS' FAILURE To BRING IN NECESSARY AND INDISPENSABLE PARTIES)
For reasons citied above with respect to the Motion to Dismiss under Rules 17(a) and 19(b)
of the North Carolina Rules of Civil Procedure, the Corporate Defendants move to dismiss the
Amended Complaint under Rule 12(b)(7) for failure of the Plaintiffs to bring in necessary and
indispensable parties. See Karner v. White, 351 N.C. 433, 440, 527 S.E.2d 40, 44 (2000) ("An
adjudication that extinguishes property rights without giving the property owner an opportunity
to be heard cannot yield a `valid judgment"); Mize v. County of Mecklenburg, 80 N.C. App.
279,341 S.E.2d 767 (1986) (addressing the real parties in interest in zoning cases):
MOTION TO DISMISS
RULE 12(b)(1) AND RULE 12(b)(6)
(JURISDICTION BAR TO CERTloRARiREvIEw)
To the extent that the actions of the Town of Calabash's Board of Commissioners were
subject to certiorari review by this Court, the Corporate Defendants move to dismiss the Amended.
Complaint under Rule 12(b)(1) and Rules 12(b)(6) of the North Carolina Rules of Civil Procedure.
N.C. GEN. STAT. § 160A-381, et seq. See Batch v. Town of Chapel Hill, 326 N:C. 1, 11, 387 S.E.2d
655, 662 (1990). To the extent that any issue in the Amended Complaint is subject to certiorari
review, it cannot be heard by this Court in an original jurisdiction --not appellate —action. Plaintiffs
have not filed any certiorari proceedings regarding the facts of this case.
MOTION TO DISMISS
RULE 12(b)(6)
(STATUTE OF LEwATIONS)
Corporate Defendants move to dismiss the Amended Complaint predicated upon the defense
that the issues and objections to the Town of Calabash's Board of Commissioners' rezoning action
are barred by the applicable statute of limitations, which includes, inter alia, applicable Town of
-9-

Calabash Zoning Ordinance and Subdivision Regulations, N.C. GEN. STAT. §§ 160A-364.1 and 1-
54.1, and the common law requirement that review must be made within a reasonable time on
certiorari, generally thirty (30) days from the event, approval or actions of the local zoning
authority or board.
MOTION TO DISMISS
RULE 12(b)(1) AND RULE 12(b)(6)
(PLAINTuTs CANNOT FILE THEIR INSTANT ACTION IN AN EFFORT TO CIRCUMVENT
THE CITY'S STATUTORILY CREATED ADMINISTRATIVE PROCEDURES
FOR ZONING AND PLANNING, AND APPEALS THEREFROM)
To the extent that Plaintiffs have failed to follow the administrative appeals process for
challenging Corporate Defendants' proposed projects, Plaintiffs cannot try to circumvent the
City's administrative procedures for zoning and planning —which are prescribed by statute —and
bring an ancillary challenge to Defendants' project by seeking an injunction from this Court. See
Wil-Hol Corp. v Marshall, 71 N.C. App. 611, 322 S.E.2d 655 (1984); Shell Island Homeowners
Assoc. v Tomlinson, 134 N.C. App. 217, 220, 517 S.E.2d 406, 410 (1999) ("An action is properly
dismissed under Rule 12(b)(1) for lack of subject matter jurisdiction where the plaintiff has
failed to exhaust administrative remedies.'). Case law makes clear that a party cannot combine
zoning challenges in the nature of certiorari with other or ancillary claims. In Batch v Town of
Chapel Hill, 326 N.C. 1, 1, 387 S.E.2d 655, 656 (1990), the Supreme Court clearly held that it is
improper to join certiorari proceedings with a complaint for constitutional' violations and
attorney's fees pursuant to 42 U.S.C. §§ 1983 and 1988 and N.C..GEN. STAT. § 40A-8.
Accordingly, Plaintiffs' Amended Complaint should be dismissed in its entirety under
Rule 12(b)(1) and Rule 12(b)(6).
-10-

MOTION TO DISMISS
RULE 12(b)(1) AND RULE 12(b)(6)
(PLAINTIFFS CANNOT MAINTAIN THEIR INSTANT ACTION FOR NUISANCE)
Plaintiffs allege that the Corporate Defendants' proposed ,use of, their land under the
subject PUD zoning district to construct a hotel complex and parking garage would be an
"improper and unreasonable use of the property which will result in injury to the land, property
and rights of the Plaintiffs and constitutes a public nuisance." (See Am. Compl. 118.) In the
next sentence, Plaintiffs allege that such project will constitute a "private nuisance."
Additionally, Plaintiffs allege that the proposed development will constitute a "nuisance per
accidens." (Am. Compl. 119.)
The general rule in North Carolina is that a plaintiff complaining and bringing an action
to enjoin the establishment of ,a lawful business or activity in a proper location within a
municipality because plaintiff fears: that it might become a nuisance will ordinarily not be
enjoined.. Hooky v. International Speedways, Inc., 263 N.C. 686,140 S.E.2d 387 (1965).
Plaintiffs have not alleged any fact or assertion that the proposed development'will be a
nuisance per, se. In law, Corporate Defendants' proposed use of their property cannot be a
nuisance per se. This issue was answered by North Carolina's Supreme Court during the 1930s.
In Holton v. Northwestern Oil Company, Inc., 201,'N.C. 744; 161 S.E. 391 (1931), the
Supreme Court stated:,
Automobiles are here to stay, and are now generally used for business and .
,pleasure, and it is necessary for the convenience of the public that filling stations
and garages be established and "even, in residential , sections of cities and towns
they are•held not to be nuisances per se. Hanes v. Carolina Cadillac Co., 176
N.C. p. 351; Brizzell v. Goldsboro, 192 N.C. 348; Clinton v. Oil Co., 193 N.C.
432, 137 S.E. 183. In every civilized country it is well settled, with rare.
exceptions, that private .property cannot be taken for private purposes and private
property can only' be taken for public purposes upork the payment of just
compensation. A gasoline station is not, under the law, per sea `hazard.' It
-11-

might be to some an `eye -sore,' but the law does not allow aesthetic taste to
control private property, under the guise of police power." MacRae v.
Fayetteville, 198 N.C. at p. 54. The law only deals with real, substantial
injuries —De minimus non curat lex. The law does not recognize nervous
particularity.
Holton, 201 N.C. at 747-48.
"The distinction between a.public and a private nuisance is not in the character of the
conduct involved but rather the nature of the interest affected." Professors Charles E. Daye and
Mark W. Moms, North Carolina Law of Torts, 2°d Ed. § 25.40, p. 420 ("Daye's Law of Torts').
"Conduct that creates a public nuisance affects the rights that a person enjoys as a member of the
public, affects the public at large, those members of the public who are exposed to the nuisance,
the community as a whole, or a significant segment of the community." Id at 420-21.
"In contrast, a private nuisance affects an individual in the use and enjoyment of his
private property." Id at 421. "A private nuisance is an act done, unaccompanied by an act of
trespass, which causes a substantial prejudice to the hereditaments, corporeal or incorporeal, of
another." Holton v. Northwestern Oil Company, Inc., 201 N.C. at 747 (citing Burdick's Law of
Torts, 4th ed. sec. 420; Bigelow on Torts, 8th e&, 445). .
"An -individual may maintain an action for a public nuisance only if he can establish
some damage or injury special and peculiar to himself that differs in kind from that suffered in
common with the general pubic." Daye's Law of Torts, supra, at 521. "The type of activity that
may be determined to be a public nuisance is anything that threatens life, promotes disease,
affects the health of the community, or shocks the. public morals or` religious feelings of a
community." Daye's Law of Torts, supra, at 522. Unless otherwise authorized by statute, a
public nuisance can only be abated by a proper party. Id.
-12,

There is no case or statute that provides relief for the Plaintiffs either separately or in a
"representative capacity" to abate any alleged or supposed "public nuisance," or private nuisance
for that matter, based upon the pleadings —even liberally constructed. There is no statement of
facts under the circumstances of this case that gives the Plaintiffs either separately or in an
representative capacity any claim for anticipatory damages or injunctive relief for a legitimate,
proper and legally permitted use of their land by the Corporate Defendants. Accordingly, the
Corporate Defendants are entitled to a dismissal of the Second Claim for Relief of the Amended
Complaint predicated upon the tort of nuisance.
MOTION TO DISMISS
RULE 12(b)(1) AND RULE 121bx6)
(PLAINTIFFS CANNOT MAINTAIN THEIR INSTANT ACTION FOR TRESPASS)
Plaintiffs allege that the Corporate Defendants' proposed use of their land to construct a
'hotel complex and parking garage in the subject PUD zoning district will be a trespass by virtue
of the future "entry, of the noise and pollution." (See Am. Compl. 128.) Such "planned
trespass," according to Plaintiffs' allegations, will result "in substantial damages to Plaintiffs and
their property, and they, as the Amended Complaint goes, should be entitled to "substantial .
damages."
Under North Carolina law, the elements of trespass are:
1. Plaintiff was in [actual or constructive] possession of the land at the time of the
alleged trespass;
2. Defendant made an unauthorized, and therefore unlawful "entry on the land; and
3. Plaintiff was damaged by the alleged invasion of his rights " of possession
[emphasis added].
-13

See Jordan v. Foust Oil Co., Inc., 116 N.C. App. 155, 166, 447 S.E.2d 491, 498 (1994) [citing
Matthews v. Forrest, 235 N.C. 281, 283, 69 S.E.2d 553, 555 (1952)].
For a claim of trespass to be actionable, there must be a past trespass event, not an
alleged "planned trespass." Where "acts of trespass" are to be redressed, compensation is
awarded up to the time of the trial, "but in no case in the one action are they to be recovered after
final judgment. Such trespasses are continuous and separate, and no court can look into the
future and determine how long they may be repeated or when they will cease." Pearson v. Carr,
97 N.C. 194, 1 S.E. 916 (1887) [citing Whissenhunt v. Jones, 78 N.C. 361 (1878)] (emphasis
added).
MOTION TO DISMISS
RULE 12(b)(2)
(PLAINTIFFS' FAILURE To OBTAIN CIVIL SUMMONS FROM THE CLERK)
As the record reflects, Plaintiffs' counsel signed his own civil summons to the Corporate
Defendants. A civil summons issues only from the Clerk. See Rule 4(b) of the North Carolina
Rules of Civil Procedure. By reason of this, this Court lacks personal jurisdiction over the .
Corporate Defendants.
SUMMARY
In summary, the Amended Complaint must be dismissed under the sundry theories, rules of
Civil Procedure and citations of authority above discussed. The Plaintiffs as representative parties
are not entitled to maintain this action or any stated or unstated claim for relief based upon the facts
alleged in the Amended Complaint.
-14-

PRAYER FOR RELIEF
WWMREFORE, the Corporate Defendants pray for relief as follows:
1. That the Court dismiss the Amended Complaint and each cause of action against the
responding Corporate Defendants with prejudice; and
2. For such other and further relief as the Court deems just and proper in the premises.
Respectfully submitted,
This the 29th day of July, 2002. A
Attorney for Marsh Harbour Resorts, L.L:C. and
Ocean Harbour Golf Links, Inc.
214 Market Street
P. O. Box 1347
Wilmington, NC 28402
Telephone: [phone]
Telefax: [phone].

F
CERTIFICATE OF SERVICE
The undersigned hereby certifies that the foregoing
MOTIONS TO DISMISS, ANSWER,
HARBOR RESORTS, LLC AND OCEAN HARBOR GOLF LINKS, INC.
was this day served upon the below -named counsel and parties by mailing, postage prepaid, first
class mail, a copy of this pleading to such counsel at the address(es) shown below:
J. Dwight Hudson, Esq.
HUDSON & GENTRY, LLC
1203 48th Avenue N., Ste. 111
Myrtle Beach, SC 29572
Michael R. Ramos, Esq. ;
RAMOS & LEWIS
P. O. Box 2019
Shallotte, NC 28459-2019
rL
This is the ` 'day of July 2002.
I
KENNETH A. SHANKLIN, NCSB # 5826
Attorney for Marsh Harbour Resorts, L.L.C. and .
Ocean Harbour Golf Links, Inc.
214 Market Street
P. O. Box 1347
Wihnington, NC 28402
Telephone: [phone]
Telefax: [phone].;

SEP-23-2002 08:52 FROM:RAMOS AND LEWIS 9107546229 TU:9192511773 EXHIBIT
9
STATE OF NORTH CAROA P IN THE GENERAL COURT OF JUSTICE
COUNTY OF BRUNSWI K '
2005Y SEP 23 A%1)8 43 SUPERIOR COURT DIVISION .
BRUIt5'v.i. C'.S.C.
MARSH HARBOR GOLF & YACHT CASE NO.: 00 CVS 1033
CLUB INTERVAL ASSNJNC. AND '
GOLF COAST REALT)BINe , —• —
Plaintiff,
vs.
I) STIPULATION OF DISMISSAL
THE TOWN OF CALABASH, NORTH )
CAROLINA, MARSH HARBOR )
RESORTS, L.L.C., and OCEAN )
HARBOR GOLF LINKS, INC. 1
Defendants.
Having been made to appear to the Court that the parties hereto have settled their
differences, this matter is no longer at issue. With all counsel of record in this case, consenting
IT IS HEREBY STIPULATED by and be the parties that the above -captioned case
be, and hereby is, dismissed with prejudice pursuant to Rule 41(a)(1), North Carolina Rules of
Civil Procedure, and that this dismissal be and is without costs to any party.
fight Hudson, Esq.
Attorney for Plaintiffs,
Dated: I -12-0Z
WE SO STIPULATE:
Michael A. Ramos, Esq.
Attorney for The Town of Calabash
Dated: 9Jao/26-
Attorney for Defendants
Marsh Harbor Resorts &
Ocean Harbor Golf Links
Dated: 7 1 9—O L

C_\r ry-),.
COMPLAINT
IN SUMMARY EJECTMENT
STATE OF NORTH CAROLINA
Brunswick
County
1. The defendant is a resident of the county named above.
G.S. 7A-216, 7A-232; Ch. 42. Art. 3 and 7 1 2. The defendant entered into
Marsh Harbour Resorts,,.LLC
Brunswick
Marsh Harbour Marina,
by serving, Charles E
President
P 0 Box 4100
Calabash, NC 28467
runswick
Inc.
Kronenwetter,
Andrew K. McVey
Murchison, Taylor & Gibson, L.L.P.
16 North Fifth Avenue
Wilmington, NC 28401
[phone]
AOC-CVM-201, Rev. 10199
01999 Adminiv -Ive, of lice of the Courts
In The General Court Of .itlstice _
District Court Division-Sinall Claims
of premises described below as a lessee.of plaintiff
Property known as Marsh Harbour Marina, Inc.er Month Dare Rent Due Date tease Ended R ta
ay ..
$ per ❑ Week .
❑Oral 0 It'ritren
3. El The defendant failed to pay the'rent due on the above date and the plaintiff made demand for lire
rent and waited the 10-day grace period before filing the complaint.
❑ The lease period ended on the above date and the defendant is holding over after the end of the
lease period.
® The defendant breached the condition of the lease described below for which re-entry is specified.
❑ Criminal activity or other activity has occurred in violation of G.S. 42.63 as specified below.
lesnipt/an 0I 8ieac/r/Giminpl Aetivi ) !give names, dates, places and J/egat activity) -
Defendant has breached the lease by failure to pay property taxes as
section 7 of the lease and by; failure to properly maintain tiaag prop
under section 6:-of the lease. -<
4. The plaintiff has demanded possession of the premises from the defendant,
surrender it, and the plaintiff is entitled to immediate possession.
•5. The defendant owes the plaintiff the following:
S
t:
F
required under
rty as requited
ca
t�
•elRed tol
N
OJ
6. 1 demand to be put in possession of the premises and to recover the total amount listed above and
daily rental until.entry of judgment plus interest and reimbursement for court costs.
• tI
I certify that I am an agent of the plaintiff and have actual knowledge of the facts alleged in thi
Complaint.
0
X
S
W

STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
Marsh Harbour Resorts, LLC,
Plaintiff,
VS.
Marsh Harbour Marina, Inc.,
Defendant & Third, Party
Plaintiff .
VS.
Inlet Harbor Marina, Inc.,
DeCarol Williamson, Individually and as
surviving shareholder, director, officer
and agent of and for Inlet Harbor
Marina, Inc., Odell Williamson and
Virginia Williamson,
Third Party Defendants.
IN THE GENERAL COURT.OF JUSTICE
9 ; ^',DI$TRl♦ 7=URT DIVISION - SMALL CLAIMS
FILE NO: 0Q CVD 156
r )' — ---
. ANSWER, COUNTERCLAIM
AND THIRD PARTY COMPLAINT
JURY TRIAL DEMANDED
EXHIBIT .
M
Defendant, Marsh Harbour Marina, Inc. answering the Complaint of Plaintiff herein,
would show unto this Honorable Court as follows:
1. Each allegation of the Complaint not hereinafter admitted, qualified or otherwise
explained is deemed denied and strict proof demanded thereof.
2. Defendant denies that it is in default of any terms of the lease as alleged by Plaintiff.
FOR A FIRST DEFENSE
(Failure to Present or Demand)
3. Each of the foregoing allegations is incorporated herein by reference as fully as though
the same were repeated verbatim herein.
4. Defendant and Third Party Plaintiff (Hereinafter, MH Marina) would allege that to the
best of its knowledge, information and belief, that the tract leased by it from the Plaintiff is a

r
portion of a much larger tract and that the Plaintiff has never presented any tax bills to MH
Marina showing taxed due for the leased tract. All tax bills for the land are forwarded to the
Plaintiff, and no accounting for the said taxes has ever been presented. Further, MH Marina
would allege that the Plaintiff has never demanded payment from it of the taxes it alleges to be
Past due. MH Marina has demanded presentment of and accounting for the taxes owed and the
Plaintiff has failed and refused to comply with this demand. MH Marina stands ready to pay one
half of the property taxes Incurred during the term of its lease.
5. MH Marina pleads the failure of the Plaintiff to present tax bills showing the amount due
for the leased tract and the refusal of the Plaintiff to present any figures or to demand payment
of the same as a full and.complete defense to the action.
FOR A SECOND DEFENSE
AND A FIRST MOTION TO DISMISS
1 (Failure to State a Claim)
6. Each of the foregoing allegations is incorporated herein by reference as fully as though
the same were repeated verbatim herein
M.H. Marina alleges that the Plaintiffs Complaint fails to state a cause of action for
which relief can be granted under and/or through the Summary Ejectment procedures of the
State of North Carolina Inasmuch as the Complaint does not allege a failure to pay rent, nor that
the lease term has ended and that MH Marina is holding over, nor that criminal activity has
occurred in violation of G.S. 42-63. Plaintiff alleges that MH Marina has breached the
conditions of the lease by failing to pay taxes and by failing to properly maintain the premises
and alleges that a right of re-entry Is specified by the terms of the lease for these alleged
breaches. B. The lease between the parties was attached to the Complaint filed by the Plaintiff
and is attached hereto as Exhibit A and Is incorporated herein by reference. The terms of this
2

lease do not provide a right of re-entry for either the failure to pay taxes or the failure to
maintain.
9. MH Marina is informed and believes that it is entitled town Order of this Court dismissing
the Plaintiffs Complaint for its failure to state a cause of action for which relief could be granted.
FOR A THIRD DEFENSE
AND A SECOND MOTION TO DISMISS
(Lack of Subject Matter Jurisdiction)
10. Each of the foregoing allegations is incorporated herein by reference as fully as though
the same were repeated verbatim herein
11. The Complaint does not allege any grounds for Summary Ejectment. It does not allege
a failure to pay rent, nor that the lease term has ended and that MH Marina is holding over, nor
that criminal. activity has occurred in violation of G.S. 42-63 and, as stated herein, does not state
1 any violations of the lease for which a right of re-entry is specified. Since the Complaint does
not state one of the grounds provided by statute as a basis for Summary Ejectment, this Court
does not have subject matter jurisdiction over this case.
12. MH Marina is informed and believes that it is entitled to an Order of this Court dismissing
this action on the grounds that it does not have Subject Matter jurisdiction to hear the same.
FOR A FOURTH DEFENSE,
A FIRST COUNTERCLAIM AND
A FIRST THIRD PARTY COMPLAINT
13. Each of the foregoing allegations Is incorporated herein by reference as fully as though.
the same were repeated verbatim herein
14. Defendant and Third Party Plaintiff would allege that this attempt to evict them from this
property is retaliatory in nature, that this summary ejectment does not meet the statutory
requirements for a summary proceeding and was not filed for a proper purpose.
3

15. Defendant and Third Party Plaintiff would allege that it is entitled to damages in an
amount deemed proper by the finder of fact as a result of this retaliatory attempt at eviction.
FOR A FIFTH DEFENSE,
A SECOND COUNTERCLAIM AND
A SECOND THIRD PARTY COMPLAINT
16. MH Marina is a Corporation; licensed to do business and doing business in the State of
North Carolina, County of Brunswick.
17. Upon information and belief, Plaintiff Marsh Harbour Resorts, LLC is a limited liability
company, organized and existing under and by virtue of the laws of one of the states of the
United States, and the owns real property leased by the Plaintiff, which is located in the County
of Brunswick, State of North Carolina. _
18. Upon Information and belief, Third Party Defendants, Inlet Harbor Marina, Inc, is or was
a corporation, organized and existing under and by virtue of the laws of the State of North
Carolina. This corporation was dissolved by Administrative Dissolution and Odell DeCarol
Williamson is therefore also a party individually, and as surviving shareholder, Director, officer
and agent of and for the said Corporation. This/these Defendant(s) was/were the landlord who
leased the property involved herein to MH Marina.
19. Upon information and belief, Third Party Defendant Odell DeCarol Williamson is a citizen
and resident of the County of Pander, State of North Carolina.
20. Upon information and belief, Odell Williamson and Virginia Williamson are citizens and
residents of the County of Brunswick, State of North Carolina and were the owners of the real
property involved in this action until they conveyed the property to Marsh Harbour Resorts, LLC
by deed dated December 31, 1998 and recorded January 14, 1999.
21. This Court has jurisdiction over these parties and this subject matter.
4

22. On or about February 1,,1995, Inlet Harbor Marina Inc., the landlord, pursuant to
permission from Odell Williamson' owner of the property, entered into a lease whereby the MH
Marina leased from Inlet Harbor the premises it now occupies as a marina, as more particularly
shown and described in the Lease, attached hereto and incorporated by reference herein.
23. ' The term of the aforesaid lease was for five (5) years, with two five-year options to
renew.
24. The lease required MH Marina to "maintain" said premises during the term of the lease,
including the (a) docks; (b) roads; (c) buildings;' and (d) septic holding tanks. The Plaintiff has
full and completely performed maintenance upon the said premises.
25. Although MH Marina has fully and faithfully performed its obligations under the lease, the
Plaintiff and the Third Party Defendants have failed and refused to do so and/or have performed
their obligations in a negligent manner and has breached its responsibilities under the lease din
question.
26. The property has been damaged by several Hurricanes and other storms, which have
caused damage to the docks, extensive enough to require the landlord to perform capital
Improvements upon the property.
27. The Plaintiff and the Third Party Defendants have failed to make necessary capital
Improvements to the property and has failed to rebuild and/or repair structures that were
seriously damaged by storms and/or the tidal forces intensified by the lack of dredging.
28. The Plaintiff and the Third Party Defendants have recognized their obligation to make
capital improvements, and have in the past undertaken to do so. MH Marina has discussed in
the past with Odell Williamson and/or the Plaintiff and/or the other Third Party Defendant(s) on
several occasions the need for capital improvements and Odell Williamson and/or the Plaintiff
and/or the Third Party Defendants responded by stating that it/he/they would "self -insure" for
these repairs; that is, that it/he/they would personally assume these obligations. The Plaintiff
and the Third Party Defendants did assume the obligations, and did replace several of the

docks on OCR dock that were destroyed or seriously damaged. Additionally, Plaintiff and/or Third
Party Defendants own and/or control adjacent property, which also fronts the creek, and have,
on several past occasions, dredged the area as required. The Plaintiffs are therefore estopped
and have waived any right to claim that it/they were not obligated to make such capital
improvements and/or to dredge as required At all times prior to the conveyance to Marsh
Harbour Resorts, LLC, Odell and/or Virginia Williamson were the real parties in interest and in
control and were the de facto landlords as to all matters relating to the lease of this property to
the Plaintiffs and all duties and obligations relating thereto.
29. All of this property was effectively controlled by Third Party Defendant Odell Williamson
and his was the decisive word as to all of the property in which he held an interest. Upon
information and belief, Defendant Marsh Harbour Resorts, LLC is owned and controlled, or
partially owned and controlled by Ladane Williamson and this property was deeded to her by
her parents, Odell and Virginia Williamson, as a gift. Prior to that deed, Defendant Odell
Williamson had entered into an agreement allowing his son and or his son's companies) and/or
the Defendant, Inlet Harbor Marina, Inc to lease the said property to the Plaintiff. The lease
agreement at issue was made between MH Marina and Odell DeCarol Williamson, but was
negotiated and prepared by and entered into pursuant to authorization from Odell Williamson.
As stated, the said Odell Williamson and Odell DeCarol Williamson, the owner of the real
property and the landlord, respectively, recognized his/their responsibilities under this lease
agreement, and/or assumed voluntarily the responsibility under the lease agreement for capital
improvements, including the dredging of the creekfront and marina area. This marina area was
previously dredged by the landlord, but after MH Resorts, LLC (Ladane Williamson's company)
assumed control of the property and made certain other plans to develop the area it became
apparent that the said company, then the owner of the real property, planned to terminate the
lease of MH Marina, and that MH Resorts, LLC deliberately, willfully and intentionally failed to
make needed improvements to the property, and failed to dredge this property as needed and

requested. Further, the said Ladane Williamson and/or Marsh Harbour Resorts, LLC
contributed funds to dredge the river which feeds into the property, but did not dredge the
marina property at the same time, causing a further and increased buildup of silt in the marina
area and thereby further damaging the property interests of MH Marina.
30. MH Marina alleges that the actions of Odell Williamson and Odell DeCarol Williamson
demonstrate that the Plaintiff and the Third Party Defendants have assumed the obligation to
make capital repairs to the property and/or that it has recognized and affirmed its obligation to
make capital improvements to the property. Nevertheless, MH Resorts, LLC has not'performed
these repairs properly or reasonably, but has in fact, performed the same and/or failed to
perform necessary repairs in a manner that is and was negligent, reckless, willful and wanton
and intentional. Moreover, the said MH Resorts, LLC has engaged in a pattern or course of
conduct designed to °force" MH Marina to terminate or end the lease, and said pattern or course
of conduct has damaged MH Marina's property interests and business, and has been done
recklessly, willfully, intentionally and wantonly.
31. As a direct and proximate result of Plaintiff and Third Party Defendants failure to make
necessary capital improvements, and/ortheirfailure to repair and/or its having assumed the
obligation to repair but having done so negligently, recklessly, willfully and wantonly, MH
Marina's property and business have been damaged and MH Marina has lost income and the
rental of available slots along the marina.
32. As a result of the foregoing, Third Party Plaintiff MH Marina is informed and believes
that it is entitled to a judgment against the Plaintiff and the Third Party Defendants, jointly and
severally; for actual and punitive damages in an amount alleged to be well in excess of ten
thousand and no/100 ($10,000.00) Dollars.
h

1. That this lawsuit be dismissed;
2. That the DefendanVThird Party Plaintiff be awarded the following:
a. jointly and severally, actual and punitive damages in an amount which is
alleged to be in excess of $10,000.00;
b. damages for this attempted retaliatory eviction;
C. Interest from the date this action is filed;
d. costs of this action to be taxed to Plaintiff and Third Party Defendants;
e. Attorney's fees as allowed by law;
f. ' a trial by a jury for all issues of fact;
g. That the Plaintiff be granted such other, further and different relief as the
Court may deem just and proper.
Respectfully submitted this the 25th day of April, 2001.
ileuw1ght Hu n
NC Bar # 2234
HUDSON & GENTRY, L.L.0
1203 4WhAvenue N, Ste 111
Myrtle Beach SC 29577
[phone]; Fax [phone]
Attorney for Defendant
April 25, 2001
i

I
STATE OF NORTH 'CAROLINA ) IN THE GENERAL COURT OF JUSTICE,
COUNTY OF BRUNSWICK ) DISTRICT COURT DIVISION
FILE NO: 01 CVD 156
Marsh Harbour Resorts, LLC, )
Plaintiff, )
Vs. ) CERTIFICATE OF SERVICE
(VIA U.S. MAIL & FACSIMILE)
Marsh Harbour Marina, Inc., ) .
Defendant )
t
This is to certify that I, Mary Anne Graham, an employee of Hudson & Gentry did -on.
April 25, 2001 serve a copy of the foregoing ANSWER, COUNTERCLAIM AND THIRD PARTY
COMPLAINT in connection with this case by via facsimile and via placing the same in the first
class mail, with sufficidnt postage affixed thereto and addressed as follows:
Andrew K. McVey Esq. .
Attorney at Law
16 N. 5th Avenue
Wilmington, North Carolina 28401.
Facsimile: [phone]

EXHIBIT A

y�
STATE OF NORTH MUNA
COUNTY of BRUNBWICX
post -do -FIX Note 7671 11'aft /_da %wN► /
Ta ,
Fir
cu0ep.
co.
OPWNd
vnon.• _p7,j3
FO b ,iris
u. S->0—o-7
MASS ACRBCttatrr•
This agreement made and entered into this the L day of
ilsS by and 'borwoon Inlet Harbor Marine, Inc., parties of the first part,
hereinafter referred to as Lessor, and Marsh Harbour Marinalne., parties
of the second park, herrinaftor referred to as Lessooi
Witnsssethr
Whereas, Lessor agrees to Lease to Lessee said property known es Marsh
Harbour marina in calabash, NC,for the sole purpose of operating the property
as a wet slip marina;(Ses exhibit A for description of propertYJ• Lessor has
permission frvm owner of property. Odell ifiMemson. to sub -lease property to
lessee.
And whereas the partied are setting forth the terms and conditions of the
Lease. In consideration of the mutual promises and covenants contained herein
to be kept and performed the parties do herebY egret as lollewsr
I. LL'ASL' 4�BAM. Lessor agrees to lease said promises to Lessee for a term
of Five (5) roars from that date of this contract. Lease payments for the Five
(S) Year term WN be as fOJlowrr Flrst year S1,S00.W per month; with the
tceal yenta Lease of Sis,es0.ee to be paid upon execution of this Contract.
The second thru fifth velar Lease payments wig be R'SW.00 per month due
on the first of ovary month.
Lessor agrees to Vivo Lessoe twa(2) F)ve year options to ronew Lease.
The Lease payments for the first Five (5) year option will be S2,20a" per
month, second Five M Year option wig be S 2,400.00 per month.
2. Mlyfi H E. Lessee agrees to carry and maintain Commercial General
Liability Insurance on said premises throughout the term of this eproement,
with a minimum badt of dabiiity of S40tV,0ee. E0 (one Million Dollars).
Lessee shag provide Lessor with a current Certificate of Insurance through
out the term of this agreement, showing Inlet Harbor Marina, Ine. and Odell
and virginla Williamson as additional named insured. Losses agrees to hold
lessor harmless of any liability from the operations of the marina.
.i. jpERMITB OA FEES. Lessee sprees to purchase and maintain all permits,
License, etc. for the operation of the business Including but not limiting the
fogawingr a) Lioanse fee for underground fuel tanks. b) Rdtail license
roqulred by the State of NC. c) Any Stott or Faderal fees that may be imposed
upon the marine, d) Any Inspection ties or permits required.
e, jLVySHrORi;. Lessor'aprees to sell Lessee current inventory at said
'premises based on the following terms! a) Losses will PAY for dny fuels in
the tank at time of Lease based upon the invoice price paid by the Lrsror
to the supplier; b) All other inventory Including furniture, cash register,
eredlt card prveessoretc. will be listed and Lessor and Lessee will agree
on a price for sell and purchaser U no price can be agreed upon on any item,
0 b�n ..nrr�rrine Mthr Item.

giving all Jnfori 'ash Lessor has on renters. Any' Vkage rents paid in
advance NO remain the property of Lessor and Lessee Will not bill slip
renter for rents until such month their rent would currently come due.
6. Mintenanee nl lmoerty. During the arm or this agrrrmene, Lessor
agrees to maintain said premises including •but not limited for a) Docks,
Woods el Buildings d) Septic Holding Tanks
:f.' TM& During the period of this agreement; Lessee agrees to pay 112
property laces and assessments on said premises.
®: Right of Refusal. Less*e shall have first right of refusal If Lessor
or otiner has an alter of purchase on said promises. Sale of property wi11
hereby esuss•this agreement to become pall and void. Any rents will be pro-
rated at the time Of sale.
A sub-Lesawa, Lessee does not have the right to sub -lease said premises.
1R Aurvivataty, Thls agreement shall be binding upon and shall inure
a the benefit of the parties hereto, their lawful heirs, administrators, er-
ecutora, omarsors and assigns.
La Witness Nhereol, the parties have hereunto set their hands and seals
the day and year first above written.
10
Harbor
l� (seal)' INC. �'
Masbout Narina,ln{p
{wed/ �n4
Harbour Marina l ,
State of Norm Carolina
County of Brunswick
! Hotfry Public for said County and State, do hereby
c that ( ,personalty appeared before ma this day
and stated that (s)ha is Secretary of Inlet Harbor Narina,rne.,a corporation
and that by authaxlty duly given and as the act of the corporation, the
fore ng�lnt�ument was Signed in Its name by Its President, sealed with its
` �oAti'S1eeL''Idgd attested by him(her)self as its Secret Y.
�1�5ds my d official Seel, this the day ol;A (/ 995.
!t'L•�e..��'% Noeary pubLc
- --

S une olNom Cai '% � -•
tp Of )r)..__
rJIF
ma
at Bath u ,P rS �a[d county and Stage. do A��bY
Chet pea
by aut/!erlCY deny es gl�earr of N� heH lVdrb ur h re me e a y
eto h/a d
P'/I!$ maat and as ar/ea,tneie trot
® waa alQned in Iti tAe act of the MrporoG'e Potation
d atee+red b name by /er Pre n. tAe
Y otlicia!l�lharJ=Wit as 1 +/dint; sea
Jed Z
tAe S`'cnt+ry ed wlu+ its
fl �e�
Ye
=CI �19�5
h.4frw _sC�' Notary Pub/!

wo
(NYW L LMllLlft[
J41 K &KL
Mw=r
aey
- rww.ti
r r
SILL
L�
. CIO OCR f D o - m

•r
Tatpholw;
ae�:mis�r
FteRr:IDtfl S
Ocean Isle malty Co.
Ocean Ide Beach
Shdbtte, North Carlin 2W9
F.
January 19, 1995
I. Odell Williamson, hereby authorise inlet Harbor
Hanna. Inc. to lease Mush Harbour Marina for the .
tern of five (S) years with two (2) five year options.
The first year the lease well be $700.00 per month.
the neat. -four years the lease will be S1,200.00 per month.
Option rate would be at a Increase -of: S3 400.00
per month for the Second five year optibn; .000.00
per•mlonth'for the third five year.option.
Leaser Shall have first right of refusal if owner,
Odell Williamson has offer for purchase of Marsh
Harbour Marina. Sate of property will cause this
agreement to become null end void.
c
ODELL MILLIANSON
Detaral Williamson
INC.
ODELL WILLIAMSON
Ormv I Danbp*r

n
January 12. 1995
N
To. Odell Williamson
From C�•KtUACAWCtter
RE: •Marsh Harbour Marina Lease
ienr S Years With two (2) five year options
500
t Month -
Rate Armed is a month,
heck four 1119,000, firs[ year payist year at ment iA advance.
Option rate would be at a 10% increase; $2,200 per month for the second five
year option; $2,400 per montb for tba third five year option.
pu ase Option, or First RiRbt of Refusal:
At pdee to be agreed upon if this lease proposal is acceptable.
- ._. ,,, V" *rein e rn~atm OM-r (919) 679-30M

ram 8)
ASIX MC AND QUA'CLA1M
ad bwNYbar Mubu f�eedo�R IM l dn' 19, 1995 gsanb by Odell WIIILauaa
PaChM Marsh ftubeut Mfrbu; red latrt Htuhet Marina, Inc, bolds a Sm Ntht of m mul m
OVMRFU. LINO Wpliuman has enured late a eootrset to purehue Manh Harbour'
Matins:
NOW, TBMVM, Ida Sabar Marion, fae. dons hrasby alcm and gWtelalm its ngbt
K am M&W M 9otdm Mani Rarb= Matica to L41u to WiWamm, ma Harbor
Marlon, Toe. Qutbrr AdWWWta that, epee Iha dmpet of rbe rAVhau by LADaao
itbt
Na►iamtoa la rto nsaea Math Rwbom hfadm is and and Vold to anordattes with the
Amaty 19. 1993 dots mar.
[seu[
l A ,
➢'aua9'
NORTH CAROURA.
COUNTY
.arm
._//i
fad 9om do a Notary Public of the afonuaid Ccuery
. y i!1 t sally Emoted before me thin day
tad sdmowledyed that Whe is tha S Maim fee, a NoNr Camllna
eotpotatlem and that by atMo:i ""`Ory of leki Nub= M
imwttmeat wu rl lY drily Alves and ar an actor the eotpmdoa, the foretopat
imo in ks mtn by pu Pretidaat. and Noted by Mml&Wmreif as
8cerst". utd ruled with ilk toaaaw cowtm nal.
Kimm my band and aaWld red twQjdj6W of Decamber, 1993.
My Cemmtadom Expins:
?'Jod.9
aW_IVIY0OWY{Ira(eafrllrrMr I

ED
STATE OF 14ORTH CAROL A
BRUNSWICK COUNTY . l 9 ii11= 34
BRUNSV11M COUNTY. C.&C.
MARSH HARBOR RESORTS, LLC, ),
OY
r Plaintiff, ) .
V. )
MARSH HARBOUR MARINA, INC., )
Defendant, )
IN THE GENERAL COURT OF JUSTICE
DISTRICT COURT DIVISION
0LCVD 156
AMENDED COMPLAINT
NOW COMES Plaintiff, pursuant to North Carolina Rule of. Civil Procedure 15 and with
leave of Court granted by Order dated June 12, 2001, amends its Complaint in this matter so that the
Complaint reads as follows:
1. Plaintiff Marsh Harbor Resorts, LLC ("Resorts') is .a limited liability company
formed and existing under the laws of North Carolina
2. Upon information and belief, defendant Marsh Harbour Marina, Inc. ("Marina') is
a South Carolina corporation that is doing business in Brunswick County, North Carolina
3. Resorts is the current owner of atract of land (the "Marsh Harbour Property') located
in Brunswick County consisting of approximately 43.78 acres, which Marsh Harbour Property is
more specifically identified as Tract 3 on a survey prepared. by Jan K. Dale, RLS entitled
"Composites Survey of Marsh Harbour Lands for LaDane Williamson," dated December 29, 1998
and a copy of which is "recorded in Map Cabinet 26, page 463, Brunswick County Registry, together
with an easement appurtenant over that 20=foot wide right of way granted to Odell Williamson by
Deed recorded in Book 403, page 903, Brunswick County Registry. Resorts acquired this property,
62662.1

for valuable consideration, from Odell Williamson and Virginia Williamson (the "Williamson").
The Deed through which the Williamson sold and transferred, without limitation, the Marsh
Harbour Property to Resorts in December, 1998 is recorded in Deed Book 1274, Pages 138-141 of
the Bnmswick County Registry,
4. Defendant Marina is currently operating a wet -slip marina on aportion of the Marsh
Harbour Property. There is no written lease agreement, orother agreement, existing between Resorts
and Marinathat allows Marina to possess and use a portion ofthe Marsh Harbour Property- Further,
there is no privity of contract or estate between plaintiff Resorts and defendant Marina
5. In 1995, the Marsh Harbour Property was still owned by the Williamson.
6. On or about January 19, 1995, Odell Williamson entered into a written instrument
with a company known as Inlet Harbor Marina, Inca ("hilet') under which Odell Williamson
purportedly leased "Marsh Harbour Marina" to Inlet Harbor. A copy of this written instrument is
attached and incorporated by reference as Exhibit A. Upon information and belief;, this written
instrument was never recorded with the Brunswick County Register of Deeds. This instrument also
did not specify what property within the Marsh Harbour Property was being leased to Inlet. Upon
information and belief, only aportion ofthe MarshHarbour Property has been utilized by either Inlet
or defendant for the operation of the "Marsh Harbour Marina"
7. On or about February 1, 1905,.Inlet entered into a document entitled "Lease
Agreement" with defendant. Upon information and belief, this Agreement constituted a sublease
under which Inlet, as the lessee/subleasor, sublet the "Marsh Harbour Marina" to defendant, as the
subleasee. A copy of this Agreement (the "Sublease") is attached and incorporated by reference as
Exhibit B.
62662.1 2

8. Upon information and belief, at the time Inlet entered into this Sublease with
defendant, Inlet had been administratively dissolved by the North Carolina Secretary of State.
9. On or about December 24, 1995, Inlet, through its President DeCarol Williamson,
released and quitclaimed its alleged right of first refusal to purchase the "Marsh Harbour Marina"
to LaDane Williamson, who is the managing member of Resorts. At that time, Inlet, through its
President, also acknowledged and recognized that its right to lease the "MarshHarbour Marina" was
null andvoid in accordance with the terms ofthe instrument entered into between Odell Williamson
and Inlet. A copy of this Release and Quitclaim is attached and incorporated by reference as
Exhibit C.
10. At no time during the period between January 19,1995 and January 19, 2000 did Inlet
or DeCarol Williamson exercise its right to extend the term of the alleged lease of the "Marsh
Harbour Marina." Accordingly, even if Inlet entered into a valid lease agreement with Odell
Williamson, the term of that lease expired on December 24, 1995 or, in the alternative, on
January 19, 2000.
11. Since December 24,1995 or, alternatively, January 19, 2000, defendant has been a
tenant at will, a tenant at sufferance, or a month -to -month tenant of the "Marsh Harbour Marina" on
the Marsh Harbor Property.
12. On or about May 18, 2000, Resorts gave defendant notice that it must surrender,
leave, and vacant any and all property it was occupying within the Marsh Harbour Property on or
before August 1, 2000. Despite this notice, defendant has failed and refused, and continues to fail
and refuse, to vacate and leave the premises within the Marsh Harbour Property that it is occupying.
62662.1 3

FIRST CLAIM FOR SUMMARY EJECTMENT
13. The allegations of paragraph I through 12 are reaLeged and incorporated by
reference.
14. Defendant Marina has been givenproper notice to vacate andsurreader the premises
itis occupyingodthe Marsh Harbour Property, and its continued occupation and possession ofthose
premises is wrongful and unwarranted.
15. Pursuant to, without limitation, N.C.G.S. § 42-26, plaintiff Resorts is entitled to an
order summarily ejecting defendant from any and all premises it is occupying within the Marsh
Harbour Property.
SECOND ALTERNATIVE CLAIM -
16. The allegations of paragraphs 1 through 15 are realleged and incorporated by
reference.
17. In the alternative to its first claim for summary ejectment, in the event the Court
determines that there is privity ofcontract or privity ofestate between Resorts and defendant —which
plaintiff otherwise denies —defendant has materially and repeatedly breached the terms ofits written
Lease Agreement, and therefore Resorts is entitled to an order of summary ejectment
18. Defendanthas breached its written Lease Agreement because it has failed to pay one-
half of the property taxes and assessments, as they came due, on the Marsh Harbour Property.
Therefore, defendant's lease term, if any, has been forfeited and it is a mere hold -over tenant.
19. Defendant Marina has also breached its written Lease Agreement by failing to
maintain the premises it has been occupying including, without limitation, the docks of the marina.
62662.1 4

20... Resorts has given defendant notice of its default and demanded that defendant
surrender and vacate the premises it is occupying within the Marsh Harbour Property, but defendant
has failed and refused to vacate those premises.
WHEREFORE, plaintiff prays that this Court award it a judgement summarily ejecting
defendant from the premises defendant is occupying on plaintiffs property, and rehuning possession,
and control of all such premises to plaintiff, and that the Court also award plaintiff the costs of this
action from defendant
Respectfully submitted, this the 18th day of June, 2001.
N ��
1
OF COUNSEL:
Andrew K. McVey
MURCHISON TAYLOR & GIBSON,.LLP
16 North 5" Avenue '
Wilmington, North Carolina 28401
Telephone: [phone]
62662.1 5

CERTIFICATE OF SERVICE
I hereby certify that a copy of the foregoing AMENDED COMPLAINT was served upon
counsel for the Defendant by facsimile and by depositing a copy thereof in the U.S. Mail, postage
prepaid, first-class, addressed as follows:
J. Dwight Hudson
Hudson & Gentry, LLC
1203 48th Avenue North, Suite 111
Myrtle Beach, SC 29577
Facsimile No. 843-692-9190
This the 18th day of June, 2001.
62662.1

7%Zo01 11:05 FAX [phone] BROOKS PIERCE LL
Ocean life 7saCty Co.
0a= Isle Beach
Shallotte, North Carolina 2M9
cc J9193 579-6272
ne: 019) 579-655S .
January 19, 1995
I, Odell Williamson, hereby authorize Inlet Harbor
Marina, Inc. to lease Marsh Harbour Marina for the.
term of five (5) years with two (2) five year options.
-The first year the lease will be $700.00-per month.
-fhe nett four years the lease will be 11,200-00 per month.
Option rate would be at a increase'of:- $1 400.00
per month fot•the second five year option; 91.600.00
per -month for the third five year -option.
Leaser shall have first right of refusal if owner,
Odell Williamson has offer for purchase of Marsh
Harbour Marina. Sale of property will cause this
agreement to become null and .void.
BY:
ODELL WILLIAMSON
DeCarol Williamson
INC:
ODELL 1NLLUAMSOK
0Wner/ Davetope,
REAL ESTATE • SALES • RF-NrrATS . nrpAW /f AVAT ANn uiA Ir 511u. ...,......_-.

:.: TRUE COPY
�• 5 SOU,. OlI 9 PAGE 1 OS 3
OATE 10' 91001
FC STC 0 DEEDS
goor, _PAGE _-., '
STATE OF NORTM CAROL7NA
RE1? VJtA va COONTY OF ERVNSMCX I O I S 1 7 5 3 ERED FOR i MUMATlaH
ToiALLU',% t•_v_ EOGKJQl9�i'AG:Jffi.}
Tow r0 , ceJ?gd 95FO 10 AMIOt50
CRAi.iT 104.50 1It(Ea_ LEASE AGREEMENT tL'
s J. ROEIHSGH ►�'
CASH--zI[li.egr"ment made and entered Into this [ha,L, day of EO '
BY +e4S ku by ou4 "^•veen Jrdet Harbor Manna, Inc., parties of the SdOH61Hf9ffOt001I1BN.C�.
..hereina!ter referred to esLessor, and hush MarDear Maulna,Ino., portico ,
of the second pars, hereinafter referred to as Lessee
MNnessath, ••
Whereas, Lossor agrees to Lease to Lassee said property known as Marsh
Marbour Marine In Calabesh, NC for the sole purpose of operating the ptcpesty
an a wet slip marinat(sw erhlbit A far description olprapartyJ. Lower has
permission Lrnm owner ofpropetty, Odell Miamon, to sub -lease property to
knew.
And whereas the pandas ara setting forth the terms and conditions at the
Lease, In consideration of the mutual promises and covenants eontalnad.herda
to be kept and parfanned the pardon do hereby agree as loilows;
I. LEASE TEAM. Lessor agrees to Jame add promises to Less" for a rum
of Five (5) Years from the data of due watraeb Lease payments fur the•FJvs
15) Year term will be an fotiows, First year S3,MM00 par, montht with the
total year's Loose of Sld,VW.ea to be paid upon ereoudan of this Contract,
Thu Second thru Mob year's Lease payments weld be 52,0moo per month due
on the LEW of every month,
Lancer agrees to give Lowee,wo(T) FJve Year options to ranaw Lea".
The Lease payments for the firs! FJvs (5) year option wID be $2,200.00 per
month, second Five (a) year option will be $ 2,4MW per munch. -
Z INSURANCE. Losses agrew to carzy and maintain Commercial General
Mabidty Insurance an said premtves throughout the term of this agreement,
with a minimum Nm(t of Mobility, of y2,0 ON.00 /One )Jlg(on Dollars).
Lessee shall provide Lessor with a current CortWoala of insurance through
tint the term of this agreement, showing Inlet Narbar)laulna, Inc. and adult
and VIrgWe wllMaasson as additional nomad insured. Losses agrees to held
Jessar harmless of any JLLb=y Item the operations of the marina,
]. pERF➢TS OR FEES. Lessee agrees to purchase and maintain all permlty,
LJeenss, u= for the operation of the business Jactuding but not Balling the
following, a) License foe Jor underground fuel Make. b) AetaM ➢Gonna
ragutred by the Santa of NC. at Any State or Fadaral fees that may be Imposed
uponthemadna. dl Any inspection few orpermits, required.
4. INVENTORY. Lessor agrees d ssli Lessee current Jnvantory a[ said ,
premises based on the following termat a) Lassen will pay for any Iueis Ja
the tank at time of Lease based upon the Invoice price paid by the Lossar
to the suppliut b) All ofharinvwcaryineludingfutai[umr"h mgivear.
'oradit card proeesseretc. will be listed and Lessor and Lessee wig agree
on a price for sell and purchaser If no pulse can be agreed upon an any.(" 01�
Lessar WX keep possession of the Adm. J
c pn�rtanr• feAsar roil Omvlde Lossar with a rinrtwnt lint of -fin 'rentpi m,

TRUE COPY
door, Ib19 PACE I —GI
DATE _ l4-ll64a00l
- l�FCISTER.OFlOEf9S ! r 0 }�
r:
i<fOt. o� lq 04CE to:µ)
giving all I &Motion I.asaor J1 +op ra r�►,tAnY daakage rants Judd In advance will remain the PrpPartj ffte dr�Xd$7aseo will not bill Mfg
ranter for Cents unto aueti month their rent would currently come due.
& J/alntsnahee of Pm..-.+.- epypg the term of this agradmentl Lessoe
agar to avtstats said pramlaealocluding but nor Jhowed to. aJ JMcAw,
b)Roada a/ Suddings d! Sepdp Holding Tanks'
7axea• l arlog the pesfod of We agr =mcp Ussee agrees to pay 112
property tares and aseeasasats an said promises,
& Rlohe or Sen.car r-Wee Shan have arst J1ght at refusal it Leaser
or owner has an offer of perebasa an said pfemisex Sole of property'M
hereby ofeea thlo agreamant to become nun and Vold. Any rents win be pro-
ratsdat the, thnr of sate. -
A S h-Z "arse' does not have the right W sub -lease said
1& $urvivabuity, Ms agreement shall be hindln inure rx
to the benefit of the g upon and ahaL inure
Parties gnu, theirlawlW hobs, adafNsemton, aa•
'eeutsrs suocessora and asalgnx
In Mcness Nhazee4 the parties have
tha day and yearllrst above
State of North Carollna
County Of awick
No P AMC for sold County and State, do hereby
e d st that .personany Wooled before au this day
end stated that fS)ha Ja Secratsry of inlet Jf rbcrwariea.7np„a corgMtIon
sand that by authority duly given and as the act of the eorjo bom the
mreawngoA, uI fnc was signed in its name by its preeldent, sealed with its
eo ad'= b d atteatad by Afa(har/self as tv Seer'
wi a�5e ofNelal aealiS the IY
f %o�TAAh
wo
jV
2y d BL1C � N{otruyy ,

'TRUE Copy
JOUi, IOI��pAC b55'
DATE
SE ISiFR DF DFF➢S -T
scat. olxorth calmuna star. ;�I•Lae
'county of nawfck
I at
pab)!e lot Bald County and Stator do hereby
ea that jmmna0y appeased borone me thta day
and sued that Whe Seatetatp of Hush Xarbo"Am'ne lne„a ootperat)onr
and that by authority duly given and as the act of tha 00rporad0n, the
lcregoinglnstrument was.slgnod In It& name by Its pxastdanq saaled with Its
coxporaM aL and athatad by himlhor)solt aP Its SECtatary
HJ 'JO` V}pAVdLLdnd aflltfa! saa7, tALs Ne d Y
v.OTAR► tery publta (/
XLY�QJb
STATE OF NORTH C. ARO
COUNTY OF BRUNSWICKUNA M1
The Forcroing (or annesW) Cenifiute(s) s
4udi- Y • " 1
Napre(ies) pab(IC (isXarc) Cenirltd to be Corrcet
Thh IwnumeN was Ned [oYHetbvasian oath, Dayand Houriatbe Bookand PaaeshewnantbeFint PAPbINOL
ti0a TLAM 0a.1agb9nw uca. ^_
II I

I I HUL UUFY
_ DOOn I D14 PAGE 66
I• I _ DATE
RfGUHU t. • Our: yvAu'r Jut rG
RECISTER.OP. EWS
_ y• •6%ul
ULCMII LJLL M1CIILII .L�•L �YLYi.y „ ..alp � • •(• ' I.O.W3 r.Vl
aQnr �P40i •,� r
Tn
x
I

RELEASE AND QMCLAM
WFIMMAS. poxsti = to the document dated Iamiary I9, 1995 executed by Odell Williamson
and. Wet Harbor Marim, Inc, Inlet Harbor Marina, Inc. holds a fast right of refusal ro
purchase Marsh Harbour Marina; and
WAIMPS. LxDane lPdliemwo has entered into a cantr= to putrhasa Marsh Herboue
Manta;
NOW. THMMFORH, klet Harbor Marina, iac_ does hereby release and gaitelaim its tight
oEi'irst sefusal to purchase Marsh Harbmer Marina to LaDaae Williamson. Inks Harbor
Marina; Inc fnrdter arl nnwkdges rbar upon Ilse closing of the p.fR� by LIDane
Williamson, its light m lease Mash Harbour Marina is MM and void in accordance with the
Ianuary 19. 1995 doeitmem.
iSEPl.)
Secretary
NORTH CARO1i1YA
COUNTY
II1I.Er
Hy:
DeCarol Williamson, Ptesideoc
I' ' • • ' t' ` ` �^ a Notary public of the aforesaid County
-and State, do he y c�ta$. uu_4 lo,�(� . oc`sort IY appeared before me this des and aclmoWedged that (s)he is the Secretary of Inlet Harbour Marina, Inc., a North Carolina mrporatloa, and that by authority duly given and as an act. of the cotporaton, the foregoing
1'1SLI'=^uc Was signed in its name by its Ptaideac. and attested by betselfiUraself as
Smrc any. and sealed with its common corporate sea.
Witness my band and notarial seal f day of December. 1995.
I
t_
�•
My Commission Expires:
-9
our_tssttaaesWAU%AEtrEStajtaar5s t

STATEOFNORTHCAROLINA R_,En.
COUNTY OF BRUNSWICK
01 JUN 12 P11 It: 51
Marsh Harbour Resorts,LLl , gRUIIS';Ili 0CLUir f'i. C.S.C.
DISTRICT COURT DIVISION"
File No. 01 CVD 156
Plaintiff,
Vs. p�C• ORDER
Marsh Harbour Marina, Inc.,
Defendant
b:
9
This matter coming on to be heard and being heard by the undersigned Judge at the May, 17, 2001.
Civil Session of the District Court of Brunswick County, Bolivia, North Carolina on Plaintiffs Motion to
Amend Complaint and Defendant's Motion to File Additional Pleadings and to Allow Discovery and the
Plaintiff being represented by John W. Ormond III and Andrew K. McVey and Defendant being
represented by J. Dwight Hudson and Attorney George L. Fletcher being also present before the court on
behalf of the potential Third Party Defendants, and,the Court having reviewed the File and Pleadings and
having heard'the arguments of counsel and considering the existing law and memorandum and brief of
counsel, and it therefore appearing to the Court as follows:
1. That Plaintiff originally filed this action for Summary Ejectment in the Small Claims Division on
December 12, 2000, using the standard AOC form Complaint and Defendant thereafter filed an
Answer to the Complaint. On or about January 10, 2001 the matter was heard by the Magistrate
who determined that this case should be heard in District Court and dismissed the case without
prejudice: Plaintiff thereafter filed a timely Appeal.
2. That after filing its Appeal, Plaintiff filed the Motion now before the Court requesting leave to
amend its Complaint by the filing of a narrative Complaint which*would more clearly set out its
contentions.
3. That subsequently Defendant filed a Motion to File Pleading, that being an Answer, Counterclaim
and Third Party Complaint and seeking the award of damages, interest, costs and attorneys fees,
.which matters are already the subject of Superior Court Case filed by Defendant herein against
Plaintiff herein and now pending in the Superior Court Division.
4. That the subject of this action is a commercial lease having a substantial value and the issues for
trial are complex.
5. That counsel for Plaintiff and Defendant have engaged in a great deal of dialog concerning the
issues in this case and it is unlikely that either would be unduly surprised or prejudiced by the filing
of additional pleadings and engaging in discovery and the same should be beneficial to the eventual
trial of this matter
Based on the foregoing, this Court therefore ORDERS as follows* .
1. The Plaintiffs Motion to Amend Complaint is allowed.
2. The Defendant's Motion to File Pleadings is allowed to the extent that Defendant shall file Answer
to the Amended Complaint setting out such responses and raising such defenses as are allowed by
law.
3. The Defendant's Motion to file Counterclaim and Third Party Complaint is denied and the same are
hereby stricken.

4. Plaintiff and Defendant shall be allowed to engage in such Discovery as is allowed by the North
Carolina Rules of Civil Procedure, said Discovery to be completed prior to the July 30,2001 session
of this court, at which time this case shall he called for trial by jury.
This the?" day of June,2001
a llipS� —
District o Judge Presiding

EXHIBIT
STATE OF NORTH CAROLINA ) ,._ IN T{iE GENERAL COURT OF JUST
) :' --SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK FILE NO: O/ C V S
r--u-2 AEI't: II}
S.C.
MARSH HARBOUR MARINA, INC. ) f
PLAINTIFF, ) -
)
VS. ) COMPLAINT
)
(Jury Trial Demanded)
MARSH HARBOUR RESORTS, )
LLC, AND INLET HARBOR. )
MARINA, INC. )
DEFENDANT. )
The Plaintiff, complaining of the Defendant herein would show unto this Honorable Court
as follows:
1. The Plaintiff is a Corporation, organized and existing under and by virtue of the laws of, -
the State of North Carolina, and does business in the State of North Carolina, County of
Brunswick as a marina.
2. Upon information and belief, the Defendant; Marsh Harbour Resorts, LLC is a limited
liability company, organized and existing under and by virtue of the laws of one of the states of
the United States, and the owns real property leased by the Plaintiff, which is located in the
County of Brunswick, State of North Carolina.
3. Upon information and belief, the Defendant, Inlet Harbor Marina, Inc. is or was a
corporation, organized and existing under and by virtue of the laws of one of the states of the
United States, and was the landlord who leased the premises involved in this matter to the
Plaintiff.

4. This Court has jurisdiction over these parties and this subject matter.
5. On or about February 1, 1995, Inlet Harbor Marina Inc., the landlord, pursuant to
permission from Odell Williamson, owner of the property, entered into a lease whereby the
Plaintiff leased from the said Defendant the premises it now occupies as a marina, as more
particularly shown and described in the Lease,. attached hereto and incorporated by reference
herein.
6. The term of the aforesaid lease was for five (5) years, with two five-year options to
renew.
7. The lease required the Plaintiff to "maintain" said premises during the term of the lease,
including the (a) docks; (b) roads; (c) buildings; and (d) septic holding tanks. The Plaintiff has
full and completely performed maintenance upon the said premises.
6. Although the Plaintiff has fully and faithfully performed its obligations under the lease,
the Defendants have failed and refused to do so and/or have performed their obligations in a
negligent manner and has breached its responsibilities under the lease in question.
9. _ The property has been damaged by. several Hurricanes and other storms, which have
caused damage to the docks, extensive enough to require the landlord to perform capital
improvements upon the property.
10. The Defendants have failed to make necessary capital improvements to the property
and has failed to rebuild and/or repair structures that were seriously damaged by storms and/or
the tidal forces intensified by the lack of dredging.
11. The Defendants have recognized its obligation to make capital improvements, and have
in the past undertaken to do so. Plaintiff has discussed in the past with.Odell Williamson and/or
the Defendant(s) on several occasions the need for capital improvements and Odell Williamson
and/or the Defendants responded by stating that it/he/they would "self -insure" for these repairs;
that is, that it would personally assume these obligations. Defendants did assume the
obligations, and did replace several of the docks on "C" dock that were destroyed or seriously

damaged. Additionally, Defendants own and/or control adjacent property, which also fronts the
creek, and has, on several past occasions, dredged the area.
12. All of this property was effectively controlled by Odell Williamson and his was the
decisive word as to all of the property in which he held an interest. Upon information and belief,
Defendant Marsh Harbour Resorts, LLC is owned and controlled, or partially owned and
controlled by Ladane Williamson and this property was deeded to the Defendant by her parents,
Odell and Virginia Williamson, as a gift. Prior to that deed, Odell Williamson had entered into an
agreement allowing his son's company, the Defendant, Inlet Harbor Marina, Inc to lease the
said property to the Plaintiff. The lease agreement at issue was made between the Plaintiff and
Odell DeCarol Williamson, but was negotiated and prepared by and entered into pursuant to
authorization from Odell Williamson. As stated, the said Odell Williamson and Odell DeCarol
Williamson, the owner of the real property and the landlord, respectively, recognized his/their
responsibilities under this lease agreement, and/or assumed voluntarily the responsibility under
the lease agreement for capital improvements, including the dredging of the creekfront and
marina area. This marina area was previously dredged by the landlord, but after the Defendant
Marsh Harbour Resorts, LLC (Ladane Williamson's company) assumed control of the property
and made certain other plans to develop the area it became apparent that the said Defendant,
then the owner of the real property, planned to terminate the lease of the Plaintiff, and that
Marsh Harbour Resorts, LLC deliberately, willfully and intentionally failed to make needed
improvements to the property, and failed to dredge this property as needed and requested.
Further, the said Ladane Williamson and/or Marsh Harbour Resorts, LLC contributed funds to
dredge the river which feeds into the property, but did not dredge the marina property at the
same time, causing a further and increased buildup of silt in the marina area and thereby further
damaging the property interests of the Plaintiff.

13. Plaintiff alleges that the actions of Odell Williamson and Odell DeCarol Williamson
demonstrate that the Defendants have assumed the obligation to make capital repairs to the
property and/or that it has recognized and affirmed its obligation to make capital improvements
to the property. Nevertheless, Plaintiff alleges that Marsh Harbour Resorts, LLC have not
performed these repairs properly or reasonably, but have in fact, performed the same and/or
failed to perform necessary repairs in a manner that is and was negligent, reckless, willful and
wanton and intentional. Moreover, the said Marsh Harbour Resorts, LLC have engaged in a
pattern or course of conduct designed to "force" the Plaintiff to terminate or end the lease, and
said pattern or course of conduct has damaged the Plaintiffs property interests and business,
and has been done recklessly, willfully; intentionally and wantonly.
14. As a direct and proximate result of Defendants, particularly Marsh Harbour Resorts,
LLC's failure to make necessary capital improvements, and/or their failure to repair and/or its
having assumed the obligation to repair but having done so negligently, recklessly, willfully and
wantonly, the Plaintiff's property and business have been damaged and the Plaintiff has lost
income and the rental of available slots along the marina.
15. As a result of the foregoing, the. Plaintiff is informed and believes that it is entitled to a
judgment against the Defendants, jointly and severally, for actual and punitive damages in an
amount alleged to be in excess often thousand and no/100 ($10,000.00) Dollars.
WHEREFORE, the Plaintiff prays the Court for the Following relief:
A. That the Plaintiff have and recover of the Defendants, jointly and severally, actual and
punitive damages in an amount which is alleged to be in excess of $10,000.00;
B. That the Plaintiff have and recover interest from the date this action is filed;
C. That the Defendants be taxed with the costs of this action;
D. That Plaintiff have and recover Attorney's fees as allowed by law;
4

n
E. That all issues of fact be tried by a jury;
R That the Plaintiff be granted such other, further and different relief as the Court may
deem just and proper.
Respectfully submitted this the 2nd day of February, 2001.
J. Might HV6son
NC Bar # 2234
HUDSON & GENTRY, L.L.0
1203 480'Avenue N, Ste 111
Myrtle Beach SC 29577
[phone]; Fax [phone]
Attorney for Plaintiff
Dated: February 1, 2001
5

STATE OF NORTH CA�R�OAL�NA
COUNTY OF BRUNSAVECI� Q I
MARSH HARBOUR MARINA, INC.,
Plaintiff,
vs.
MARSH HARBOUR RESORTS, LLC
and INLET HARBOR MARINA, INC.,
Defendants.
I.
EXHIBIT
a—
9
INTHE GENERAL COURT OF JUSTICE
SUPERIOR COURT DIVISION
01 CVS 225
ANSWER AND
MOTION TO DISMISS
NOW COMES Marsh Harbour Resorts,. LLC ("IvIHR" herein) and responds to the
plaintiffs complaint as follows:
FIRST ANSWER AND MOTION TO DISMISS
Plaintiffs complaint fails to state a claim upon which relief may be granted as to
this defendant and, as such, the same must be dismissed pursuant to Rule 12(b)(6) of the Arorth
Carolina Rules of Civil Procedure.
SECOND AND FURTHER ANSWER AND DEFENSE
MHR responds more particularly to the enumerated allegations set forth in
plaintiffs complaint as follows:
1. The allegations set forth in paragraph 1 of plaintiffs complaint are
admitted.
2 It is admitted that MHR is a limited liability company organized and
existing under and by virtue of the laws of one of the states of the United States (more
particularly North Carolina). It is denied that MHR owns real property leased by the plaintiff

inasmuch as plaintiff's lease agreement was with Inlet Harbour Marina, Inc., assignee of
plaintiff's predecessor in interest (which had no authority to lease the real property after, the sale
of the property to MHR), the lease Nvas terminated, and plaintiff became a holdover tenant.
Except as expressly admitted herein, the allegations set forth in paragraph 2 of plaintiffs
complaint are denied.
admitted.
admitted.
3. The allegations set forth in paragraph 3 of plaintiff's complaint are
4. The allegations set forth in paragraph 4 of plaintiff's complaint are
The allegations set forth in paragraph 5 of plaintiff's complaint are
admitted, except inasmuch as no copy of the lease was attached to the complaint served on MHR.
admitted.
6. The allegations set forth in paragraph 6 of plaintiffs complaint are
It is admitted that among plaintiff s responsibilities under the lease,
plaintiff was to maintain the premises during the term of the lease, including (a) the docks, (b)
roads, (c) buildings, and (d) septic holding tanks. Except as expressly admitted herein, the
allegations set forth in paragraph 7 of plaintiffs complaint are denied.
8. The allegations set forth in paragraph 8 of plaintiffs complaint are denied.
9. • It is admitted that the property has been damaged by hurricane. Except as
expressly admitted herein, the allegations set forth in paragraph 9 of plaintiffs complaint are
denied.
10. The allegations set forth in paragraph 10 of plaintiffs complaint are
denied.
26371

11. NIHR is without information and belief as to plaintiff's discussions with
Odell Williamson, and the allegations pertaining to same are therefore denied. The remaining
allegations set forth in paragraph 11 of plaintiffs complaint are denied.
12. It is admitted that Odell and Virginia Williamson deeded the subject
property to MHR. It is further admitted that Odell Williamson purported to enter into an
agreement authorizing Inlet Harbour Marina, Inc. to lease the property (although, notably,
Virginia Williamson was not a party to such agreement and, further, Inlet Harbour Marina's
authority to lease the property terminated expressly upon the sale of the properly). Except as
expressly admitted herein, the allegations set forth in paragraph 12 of plaintiff s complaint are
denied.
admitted.
admitted.
admitted.
13. The allegations set forth in paragraph 13 of plaintiff's complaint are
14. The allegations set forth in paragraph 14 of plaintiff's complaint are
15. The allegations set forth in paragraph 15 of plaintiffs complaint are
THIRD AND FURTHER ANSWER AND DEFENSE
MHR asserts the parol evidence rule and the applicable statute of frauds as a bar
to plaintiff s claim and its attempt to shift responsibility for maintenance and/or to make MHR
responsible for capital.improvements.
FOURTH AND FURTHER ANSWER AND DEFENSE
MHR asserts all applicable statutes of limitations as a bar to plaintiff's claim.
26371

FIFTH AND FURTHER ANSWER AND DEFENSE
MHR asserts the doctrine of laches as a bar to plaintiff's claim.
SIXTH AND FURTHER ANSWER AND DEFENSE
MHR asserts the doctrine of unclean hands as a bar to plaintiff's claim.
SEVENTH AND FURTHER ANSWER AND DEFENSE
MHR asserts the failure of Virginia Williamson to join in the agreement
authorizing the leasing of the premises as a bar to plaintiffs claims.
r**
COUNTERCLAIM
As a counterclaim against plaintiff, MHR asserts and alleges that:
FIRST CLAIM FOR RELIEF
MHR is a limited liability company organized and existing pursuant to the
laws of the state of North Carolina and has, as its principal place of business, an office located in
Brunswick County, North Carolina.
Upon information and belief, plaintiff is a corporation organized and
existing pursuant to the laws of the state of North Carolina.
In 1995, plaintiff entered into a lease agreement with hmlet Harbour
Marina, Inc., pursuant to which plaintiff agreed to lease, for an initial period of five years, a tract
of land owned by Odell and Virginia Williamson, known as the Marsh Harbour Marina tract. A
copy of the lease agreement is attached hereto as Exhibit A and incorporated as if fully set forth
herein.
4. By agreement with Odell Williamson, Inlet Harbour Marina's authority to
lease the property was to expire upon the sale of the property.
26371

�. Pursuant to the lease agreement, plaintiff obligated itself to pay 54 of the.
property taxes on the premises. Further, plaintiff agreed to maintain the premises, including
without limitation the a) docks, b) roads, c) buildings, and d) septic holding tanks located
thereon.
6. In early 1999, iViHR purchased the property, in fee simple, from Odell and
Virginia Williamson, as reflected by a general warranty deed on record with the office of the
Brunswick County Register of Deeds.
Notwithstanding 1NIHR's repeated demands, plaintiff has failed and
refused to maintain the premises as required by the lease, and has failed and refused to pay its
share of the property taxes as required by the lease. Its failures in these respects are breaches of
the lease agreement.
8. As a direct and proximate result of plaintiff's breach of the lease
agreement, MHR has sustained incidental and consequential damages (including the cost of
maintenance and sums paid to local and count), tax authorities) in an amount in excess of
S 10,000.00, the exact amount to be established at the trial of this matter.
SECOND CLAIM FOR RELIEF
9. The allegations set forth in paragraphs 1 through 8 of MHR's counterclaim
are repeated, realleged, and incorporated by reference herein.
10. A genuine controversy has arisen as to the rights and liabilities of the
parties under the above -referenced lease agreement.
11. bIHR is entitled to an order declaring the rights and liabilities of the
parties which more particularly divests plaintiff of possession and states that plaintiff is a
holdover tenant which has no rights in the real property due to the express limitation upon Inlet
26371

Harbour ivlarina's authority to lease the premises and the subsequent sale of the property to
MHR.
WHEREFORE, MHR respectfully prays the Court as follows:
1. That plaintiff have and recover nothing of MHR;
2. That plaintiffs complaint against MHR be.dismissed with prejudice;
3. That MHR have and recover incidental and consequential damages in an
amount in excess of S 10,000.00 from plaintiff on MHR's counterclaim;
4. For an order declaring the rights and liabilities of the parties, as described
herein; and
5. For such other and further relief as the Court deems just and appropriate.
This the 16"' day of April, 2001.
MURCHISON, TAYLOR & GIBSON, L.L.P.
By: C.
Andrew K. McVey
State Bar # 20217
16 North Fifth Avenue
Wilmington, NC 28401
[phone]
26371

CERTIFICATE OF SERVICE
The undersigned hereby certifies that the foregoing Answer and Motion to Dismiss .
was this day served upon the below -named counsel and parties by mailing, postage prepaid, first
class mail, ( ) personal delivery, of a copy of each of such instruments'to such counsel at the address
shown below:
J. Dwight Hudson
Hudson & Gentry, LLC
1203 48a Avenue N, Suite I I I
Myrtle Beach, SC 29577
Attorneys for plaintiff
George Fletcher
Fletcher Ray & Satterfield
130 North Front St., Suite 300
Wilmington, NC 28401-3972
This JGAL day of April,2001.
Andrew K. McVey
MURCHISON, TAYLOR & GQON, L.L.P.
16 North Fifth Avenue
Wilmington, NC 28401
Attorneys for defendant Marsh Harbour Resorts, LLC
26371

MURCHISON, TAYLOR & GIBSON, L.L.P.
ATTORNEYS AT LAW
16 NORTH FIFTH AVENUE
�IINGT NORTH CAROLINA 28401
WALUXE C. 31URCHISON ` + , 7*1 hone 910 :63-2426 A W. BERRY TRICE
Retired - ` Fe -IT. 910 :63-6561 G. STEPHEN DIAB
"' JANIES W. LATSHAW
JOSEPH O. TAILOR. JR. 1 FRANCES Y. TRASK
FRANK B. GIBSON. JR. CHRISTOPHER J. LEONARD
5IICHAEL MURCHISON -- ANDREW IL \ICVET
PETER A. RYNUN
April 16, 2001
Clerk of Superior Court
Brunswick County
P.O. Box 127
Bolivia, NC 28422
Re: Marsh Harbour Marina, Inc. v.
Marsh Harbour Resorts, LLC, et al
Brunswick County File No. 01 CVS 225
Dear Clerk:
I enclose original and copy of defendant Marsh Harbour Resorts, LLC's Answer
and Motion to Dismiss in the above matter, together with cover sheet and stamped, self-
addressed envelope. After tiling, please return a copy to us in the enclosed envelope. If you
have any questions, please call my assistant, Joyce Bonessi.
Sincerely yours;
1IURCHISON, TAYLOR & GIBSON, LLP
h hic-0
Andrew K. McVey I
AKNI

EXHIBIT
a�
9.
STATE OF NORTH CAROLINA 1' •• t- ! IN THE GENERAL COURT
COUNTY OF BRUNSWICK 0+ �U i _cd P7 SUPERIOR
OI CVST DIVISION
3T LiE
0i\t111J,i\., 1\�"� i
i •Y. C.S.C. .
Marsh Harbour Marina, Inc.
Plaintiff,
V.
Marsh Harbour Resorts,
LLC, and Inlet Harbor
Marina, Inc.
Defendants.
ANSWER
Now, comes, Inlet Harbor Marina, Inc. ("Inlet Harbor") and,responds to the individually
numbered paragraphs of Plaintiff's Complaint as follows:
1. Admitted
2. Admitted
3: Admitted
4. The allegations of Paragraph 4 Plaintiffs Complaint require a legal conclusion and
therefore, no response is required by Inlet Harbor.
5. Admitted, except that no copy of the Lease was attached to the Complaint nor was
a copy of the Lease served upon Inlet Harbor.
6. Admitted
7. Inlet Harbor is without sufficient information to respond to Plaintiff's allegations in
Paragraph 7 of Plaintiff s Complaint that it has "full (sic) and completely performed maintenance
upon the said premises". Therefore, such allegations are denied. The remainder of Plaintiffs
Allegations in Paragraph 7 are admitted.
1

8. Denied
9. Inlet Harbor is without sufficient information to respond to the allegations in
Paragraph 9 of the Plaintiffs Complaint and therefore, such allegations are denied.
10. Inlet Harbor is without sufficient information to respond to the allegations in
Paragraph 10 of the Plaintiffs Complaint and therefore, such allegations are denied.
it. Inlet Harbor is without sufficient information to respond to the allegations in
Paragraph 11 of the Plaintiffs Complaint and therefore, such allegations are denied.
12. Inlet Harbor is without sufficient information to respond to the allegations in
Paragraph 12 of the Plaintiffs Complaint and therefore, such allegations are denied.
13. Inlet Harbor is without sufficient information to respond to the allegations in
Paragraph 13 of the Plaintiffs Complaint and therefore, such allegations are denied.
14. Denied
15. Denied
WHEREFORE, Inlet Harbor respectfully prays the Court as follows:
That the Plaintiff have and recover nothing of Inlet Harbor.
2. For such other relief as Court deems just and appropriate.
This the 8' day of June, 2001.
FLETCHER, RAY c SATTERFIELD, L.L.P.
George L. Fletcher, State Bar # 08267
Attorneys for Defendant Inlet Harbor Marina, Inc.
130 North Front Street, Suite 300
Wilmington, NC 28401
[phone]

CERTIFICATE OF SERVICE
The undersigned counsel hereby certifies that he has this day served a copy of the foregoing
Answer upon all parties in this action by depositing the same in the exclusive care, custody and
control of the United States Postal Service, in a postpaid, properly addressed wrapper addressed
to:
Andrew K. McVey, Attorney at Law
16 North 5ih Avenue
Wilmington, NC 28401
J. Dwight Hudson, Attorney at Law
1203 48' Avenue North, Suite I I I
Myrtle Beach, SC 29577
John W. Ormand, Attorney at Law
150 Fayetteville Street Mall
Suite 1600
Raleigh, NC 27602
This the 8ih day of June, 2001..
FLETCHER, RAY & SATTERFIELD, L. P.
By:
eorge . F etcher, State Bar # 08267
Attorneys for Defendant Inlet Harbor Marina, Inc.
130 North Front Street, Suite 300
Wilmington, NC 28401
[phone]
i,.!wi •,w.v. xn wwwu.n .a.,m of

EXHIBIT
g'
9
. n
STATE OF NORTH CAROLIW` 16 A i I01* THE GENERAL COURT OF JUSTICE
BRUNSWICK COUNTY. C.S.C. SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK 01 CVS 225
BY
MARSH HARBOUR MARINA, INC.,
Plaintiff, )
VS. )
)
MARSH HARBOUR RESORTS, LLC )
and INLET HARBOR MARINA, INC., )
Defendants. )
MOTION FOR ORDER AMENDING ANSWER DUE TO
ule 1
NOW COMES Defendant, Marsh Harbour Resorts, LLC ("Defendant" or "Marsh
Harbour Resorts'), by and through its undersigned counsel, and respectfully moves the Court for
an Order amending the Answer filed by Marsh Harbour Resorts to convect a typographical error.
As grounds therefor, Marsh Harbour Resorts states as follows.
On or about April 16, 2001, Defendant filed and served its Answer and Motion to
Dismiss in the above -captioned action. Defendant now seeks an Order from the Court amending
its Answer on the basis that an obvious typographical error has only recently come to light. At
paragraphs 13, 14 and 15, Defendant's Answer inadvertently recites admissions to the allegations
contained in the corresponding paragraphs to the Complaint, when it should have recited denials.
Paragraphs 13, 14, and 15 of the Complaint contain allegations that the parties have all
along contested. These erroneous responses are contradicted by the rest of the Answer and

Case No.: O1 CVS 225
Motion to Dismiss and the counterclaims Defendant asserts against Plaintiff. Furthermore, these
erroneous responses directly contradict Defendant's prayer for relief, wherein Defendant states:
WHEREFORE, MHR respectfully prays the Court as follows:
1. That plaintiff have and recover nothing of MHR;
2. That plaintiff's complaint against MHR be dismissed with
prejudice;
3. That MHR have and recover incidental and consequential
damages in an amount in excess of $10,000 from plaintiff on
MHWs counterclaim;
4. For an order declaring the rights and liabilities of the
parties, as described herein; and
5. For such other and further relief as the Court deems just
and appropriate.
As set forth in the attached 'Affidavit of Andrew K. McVey, counsel of record for
Defendant at the time the Answer and Motion to Dismiss was served and filed, the erroneous
admissions are typographical errors. (Affidavit of Andrew K. McVey, attached hereto as Exhibit
"A," 16.) Mr. McVey intended to deny each of the allegations. (Affidavit of Andrew K.
McVey, 16). Mr. McVey himself was first made aware of the errors when he received a,=
telephone call from Kenneth A. Shanklin, Esq., who has only recently (April 4, 2002) filed his
Notice of Appearance on behalf of Defendant in this action. (Affidavit of Andrew K. McVey, ¶
7 ). Mr. Shanklin had noticed the error in his initial review of the pleadings. (Affidavit of
Andrew K. McVey, 17). Upon learning of the error on March 28, 2002, Mr. McVey
immediately telephoned counsel for the Plaintiff, Mr. I Dwight Hudson and informed him of the
error. (Affidavit of Andrew K. McVey, ¶ 8). As Mr. McVey testifies, Mr. Hudson was
genuinely surprised by the news of the erroneous admissions when Mr. McVey informed him of
them. (Affidavit of Andrew K. McVey, ¶ 8). After consulting with his client, Mr. Hudson
informed Mr. McVey that he would not consent to the amendment. (Affidavit of Andrew K.
McVey, ¶ 8). As Mr. McVey further testifies, the error went completely unnoticed during the
2

Case No.: 01 CVS 225
course of the litigation, by both Mr. McVey and Mr. Hudson. (Affidavit of Andrew K. McVey,
¶ 9). The issue of liability, and the facts as set forth in paragraphs 13, 14, and 15, have been
hotly contested by the parties in this action, as well as in a companion case pending in Brunswick
County District Court in which Defendant seeks to .summarily eject the Plaintiff from the
property. (Affidavit of Andrew K. McVey, ¶ 11). At no point in time did Defendant instruct
Mr. McVey to admit the allegations in paragraphs 13, 14 and 15. (Affidavit of Andrew K.
McVey, ¶ 12).
Under Rule,15(a):
A party may amend his pleading once as a matter of course at any
time before a responsive pleading is served or, if the pleading is
one to which no responsive pleading is permitted and the action
has not been placed upon the trial calendar, he may so amend it at
any time within 30 days after it is served. Otherwise a party may
amend his pleading only by leave of court or by written consent of
the adverse party; and leave shall he freely given when justice so
requires....
N.C. GEN. STAT. § IA -I, R. 15(a) (emphasis added).
North Carolina's Rules of Civil Procedure contemplate liberality on the part of the Court
in allowing amendments to the pleadings. See, � Performance Motors, Inc. v. Allen, 20 N.C.
App. 445, 201 S.E.2d 513-(1974); Goodrich v. Rice, 75 N.C. App. 530, 33.1 S.E.2d 195 (1985).
In fact, amendments should always be freely allowed unless the party objecting to the
amendment can demonstrate some material prejudice. Phillips v. Phillips, 46 N.C. App. 558,
265 S.E.2d 441 (1980); Mauney v. Morris, 316 N.C. 67, 340 S.E. 2d 397 (1986). In this case,
Plaintiff cannot meet its burden of demonstrating prejudice. Plaintiff has conducted itself
throughout this litigation as if the Answer had recited denials to paragraphs 13, 14, and IS. The
issues raised in Plaintiff s Complaint at paragraphs 13, 14 and 15 have been contested vigorously
3

Case No.: 01 CVS 225
by the parties. Neither counsel for Plaintiff or Defendant learned of the errors until March 27,
2002.
Furthermore, as Defendant has raised the Statute of Frauds as an affirmative defense in
its Answer, even if Defendant admitted the existence of a purported oral amendment to the
alleged lease, any oral testimony offered to prove the promise is incompetent as a matter of law.
See, e.Q., Balentine v. Gill, 218 N.C. 496, 500, 11 S.E.2d 456; 458-59 (1940). ("The rule is,
however, that where the plaintiff declares on a verbal promise, unenforceable under the statute of
frauds, and the defendant either denies that he made the promise or sets up another and different
contract, or admits the promise and invokes the protection of the statute by special plea or
answer, testimony offered to prove the promise is incompetent and should be excluded.").
WHEREFORE, Defendant Marsh Harbour Resorts, LLC, respectfully requests that the
Court issue an Order amending its Answer so that Defendant's responses to the allegations in
paragraphs 13, 14 and 15 of the Complaint are deemed denied, not admitted.
Respectfully submitted,
This the 15t1i day of April, 2002.
KENNETH A. SHANKLIN, NCSB #5826
MATTHEW A. NICHOLS, NCSB #23403
Law Office of Kenneth A. Shanklin
Attorneys for Marsh Harbour Resorts, LLC
Post Office Box 1347
214 Market Street
Wilmington, NC 28402
Telephone: [phone]
Telefsx:[phone]
4

Case No.: 01 CVS 225
CERTIFICATE OF SERVICE
The undersigned do hereby certify that a copy of the foregoing Motion for Order Amending
Answer Due to Typographical Error was this date served by facsimile and by depositing said copy
in the United States Mail, postage prepaid, to the following facsimile numbers and addresses:
L Dwight Hudson
Hudson & Gentry, LLC
1203 48 h Avenue N, Suite 111
Myrtle Beach, SC 29577
Facsimile: [phone]
George Fletcher
Fletcher Ray & Satterfield
130 North Front St, Suite 300
Wilmington, NC 28401-3972
Facsimile: [phone]
This 15th day of April, 2002.
MATHEW A. NICHOLS, NCSB #23403
Law Office of Kenneth A. Shan1din
Attorneys for Marsh Harbour Resorts, LLC
Post Office Box 1347
214 Market Street
Wihnington, NC 28402
Telephone: [phone]
Telefax: [phone]
5
::00MAT000CSVA AO005V40103U

�€tiilBi
r�
STATE OF NORTH CAROLINA IN THE GENERAL COURT OF JUSTICE
SUPERIOR COURT DIVISION
COUNTY OF BRUNSWICK 01 CVS 225
MARSH HARBOR MARINA, INC.,
)
Plaintiff,
)
VS.
)
}
MARSH HARBOR RESORTS, LLC
)
and INLET HARBOR MARINA, INC.,
)
Defendants.
)
AFFIDAVIT OF ANDREW K. MCVEY
STATE OF NORTH CAROLINA )
COUNTY OF NEW HANOVER )
BEFORE ME, the undersigned authority, personally appeared, who by me being first
duly swom, deposes and says that:
1. I am Andrew K. McVey. I am over the age of eighteen and make this affidavit
based upon personal knowledge.
2. I am a member of good standing with the Bar of the State of North Carolina.
3. I practice law at the firm of Murchison, Taylor & Gibson, L.L.P., 16 North Fifth
Avenue, Wilmington, NC 28401
4. I represented Defendant Marsh Harbor Resorts, LLC ("Marsh Harbor Resorts") in
the above -captioned action until the Order allowing my withdrawal was signed on January 22,
2002.

5. On or about April 16, 2001, I served and filed for Marsh Harbor Resorts an
unverified Answer and Motion to Dismiss, a copy of which is attached hereto as Exhibit "A".
6. The Answer at paragraphs 13, 14, and 15 contains typographical errors. Each of
these paragraphs recites that `Me allegations set forth in paragraph ... of Plaintiff's Complaint
are admitted." The Answer at paragraphs 13, 14 and 15 should instead recite: "The allegations
set forth in paragraph ... of Plaintiff's Complaint are denied." I intended to deny, each of these
allegations.
7. I was first made aware of this typographical error, by a telephone call from
Kenneth A. Shanklin, Esq., on March 28, 2002. Mr. Shanklin has entered his appearance in the
action as of April 4, 2002, as replacement counsel for Marsh Harbor Resorts. Mr. Shanklin
noticed the error in his initial review of the pleadings.
8. Upon learning, of the typographical error, on March 28, 2002, I immediately
i
telephoned counsel for Plaintiff Marsh Harbor Marina, Inc., Mr. J. Dwight Hudson. I informed
Mr. Hudson of the error and requested that he consent to an amendment to the Answer and
Motion to Dismiss. Mr. Hudson was genuinely surprised by the news of the typographical error
when I told him about it. Mr. Hudson indicated that he would need to confer with his client
before consenting to the amendment. Over the next several days, I left multiple telephone
messages with Mr. Hudson, who apparently had been unable to make immediate contact with his
client. On Wednesday, April 3, 2002, Mr. Hudson telephoned and stated that his client would
not allow him to consent.
9. In the course of my representation of Marsh Harbor Resorts, the typographical
error went completely unnoticed, both by Mr. Hudson and myself.
-2-

10. The, inadvertently "admitted" responses to paragraphs 13, 14 and 15 are entirely
inconsistent with, and are directly contradicted by, the rest of the responses and affirmative
defenses raised in the Answer and Motion to Dismiss. Furthermore, these typographical errors
are completely inconsistent with, and are directly contradicted by, Defendant Marsh Harbour
Resorts' prayer for relief and counterclaim against Plaintiff.
11. The corresponding allegations in Plaintiff's Complaint have been hotly contested
in connection with the motion arguments in this and a companion case presently pending in
Brunswick County District Court. In that case, Marsh Harbor Resorts seeks to summarily eject
had x"
Marsh Harbor Marina, Inc., from the premises which are the subject of the instant action. I have
appeared for Marsh Harbor Resorts in that matter; and Mr. Hudson is counsel for Marsh Harbor
Marina in that matter.,
12. 'At no point in time did Defendant Marsh Harbor Resorts instruct me to admit
these allegations. .
AFFIANT FURTHER SAYETH NOT
tX�w� f . 111L
Andrew K. McVey
SWORN TO AND SUBS�iBED
REME THIS DAY OF
•.•�yr,OEH(�9+,,��,,
APO 02.
.` �O+• s
: p'pA1tY i ci
P
o�d���`�
y�C
p�JB ?
tary Public
�2�•t�
•.� r�
,4NpyEp,CO••••`
M Commission Expires
a �lJ a&d5
-3-

OFFICE OF THE
CHIEF JUSTICE OF THE SUPREME COURT
OF THE
STATE OF NORTH CAROLINA
Re: Marsh Harbour Marina, Inc.
V.
Marsh Harbour Resorts and Inlet Harbour Marina
File No. 01-CVS--225
And
Marsh Harbour Resorts, LLC
V.
Marsh Harbour Marina, Inc.
File No. 00-CVD-156
Brunswick County File Numbers: 01-CYS-225, 00-CVD-156
Tl The Honorable William C. Gore, Jr., one of the Senior Regular Resident Judges of the Superior Court
of North Carolina, Greeting:
As Chief Justice of the Supreme Court of North Carolina, by virtue of authority vested in me by the
Constitution of North Carolina, and in accordance with the laws of North Carolina, the Rules of the Supreme
Court and, specifically, Rule 2.1 of the General Rules of Practice for the Superior and District Courts, 1 hereby
designate the above-styled.case(s)' as exceptional. Therefore, i hereby assign The Honorable Ben F.
Tennille, one of the Special Judges of the Superior Court of North Carolina, to hold such sessions of court as
may be set and to attend to such in -chambers matters and other business as may be necessary and proper for
the orderly disposition of the case(s) until otherwise ordered.
In Witness Whereof, I have hereunto signed my name as Chief Justice of the Supreme Court of North
Carolina, on this day, July 18, 2002.
Chief Justice ofthe CgL urtofNorthC,aroba
/:Dv-/ . T o�
Administrative Assistant to the Chief Justice