SCHEDULE OF OMITTED
                         ASSIGNMENT OF LEASES AND RENTS


The Company has also entered into an  additional  Assignment of Leases and Rents
which is substantially identical to the following Assignment of Leases and Rents
in all material respects except as to the company. Listed below are the material
details in which such  documents  differ from the document filed as part of this
exhibit.

                 Company
-------------------------------------------

CAX La Casa Blanca, L.L.C.


<PAGE>


RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Lawrence C. Petrowski
Morrison & Hecker L.L.P.
2800 N. Central Avenue
Suite 1600
Phoenix, Arizona 85004-1007                                 PPM Loan No. 99-0087



                         ASSIGNMENT OF LEASES AND RENTS

         THIS  ASSIGNMENT  (this  "Assignment")  is made this 19 day of January,
2000,  by and from CAX  RANCHO  MIRAGE,  L.L.C.,  a Delaware  limited  liability
company,  having its  principal  place of business at 3410 South Galena  Street,
Suite  210,  Denver,  Colorado  80231  ("Assignor"),  to and for the  benefit of
JACKSON NATIONAL LIFE INSURANCE COMPANY, a Michigan corporation,  having offices
at c/o PPM Finance,  Inc., 225 West Wacker Drive, Suite 1200, Chicago,  Illinois
60606 ("Assignee").

                                    RECITALS:

A.       Assignor is the owner of certain real property located in Pinal County,
         State of Arizona,  more  particularly  described  in Exhibit A attached
         hereto ("Property").

B.       Assignee has made a loan to Assignor  pursuant to a loan agreement (the
         "Loan  Agreement")  of even date  herewith.  The Loan is evidenced by a
         promissory  note  ("Note")  of  even  date  herewith  in  the  original
         principal  amount of Six  Million  Two  Hundred  Seventy  Thousand  and
         No/100ths  Dollars  ($6,270,000.00)  and  secured  by a Deed of  Trust,
         Security  Agreement and Financing  Statement  ("Deed of Trust") of even
         date herewith and recorded contemporaneously  herewith. The obligations
         of Assignor under the Loan  Agreement,  the Note, the Deed of Trust and
         the other Loan Documents are referred to herein as the "Obligations".

C.       Assignor  is  required  as a  condition  to the  making  of the Loan to
         transfer and assign to Assignee absolutely and unconditionally,  all of
         Assignor's  right,  title and  interest in, to and under the Leases and
         Rents, defined in Section 1 below.

                                   AGREEMENT:

         NOW,  THEREFORE,  as an inducement for the making of the Loan, Assignor
hereby represents, warrants, covenants and agrees as follows:

1.  Definitions.  As used herein,  the following  terms shall have the following
meanings:

                  "Event of Default"  means an Event of  Default,  as defined in
         the Loan Agreement.

                  "Leases"  means  all  leases,  subleases,   rental  contracts,
         occupancy  agreements,  licenses and other  arrangements  (in each case
         whether  existing now or in the future) pursuant to which any person or

<PAGE>

         entity  occupies  or has the right to occupy or use any  portion of the
         Property,  and includes (a) any  supplement,  modification,  amendment,
         renewal or  extension of any Lease and (b) any security or guaranty for
         any Lease.

                  "Lessees" means the lessees under the Leases or any subtenants
         or occupants of the Property.

                  "Rents" means all rents, issues, income, revenues,  royalties,
         profits and other amounts now or in the future payable under any of the
         Leases, including those past due and unpaid.

Capitalized  terms used in this Assignment and not otherwise defined are used as
defined in the Loan Agreement.

2.  Assignment.  As security for the payment and performance of the Obligations,
Assignor hereby absolutely and unconditionally  transfers, sets over and assigns
to Assignee all present and future right,  title and interest of Assignor in, to
and under the Leases and the Rents, together with all advance payments, security
deposits and other amounts paid or payable to or deposited  with Assignor  under
any of the Leases and all other  rights and  interests  of Assignor  under or in
respect  of any of the  Leases.  This  Assignment  is  intended  to be and is an
absolute  present  assignment from Assignor to Assignee and not the mere passage
of a security, interest or a provision of additional security, it being intended
hereby to establish a complete and present transfer of all Leases and Rents with
the right, but without the obligation, to collect all Rents.

3. License.  Except as hereinafter  set forth,  Assignor shall have a license to
collect the Rents accruing under the Leases as they become due ("License"),  but
not in  advance,  and to  enforce  the  Leases.  The  License is  revocable,  at
Assignee's  option,  in the event  there  occurs an Event of  Default.  Assignor
covenants and agrees that in  exercising  its License it shall hold all Rents in
trust and shall apply the same first to the payment of the  reasonable  expenses
of owning, maintaining,  repairing,  operating and renting the Property and then
to payment of the Obligations.

4.  Bankruptcy  of Lessee.  In the event  there is an Event of Default  and if a
Lessee under a Lease files or has filed against it any petition in bankruptcy or
for reorganization or undertakes or is subject to similar action, Assignor shall
provide to Assignee a copy of any written notice of such bankruptcy  received by
Assignor,  and Assignee  shall have the right to exercise the rights which would
otherwise  inure to the  benefit of  Assignor  in such  proceedings,  including,
without limitation, the right to seek "adequate protection" of its interests, to
compel  rejection  of any  Lease,  and to seek such  claims and awards as may be
sought or granted in connection with the rejection of such Lease,  provided that
Assignee  must  first  provide  Assignor  with  written  notice of its intent to
exercise  such rights  within  fifteen  (15) days of  Assignee's  receipt of the
notice of  bankruptcy.  Unless  otherwise  consented  to by Assignee in writing,
Assignee's exercise of any of the rights provided in this section shall preclude
Assignor  from the  pursuit and benefit  thereof  without any further  action or
proceeding  of any nature.  Assignee,  however,  shall not be  obligated to make
timely filings of claims in any bankruptcy, reorganization or similar action, or
to otherwise pursue creditor's rights therein.

                                       2
<PAGE>

5.  Representations  and Warranties.  Assignor hereby represents and warrants to
Assignee  that:  (a)  Assignor  is the  absolute  owner of the  entire  lessor's
interest  in each of the  Leases,  with  absolute  right and title to assign the
Leases and the Rents;  (b) the Leases are valid,  enforceable  and in full force
and effect and have not been  modified,  amended  or  terminated,  or any of the
terms and conditions  thereof waived,  except as stated herein; (c) there are no
outstanding  assignments  or  pledges of the Leases or of the Rents and no other
party has any right, title or interest in the Leases or the Rents; (d) there are
no existing  defaults or any state of facts which, with notice or lapse of time,
or both,  would  constitute a default under the  provisions of the Leases on the
part of either  party;  (e) no Lessee has any defense,  set-off or  counterclaim
against Assignor; (f) except as otherwise reflected in the Rent Roll (as defined
in the Loan  Agreement)  each Lessee is in possession  and paying rent and other
charges under its Lease and as provided therein; (g) there are no unextinguished
rent  concessions,  abatements  and/or other amendments  relating to the Lessees
and/or the Leases,  and no Lessee has any purchase option or first refusal right
or any right or option for additional space with respect to the Property, except
as reflected in the Rent Roll;  (h)  Assignor  has not accepted  prepayments  of
installments  of rent or any other  charges under any Lease for a period of more
than one (1) month in  advance;  and (i) all work  required to be  performed  by
Assignor,  as landlord, as of the date hereof under any Lease has been completed
in accordance with the provisions of the Lease.

6. New Leases and Lease  Terminations  and  Modifications.  Except as  expressly
permitted  in the  Loan  Agreement,  Assignor  shall  not  enter  into,  cancel,
surrender  or  terminate,  amend or modify  any  Lease,  or make any  subsequent
assignment or pledge of a Lease, or consent to  subordination of the interest of
any Lessee in any Lease,  without the prior  written  consent of  Assignee.  Any
attempt to do so without the prior written consent of Assignee shall be null and
void. Assignor shall not, without Assignee's prior written consent,  (a) execute
any other assignment or pledge of the Leases, of any interest therein, or of any
Rents,  or agree to a  subordination  of any Lease to any deed of trust or other
encumbrance  now or hereafter  affecting the Property;  or (b) permit a material
alteration  of or  addition to the  Property by any Lessee,  unless the right to
alter or enlarge is expressly  reserved by Lessee in the Lease.  Assignor hereby
covenants  not to accept  rent under any Lease more than one month in advance of
its due date.

7.  Cancellation  of Lease.  In the event  that any Lease  permits  cancellation
thereof  on  payment of  consideration  and the  privilege  of  cancellation  is
exercised, the payments made or to be made by reason thereof are hereby assigned
to Assignee to be applied,  at the election of Assignee,  to the  Obligations in
whatever order Assignee shall choose in its discretion or to be held in trust by
Assignee  as  further  security,  without  interest,  for  the  payment  of  the
Obligations.

8. Assignor to Ensure Continued Performance under Leases. Assignor shall perform
all of its  covenants  as Lessor  under the  Leases,  and shall not  permit  any
release of liability of any Lessee or any  withholding  of rent  payments by any
Lessee. Upon Assignee's request, or at any time notices of default for more than
five Leases in any 30 day period have been sent, Assignor shall promptly deliver
to Assignee  copies of any and all notices of default  Assignor  has sent to any
Lessee.  Assignor  shall enforce at  Assignor's  expense  remedies  available to
Assignor  under upon any Lease any  Lessee's  default in  accordance  with sound
business  practice.  Assignor  shall  deliver to  Assignee  copies of all papers
served in connection  with any such  enforcement  proceedings  and shall consult
with  Assignee,  its agents and attorneys  with respect to the conduct  thereof;


                                       3
<PAGE>

provided  that  Assignor  shall  not  enter  into  any  settlement  of any  such
proceeding without Assignee's prior written consent.

9.       Default of Assignor.

     9.1. Remedies. If an Event of Default occurs, Assignor's License to collect
Rents  shall  immediately  cease and  terminate.  Assignee  shall  thereupon  be
authorized  at its  option  to enter and take  possession  of all or part of the
Property,  in person or by agent,  employee or court appointed receiver,  and to
perform all acts necessary for the operation and  maintenance of the Property in
the same manner and to the same extent that Assignor might reasonably so act. In
furtherance thereof,  Assignee shall be authorized,  but under no obligation, to
collect the Rents  arising from the Leases,  and to enforce  performance  of any
other terms of the Leases  including,  but not limited to,  Assignor's rights to
fix or modify rents,  sue for  possession of the leased  premises,  relet all or
part of the leased  premises,  and  collect  all Rents  under  such new  Leases.
Assignor shall also pay to Assignee, promptly upon any Event of Default: (a) all
rent prepayments and security or other deposits paid to Assignor pursuant to any
Lease assigned hereunder;  and (b) all charges for services or facilities or for
escalations  which have  theretofore been paid pursuant to any such Lease to the
extent  allocable  to any period from and after such Event of Default.  Assignee
will,  after  payment of all proper  costs,  charges and any damages  including,
without limitation,  those payable pursuant to Section 10 hereof,  apply the net
amount of such Rents to the Obligations.  Assignee shall have sole discretion as
to the manner in which such Rents are to be applied,  the  reasonableness of the
costs to which they are applied, and the items that will be credited thereby.

     9.2. Notice to Lessee.  Assignor hereby irrevocably authorizes each Lessee,
upon demand and notice from  Assignee of the  occurrence of an Event of Default,
to pay all Rents under the Leases to Assignee.  Assignor agrees that each Lessee
shall have the right to rely upon any notice from Assignee directing such Lessee
to pay all Rents to Assignee, without any obligation to inquire as to the actual
existence  of an Event of Default,  notwithstanding  any notice from or claim of
Assignor to the  contrary.  Assignor  shall have no claim against any Lessee for
any  Rents  paid by  Lessee to  Assignee.  At such  time as no Event of  Default
exists,  Assignee  may  give  each  Lessee  written  notice  of such  cure  and,
thereafter,  until further notice from Assignee,  each such Lessee shall pay the
Rents to Assignor.

     9.3.  Assignor's  Possession After Default.  Following the occurrence of an
Event of Default,  if  Assignor  is in  possession  of the  Property  and is not
required to surrender such possession  hereunder,  Assignor shall pay monthly in
advance to Assignee, on Assignee's entry into possession pursuant to Section 9.1
hereof,  or to any  receiver  appointed  to  collect  the  Rents,  the  fair and
reasonable  value for the use and occupancy of the Property or such part thereof
as may be in the  possession  of  Assignor.  Upon  default in any such  payment,
Assignor shall  forthwith  vacate and surrender  such  possession to Assignee or
such receiver and, in default thereof, Assignor may be evicted by summary or any
other available proceedings or actions.

     9.4. Assignment of Defaulting  Assignor's Interest in Lease. Assignee shall
have the right to assign  Assignor's  right,  title and  interest  in and to the
Leases to any person  acquiring  title to the Property  through  foreclosure  or
otherwise.  Such  assignee  shall not be liable to account to  Assignor  for the
Rents thereafter accruing.

                                       4
<PAGE>

     9.5.  No Waiver.  Assignee's  failure to avail  itself of any of its rights
under this Assignment for any period of time, or at any time or times, shall not
constitute  a waiver  thereof.  Assignee's  rights and  remedies  hereunder  are
cumulative,  and not in lieu of,  but in  addition  to,  any  other  rights  and
remedies Assignee has under the Loan Agreement,  the Note, the Deed of Trust and
any other Loan  Documents.  Assignee's  rights  and  remedies  hereunder  may be
exercised as often as Assignee deems expedient.

     9.6.  Costs and Expenses.  The cost and expenses  (including any receiver's
fees and fees)  incurred by Assignee  pursuant to the powers  contained  in this
Assignment  shall be  immediately  reimbursed by Assignor to Assignee on demand,
shall be secured  hereby and shall bear  interest  from the date incurred at the
Default Rate. Assignee shall not be liable to account to Assignor for any action
taken pursuant hereto,  other than to account for any Rents actually received by
Assignee.

10.  Indemnification of Assignee.  Assignor hereby agrees to indemnify,  defend,
protect and hold Assignee harmless from and against any and all liability, loss,
cost, expense or damage (including  reasonable  attorney fees) that Assignee may
or  might  incur  under  the  Leases  or by  reason  of  this  Assignment.  Such
indemnification  shall also cover any and all  claims  and  demands  that may be
asserted against  Assignee under the Leases or this Assignment.  Nothing in this
section  shall be construed  to bind  Assignee to the  performance  of any Lease
provisions,  or to otherwise  impose any  liability  upon  Assignee,  including,
without  limitation,  any liability  under  covenants of quiet  enjoyment in the
Leases in the event that any Lessee shall have been joined as party defendant in
any action to foreclose the Deed of Trust and shall have been barred  thereby of
all right,  title,  interest,  and equity of redemption  in the  Property.  This
Assignment  imposes no liability upon Assignee for the operation and maintenance
of the Property or for  carrying out the terms of any Lease before  Assignee has
entered and taken possession of the Property.  Any loss or liability incurred by
Assignee by reason of actual entry and taking possession under any Lease or this
Assignment or in the defense of any claims  shall,  at  Assignee's  request,  be
reimbursed by Assignor. Such reimbursement shall include interest at the Default
Rate  provided  in the Note,  costs,  expenses  and  reasonable  attorney  fees.
Assignee may, upon entry and taking of  possession,  collect the Rents and apply
them to  reimbursement  for any such loss or liability.  The  provisions of this
Section 10 shall survive  repayment of the  Obligations  and any  termination or
satisfaction of this Assignment.

11.  Additions to, Changes in and Replacement of Obligations.  Assignee may take
security in addition to the security  already given  Assignee for the payment of
the  Obligations  or release  such other  security,  and may  release  any party
primarily  or  secondarily  liable  on  the  Obligations,   may  grant  or  make
extensions,   renewals,   modifications  or  indulgences  with  respect  to  the
Obligations or the Deed of Trust and replacements thereof, which replacements of
the  Obligations  or the Deed of Trust may be on the same  terms as, or on terms
different from, the present terms of the  Obligations or the Deed of Trust,  and
may apply any other security held by it to the  satisfaction of the Obligations,
without prejudice to any of its rights hereunder.

12.  Power of  Attorney.  In  furtherance  of the  purposes of this  Assignment,
Assignor  hereby  appoints  Assignee as Assignor's  attorney-in-fact,  with full
authority in the place of Assignor,  at the option of Assignee at any time after
the  occurrence and during the  continuance  of an Event of Default,  and in the
name of Assignor or Assignee,  to (a) collect,  demand and receive the Rents and


                                       5
<PAGE>

other amounts  payable under any Lease,  (b) bring suit and take other action to
enforce the Leases,  (c) enforce,  supplement,  modify,  amend,  renew,  extend,
terminate and otherwise  administer the Leases and deal with Lessees in relation
to the Leases,  (d) give  notices,  receipts,  releases and  satisfactions  with
respect to the Leases and the Rents and other  amounts  payable under any Lease,
and (e) take such other  action as Assignee  may  reasonably  deem  necessary or
advisable  in  connection  with the exercise of any right or remedy or any other
action taken by Assignee under this Assignment.

13. No Mortgagee in Possession;  No Other Liability.  The acceptance by Assignee
of this Assignment,  with all of the rights, power,  privileges and authority so
created, shall not, prior to entry upon and taking of possession of the Property
by Assignee,  be deemed or construed to: (a) constitute  Assignee as a mortgagee
in possession nor thereafter or at any time or in any event obligate Assignee to
appear in or defend any action or  proceeding  relating  to the Leases or to the
Property;  (b) require Assignee to take any action  hereunder,  or to expend any
money or incur any  expenses or perform or  discharge  any  obligation,  duty or
liability under the Leases;  or (c) require Assignee to assume any obligation or
responsibility for any security deposits or other deposits delivered to Assignor
by Lessees and not assigned and  delivered  to Assignee.  Assignee  shall not be
liable in any way for any injury or damage to person or  property  sustained  by
any person in or about the Property.

14.  Termination of  Assignment.  When Assignor pays Assignee the full amount of
the  Obligations,  and such payment is evidenced by a recorded  satisfaction  or
release of the Deed of Trust, this Assignment shall terminate.

15.      Miscellaneous.

     15.1.  Severability.  If any  term of this  Assignment  or the  application
hereof to any person or set of circumstances,  shall to any extent be invalid or
unenforceable,  the remainder of this  Assignment,  or the  application  of such
provision  or part  thereof to persons or  circumstances  other than those as to
which it is invalid or unenforceable,  shall not be affected  thereby,  and each
term of this  Assignment  shall be valid and  enforceable  to the fullest extent
consistent with applicable law.

     15.2.  Captions.  The captions or headings at the beginning of each section
hereof  are for the  convenience  of the  parties  only and are not part of this
Assignment.

     15.3.  Counterparts.  This  Assignment  may be  executed  in  two  or  more
counterparts,  each of which shall be deemed an original, and all of which shall
be  construed  together and shall  constitute  one  instrument.  It shall not be
necessary in making proof of this Assignment to produce or account for more than
one such counterpart.

     15.4. Notices. All notices or other written communications  hereunder shall
be given in the manner set forth in the Loan Agreement.

     15.5.  Modification.  No amendment,  modification  or  cancellation of this
Assignment  or any part hereof shall be  enforceable  without  Assignee's  prior
written consent.

                                       6
<PAGE>

     15.6.  Governing Law. This Assignment shall be governed by and construed in
accordance with the laws of the state in which the Property is located.

     15.7. Successors and Assigns; Gender. The terms, covenants,  conditions and
warranties  contained  herein and the powers  granted  hereby shall run with the
land,  shall  inure to the  benefit  of and bind all  parties  hereto  and their
respective heirs,  executors,  administrators,  successors and assigns,  and all
subsequent  owners of the Property,  and all subsequent  holders of the Note and
the Deed of Trust,  subject in all events to the provisions of the Deed of Trust
and the Loan Agreement regarding transfers of the Property by Assignor.  In this
Assignment, whenever the context so requires, the masculine gender shall include
the feminine  and/or neuter and the singular number shall include the plural and
conversely in each case. If there is more than one party constituting  Assignor,
all obligations of each Assignor hereunder shall be joint and several.

     15.8.  Expenses.  Assignor  shall  pay on demand  all  costs  and  expenses
incurred  by  Assignee  in  connection  with the  review  of  Leases,  including
reasonable fees and expenses of Assignee's outside counsel.

16. Limitation on Personal Liability. Reference is hereby made to the portion of
the Note entitled  "Limitation on Personal  Liability" which provision is hereby
incorporated  herein  by  reference  to the same  extent as if it were set forth
herein.

17.  WAIVER OF TRIAL BY JURY.  ASSIGNOR  HEREBY  WAIVES,  TO THE FULLEST  EXTENT
PERMITTED  BY LAW,  THE  RIGHT  TO TRIAL BY JURY IN ANY  ACTION,  PROCEEDING  OR
COUNTERCLAIM  FILED BY EITHER  PARTY,  WHETHER IN CONTRACT,  TORT OR  OTHERWISE,
RELATING DIRECTLY OR INDIRECTLY TO THIS ASSIGNMENT,  OR ANY ACTS OR OMISSIONS OF
ASSIGNEE IN CONNECTION THEREWITH.




                                       7
<PAGE>




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

                                   ASSIGNOR:

                                   CAX RANCHO MIRAGE, L.L.C.,
                                   a Delaware limited liability company


                                   By:  Commercial Assets, Inc.,
                                        a Delaware corporation, its Sole Member

                                        By:      /s/David M. Becker
                                            -----------------------------
                                             David M. Becker
                                             Chief Financial Officer


STATE OF COLORADO          )
                           ) ss.
COUNTY OF DENVER           )

         The foregoing  instrument was  acknowledged  before me this 19th day of
January,  2000 by David M. Becker,  as the Chief Financial Officer of Commercial
Assets,  Inc.,  a Delaware  corporation,  the Sole Member of CAX RANCHO  MIRAGE,
L.L.C., a Delaware limited liability company.

                                         /s/Lorri J. Owen
                                  --------------------------------
                                  Notary Public in and for said County and State

My Commission Expires:

         7/2/2001


                                       8