Exhibit 10.5



                               GUARANTY AGREEMENT
                               ------------------

     THIS GUARANTY AGREEMENT dated JANUARY 3, 2006 (the "GUARANTY"), is executed
by  MALCOM  J. WRIGHT INDIVIDUALLY AND AMERICAN LEISURE HOLDINGS, INC., A NEVADA
CORPORATION,  (collectively  referred to herein as the "GUARANTOR") and extended
to  BANKERS  CREDIT  CORPORATION,  A FLORIDA CORPORATION, (the "LENDER") for the
benefit  of  REEDY  CREEK  ACQUISITION COMPANY, LLC, A FLORIDA LIMITED LIABILITY
COMPANY  (herein  collectively  referred  to  as  the  "BORROWER").

                                    RECITALS:

     A.    Lender has agreed to make a loan (the "LOAN") to Borrower pursuant to
the terms  and  conditions of,  among other documents, a Promissory Note of even
date  executed  and  delivered by  Borrower in  favor of  Lender in the original
principal   amount   of   SEVEN   MILLION  AND  00/100  DOLLARS  ($7,000,000.00)
(the "NOTE")  secured  by  a  mortgage  on  real  property  located  in  OSCEOLA
COUNTY,  Florida  (the "MORTGAGE"),   and   other   documents.   The   Note  and
Mortgage, and the other  loan documents  executed  contemporaneously  therewith,
are  hereinafter referred to  collectively as the "SECURITY DOCUMENTS" or as the
"LOAN DOCUMENTS."

     B.   Guarantor:   MALCOM  J.  WRIGHT  INDIVIDUALLY  AND  AMERICAN  LEISURE
                       HOLDINGS, INC., A NEVADA CORPORATION

     C.   Without this  Guaranty,  Lender  would  be  unwilling to make the Loan
          to Borrower.

     D.   Because  of the direct benefit to Guarantor from the Loan to Borrower,
and as an inducement to Lender to make the Loan to Borrower, Guarantor agrees to
guarantee  to  Lender  the  obligations  of  Borrower  as  set  forth  herein.

     NOW, THEREFORE, in consideration of Lender entering into the Loan Agreement
and  making  the Loan to Borrower, and for other good and valuable consideration
by  Borrower  to  Guarantor,  the  receipt  and  sufficiency  of which is hereby
acknowledged  by  Guarantor,  Guarantor  hereby covenants and agrees as follows:

     2.   UNLIMITED  GUARANTY  OF  PAYMENT.  Guarantor  hereby  unconditionally
          --------------------------------
guarantees to Lender the payment, when due, by acceleration or otherwise, of the
Loan principal, together with all interest, costs, expenses, and attorneys' fees
related  to  the Indebtedness.  For the purposes hereof, the term "INDEBTEDNESS"
shall  include  any  and all indebtedness and obligations of Borrower to Lender,
including  without  limitation, the loan principal, together with interest, fees
and  expenses,  including  attorneys'  fees,  evidenced  by  the  Note, the Loan
Agreement,  the  Security  Documents or otherwise, or arising in connection with
the Loan, whether existing now or arising hereafter, as such Indebtedness may be
modified,  increased,  extended  or  renewed from time to time.  The guaranty of
Guarantor  as  set  forth  in  this  section is a guaranty of payment and not of
collection.  The  amount  of  this Guaranty shall not be diminished, limited, or
otherwise  affected by payments made under the Loan except for full and complete
satisfaction  of  the  Debt evidenced by Lender's execution of a Satisfaction of
Mortgage.

<PAGE>

     3.   SUBORDINATION.  All  rights  and  claims of Guarantor now or hereafter
          -------------
existing  (collectively  the  "GUARANTOR  CLAIMS")  against  Borrower  or any of
Borrower's  property  which  Borrower now owns or shall acquire in the future or
hereafter  existing  shall be subordinate and subject in right of payment to the
prior  payment  in  full  of  the  indebtedness  to  Lender.

     Until  the  indebtedness  has  been  paid  in full and Guarantor shall have
performed  or  satisfied  all  of its obligations hereunder, Guarantor shall not
receive or collect, directly or indirectly, from Borrower or any other party any
payment  upon Guarantor Claims, nor seek to realize upon any collateral securing
such  Guarantor  Claims  nor  claim any offset or other reduction of Guarantor's
obligations  hereunder  because  of  any  Guarantor Claims.  Notwithstanding the
foregoing,  if  Guarantor  should  receive any such payment, Guarantor agrees to
hold same in trust for Lender and agrees that Guarantor shall have absolutely no
rights  in  or to or dominion over, such payments except to pay them promptly to
Lender  without  demand  by  Lender.

     4.   GUARANTOR  WAIVERS.  Guarantor  hereby waives and agrees not to assert
          ------------------
or  take  advantage  of (A) any right or claim of right to cause a marshaling of
any  of Borrower's assets or the assets of any other party now or hereafter held
as  security for the indebtedness; (B) the defense of the statute of limitations
in  any  action hereunder or for the payment of the indebtedness and performance
of any obligation hereby guaranteed; (C) any defense that may arise by reason of
the  incapacity,  lack of authority, death or disability of Guarantor, any other
guarantor  of  the  Loan,  or  Borrower  or  any  other person or entity, or the
voluntary or involuntary dissolution of Borrower or Guarantor, or the failure of
Lender  to file or enforce a claim against the estate (either in administration,
Bankruptcy,  or any other proceeding) of Borrower or any other person or entity;
(D)  any defense based on the failure of Lender to give notice of the existence,
creation,  or  incurring of any new or additional indebtedness or obligation, or
of  any  action  or nonaction on the part of any other person whomsoever, or any
modification  of  the  terms  of  the  Loan  Documents,  or the indebtedness, in
connection  with any obligation hereby guaranteed; (E) any defense based upon an
election  of  remedies  by  Lender  which  destroys  or  otherwise  impairs  any
subrogation  rights of Guarantor or any other guarantor of the Loan or the right
of  Guarantor  to  proceed  against  Borrower  or  any  other  guarantor  for
reimbursement, or both; (F) any defense based upon failure of Lender to commence
an  action  against  Borrower;  (G)  any  defense  based upon acceptance of this
Guaranty  by  Lender;  (H)  any  defense  based  upon  the  invalidity  or
unenforceability  of  any  of the Loan Documents; (I) any defense based upon any
limitation  of liability contained in any of the Loan Documents; (J) any defense
based  upon  any  transfer by Borrower of all or any part of the Collateral; (K)
any  defense  based  upon  the  failure  of Lender to perfect any security or to
extend  or  renew  the  perfection  of  any security; and (L) any other legal or
equitable  defenses  whatsoever  to which Guarantor might otherwise be entitled.

     5.   CONSENT  TOLENDER'S  ACTIONS  OR  INACTIONS.  Guarantor  consents that
          -------------------------------------------
Lender  may,  at  any time and from time to time, before or after any Default by
Borrower,  without  affecting  the  liability of Guarantor hereunder and with or
without  further  notice  to  or  assent  from  Guarantor:

           a.  either  with  or  without  consideration  to  Borrower  or to any
          guarantor guaranteeing the payment of any portion of the indebtedness,
          or  any  pledgor  or  grantor  of any collateral; exchange, release or

<PAGE>

          surrender (in whole or in part), or fail to protect or to preserve the
          value  of  any  collateral  now  or hereafter held as security for the
          Loan,  or  waive, release or subordinate any lien or security interest
          (in whole or in part) in or on any such collateral;

           b.  waive  or  delay  the  exercise  of any of its rights or remedies
          against  Borrower  or  any  other  person or entity, including without
          limitation,  any  guarantor  guaranteeing  any  portion  of  the
          indebtedness; notwithstanding any waiver or delay, Lender shall not be
          precluded  from  further  exercise  of  any  of  its rights, powers or
          privileges  expressly  provided  for herein or otherwise available, it
          being understood that all such rights and remedies are cumulative;

           c.  waive  or  extend the time of Borrower's or any other guarantor's
          performance  of any and all terms, provisions and conditions set forth
          in the Loan Documents;

           d.  release Borrower or any other person or entity, including without
          limitation, any other guarantor guaranteeing payment of any portion of
          the  indebtedness,  from  their  obligations  to  complete the Project
          and/or  from  their  obligations  to  repay  all or any portion of the
          indebtedness;

           e.  proceed  against  Guarantor  without  first proceeding against or
          joining  Borrower  or  any other guarantor guaranteeing payment of any
          portion  of  the  indebtedness  or  any  endorser  of the Note, or any
          property securing the payment of the indebtedness;

           f.  renew,  extend  or modify the terms of the Loan or any instrument
          or agreement evidencing, securing, or relating to the Loan;

           g.  generally  deal  with  Borrower  or  other person or party or any
          Collateral as Lender may see fit; and

     Guarantor  shall  remain bound under this Guaranty notwithstanding any such
exchange,  release, surrender, subordination, waiver (whether or not such waiver
is oral or written), delay, proceeding, renewal, extension, modification, act or
failure  to  act,  or  other dealings described in Subsections 5(a) through 5(h)
above, inclusive, even though done without notice to or consent from Guarantor.

     6.   WAIVER  OF  NOTICE.  Guarantor  waives  all  notices  whatsoever  with
          ------------------
respect  to the Loan Documents, including without limitation, this Guaranty, and
with  respect  to  the  Loan,  including  but  not  limited  to,  notice  of:

           a.   Lender's acceptance  of  this  Guaranty  or  its  intention  to
                act, or its action, in reliance hereon;

           b.   the  making of the Loan by Lender to Borrower;

           c.   presentment and  demand  for  payment  of  the  Loan  or  any
                portion thereof;

           d.   protest and  notice  of  dishonor or  non-payment  with  respect
                to the Loan or any portion thereof;

<PAGE>

           e.   any  Default  by  Borrower  or  any  pledgor,  grantor  of
                security, or any other guarantor guaranteeing payment of any
                portion of the indebtedness;

           f.   any  other  notices  to  which  Guarantor  may  otherwise  be
                entitled; and

           g.   any  demand for payment under this Guaranty.

     7.   PRIMARY  LIABILITY  OF GUARANTOR.  Guarantor agrees that this Guaranty
          --------------------------------
may  be  enforced by Lender without the necessity at any time of resorting to or
exhausting  any  other  security  or collateral and without the necessity at any
time  of  having  resorted  to  recourse  to  the Note or the Collateral through
foreclosure proceedings under the Security Documents or otherwise, and Guarantor
hereby  waives  any  rights to require Lender to proceed against Borrower or any
other  guarantor  or to require Lender to pursue any other remedy or enforce any
other  right.  Guarantor  further  agrees  that Guarantor shall have no right of
subrogation, reimbursement or indemnity whatsoever, nor any right of recourse to
security for the indebtedness of Borrower to Lender, unless and until all of the
indebtedness  of  Borrower  to  Lender has been paid in full.  Guarantor further
agrees that nothing contained herein shall prevent Lender from suing on the Note
or  foreclosing the Mortgage or from exercising any other rights available to it
under  any  other Loan Documents, or any other instrument of security if neither
Borrower  nor  Guarantor timely performs the obligations of Borrower thereunder,
and  the  exercise  of  any  of  the  aforesaid rights and the completion of any
foreclosure  proceedings  shall not constitute a discharge of any of Guarantor's
obligations  hereunder;  it  being  the  purpose  and  intent  of Guarantor that
Guarantor's  obligations  hereunder  shall  be  absolute,  independent  and
unconditional  under any and all circumstances.  Neither Guarantor's obligations
under  this  Guaranty  nor  any  remedy  for  the  enforcement  thereof shall be
impaired,  modified,  changed  or  released  in  any  manner  whatsoever  by  an
impairment,  modification,  change,  release  or  limitation of the liability of
Borrower  or  any  other  guarantor  or  by  reason  of  Borrower's or any other
guarantor's  Bankruptcy,  insolvency, death, or dissolution.  At any time Lender
is  entitled  to exercise its remedies hereunder, it may in its discretion elect
to  demand  payment  or  performance.  In  the  event  Lender  elects  to demand
performance,  it  shall at all times thereafter have the right to demand payment
until all of the indebtedness has been paid in full.  In the event Lender elects
to  demand  payment,  it  shall at all times thereafter have the right to demand
performance  until  all  of  the  indebtedness  has  been  paid  in  full.

     8.   SUBROGATION  RIGHTS.  Guarantor  will not assert any right to which it
          -------------------
may  be  or  may  become  entitled,  whether  by  subrogation,  contribution  or
otherwise,  against  Borrower or any other guarantor guaranteeing payment of any
portion  of  the  indebtedness or against any of their respective properties, by
reason  of  the performance by Guarantor of its obligations under this Guaranty.
Guarantor  also hereby waives any claim, right or remedy which Guarantor may now
have  or  hereafter acquire against Borrower that arises hereunder and/or from a
performance  by  Guarantor,  including, but not limited to, any claim, remedy or
right  of  subrogation,  reimbursement,  exoneration,  indemnification  or
participation  in  any  claim, right or remedy of Lender against Borrower or any
security  which  Lender  has  or  hereafter acquires, whether or not such claim,
right  or remedy arises in equity, under contract, by statute, under common law,
or  otherwise.

<PAGE>

     9.   COST  OF ENFORCEMENT.  In the event that the Note or this Guaranty are
          --------------------
not  paid  when  due on any stated or accelerated maturity date, or should it be
necessary  for  Lender  to  enforce  any  other  of  its  rights  under the Loan
Documents,  Guarantor will pay to Lender, in addition to principal, interest and
other  charges  due  hereunder  or  under the other Loan Documents, all costs of
collection  or  enforcement,  including  reasonable attorneys' fees, paralegals'
fees,  legal assistants' fees, costs and expenses, whether incurred with respect
to  collection,  litigation,  Bankruptcy  proceedings,  interpretation, dispute,
negotiation,  trial,  appeal,  defense  of  actions  instituted by a third party
against  Lender  arising  out  of  or  related  to  the Loan, enforcement of any
judgment  based on this Guaranty, or otherwise, whether or not a suit to collect
such  amounts or to enforce such rights is brought or, if brought, is prosecuted
to  judgment.

     10.  GRANT.  To  secure  the performance of this Guaranty, Guarantor grants
          -----
to  Lender  a  security interest in all property of Guarantor to the extent such
property  is delivered concurrently herewith or is now, or at any time hereafter
is in the possession of Lender, and all proceeds, replacements, or substitutions
of  all  such  property.  Guarantor agrees that Lender shall have the rights and
remedies  of a secured party under the Uniform Commercial Code as adopted by the
State  of  Florida  with  respect  to  all of the aforesaid property, including,
without limitation, the right to sell or otherwise dispose of any or all of such
property.  Any  notification of intended disposition of any property required by
law  shall  be  deemed  reasonably and properly given if given at least five (5)
calendar  days  before  such disposition.  Notwithstanding the foregoing, Lender
may,  without  further notice to anyone, apply or set off any balances, credits,
deposits,  accounts,  monies or other indebtedness at any time created by or due
from  Lender  to  Guarantor  against  the  amounts  due  hereunder.

     11.  TERM  OF  GUARANTY;  WARRANTIES.  This Guaranty shall continue in full
          -------------------------------
force  and  effect  until the indebtedness is fully paid, and all obligations of
Borrower  and  Guarantor are performed and discharged.  This Guaranty covers the
indebtedness  whether  presently  outstanding  or arising subsequent to the date
hereof  including  all  amounts  advanced  by  Lender in stages or installments.
Guarantor  warrants  and represents to Lender, (I) that this Guaranty is binding
upon  and  enforceable  against  Guarantor, its heirs, personal representatives,
executors,  successors,  and assigns in accordance with its terms, (II) that the
execution  and  delivery  of this Guaranty do not violate any applicable laws or
constitute  a  breach of any agreement to which Guarantor is a party, (III) that
there  is  no  litigation,  claim, action or proceeding pending, or, to the best
knowledge  of  Guarantor,  threatened  against  Guarantor  which would adversely
affect  the  financial  condition  of  Guarantor  or  its ability to fulfill its
obligations  hereunder.  Guarantor  agrees  to  promptly  inform  Lender  of the
adverse  determination  of  any  litigation,  claim, action or proceeding or the
institution  of  any  litigation,  claim, action or proceeding against Guarantor
which does or could adversely affect the financial condition of Guarantor or its
ability  to  fulfill  its  obligations  hereunder.

     12.  FURTHER  REPRESENTATIONS AND WARRANTIES.  Guarantor further represents
          ---------------------------------------
to  Lender  that  Guarantor  has knowledge of Borrower's financial condition and
affairs  and  represents  and  agrees  that  it will keep so informed while this
Guaranty  is  in  force.  Guarantor  agrees that Lender has no present or future
obligation to investigate the financial condition or affairs of Borrower for the

<PAGE>

benefit  of  Guarantor  nor  to  advise Guarantor of any fact respecting, or any
change in, the financial condition or affairs of Borrower or any other guarantor
of  the Loan which might come to the knowledge of Lender at any time, whether or
not Lender knows or believes or has reason to know or believe that any such fact
or  change  is  unknown  to  Guarantor  or  might (or does) increase the risk of
Guarantor  as  guarantor or might (or would) affect the willingness of Guarantor
to  continue  as  a  guarantor  with  respect  to  the  indebtedness.

     13.  FINANCIAL  STATEMENTS.  Guarantor  shall  submit  annual  financial
          ---------------------
statements  to  Lender  on  the  Lender's  form  as  requested  by  the  Lender.

     14.  ADDITIONAL  LIABILITY OF GUARANTOR.  If Guarantor is or becomes liable
          ----------------------------------
for  any  indebtedness  owing  by Borrower to Lender by endorsement or otherwise
than  under this Guaranty, such liability shall not be in any manner impaired or
reduced  hereby  but  shall have all and the same force and effect it would have
had  if  this Guaranty had not existed and Guarantor's liability hereunder shall
not  be  in  any  manner  impaired  or  reduced  thereby.

     15.  CUMULATIVE  RIGHTS.  All  rights  of  Lender  hereunder  or  otherwise
          ------------------
arising  under  any documents executed in connection with or as security for the
indebtedness  are  separate  and  cumulative  and  may  be  pursued  separately,
successively  or  concurrently,  or  not  pursued without affecting, reducing or
limiting any other right of Lender and without affecting, reducing, or impairing
the  liability  of  Guarantor.

     16.  MULTIPLE  COUNTERPARTS;  PRONOUNS;  CAPTIONS;  SEVERABILITY.  This
          -----------------------------------------------------------
Guaranty may be executed in multiple counterparts, each of which shall be deemed
an  original  but  all  of which shall constitute but one and the same document.
The  pronouns  used in this instrument shall be construed as masculine, feminine
or neuter as the occasion may require.  Use of the singular includes the plural,
and  vice  versa.  Captions are for reference only and in no way limit the terms
of  this  Guaranty.  Invalidation  of  any one or more of the provisions of this
Guaranty  shall in no way affect any of the other provisions hereof, which shall
remain  in  full  force and effect.  Use of the term "include" or "including" is
always  without  limitation.  "Person"  or  "party"  means any natural person or
artificial  entity  having  legal  capacity.

     17.  LENDER  ASSIGNS.  This Guaranty is intended for and shall inure to the
          ---------------
benefit  of  Lender  and each and every person who shall from time to time be or
become  the  owner  or  holder  of  any  document  evidencing  or  securing  the
indebtedness,  and  each  and every reference herein to Lender shall include and
refer  to  each and every successor or assignee of Lender at any time holding or
owning  any  part of or interest in any part of the indebtedness.  This Guaranty
shall  be transferable and negotiable with the same force and effect, and to the
same  extent, that any document evidencing or securing all or any portion of the
indebtedness  is transferable and negotiable, it being understood and stipulated
that upon assignment or transfer by Lender of any of the indebtedness, the legal
holder or owner of said indebtedness (or a part thereof or interest therein thus
transferred  or  assigned  by  Lender)  shall (except as otherwise stipulated by
Lender  in  its  assignment)  have and may exercise all of the rights granted to
Lender  under  this  Guaranty  to  the extent of that part of or interest in the
indebtedness  thus  assigned or transferred to said person.  Guarantor expressly
waives  notice  of  transfer  or  assignment  of  the  indebtedness, or any part
thereof,  or of the rights of Lender hereunder.  Failure to give notice will not
affect  the  liabilities  of  Guarantor  hereunder.

<PAGE>

     18.  APPLICATION OF PAYMENTS.  Lender may apply any payments received by it
          -----------------------
from  any  source against that portion of the indebtedness (principal, interest,
court  costs,  attorneys'  fees or other) in such priority and fashion as it may
deem  appropriate.

     19.  NOTICES.  Unless  otherwise provided, all notices required to be given
          -------
hereunder  shall  be in writing and shall be deemed served on the earlier of (I)
receipt or (II) seventy-two (72) hours after deposit in registered, certified or
first-class United States mail, postage prepaid, and addressed to the parties at
the  following  addresses,  or  such other addresses as may from time to time be
designated  by  written  notice  given  as  herein  required:

          GUARANTOR:       MALCOM J. WRIGHT AND
          ---------        AMERICAN LEISURE HOLDINGS, INC., A NEVADA CORPORATION
                           2462 SAND LAKE ROAD
                           ORLANDO, FL 32809

          LENDER:          BANKERS  CREDIT  CORPORATION,  INC.
          ------           L.  Cleveland  Hightower,  President
                           1053  Maitland  Center  Commons  Blvd.,  Suite  201
                           Maitland,  FL  32751

Personal  delivery  to  a party or to any officer, partner, agent or employee of
such  party,  or  if  a proper person, to a member of his family, at its address
herein  shall  constitute  receipt.  Rejection  or  other  refusal  to accept or
inability  to  deliver  because  of  changed address of which no notice has been
received  shall  also  constitute  receipt.  Notwithstanding  the  foregoing, no
notice  of  change  of  address  shall  be  effective  until the date of receipt
thereof.  This section shall not be construed in any way to affect or impair any
waiver  of  notice  or  demand herein provided or to require giving of notice or
demand  to  or  upon  Guarantor  in  any  situation  or  for  any  reason.

     20.  CONFLICT  OF  LAW.  This  Guaranty  shall  be  construed, interpreted,
          -----------------
enforced  and  governed  by  and  in  accordance  with  the laws of the State of
Florida.

     21.  SUBMISSION TO JURISDICTION.  Guarantor irrevocably and unconditionally
          --------------------------
(A)  agrees  that  any  suit, action or other legal proceeding arising out of or
relating to this Guaranty may be brought, at the option of Lender, in a court of
competent  jurisdiction  of  the  State of Florida or any United States District
Court;  (B)  consents  to  the jurisdiction of each such court in any such suit,
action  or  proceeding; (C) waives any and all personal rights under the laws of
any  state  to  object  to  the  laying  of  venue  of  any such suit, action or
proceeding  in  the  State  of Florida; and (D) agrees that service of any court
paper  may be effected on Guarantor by mail, addressed and mailed as provided in
Section  19  hereof  or in such other manner as may be provided under applicable
laws or court rules in the State of Florida.  Nothing contained herein, however,
shall  prevent  Lender  from bringing an action or exercising any rights against
any  security  or  against  Guarantor  personally,  and  against any property of
Guarantor,  within  any  other state.  Initiating such proceeding or taking such
action in any other state shall in no event constitute a waiver of the agreement
contained  herein  that  the law of the State of Florida shall govern the rights
and  obligations  of  Guarantor and Lender hereunder or of the submission herein
made  by  Guarantor  to  personal jurisdiction within the State of Florida.  The

<PAGE>

aforesaid  means  of  obtaining  personal jurisdiction and perfecting service of
process  are  not intended to be exclusive but are cumulative and in addition to
all  other  means  of  obtaining personal jurisdiction and perfecting service of
process  now  or  hereafter  provided  by  the  law  of  the  State  of Florida.

     22.  WAIVER  OF  HOMESTEAD.  Guarantor  waives  any  and  all homestead and
          ---------------------
exemption rights which it may have under or by virtue of the Constitution or the
laws  of  the United States of America or of any state as against this Guaranty,
any renewal hereof, or any indebtedness represented hereby, and does jointly and
severally  transfer,  convey,  and  assign to Lender a sufficient amount of such
homestead  or exemption as may be allowed, including such homestead or exemption
as  may  be  set  apart in Bankruptcy, to pay all amounts due hereunder in full,
with  all  costs of collection, and does hereby direct any trustee in Bankruptcy
having  possession  of  such  homestead  or  exemption  to  deliver  to Lender a
sufficient  amount  of  property  or  money  set  apart  as  exempt  to  pay the
indebtedness  guaranteed hereby, or any renewal thereof, and does hereby appoint
Lender  the  attorney-in-fact  for  each of them, to claim any and all homestead
exemptions  allowed  by  law.

     23.  CONTINUING  LIABILITY.  Notwithstanding  any  other provisions of this
          ---------------------
Guaranty,  the  indebtedness  shall  be deemed to include any and all liability,
damage, cost and expense, including reasonable attorneys' fees, paralegals' fees
and  legal  assistants'  fees,  which  may  hereafter be incurred by Lender as a
result  of  the  Mortgaged  Property:

           a.  having  been  used  in  the  past or present or being used in the
          future  while  the  Mortgaged  Property  is owned by Borrower, for the
          sale,  handling,  storage, transportation, or disposal of hazardous or
          toxic  materials,  in  violation  of  any Governmental Requirements in
          effect  from  time  to time regulating hazardous or toxic materials or
          the Mortgaged Property; or

           b.  having  contained  or  hereafter  containing, while the Mortgaged
          Property  is  owned  by  Borrower,  asbestos  or  products  containing
          asbestos  in  violation of any laws, ordinances, or regulations of any
          Governmental  Authorities  affecting  asbestos  or products containing
          asbestos or the Mortgaged Property.

               Payment  of  the  Note  shall  not  terminate  the  liability  of
          Guarantor created by this Section 23.

     24.  ORAL  MODIFICATION  INEFFECTIVE.  This  Guaranty  may  not  be changed
          -------------------------------
orally,  and  no  obligation of Guarantor can be released or waived by Lender or
any  officer or agent of Lender, except by a writing signed by a duly authorized
officer  of  Lender.  This  Guaranty shall be irrevocable by Guarantor until the
indebtedness  has been completely repaid and all obligations and undertakings of
Borrower  under,  by  reason  of,  or  pursuant  to the Loan Documents have been
completely  performed,  at which time Lender will terminate this Guaranty.  This
Guaranty  shall continue in full force and effect unless and until discharged or
released  by  Lender  pursuant  to  a written instrument properly executed by an
appropriate  officer  of Lender.  This Guaranty shall continue in full force and
effect  unless  and until discharged or released by Lender pursuant to a written
instrument  properly  executed  by  an  appropriate  officer  of  Lender.

<PAGE>

     25.  REFERENCE  TO  OTHER  LOAN  DOCUMENTS.  All of the terms, definitions,
          -------------------------------------
conditions  and covenants of the Loan Agreement, the Note, the Mortgage, and the
Assignment  are  expressly made a part of this Guaranty by reference in the same
manner  and with the same effect as if set forth herein at length and shall have
the  meaning  set  forth  in the Loan Agreement, the Note, the Mortgage, and the
Assignment  unless  otherwise  defined  herein.

     26.  WAIVER  OF  TRIAL  BY  JURY.  THE  PARTIES  HEREBY MUTUALLY AGREE THAT
          ---------------------------
NEITHER PARTY, NOR ANY ASSIGNEE, SUCCESSOR, HEIR, OR LEGAL REPRESENTATIVE OF THE
PARTIES  (ALL OF WHOM ARE HEREINAFTER REFERRED TO AS THE "PARTIES") SHALL SEEK A
JURY  TRIAL  IN  ANY  LAWSUIT, PROCEEDING, COUNTERCLAIM, OR ANY OTHER LITIGATION
PROCEDURE  BASED UPON OR ARISING OUT OF THIS GUARANTY, OR THE LOAN DOCUMENTS, OR
ANY  INSTRUMENT  EVIDENCING,  SECURING,  OR RELATING TO THE INDEBTEDNESS AND ANY
OTHER  OBLIGATIONS  EVIDENCED  HEREBY,  ANY RELATED AGREEMENT OR INSTRUMENT, ANY
OTHER  COLLATERAL  FOR  THE INDEBTEDNESS EVIDENCED HEREBY OR THE DEALINGS OR THE
RELATIONSHIP  BETWEEN OR AMONG THE PARTIES, OR ANY OF THEM.  NONE OF THE PARTIES
WILL SEEK TO CONSOLIDATE ANY SUCH ACTION, IN WHICH A JURY TRIAL HAS BEEN WAIVED,
WITH ANY OTHER ACTION IN WHICH A JURY TRIAL HAS NOT BEEN WAIVED.  THE PROVISIONS
OF  THIS  PARAGRAPH  HAVE  BEEN  FULLY  NEGOTIATED  BY  THE PARTIES.  THE WAIVER
CONTAINED HEREIN IS IRREVOCABLE, CONSTITUTES A KNOWING AND VOLUNTARY WAIVER, AND
SHALL  BE  SUBJECT  TO  NO  EXCEPTIONS.  LENDER  HAS  IN  NO  WAY AGREED WITH OR
REPRESENTED  TO  GUARANTOR  OR  ANY  OTHER  PARTY  THAT  THE  PROVISIONS OF THIS
PARAGRAPH  WILL  NOT  BE  FULLY  ENFORCED  IN  ALL  INSTANCES.

     IN  WITNESS WHEREOF, Guarantor has caused this Guaranty to be duly executed
as  of  the  day  and  year  first  above  written.

AMERICAN  LEISURE  HOLDINGS,  INC.,  A  NEVADA  CORPORATION:


BY:    /s/ Malcolm J. Wright
       -------------------------------
       MALCOLM  J.  WRIGHT,  PRESIDENT


/s/ Malcolm J. Wright
----------------------------------
MALCOLM  J.  WRIGHT,  INDIVIDUALLY

<PAGE>

STATE  OF FLORIDA

COUNTY  OF ORANGE


     The  foregoing instrument was acknowledged before me on JANUARY 3, 2006, by
MALCOLM  J.  WRIGHT,  INDIVIDUALLY AND AS PRESIDENT OF AMERICAN LEISURE HOLDINGS
INC., ON BEHALF OF HIMSELF AND THE COMPANY. He is personally known to me; or has
produced                          as identification.
        --------------------------

Notary  Seal:                                     /s/ Robin L. Brown
                                                  ------------------------------
                                                  Notary  Public
                                                  My  Commission  Expires:


<PAGE>