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THIS SECOND AMENDMENT TO THE MASTER DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS FOR CITRUS SPRINGS (hereinafter the "Second Amendment") is made on this 13th day of October 2005 by the SUNTREE PARTNERS, a Florida general partnership (the "Developer").

RECITALS

A. Developer is the Declarant under the Master Declaration of Covenants, Conditions and Restrictions for Citrus Springs dated May 21, 2001 and recorded in Official Records Book 1404, at page 0770 of the Public Records of Indian River County, Florida (the "Declaration");

B. Pursuant to Article 12.5 of the Declaration, for so long as there remains Class B membership voting rights, the Declarant may amend the Declaration without approval of the Owners.

C. Developer is the holder of all Class B membership rights as defined in the Declaration and said rights have not yet converted to Class A membership rights.

D. Developer desires to amend Article 10.4.27.3 of the Declaration.

AMENDMENT

NOW, THEREFORE, in accordance with the Declaration, the foregoing Recitals are incorporated into this Amendment and the Declaration is hereby amended as follows:

1. Section 10.4.27.3 of the Declaration in its entirety to read as follows:

Trucks and Non-Passenger Vans. Trucks rated three-quarter (3/4) ton or less, without any advertising or logos used as the resident's regular or usual form of transportation and non-passenger van without any advertisement or logos shall be permitted in Citrus Springs PUD and should be parked in garages or on driveways. Trucks of more than three-quarter (3/4) ton, or trucks and non-passenger vans with any advertising or logos, or trucks which are not the resident's usual form of transportation are not permitted to be parked at Citrus Springs PUD unless parked solely for the actual and continuous repair of a residence, but in no event shall any such trucks or vans remain parked in Citrus Springs PUD for more than thirty (30) days.

All other terms, covenants, conditions and provisions of the Declaration not expressly amended and modified hereunder shall remain in full force and effect as set forth in the Declaration. If there is any conflict between this Amendment and the Declaration, this Amendment shall govern and control.

IN WITNESS WHEREOF, the Developer has executed this Second Amendment to the Master Declaration of Covenants, Conditions and Restrictions for Citrus Springs on the day and year first indicated above.