UNITED STATES OF AMERICA
                                STATE OF MISSOURI

                   The Industrial Development Authority of the
                         City of Independence, Missouri
                Multi-Family Housing Revenue Bond, Series of 1986
                              (The Mansion Project)

Number: R-6
Dated Date: May 13,1986
Maturity Date: April 1, 2025
Registered Owner: CHARTER MAC ORIGINATION TRUST I
Principal Amount: $19,450,000

      The Industrial Development Authority of the City of Independence, Missouri
(the "Authority"), an industrial development corporation of the State of
Missouri (the "State"), created and existing under and by virtue of the laws of
the State, hereby acknowledges itself indebted and for value received promises
to pay to the registered owner hereof stated above, or registered assigns, at
the maturity date stated above, but only from the sources and as hereinafter
provided, upon presentation and surrender of this Bond at the principal office
of BNY Trust Company of Missouri, as Trustee, under the Indenture (described
below), the principal amount stated above, and to pay interest on said principal
amount, from and including the dated date hereof (provided that any accrued
interest or deferred or contingent interest through October 17, 1994 has been
abrogated and discharged) until the principal amount shall have been paid in
accordance with the terms of this Bond, as and when set forth below, but only
from the sources and as hereinafter provided, by wire transfer if there be one
Owner of all of the Bonds or otherwise by check or draft mailed to the record
Owners of Bonds as the same appear upon the books of registry to be maintained
by BNY Trust Company of Missouri, as registrar.

      This Bond is issued pursuant to the Bond Resolution of the Authority
adopted March 27, 1986 and the Indenture of Trust dated as of May 1, 1986
between the Authority and The Merchants Bank, as Trustee (as amended and
supplemented from time to time, the "Indenture") and Chapter 349, R.S.Mo. 1978, 
as amended (the "Act"). BNY Trust Company of Missouri, as successor in trust to
Boatmen's First National Bank of Kansas City, is now the Trustee and Registrar.
Reference is made to the Resolution, the Indenture and the Act for a full
statement of their respective terms. Capitalized terms used herein and not
otherwise defined have the respective meanings accorded such terms in the
Indenture. The Bonds issued under the Indenture are expressly limited to
$19,450,000 principal amount at any time Outstanding and are all of like tenor,
except as to numbers and denominations, and are issued for the purposes of
providing construction and permanent financing for qualified multi-family rental
housing units in the State and certain expenses incidental thereto.

      THE BONDS ARE SPECIAL LIMITED OBLIGATIONS OF THE AUTHORITY. NEITHER THE
STATE OF MISSOURI NOR ANY POLITICAL SUBDIVISION THEREOF SHALL BE LIABLE ON THE
BONDS, AND THE BONDS DO NOT AND SHALL NOT CONSTITUTE A DEBT OF THE STATE OF
MISSOURI.


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      This Bond is a Restated Bond which reflects amendments to the original
Indenture effected by the First Supplemental Trust Indenture, dated as of
November   , 1994 and effective on October 18, 1994 and the Second Supplemental
Indenture, dated and effective as of December 31, 1998. This Bond is issued in
exchange for and replacement of the form of Bond originally issued in the name
of the registered owner hereof.

      Interest on the Bonds.

            (a)   General. Subject to Section 3.13 of the Indenture, the Bonds
      shall bear interest as provided in paragraphs (b) through (e) until the
      Conversion Date and as provided in Section 3.06(h) of the Indenture after
      such date.

            (b)   Base Interest. Until and through the Conversion date, the
      bonds shall bear base interest ("Base Interest") calculated and payable as
      follows:

                  (1)   During the Second Period, commencing January 1, 1999 and
            continuing to and including December 31, 2005, the Bonds shall bear
            Base Interest at a rate equal to 7.25% per annum.

                  (2)   During the Second period, from and after January 1,
            2006, the Bonds shall bear Base Interest at a rate equal to 7.5% per
            annum.

      Base Interest shall be calculated on the basis of a year of 365 days,
      actual number of days elapsed. Payments of Base Interest shall be payable
      on each payment date specified in subsection (e)(1) hereof.

            (c)   Supplemental Contingent Interest on the Basis of Net Cash
      Flow. As of the Amendment Date, Supplemental Deferred Interest (as defined
      in the First Supplemental Indenture) in the total agreed aggregate amount
      of $600,000 (the "Supplemental Deferred Interest Amount") remains accrued
      and unpaid, and shall be paid as follows:

                On the Amendment Date                    $150,000
                On June 15, 1999                         $150,000
                On September 15, 1999                    $150,000
                On December 15, 1999                     $150,000

      From and after the Amendment Date, no Supplemental Contingent Interest (as
      defined in the First Supplemental Indenture) other than the Supplemental
      Deferred Interest Amount shall accrue or be due or payable.

            (d)   Reserved.

            (e)   Payment Dates for Interest. The interest payable on the Bonds
      to and including the Conversion Date as provided above shall be payable in
      arrears on the following dates:


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                  (1)   Base Interest shall be payable (i) on each Interest
            Payment Date for Base Interest (ii) on the Conversion Date and (iii)
            on each redemption date before the Conversion Date (but only with
            respect to the Bonds redeemed).

                  (2)   The Supplemental Deferred Interest Amount shall be
            payable as provided in paragraph (c) above.

            (f)   Audited Financial Statements. No later than March 15 of each
      calendar year (up to and, unless the Conversion Date falls before delivery
      of the audit, including the calendar year in which the Conversion Date
      occurs), the Borrower shall provide to the Issuer, the Trustee and the
      Servicer an audit of the operations of the Project for the preceding
      calendar year prepared and certified by an Accountant acceptable to the
      Trustee and the Servicer in accordance with generally accepted auditing
      standards.

      Notwithstanding anything else herein contained, the interest rate on this
Bond shall not exceed 16% per annum simple and noncompounded from the date of
issuance hereof to any date of calculation. If the interest rate on this Bond
would at any time exceed the maximum interest rate permitted by law, or would be
computed by a method not in conformity with law, then this Bond shall instead
bear interest at the maximum interest rate, or in conformity with the methods
permitted by law.

      The foregoing interest provisions are a summary of those contained in the
Indenture, and reference is hereby made to the Indenture for a full statement of
their terms.

      Limited Recourse. Pursuant to a Loan Agreement dated as of May 1, 1986,
and a Note dated May 13, 1986 (the "Note"), The Mansion Apartments Limited, an
Oklahoma limited partnership, together with its successors and assigns (the
"Borrower") agreed to make payments to the Authority in amounts equal to amounts
of principal of, premium, if any, and interest on the Bonds. THE OBLIGATIONS OF
THE AUTHORITY ON THIS BOND ARE EXPRESSLY LIMITED TO AND ARE PAYABLE SOLELY FROM
THE PAYMENTS RECEIVED BY THE AUTHORITY PURSUANT TO THE LOAN AGREEMENT AND THE
NOTE AND ANY SECURITY THEREFOR PROVIDED IN THE INDENTURE, WHICH INCLUDES AN
ASSIGNMENT OF THE LOAN AGREEMENT, THE NOTE AND THE DEED OF TRUST AND SECURITY
AGREEMENT WITH COLLATERAL ASSIGNMENT OF RENTS AND LEASES DATED AS OF MAY 1, 1986
FROM THE BORROWER TO BNY TRUST COMPANY OF MISSOURI, AS TRUSTEE (THE "DEED OF
TRUST"). THE OBLIGATIONS OF THE BORROWER UNDER THE LOAN AGREEMENT AND THE NOTE
AND DEED OF TRUST MADE THEREUNDER ARE NON-RECOURSE TO THE BORROWER, AND ARE
ENFORCEABLE SOLELY AGAINST THE PROJECT, EXCEPT AS OTHERWISE PROVIDED THEREIN.

      Transfer. This Bond is transferable by the registered owner hereof in
person or by his attorney duly authorized in writing at the office of the
registrar, BNY Trust Company of Missouri, but only in the manner, subject to the
limitations and upon payment of the charges provided in the Indenture, and upon
surrender and cancellation of this Bond. Upon such transfer a new registered
Bond or Bonds, in any authorized denomination or denominations, of the same
maturity and for the same aggregate principal amount will be issued to the
transferee in exchange herefor.


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      Prior to the Conversion Date, a Bond may only be transferred (i) to any
subsidiary of the Original Purchaser, an affiliate with the same or
substantially the same general partner as the Original Purchaser, to any entity
arising out of any merger or consolidation of the Original Purchaser, by
operation of law, or to a trustee in bankruptcy of the Original Purchaser; (ii)
by an assignment to a bank or other financial institution issuing a letter of
credit or like instrument in connection with the Mortgage Loan; or (iii) in
connection with a sale to an Institutional Investor if, in each instance, the
Authority and the registrar receive from the transferee its agreement to the
transfer restrictions set forth in this paragraph in connection with subsequent
transfers of the Bond.

      The Bonds are issuable as fully registered Bonds in Authorized
Denominations as provided in the Indenture.

      Redemption of Bonds. The Bonds are subject to redemption by the Authority
prior to maturity as a whole or in part at such time or times, under such
circumstances, at such redemption prices and in such manner as is set forth in
the Indenture.

      Enforcement. Only the Trustee shall have the right to enforce the
provisions of this Bond or the Indenture or to institute any action to enforce
the covenants herein or therein, or to take any action with respect to any Event
of Default under the Indenture, or to institute, appear in or defend any suit or
other proceedings with respect thereto, except as provided in the Indenture. If
an Event of Default occurs and is continuing, the principal of all Bonds then
outstanding may be declared due and payable by the Trustee upon the conditions
and in the manner and with the effect provided in the Indenture.

      The Authority, the Trustee, and any other person may treat the person in
whose name this Bond is registered on the books of registry as the Owner hereof
for the purpose of receiving payment as herein provided and for all other
purposes, whether or not this Bond be overdue, and no person shall be affected
by notice to the contrary.

      Discharge. The Indenture prescribes the manner in which it may be 
discharged and after which the Bonds shall be deemed to be paid and no longer be
secured by or entitled to the benefits of the Indenture, except for the purposes
of registration and exchange of Bonds and of such payment.

      Modification. Modifications or alterations of the Indenture, or of any
supplements thereto, may be made only to the extent and in the circumstances
permitted by the Indenture.

      By its acceptance of this Bond, the Owner hereof agrees that it will be
bound by and accepts the provisions of the Indenture, accepts the assignment by
the Authority to the Trustee of the Authority's rights in and to the Mortgage
Loan and the documents evidencing and securing the same. This Bond shall not be
valid or obligatory for any purpose until it shall have been signed on behalf of
the Authority and such signature attested, by the officer, and in the manner,


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provided in the Indenture, and authenticated by a duly authorized officer of the
Trustee, as Authenticating Agent.

      IN WITNESS WHEREOF, the Authority has caused this Bond to be executed as
of the Dated Date stated above.

                                          THE INDUSTRIAL DEVELOPMENT AUTHORITY
                                          OF THE CITY OF INDEPENDENCE, MISSOURI

                                          By: /s/ Cecil A. Vaughan
                                              ---------------------------------
                                          Title: Chairman

Attest:

/s/ Kathleen E. Douglas
-----------------------


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                          CERTIFICATE OF AUTHENTICATION

      This Bond is one the Bonds described in the within mentioned Indenture and
is one of the Multi-Family Housing revenue bonds, Series of 1986 (The Mansion
Project) of The Industrial Development Authority of the City of Independence,
Missouri.

                                       BNY TRUST COMPANY OF MISSOURI, as Trustee

                                       By: /s/ John Shock
                                           ------------------------------------

Date of Authentication:

February 18, 1999
-----------------------


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(FORM OF ASSIGNMENT)

      For Value Received, the undersigned sells, assigns and transfers unto
____________________, the within Multi-Family Housing Revenue Bond, Series of
1986 (The Mansion Project), of The Industrial Development Authority of the City
of Independence, Missouri, and hereby authorizes the transfer of this Bond on
the registration books of the Registrar.

                                     Date:
                                          --------------------------------------

                                          --------------------------------------
                                          Authorized Signature

                                          --------------------------------------
                                          Name of Transferee


                                          Signature Guaranteed by:


                                          --------------------------------------

                                          --------------------------------------
                                          Name of Bank


                                          By:
                                             -----------------------------------

                                          Title:
                                                --------------------------------

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