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                                                                   EXHIBIT 10.14



This Document Prepared By and After
Recording Return To:
Bruce J. Parker, Esq.
Kaplan, Strangis and Kaplan, P.A.
90 South Seventh Street, Suite 5500
Minneapolis, MN  55402
Phone: (612) 375-1138
--------------------------------------------------------------------------------


                         GRANT OF RIGHT OF FIRST REFUSAL

        FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which are
hereby acknowledged, HOLIDAY RV SUPERSTORES, INC., a Delaware corporation,
("Holiday") hereby grants to THE STEPHEN ADAMS LIVING TRUST ("Adams"), its
successors, heirs and assigns, the following right of first refusal to purchase
the property located in Spartenburg, South Carolina owned by Holiday and legally
described on Exhibit A attached hereto (the "Property"):

        1. If at any time Holiday desires to sell all or any part of the
Property, and receives a bona fide offer (the "Offer") which it is willing to
accept from any person, firm or corporation, ready, willing and able to purchase
any or all of the Property, then and in such case Holiday shall immediately give
notice thereof (the "Offer Notice") to Adams including in said notice the name
and address of offeror, the price offered and the terms and conditions of the
Offer. Said notice shall be accompanied by a copy of the Offer and of any letter
of intent or other memorandum of the Offer.

        2. Adams shall have thirty (30) days after receipt of the Offer Notice
(the "Exercise Period") to agree to purchase the Property covered by said Offer
at the price and according to the terms specified in said Offer and with at
least sixty (60) day due diligence period, by executing a purchase agreement
containing the price and terms and conditions of the Offer. In the event that
Adams exercises its discretion not to proceed with the purchase as a result of
it due diligence, such action shall be treated as Adams having not exercised its
right to purchase and Holiday may proceed with the sale contemplated by the
Offer in accordance with paragraphs 3 and 4 below and the time period set forth
in paragraph 4 shall commence upon Adam's written notice to Holiday exercising
its due diligence termination right.

        3. If Adams does not exercise its right to purchase by giving written
notice thereof to Holiday within the Exercise Period, Holiday may accept said
Offer and complete said sale to the offeror in accordance with said Offer, after
the expiration of the Exercise Period. Concurrent with the successful closing of
the Offer with offeror, Adams shall execute and deliver a release and
acknowledgement of termination of this Right of First Refusal at the closing of
said sale as to the portion of the property so sold upon request by Holiday.



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        4. In the event that Adams does not exercise its right to purchase and
either (a) the terms of the Offer are materially changed, or (b) the sale or
conveyance to the offeror is not completed within ninety (90) days after the
expiration of the Exercise Period, then Holiday shall comply with the provisions
of the right of first refusal given hereby and said Offer shall again be
submitted to Adams for the period and in the manner herein stated.

        5. If some, but not all of the Property is included in the Offer, the
purchase of failure to purchase of any part of the Property pursuant to a
written notice by Holiday to Adams as above provided shall not affect the right
of Adams, as above granted, to purchase the balance of the Property, and any
sale of all or any part of the balance thereof shall be subject to the terms
hereof.

        6. All notices hereunder shall be effective when mailed by United States
certified mail, postage prepaid, return receipt requested, and addressed as
follows:



                             As to Holiday:
                             c/o Holiday RV Superstores, Inc.
                             200 East Broward Blvd., Suite 920
                             Ft. Lauderdale, Florida  3301
                             Fax: (954) 522-9906

                             With a copy to:
                             Sheppard, Mullin, Richter & Hampton, LLP
                             800 Anacapa Street
                             Santa Barbara, California 93101-2212
                             Attn: Theodore R. Maloney, Esq.
                             Fax: (805) 568-1955

                             As to Adams:
                             2575 Vista Del Mar Drive
                             Ventura, California  93001
                             Fax: (805) 667-4151
                             Attn: Paul E. Scheduler

                             With a copy to:
                             Kaplan, Strangis and Kaplan, P.S.
                             5500 Wells Fargo Center
                             90 South Seventh Street
                             Minneapolis, Minnesota  55402
                             Attn: Andris A. Baltins, Esq.
                             Fax: (612) 375-1143



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or to such other address as a party may designate by ten (10) days prior written
notice given in accordance with the terms hereof.

        7. The agreement shall be governed by the laws of the State of South
Carolina.

            IN WITNESS WHEREOF, Holiday has caused this Right of First Refusal
to be executed as of the date and year first above written.



WITNESSES                                    Holiday RV Supersores, Inc.



/s/ Nancy Fredericksen                       By: /s/ Marcus A. Lemonis
-----------------------------------              -------------------------------
Signature                                    Name: Marcus A. Lemonis
                                                   -----------------------------
                                             Title: Chief Executive Officer
Nancy Fredericksen                                  ----------------------------
-----------------------------------
Printed Name

/s/ Bruce J. Parker
-----------------------------------
Signature

Bruce J. Parker
-----------------------------------
Printed Name



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STATE OF MINNESOTA     )
                       ) SS.
COUNTY OF HENNEPIN     )

        The foregoing instrument was acknowledged before me this 12th day of
March, 2002 by Marcus A. Lemonis, as Chief Executive Officer of Holiday R.V.
Superstores of New Mexico, Inc., a New Mexico corporation, on behalf of said
corporation.



                                             -----------------------------------
                                             Notary Public/State of Minnesota



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