Exhibit 10.2

                               PURCHASE AGREEMENT

     THIS  PURCHASE  AGREEMENT  ("AGREEMENT") is made and entered into as of the
Effective  Date  of  this  Agreement  (as  hereinafter  defined)  by and between
ADVANTAGE  PROFESSIONAL  MANAGEMENT  GROUP, INC. and/or its assigns (hereinafter
referred  to  as  "Seller")  and  PARADISE  DEVELOPMENT  GROUP,  INC., a Florida
corporation,  and/or  its  assigns  (hereinafter  referred  to  as the "Buyer").

     Subject  to  the  terms  and conditions of this Agreement, Seller agrees to
sell  and Buyer agrees to buy two (2) certain tracts of land. The first tract is
to  contain  2.0 acres located at the southwest quadrant of the northeast corner
of  the  intersection  of  US  Highway 27 and Sand Mine Road, City of Davenport,
County of Polk, State of Florida, as legally described in Exhibit "A," and shown
on  Exhibit  "B,"  which are attached hereto by Buyer and Seller and made a part
hereof  (the  "First  Tract"). The second tract is to contain 2 acres located on
Route  27,  abutting the First Tract, and extends along Route 27 to the Seller's
northern  boundary  (the  "Second  Tract").  The  legal description and boundary
footprint  are to be depicted on Exhibits C and D, respectively. Both tracts are
to  be  conveyed together with all hereditaments and appurtenances pertaining to
such  tracts, and all improvements located thereon, including without limitation
all  of  Seller's right, title, and interest in and to adjacent streets, alleys,
and  rights-of-way  (all  of which will be hereafter collectively referred to as
the  "Premises").

Whereas,  the Parties wish to enter into a comprehensive agreement regarding the
purchase  and  sale  of the Premises, which is intended to replace and supersede
all  prior  agreements  with  respect  to the purchase and sale of the premises.

In  consideration  of  the  mutual  promises  herein  contained, it is agreed as
follows.

     1.     RECITALS.  The  above  recitals are true and are an integral part of
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this  Agreement.

     2.     PURCHASE  PRICE.  The base purchase price ("Base Purchase Price") to
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be  paid  for the First Tract shall be One Million, Five Hundred And Twenty-five
thousand  Dollars  ($1,525,000.00).  The  Base Purchase Price to be paid for the
Second  Tract  shall  be  Seven Hundred and Thirteen Thousand, Three Hundred and
seventy-five  Dollars ($713,375.00) for 2 acres.  Land mass in excess of 2 acres
in the Second Tract will be conveyed at the rate of nine dollars and forty seven
cents  ($9.47) per square foot.  The combined Base Purchase Prices shall be paid
as  follows:

          a.  $75,000.00  dollars  as the Initial Earnest Money delivered to and
     held  by Forlizzo Law Group, P.A. ("Escrow Agent") within five (5) business
     days  of  Buyer's  receipt  of  a  fully  executed  Agreement;  and

          b.  $75,000.00  dollars  as  of  the Notice Date recited in Section 7.

          c. The balance of the Purchase Price, as determined by the actual land
     mass  as  depicted  on  the  survey,  shall be paid in cash by federal wire
     transfer  payable  at  closing,  plus or minus adjustments, pro-rations and
     Seller's  closing  costs  that  are  paid  by  Buyer,  if any, as set forth
     hereinafter.

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     3.     SURVEY.  Within  twenty  (20)  days  of the Notice Date, Buyer shall
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tender  to  Seller a new Survey, if any, of the Premises as Buyer determines the
boundaries  to  be  within the confines of this Agreement.    Said survey shall:
(i) be certified to Seller, Buyer, any lender to Buyer and the title insurer and
shall  be in compliance with ALTA minimum standards for land title surveys; (ii)
show  the  boundary lines of the Premises; (iii) to the extent discernible as of
the  date  of  the  survey  locate  (subject to approval of Buyer's user and the
County)  all proposed permanent improvements on the Premises; (iv) show all such
proposed  improvements  to  be entirely located within the boundary lines of the
Premises; (v) show all proposed encroachments over boundary lines, easements and
rights  of  way;  (vi)  show the location and course of all visible and recorded
easements  and rights of way; (vii) show access from the Premises to private and
public  rights  of  way;  (viii) show existing and proposed utilities, including
water,  sanitary  sewer,  storm  sewer, and gas lines to the point of connection
with  the  public  system, if such connection exists, or  access to such systems
from  the  Premises;  and  (ix)  certify  the number of square feet and portions
thereof  lying  within  the  boundary  lines  of  the  Premises.  In conjunction
therewith,  Buyer  shall  supply the legal description and site plan to complete
Exhibits  A,  B, C and D.  Seller agrees to provide a current Boundary Survey to
Buyer  within 5 days of the Notice Date.   Buyer and Seller agree that Buyer may
construct  improvements  on  the  Second  Tract substantially as depicted on the
proposed  site  plan  attached  hereto  as  Exhibit  D.  In the event that Buyer
changes  the plan of improvements for any reason, Buyer agrees that Seller shall
have  a  reasonable  right  of  approval  over  the  elevation  and shape of the
improvements  to be erected on the Second Tract as well as the footprint thereof
so  that  the  improvements  on  said  Second  Tract provide relatively the same
visibility  of  the improvements planned by the Seller as is shown on Exhibits D
and  L.   In  addition,  as  depicted on Exhibit D, Seller reserves for itself a
strip  of  land  without  reduction  in  the Purchase Price on which Buyer shall
construct  the  entry road from US 27 located at the junction of the First Tract
and  the  Second  Tract  and shall permit two lanes of vehicular traffic.  Buyer
shall  permit  the  installation  by Seller of a marquis sign on the First Tract
consistent  with Exhibit L as shall be mutually approved by Seller and Buyer and
approved  by  Polk  County together with any turn in or turn out lanes as may be
required  by  FDOT.

      4.     ESCROW.  Any  escrow  agent  receiving  funds is authorized and
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agrees  by  acceptance  thereof  to  promptly deposit, to hold same in an escrow
account,  and  to  disburse same subject to clearance thereof in accordance with
the  terms and conditions of this Agreement. Failure of clearance of funds shall
not  excuse  performance  by the Buyer. In the event of a dispute arising out of
the  Parties'  performance  under  this  Agreement or doubt as to Escrow Agent's
duties  or  liabilities under the provisions of this Agreement, the Escrow Agent
shall deposit all the monies then held pursuant to this Agreement with the Title
Company  or,  at  the request of either Party, with the Clerk of the appropriate
Court  of  the County having jurisdiction of the dispute, and upon notifying all
parties  concerned of such action, all liability on the part of the Escrow Agent
shall  fully  terminate  except  to  the  extent  of  accounting  for any monies
theretofore  delivered  out  of  escrow. Provided that Escrow Agent has complied
with the forgoing, in the event of any suit between Buyer and Seller wherein the
Escrow Agent is made a party by virtue of acting as such Escrow Agent hereunder,
Escrow  Agent shall be entitled to recover a reasonable attorney's fee and costs
incurred,  said fees and costs to be charged and assessed as court costs against
the  non-prevailing  party. All parties agree that the Escrow Agent shall not be
liable  to any party or person whomsoever for mis-delivery to Buyer or Seller of
monies  subject to this escrow, unless such mis-delivery shall be due to willful
breach  of  this  Agreement or gross negligence on the part of the Escrow Agent.
All  funds  held  in  escrow  shall  be  placed in an interest bearing federally
insured  account  with  interest  accruing  to  the benefit of Buyer and applied
against the Purchase Price at Closing, or otherwise disbursed in accordance with
the  provisions of this Agreement. Notwithstanding anything in this Agreement to
the  contrary,  this escrow provision, including any matters regarding the funds
held  in  escrow  and  the  duties  of  the  Escrow Agent, shall be governed and
construed  in accordance with the law of the jurisdiction where the Escrow Agent
has  its  principal place of business. In addition, the venue for any litigation
regarding  this  escrow provision shall be the county where the Escrow Agent has
its  principal  place  of  business.

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     5.     TITLE COMMITMENT; TITLE POLICY.  Not later than twenty (20) days
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from  the  Notice  Date,  Buyer  shall, at Buyer's expense, procure from a title
agent  selected  by  Buyer,  a  Commitment  for  Owner's  ALTA  Title Insurance,
Marketable  Form B, with extended coverage over the general exceptions issued by
a  title  insurance  company  ("Title Company") ("Commitment") setting forth the
state  of  title  to  the Premises and all exceptions and restrictions of record
including deed restrictions, liens and covenants. Said Commitment shall indicate
that  Seller  is the sole owner of the Premises, which it is fully authorized to
convey  the  Premises  and it shall indicate the amount of any real estate taxes
attributable  to  the  Premises.  Along  with  such Commitment, Buyer shall also
obtain  copies  of  all  documents  affecting  the Premises and reflected in the
Commitment.

     6.     UNIFORM COMMERCIAL CODE SEARCHES.  Twenty (20) days from the Notice
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Date,  Buyer  shall  obtain a statement from the Title Company after appropriate
searches  of  the  Uniform  Commercial  Code ("UCC") records of the Secretary of
State  of  Florida  and  the Clerk of the Circuit Court of Polk County, Florida,
reflecting  all  UCC financing statements (if any) filed of record affecting the
Premises.  Buyer  shall  give  notice  to  Seller  of  all releases of financing
statements  that  will  be  required  at  Closing.  Seller  shall cause any such
statements  to  be  released  at  or  prior  to  Closing.

     7.     FEASIBILITY  PERIOD  AND  CONDITION OF PREMISES.  Buyer hereby
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represents  that  it  has  performed  (or elected not to perform) any or all due
diligence  type  examinations  of the Premises and holds no objections. Further,
the Buyer acknowledges that it is buying the premises in its existing condition,
"as  is"  and  "where  is"  and  "with  all  faults".

     Buyer  shall  remove  or  bond  any  lien  of any type that attaches to the
Premises  as  a  result  of  any of Buyer's inspections. Buyer shall restore any
damage  to the Premises caused or incurred during such inspections. Buyer hereby
indemnifies and holds Seller harmless from all loss, costs or expense, including
but  not  limited  to,  attorneys'  fees  and court costs resulting from Buyer's
inspections.  This  indemnity  shall  survive  the  Closing  and  extend for the
duration  of  the  statute  of  limitations  for  such  liabilities.

     Notwithstanding the forgoing, Seller acknowledges that Buyer is contracting
to  acquire the Premises with the express purpose of developing a Walgreens drug
store  and  retail  facilities.  In the event that Walgreens elects not to enter
into  a  commitment with Buyer for such a development by February 8, 2005, Buyer
may  either  cancel  this  Agreement  and  receive a return of all deposits made
hereunder,  close  pursuant  hereto  or  seek  an  extension of time from Seller
(Buyer's  "Election").  Seller  agrees  to  execute  an  acknowledgement of such
election  and  Seller's reply thereto for delivery by Buyer to the Escrow Agent.
Buyer  shall be deemed committed to close pursuant hereto if it does not provide
notice  to Seller as to its Election on or before five (5) days from the date on
which  Walgreens makes its decision regarding the Premises but in no event later
than  February  8,  2005 (the "NOTICE DATE"). As of the Notice Date, the Earnest
Money  shall become non-refundable except for Seller's inability to convey clear
title. Upon presentation of that ability on the Closing Date, Escrow Agent shall
turn  over  the  Earnest  Money  to  Seller. Said Escrow shall be applied to the
Purchase  Price  in  the  event Buyer closes or forfeited to Seller in the event
that  Buyer  does  not  close.

     Seller  acknowledges  that  the  acceptance  of  the site by Walgreens will
require that Seller, and or its permitted assigns, will negotiate and enter into
an  agreement  concerning  covenants and land use restrictions on the balance of
the  Seller's  land,  per  the terms and conditions of the attached REA, Exhibit
"F".

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     8.     CLOSING  DATE.  Subject  to  the  term  contained  in  the following
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Section  9,  the  consummation of the transaction contemplated by this Agreement
("Closing" or "Closing Date") shall take place at a mutually acceptable location
in  Polk  County,  Florida  on  or  before sixty (60) days from the Notice Date.

     9.     ASSIGNMENT:  Buyer  acknowledges  that  Seller  is in contract as of
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July  7,  2004  with a party to sell the entire parcel of land that contains the
Premises  (the  July  7th  Contract").  Seller shall have absolute discretion to
amend  said  contract.

     Seller  discloses  that it intends to assign this Agreement to the Contract
Assignee (the buyer in the July 7th Contract).   Buyer shall not be obligated to
honor  any  assignment  that does not contain its written assent to the terms of
purchase  if  any term is changed from the terms that are agreed herein.  In the
event of such an assignment, said assignment shall be attached to this Agreement
as  Exhibit  K.  In  the  event  of such assignment, the Contract Assignee shall
become  the  Seller  for  purposes  of  this  Agreement.

     The  Parties  hereto agree that in the event that the purchaser in the July
7th  Contract  fails  to  close, and Seller is relieved of the responsibility to
convey  under  the  July  7th Agreement, then and in that event Seller and Buyer
shall honor the terms of this Agreement as a direct sale to Buyer.  Buyer herein
agrees  that  in  the  event  that  Seller  gives  notice to Buyer herein of its
opportunity  to  purchase the Premises directly from Seller, the Closing Date in
this  Agreement  shall  become  the  later  to occur of the Closing Date recited
herein  or  fourteen  (14)  days  from  the  receipt  of  such  notice.

     Buyer  acknowledges  that  in  the event it purchases the Premises from the
Contract  Assignee,  whether  by  direct  agreement  or  by  assignment  of this
Agreement, it shall look solely to that party for enforcement of all of Seller's
obligations,  representations  and  warranties.

     10.     DOCUMENTS  DELIVERED  BY  SELLER.  Buyer  acknowledges  or  waives
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receipt  of  the  following documents except for any report or study acquired by
Seller  since  March  1, 2004, then, within five (5) days of the Effective Date,
Seller shall deliver to Buyer true and correct copies of the following documents
relating  to  the  Premises  if  in  existence:

             (a)     geotechnical  reports;
             (b)     environmental  reports;
             (c)     engineer  reports,  drawings  and  studies;
             (d)     any  and  all  licenses,  permits, authorizations and
                     approvals, if any, required by law, affecting the Premises;
             (e)     any  other  material  data  or  information  Seller's
                     possession;
             (f)     legal  description;  and

     11.     SELLER'S  REPRESENTATIONS  AND  WARRANTIES.  Seller  represents,
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warrants and covenants to Buyer that as of the date hereof and the Closing Date:

<PAGE>

          (a)  There  are  no  Leases, tenancies or other rights of occupancy or
               use  for  any  portion  of  the  Premises.

          (b)  Other  than  as  disclosed  in  Section  9,  above,  and with the
               exception  of  the  rights  of  mortgagees  in  the  event  of  a
               foreclosure  of  the  property  of which the Premises are a part,
               Seller  is  not a party to any written agreement with any person,
               firm,  corporation,  or other entity that has any right or option
               to  acquire  the  Premises  or  any  portion  thereof;

          (c)  There  are  no  judicial  proceedings of any type which have been
               instituted  or  which  are  pending  or  threatened  against  the
               Premises;

          (d)  To  the  best  of  the  Seller's  actual  knowledge, there is not
               pending,  nor  has Seller received a written notice from a public
               authority  of, a contemplated condemnation of the Premises or any
               part  thereof;

          (e)  There  are  and  shall  be  no  liens  or  claims  against Seller
               applicable  to  the  Premises  for  federal  withholding taxes or
               estate  taxes,  or  any  other  undischargeable  taxes or charges
               whatsoever  except  ad  valorem  general  real  estate  taxes;

          (f)  Seller  has  received  no  notice  of  any fact or condition that
               exists  which  would  result  in the termination of access to the
               Premises  from  adjoining  public  or  private streets or ways or
               which  would  result  in discontinuation or refusal of service by
               any  applicable  utility  providers  of  adequate  sewer,  gas,
               electric,  telephone  or  other  utility service to the Premises;

          (g)  Other  than  as disclosed in Section 9, above, Seller's execution
               of  and  performance  under this Agreement shall not constitute a
               conflict  or  breach  of  any  written  agreement, understanding,
               order, judgment or decree to which Seller is a party and to which
               any  part  of  the  Premises  may  be  bound;

          (h)  Other than as disclosed in Section 9, above, pending the Closing,
               Seller  agrees  that Seller will not transfer the Premises except
               as  herein expressly contemplated or create any easements, liens,
               or  other  encumbrances with respect to the Premises, except with
               Buyer's  prior  written  consent,  except  for mortgages or trust
               deeds  which  shall  be released at or prior to Closing. However,
               Seller  may  re-mortgage  the  premises  in  its sole discretion;

          (i)  Seller  has full power and authority to enter into this Agreement
               and  to  consummate  the transaction contemplated herein, and all
               actions  necessary  to  authorize the execution of this Agreement
               and  conveyance  of  the Premises have been taken such that, upon
               execution  by  all  parties  hereto,  this Agreement shall be the
               valid  and binding obligation of Seller as qualified by Section 9
               herein and such authority shall be effective on the Closing Date;

          (j)  To the best of Seller's knowledge without any duty of inquiry, no
               hazardous  substances  as  defined  by  the  Comprehensive
               Environmental  Response,  Compensation  and Liability Act of 1980
               ("CERCLA"),  42  USC  9601(14),  pollutants  or  contaminants  as
               defined  by  CERCLA,  42  USC 96D4(A) (2), or hazardous wastes as
               defined  by  the Resource Conservation and Recovery Act ("RCRA"),
               42  USC  6903  (5),  or other similar applicable federal or state
               laws  and  regulations  including,  but not limited to, asbestos,
               PCBs,  and  urea  formaldehyde,  have  been  generated, released,
               stored,  or  deposited over, beneath, or on the Premises or on or
               in  any  structures  located  on the Premises. However, a Phase I
               Environmental  Site Assessment performed by Nodarse & Associates,
               Inc.  dated  October  13,  2004  reveals no adverse environmental
               condition  upon  the  Premises.

<PAGE>

          (k)  That  the  true  and  correct copies of the documents supplied to
               Buyer  by  Seller  of  this  Agreement  have  not been changed or
               modified.

          (l)  Seller  has  not  granted  nor  will  Seller  agree  to grant any
               easement  to any party, private or public, which would impair the
               Buyer's  intended use of or access to the Premises. Seller hereby
               discloses  that  it  has  agreed  to  provide an easement to Polk
               County  along the boundary made by Sand Mine Road for the purpose
               of  widening  and  installing  Sand  Mine  Road and that the land
               dedicated  to  that  easement  shall  be  a part of the Premises.
               Seller  also  discloses  the  presence  of  a reciprocal easement
               running  along the Sand Mine Road boundary in favor of Holly Hill
               Fruit  Products  Co., Inc. as shown in the pro forma title policy
               (the  "Easement")

          (m)  Seller  discloses  that it has conveyed a portion of the premises
               to  Holly  Hill  totaling  433 square feet (the "Sign Parcel") as
               depicted  on the drawing attached hereto as Exhibit H. Holly Hill
               and  its  assigns  are  permitted to erect a sub-division sign on
               said  Sign Parcel (the "Sub-division Sign"). The size, dimensions
               and  exact  location  of  the  Sign  Parcel  and Sign shall be in
               accordance  with  an  agreement  to be made within 30 days of the
               Effective  Date between Buyer and Holly Hill. The conceptual site
               plan  of  the  Sign  Parcel  is  shown  on  Exhibit  H.

          (n)  Seller  and  Holly  Hill  Fruit Products Co., Inc. ("Holly Hill")
               both  own  land that abuts the current proposed path of Sand Mine
               Road  which  is planned to straddle the Section Line. The Section
               Line  is the boundary shared by Seller and Holly Hill. Each party
               has given the other a 40-foot easement over its land for purposes
               of  facilitating the installation of the road within said 80-foot
               path per the requirements of Polk County. The Seller has executed
               the  Mutual  Access Roadway Easement to memorialize and implement
               this  Easement.  Said  Easement  is attached hereto as Exhibit J.

          (o)  Buyer  and  Seller shall not be responsible to construct the road
               pursuant  to an agreement reached by Seller with Holly Hill and a
               developer  of the Holly Hill land that requires said developer to
               construct  the road at its expense on or before December 31, 2005
               (for  350  feet  from  Rt.  27)  and  by  March  31, 2006 for the
               remaining  length  to  the  end  of Seller's land. A copy of said
               agreement  is  attached  hereto  as  Exhibit G. In the event of a
               default  by  the Holly Hill developer, Buyer shall be responsible
               for  the road construction up to 350 feet from Rt. 27, which ties
               into  the  access  driveway  for  the  development.

          (p)  Buyer  and  Seller  agree that they shall collaborate on a shared
               water  retention  plan  for  their  respective  developments. The
               Parties  agree to fairly allocate the costs of the system as well
               as  the  land  value caused by excess retention on either Parties
               land.

<PAGE>

          The  continued  validity  in  all  material  respects  of  all
          representations,  covenants and warranties set forth in this Agreement
          shall be conditions precedent to the performance of the obligations of
          Buyer  and  Seller  hereunder.  All representations and warranties set
          forth  in  this  Agreement  shall  be continuing and shall be true and
          correct  on  and  as  of  the  Closing  Date.

12.     CONDITIONS  PRECEDENT.  This  Agreement  and Buyer's obligation to close
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are  subject  to  the  following  additional  express  conditions  precedent.
Notwithstanding  anything to the contrary which may be contained herein, each of
the following conditions is intended for the exclusive protection and benefit of
Buyer:

          (a)  The  continued  validity  of each and all of the representations,
               warranties and covenants of Seller contained in this Agreement in
               all  material  respects,  as  of  the  Closing  Date;
          (b)  The delivery of the Closing documents required to be delivered by
               Seller  described  in  this  Agreement;
          (c)  Seller  shall  have  performed, observed and complied with all of
               the  covenants,  agreements  and  conditions  required  by  this
               Agreement  to  be performed, observed and complied with by Seller
               prior  to  or  as  of  the  Closing;
          (d)  Subject only to Seller's failure to cure a defect in title, Buyer
               shall  have  been able to obtain the Title Commitment as required
               by  Paragraph  4  of this Agreement, and such Commitment shall be
               updated at Buyer's expense at Closing with such update showing no
               change  in  the  status of title as previously approved by Buyer;
          (e)  Confirmation  by  Buyer  of  the availability of appropriate land
               plan  and  zoning  of  the  Premises  that  will allow commercial
               development  thereon.  Buyer  agrees that if the Premises are not
               presently  land planned and zoned for such usage, Buyer shall, at
               its  expense,  file  an  application  to  have  the Premises land
               planned and rezoned for retail usage. Buyer shall pursue the land
               plan  and  rezoning  application(s) and process to completion and
               Seller  shall,  at  Buyer's  expense,  diligently  execute  all
               necessary  and  appropriate  instruments  to assist Buyer in such
               endeavor.  Application shall be made in the name of either Seller
               or  Buyer  as  may  be required under the governing land plan and
               zoning  ordinances.  Seller shall promptly, upon request, execute
               and deliver all necessary land plan and rezoning applications and
               papers  related  to  such  land  plan  and rezoning actions. Such
               applications shall not delay the Closing. Buyer acknowledges that
               the  County has approved the Premises for the appropriate zoning,
               and,  that  the  County's application to the State of Florida for
               the  modification  to  the  grand land use plan has been approved
               subject  to  the  State's  ratification  of  the  County's  water
               distribution  plan.  Further,  attached  hereto as Exhibit I is a
               Stipulated  Settlement  Agreement  ordered  approved  by  the
               Administrative Law Judge overseeing the negotiations between Polk
               County  and the State of Florida that demonstrates that the State
               and  the  County  have  reached  agreement  regarding  the  legal
               authority of the County to provide public water and TCX zoning to
               the  area  in which the Premises is located, and, that the County
               has  passed the required resolutions to adopt the recommendations
               of  the  State.

<PAGE>

          (f)  Conclusion satisfactory to Buyer within 30 days of Effective Date
               of  negotiations  with  Holly  Hill  regarding  the  size, style,
               dimensions  and  location  of  the Sub-division Sign described at
               Section  11.m,  herein,  and depicted in part on Exhibit H. Buyer
               shall  employ  good  faith  in  its attempt to serve the business
               objectives  of  Holly  Hill  and  Walgreens  in  the  size  and
               juxtaposition  of  the  Sub-division  Sign.  This provision shall
               expire and be of no force and effect at the conclusion of 30 days
               from  the  Effective  Date.

     If any of the conditions precedent to Buyer's obligations set forth in this
Section 12 or elsewhere in the Agreement is not fulfilled at or within the times
set forth herein for the fulfillment thereof (after any applicable cure period),
or  not otherwise waived in writing by Buyer, Buyer may terminate this Agreement
by  notice  to  Seller,  in  which event the Earnest Money (together with earned
interest  thereon) shall be returned to Buyer, whereupon this Agreement shall be
deemed  null  and  void.

     13.     DEED/CLOSING  MECHANICS  -  SELLER.  At  the  Closing  of  the
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transaction,  Seller  shall  deliver  to  Buyer the following items, which items
shall  be  in  form and substance to be agreed upon by Seller and Buyer Prior to
Closing:

               (a)  A  Special  Warranty Deed, in a form suitable for recording,
                    conveying  good  and  marketable  fee  simple  title  in the
                    Premises  to  Buyer,  free  and  clear  of  all  liens  and
                    encumbrances,  except  exceptions  permitted  under  this
                    Agreement;

               (b)  Possession  of  the  Premises;

               (c)  An  acknowledgment,  essentially in the form of Exhibit "E,"
                    U.S.  Tax  Withholding  Certification, shall be executed and
                    delivered  to  Buyer  at  closing  in  two  (2)  original
                    counterparts  with  the  incomplete  provisions  thereof
                    completed  [or  if Temporary Income Tax Regulation U1.445-2T
                    is  hereafter  amended so that Buyer is not entitled to rely
                    upon  such  Certification of Non-foreign Status, then Seller
                    shall  provide Buyer with such other reasonable evidence (in
                    the  opinion of Buyer's counsel) to establish that Seller is
                    not  a  "foreign  person"  within  the  meaning  of Internal
                    Revenue Code Section 1445]. In the event (a) Seller does not
                    so  execute  and  deliver  to  Buyer  such  Certification of
                    Non-foreign Status, or (b) such Certification on Non-foreign
                    Status  is  not fully and properly completed and executed as
                    of  the Closing Date, or (c) Temporary Income Tax Regulation
                    U1.445-2T is hereafter amended so that Buyer is not entitled
                    to rely upon such Certification, and Seller fails to produce
                    by  the  Closing Date reasonable evidence (in the opinion of
                    Buyer's  counsel) to establish that Seller is not a "foreign
                    person"  within the meaning of Internal Revenue Code Section
                    1445,  then, in such event, Buyer shall withhold ten percent
                    (10%)  of  the Purchase Price and pay the withheld amount to
                    the  Internal  Revenue  Service pursuant to Internal Revenue
                    Code  Section 1445. Any such amount thus withheld at closing
                    shall  be  considered as having been paid by Buyer to Seller
                    as  part  of  Buyer's  obligation  to pay the Purchase Price
                    hereunder;

<PAGE>

               (d)  Such  other  executed  instruments  and  documents as may be
                    specifically  required  to  be delivered by Seller under the
                    terms  of this Agreement whether or not expressly enumerated
                    in  this  paragraph;  and

               (e)  Such  other  executed  instruments  or  documents  as in the
                    reasonable  opinion  of  counsel for Buyer and Seller may be
                    necessary  or  desirable  to  effectuate  the  Closing.

          All  of  the  documents  and  instruments  to  be  delivered by Seller
          hereunder  shall  be  in form and substance reasonably satisfactory to
          counsel  for  Buyer.

     14.     DEED/CLOSING  MECHANICS  - BUYER.  On or prior to the Closing Date,
             --------------------------------
or  as  otherwise  provided,  Buyer  shall  do  or  perform  the  following:

               (a)  Cause  to  be  delivered  to  Seller  the Earnest Money, any
                    Extension  Deposit(s) and the balance of the Purchase Price;

               (b)  Execute  and  deliver such other documents or instruments as
                    in  the  reasonable opinion of counsel for Seller or Buyer's
                    lender,  if any, may be necessary or desirable to effectuate
                    the  Closing;  and

               (c)  Execute  and deliver such other instruments and documents as
                    may  be specifically required to be delivered by Buyer under
                    the  terms  of  this  Agreement  whether  or  not  expressly
                    enumerated  in  this  paragraph.

     15.     CLOSING  COSTS.
             --------------

               (a)  Seller  shall  pay  the  following  costs  and  expenses  in
                    connection  with  the  Closing:

                    (i)  The  Costs  of  the preparation of the Special Warranty
                         Deed;

                    (ii) All documentary stamps which are required to be affixed
                         to  the  Special  Warranty  Deed;  and

                    (iii)  Real estate commission pursuant to Section 18, below.

               (b)  Buyer  shall  pay  the  following  costs  and  expenses  in
                    connection  with  the  Closing:

                    (i)  The  costs  of  recording  the  Special  Warranty Deed;

                    (ii) The  premium payable for the Title Commitment and Title
                         Policy  issued  pursuant  thereto,  as  contemplated by
                         Section  4,  above;  and

                    (iii) The cost of the new/updated survey, as contemplated by
                         Section  2,  above.

               (c)  Buyer  and  Seller  shall  each pay its own attorney's fees.

<PAGE>

     16.     DEFAULT.  If  Seller  is  unable to convey title to the Premises in
             -------
accordance with the conditions in this Agreement, or if the conditions precedent
to  Buyer's  performance specified herein have been neither satisfied nor waived
by  Buyer, Buyer may, at Buyer's option, (i) terminate this Agreement by written
notice  forwarded  to Seller on or prior to the Closing Date, in which event the
Earnest  Money  and  any  Extension  Deposit(s)  (together with accrued interest
thereon) shall be immediately refunded to Buyer, or (ii) continue to respect and
abide  by  the  terms of the Agreement thereby waiving said conditions without a
reduction  in  the Purchase Price.  If Seller fails to consummate this Agreement
for  any  other  reason  (other  than  Buyer's  default or a termination of this
Agreement by Seller or Buyer pursuant to a right to do so expressly provided for
in  the  Agreement),  or  if  there  occurred  a  breach  of  any  of  Seller's
representations,  warranties,  and/or  covenants,  Buyer's  sole  remedy  is  to
terminate this Agreement, as aforesaid, and receive a full refund of the Earnest
Money  and  any  Extension Deposit(s), (together with accrued interest thereon).

     If  Buyer  fails  to  consummate  this Agreement for any reason (other than
Seller's  default or a termination of this Agreement by Seller or Buyer pursuant
to a right to do so expressly provided for in this Agreement (such as in Section
9),  Seller  shall,  as  Seller's  sole remedy, retain the Earnest Money and any
Extension  Deposit(s)  (together  with  accrued  interest  thereon)  as full and
complete  liquidated  damages.

     17.     BROKERAGE.  Seller  agrees  that  Seller  shall  pay at Closing all
             ---------
commissions  associated  with  this  transaction  disclosed  in  this Agreement,
including commissions in the amount of Sixty-thousand Dollars ($60,000) to World
Brokers, Inc. and the amount of Thirty-thousand Dollars ($30,000) to MAM Realty,
Inc.  for  their  services  rendered  in  connection with this transaction. Said
commissions  shall  be paid only if, as, and when the transaction closes.  Buyer
warrants  that  it  will  not  claim  any  commission  in  connection  with this
transaction.   Buyer  agrees  to  provide  a written estoppel agreement from MAM
Realty,  Inc.  consistent  with  this  provision  on  or  before  Closing.

Buyer  and  Seller  represent and warrant to each other that they have not dealt
with  any  brokers  other  than  MAM  Realty,  Inc.  and  World Brokers, Inc. in
connection  with  this transaction and no broker other than MAM Realty, Inc. and
World  Brokers,  Inc. was the procuring cause of the transaction contemplated by
this  Agreement.  Buyer and Seller each agrees to protect, defend, indemnify and
hold  harmless the other, their successors and assigns, from and against any and
all  obligation, cost, expense and liability, including, without limitation, all
reasonable  attorney's  fees  and  court  costs,  arising  out  of any claim for
brokerage commission, finder's commission or other such compensation as a result
of  the  dealings of the indemnifying party in connection with this transaction.

     18.     PRO-RATIONS.  Taxes, assessments and other expenses of the Premises
             -----------
shall  be  pro-rated through the day of Closing.  Taxes shall be pro-rated based
on  the  current  tax  year's  tax with due allowance made for maximum allowable
discount.  If  the  Closing  occurs at a date when the current year's millage is
not  fixed  and  the  current  year's  assessment  is  available,  taxes will be
pro-rated based upon such assessment and prior year's millage.  A tax pro-ration
based  upon  such  method,  shall, at the request of either Party, be readjusted
upon  issuance  of  actual  tax  bill  for  the  period  being  adjusted.

     19.     GOVERNMENTAL APPROVALS.  (a)  Buyer  shall  use  its  commercially
             ----------------------
reasonable  efforts  and due diligence to apply for and receive the governmental
and  quasi-governmental  approvals  (including  site  plan  approval)  from  any
applicable  governmental  or  quasi-governmental  agency  or other organization,
association,  agency  or  body  (the  "Governmental  Approvals")  necessary  for
approval  of the development of a Walgreens store and other retail uses together
with  related  site improvements including, without limitation, surface parking,
water  retention, signage and other improvements deemed necessary by Buyer or as
a  condition  of  the  Governmental  Approvals  (collectively,  the  "Proposed
Improvements").

<PAGE>

(b)  Buyer  agrees  that  it  shall apply for the Governmental Approvals for the
Proposed  Improvements  as  soon as practicable after the Notice Date whether or
not  Seller  has  applied  for  plat  approval.

(c)  Buyer  agrees  that  the  filing  of  all  applications, requests and other
submittals  for  the  Governmental  Approvals shall be subject to Seller's prior
written  review  and  approval.  In  the event that Seller does not provide such
approval  or  disapproval  within  ten (10) days after delivery to Seller, those
items  presented to Seller will be deemed approved by Seller.  Buyer agrees that
Seller  shall  have a vested right in and to any such applications, requests and
other  such  submittals affecting the Premises.  Notwithstanding anything to the
contrary  contained  in  this  Agreement,  Seller will not be obligated to grant
consent  to  any  such applications if such Governmental Approvals would have an
adverse impact on the balance of Seller's contiguous land.  Seller shall have no
obligation to grant consent to any application for a Governmental Approval for a
use  other than the Proposed Improvements if such action is deemed to be adverse
to the development conditions of the remaining contiguous land of Seller whether
owned  by  Seller  or  not,  as reasonably determined by Seller.  Any Government
Approvals  for  the  Proposed  Improvements or any other improvement approved by
Seller  shall  not  be  binding upon the Seller or upon the Premises until Buyer
obtains  title  to  the Premises by closing the transaction contemplated hereby.
This  Section  shall  survive  the  Closing.  This  section  is  not a condition
precedent  to  closing.

(d)  Seller  agrees  to  cooperate and to assist Buyer (at Buyer's sole cost and
expense)  in  connection  with  all  applications  for  Governmental  Approvals
including but not limited to the execution of any and all documents required for
such  applications.

     20.     RESTRICTIONS.   The Buyer acknowledges that the Premises will be
             ------------
subject  to  restrictions  and easement rights that will pertain to the Project.
Seller agrees that it shall disclose to Buyer all such restrictions and easement
rights  which  arise  prior  to Notice Date and that Buyer and its intended user
shall  have  the  reasonable right to approve any such restrictions and easement
rights  if  such  restrictions and easement rights would reasonably affect their
intended  use.

      21.     DEVELOPMENT  WORK PRODUCT:  Buyer agrees that should Buyer fail to
              -------------------------
close  that  all  development work product including but not limited to surveys,
due  diligence  examination  reports,  Governmental  Approvals  and any lease or
purchase  commitments  or  inquiries from third parties shall become assigned to
and  become  the  property  of  Seller.

      22.     POST  CLOSING  PERFORMANCE:  The Parties agree that they shall be
              --------------------------
obligated  to  perform  certain  work  pursuant  to this Agreement subsequent to
Closing, to wit: the Party that undertakes to complete   the jack and bore under
Route  27, the installation of water and sewer lines from the west side of Route
27 to the Premises shall be entitled to reimbursement from the other for any and
all  authorized capacity that is provided for said Party.   Buyer and Seller, as
their  interests  are  served,  shall  be  responsible  for  the  cost  of  the
above-described  work to the extent they are required by applicable governmental
authorities in order for Buyer and Seller to develop the Premises plus any other
premises acquired or leased by the Buyer out of land now owned by Seller.  Buyer
and  Seller  agree  that  they  shall  submit the contract to each other for the
provision  of  such  services by a licensed contractor for reasonable review and
approval.  A  Party  shall  provide its request for additional capacity with the
approval.  In  addition,  Buyer  shall be responsible for the design, permit and
installation  of  the entrance boulevard as described in Section 3 above.  Buyer
agrees  that  it  shall  pay  for the cost of design and permitting for the work
described  in  this  section.

<PAGE>

     23.     INTERESTED PARTIES DISCLOSURE.
             -----------------------------

             Buyer: Michael P. Connor - President of Buyer is a Florida licensed
             Real Estate Broker.

             George  K. Kidman - Executive Vice President of Buyer is a  Florida
             licensed  Real  Estate  Broker.

     24.     MISCELLANEOUS  PROVISIONS.
             -------------------------

               (a)  Assignment.  Buyer  may  not  assign  Buyer's rights in this
                    ----------
                    Agreement  without  Seller's prior written consent except to
                    an entity controlled by Buyer. Any such assignment shall not
                    be  effective  against  Seller until Seller has provided its
                    written  consent  and a copy of said assignment is delivered
                    to  Seller. In all permitted assignments, Buyer shall remain
                    liable  to  Seller  if  this  Agreement  is  breached by the
                    assignee.

               (b)  Notices.  All  notices  allowed  or  required  to  be  given
                    -------
                    hereunder  must  be in writing and delivered by facsimile or
                    e-mail and, in addition, must be delivered either in person,
                    by  overnight  express  delivery  (e.g.,  Airborne  Express,
                    Federal  Express,  etc.) or by United States certified mail,
                    return  receipt  requested,  and  addressed:

                    If  to  Seller:
                    ADVANTAGE  PROFESSIONAL  MANAGEMENT  GROUP,  INC
                    2015  Reston  Road
                    Orlando,  Florida  32837
                    Attention:  Malcolm  Wright
                    Facsimile:  (407)  251-8455
                    Telephone:  (407)  251-2240
                    Cell:  (407)  421-6660
                    With  a  copy  to:

                    Al  Delaney
                    ALHI
                    1701  Ponce  de  Leon  Boulevard,  Suite  300
                    Coral  Gables,  FL  33134
                    Facsimile:  (305)  444-6894
                    Telephone:  (305)  648-8202

                    With  copy  to:

                    WORLD  BROKERS,  INC.
                    9516  South  Dixie  Hwy
                    Miami,  Florida  33156
                    Attention:  Dean  Sena
                    Telephone:  (305)  670-6565

<PAGE>

                    If  to  Buyer:
                    PARADISE  DEVELOPMENT  GROUP,  INC.
                    2901  Rigsby  Lane
                    Safety  Harbor,  Florida  34695
                    Attention:  Owen  C.  Ewing
                    Facsimile:  (727)  726-2337
                    Telephone:  (727)  726-1115

                    With  copy  to:

                    FORLIZZO  LAW  GROUP,  P.A.
                    2903  Rigsby  Lane
                    Safety  Harbor,  Florida  34695
                    Attention:  Robert  Forlizzo
                    Facsimile:  (727)  669-6929
                    Telephone:  (727)  669-0550

               Either  party  hereto  may  change  the address to which any such
               notice  is  to  be  addressed  by giving notice in writing to the
               other  party  of  such  change  and delivered in the manner noted
               hereinabove.  Any  time limitation provided for in this Agreement
               shall  commence  on  the  date that any notification necessary to
               commence such time limitation is personally delivered or faxed to
               the  recipient;  if  mailed by United States mail, on the date of
               postmark of any return receipt indicating the date of mailing; or
               if  sent  by  overnight  express  delivery,  on the day following
               deposit  of  the  package with the overnight delivery company. In
               the  event  there is no facsimile number listed in this paragraph
               for  the  delivery  of  notices  to Seller, but the party to whom
               copies  of  notices  to  Seller  are  to be delivered does have a
               listed  facsimile  number,  then  any notices timely delivered by
               Buyer  to  such third party's facsimile number shall be deemed to
               have  been  timely  delivered  to  Seller.

               (c)  Entire  Agreement.  This  Agreement  and  all Exhibits ("A,"
                    through  "L")  which  are  attached  hereto  and made a part
                    hereof  constitute  the  entire agreement between Seller and
                    Buyer,  and  there  are  no  other  covenants,  agreements,
                    promises,  terms,  provisions,  conditions, undertakings, or
                    understandings,  either  oral  or  written,  between  them
                    concerning  the  Premises other than those herein set forth.
                    No  subsequent  alteration,  amendment,  change, deletion or
                    addition  to  this Agreement shall be binding upon Seller or
                    Buyer unless in writing and signed by both Seller and Buyer.

                   (i)     Exhibit  "A"  -  Legal  Description  of  First  Tract
                   (ii)    Exhibit  "B"  -  Site  Plan  of  First  Tract
                   (iii)   Exhibit  "C"  -  Legal  Description  of  Second Tract
                   (iv)    Exhibit  "D"  -  Site  Plan  of  Second  Tract
                   (v)     Exhibit  "E"  -  U.S.  Tax  Withholding Certification
                   (vi)    Exhibit  "F"  -  Walgreens  R.E.A.
                   (vii)   Exhibit  "G"  -  Tri-Party  Agreement
                   (viii)  Exhibit  "H"  -  Sign  Parcel  Drawing
                   (ix)    Exhibit  "I"  -   Settlement  Order
                   (x)     Exhibit  "J"  -   Mutual  Access  Roadway  Easement
                   (xi)    Exhibit  "K"  -   Assignment  Agreement
                   (xii)   Exhibit  "L"  -   Proposed  Site  Plan  P3

<PAGE>

               (d)  Headings.  The  headings,  captions, numbering system, etc.,
                    --------
                    are  inserted  only as a matter of convenience and may under
                    no  circumstances  be  considered  in  interpreting  the
                    provisions  of  the  Agreement.

               (e)  Binding  Effect. All of the provisions of this Agreement are
                    ---------------
                    hereby  made  binding  upon  the  personal  representatives,
                    heirs,  successors,  and  assigns  of  both  Parties hereto.

               (f)  Time  of  Essence. Time is of the essence of this Agreement.
                    -----------------

               (g)  Counterparts.  This  Agreement may be executed in any number
                    ------------
                    of  counterparts,  each  of  which  will for all purposes be
                    deemed  to be an original, provided all are identical in all
                    other  respects.

               (h)  Applicable  Law,  Place of Performance. This Agreement shall
                    --------------------------------------
                    be  construed  under  and in accordance with the laws of the
                    State  of  Florida.

               (i)  Buyer's  Waiver  of  Conditions  Precedent.  Buyer  may,  at
                    ------------------------------------------
                    Buyer's  sole  option, waive any of the conditions precedent
                    to Buyer's performance specified in this Agreement by giving
                    written  notice  to  Seller  at  any  time  on or before the
                    Closing  Date or by operation of the time parameters in this
                    Agreement.

               (j)  Critical  Dates.  In  the event that the Closing Date or any
                    ---------------
                    other  deadline  date  (a "Critical Date") described in this
                    Agreement falls on a weekend or a holiday, the Critical Date
                    shall  be  deemed to be the next business day (the "Rollover
                    Date").  In  the  case  of  any  agreed  upon extension of a
                    Critical  Date,  the  extension  period  shall  begin on the
                    Rollover  Date.

               (k)  Severability.  This Agreement is intended to be performed in
                    ------------
                    accordance  with,  and  only to the extent permitted by, all
                    applicable  laws,  ordinances, rules and regulations. If any
                    provision  of  this  Agreement or the application thereof to
                    any person or circumstances shall, for any reason and to any
                    extent,  be  invalid or unenforceable, the remainder of this
                    Agreement  and  the  application  of such provision to other
                    persons  or  circumstances shall not be affected thereby but
                    rather shall be enforced to the greatest extent permitted by
                    law.

               (l)  No  Recordation.  Neither  this  Agreement nor a record or a
                    ---------------
                    memorandum  thereof  shall be recorded in the Public Records
                    of  any  county  in  the  State  of  Florida by either party
                    hereto.

               (m)  Attorney's Fees. In the event of any dispute hereunder or of
                    ---------------
                    any  action  to  interpret  or  enforce  this Agreement, any
                    provision  hereof  or  any  matter  arising  there from, the
                    prevailing party shall be entitled to recover its reasonable
                    costs,  fees  and  expenses,  including, but not limited to,
                    witness  fees,  expert  fees,  consultant  fees,  attorney,
                    paralegal  and  legal assistant fees, costs and expenses and
                    other  professional fees, costs and expenses whether suit be
                    brought  or  not,  and  whether  in  settlement,  in  any
                    declaratory  action,  at trial or on appeal. For purposes of
                    this  paragraph,  the term "prevailing party" shall mean, in
                    the case of the claimant, one who is successful in obtaining
                    substantially  all  relief  sought,  and  in the case of the
                    defendant  or  respondent,  one who is successful in denying
                    substantially  all  of  the  relief  sought by the claimant.

<PAGE>

               (n)  Effective  Date. When used herein, the term "Effective Date"
                    ---------------
                    or  the  phrase  "the  date  hereof"  or  "the  date of this
                    Agreement"  shall mean the date that Buyer actually received
                    a  fully  executed  original  of  the  Agreement.

               (o)  Further  Acts  and  Relationship.
                    --------------------------------

                    (i)  In  addition  to  the acts and deeds recited herein and
                         contemplated  and performed, executed, and/or delivered
                         by Seller and Buyer, Seller and Buyer agree to perform,
                         execute,  and/or  deliver  or  cause  to  be performed,
                         executed,  and/or delivered at the closing or after the
                         closing  any  and  all  such  further  acts, deeds, and
                         assurances as may be reasonably necessary to consummate
                         the  transactions  contemplated  hereby.

                    (ii) Nothing contained in this Agreement shall constitute or
                         be  construed  to  be  or  create  a partnership, joint
                         venture  or  any other relationship of Buyer and seller
                         of  real  property  as  set  forth  in  this Agreement.

               (p)  Joint  Preparation.  The  preparation  of this Agreement has
                    ------------------
                    been  a  joint  effort  of  the  parties  and  the resulting
                    document  shall  not,  solely  as  a  matter  of  judicial
                    construction,  be construed more severely against one of the
                    parties  than  the  other.

                           BALANCE OF PAGE LEFT BLANK

<PAGE>
                                 SIGNATURE PAGE
                  ADVANTAGE PROFESSIONAL MANAGEMENT GROUP, INC.
                        PARADISE DEVELOPMENT GROUP, INC.
                           PURCHASE AND SALE AGREEMENT

     DATED  this  4  day of February, 2005, which is the date this Agreement has
been  signed by whichever of Buyer or Seller is the last to sign this Agreement.

SELLER:

WITNESSES:                              ADVANTAGE PROFESSIONAL MANAGEMENT GROUP,
                                        INC.

                                        By:  /s/  Malcolm  J.  Wright     (Seal)
--------------------------------            -----------------------------
                                            Malcolm  J.  Wright
--------------------------------        Its:  President
                                            -----------------------------

                                        BUYER:

                                        PARADISE  DEVELOPMENT  GROUP,  INC.,  a
                                        Florida  corporation

WITNESSES:

                                        By:  /s/  Owen  C.  Ewing     (Seal)
-------------------------------             -------------------------------
                                            Owen  C.  Ewing
                                        Its:  Vice  President  of  Development
-------------------------------             -----------------------------

ESCROW  AGENT
--------------------
Forlizzi  Law  Group
By:

<PAGE>