The REAL

Book of
Real Estate
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The REAL Book
of Real Estate
REAL EXPERTS. REAL STORIES. .
REAL LIFE

Robert Kiyosaki
Copyright © 2009 by Robert T. Kiyosaki

Published by Vanguard Press

All rights reserved. No part of this publication may be reproduced, stored in a retrieval
system, or transmitted, in any form or by any means, electronic, mechanical, photocopying,
recording, or otherwise, without the prior written permission of the publisher. Printed in
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387 Park Avenue South, 12th Floor, New York, NY 10016, or call (800) 343-4499.

Designed by Anita Koury

Set in 10.5 point Mercury

Library of Congress Cataloging-in-Publication Data

The real book of real estate : real experts, real advice, real success stories/Robert Kiyosaki.
p. cm.
Includes index.
ISBN 978-1-59315-532-2
1.Real estate investment. 2. Real estate business. I. Kiyosaki, Robert T.,
1947- HD1382.5.R33 2009
333.33—dc22

2009008346

ISBN 13: 978-1-59315-532-2

Vanguard Press books are available at special discounts for bulk purchases in the United
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contact the Special Markets Department at the Perseus Books Group, 2300 Chestnut Street,
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[email protected].

10 9 8 7 6 5 4 3 2 1
"I'm not a genius. I'm just a tremendous bundle of experience."
—DR. R. BUCKMINsTeR “BUCKy” FUlleR

From left to right: Dr. R. Buckminster “Bucky” Fuller at eighty-six years old with
Recognized as one of the most accomplished Americans in history, he dedicated
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 Contents

Acknowledgments ix
Introduction, Robert Kiyosaki 1

PART 1: The Business of Real Estate

1 The Business of Real Estate, Tom Wheelwright 5

2 A Real Estate Attorney’s View of Assembling and Managing Your
Team, Charles W. Lotzar 29
3 The Way to Exotic Wealth, Wayne Palmer 53
4 Profits from the Ground Up, Ross McCallister 71
5 Master Your Universe, Craig Coppola 89
6 10 Rules for Real Estate Asset Protection, Garrett Sutton 108
7 Of Marbles and Capital, Wayne Palmer 133
8 How to Avoid and Handle Real Estate Disputes, Bernie Bays 152

PART 2: Your Real Estate Project

9 Buy by the Acre, Sell by the Foot: Understanding Real Needs,
Financial Logic, and Asking Questions, Mel Shultz 173
10 It’s All About Adding Value, Curtis Oakes 184
11 Analyzing the Deal, or Adventures in Real Estate, John Finney 200
12 Real Estate Due Diligence, Scott McPherson 222
13 Creating Value from the Inside Out, Kim Dalton 233
14 Financing for Real Estate Investors, Scott McPherson 251
15 Lease It and Keep It Leased, Craig Coppola 262
16 The Perils of Careless Property Management, Ken McElroy 276
PART 3: Creative Ways to Make Money in Real Estate

17 Getting from A to B Without Paying Taxes, Gary Gorman 293

18 No Down Payment, Carleton Sheets 306
19 Marketing: Your Ticket to Finding and Profiting from Foreclosures,
Dean Graziosi 326
20 Entitlements: The Sleeping Giant of Real Estate Profitability,
W. Scott Schirmer 341
21 The Tax Lien Investment Strategy, Tom Wheelwright 371
22 Horse Trading: The Original Way to Wealth on the Great American
Frontier, Wayne Palmer 390
23 How to Create Retail Magic: A Tale of Two Centers,
Marty De Rito 409

PART 4: Lessons Learned

24 What One Property Can Teach You, Kim Kiyosaki 433

25 In the Beginning . . . , Donald Trump 451
26 What Is the Most Important Thing You’ve Learned From Your
Father About Real Estate?, Donald Trump Jr. and Eric Trump 458
27 Overcoming the Fear of Failing, Robert Kiyosaki 466

Index 481
Credits 501
Acknowledgments

F or years I have been an advocate for financial education. While many

other financial advisors are telling people what they should invest in, I have
been telling people to invest in themselves—to invest in their own knowledge.
That is what I have done, and it has made me rich. I have also been telling
people to surround themselves with great teachers who are actively practicing
what they preach. The creation of this book was made possible because of the
people I consider my teachers. Each one has a lifetime of experience and a
lifetime of
knowledge. And each one knows the importance of continual learning.
The contributors to this book generously gave of their time and their talent
so that you could see the possibilities, avoid the pitfalls, and understand the
methods of building wealth through real estate. They have recollected their
great achievements, and they have revealed their painful failures. I thank them
for their openness. The lessons we learn from our own mistakes and the mis-
takes of others are the most powerful.
These people are not only my advisors, but they are also my friends.
Together we have been through the ups and downs of the real estate cycle,
ridden each wave, and made money doing it. These are the friends I run my
ideas and my deals by. And because they are friends, I know that they will give
me their honest opinions. I thank them for that, too.

ix
x ACKNOWLEDGMENTS

I’d also like to thank Jan Ayres and Kathy Heasley of Heasley & Partners,
Inc., who took this book from ideas on a flip chart to a finished manuscript.
Special thanks to Rhonda Shenkiryk of The Rich Dad Company and Charles
McStravick of Artichoke Design for their work on the book’s cover. Finally,
thank you to my wife, Kim, who more than twenty years ago said yes to a guy
with no money and a lot of ideas.
Introduction: A Note
from Robert Kiyosaki
Why a Real Book of Real Estate

T here are four reasons why I think a real book of real estate is important
at this time.
First, there will always be a real estate market. In a civilized world, a roof
over your head is as essential as food, clothing, energy, and water. Real estate
investors are essential to keeping this vital human need available at a
reasonable price. In countries where investing in real estate is limited or
excessively con- trolled by the government, such as it was in former
Communist Bloc countries, people suffer, and real estate deteriorates.
Second, there are many different ways a person can participate and prosper
with real estate. For most people, their only real estate investment is where
they live. Their home is their biggest investment. During the real estate boom
from 2000 to 2007, many amateurs got involved with flipping houses—buying
low and hoping to sell higher. As you know, many flippers flopped and lost
every- thing. In true investor vocabulary, flipping is known as speculating or
trading. Some people call it gambling. While flipping is one method of
investing, there are many, more sophisticated, less risky ways to do well with
real estate. This book is filled with the knowledge and experiences of real, real
estate investors— real estate professionals who invest rather than flip,
speculate, trade, or gamble. Third, real estate gives you control over your
investments, that is, if you have the skills. In the volatile times of early 2009,
millions of people were losing

1
2 THE REAL BOOK OF REAL ESTATE

trillions of dollars simply because they handed over control of their wealth to
other people. Even since the middle of 2008, the great Warren Buffett’s fund,
Berkshire Hathaway, has lost 40 percent of its value! Millions of people have
lost their jobs, which means they had no control over their own employment
either. The real, real estate professionals in this book have control over both
their businesses and investments. They will share their good times and the
bad times with you. They will share what they have learned while learning to
control their investments and their financial destiny. The learning process is
continual. And, finally, here’s my real reason for this book. I am sick and tired
of finan- cial experts giving advice on real estate, especially when they do not
actually invest in real estate. After my book Rich Dad Poor Dad came out, I was
on a tel- evision program with a financial author and television personality. At
the time, in 1999, the stock market was red hot with the dot-com boom. This
financial expert, who was a former stockbroker and financial planner, was
singing the praises of stocks and mutual funds. After the stock market crashed
in 2001, this man suddenly resurfaced with a new book on real estate,
portraying himself as a real estate expert. His real estate advice was beyond
bad. It was dangerous. Then the real estate market crashed and he dropped
out of sight again. The last time I saw him, he had written a book on
investing in solar energy and was claiming to be a green entrepreneur. If he
were to write a book about what he
really does, his new book would be about raising bulls . . . and selling BS.
There are other financial “experts” who know nothing about real estate, yet
they speak badly about real estate and say it is risky. The only reason real
estate is risky for them is because they know nothing about investing in it.
Instead, they recommend saving money and investing in a well-diversified
portfolio of mutual funds—investments which I believe are the riskiest
investments in the world, especially in this market. Why do they recommend
investing in savings and mutual funds? The answer is obvious: Many of these
professionals are en- dorsed by banks, mutual fund companies, and the media.
It’s good business to plug your sponsors’ businesses and products.
Commissioning this book gives the public its first chance to learn from real,
real estate investors, friends, and advisors—people who have been through
the ups and the downs and who walk their talk. This book gives them the
opportu- nity to share the spotlight with the many media financial “experts”
and speak the truth. These real estate experts are true pros, and you’re about
to move be- yond the media hype. I hope you are ready. The Real Book of Real
Estate is the real deal.
• TOM
WHEELWRIGHT

• CHARLES
LOTZAR PART 1
• WAYNE PALMER

• ROSS
The
MCCALLISTER
Business of
•
Real Estate
CRAIG COPPOLA

• GARRETT
SUTTON

• BERNIE BAYS
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 Tom WHEELWRIGHT 1

The Business of Real Estate

T om Wheelwright is a rare combination of CPA, real estate investor, and

teacher. He has the ability to take the complex and often boring subject of
tax and tax law and make it into something that’s simple enough for a person like
me to understand.
Tom understands the tax code. He actually enjoys reading the tax code, and
be- cause he is such a student of it, he understands this lengthy document better
than anyone I know. Most CPAs focus on a very small part of the tax code. They
focus on the part that lets you and most Americans defer taxes until retirement
—the code relating to IRAs, 401(k)s, and other so-called retirement plans. Tom
also pays close attention to the other, much lengthier part of the code that shows
you how to reduce or eliminate your taxes permanently. The difference between
Tom and other CPAs is that Tom understands the purpose of the tax code. It’s
not just a set of rules. It’s a document that when followed is designed to reward
certain behaviors through lowering or eliminating taxes. Does your CPA see the
tax code this way?
I consider Tom to be a very moral and ethical man. He is very religious, raised
in the Mormon faith. While I am not Mormon, I do share many of the values of
the Mormon religion—values such as tithing, giving at least 10 percent to
spiritual matters, and dedicating a number of years as a missionary. While I
have never
5
6 THE REAL BOOK OF REAL

been a religious missionary, I have spent nearly ten years as a military

missionary: a Marine Corps pilot in Vietnam, serving my country.
One important lesson I have learned from Tom and others of the Mormon
faith is the saying, “God does not need to receive, but humans need to give.” This
reminds me of the importance of being generous. It is my opinion that greed
rather than generosity has taken over the world. Every time I meet someone who
is short of money, or if I am short of money, I am reminded to be generous and to
give what I would like to get. For example, if I want money, I need to give money.
Having been out of money a number of times in my life, I have had to remind
myself to give money at times when I needed money the most. Today I make a
point of do- nating regularly to charities and causes that are dear to my heart.
My opinion is, if I cannot personally work at a cause near to my heart, then my
money needs to work there for me. Going further, if I want kindness, then I need
to give more kindness. If I want a smile, then I need to first give a smile. And if I
want a punch in the mouth, then all I have to do is throw the first one.
I asked my friend Tom Wheelwright to be a part of this book not only because
he is a smart accountant—a team player that anyone who wants to be rich
needs to add to his his team—but also because he comes from a generous and
sound philosophical background.
Tom is a smart CPA who is an advocate of investing in real estate. Why? Be-
cause he knows that tax laws reward real estate investors more than they
reward stock investors. He is a great teacher, a generous man, and, most
importantly, a friend I respect.
—RoBeRT KIyosAKI

I was one of the fortunate few growing up. Unlike much of the rest of the
world—people who have been told to save their pennies and invest in mutual
funds—my parents taught me to invest in real estate and business. My father
had a printing business, and my mother handled their real estate portfolio.
So, it was natural that once I had received my education, both formal and
work related, I opened my own business. (I had a lot of education before I
finally opened my own business—a master’s degree in professional
accounting, thirteen years of experience with international accounting firms,
as well as ex- perience as the in-house tax advisor to a Fortune 1000 company.
I was a little slow to realize the power of business.) When I started my
accounting firm, I did it like most people: I worked all hours of the day and
rarely took a vacation.
ROBERT 7

When I did take a vacation, I still took calls from clients and colleagues. After
all, business never rests, so why should I?
Several years into my business, we had experienced significant growth, but
I was still working day and night and never taking a real vacation. And outside
of my business, I had no substantial assets. That’s when I read Rich Dad Poor
Dad and first met Robert Kiyosaki. He helped me realize that I was thinking
about business all wrong. It was not about how hard I worked, but rather
about how smart I worked.
Like many of you, my first real experience with Robert was at a Rich Dad
seminar. There I was, sitting next to my business partner, Ann Mathis, and her
husband, Joe. Robert was talking about a subject near and dear to my heart—
the tax benefits of real estate. Out of the blue, Robert asked me to come up to
the front of the room to explain the tax benefits of depreciation, introducing
me as his “other accountant.”
I had come to learn about Robert Kiyosaki and Rich Dad only a few months
earlier. One of my good friends, George Duck, had become the chief financial
officer at Rich Dad and had introduced us. I’m not sure who was more nervous
that first time I went on stage, Robert or me. Can you imagine putting an ac-
countant on stage? Robert had no idea that I had spent my life teaching in one
capacity or another, but he took the chance and put me up there anyway. This
began a long and inspiring relationship between us, and it really launched my
journey toward financial freedom.
I remember one of the first times Robert and I worked together. He used
me as “muscle.” That’s right, he used his accountant as his muscle. Robert had
been asked by a reporter to give an interview for the business section of the
Arizona Republic. The primary topic was how Robert could claim that he
routinely re- ceived 40 percent returns on his investments.
I went as the authoritative backup to Robert’s ideas. After all, someone
might not believe a marketing genius (i.e., Robert) when he says he gets these
levels of returns, but who wouldn’t believe an accountant? When it comes to
investing, numbers are everything, and who better to support the numbers
than someone who spends his life documenting, reviewing, and analyzing
them?
That was one of the first opportunities I had to explain the benefits of lever-
age that comes from real estate. Not long before, I had started my own real
estate investing. You would think that with parents who were real estate in-
vestors, that I, too, would become a real estate investor. I had even spent my
ca- reer helping real estate investors and developers reduce their tax burdens.
8 THE REAL BOOK OF REAL

Not so. I didn’t actually begin investing in real estate until after the first
time I played Robert’s game, CASHFLOW 101®. This game had a powerful
impact on me. I saw, with my own eyes, the power of leverage in real estate.
The game was so powerful that the next day after playing the game, I called
one of my clients who had been investing in real estate for several years and
asked him to meet with me to show me how I could begin my own real estate
investing.
And then I began making serious changes to my business. My partner, Ann,
a systems genius, created the systems, policies, and procedures in our firm so
we could focus on running the business and not working in the business. It
took a few years, but eventually we were able to step away from working for
hourly professional fees and instead supervise and grow a business that worked
without us.
Now, I can take three weeks off each year with no e-mail or phone access,
as I did just recently when I took my oldest son on a trip to the châteaux
region of northern France. I didn’t have to worry about my accounting firm or
my real estate investments while I was gone because they were both running
without my daily attention.

TIP Real estate investing is a business and should be run like a

business.

Robert talks a lot about the CASHFLOW Quadrant, with each labeled as E,
S, B, and I. He emphasizes that we need to move out of the E (employee) and S
(self employed) quadrants and into the B (business) and I (investor)
quadrants. I have learned to take this one step further. That is, to move all I-
quadrant in- vesting into the B quadrant.
Think about what you could do with the time you would have if you didn’t
have to worry about tenants, repairs, and cash flow. How would it feel to
elimi- nate the frustration that comes from constantly watching your real
estate in- vestments and worrying about if a tenant might call you in the
middle of the night with a problem? You can eliminate all of this stress and
free up hundreds of hours of your time simply by running your real estate
investments as a B- quadrant business.

FIGURE 1.1 I’ve learned to take the quadrant a step

further and free up hundreds of hours of my time simply
by running my real estate investments like a B-quadrant
business.
ROBERT 9

It’s really not that difficult. You simply have to start acting like a business
and apply fundamental business principles to your real estate investing.

BUSINESS PRINCIPlE No. 1: STRATEgY

Every business has to have a plan. Your real estate investing business is no dif-
ferent. A strategy is simply a systematic plan of action designed to accomplish
specific goals. There are seven simple steps to creating a successful strategy.

STEP 1: IMAgINE
Begin your strategy with goals. Imagine where you would like your real estate
investing to take you. It may be a white sand beach in the Caribbean, unlimited
time with your family, or working for your favorite charity. My favorite places
in the world are Hawai’i, France, Arizona, and Park City, Utah. So my dream is
to own a house in each of these locations.
Don’t be afraid of being too aggressive. These are your dreams, after all, not
some number that is artificially imposed by a financial advisor. Our clients fre-
quently have dreams of financial freedom in as few as five to ten years. And
with a good strategy in place, anyone can be financially free in less than ten
years if they just start by applying these few basic business principles to their
real estate investing. So far, after six years of investing, I now have houses in
Hawai’i, Arizona, and Park City. France is on the agenda for next year. Pretty
aggressive goals, but I have been able to reach them in six short years by
apply- ing basic business principles to my real estate and business.

STEP 2: FINANCIAl GoAls

Determine what it will take to realize these dreams in terms of wealth and
cash flow. And commit to a date for accomplishing this goal. Then write down
what you currently have available in terms of investable assets less the
liabilities. This is your current wealth (also called net worth).

STEP 3: CASH Flow TARgET

Of course, you will need to figure out the amount of wealth that it will take in
order to create your desired cash flow. A simple rule of thumb for calculating
this number is to multiply your desired cash flow by twenty. For me, I needed
$5 million in order to create an after-tax cash flow of $250,000 each year.
1 THE REAL BOOK OF REAL

STEP 4: CURRENT WEAlTH

Once you have your dream firmly in mind, the next step is to identify where
you are today. When considering where you are today, list only your real
assets, that is, those that are available to invest. Don’t list your car or your
jewelry. But do list the amount of equity in your home if it can be made
available for investing through a home equity loan. Here is an example of what
I mean:

TABLE 1.1
Liquid: Long-Term:
Savings Loans
Stocks & Real Estate
Bonds
Mutual Oil & Gas
Funds
CDs Business
Other Intellectual
Other Other
Sub-Total: Sub-Total:

These first four steps are the essence of a process referred to as “dreamlin-
ing,” and I will use a simple illustration to show you what I mean. Here is what
my dreamline looked like when I first met Robert and started down my road
to financial freedom.

1 million investable $250,000 Cash

Net Worth Flow
$5,000,000 Net
Worth
Wealth Strate
g
y
July 1, this year July 1, 5 years

FIGURE 1.2 Tom’s “Dreamline” When He First Met Robert Kiyosaki

STEP 5: VISION, MISSION, ANd VAlUES

After you have your dreamline in place, you can make a plan to reach those
dreams. This plan should include your vision, mission and values, the type of
real estate you will specialize in buying, and the criteria you use for choosing
your real estate investments.
ROBERT 1

At this point, you may be wondering if I have truly lost my mind. After all,
aren’t vision, mission, and value statements only for true businesses? Exactly!
And your real estate investments are a true business. At least they should be if
you are going to reach your dreams in the shortest amount of time possible
and with the least amount of work.
When creating your vision, remember that this represents your focus for
the future, that is, what you want your life to look like when everything is in
place. Your mission is simply a statement of how you are going to go about
your in- vesting business. And your values are the values that you insist
everyone you work with in real estate share with you.

Tom’s Personal
Vision, Mission, and
Values
Vision. My vision for financial freedom means having the time and
resources to do what I want, when I want. I know I have reached financial
freedom when I can travel anytime I desire, spend quality time with family
and friends, and go on missions for my church.
Mission. My mission to reach financial freedom is to invest in highly
appreciating sin- gle-family homes by researching foreclosures, borrowing
from banks and sellers, hold- ing properties for five to ten years, and
obtaining tax leverage through depreciation. Values. My values are
these: abundance—recognizing that there are plenty of re- sources and
real estate deals to go around; caring—being kind and expressing grat-
itude; learning—taking the time to grow and improve my real estate

STEP 6: INvESTMENT NICHE

Once you have your vision, mission, and values in place, you can begin looking
at what type of real estate makes sense for you. Every successful business
owner knows that you are always most successful when you focus your
attention on something you enjoy doing and for which you have a natural
ability. At my com- pany, ProVision, we have a variety of tools we use to help
people figure out which type of real estate they will enjoy the most—
multifamily, commercial, industrial, raw land or single-family homes. My
personal investment niche re- mains highly appreciating single-family homes.
1 THE REAL BOOK OF REAL

STEP 7: CRITERIA
The final step in your strategy—determining your investment criteria—is
some- thing that few people take time to do. And yet, if you can determine
your in- vestment criteria as part of your strategy, you can avoid a lot of
headaches, stress, and wasted time. You can also avoid making costly
mistakes. And you will save a considerable amount of time and energy,
enabling you to focus on only those investments that meet your criteria. As an
example, here are my per- sonal investment criteria:

TABLE 1.2 Tom’s Personal Investment Criteria

Criteria Decision
Minimum appreciation 10%
Minimum rate of return 50%
Cash flow or cash on cash return -0-
Price range $200,000-
$600,000
Maximum amount of $80,000
investment/deal
Maximum time commitment 5 hours per
month
Location of investment Western U.S.
Price as a % of value 85%

You may be asking why you need to spend so much time and effort
developing a strategy. We teach our ProVision clients about the importance of
strategy by playing CASHFLOW 101® with them in a very specific way. If you
have played the game, you realize that, on average, it will take two and a half
hours. We in- struct our clients that their team (the players at their table)
must spend the first thirty minutes developing a strategy to win the game. This
strategy includes the type of assets they will invest in and their criteria for
investing. All members of their team, though playing as individuals, must
follow the strategy precisely. The result is astonishing. Each player gets out of
the Rat Race and wins the game in less than two hours. So even though they
have spent an enormous per- centage of their allotted time developing their
strategy (roughly 20 percent), they finish substantially earlier than they
would have without their strategy. This happens every time, so long as each
team member adheres to the strategy.

BUSINESS PRINCIPlE NO. 2: TEAM

Just as every good business has a strategy, every successful business owner
has a very carefully chosen team of individuals and companies to help
ROBERT 1
him/her
1 THE REAL BOOK OF REAL

succeed. Your team will add considerable leverage to your investing. You can
take advantage of your team members’ time, talents, contacts, knowledge, and
resources.

TIPS fOR BUIldINg A TEAM

Plan. Think carefully about what skills you need on your team. For example,
you are going to need an attorney, an accountant, a banker, at least one
property manager, and others. Decide on the skill sets you need before you
decide on which people will fill those roles.
Referrals. The best team members almost always come as a referral from
some- one you trust. But make sure the person referring is also a real estate
investor and is knowledgeable about your situation and needs. A trusted
advisor, such as an attorney, accountant, mentor or wealth coach, can be a
good source of referrals.
Agreements. Make sure you have good, clear agreements in place with each
of your team members so they know what is expected of them and what they
can expect from you.
Before we leave the concept of a team, let me give you my personal experi-
ence with developing a real estate team. Anyone who knows me realizes that I
spend most of my day growing my business. This doesn’t leave me much time
for real estate investing. But I love real estate investing and understand com-
pletely the importance of it in my wealth strategy.
I estimate the time I spend each week on real estate to be no more than one
hour. Yet, I make in excess of $100,000 per month through my real estate in-
vesting, all because I have developed a great team and applied the other
business principles we are talking about in this chapter. This brings me to our
next prin- ciple: accounting.

BUSINESS PRINCIPlE NO. 3: ACCOUNTINg

You may wonder if I include accounting as a basic principle of business
because of my accounting background. While I have to admit to a natural bias
in favor of good accounting, I believe that if you were to ask one hundred
successful business owners if good accounting (including good reporting)
were critical to their business, at least ninety-five of them would agree.
Why? Because good accounting leads to good reporting, and good reporting
leads to good decisions. If you don’t have the information you need, how are
you going to make good decisions, such as when you should sell a piece of real
estate or how to know if your portfolio is producing the desired results?
ROBERT 1

Great entrepreneurs understand the purpose of accounting. Here are a few

of my personal keys to great accounting.

KEY NO. 1: PURPOSEfUl ACCOUNTINg

Accounting should never be done solely (or even mainly) to satisfy the IRS or
other regulators. Accounting’s primary purpose should be to provide accurate
and useful information so that you can make the best decisions. Poor investors
think that the only reason to keep records is so their accountant can prepare
their tax return at the end of the year.
This is a huge mistake. Good accounting is critical to good decision making.
Without current, accurate numbers, how are you going to make the decision to
buy, sell, or refinance your property? And how will you know which property
is doing well and which is doing poorly? You won’t even know if your
property manager is doing a good job or not.
Several years ago, Ann and I purchased a group of fourplexes in Mesa, Ari-
zona. The price was good based on the information we had at the time. We
kept

Real Life Story: My Team Took Care of It All

S o how do I make time for real estate? You guessed it—I have a
terrific team. They are so good, in fact, that the only time I have to
spend is to quickly review reports, make decisions (which are pretty
easy, since I have very well-defined in- vestment criteria), and sign
documents. I remember one time recently when I was speaking to my
team leader and he informed me that a tenant had vacated a house
unexpectedly and not turned off the water. My team leader, who is not the
property manager, drops by all of my houses on a regular basis and
noticed that the tenant had left. He rushed into the house only to
discover that the pipes had broken (this was in Utah in the dead of
winter), and the house was flooded. The cost of repair
was in the neighborhood of $50,000.
My team leader immediately took action. After turning the water off, he
called the property manager and the insurance agent. He arranged for the
repair company to renovate the property, made sure the insurance
accepted the claim (before spending any money), and went after the
property manager and tenant for any damages not paid for by the
insurance company. I did not have to worry about a thing. And I
probably spent only thirty minutes total dealing with this mess (signing
authorizations and talking to my team leader).
1 THE REAL BOOK OF REAL

very close track of the cash flow and the income from these properties. But
after a year or so, it became clear to us that these properties were not going to
generate positive cash flow in the near future. At the same time, we noticed
that cap rates (see Principle No. 4, p. 17) were going down. So, based on our
numbers, we sold the fourplexes. Because of the decrease in cap rates, we
were able to make a significant profit, and we stopped losing money each
month.

KEY NO. 2: ACCURATE BOOKKEEPINg

While good accounting should go far beyond mere bookkeeping, it begins with
accurate and appropriate bookkeeping entries. Accurate bookkeeping is the
ba- sis for creating useful reports and analysis.
Bookkeeping is merely the process of entering the results of transactions
into a record that can be used for reporting and analysis. I suggest to most of
my clients that they outsource their bookkeeping to their accountant or some
other professional bookkeeping service. For those who want to do it
themselves, I recommend using a very simple accounting software program,
such as Quick- books.

Key No. 2A: CHART Of AccoUNTs

Begin by setting up a chart of accounts (this is just a list of the accounts you
are going to use to classify your receipts and expenditures). The accounts you
use should be those that make the most sense to you. For example, one person
may list printer paper as an office supply while another may list it in the more
general category of office expense. It’s simply a matter of how detailed you
want your reporting to be. Just remember that if you did not create an account
for it, you cannot create a report for it.

TIP Here’s a little trick for you: You don’t have to create a
separate chart of accounts for every property. Instead, you can
create a “class” for each property. This allows you to do all of the
bookkeeping for your real estate business in one Quickbooks
“company” while creating the detail and report options that you
need in order to understand what is happening with each
property.

If you need help setting up your chart of accounts, ask your accountant/
CPA—a critical member of your team—to lend you a hand. This person should
be happy to help, and can do this fairly quickly for you.
ROBERT 1

Key No. 2B: DeTAIled DATA EnTRy

Once you have your chart of accounts set up, you are ready to begin entering
your data. Remember that you need to enter the details of every transaction.
Most transactions will have some cash involved, so if you enter the details
every time you receive or spend money, you probably will catch 98 percent of
your transactions. Some transactions don’t have cash involved, such as
recording de- preciation expense. These are done through journal entries. Since
you will likely have some journal entries to do, I will give you a brief
explanation of how to do these.
Understand that every transaction has two sides to it for accounting pur-
poses; a debit side and a credit side (think left and right so the total of the left
side always equals the total of the right side). Expenditures are always a debit
to the expense, income, or asset account (left side), and a credit to cash (right
side). Receipts are always a credit to an income, expense, or liability account
(left side), and a debit to cash (right side). To increase an expense or an asset,
you debit that account, and to increase income or a liability, you credit that
account.

Key No. 2c: JoURNAl EnTRIes

When you enter a receipt or an expenditure into Quickbooks, the software au-
tomatically creates both the debit and the credit. But sometimes you will need
to make a correction or adjustment to your books when there has not been a
cash transaction. You do this with a journal entry. When you make a journal
entry, you simply enter both a credit and a debit. Let’s use our depreciation
journal entry as an example, since everyone has to make this journal entry at
least once a year:
Debit to Depreciation Expense in the amount of depreciation calculated for
the period (usually based on tables provided by the Internal Revenue Service
or your accountant). See page 26 for more details about the Magic of
Depreciation. Credit to Accumulated Depreciation in the same amount (this
account is an offset to the asset account for the asset you are depreciating, such
as a building).
See? It’s simple.

KEY NO. 3: CONSISTENCY

Learn to use the correct accounts, and use the same accounts for all similar re-
ceipts and expenditures. If you decide to put paper costs into office supplies,
always put purchases of paper into office supplies. Don’t put them into the
office supply account one month and the office expense account the next
month.
1 THE REAL BOOK OF REAL

KEY NO. 4: FREqUENCY

Do your bookkeeping no less than once a week. Two problems happen when
you get behind. First, it becomes overwhelming, and you will tend to continue
putting it off until the end of the year when it becomes urgent for your tax re-
turns. This creates the second problem: Not having up-to-date bookkeeping
means you cannot get good reports to make good decisions.

KEY NO. 5: ONlINE BANKINg

Personally, I do my bookkeeping every Friday morning. It takes me less than
one hour because I use the systems that are available to me, such as online
banking and automatic bill pay. Quickbooks will automatically classify all of
my online banking to the right accounts with a few clicks of the mouse. I
actually find it quicker to do the bookkeeping myself using these systems than
if I were to use an outside bookkeeper (I tried that once and found it took me
more time to correct the bookkeeping than if I just did it myself using online
banking).
The next principle I’m going to share with you is how to get good reports
from your bookkeeping software. If you review these reports each month, you
will be able to make good decisions about your real estate business quickly
and effectively.

BUSINESS PRINCIPlE NO. 4: REPORTINg

All successful entrepreneurs understand the importance of managing their
busi- ness by metrics. Metrics is simply a measurement of the day-to-day
results of the business. Sometimes these measurements are raw numbers,
such as cash flow. Other times they take the form of ratios. And still other times
these measurements are comparisons, either to a previous period, to targets,
or industry averages.

TIP If you don’t know your numbers, you don’t know your business.

REPORT NO. 1: STATEMENT Of CASH FlOWS

Let’s start with the king of all raw numbers: cash flow. Unfortunately, it’s rare
that a real estate investor has a clear picture of his/her true cash flow. You should
know the cash flow from each property as well as the overall cash flow for
your real estate business.
There is a tendency among real estate investors to believe that all they need
to know about cash flow is the difference in their bank account from the
beginning of the month to the end of the month. But the real key to using cash
flow as a tool
ROBERT 1

is to understand where the cash came from and where it went. A standard ac-
counting report that you can use to figure this out is the Statement of Cash
Flows. This report, though rarely used among real estate investors, is the most
important report of all.
It begins with operating income. Operating income includes rents minus
nor- mal cash expenses, including repairs, maintenance, and management
fees. It then details nonoperating items such as financing transactions and
investing transactions. Financing transactions include any money that flows to
or from your business because of loans. These include your mortgage
payments as well as any loans you take out or money you put it. Investing
transactions include any money that flows to or from your business because of
investing activities. These include down payments on properties and cash
from the sale of a property.
The end result is the increase or decrease in the amount of cash you have at
the end of the period (month, quarter, or year) compared to what you had at
the beginning of the period. This report makes it clear how much of your posi-
tive or negative cash flow is coming from operations versus other activities,
such as financing or investing. Wouldn’t it be great to know this and be able to

TABLE 1.3 Tom’s Statement of Cash Flow

Property A Oct - Dec
OPERATING ACTIVITIES

Net Income -6,706.40

Adjustments to reconcile Net
Income to net cash provided by
operations:
Escrow Accounts -174.40
Security Deposits 800.00
Net cash provided by Operating -6,080.80
Activities
INVESTING ACTIVITIES

Accumulated depreciation 6,790.00

Accumulated amortization 18.00
Net cash provided by Investing 6,808.00
Activities
FINANCING ACTIVITIES

Mortgage Payable -258.34

Net cash provided by Financing -258.34
Activities
Net cash increase for period 468.86
2 THE REAL BOOK OF REAL

find out this information at any time? Table 1.3 is an example of a statement of
cash flows for one of my properties. I pulled this report directly from my
Quick- books.
This report tells me several things about this property. First, it tells me
there was positive cash flow. Second, it tells me that there was a loss for tax
purposes (net income was negative), producing additional cash flow for me
through de- preciation. Third, it tells me that I paid down my mortgage by
$258, which is an additional benefit to me. If all I knew was that my cash
had increased by
$468 for the period, I would never have learned these other important
benefits from this property and may have thought the property wasn’t doing
too well.

REPORT NO. 2: RATIO ANAlYSIS

While raw numbers are helpful to know, serious analysis of your real estate
business comes from ratios and comparisons. A list of the most common ratios
used to analyze your results is found in Table 1.4.

TIP Two of the most important ratios are the cap rate on your
properties and your return on investment (ROI).

TABLE 1.4 Most Common Ratios Used to Analyze Property Results

Ratio Numerator Denominator Tells You
Net Operating Property How much
Cap
Income Value the property is
rate
earning
Annual increase in
ROI Cash invested Total return
value plus
income
Cash on Net cash from
Cash invested Cash
Cash investment after
return
return taxes
Curren Ability to
Current ratio Current assets
t pay
liabilitie liabilitie
s s
Debt/equity ratio Total debt Net Leverage
Equity
Return Net operating
Total Profitabilit
on income
assets y
assets
Net operating Annual debt Ability to service debt
Debt coverage
income service from cash flow
ROBERT 2
Loan to value (LTV) Debt Value of Property Leverage
Internal Average annual
Complex
Rate of return on investment
formula
Return (IRR)
2 THE REAL BOOK OF REAL

RATIO NO. 1: CAP RATe

Your cap rate (or capitalization rate) is simply your net operating income di-
vided by the value of your property. Remember that this figure represents the
value of the property, not the cost of the property. Let’s look at an example.
Suppose your property produces $10,000 per month in rent, or $120,000 for
the year. And suppose your operating expenses (remember, this doesn’t include
mortgage interest or principal payments, or depreciation) are $70,000. This
means that your net operating income (NOI) is $50,000. If your property is
worth $500,000, then your cap rate is 10 percent.

TIP You can use this information to make decisions. Let’s

suppose that you have a loan on the property with a 7 percent
interest rate. If your cap rate goes below 7 percent, then you
need to think about selling the property. Why? Because now
you have what is called “negative leverage.”
Negative leverage occurs when your return is less than you
are paying on your loan. At this point, it is actually costing
you money to borrow because the cap rate is lower than
your borrowing rate.

When Ann and I sold our fourplexes in Mesa, the cap rate had dipped down
around 5 percent. The interest rate on our mortgage was 6.5 percent. So we
were now into negative leverage. On top of that, we had negative cash flow. So
it was time to sell the properties. And we did so at a substantial profit because
we watched the cap rate. When we purchased the properties, the cap rate was
around 10 percent. Though our net operating income never increased, our
prop- erty value doubled simply because of the cap rate decreasing from 10
percent to 5 percent.

RATIO NO. 2: ROI

Another ratio we review is Return on Investment, or ROI. This ratio tells us
how a property is doing overall. It’s critical to review this ratio on a regular
basis. I know several investors who calculate expected ROI when buying a
prop- erty but never again. Like the cap rate, your ROI can tell you if you
should be holding on to the property or if you need to do something different
with the property.
For example, one of my criteria for investing is an after-tax return of at least
30 percent. This includes cash flow from the property and the appreciation on
the property plus my tax benefits from the property and principal reduction
ROBERT 2

on my mortgage. A few years ago, I bought a property in Utah that looked like
it would have an ROI of 35 percent over a five-year period. But it turned out
that the property was very difficult to rent, so the ROI was less than expected.
Once it was clear the ROI was going to fall below my 30 percent requirement, I
sold the property and found another property that better fit my investment
cri- teria. It should be obvious to you by now that a lot depends on coming up
with the appropriate investment criteria. Many of your decisions will be based
on these.
Working through your numbers and applying them to your criteria is
where another member of your team—your wealth coach—will be critical.
Everyone should have a coach for his/her business. Your coach should be
someone well versed in real estate and in overall wealth strategies. Go to
www.ProVision Wealth.com/wealthstrategies.asp for more information on
wealth coaching.

REPORT NO. 3: COMPARISON REPORTS

The third type of reporting is comparison reporting. Comparison reports take
the actual data from your real estate business and compare it to some other
data, such as industry standards, past performance, or expected/budgeted
per- formance. Let’s suppose that when you bought your property, you
expected that it would appreciate 10 percent per year. Suppose the actual
appreciation is 15 percent.
Your appreciation report should show you not only your current apprecia-
tion, but also your expected appreciation and perhaps the average
appreciation in the market. This gives you a good idea of how you are doing
compared to the market and to your own expectations and whether you might
want to consider buying more property in that market or selling what you
have so you can buy other property that better meets your criteria.
Can you see how important it is to have good reports? It’s not just the raw
data you want; it’s also the ratios and the comparisons. One of my biggest
com- plaints about many property managers is that they produce terrible
reports. Typ- ically, they give you only the raw data, and frequently even that
is impossible to understand. Let me show you the type of report my property
manager gives me. While it doesn’t give me any analysis, at least it gives me
the data in a way I can create my own analysis. I can see immediately that I
have positive cash flow, which meets my criteria. I now need to take this
information and put it into my reporting system (Quickbooks or something
similar), and from that
system I can create reports that give me cap rates, ROI, and other analyses.
2 THE REAL BOOK OF REAL

TABLE 1.5Real Life

Example of a Good
Property Report
Property Address Lease Rate: $1200/mo
Rent Collected: $1200.00
Less 8% Management Fee: $96.00
Expenses-HOA Fee: $105.0
0
Amount to Owner $999.00
Mortgage Payment: $987.9
0
March 2009 Cashflow: $11.10 +
April 2009 Projection: $999.0
0

BUSINESS PRINCIPlE NO. 5: TAXES

If you want to make an immediate impact on the return on your real estate, you
need to pay close attention to tax laws.

TIP The fastest way to increase your ROI on a property is to take

advantage of the tax laws in place to encourage real estate
investment.

The single biggest expense for most people is taxes. In the United States,
which is routinely considered to be a low-tax country, the average business
owner earning $100,000 pays more than 50 percent of his earnings to the gov-
ernment in some form of taxes. These include income taxes, property taxes,
transfer taxes, sales taxes, employment taxes, and excise taxes, not to mention
estate taxes.
Some ancient civilizations equated a 50 percent tax to being in bondage. Yet
here we are in the twenty-first century paying more than 50 percent of our in-
come in taxes and accepting this as okay. The good news is that if you are in
business, and particularly if that business is real estate investment, you can
eas- ily lower this rate from 50 percent to 20 or 30 percent. In fact, many of
our clients at ProVision who are serious real estate investors legally pay no
income tax at all.
Think about what you could do with the extra money you would have if you
reduced your income taxes by even 20 or 30 percent. How much more real es-
tate could you buy? How much faster would your portfolio grow? I once calcu-
lated that someone in the 30 percent tax bracket could double his investment
portfolio over seven years if he simply maximized his tax benefits from real
ROBERT 2
es- tate and reinvested these savings into his portfolio.
2 THE REAL BOOK OF REAL

When I tell people that they can legally reduce their income tax by 30
percent or more, they are immediately skeptical. They think I must be getting
my clients into some tax shelter. They are correct. That tax shelter is real
estate investing. And it doesn’t matter whether it is residential, commercial, or
industrial prop- erty. In the United States and many other countries, real
estate is a highly fa- vored investment under the tax laws.

TIP In the United States and many other countries, real estate is a
highly favored investment under the tax laws.

So let’s talk about what you can do to receive the maximum tax benefit from
your real estate. We will focus on the laws of the United States, but keep in
mind that many other countries have similar laws. So even if you don’t invest
in the United States, these tax reduction principles may apply to your real
estate investments in Canada, Europe, or other areas of the world. Here are
five ways to reduce your income tax by 30 percent or more.

TIP NO. 1: TAX STRATEgY

What? A tax strategy? Didn’t we just talk about creating a business strategy for
our real estate earlier in this chapter? And now we are going to create a tax
strategy? That’s right. A tax strategy: a systematic plan of action for
permanently reducing or eliminating income taxes.
A good tax strategy is like a good business strategy in many ways. You have
to look at the big picture, including not only your real estate but also any other
businesses and investments you own. And you have to look at it from a long-
term perspective. My personal tax strategy includes aspects relating to my two
sons. One of my sons, Sam, works in both of my businesses and wants to be in-
volved for many years to come. My other son, Max, has no interest in business
and wants to write children’s books. So my tax strategy keeps my sons’
interests in mind. They both own parts of my business, but I have to structure
their own- ership differently, since one is actively involved and the other is
not.
Many of our clients work together as a couple on their business. My wife, on
the other hand, has no interest in business per se and is interested in helping
me only with the speaking part of my business (she is a wonderful speaker
and entertainer). So my tax strategy cannot, for example, include my wife as a
real estate professional.

TIP A good tax strategist could really help here. So, another team
member for you is a tax advisor who specializes in tax strategies.
ROBERT 2

Your tax strategy needs to be a plan that you can readily accomplish
without making life too complicated. Of course, a good tax strategist could
really help here. So, another team member for you is a tax advisor who
specializes in tax strategies.

TIP NO. 2: ENTITY STRUCTURE

Which type of entity should you use? Should you use a limited liability
company (LLC), a corporation, or a partnership? Or should you avoid using an
entity at all? In some countries, where there is not a lot of litigation, you may
not need a separate entity for your real estate. But in the United States, where
95 percent of lawsuits worldwide are filed, the proper entity is essential. Let’s
look at a quick overview of the tax entities available in the United States.
While every person’s situation is different, let me give you a few pointers
about which entity you may want to consider for holding your real estate in-
vestments. From an asset protection standpoint (discussed in detail in
another chapter of this book), LLCs are frequently the best entity to use. One
of the great things about LLCs is that they don’t have any tax consequence.
You can elect to tax an LLC anyway you want. An LLC can be treated as a sole
propri- etorship, a partnership, an S corporation, or a C corporation.
For most real estate rental properties, you will want to be taxed either as a
partnership or a sole proprietorship. Don’t make the mistake of putting your
real estate rentals into an S corporation or a C corporation. This could spell
disaster if you ever have to take the property out of the corporation to
refinance it; you will be taxed as if the corporation sold the property to you at
its fair market value. I had someone in my office recently who owned his
investment property in an S corporation. We estimated the tax cost of
refinancing to be in the neigh- borhood of $250,000 simply because of the
entity structure.

Business Structures
Sole Proprietorship
Partnership Corporation

GeneralLimited S C

FIGURE 1.3 Overview of Entities

2 THE REAL BOOK OF REAL

TIP Don’t make the mistake of putting your real estate rentals into
an
S corporation or a C corporation. This could spell disaster if you
ever have to take the property out of the corporation to refinance
it; you will be taxed as if the corporation sold the property to you
at its fair market value.

If you are a real estate dealer or developer, you may want to consider S cor-
poration taxation. This includes those of you who want to fix and flip
properties. The reason? You can significantly lower your social security taxes
by owning your property in an S corporation. And since you probably won’t
need to dis- tribute the property out of the company except when you sell it,
you won’t have the bad income tax consequences I spoke of earlier.

TIP NO. 3: TRAvEl, MEAlS, ANd ENTERTAINMENT

Remember that the United States and most other countries tax only the net in-
come from a business. So any expenses that you can treat as deductible
expenses lower your income tax. The most overlooked deductions in the real
estate busi- ness are travel, meals, and entertainment expenses. The rule in the
United States for meals and entertainment is that if you discuss business
before, during, or after the meal or entertainment and the discussion is
necessary and ordinary for your business, then you get to deduct the cost of
the meal or entertainment. I’m not talking about going to dinner with your
real estate agent or your ac- countant (though I’m sure they would appreciate
it). I’m talking about going to dinner or a sporting event with your partner. For
most of you, your business partner in real estate is your spouse. My
experience with business owners is that when they go to dinner with their
spouses they almost always talk about business. And if you and your spouse
are working on the real estate business together, I can virtually guarantee
that you are talking about your real estate
every time you go out to eat.
My wife and I eat out once or twice a week on average. I cannot even re-
member the last time we had dinner out and did not discuss business. These
discussions are essential to our success as business owners, even though she
does not maintain a very active role in any of our businesses. She has a
perspec- tive, though, that I find extremely useful as I make business
decisions.
So stop paying for your meals out of your personal bank account, and start
paying for them from your real estate business bank account.
Travel is a little more difficult to deduct, but not much. If you are traveling
within the United States, you simply have to prove that your primary reason
for the trip was business. You prove this by showing that you spent more than
ROBERT 2

50 percent of each eight-hour workday discussing or working on your real

estate investment business. This could include your annual meeting or you
could sim- ply be investigating real estate opportunities in that location.
We had one client who applied these principles and ended up with a $1 mil-
lion deal. He really liked to travel to New Mexico. Knowing that he had to look
at real estate to deduct his travel expense, he set up a meeting with a local real
estate agent to review land development opportunities in his vacation spot.
He ended up finding a deal that netted him $1 million. And, of course, he got to
deduct his travel expenses.

TIP NO. 4: DEPRECIATION

After Robert and I met with the Arizona Republic journalist to discuss 40 per-
cent returns, we walked across the street to have lunch at a local restaurant.
Robert asked me what I thought about depreciation. I told him I thought it was
like magic. Where else can you get a tax deduction for something you didn’t
pay for and that is appreciating in value? Yet that is exactly what happens with
depreciation in the United States, Canada, and many other countries. Here’s
how it works:
Say you pay $500,000 for a house that you are going to rent. You put
$100,000 of your own money into the house, and the bank loans you
$400,000. You get a deduction for a portion of the cost of the house each year
—not just a portion of your $100,000, but of the entire purchase price. Let me
show you the calculation for U.S. tax purposes.
Let’s estimate that 20 percent (or $100,000) of the cost of the house was for
the land. Even the IRS recognizes that land does not wear out, so we don’t get
to depreciate the land. But we do get to depreciate the remaining $400,000. At
a minimum for residential property, we should get a deduction of 3.636
percent or $14,545 each year. And that’s assuming that the entire $400,000 is
allocated to the building. You can increase this deduction by doing what’s
called a cost segregation or chattel appraisal.
Briefly, here is what happens in a cost segregation. Your accountant or his
engineer goes through your property and segregates (on paper) everything
that could easily be removed from the building and is not necessary for its
basic op- eration from the building itself. Those items that can be removed are
called personal property or chattels. Personal property can be depreciated at
20 per- cent or more per year.
In our case, let’s suppose that $100,000 of costs is segregated from the
build- ing. This would increase our annual depreciation deduction from
$14,545 to
3 THE REAL BOOK OF REAL

$30,900—more than double. So while our property appreciates, we still get a

tax deduction for depreciation of more than $30,000. This is the best of all de-
ductions, since there is no cash outlay involved other than the down payment
on the property.
So if our cash flow is $30,900 or less, we will not pay any income tax on our
monthly cash flow. And if our cash flow is less than our depreciation, then we
create a tax loss from the property that we can use (with proper planning) to
offset income from other sources. This is the primary reason many real estate
investors are able to reduce their income tax by 30 percent or more and why
some real estate investors pay no income tax at all. See how this can increase
your return on investment?

TIP NO. 5: DOCUMENTATION

Last but not least, let’s talk briefly about the importance of properly
document- ing our real estate transactions and expenses. Without good
documentation, the IRS has the right to disallow your deductions. What a
waste of good deduc- tions! We have already discussed the most important
form of documentation— good accounting.
In addition, there are other forms of documentation you must keep. For
travel, meals, and entertainment, you must keep receipts, and you must note
who you were with, where you went, what you discussed, the date of the
event, and why you incurred the expense. For automobile deductions, you
need to maintain a log of business versus personal miles driven. And for your
entities, you need to write down minutes that detail all of your meetings and
major transactions.
Documentation is not the most fun part of real estate, but it’s not too
difficult if you just take a few minutes a week to take care of it. Stay on top of
it. If you don’t know exactly what you need to document, consult with your tax
preparer. Remember that if it isn’t documented, then you probably cannot
prove to the IRS that it was a legitimate deduction.
So there you have it—five easy opportunities to reduce your income taxes
while making tons of money in your real estate business. Now you can see
why smart business owners include tax planning as one of their keys to
success. Ap- plying these basic principles to your real estate business will
enable you to build enormous wealth in a very short time. Remember to begin
with a strategy, add a team, maintain good accounting, regularly review your
reports, and minimize your taxes by creating a long-term tax strategy. The
sooner you begin treating your real estate investing as a real business, the
sooner you can stop working so hard and start reaping the profits that are
there for all good real estate investors.
ROBERT 3

WAYS TO LEARN MORE

ProVision Wealth Strategy U—a free resource at www.ProVisionWealth.com/
WealthStrategyU
ProVision Business Start-up Kit—a series of five training modules on starting
up your real estate business. Includes courses on bookkeeping, year-round tax
planning, entity structuring, and setting up a business.
ProVision School of Wealth Strategy—a monthly subscription to compre-
hensive training materials on building wealth. Includes courses on creating
your wealth vision, building your wealth team, and designing your personal
wealth strategy.
ProVision School of Tax Strategy—a monthly subscription to
comprehensive training materials on permanently reducing taxes. Includes
courses on design- ing your family tax strategy, involving your children in your
real estate business, and getting the greatest tax benefits out of your real
estate.

For more than twenty-five years, Tom Wheelwright has

strategically de- veloped innovative tax, business, and wealth
strategies for sophisticated investors and business owners
across the United States and around the world, resulting in
millions of dollars in profits. His goal is to teach people how to
create a strategic and proactive approach to wealth that creates
lasting success. As the founder of ProVision, Tom is the
innovator of
proactive consulting services for ProVision’s premium clientele, who on average,
pay much less in taxes and earn much more on their investments. He coaches
select clients on their wealth, business, and tax strategies; lectures on wealth
and tax strategies around the world; and is an adjunct professor at Arizona
State University.
3 THE REAL BOOK OF REAL

Charles W. LOTZAR 2

A Real Estate Attorney’s

View of Assembling and
Managing Your Team

I first met Chuck Lotzar in 2001 or so when he was a senior partner in a

national law firm. At Chuck’s former law firm, I delivered a presentation to
approxi- mately ten attorneys that covered my rich dad’s philosophy on money,
wealth cre- ation, and wealth management. Chuck seemed to be the only one
out of the ten
who understood or was interested in what I was saying.
In 2003, Kim and I used Chuck to finalize one of our biggest real estate invest-
ments. It was a zero-down deal that would put more than $30,000 a month
net income in our pockets. If not for Chuck, this deal could have been our
biggest nightmare. He found irregularities that most people, including most
lawyers, would have missed. On top of that, after the deal was closed, Chuck
offered to give us a discount on some of his firm’s legal fees since he felt his firm
did not work as effectively as it could have. Needless to say, we told him to bill us
in full and keep the money. He had more than earned it.
In 2007, Chuck again came to our rescue, this time as our personal attorney
against our former business partner. The lawsuit was the worst, most vile event
in Kim’s and my life. If not for Chuck, I do not know where Kim and I would be
today. The good news is that Chuck Lotzar has turned out to be far more than
our real estate attorney. Through Chuck’s guidance, the Rich Dad Company has
emerged stronger, better staffed, and much more profitable. Personally, I have
emerged more
29
3 THE REAL BOOK OF REAL

mature, wiser, and less of a hothead, which is a miracle. Chuck has not only made
Kim and me vastly richer; we have become better entrepreneurs and investors.
The lesson again is this: It is often through our worst deals with the worst
people that the best people emerge.
—ROBeRT KIyOsAKI

I know attorneys see the world differently than most people. A working rela-
tionship isn’t just a working relationship; it ideally should be a contract be-
tween two parties with built-in protections, limitations, and provisions, just in
case the relationship goes south. A piece of real estate isn’t just a piece of
prop- erty; it’s an asset that brings with it the need for appropriate entity
structure, identification of risk, allocation of risk, mitigation of risk and
liabilities, and a host of other legal protections and caveats associated with
its development,
management, and eventual sale.
I know you’re thinking life is easier when you are not an attorney. You’re
probably right! But for me life as an attorney and particularly a real estate at-
torney is full of the excitement, the challenges, and the accomplishments that
can come only from working with people so that they sleep well at night, have
their family fortunes protected, and bring their dreams to life. It’s a profession
that keeps me continually learning, which I love. Real estate is a dynamic field
that keeps every day at the office new and fresh.
The likelihood that you are reading the chapter written by an attorney first
is slim, so I’ll assume you’ve read at least a few chapters before mine. If you
have, you’ve probably noticed that there are a number of references in them
to team members: the professionals it takes to make a real estate deal actually
happen. Many of the contributors list the types of team members that they
need in the type of real estate work that they do and how they have helped.
Well, I will echo their beliefs. Team members are the deciding factors in
spelling success or disaster for a real estate project. In my practice, I have seen
teams that operate seemingly effortlessly and others that are clumsy and doomed
to failure. So how do you assemble one that works effortlessly, and avoid the
kinds that are disasters waiting to happen? The answer is, you can’t. You can
only try to do your best and know that the reality of your team—particularly
as you are just starting out—will fall somewhere in the middle of those two
ex- tremes. Your job will be to assemble and manage a group of pros that
makes its way progressively more efficient to close every deal you do.
My perspective on teams and team members is different from the views of
many in this book because I am one of those team members. Many of the
others
ROBERT 3

in this book are the investors who drive the team. They delegate to team
mem- bers who advise them. I’m the one they delegate to and who advises
them on how to lead the team. That gives me a slightly different perspective.
Combine that with my attorney’s perspective and you have a chapter with
three primary purposes:

1. To tell you who you need on your team and how to know you have a
winner.
2.To identify known risks and make sure that they are properly allocated
among other writing parties, including the members of your team.
3.To establish performance measures and deadlines, and to follow up to
make sure that each of those performance measures and deadlines are met
in a timely manner.
See, this is where my lawyer’s mentality comes into play. I know your team
will not be perfect, no matter how perfectly you follow this book’s directions,
how well you interview potential team members, or how ironclad their refer-
ences were. Life and real estate deals are not that cut and dried. So what do
you do? Well, quite simply, you do your best on the front end, and you attempt
to protect yourself on the back end.

THREE RUlES Of THE GAME

Before you say to yourself, “This team thing seems like more trouble than it is
worth. For my project, I’ll keep it simple and do most of the work I need alone.
I’ll keep the team small—as small as possible—and that will minimize my
prob- lems,” understand that it is very hard to do anything in real estate alone.
It is a team sport and as such, I have assembled my Three Rules of the Game.
Nowhere else will your team come into play more than when it is time to
perform your due diligence. It’s a necessary part of every real estate deal, and
with the right team it can be your best friend and actually a lot of fun because
you often find the hidden gems that can signal great opportunity. On the other
hand, it can be the beginnings of a vivid nightmare you are living because you
are the proud owner of a “problem-property,” thanks to a team that missed
something big during due diligence. Again, the first camp is the place to be.
You’ll recall that the due diligence period is usually not less than sixty days
in length. Its purpose is to discover any problems and opportunities with a
property to determine whether you want to go through with the transaction,
and if so with what specific stipulations. It’s also designed to allocate and alle-
viate risk among various parties: the buyer, the seller, the lender, and the
various third-party professionals on your team.
3 THE REAL BOOK OF REAL

Chuck’s Three Rules of the Game

Rule No. 1: Talent pays for itself. Accept that hiring a capable and talented
real estate team to complete your transaction is in your best interest.
Although there will be costs up front, your investment should more
than pay for itself over time.
Rule No. 2: You are hiring folks’ brains; let them use their brains to solve
your prob- lems. Allow teammates to give you their honest and complete
assessment of any transaction given the circumstances presented—you
want to know all of the prob- lems so that you can craft solutions and
quantify the costs of obtaining those solu- tions. Unfortunately, in some
instances you will learn that the cost of continuing with the transaction
outweighs the opportunity to be achieved, and you are forced to stop so as
to prevent yourself from throwing good money after bad.
Rule No. 3: It is better to hire someone with outstanding judgment

As I mention in rule number two, when it comes to due diligence, you want
a team that will be willing to learn the truth about the property and tell you
the brutal facts. If your baby is ugly, you need professionals and advisors who
aren’t going to be afraid to tell you the truth to your face—before the
acquisition takes place. So let’s delve into the team members and their roles
from a fellow team member and a lawyer’s perspective.
Consider these your core team members, the ones you’ll need for virtually
every real estate deal you do. I believe that people generally fall into two cate-
gories: those who are relationship oriented and those who are transaction ori-
ented. Although I have a law practice based on the ability to successfully
complete transactions, I am a relationship-oriented person who generally
seeks out other teammates who are also relationship oriented. I am willing to
work with other teammates who are transaction oriented, but I do so
recognizing that their ability and willingness to step up to solve a problem is
limited, espe- cially after the transaction closes.

REAl ESTATE ATTORNEY

Notice how I wrote real estate attorney, not just attorney. That’s the first tip I
will give you right up front. Real estate transactions are significantly different
from other transactions, so it is critical to hire an attorney who understands
ROBERT 3

and is experienced in real estate. Contract attorneys without real estate experi-
ence are not good enough.
The reason I am so emphatic here is because a good real estate attorney can
take a lot of the pressure off you by acting as the quarterback and taking re-
sponsibility for coordinating the entire team. A good attorney is strong,
experi- enced, and at the same time self-confident enough to know when he
or she needs your input or help from a third party. There are times when a
real estate transaction will have nuances that your lead real estate attorney—
no matter how experienced—may not have ever encountered before. You
don’t want your attorney learning on your transaction; you want an attorney
with a network of people, inside or outside the firm, that he or she can call on
to bridge any gaps. Often a good real estate attorney can be the master of
the due diligence budget and calendar and keep all the other team members
on track and on time with their deliverables. That means you’ll want your
attorney on board early, right at the very start, to handle the early documents,
such as the term sheet or the letter of intent, to make sure that the allocation
and assignment of risks are
thoughtfully documented for closing.

Real Life Story

E very real estate opportunity is different, and it’s the truly unique ones
that sometimes cause your teams to expand beyond your
expectations, even into
the realm of the unbelievable.
Too often real estate investors become successful based on their
ability to over- come numerous problems, and they become insensitive
to the weight of certain problems that would otherwise thwart a
transaction. I recall one group of clients who were prolific real estate
investors. Although they were astute business people who accomplished a
number of successful transactions in sequence, their history of suc- cess
impeded their ability to walk away from a bad deal, even when they knew
that there would be insufficient equity in a transaction and visible and
indivisible deferred maintenance issues with the heating and cooling
system for the apartment complex, which needed replacement and
caused the buildings to settle in the ground by more than one foot! No
matter how successful you have been in the past, you need to
replicate good habits for the diligence and closing with each new
transaction.
Most often, however, your team will be highly predictable and consist
of several core members. You will find that the more you work with them,
3 THE REAL BOOK OF REAL
the better you will all work together, which will increase your efficiency.
ROBERT 3

A good real estate attorney can be your greatest ally. I frequently find
myself providing ideas and advice that will enhance my clients’ transactions
and their businesses as a whole. At our firm, we approach projects from a
business- owner’s perspective. Business owners want us to tell them the
things that are standing in their way, of course. But they also want us to come
up with innova- tive ways to transcend the problems and get the deal done. If
you have an attor- ney who seems to be pointing out all the problems without
posing solutions, that’s a sign that you may need another attorney. If you have
an attorney who conducts himself or herself in a manner that makes you
uncomfortable, e.g., rudeness, or overly passive or overly aggressive under the
circumstances, then that’s another sign that you may need another attorney.
Specifically, it’s our job to read and analyze all documentation, including
third-party reports, title and survey, purchase and sale agreements, and loan
documents. Sometimes, we may be requested to draft these documents along
with corporate entity documents when dealing with equity investments and
partnerships.

Hiring a Real Estate Attorney?

What to Look For, and What to Watch Out For
What to Look For
•Portability of past knowledge, wisdom, and judgment
•Availability of time to do the work
•An understanding of professional limitations
•Openness to engaging the assistance of other lawyers or law firms
•A willingness and ability to work as a team player
•Experience in various forms of real estate transactions
•Experience with complex finance structure of real estate transactions
•Demeanor and approach to the practice of law, e. g., that’s part
gentleman, part pit bull
•The support of the law firm—how deep is the bench?
What to Watch Out For
•Any past malpractice claims
•Any past Bar complaints
• Experience with contracts, business, and litigation, but not in relation to real
estate
•A personality and/or demeanor incompatible with the client’s
personality and/or demeanor
3 THE REAL BOOK OF REAL

Your attorney can either bill you hourly for his or her work or provide a
soft estimate for the scope of work. Should the scope of work exceed the
estimate, the additional work is billed at the hourly rate. Another payment
method is hourly against a hard estimate. These agreements generally have a
large con- tingency built in for unforeseen events that is payable at closing.
This type of contract can put the attorney and the client at odds. You want
your attorney to find the unexpected—that can save you in a real estate
transaction—but if you are worried that the work of searching for the
unexpected will cost you more money, you may be thwarting your own
success. In the best instances, the fruits of the deal, or the savings in terms of
money and/or risk, a contingent fee that changes which party is in control will
more than pay for any attorney fees. Many of our clients feel we have more
than earned our fees, and that’s ideally what both sides want.
Over the years I have focused a good portion of my law practice working on
contingent-fee matters related to large revenue bond financings and tax credit
projects. Whenever I have a contingent fee, I want to be the person with the
most control over the ability to advance and close the transaction. However, a
lawyer’s compass needs to be completely aligned with the interest of his
client, regardless of his fee arrangement.

How to Construct an Effective Engagement Letter

ost members of your team will require an engagement letter before beginning

M
work. They may provide one, or you can. To protect yourself, make sure the fol- lowing p
Spell out scope of work, particularly the roles of each party.
Specify the nature and timing of payment, including timing of service and due date.
Define the particulars of termination for both the contractor and you.
Be specific on needs (software) and deliverables (eight copies of plans, etc.) due to cost
Disclose conflicting relationships.
Identify and allocate known risks.
Dispute resolution.
Limit liability.
ROBERT 3

REAl ESTATE BROKERS

Real estate brokers are important team members because they are the genera-
tors of opportunities. They can decide who sees a property that is coming on-
line first and can be the bearer of great opportunities. What it takes is a broker
who understands the importance of relationships and working as part of a
team. On the other hand, many brokers are transactional, living and dying by
their fees, which naturally results in an eat-what-you-kill mentality. They will
indis- criminately pose opportunities that are nothing more than distractions
because they do not fit your business goals. What you really want is a real
estate broker who looks out for your best interest, understands your needs,
and seeks out op-
portunities that match them. That adds value.
Beyond this, the true role of a real estate broker is to bring a willing buyer
and willing seller together, not necessarily to ensure his or her client gets the
best deal. But the good ones do both. They work to execute the best possible
transaction for their client from start to finish.
Sometimes a real estate broker will perform what is known as dual repre-
sentation, which means the same broker will represent both the buyer and the
seller. On the surface, this may seem like an opportunity to save some money
in commissions; after all, typical transactions have two brokers who must
share

Real Life Story: How to Know Your Real Estate Broker Is Look
he dual brokerage relationship does not trouble me when I see sophisticated

T
parties on both sides of a transaction. The broker frequently has problems when there is
I have found that the best real estate brokers have the client’s interests at heart. The be
short-term interest since no commission would be paid.
3 THE REAL BOOK OF REAL

the commissions. But dual representation can be tricky, and in the very least it
requires full disclosure of all known facts and circumstances to avoid conflicts
of interests.
While most people in business recognize the need to adjust to market
changes, real estate brokers really need to moderate their styles as market
con- ditions fluctuate. During the boom times of the mid 2000s, many real
estate brokers, based on the volume of work, became more transactional as
they tried to close as many deals as they could. But the best ones knew that
booms also create busts, and it’s the real pros who maintain relationships
during the booms that have business during the down times. The best brokers
also know that the height of the market is not the time to buy and provide that
level of counsel to investor clients. They are market advisors as well as
salespeople who are in it for the long term and know that no deal today is
worth the loss of many deals tomorrow. That’s the kind of broker you want.

ACCOUNTANT
I have found that almost all business is based on some form of mathematics,
and it is important to have accountants who are well versed in the intricacies
of real estate. In fact, much of the advice that I gave you with respect to
establish- ing a relationship with a real estate attorney has equal weight to
establishing a relationship with an accountant.
I have also found that one of the first folks hired internally by real estate in-
vestors is an accountant who will be charged with working cooperatively with
an outside accounting firm. Frequently, the internal accountant is charged
with a substantial amount of responsibility beyond accounting and feels
pressure to limit the involvement of the outside accounting firm. If the
internal accountant is strong enough, then there will not be problems.
Unfortunately, problems fre- quently do arise based on lack of communication
and sophistication.
A strong real estate accountant will understand the effect of changes in deal
structure on the various tax attributes such as amortization, depreciation, and
losses (which are inevitable during a construction phase since no money is
being generated during the development and construction of the project). Ad-
ditionally, a real estate accountant will know when it is in your best interest to
obtain a cost segregation study to identify the component parts of the
building(s) so as to allow for an accurate and possibly accelerated application
of amortization and depreciation.
ROBERT 3

ARCHITECT
First of all, special thanks to Greg Zimmerman and Chris Ilg for sharing their
knowledge on this subject. Architects are critical members of any real estate
team because they have the ability like no one else to provide creativity,
innova- tion, and magic that can transform an ordinary property into a
showpiece. They also have the ability to create a lot of expense that sometimes
isn’t needed at all. Good architect partners understand that while they may
have the ability to turn a property into a project that provides accolades and
acclaim, the project objectives may dictate otherwise. The project may require
the architect make minor modifications that deliver big results. They are not
exciting modifications, and they are often not very dramatic. They may not
even be all that rewarding to do, but sometimes that’s the nature of the
project, and although the design work might be mundane, it can deliver a big
payoff for the investors. And that is anything but mundane. While it’s more fun
to redesign an apartment building to create exciting loft living environments, a
profitable, cash-flow-positive proj- ect may require only that the architect
figure out how to fit a washer and dryer in each existing unit. This is actually
one of the biggest challenges faced in the apartment industry. The trend is
away from common area laundry rooms, and
architects are challenged to make washers and dryers work in small spaces.
Design professionals are a lot like physicians or attorneys. They specialize.
While there are excellent neurosurgeons out there, you don’t want the neuro-
surgeon performing your heart surgery. And the attorney who makes a living
in divorce court isn’t the one you want handling the financial complexities of a
real estate transaction. Just the same, you don’t want the architect who
designs million-dollar homes designing your mini-storage investment
property. You want the architect who can design those structures in his or her
sleep.
But the biggest reason why you want to work with experienced, specialized
architects is because they know the ins and outs. National and local codes
change almost daily. Only architects and their firms can keep up with it all.
Even the slightest revision to any of the several codes could have a serious im-
pact on a design. As an attorney, I have seen too many investors’ projects get
caught up in the complicated codes and laws of building, remodeling, and
restor- ing a property. It wastes a lot of time and can get messy. It’s never easy
to fight city hall, and with the right architect who knows the laws and the
regulations, you should not have to.
Let me elaborate on the word experience. Architecture is a lifelong
endeavor, and it is not unusual for an architect to require years of experience
before truly
4 THE REAL BOOK OF REAL

Experience Is Everything
When you work with an experienced, specialized architect partner, you reap
the advantages:
•Design moves along quicker.
•There is not a steep learning curve.
•You get a completed design that works with fewer surprises.
•Plans, although custom, are somewhat field-tested.
•Building is smoother because the plans have commonalities with past
projects.
•He knows the ins and outs of building codes.

gaining the amount of competence required to guide the client through a

highly specialized project. It’s not necessarily just the design aspects that I am
talking about. It’s the peripheral know-how that cannot be learned in school
but can come only from doing things like working through the political
process. Work- ing positively and effectively with federal, state, and city
employees is a honed skill that only comes over time. And let’s not forget the
value of a keen sense for anticipating market trends. After all, the work you
are hiring from an architect may be happening today, but it needs to be valued
by customers for years to come.
Once you interview and select your architectural firm from these perspectives,
you can also look at other important requirements like working relationship
and costs. I won’t elaborate too much on the fact that regardless of how skilled
the architect, if that person can’t work with the team or with you, you need to
keep looking. Relationships are everything, particularly when it comes to the
architect. Too often the design side of the project can put off the trades side of
the project by being overly demanding about aesthetics and not being open to
finding rea- sonable solutions that don’t compromise the look and function of
the project. It’s extremely important to have a strong and collaborative
working relationship between an architect and the general contractor. Forcing
the architect or the general contractor to work with an architect or general
contractor that they don’t work well with leads only to trouble for the
property owner.
When it comes to money, be prepared to fully spell out exactly what you are
hoping to achieve—your objectives—and how you would like to achieve them.
Share your budget both for the design aspects of the project and for how much
you plan to put into the building process. You must be concerned at this point
with the architect’s fees, yes, but also the cost to build out the architect’s
design.
ROBERT 4

Again, having been involved in many real estate projects, I have seen
architects create designs that are simply too costly to build under the
predefined budget and profitability constraints. Those are severe mistakes
that can cost time and money. Architects and contractors must communicate
to avoid these kinds of problems.
The better the information that you give the architect up front, the more ac-
curate his fee proposal should be. Understandably, it is difficult to have a
handle on every issue surrounding a project; things do come up that are
unexpected. But there are ways to protect yourself a bit from costs getting out
of control. First of all, you may want to begin your working relationship with
an architect by putting together an agreement for the due diligence and
preliminary design/consulting work. There is nothing wrong with doing this,
and as long as both you and the architect understand that further work is
contingent on the success and outcomes of the preliminary work, you may
find this is the best arrangement.
You can implement this kind of arrangement with either a phased contract
or better yet, a time and materials contract with provisions for a subsequent
contract using the American Institute of Architects (AIA) form B181, which is
a standard agreement between an owner and an architect. You can find this
form on the Internet when you search AIA B181. It may serve as a good
reference for you.
The benefit of this arrangement is that you can move forward without a
huge commitment and no real idea of what can be done. That’s handy because
most likely at this point, you won’t have much idea of what can be done. That’s
why you need the architect. The benefit to the architect is job security. It’s nice
to know that if the due diligence is favorable, all further work, including time,
de- signs, and working drawings will be developed in his or her office. That
also is excellent incentive for the architect to work harder to find feasible
design solu- tions that fit into the budget for the project. If he or she wants
more work, then make the project work.
I’ve seen this approach work well quite often. One minor, but important,
point is that the services you contract with the architect may require the
services of other consultants. I recommend contracting with them directly to
maintain knowledge and control over the outside service provider’s work and
progress. Assuming the project moves forward, and you and the architect have
exe- cuted the contracts, the next phase is all about communication. The best,
most efficient projects I’ve been associated with have been ones where the
design team holds weekly meetings and provides progress plans and updates
for re- view. With so many moving parts to any design project, keeping
everyone in-
4 THE REAL BOOK OF REAL

formed is always a top priority. When well executed, it speeds up the process
and delivers far better outcomes.
Once the design and development phase is complete, the construction
docu- ments get under way. At this point, it is the architect who should control
the consultants and keep the attorneys and lender informed of all progress. As
a ring leader for the design and construction side of the project, all
information needs to funnel through the architect to maintain control and
ensure that no deviation to the schedule, scope, and of course, fees are made
without his or her knowledge.

CIvIl ENgINEER
Civil engineers are frequently hired by your architect. They are responsible
for locating existing utilities and developing the plans to connect to them or
deter- mine if and how to upsize the capacity. ALTA surveys are part of this
process, as is obtaining a “will serve” letter from the utility provider, which
legally obliges it to serve the particular project with utility service.
Civil engineers are also responsible for such things as drainage, grading re-
quirements, and in cases where canal irrigation is involved, that too. Your ar-
chitect will inform you when and why a civil engineer is needed for a project.
Your architect will review all contracts for service from not only civil engi-
neers but all related design consultants. And I recommend you allow your real
estate attorney to review these documents as well, solely from a legal perspec-
tive. By contrast, the architect will review them to make sure the intent of the
design is being met and to look for gaps and overlaps with the goal of a
seamless
scope of service.
You will want to execute the contracts once your real estate attorney and
ar- chitect have reviewed them and given them the go ahead. Often these
contracts contain contingencies or line items in them that are part of the
contract, but which could be separately executed or deleted as needed. Your
attorney and architect can point these out, but be aware that if these
contingencies are exe- cuted in the course of work because of requirements in
the field, they can and often will cost you more money.
In my experience, civil engineers are not known for adding on unneeded
services, but rather omitting services. And it is very difficult as a property
owner, particularly if you have not been doing this work for twenty years, to
know what the civil engineer should have done until there’s a torrential rain
and you find half your parking lot is submerged in a murky brown puddle.
Then you know more work should have been done regarding drainage. These
things happen.
ROBERT 4

The challenges a civil engineer can solve go beyond the concrete world of
grading, utilities, and drainage. I always recommend to my clients that they
find civil engineering firms with a lead engineer or representative who is not
only knowledgeable of civil engineering but knows how to walk the corridors
of city hall. Political savvy is a huge value-added advantage. Knowing the
people who matter and then presenting your case before city officials and a
crowd of interested citizens without acting and sounding like a civil engineer
is a real ace card to hold.

Three Most Common Pitfalls with Civil Engineers

1. Delivering in a timely manner.
2. Plans that do not have sufficient detail to match the existing utilities.
3.Plans that fail to adequately take into consideration the property’s
topography as it relates to water retention and drainage.
Overcome these problems by holding your civil engineers to
incentivized timeta- bles and have your engineer, architect, and your
contractor review the drawings with all those involved in advance.

PROfESSIONAl SURvEYOR
We’ve all seen surveyors standing in the middle of the street, gazing through
their transits and taking measurements of the ground. This information is pre-
cisely what makes property owners and lenders sleep well at night, knowing
that the properties they are considering during the due diligence phase are all
that they have been stated to be. And best of all, they report this information
with a very official document that bears all the appropriate seals and certifica-
tions. It’s the real deal, and it becomes a matter of public record.
So what exactly are surveyors looking for, and looking at, through those
tiny site scopes? When it comes to most projects, they are confirming or
establishing the following:
• Easements. The surveyor is designating or verifying the access into and out
of the property.
• Dimension and Location of Property. The surveyor is looking at and
marking the property lines to determine the property’s exact size and
location in re- spect to other properties.
4 THE REAL BOOK OF REAL

• Encroachments. The surveyor is looking at the property lines and

determin- ing if any structures belonging to another party are within your
property line . . . or yours within theirs. This can affect the appraised value
of a prop- erty and cost money to remediate.
• Location of All Buildings and Improvements. The surveyor is determining
the exact placement of all buildings and improvements within the land
parcel to assert that they are placed as specified and that they are within
the con- straints of local building codes.
• Nonvehicular Access. The surveyor is determining the exact placement of
any nonvehicular access easements like pedestrian walkways that may
exist on the property. These can impact building improvement and building
place- ment plans.
• Traffic Calming Measures. The surveyor is looking at and indicating or plan-
ning the location of traffic-calming improvements such as speed humps,
me- dian plantings, etc., that slow traffic and improve the environment for
residents, pedestrians, and bicyclists.

Of course, every project dictates what your surveyor will need to do, and
ev- ery piece of land brings its own unique needs, too. In the mountainous,
boulder- ridden terrain of Arizona—a state with strict laws related to
indigenous plants and natural formations—surveyors indicate the location of
every giant saguaro cactus, every palo verde tree, and any rock outcroppings
that are to be preserved as natural space.
Ultimately, your title company and the surveyors themselves do not want
there to be any gaps between adjacent properties. There are a lot of reasons
for this when you think about it. One is ownership. Who is responsible to care
and maintain the gap area? A second is liability. Are both owners, one or
neither, re- sponsible for a mishap that may take place in between property
lines?
Another is property value. It can be really expensive to buy a small piece of
land that your project may need in order to be compliant with development
re- quirements related to setbacks, ingress, and egress, etc. Remember, just
because you may need additional land to complete your project does not mean
that your neighbor has to sell it to you.

HAzARdOUS SUBSTANCE SITE ASSESSMENT ENgINEER

This is a professional you want to bring on very early in the due diligence
process because if he or she finds there are hazardous substances on the
property, you
ROBERT 4

may want to rethink everything. Your lenders will strongly advise and may
even insist upon it. You simply must know the status of the property in terms
of haz- ardous substances. There have been too many cases where—and these
are the worst kind—entire housing developments have been built in areas
that were later found to be toxic. Love Canal in New York is one of them. Cases
that are far less dramatic, but still incredibly expensive, are those where a
hazard exists but can be remediated. You never want to find yourself
responsible for the first sce- nario; it is actually quite difficult, given the law
and requirements for develop- ment and redevelopment today. But in the
event of the second case, which is more likely to occur, at least know what
kind of remediation costs you are in for. When selecting an environmental
engineer, begin by finding one who is fully accredited in the field. Having a
trustworthy relationship with your mortgage banking professional is also key.
The mortgage banker will know which envi- ronmental engineers are
responsive and familiar with the reporting require- ments of a broad
spectrum of lenders. The lender may have a list of preferred providers that
may at times take selection out of the borrower’s hands. It is also important
that while your environmental engineer is thorough so as to identify actual
existing recognized environmental conditions, he does not create un-
necessary work by requiring more expensive Phase II reports.
During due diligence, you must contract what is called a Phase I hazardous
substance site contamination study. Among the many things the inspector looks
at, he or she will perform a visual assessment of the site and surrounding
prop- erties; interview the owner, neighbors, occupants; and take a look at the
site’s history. The goal is to determine if any hazardous materials were ever
manu- factured, stored, or dumped there. At this stage the inspector doesn’t
take any samples.
Ideally, you will receive a clean Phase I report and not need any additional
testing or a Phase II study in which the inspector takes samples of the discov-
ered hazardous materials. This process can be costly and time-consuming be-
cause sometimes just getting the “samples” requires excavation and core
drillings.
Interestingly, certain entities in the chain of title may have remediation re-
sponsibility should hazardous materials be found. In addition, they have a dis-
closure responsibility should they know of these hazards during the due
diligence period. Lenders obviously are looking for a clean Phase I report so
that there is no drag on their ability to seize collateral and liquidate, should
the need arise. This action usually requires stepping into the chain of title, and
it’s best if there are no obstacles due to a history of hazardous materials
liability.
4 THE REAL BOOK OF REAL

Recently, engineers to prepare Phase I and II reports have sought to limit

the amount of their liability to property owners by having their engagement
letter or contract specify that damages are limited to the amount of fees paid
to the engineer. Obviously, limitations of this nature do not afford the
property owner the benefit intended when a professional engineer was hired
to conduct the Phase I or II investigation and report.

ESCROW OffICER/TITlE AgENT

The more real estate deals you do, the more you will get to know your escrow
officer/title agent. This person acts as a neutral party who is attempting to
carry out the express written instructions of the buyer, the seller, the
lender(s), and in some cases the real estate brokers. They review and verify all
documents and pass the documents along with the funds between the
appropriate parties in the transaction. They are there at closing.
Again, my approach to this chapter is from a legal perspective. Where I
have seen issues relating to this area is in title insurance. It is the title agent
who is- sues the title insurance policy. Title insurance is insurance covering
the past because it protects only against losses arising from events that
occurred prior to the date of the policy. Coverage ends on the day the policy is
issued and ex- tends backward in time for an indefinite period. This is in
marked contrast to property or life insurance, which protect against losses
resulting from events that occur after the policy is issued, for a specified
period into the future. A Title policy protects property owners and lenders
from monetary losses that could result from ownership of a property’s title,
which may include fraud, liens against the property, or errors missed during
the title search. Title insurance does not prevent loss of marketability due to a
title claim, and that is important to know if you are going to assume
ownership of a property.
In other words, a title insurance policy does not obligate the title insurance
company to make corrections to your property’s title if a problem is
discovered; rather it simply provides a basis to receive monetary
compensation for your loss at a maximum level specified by the title policy
limits.
I am frequently surprised by a real estate investor’s willingness to accept a
title company’s offer to “insure over” a known risk because the title insurance
does not cure the apparent defect in the title; which may come back to haunt
the property owner in the future.
The policy covers only the amount of the loan, so the policy’s cost is based
on this amount. It is best to obtain both a lender and owner’s policy. The
coverage
ROBERT 4

extended to the owner is usually referred to as the ALTA policy, which must
be based in part on a survey.
The talent associated with escrow and title officers varies widely. For that
reason it is important to know who we are dealing with and their approach to
solving problems. An effective escrow agent anticipates the demand of the
transaction for all parties and is proactive. I am very loyal to escrow and title
officers who I know have the capacity to close complex transactions in a
timely manner. Unfortunately, I had to kiss a few toads in order to find folks
who are keepers!

MORTgAgE BROKER
Selecting your mortgage broker is one of the most important decisions you
will make. You want to find a mortgage broker, who like the architect you
choose, specializes in your area of investment. You may not know this, but the
brokerage industry is a specialty business, and few brokers possess the
expertise needed to service all areas of the lending arena. I want a broker who
is well versed in not only the execution of the loan but also very in touch with
the local trends. If your proposed project is not well suited to the market, your
mortgage broker should tell you outright or will facilitate the market telling
you. Either way, you’ll know because the process will be arduous and most
likely not well re- ceived by lenders.
Almost anything can trigger lending difficulties. Perhaps the proposed proj-
ect isn’t right for the location. Or maybe the location is right, but the timing
isn’t right for the project. Sometimes the lender will raise flags because the
plan and proposed product didn’t go through enough feasibility studies or a
satisfactory amount of market research to ensure the project is on target. Any
investor who comes to a mortgage broker without having done his or her
home- work and as a result made the proper adjustments to the plan and
design will find the underwriting will stall, and a loan will be next to
impossible to attain. That’s a failure by the investor.
A failure on the mortgage broker’s side can happen, too. A good mortgage
broker should guide you to the most appropriate lending vehicle and steer
you clear of the ones that are not in your best interest. Too often I have seen
or heard of mismatches between a product and the type of loan terms, even
when the product has qualified for that kind of loan. A mismatch can impact a
lot of things, not the least of which is the pro forma of the property. It can also
con- tribute to reduced profitability. And loan vehicles such as city, local, and
federal
4 THE REAL BOOK OF REAL

funding have stringent requirements so their cost-benefit is questionable,

unless the fit is just right. Your mortgage broker should be very clear about
every loan term so you can take full advantage of them and avoid the pitfalls. If
there is something you don’t understand, do whatever it takes to clarify it.
You also should ask your mortgage broker what they know about tax credit,
HUD financing, and related agencies, and ask them to relate to you the advan-
tages and disadvantages of these financing vehicles. Experience with them in
addition to knowledge about them is a real advantage. The last thing you want
is a mortgage broker who is learning on the job with your project. Look for a
seasoned veteran.
In the absence of a good mortgage broker partner, some real estate attorneys—
I am one of them—also specialize in obtaining the most favorable financing
ve- hicles available. It is a service we provide, and I am sure we are not alone.
Given that your attorney is looking out for your best interest, he or she will
analyze the loan for more than just interest rates and amortization schedules.
He or she will read the fine print and the finer points to discover any possible
ways a loan, be- cause of its terms, could come back to bite you years later.

INSURANCE AgENT
I won’t go into big detail on this one except to make a few points. Have an in-
surance agent who specializes in real estate and development early on in the
process to avoid easily avoidable pitfalls. The lender generally has the specific
coverage required for your transaction. You should be able to rely on your in-
surance broker to easily interpret the requirements and deliver an insurance
certificate covering the same within twenty-four hours.
Over the years, as lending has become more oriented to packaging loans for
sale in the secondary market, lenders have dictated the types of insurance that
must be obtained, as well as the limits that they believe to be appropriate.
Your insurance agent should be able to provide you additional insight with
respect to the suitability of the proposed forms of coverage applicability of the
proposed limits.
There are probably entire agencies in your city or town that offer mostly
real estate, construction, and development insurance. There are a number of
things, based on your project, that will require insurance of one sort or
another. Insur- ance is all about risk management and the question becomes
how much risk you want to assume versus if you should pay a premium to
have someone else assume it. If you know in advance the type of insurance
you will need, you can
ROBERT 4

factor it into your project budget and determine if the project is feasible and
will deliver a solid return with these added costs. If it won’t, then you may
want to reconsider the project entirely.

1031 ExCHANgE INTERMEdIARY

Every time a client presents me with an opportunity to participate in an IRC
Section 1031 transaction, I insist that he or she had his or her accountants run
the numbers to determine the effect of paying the taxes versus deferring the
tax with an exchange. From my vantage point, the tax savings do not replace
the need for a strong real estate transaction for the replacement property. I
be- lieve you make money buying real estate; which is best demonstrated
when you sell real estate.
Many times, investors are working on a project that will be part of a 1031
Ex- change. There’s an entire chapter in this book about exchanges, but in a
nutshell, a 1031 Exchange occurs when you sell one property and purchase
another prop- erty under the tax code 1031 and minimize or avoid paying
taxes on the gain. Anytime a 1031 Exchange is involved, you should have a
qualified intermediary execute it. The reason is simple. If there is any misstep
with the procedures of the exchange, you will not qualify and you will end up
paying the taxes you were trying to avoid.
You want to know exactly how much the tax is and weigh the pros and cons
of the exchange. A good test in my opinion, is asking yourself whether or not
you would go forward with the transaction if an exchange was not involved. In
other words, would you still consider this opportunity a good investment?
Even if you answer yes to this question, I always make sure my client has
discussed the exchange with me and his or her tax advisor so the entire plan
can be viewed in light of the investor’s bigger financial picture.
There are also nontax reasons for exchanges. Here are a few that you may
not have considered:
• Exchange from fully depreciated property to a higher value property that
can be depreciated.
• Exchange from non-income-producing raw land to improved property to
create cash flow.
• Exchange to meet location requirements.
• Exchange from a larger property to several smaller properties, used to
divide an estate among several heirs or for retirement reasons.
5 THE REAL BOOK OF REAL

• Exchange from a tenants-in-common interest in one property to a fee

interest in another property.
So what do you look for in a qualified intermediary? Exchangors must feel
confident that exchange funds will be safe and available for the successful con-
clusion of their exchange. It is best to hire a qualified intermediary that, first,
comes highly recommended by other real estate investors. You should also do
your own due diligence to determine how the intermediary is investing funds
it has on hand. Recently, a large intermediary was unable to fulfill its funding
obligations because it had invested the bulk of its funds in auction rate securi-
ties, which became illiquid overnight! If you cannot understand the nature of
the intermediary’s underlying investments, then you should not let the inter-
mediary hold your money!
Second, be sure to obtain a written guarantee for the exchange of funds.
And, finally, verify that the qualified intermediary has fidelity bond coverage,
prefer- ably in the amount of $100 million professional liability insurance and
employee theft and dishonesty coverage.

GENERAl CONTRACTORS
Nearly all real estate projects involve some construction or renovation. And
for that reason, having a general contractor run the show is a good idea.
Unless you are a general contractor yourself, you should never attempt to
manage your own construction, no matter how well you think you can do it. If
you are an in- vestor, remain an investor.
It should almost go without saying that you want to be very careful which
contractor you choose. Your decision will greatly impact the quality of your
project. You can get excellent referrals from your architect who may even rec-
ommend one particular contractor. And if you have selected the right
insurance agency in your city or town, the one that specializes in construction
and does the bond work for all the contractors in town, you will be able to get
some solid referrals from them as well. Other than that, you can ask your
attorney, mortgage brokers, lender, and look around town at the projects that
are currently under- way. That will give you a good idea of which companies
are the most reputable. No matter how tempting it is to go cheap and hire a
small-time player for your “small job,” it is never a good idea to hire any
contractor who isn’t licensed and insured. As an attorney, I will never allow
my clients to assume the astro- nomical risks that they are assuming when
working with a contractor or any
trades person who is not licensed and insured.
ROBERT 5

I think it is always a good idea to determine whether or not the general con-
tractor can obtain a performance and payment bond. If you learn that the gen-
eral contractor is unable to obtain a performance and payment bond, you
should find out exactly why that is the case. If the general contractor is
involved in its own development activities, bonding companies will frequently
shy away from the risk. However, if the general contractor is not involved in
development, then bonding companies should be more inclined to underwrite
the risk asso- ciated with the general contractor’s affairs. If a performance and
payment bond is obtained, the general contractor will pass the cost on to the
developer, which may be significant.
Your general contractor is responsible for carrying out the design plans to
the letter, and for managing the trade contractors (subcontractors) who will
actually do the work. General contractors seldom actually perform any of the
trades themselves; they are simply very experienced project managers who
know the process of construction and know the people and the companies
that will get the work done. Pick a good contractor and you elevate your
chances of having good trades people working on your project. You should
look for general contractors who pay their subcontractors and material men
in a timely manner and have a systematized manner of obtaining all of the
required lien releases. Too often, general contractors who are struggling look
to use subcontractors and material men as a form of working capital financing,
as a result of the gen- eral contractor’s failure to pay them in a timely manner.
Ask for a list of refer- ences who are subcontractors from various trades and
material men from various product lines.
How do you know you have a good contractor? First of all, look at their pre-
vious projects. Walk through them. Is the quality up to your standards of
excel- lence? You can tell by looking at finishes and details. If the details are
shoddy, one can only assume what lies behind the walls hidden from view
isn’t much better. Second, and perhaps even more important, is ask the
tradespeople. Does the contractor pay them on time, or is the company always
running way behind on payment? This could be a sign of cash flow problems.
Stay as far clear of that as you can. What you don’t want is to have
construction loan draws that are meant to be buying your building materials
going to pay off an old debt on an- other project.
And speaking of money, building costs—like anything else—can start out in
one solar system and end up in a completely differently galaxy if not closely
managed right from the time of the initial estimate. To set a price, you’ll need a
5 THE REAL BOOK OF REAL

clearly defined budget, a clearly defined scope of work, and a clearly defined
schedule.
From my vantage point, I believe that folks starting out in development
should look to work with established general contractors who have obtained a
performance or payment bond for the project. The additional costs associated
with the performance and payment bond are substantially less than the poten-
tial downside.

Construction Risks That Can Cost You Money

s an attorney, I’m always concerned about risks, so here are a few that I have

A
encountered, which you’ll want to keep within your field of view. It will save you money.
Poorly defined separation of functions between architect, engineer, and contractor.
Scope creep that causes a small project to become a big one based on change orders.
Project acceleration. This may be done as a way to provide an incentive for your contrac
Poor working relationships between parties that cause a lack of collaboration and
inefficiencies.

Keeping your contractors happy is pretty easy. Mostly what they want is to
be paid on time. They, in turn, have subcontractors to pay and paying them on
time keeps their tradespeople happy. Pay on time and you have a happy worksite.
Contractors also tend to take great pride in the work that they do and feel a
great sense of accomplishment bringing a building out of the ground. And, fi-
nally, they value their relationships with owners, designers, and
subcontractors. Work as a team, keeping all these things in good standing, and
you’ll have a general contractor who will become a valued asset to your real
estate investment business.
You can learn more about contractors in Chapter 4, in which Ross McCallis-
ter talks about profits from the ground up.
ROBERT 5

A FEW FINAl WORdS

Any real estate project is all about minimizing financial risk, time risk, design
risk, and quality risk. It’s about choosing the right people to help you achieve
this and working collaboratively all along the way. If you are the type of
person who seems to foster adversarial relationships, this will be difficult.
That’s not to say that there won’t be times when being tough will be required.
There most definitely will be.
You’ll find as you go from simple projects to the more complex that your
team will have to function at a higher level with greater cooperation and
problem- solving abilities. In all instances, and with every project—big or small
—that you do, have a good attorney looking out for your interests. Find the
best one you can, and let him or her do the job you deserve.

Charles W. Lotzar is founder of the Lotzar Law Firm, P.C., a

diversified practice with representation of clients in
commercial and real estate transactions, low-income housing,
tax credit financings, administrative proceedings, and various
forms of tax-exempt and taxable bond financ- ings. A former
senior partner in the national law firm, Kutak Rock LLP,
Lotzar is involved in all phases of real estate development,
including debt and equity financing. He has extensive experience in dealing with
public contracts and issues related to public officials, and he has been involved in
bond financings that have an aggregate value in excess of $5 billion.
5 THE REAL BOOK OF REAL

Wayne PALMER 3

The Way to Exotic Wealth

W ayne Palmer is an artist and a creative genius. However, his creativity is

not seen in a painting or heard in the harmony of a song. Wayne’s
creative
genius comes from seeing what cannot be seen: putting a deal together out of
the invisible and creating a financial masterpiece.
Wayne is really an alchemist, taking different disciplines such law, taxes, mar-
keting, and design and transforming them into exceptional real estate
investments. In other words, it is not the building or the raw land that is the
investment. It is the ability to create value out of the elements and forces that
surround real estate that gives Wayne his advantage.
Wayne’s mastery of creative financing can’t be fully described; it must be
expe- rienced. As you study Wayne’s three chapters in this book, you’ll begin to
see what I mean by that. You’ll begin to understand the difference between
Wayne and the rest of the world. Wayne can see a way to make a deal work in
less time than it takes most people to pick up a pen and sign their name. And his
often simple solu- tions to financing problems will leave you asking, “Why didn’t
I think of that?” He has a rare gift that maybe he was born with, and that his
lifetime of experience as a real estate developer, certified real estate note
appraiser, certified cash flow mas- ter broker, and licensed continuing education
provider has certainly honed. Wayne is one of kind, and he presents to anyone
reading this book an opportunity to see the world of finance in a way that you’ve
never seen it before.
53
5 THE REAL BOOK OF REAL

Wayne is a man I trust. If a person is going to be creative, it is imperative that

he or she holds him or herself to the highest of legal, ethical, and moral
standards, which is Wayne’s true strong suit. While he is always pleasant,
enthusiastic, and speaks with a smile, his graciousness does not interfere with his
straightforward candor. He will tell you what he thinks, even if it means saying
that he thinks the deal stinks or that the person representing it is either
incompetent or of shady character.
The beauty and power of real estate investing is found in the scope of
creativity each property affords the investor. Whenever I am at a dead end,
brain dead, and in need of a shot of creativity, Wayne is the person I call.
—ROBeRT KIyOsAKI

I sat staring at the envelope with the anticipation of a youngster on

Christmas morning. Seeing the title company logo, I had a pretty good idea
of what was inside. After months of patient teamwork, the escrow had finally
closed. It had required our best collective skills to complete the transaction. I
felt a vi- bration that I knew was part steel on paper and part the tingle of
adrenaline as the letter opener glided through the cotton bond. I carefully
reached in and re- moved a single document and unfolded it. It was a proceeds
check made payable
to my company for $1,175,206.16.
As I paused to savor the victory, my mind wandered back over my thirty
years in real estate. How had we come so far? I remembered days in the
distant past when lunch money was hard to come by. What was so different
about then compared to now? Why was it so relatively easy today to make a
million dollars on a single transaction while it had sometimes seemed so
difficult to make a living years ago? As I breathed in the magnitude of the
moment, one word came to mind, and it wasn’t the economy or boom times or
anything about having more money. It was simple: formulas.
The word “formula” is rarely used in the real estate industry. We hear about
formulas in math and chemistry, but not in real estate. What could a cluster of
numerals and digits, strung together with mathematical operatives, possibly
have to do with making money? I smiled at the thought, realizing how few
peo- ple in real estate understand the power of one good formula. I noticed a
wave of gratitude flood over me. I felt so lucky to know the formula that had
proven to be worth a million dollars.
ROBERT 5

TIP What could a cluster of numerals and digits, strung together with
math- ematical operatives, possibly have to do with making
money?
A Harvard friend once explained to me that certain truths are too big and
too powerful to express, except in the language of mathematics. Even Einstein
and his fellow physicist couldn’t explain the nature of our universe with mere
words, only with equations. Formulas allow us to identify, condense, and use
chunks of information that would otherwise be too big to manage.
As I held a $1 million check in my hand, I thought about all that had led up
to receiving it. If I were to write a formula to express how that had happened,
what would it be? I put the check down on my desk where I could glance at it,
and just for fun, I picked up a pad and pen to see if I could create a formula
that captured the key elements. Since I didn’t major in math, I didn’t intend to
come up with anything of cosmic significance. I just wanted to know if there
was a way to boil it down to one simple and concise expression. After a few
failed at- tempts, scratch-outs, and rearrangements, I looked at what I had
scrawled on the paper with a strange sense of satisfaction.
W = ( XO (T+E) ) / K
Yes! That was it! My entire career summarized in one inch or less. All of the
study, all of the acquired skills, all of the systems I had learned to operate
within the “big system” we call real estate were included. I knew I was on to
something. I could see that if I could put the essence of my formula in writing,
others could save years of struggle by applying the same principles to build
their own wealth. That is what I set out to do!
So what exactly does the formula mean?

TIP [W] WEALTH equals [X] EXCHANGE multiplied by [O]

OPPORTUNITY multiplied by the sum of [T] TALENT plus [E] EQUITY
divided by [K] SPEED/TIME.

Let’s look at what each of these variables mean.

W “WEAlTH”
What is it? The word clearly has different meanings for different people.
Tabloids provide ample examples of the fabulously rich and famous who often
appear to live miserable lives in spite of their money. On the other end of the
5 THE REAL BOOK OF REAL

spectrum, I have seen those who barely survive economically but who seem
blissfully happy. True wealth, it would seem, is not only about cash in the
bank, although most definitions of wealth do include a certain amount of
money. I know my own definition of wealth has evolved over time to include
freedom, good health, peace of mind, happy relationships, education,
recreation, and the ability to serve others. However, for purposes of this
chapter and this book, my formula—W = (XO (T+E)) / K—focuses primarily
on monetary wealth.
I define monetary wealth as assets that generate enough cash flow to sustain
my chosen lifestyle indefinitely, with minimal time and effort required on my
part to manage them. In Rich Dad terms, it is getting out of the rat race. Wealth
is an end result, just like the million-dollar check was the end result of one
transac- tion. Becoming wealthy is an overarching goal of the game of
business.
I have concluded that one of the great gifts of living in a free society is that
everyone has the right to choose what works best for them and how much
wealth is enough.

X “EXCHANgE”
Whenever an economic transaction occurs, there is an eXchange of value that
takes place. In ancient barter- or commodity-based economies, a cow may
have been traded for several bushels of wheat. Milk was traded for eggs.
Chickens were traded for hogs, etc. In each of these transactions, it is easy to
see the sym- metry of the exchange. In currency-based economies, we trade
money for goods and services. Regardless, if we look past the symbols of
value, such as the ani- mals or the coins, we can see that something else is
actually being exchanged. What is the “something else”?
It has been said that energy is everything and everything is energy. With
modern scientific tools, such as electron microscopes, we have learned that
things are not what they appear to be. What appears to be solid is actually a
mass of atoms that each has electrons swirling around the nucleus at
astonishing speeds. Each atom that makes up any substance on earth is pure
energy. There is relatively as much space between the nucleus and the
electrons of the average atom as there is between the earth and the sun. What
we see as solid isn’t solid at all. We only perceive it as such.
Our perceptions about money are much the same. We have come to think of
it as real wealth, but is it real, or is it only the symbol of the energy that consti-
tutes real wealth? I would suggest that the real wealth, or value, that is ex-
changed in any economic transaction—the “something else”—is not the
money
ROBERT 5

but the energy that the exchange of the money causes to move from one place
to another. If I use my money to buy oil, it is not the oil that I want but the
energy contained in the oil that has value to me. If I exchange my money for
food, the value isn’t in the food itself but in its ability to provide me with
physical energy and perhaps some pleasure in the eating.
The X in our formula represents the eXchange of energy that takes place in
a transaction. There are elements of both quantity and quality to each of these
exchanges. The element of quantity is easy to see. I pay $2 for a loaf of bread,
$3 for a gallon of milk, $4 for a gallon of gas, or $6 for a pound of fish. The
aspect of quality is a bit trickier.
Left to its own devices, nature always returns to balance. In the deserts of
the Western United States, we have lots of rabbits. From time to time, the pop-
ulation of rabbits may increase to the point that they overrun their habitat. In
response, nature produces only enough food in the habitat for so many
rabbits, and so the weakest starve and die. Or, the coyotes in surrounding areas
discover that rabbits are plentiful and come to dine on the bounteous bunnies.
As human beings, we have the opportunity to rise above the random and
seemingly violent balancing that’s found in nature, by committing ourselves to
balancing the en- ergy of our transactions right up front. This is where the
quality of the exchange comes into play. If I make sure that I give full value, or
in other words, a full measure of energy, in each transaction to which I am a
party, I harness the power of nature in providing perpetual abundance. Nature
is inherently abun- dant when balance is maintained.
So, for purposes of our formula, a fair exchange of energy is simply to con-
sciously give something equal to or greater in value than what one receives. It
is a living commitment to the principle of win/win. It is taking pride in the
quality of one’s contribution. If I give at least as much as I want to receive, na-
ture will balance the scales by seeing that I get full measure in return. If I give
extra, I create a vacuum and nature rushes to fill a vacuum, so I set myself up
to receive a greater portion. Once this principle of energy eXhange is
understood and followed, there can no longer be any lack of any kind. Natural
law will see to that.

O “OPPORTUNITY”
Oh, say, can you see? “America is [still] the land of opportunity.” In my
opinion, this statement is actually truer today than it has ever been. If anyone
doubts its validity, I invite them to observe the accomplishments of people
immigrating
5 THE REAL BOOK OF REAL

to the United States. They typically come to America with little money, lacking
in language skills, and having no background about how Americans do things.
Yet, many immigrants build successful businesses, buy nice homes, and end up
sending their children to the best schools available, all within a fifteen-to
twenty-year period. They seize opportunities and acquire wealth that forever
changes their economic standing.

TIP “America is [still] the land of opportunity.” In my

opinion, this statement is actually truer today than it has
ever been.
.........................................................................
However,
I don’t believe America is the only land of opportunity.

However, I don’t believe America is the only land of opportunity. Through

my travels, studies, and friends, I see tremendous entrepreneurial possibilities
in every capitalist country in the world. It is a matter of clear vision and of
train- ing ourselves to see things as they are, not as they once were, or as we
hope they might be.
I would ask this of anyone doubting the quality of today’s opportunities:
Are you willing to work as hard, study as long, and sacrifice as much as the
immi- grants that come to this country do? I think it is an important question
because those newcomers are today’s competitors, just as the ancestors of
most Ameri- cans were the newcomers competing for opportunities when
they passed through Boston Harbor or Ellis Island. I have no patience for
those who stand around whining about things, instead of harvesting the
opportunities that are everywhere to be found. Some may cite economic
downturns as evidence that the good days are gone. To the contrary, times of
economic turbulence may ar- guably provide greater opportunities to build
wealth even faster.
I trust in Buckminster Fuller’s concept of “ephemeralization,” which para-
phrased is to progressively do more with less, faster. The technological
revolu- tion we are part of gives us incredible competitive capability and
leaves us without excuse. Yes, many things are different now than they were
generations ago and may be even more difficult in some ways. However, given
all of the ad- vantages we have that our ancestors lacked, I believe we still
have the edge. I know I wouldn’t want to trade places with them.
Think about the leverage inherent in just a few of our modern conveniences:
Air travel. More than once, I have left Europe in the morning and arrived
home in the Rocky Mountains by nightfall, traveling in the comfort of kings. It
took my ancestors months of sacrifice and peril to make the same journey by
ship.
ROBERT 5

Cell phones. I am able to talk to anyone from almost anywhere, at minimal

ex- pense. I remember the days when I had to get back to my office before I
could re- turn calls, act on a thought, or solve a critical problem. Now I can
make use of drive time, down time, and spare time as it occurs, with the
greatest convenience. Word-processing software. Decades ago, what
constituted a workforce of several secretaries in an office of several hundred
square feet is now the size of a book and sits comfortably on my lap. My PC
gives me word processing ca- pacity with instant correction, printing,
graphics, and even video and sound, if desired. It even surpasses the capacity
of entire publishing companies of an-
other era.
Electronic document transfer. When I first started in real estate (1976) there
were no fax machines. I put fifty thousand miles a year on my car, just chasing
down signatures on documents and delivering them to mortgage companies,
title companies, clients, etc. Now I can send a fully executed copy to everyone
simultaneously, without ever leaving my desk and without using a single sheet
of paper or a thimbleful of gasoline.
The Internet. It is difficult to begin to estimate the value of so much infor-
mation at one’s fingertips. The physical equivalent of the electronic
information available on the Internet today would obviously fill the world’s
libraries and require a staff of several thousand to retrieve when needed. Even
then, it would be impossible to match the speeds at which such information is
delivered to my computer screen. It is as though all of the knowledge in the
world is just a click away. How could our forbearers compete with that?
Consider how only these few tools multiply a person’s time, especially
when you consider the time, effort, and knowledge it would take to physically
repro- duce the results one can achieve by using these spectacular tools. We
truly live in a time of marvelous opportunities.
As I see it, the biggest challenge in real estate today is to sort through the
hundreds of opportunities that are constantly available to determine which
ones are the best and which ones truly warrant the allocation of precious time,
talent, and capital. My only frustration with “opportunity” is that I cannot pos-
sibly invest in all of the good deals I see.
Since opportunity is all around us and the challenge is to sort through the
many to find the fabulous few, I believe the most important aspect of the “O” is
to become skilled at analyzing opportunity. While this book is full of powerful
ideas on how to do just that, here are my basic guidelines in the form of ten
ques- tions. (Yes, we literally put every deal through the “Ten Questions”
routine!)
6 THE REAL BOOK OF REAL

Wayne’s Opportunity Filter—Ten

Questions
1. Is the project in harmony with our major goals and purposes?
2.Are the people involved of good character, and will we likely enjoy
working with them?
3.Does the project make sense as explained?
4. Does it promise returns equal to, or better than, our target rates?
5.Do we have, or can we hire, the skill required to successfully complete the
project?
6. Do we have, or can we get, the capital needed?
7. Do we have the time to successfully oversee the project?
8. Does it provide at least three acceptable exit strategies?
9.Can we live with the worst case scenario, and is it within our risk profile?

We call this our Opportunity Filter. If we are satisfied with the answers to
these ten questions, we will go to the next step and do in-depth underwriting,
or “due diligence,” as it is called in our industry.
Let’s go back to the million-dollar check mentioned at the beginning of this
chapter and walk through the project that generated it. As background, the
project was a sixty-acre residential development that was only partway
through the entitlement process and was in foreclosure. The owners had
twenty-four hours to cure the default or they would lose the property, their
down payment of nearly $200,000 cash, and more than $3 million in equity.

1. Was the project in harmony with our major goals and purposes? Yes.
We are real estate lenders and developers, and it fit well within our portfolio.
2.Were the people involved of good character, and would we likely enjoy
work- ing with them? Although we had just met them, their references were
positive, and we were willing to give it a go, knowing we could remain lenders
only if we chose to do so.
3.Did the project make sense as explained? Yes, the proposed lots were in high
demand, and the views from the property were exceptional.
4. Did it promise returns equal to, or better than, our target rates? Yes. The
owners were willing to pay our standard hard-money rates.
5.Did we have, or could we hire, the skill to do the project? We saw the
owners to be a bit weak in their ability to complete the project, but they had
plenty of equity to insure their performance. We were content we had the
skills on our team, even if it turned out that they didn’t.
ROBERT 6

6.Did we have the capital required? Yes. We had the money on deposit to make
the loan and knew we could borrow to complete the improvements, if
necessary.
7. Did we have the time to successfully oversee the project? Yes. The
project was close to home and could be spread across our existing staff,
without over- loading anyone.
8.Did it provide at least three acceptable exit strategies? Yes: (a) get paid off
as agreed; (b) complete the project in partnership with the existing owners;
or (c) foreclose on the property and sell it or complete the development
ourselves.
9.Could we live with the worst case scenario, and was it within our risk
profile? The answer turned out to be “No,” because we discovered the
property did not yet have a deeded right of way for access. Although a
contract was in place with the neighbor to provide access, it contained no
deadline for doing so. This was a deal breaker for us. It threw us outside of
our risk profile because we couldn’t get title insurance without deeded access
to the property.
10. Is it a win/win for everyone concerned? No. Because of the problem with
the access, it was not a win for us.

So, how did we solve the problems identified in numbers nine and ten
(above)? We renegotiated the terms of our proposed loan agreement with the
owners. We knew that we had legal grounds for getting the access from the
neighbor. If it took a year longer under the worst case scenario to acquire the
access by litigation, we simply needed a way to be compensated for our added
exposure. Our solution was this: In addition to our loan fees, and as an offset
for our additional risk, the owners agreed to grant us a 35 percent ownership
interest in the property.
It took us ten months to acquire the access, at which time we sold the prop-
erty for a $3.35 million gain. The check in the envelope was our 35 percent
share of the net profit.
Sometimes opportunities must be massaged a bit to discover the real gems
lurking beneath the surface.

(T+E) “THE SUM Of TAlENT ANd EqUITY”

This is the mathematics of synergy. One plus one is greater than two. Talent is
wasted without equity, and equity tends to dissipate without talent. However,
properly combined, T+E equals pure power. While it may be true that it some-
times takes money to make money, my experience tells me that of the two,
talent or equity, talent is somewhat more important in building and
maintaining wealth. For example, who wouldn’t want to have the talent of
6 THE REAL BOOK OF REAL
Warren Buffett managing one’s equities? Of course, Mr. Buffett is not for hire. I
understand it is
ROBERT 6

often difficult to acquire Berkshire Hathaway stock because Buffett’s talent

has proven so exceptional that the current owners rarely sell their shares. I
see that as an undeniable testament to talent. The stock market at large would
throw billions of dollars at Mr. Buffett to have him get the results his talent has
achieved for his investors.
There is an old adage that states, “When money meets experience, the expe-
rience gets the money, and the money gets the experience.” I have found that
money (or equity) will flock to anyone who demonstrates an ability to protect
it and cause it to grow. So, let’s consider the value of talent.

T “TAlENT”
The New Oxford American Dictionary defines talent as aptitude, gift, knack,
technique, ability, expertise, capacity, and faculty; strength, forte, genius, skill,
and artistry.
It is easy to see that Mr. Buffett has all of these elements of talent on his
team. I refer to the Buffett team because in today’s business environment,
things move too fast and are too technical for any individual to successfully
compete against a talented team. I must admit it took me a while to realize this
glaring truth. As a self-employed “S,” within Rich Dad’s CASHFLOW Quadrant®,
I took pride in doing everything myself. I remember the day it finally dawned
on me that others could actually do some things better than I could. An
employee, to whom I had reluctantly delegated a task, not only completed it
ahead of sched- ule, but did it better than I would have done and in a way I
would not have con- sidered. I felt a huge weight lift off of my shoulders as I
realized that it wasn’t all up to me anymore.
Since that glorious day of independence, I have devoted much of my time to
building project teams that consist of the best players I can find. Team
building became the key for my move from the “S” (self employed) to the “B”
(business owner) quadrant (see Robert Kiyosaki’s book, CASHFLOW
Quadrant). The re- sults have been astounding. With an in-house staff of less
than ten people and outsourced “partners” of perhaps another dozen, I am
now able to manage fif- teen companies, nearly six hundred investor accounts,
and as many as twenty projects at a time. It sometimes takes my breath away
to see how productive our team has become. There are weeks when we close
dozens of real estate transactions of one kind or another. I am so proud of my
people for the way they produce and for the pride they take in the quality of
their work.
6 THE REAL BOOK OF REAL

Here is a snapshot of the team we assembled for the “million dollar” closing:

1. The previous owners, who became our partners.

2.My business partner, Reed, is our systems guy. I believe every team must
have Reed’s equivalent to truly excel. He takes care of all of the details re-
quired to run our businesses, such as communication systems, information
systems, and personnel systems. The genius of his systems organizes our
staff to handle every detail of every project and to respond to otherwise im-
possible deadlines.
3.My support staff, including our receptionist, Lindsey, my administrative as-
sistant, Johanne, Renee who runs our document department, Lincoln, who
operates our real estate company, Julie, Dan and Victor in accounting and
Lila, our file clerk.
4. Our private investor clients, who, in part, provide the capital we use to fund
our loans and acquisitions.
5.Civil engineers to design the proposed subdivision, roads, and utility systems.
6.Lawyers to advise, to draft documents, and to litigate if necessary to secure
the needed right of way.
7. Accountants to keep accurate records, establish budgets, and give tax
guidance.
8.Title officers to work through issues of boundary lines, easements, legal de-
scriptions, and in resolving the right-of-way issue.
9.City officials, who worked with us to approve our proposed development
and who helped formalize the needed right of way.
Each potential investment requires unique talent. I encourage you to learn
what is needed for a given project and build a team made up of those who
have spent their lives honing exceptional, fundamental skills that qualify them
to be part of your team. I don’t know who plays on Mr. Buffett’s team, but I
would wager with confidence that they are people of outrageous talent. After
proving the talent of your team, and with a few wins to your record, you, too,
should find it relatively easy to attract all of the equity you need to become
wealthy.

E “EqUITY”
Definition: value, worth; ownership, rights, and proprietorship (New Oxford
American Dictionary)
Having said that equity is perishable without talent, let me now say that eq-
uity is everything when financing real estate—once one has the talent to
activate
ROBERT 6

the equity. Equity leads to net worth on your balance sheet. Equity is the
symbol of entrepreneurial wealth. Equity is capital, and understanding the role
of equity is a key to raising capital.
I also view equity as paper wealth. Currency is paper. Stock shares are
paper. In real estate, the difference between the value of the property and the
debt on the property is paper equity. Mortgages are paper assets for those
who own the notes and have the rights to receive the payments made by
borrowers.
There are two segments of the real estate business where I have learned to
use equity in unique ways to achieve outstanding results.
The first is using equity as a tool in the “equity marketing” arena covered in
Chapter 22 and the second is real estate paper, or private mortgages. In each
of these realms, equity is applied in specific formulas to accelerate the
accumula- tion of personal wealth.
Let’s look at the second part of equity—the private paper portion. Private
mortgage paper is created by converting the seller’s equity into financing for
the buyer. A private note comes into existence when a seller “carries back,” or
in other words, loans equity to a buyer in the form of seller financing or when
an owner pledges equity as collateral for money loaned against the property.
Since all seller equity is capital, under our definition, seller equity provides
one of the most convenient and effective sources of financing for the purchase
of the seller’s property. Think about it: all seller equity is part of a huge pool of
potential financing for the building of your portfolio. Once you know how to
use seller financing, it is like having a pre-approved credit line for millions of
dollars just waiting to be tapped.
When I purchase real estate, I have trained myself to look to the seller’s eq-
uity first and foremost for financing. In the overwhelming majority of the
prop- erties we have bought over the years, seller financing played some role.
Even in the best of markets, when bank financing is plentiful, I prefer to use
private fi- nancing, for many reasons.

THe BenefITs Of PRIVATe FINANCINg—FOR THe BUyeR

1. Negotiable. Whereas banks and mortgage companies usually dictate the
terms of their loans, a private note can include any clause the buyer and
seller might agree to, such as lower interest rates, alternative collateral, ir-
regular payment schedules to match income fluctuations, and payments
tied to the performance of the property or project, to name a few.
2.Always available. Lending goes in cycles, and supplies of mortgage money
sometimes dry up. Private financing is always available because there is
con- stant equity in certain properties in the marketplace.
6 THE REAL BOOK OF REAL

3.Not credit driven. Private financing may be available, even if a credit score
is low, income is difficult to verify, or debt ratios are high.
4. No aggregate limit. Once the average borrower has a few loans outstanding,
institutional lenders may restrict further borrowing. There is no set limit to
what a real estate investor can borrow privately.
5.Flexible loan-to-value ratios. Banks and mortgage companies have set
limits on loan-to-value ratios (LTVs), but it is possible to borrow 100
percent of the purchase price of the property from the owner with private
financing.
6.A ship for rough seas. In tough times, institutions have historically been
rigid in their default and foreclosure procedures. When making payments
to a pri- vate party who doesn’t want the property back, it is possible to re-
negotiate terms, extend deadlines, and in general, work together to get
through the storm. Equity is preserved for both parties, and in the process,
creates an- other win/win.

These advantages of private financing for the buyer are clear, but I am often
asked why sellers would carry back. What’s in it for the seller?

BenefITs Of PRIVATe FINANCINg—FOR THe SelleR

1. Providing financing for a buyer in a slow market might make the
property sell quicker.
2.By making it easier for the buyer to qualify for financing, sellers often get a
higher price for the property.
3.A seller carry-back sale is usually considered an installment sale by the IRS,
and any gain on the sale is deferred until the principal portion of the loan is
received. Properly structured, an installment sale can push the tax conse-
quences of the sale many years into the future (See Internal Revenue Code
Section 453i).
4.The seller earns income from the interest portion of the payment. The rates
of interest paid by buyers on private mortgages are usually higher than the
rates paid by banks on certificates of deposit. This means that a seller can
earn more money on a carry-back loan than he or she could by selling the
property for cash and depositing the money in a CD at the bank. This is es-
pecially a boon to sellers who are of retirement age. It is as though they
con- vert their home equity into an annuity of sorts.
5.A private note, properly structured, is legal tender. The seller can borrow
against the note or use it for a down payment on his next property or even
sell it for cash if desired. Selling a note for cash may result in the seller re-
ceiving less than the full face amount of the note.
ROBERT 6

Real Life Story: How Private Financing Can Work for You
s an example, I purchased a condo from a private party who owned the unit

A
free and clear. They agreed to accept a $20,000 down payment and to carry a note of $
paid on the note to maturity.

I trust that now you can see how equity in exchanges and equity in paper,
combined with talent, can turbocharge your investment results. I believe this
is one of the most important benefits of understanding and using wealth for-
mulas. Unless you were born into money or win the lottery, learning how to
harness various forms of equity that currently belongs to someone else, will
likely be your fastest road to riches.
Now, before we get to the last part of the formula, let’s consider what we
have learned so far:
Wealth is our goal—to be wealthy is to get out of the rat race
X stands for the balanced exchange of value and for the context of the real
estate exchange marketplace
O is for opportunity that is all around us, all of the time, just waiting to be
multiplied by the synergy of
Talent plus
Equity

Looking once again at the million-dollar deal, let’s take an inventory of

what we had when the borrowers walked into our office with their problem.
The property owners were about to lose a chunk of Wealth in foreclosure. We
6 THE REAL BOOK OF REAL

were prepared to provide an eXchange of value using our cash and Equity
Marketing formulas. We were presented with an Opportunity to help someone
else solve a problem and to profit by doing so. We had the Talent, and they
had the Equity to provide safety for our capital. It would seem the stars were
all aligned, right? Wrong! There is one more critical element to the formula
that I am convinced makes all the difference in today’s business environment.
I call it the “K” factor.

K “SPEEd/TIME”
In mathematics, a factor is defined as a number or algebraic expression by
which another is exactly divisible (New Oxford American Dictionary). You may
notice that in my wealth formula, the product of everything else is divided by
K. K is the last operation that defines the ultimate sum of the wealth. So what
could possibly be so important as to warrant this key spot? The K is critical to
the equation because to me it represents time multiplied and compressed, as
with the metric system K, which is the symbol for kilo, or one thousand. How
can I do one thousand times more, a thousand times faster? In other words,
SPEED! How much ground can be covered in the least amount of time?
We live in a world where transactional time frames are being condensed
and collapsed by the effects of technology. What once took months to
accomplish now takes seconds or no measurable time at all. When Benjamin
Franklin lived in Paris as the U.S. ambassador to France, he communicated
with his family and government through letters. Those letters took up to six
months to arrive in the United States by boat from Paris. Today telephone, e-
mail, text messaging, and facsimile technologies make such communications
instant. We can some- times do almost everything in almost no time at all. To
compete and succeed today, we must prepare to accomplish ever more in ever
shorter time frames in every way possible.
Even though all of the stars seemed to be aligned in our million dollar deal,
there was one glaring exception. If we couldn’t salvage the owner’s Wealth by
funding the transaction within twenty-four hours, the Opportunity for eX-
change of value would expire, and all of the owner’s Equity would be lost, re-
gardless of how much Talent we had as a team. The key was the need for
speed. Without speed, all else was of no value. Without the K factor,
everything that preceded it in the formula was meaningless. Anything divided
by zero is zero. What was the key to our speed?
ROBERT 6

THE KEYS TO SPEEd

1. Private capital—the money system. Because we control private capital,
there was no need to make a loan application to a bank, order a lengthy
appraisal, wait for a meeting of the loan committee, or wade through the
rivers of red tape surrounding institutional transactions. In short, we were
working in a niche market where their bureaucratic structures knock the
banks out of the box. They simply could not compete with us on the basis of
speed, and our client was indeed in need of speed.
2.Technology—the mechanical system. Under Reed’s direction, our office is
wired with high-speed Internet, and we maintain accounts that connect us
to all kinds of data sources. These allow us to rapidly download title infor-
mation, zoning maps, tax rolls, market information, property histories,
satel- lite photos, and demographic data pertinent to our decision-making
processes. We can access much of this information instantly or
communicate very quickly with others who may be in possession of
electronic versions of the data that can be instantly forwarded to us. We
can build a loan file in a matter of hours instead of weeks.
3.Talent—the training system. Our staff has a broad scope of talents and
disci- plines necessary to gather and process information, create
documents, com- municate with vested parties, and support all others
involved in the process. We work as a team. We function as a whole, slicing
and dicing the workload and delivering the intended results in dramatically
condensed time frames.
4. Relationships—the people system. We consciously invest in people. We do
all we can on a day-to-day basis to treat others as we would like to be
treated. We make every effort to accommodate others when called upon.
We have an absolute rule in our businesses that requires telling the truth
and keeping our word to everyone at all times. By making this investment
in others, we find that they are there for us when we have a need for speed
and they readily respond to our requests. We see these people as
extensions of our team’s tal- ent and resources. Our network of connected
people is one of our greatest assets. We also have an unbreakable rule: No
matter what else is right with a transaction, if the people piece is wrong, we
walk away. As Robert Kiyosaki so aptly teaches, “You can’t do a good deal
with a bad partner.” The guidelines we have set and hold to in our
companies protect the integrity of our teams. Our people abide by such
high standards that we rarely need to fire anyone. If the bad guys slip
under the radar to find a way onto our team, they soon leave because they
are made so uncomfortable by the culture that everyone else upholds. We
have zero tolerance for lying, cheating, stealing, gossiping,
7 THE REAL BOOK OF REAL

petty politics, and sexual harassment. We intend for our business relation-
ships to last for a lifetime and create an environment that is mutually re-
spectful, safe, clean, fun, and productive.

TIP Time is the investor’s friend in an appreciating market. As

we say, “Appreciation will cover a multitude of investor sins.”
However in a down market, time is the enemy, and the need for
speed, for precision, and for bulletproof decision making
becomes even more critical. Speed is often the difference
between success and failure, especially in a contracting real
estate market.

Many modern tools allow us to cover more ground in less time. I encourage
you to use cell phones, computers, e-mail, text messaging, a paperless office,
video conferencing, and anything else that gets more out of the time allotted.
To illustrate how valuable this can be, one of my favorite tech tools is a digital
voice recorder. I keep it in my pocket most of the time. When I have a creative
idea or think of something I need to do, I make a quick note of it on the micro
recorder. Because I can talk faster than I write, this high tech tool consolidates
what would be a scattered pile of sticky notes into one location. I use the
recorded notes to compile my daily to-do list. This habit keeps important
ideas and tasks from slipping through the cracks. It also reduces my stress
levels considerably because my mind is free of all of those details. In addition,
I keep an audio journal of important thoughts, events, and new things I learn.
It is amazing how valuable some of that information is at a later date,
especially when imbued with the emotion of the moment, as captured in my
voice. It ac- celerates the learning process and the implementation of new
ideas. Perhaps the most important benefit of all is that it saves so much of my
time, which is irreplaceable.
So, there you have it! W = ( XO ( T+E ) ) / K. Wealth is XOTEK. To make it
easy to remember, say it phonetically. It sounds like “Wealth is exotic.” Now
you have your first formula for achieving exotic personal wealth.
On a bright spring morning in May, a few days after receiving the million
dollar check, I walked down the hall to my office. It was my birthday. I noticed
a document taped to the door at eye level. It was a copy of a deposit slip with a
printout of my discretionary business account balance. It had been posted
there by my accounting staff as a birthday surprise. It showed available
funds of
$1,217,674.44. All of the bills were paid. There were no strings attached to
that money.
ROBERT 7

It struck me that I had more than a million dollars in cash with which I
could do whatever I wanted. I sat down at my desk and again let the full
impact of the moment settle in on me. My thoughts were strangely drawn
once more to those times in the past when I struggled to learn the secrets of
abundance. Of course, I felt joy, peace, gratitude, and a sense of well being, but
most of all, I felt vindi- cated for every effort I had made through years of hard
work, tireless study, and the gathering of experiences that collectively
prepared me to close million- dollar transactions. A sense of excitement
welled up inside of me. I knew it was only the beginning because, now, I had
the formula for replicating the same success over and over again.
I glanced at the equation I had scratched on the pad of paper a few days
ear- lier. I felt so utterly blessed. I thought of thousands of other people who
are out there in the world, going through the same process I had been
through; strug- gling to find the right combination, the right recipe, the right
formula for their own success. I picked up the piece of paper and with a smile,
folded it and care- fully tucked it in my pocket. I knew it would come in handy
soon, when I would have a chance to share it with someone else who was
diligently searching for the way to XOTEK Wealth.

WAYS TO LEARN MORE

www.waynelpalmer.com
www.nce1031.com
A soon-to-be-published book on real estate formulas, by Wayne Palmer

Wayne Palmer is widely regarded as a master of the creative

structuring of real estate acquisition and financing, using
notes and other forms of real estate paper, together with 1031
Equity Marketing formulas. As the owner and manager of
National Note of Utah, LC, and several other com- panies,
Wayne is a Certified Real Estate Note Appraiser, Certified
Cash Flow Master Broker, a Licensed Continuing Education
Provider, and holds
the Equity Marketing Specialist (EMS) designation with the National Council of
Exchangors. He has been involved in real estate development since 1978 in
Utah, Idaho, Arizona, Hawai’i, and Minnesota.
7 THE REAL BOOK OF REAL

Ross MCCALLISTER 4

Profits from the Ground Up

R oss is Ken McElroy’s partner in their business MC Properties. Kim and I

are often financial partners with Ken and Ross in a number of their
projects and
have done very well financially, even in tough economic times.
There are three primary reasons why our investments with Ross do so well.
The first reason is that he is a builder. He understands the ins and outs of the
con- struction industry. Second, he is a property manager. This is important
because the key to long-term investing in real estate is professional property
management. And third, Ross is exceptional at finance by managing the ratios
between debt, eq- uity, and expenses. When it comes to real estate investing, he is
the complete pack- age. On top of that, he is a great guy. He is fair and honest.
In 2002, when the Tucson apartment market was hot, Ross’s background
al- lowed us not only to do well buying existing apartment houses but also
building new apartment houses. One of our first investments together was the
purchase of an existing apartment complex his company was managing. This
gave us an ad- vantage because we knew the numbers were honest—which is
important since most pro forma numbers provided by realtors are lies. Second,
the property had an additional ten acres of vacant land. Once we bought the
existing apartment house, our next step was to begin construction on an
additional one hundred units on the vacant land. Then with the increased rents a
few years later, Ross refinanced the property, and Kim and I got all of our
initial investment money back. This
71
7 THE REAL BOOK OF REAL

means each month we receive a check from the positive cash flow, and Kim and I
have zero invested in the project. If you do the math, this means Kim and I have
an infinite return on our money. In layman’s terms, an infinite return is truly
money for nothing . . . every month.
This is why Kim and I love being partners with Ross McCallister and Ken
McElroy.
—ROBeRT KIyOsAKI

P erhaps you’ve already read and maybe even re-read Rich Dad Poor Dad by
Robert Kiyosaki, as well as my partner Ken McElroy’s book, The Advanced
Guide to Real Estate Investing, and now you are ready to take the plunge and
in- vest in real estate on your own. That’s probably why you bought this book
writ- ten by real estate professionals, each of whom have been earning their
livings
in real estate for decades.
There are pages in this book that are full of tremendous opportunities and
innovative ways to make money in real estate. But one avenue of investment
you may not have thought of and may want to consider is to develop your own
project from the ground up.
The profits you have heard about from real estate development are mind
boggling, and if you are like most people, the numbers leave you frothing at
the mouth for a piece of the development pie. Yes, there is tremendous profit
to be made from real estate development, but as with any high reward venture
there is also the possibility of tremendous financial losses if you let your
emotions override good judgment, or if you don’t know what you are doing.
In this chapter I will outline some of the steps you need to take to evaluate a
development opportunity, steps I’ve gleaned from my expertise in developing
apartment communities during the past three decades and from some twenty-
plus projects of about four thousand units. And because my experience is pri-
marily in apartment development, that is what we will talk about. However,
these fundamentals apply to any commercial development, such as office or
re- tail, and to any size apartment community, be it four or four hundred units.
For me, development from the ground up is the most exciting way to invest
in real estate. There are few professional accomplishments more rewarding
than to see a project go from conception to reality. And it’s even better when
that project produces positive financial results. Yet, with that said, nothing can
be more frustrating than working for years (yes, years!) to start your project
and battling through environmental and governmental regulations, market con-
ROBERT 7

ditions, financial institutions, and your own continuous questioning about

whether all this frustration and risk is worth it. That side of the business is a
re- ality, too, even for those of us who have many projects already under our
belts. I know you can see yourself as the owner of that “perfect” corner lot at
Main and Better Main, graced with a structure and a monument sign
bearing the name you have been dreaming about for years. Maybe it’s (insert
your dream name here!) in large letters on the monument sign in the front.
You can see all the happy families living there, and you can hear the ka-ching
of the cash regis- ter as the rents roll in every month. But before you build that
sign or take that cash to the bank, let’s talk about some of the decisions you
must make first be-
fore you consider embarking upon this adventure.

TIP The main lesson I have learned in thirty years of

apartment development is that each project is unique and
different. Each will bring its own set of opportunities and
challenges.

Before you call me when you are in the middle of your next development
and say, “But Ross, you didn’t tell me I would need an environmental impact
study on the duck-billed humpback pygmy field mouse!” remember, I did tell
you that something always comes up to make your project harder than you
thought it would be.

A ClEAR VISION
From the beginning, for any project to be truly successful, you need to have a
clear vision of what you want to build and how developing this property
meets your own objectives. That means you also need to actually have
objectives—or better said, you need a solid understanding what you want this
project to achieve. One of the reasons MC Companies—the company Ken and I
own—has been successful in development is that we have an infrastructure in
place within our firm to develop, construct, manage, and profitably operate
multifamily com- munities. We are careful to select communities large enough
to support an on- site staff, earn economies of scale, and that fit within our
investment model. We are careful to keep our egos in check and build for the
market rather than for our own self esteem.
When we take on a new development, we draw upon each and every one of
those disciplines—development, construction, and management—from inception
to ensure that we make good decisions in the present because we know they
7 THE REAL BOOK OF REAL

will impact the future. This inclusive team approach is crucial to the successful
development and operation of our multifamily communities. If you do not
have expertise in all these areas, then it’s in your best interest to create a team
whose members do have the expertise in each of these fields before you
venture into multifamily investments, whether you are building a duplex or
four hundred units.

DEvElOP fOR THE LONg TERM

Without exception we build communities with the full intent of operating
them once they are done. If the market is strong and the right buyer knocks on
our door after the development is complete, we have an alternate option to
make money on the investment, but we don’t enter a project with this end in
mind. It takes many months, or years, from the time we create the vision of
our finished community to the time when we collect even a dollar in rent from
the first ten- ant. To predict what the market will be like at the finish line is
not always pos- sible. But if you plan to own and operate the project after it is
built and use those numbers in your pro forma, you begin with a more solid
platform—a better business premise—from which to launch your
development, lease it up, and operate the community profitably.
Let’s look at the other scenario—from the point of view of building and
selling rather than building and operating. What if the market changes from
the time that you planned your development to the time it is built and ready
for you to operate? If you have not planned on operating it from the beginning,
the likeli- hood of you recognizing the changes, knowing how they affect your
project, and then making the necessary adjustments are slim. In the end, you
may find yourself holding an obsolete project or one that would require some
serious adjustments to fit the new market conditions.
My examples are not entirely hypothetical. In the spring of 2006 the apart-
ment market was hot, and any project completed could be sold for a big profit.
Many developers began projects with the idea that they could cash in upon
completion with an immediate sale. So, thousands of units were developed
and built over the next two years. In 2008, banks had changed their
qualification and ratios for loans, and their credit criteria changed
dramatically, too. Investor money was not readily available, either. Economic
conditions had deteriorated, resulting in higher unemployment and a tight
economy. The market for new apartments was, at best, weak. Investors were
demanding lower purchase prices to compensate for the slower economy.
ROBERT 7

Consequently, many developers found themselves sitting on their shiny

new properties in a down economy, with cautious investors, reluctant banks,
and a weak market for their product. All the assumptions they had made two
years prior were based on factors that no longer applied. Because they didn’t
develop their projects with the idea that they were going to operate them,
they created a scenario dependent on a sale and ripe for financial disaster!
Ken and I have avoided this situation because we plan from the start to op-
erate the communities once they are completed, and we make sure all our ac-
tions are consistent with our investment objectives. Consequently, we have
been able to adjust to market changes and ride out the difficult times, all the
while building long-term value.

TIP I don’t believe that it is possible to hit a real estate cycle

perfectly.
If you do, it’s luck. Building value from real estate development over
the long term takes skill and expertise. It also takes an operator’s
eye to recognize market shifts and a mind-set that is open to
change.

YOUR MARKET NICHE FOCUS

Just as you simply must have your objectives for a development in place, you
must decide which market niche your apartment project, or other project, will
fill. Here are the basics I consider when looking for a market niche:
• What are the demographics of the area you are considering?
• What is the salary level of the area?
• Is there a college population looking for more off-campus housing, and is
that the type of community I want to run?
• Where are the major employment centers?
• Are new businesses and employment being generated in the area?
• What other communities are in the area that a prospective tenant will con-
sider, and are they the same class as the community you are developing,
that is, luxury, blue-collar, or subsidized housing?
• What can I build, and how much rent can I charge?
• Will I enjoy owning and managing the community?
In 1999, we took over the development of an eighty-unit townhome
commu- nity in a town with lots of retirees. Twenty-four units had been built,
and only two had sold in more than one year. When we inspected the project,
it was ob- vious why the sales weren’t happening. Each unit had two
bedrooms with a
7 THE REAL BOOK OF REAL

detached garage. When homeowners came home, they would park in the
garage and would have to walk sometimes hundreds of feet through the
property to enter their front doors. A review of other competing townhomes
for sale in the area revealed they all had attached garages. Homeowners park,
get out of their cars, and take a few steps right into their homes. Is it any
surprise why an elderly buyer would prefer the competition?
When we took the project over, we bought the two sold units back and con-
verted the entire community to an apartment project, offering it for rent, not
to retirees, but to the people who worked in the town. We completed
construction of the eighty units, leased the property to full occupancy within
six months, and operated the project at a profit until we sold it four years
later. That’s un- derstanding the niche and developing for it. The original
developer of the town- homes clearly did not understand the market niche,
which meant he did not understand the buyer.
The most beautiful project imaginable will not rent if it’s built in the wrong
place. A luxury apartment community may be your dream, but if you build it in
a blue collar area, you won’t be able to lease the community or be able to
charge enough rent to make the economics work. Matching the needs of the
commu- nity with the project you develop is crucial to your success. Research
and know your demographics before you proceed. Only research will give you
the per- spective that you need before you take another step forward.

WHERE TO BUIld YOUR COMMUNITY

You’ve most likely heard it before in this book and likely everywhere else:
loca- tion, location, location. As you are standing on that dusty lot, filled with
years of accumulated trash, a couple of homeless camps, and overgrown weeds,
envision where the main entrance to your community will be located. Pretend
you are driving in and driving out. Look around you. What do you see? If the
view is of an industrial complex across the street, a junkyard, or poorly
maintained build- ings, don’t just brush it off. Signs like that generally mean
the area isn’t going to entice many people to choose your community no matter
how beautiful you make it. On the other hand, sometimes negative factors like
these can be minimized. We developed an apartment project on a site where
our due diligence revealed that a processing plant was located just half a mile
away. The plant took used grease from restaurants and processed it to be
reused. When the plant was op- erating, it stunk to high heaven. But the site
was an excellent infill location in a
ROBERT 7

good school district. The clincher was when we discovered that the processing
plant was in the midst of implementing rigid pollution-control measures. We
were able to pull off a really nice, affordable apartment community in an
under- served area with confidence. Research paid off.
While a panoramic view of the mountains or ocean may not be possible, or
even relevant to your community plans, don’t forget to envision what
residents will see and feel coming home. Is it welcoming? Does it feel safe?
Would you want to call that home after a long day at work?

Before Beginning a Multifamily Development

Project, Ask Yourself These
Questions
Lifestyle and Convenience
•Will your community have good exposure to drive-by traffic? Heavy
drive-by traffic is a plus when you are trying to attract potential tenants,
but possibly a negative for residents concerned about traffic noise. On
the other hand, the cutest, most affordable community in town could
suffer high vacancy rates if it is located on a street no one can find, even
with a blitz of advertising.
•How far from the major thoroughfares will your community be, and
how easy is the access to them? Is that important for the type of
community you are planning to build?
•How easy will it be for residents to get to work, school, shopping, the movies,
etc.?
•Where are the schools in relation to your community? What is the
reputation and rating of those schools? What are the transportation
options to and from those schools?
•What are the employment opportunities in the area? What mass transit
is available to help your residents get to work?
•Is the major downtown area easily accessible?
Social Amenities
•Are parks, movie complexes, theaters, arcades, and sports facilities an
acceptable distance from your proposed community?
•What is the “flavor” of the part of town you are considering?
•How does your apartment community plan fit in with the area?
Neighborhood Amenities
•Is shopping in close proximity?
•Is a major grocery store nearby? It matters for those 10 p.m. milk runs.
7 THE REAL BOOK OF REAL

DEvElOPMENT Of YOUR SITE

By this point, you understand that you must choose a site based on your
demo- graphic research. Now consider your site from the development
perspective. How easy will bringing the project, literally, out of the ground
actually be? This is perhaps the most critical analysis you will need to do, and
it is the one that will have the biggest effect on your development costs. Is the
site fairly flat, with a minimum of site prep work required? Or does the site
have some geo- graphical features that are interesting but challenging?
Flat sites are wonderful, and they typically will allow for the highest
density. That is, they allow you to construct the most units per acre. Drainage
becomes your biggest concern with flat sites because water will not flow off
them without effort. On the other hand, a lovely, hilly piece of land can make
for an interesting project. But on the downside, density will be a challenge,
and the geography it- self can run up the site development and infrastructure
costs very quickly. Foun- dational structures like retaining walls can take a
huge chunk of your development budget in the blink of an eye. The point is,
each site provides its own set of challenges and opportunities. You need to
understand how they af- fect the number of units you can build and at what
costs.
When considering the location of your community, consult with your local
governing bodies regarding zoning and other development requirements as
soon as you can. Your local government development department can help
you determine the required process for gaining permission to develop your
project. Be wary, though. I’ve found cities and counties are notorious for
seeing new development as a significant revenue source, and they look for
opportunities to solve their problems and budget overruns at your expense.
For example, some will make approval of your project contingent upon the
city or the town getting concessions from you. You need to understand the law
and the regulations, so you know what a government jurisdiction can and
cannot legitimately require. Do not take their word as gospel without
checking. And most of all, be prepared to do battle on every issue.
Can you tell that I speak from experience? During the approval process for
one project we developed, the city initially required us to build a traffic
median in the middle of a six lane street—the major highway through town—
with the excuse that the median was required to provide safe access to the
proposed apartment community. Medians are not cheap! We were going to
incur several hundred thousand dollars in off-site expenses that threatened to
jeopardize the entire deal. However, after many sleepless nights, a great deal
of contem-
ROBERT 7

plation, and consultation with our development team, we were able to deter-
mine that, although we were required to augment the street improvements to
provide safe access, we could do it by slightly redesigning the entrance to the
project and re-striping the street, at a cost of only $3,000.
Just as important as knowing how to work with the city or town is knowing
how to work with the utility companies. On your to-do list should be checking
with the utility companies that will serve your community for availability of
their services, hook-up fees, development fees, and monthly service rates. I’ve
seen too many novices get surprised by utility access and hook-up issues. An-
other often overlooked detail is checking on the possible future infrastructure
requirements of your site. For example, if your site is on a heavily traveled
two- lane street, and the city decides to widen it to four or six lanes, you will
be as- sessed for your portion of the cost, and you will lose part of your site for
the right-of-way. Be prepared for these issues by knowing they can happen up
front, then plan your development accordingly.
Oh, and let’s not forget the remote possibility, which in some parts of the
country isn’t that remote, that your site could have archeological or environ-
mental significance. Find out what rules are governing those discoveries in ad-
vance of even buying the land. Remember, finding out that your site is the
home of those endangered duck-billed humpback pygmy field mice, or the next
Machu Picchu, could either kill your development entirely or put it on hold for
an in- definite period of time while experts complete expensive studies and
develop mitigation plans.
Another tip that every developer must know is the value of checking for any
riparian or wetland conditions on the property, as well as drainage, flooding
potential, and soil conditions. You don’t want your beautiful new community
to be in a lake when the summer rains come. And you don’t want to find your
buildings slowly—or not so slowly—sinking into the ground because of poor
soil conditions. When evaluating a site, you must consider all these factors. I
know there are quite a number of them, and I can’t stress enough that each
site has its own nuances. As a developer you must be prepared to spend the
money to do a proper evaluation. It’s pretty easy to see the cost implications if
you don’t.

YOUR DEvElOPMENT TEAM

In our company, Ken and I have worked out clear guidelines regarding who
will handle which areas of development and management, based on our
respective
8 THE REAL BOOK OF REAL

professional backgrounds. At the same time, we constantly consult with each

other and make joint decisions.

TIP You do not have the expertise to handle all the

development, manage- ment, and construction phases for the
community you want to build. You need to start by putting together a
development team with the strongest expertise in each area you
can find.

We’re always certain to clarify up front and in writing who will be the team
leader and who will make the final decisions. That holds people accountable
and gives them ownership. It’s fine to use people you know, but this is not the
time to give your sister-in-law’s cousin his first break in the development
business!

YOUR ARCHITECTURAl TEAM

The next person on your team will be your architect. Ideally, this will be some-
one you have worked with in the past and have traveled a lot of rocky roads
to- gether. This person will have the experience and relationships with the
governing jurisdiction to guide you through all the government requirements.
He or she will also coordinate all the other design professions that you need,
and will provide the site plan, design, and building elevations, unit plans,
project amenities, and construction drawings with specifications.
Other members of your development team that your architect will
coordinate include:
• Mechanical engineer who will design the plumbing and HVAC systems.
• Structural engineer who will design the foundations, the framing require-
ments, and the roofing system.
• Electrical engineer who will design both the underground electrical
systems and the building electrical requirements.
• Civil engineer who will design the grading requirements for your site, in-
cluding drainage, parking lot, and zoning compliances.

YOUR CONTRACTOR
The contractor will be the guy or gal who is going to take all these drawings,
plans, and specifications and construct your community. Think of him/her as
ROBERT 8

translating the two-dimensional plans into three-dimensional buildings, from

overseeing the grading of the site all the way through handing over the keys of
the finished units. You will want a general contractor licensed in the state in
which you are building and who hires only licensed subcontractors in each
trade qualified to do the work. Reputation and past performance of the
general con- tractor will be your main guideline for this professional. Once
chosen, you will want to have a signed contract between you as the
developer/owner and the general contractor that will delineate the terms of
the relationships including compensation.

Common Construction Contracts

•Lump Sum or Fixed Price Contract—In this type of contract, the
contractor agrees to provide specified services for a specific price
and receives this sum upon completion of the project or according to a
negotiated payment schedule. If the actual costs of labor and materials
are higher than the contractor’s estimate, his profit will be reduced. If the
actual costs are lower, the contractor will get more profit. Either way, the
cost to the developer/owner is the same.
•Cost Plus a Fixed Fee Contract—In this contract, you as the
owner/developer will pay the contractor the actual costs of
construction plus a fee to the general contractor. If the actual costs are
higher than the estimate, the owner must pay the additional amount. If
the actual costs are lower, then the owner gets the savings.
•Guaranteed Maximum Price Contract—This contract states the
owner/devel- oper will pay for the costs like a Cost Plus contract, but the
contractor will guar- antee that the costs will not exceed a maximum
amount. In the event that actual costs are lower than the estimates, the
owner keeps the savings. As costs rise, the owner must pay for the

THE CONSTRUCTION TEAM

For as important as the general contractor is to the success of any project, un-
derstand that the success or failure of your construction relies heavily on the
expertise of the entire construction team. I cannot stress enough the
importance of hiring a qualified, financially stable contractor who employs a
bright project manager, assigns experienced superintendents, and hires
excellent tradespeople.
8 THE REAL BOOK OF REAL

Carefully scrutinize each person who will be involved with the construction of
your project; not only is that your prerogative, it’s your job. In addition to your
general contractor being licensed in the state of your project, he or she must
also be fully insured and be bondable. Another tip, and I know, everyone
needs to get their start somewhere, but give careful consideration before you
agree to allow your general contractor to break in a new superintendent or
project man- ager on your job. His limited experience in the field may cost you
money and may even jeopardize the quality of your finished product.
So just who constitutes a construction team? Your team should include a
strong project manager. It is this person’s responsibility, among other things,
to decide which subcontractors will be awarded the contract for the project
and to set the construction budget. The project manager studies the plans and
spec- ifications submitted by the architectural team and based on his or her
experi- ence will often suggest adjustments or changes in the plans. A few
choice suggestions made by a perceptive and confident project manager can
save you thousands of dollars in the construction budget without affecting the
quality or the appearance of the finished product.
Each project has at least one on-site superintendent, based on the size and
scope of the project. The superintendent is responsible for the day-to-day op-
erations of all the subcontracting trades who will be working on the project at
any given time. Superintendents set the schedule for the trades to ensure the
proper flow of work. There is a sequential order to construction; for example,
you don’t want the painters arriving before the drywallers have finished
putting up the walls. And you certainly want to make sure all the necessary
site work— such as grading, compacting, etc.—is done before the concrete
folks come to pour the building pads. This right-on-time kind of scheduling
takes a person who has been around the block and knows how long things
take to complete. It takes a person who knows what the demand is for the
various trades and knows the appropriate lead times. It also takes someone
who can forcefully, yet pro- fessionally, get you the best treatment from the
subs.
Between the subcontractors, superintendents, and the project manager,
this construction team is responsible for continued communication with the
archi- tect and engineers and for attending to construction methods and
details that don’t always show up on the drawings, yet become obvious as
construction is in progress. They should also be in continual communication
with the testing tech- nicians, building inspectors, financial institution
inspectors, and, of course, you the owner/developer! Remember, this is your
baby, and you cannot deny the fact that you are ultimately responsible for the
design and construction pros.
ROBERT 8

The project manager also has another very vital role, one you will come to
appreciate. He or she is the person responsible for keeping a close eye on the
construction budget. That involves closely monitoring if or when a particular
trade is out of sync with the budget, and making adjustments before the close
of the project. This is the person who looks out for your financial interests and
communicates with you to discuss any overages. In construction, things often
take longer and cost more than originally planned, so having a good project
manager with good communication skills is a real plus.
Where does the general contractor make his money? When you get your
first glimpse of a construction budget, you’ll notice a line item built in for a
specified percentage of the overall construction budget for the contractor’s
overhead and profit. Remember, construction costs are negotiated between
you and the con- tractor, so you need to understand all the components of the
construction budget, including direct costs for labor and materials,
subcontractors, and gen- eral conditions, as well as profit and overhead.
Finally, you are part of the construction team, too. It is up to you to use
every means available to make sure that the contractor builds the project
correctly and pays his bills.
This includes hiring third party quality-control inspectors; requiring proof
of payment for the materials and labor, such as lien waivers; and possibly re-
quiring a payment and performance bond.

YOUR TITlE COMPANY

Title companies have been mentioned several times in this book, and here
they are again. Just as they play a role in acquiring existing property, they play
a role in new development, too. Here it is their job to hold all monies involved
in the transaction of the land transfer in escrow. They also provide a title
report and title insurance. The title company can help you by periodically
checking to make sure that the contractor is paying his bills and that no liens
have been filed against the project by a subcontractor. You don’t want to have
your build- ings almost completed only to find out that there is a lien on the
property from an unpaid sub. It happens!

YOUR PROPERTY MANAgEMENT COMPANY

Contrary to what you might think, you’ll need a property management
company, even before your project breaks ground. It is the property
management company
8 THE REAL BOOK OF REAL

that will prepare the market analysis and determine the rents your
community can reasonably charge. From there they help you prepare a
realistic operating budget. The way management companies make their
money is usually based on a percentage of anticipated gross annual rents.
Having an experienced prop- erty management company has been a true key
to our success. The market knowledge and expertise it provides is something
we would never dream of doing without.

YOUR FINANCINg PARTNER

Unless you are related to Daddy Warbucks or recently won the lottery (if that
describes you, let’s talk!), you will need to obtain financing for your project.
You may qualify for various forms of financing from governmentally
controlled financing, to commercial banks, to private money. All are viable and
all come with certain requirements.
It is possible to qualify for governmental or commercial bank loans that
offer development and construction financing. These lenders historically will
lend from 65 percent to 85 percent of the total cost of the project. The credit
crunch of 2008 has changed those lending percentages, and developers are
required to have more of their own cash in their deal, but regardless of the
amount, those capital sources are options. However, governmental or
commercial bank lenders will have a first mortgage priority, meaning that in
the event of a default, they get paid first. Their interest rates are based on the
current market.
Another finance option is securing money from private lenders, meaning
in- dividuals wanting to invest in a real estate project as opposed to stocks or
bonds. If you have a successful track record and a convincing business
plan/sales pack- age for your proposed community, they will lend you the
money with the con- dition that they receive an interest payment as well as a
percentage of the profits from the operations of the completed project and any
sales proceeds. Although private lenders are typically more expensive than
traditional lenders, they are more flexible and may lend you a higher
percentage of the project costs.
Given the scope of your project and your financial contacts, your funding
may possibly come from a combination of these sources, depending on how
you structure the financing. Most of the projects Ken and I work on are struc-
tured to obtain a commercial bank loan for approximately 67 percent of the
total amount needed for the project, with the remaining 33 percent
contributed as the equity, which may come from investors, our own funds, or
both.
ROBERT 8

YOUR BUSINESS PlAN

Obtaining financing isn’t as easy as strolling into a bank with a good idea. It
takes much more than that. In reality, to obtain financing, you will need a busi-
ness plan. Business plans come in many shapes and sizes, and you can find nu-
merous templates for them all over the Internet. But let me cut to the chase
and tell you exactly what banks want to see. This eliminates all the
unnecessary fluff that they don’t read anyway. Here’s what you need to
include in your busi- ness plan:
• Executive Summary, which explains the purpose of the project and gives a
financial summary. You actually can write this first or last, but it’s always
the first few pages of your plan.
• Property Overview, which includes a description of the site, unit mix, floor
plans, site plan, elevations, and pictures of the site.
• Market Overview, which presents neighborhood features, city economics,
and the local apartment market.
• Financial Pro Forma, which includes development costs, construction costs,
and projected operations income and expenses.
• Developer résumé which highlights your credentials.
• Development team résumés, which highlight the credentials of your archi-
tect, engineers, and property managers.
Those are the components lenders care about and are the sections they
read. No amount of fluff or page volume will make up for a poor job
assembling the details in these sections of the plan. Complete analysis and a
realistic business case surrounding that analysis have a better chance of
receiving funding. A sketchy plan based on incomplete research and analysis
with blue sky projec- tions won’t. Not only is this document obviously
important in your getting the financing for your project, the exercise of doing
it helps articulate and establish your goals and objectives. It is the exercise
that helps you determine if your project can ultimately be profitable, and let’s
face it, you should want to know that as much as the lender does.

WIll YOU QUAlIfY fOR A LOAN?

Ken and I have spent our entire careers building our credit and financial
stand- ing, as well as building our network of contacts within banking and
investing
8 THE REAL BOOK OF REAL

circles. These bankers and investors know our reputation and qualifications
and are willing to entertain a development proposal that we present to them.
Our track record and financial strength give banks and investors confidence
that we can complete and operate a financially viable project. When searching
for financing for your project, whatever your sources, you can count on them
scrutinizing your background particularly in these areas:
• What is your financial strength? If you are building the community under
the umbrella of a company, what is the financial strength of the entire
company?
• What is your development experience? Have you successfully built
numerous projects before, or is this your first time at bat? If this is your first
develop- ment, what attributes and strengths do you have that will put to
rest concerns about your experience?
• Have you had one or more previous projects fall through in some way?
• What are the backgrounds, experiences, and strengths of your development
team? Are they all solid and strong, or are there any weak links that could
potentially cause hesitation from the source of your loan?
• What is the source of the equity you will be bringing to the table for this
proj- ect? How much of your own money are you willing to invest in the
project?
The stronger your answers to each of these questions, the better the terms
and rate of loan you will be able to qualify for. A lender will ask these
questions regardless of the type of loan you are seeking—a construction loan
or a perma- nent loan. And that leads us to our next subject.

SHORT-TERM LOAN vS.

LONg-TERM LOAN
A construction loan is a short-term loan with a term length from six to thirty-
six months, depending on the size of your project and construction budget.
Construction loans usually have variable interest rates and are interest-only
loans. The lending institution holds your project as collateral during the
course of the loan. In the event of default, you will lose your property.
Construction loans are also typically personally guaranteed by the developer,
meaning the bank has recourse to your personal assets in the event of default.
Unlike with other loans, with a short-term construction loan the lender will
not hand over to you the full amount of the loan all at once. Rather, you’ll
receive it in monthly payments based on the percent of completion of your
project. This process is called a draw, and each month your construction team
will sub-
ROBERT 8

mit an application to the lending institution. The lending institution will send
out an inspector to verify the work is completed as stated in a workmanlike
fashion and that all local government inspections are complete and approved.
Only with the inspector’s approval will the lender issue that month’s draw.
After construction is completed, then you, the developer, will need to obtain
a permanent loan. The permanent loan is long-term financing that will require
a monthly payment for principal and interest. The proceeds of the permanent
loan are used to pay off the short-term construction loan, and possibly repay a
portion of your equity. Sometimes, a lender will provide a construction loan
that will convert to a permanent loan upon construction completion. This has
the advantage of reducing your financing risk. There’s always the outside
chance that you may have trouble getting long-term financing once the project
is done. With a loan of this type, that financing is already in place.
Financing terms can be very complicated. Our company never takes on a
loan without thoroughly reviewing the loan documents ourselves, as well as
having the documents reviewed by an attorney who specializes in real estate
fi- nancing. Be sure you understand what you are obligating yourself to.

A FEW FINAl WORdS

You, the developer, will put yourself on the line for the money to fulfill your
dream, but you won’t see your profit until the project is completed and opera-
tional. While the rewards of a well-thought-out and well-constructed project
are fantastic in the end, it is a long journey, and there is a lot of risk along the
way. The processes I used for building my first home in 1976 for $29,000, and
the communities we have built for more than $30 million are basically the
same: lots of time, research, due diligence, expenses, and sleepless nights.
By the time we identify a site, analyze the market, hire the professionals,
ob- tain financing, and start construction, we have invested huge amounts of
time and money. Every day during the development process a new challenge
presents itself. It is a major commitment and financial risk to take on an
apartment de- velopment, with the prospect of financial reward in the distant
future. The de- velopment process is complicated and frustrating but also
exciting and fun. You cannot anticipate everything, but you can succeed if you
approach your project methodically, get the best advice and help, don’t cut
corners, and never give up! The personal and financial rewards are
unsurpassed.
Hang on for a challenging adventure. Watch out for the duck-billed hump-
back pygmy field mice and all the other bumps in this ride. You are either
going
8 THE REAL BOOK OF REAL

to enjoy developing and building a new community as much as I do, or you will
find that it isn’t your cup of tea. Either way, I wish you much success!

Ross McCallister is a thirty-year industry expert in real

estate/develop- ment and finance. He is a co-partner of MC
Companies and oversees in- vestment analysis, development,
construction, financing, business development, and client
relations. He is a licensed real estate broker and a licensed
general contractor. Ross has developed and constructed more
than four thousand apartment units in Arizona and managed
condo-
minium conversions in Oregon, Las Vegas, and Arizona valued in excess of
$300 million. Prior to founding MC Companies with Ken McElroy, Ross was
president of The McCallister Company, a real estate syndication firm and
property management company. Ross believes in “giving back” and has served
the real estate industry on various boards throughout his career, including the
Office of the Governor’s Arizona Housing Finance Authority Board.
 Craig COPPOLA, CCIM, CRE, SIOR 5

Master Your Universe:

Get the Lay of the
Land

C ommercial real estate is very different from residential real estate. Craig
Cop- pola is recognized as one of the best commercial real estate brokers in the
United States. That is why he is my partner in commercial real estate investments,
and we have done extremely well financially.
When Kim and I began our transition from residential to commercial real
estate, the first thing we had to do was let go of a residential real estate
investor’s mind- set. We had to see real estate investing through a different set of
eyes. If not for Craig’s experience, Kim and I might have lost a lot of money
paying for our com- mercial real estate education. Craig is great because he is a
tremendous teacher and takes the time to explain what we fail to see.
As an example, Craig’s education of Kim and me began with our interest in a
beautiful office building in a great location. It was a cute structure, built in the
1980s. The first thing Craig said was that there was not enough parking. He did
not even look at the building. Since the 1980s, zoning laws had been passed
requir- ing more parking spaces. If we wanted to improve the building, we would
have to tear it down completely and rebuild from the ground up to comply with
the new zoning law. The second lesson from Craig on the same building was that
“Cute buildings attract cute businesses.” He went on to say, “Rent to well-run
businesses, not cute people running cute businesses. You’ll have fewer headaches
and earn more money.”
 89

9 THE REAL BOOK OF REAL

9 THE REAL BOOK OF REAL

Craig is the most well-organized person I know. He has his days planned to
the minute. He is constantly studying and investing in his personal development
—his business—yet time with his family takes the highest priority. Craig is a
great family man and natural teacher, and he is priceless as a real estate
partner.
—ROBeRT KIyOsAKI

P eople who know me know that when I commit to doing something I gen-
erally jump in with both feet. And that is probably an understatement. It’s
not that I’m foolhardy about it; people would say I’m methodical and possibly
relentless. I don’t make rash decisions, and I don’t give up. That’s the way I ap-
proach my business goals, my personal goals, and my family goals. People
would also say I’m consistent.
One of my passions in life has been baseball. I was an all-state high school
and all-conference college player, and I was even drafted and played profes-
sionally with the Minnesota Twins organization. But after baseball, I knew I
needed something that I could throw myself into 100 percent, something that
I would love just as much and that would help me achieve my life goals.
Like so many people, my story of how I entered the real estate profession is
a classic friend-of-a-friend story. I won’t bore you with the details, but suffice
it to say I did my share of dues paying. I didn’t mind. My mentality then was no
different than it is now and no different than it was playing baseball:
Everything I do makes me stronger, smarter, and faster and gives me the only
thing I ever ask for in life—an unfair advantage.
Yes, I want an unfair advantage and I do what it takes to get it—ethically.
Getting the unfair advantage ethically usually means no shortcuts, lots of
home- work, discipline, and sacrifice. At least that is how it has been for me.
When it pays off, those long days and longer nights of poring over real estate
offering Memorandums, market comparables, and property financial data
become dis- tant memories that are replaced with cash, which flows into my
mailbox on a monthly basis. It’s a beautiful thing.
My career in real estate has afforded me spare time to do other things that I
love; that was part of my plan when I got into this business. I wanted to be
able to spend more time with my family, participate in my kids’ lives, and
pursue other passions in life such as running, Tai Kwon Do, and of course,
baseball.
Today my passion for baseball takes the form of coaching a youth club
base- ball team—the Arcadia Rat Pack—and I approached that in much the
same way I’ve approached everything else I’ve set out to do: with a startling
amount of
ROBERT 9

research, analysis, planning, and detail all in preparation for intense action.
I’m not coaching a pro sports team, but regardless, I had batting lineups
(based on who from the opposing team was pitching), training schedules,
practice sched- ules, scouting reports, game strategies, substitution plans,
even a plan for who was going to coach first base. Some of the parents, I’m
sure, thought I was going a little overboard.
But to me “going overboard” was simply preparing the team to face every
challenge in practice so that when those same situations came up in a game,
they weren’t new. I wanted to give those kids the unfair advantage, ethically.
In essence, my role was to put those kids in a position to win.
That included mastering our universe and knowing the lay of the land.
What teams were we going to be up against? What were their strengths and
their weaknesses? How could we exploit those weaknesses and overcome
their strengths? What do we do in a first-and-third situation? What’s our bunt
defense? How do we handle a “run down”? We studied, strategized, and
practiced all this and more. We made it all the way to the state finals and were
state runner-ups— that was victory to us. Sixteen wins and three losses. The
team played great and came away with better and more confident kids. I want
the same for you when it comes to commercial real estate investing. I want
you to win! I want you to be the master of your universe before you even think
about investing in property.

TIP In real estate, mastering your universe takes the form of

knowing intimately your chosen area of city or town, fully
understanding and enjoying your preferred type of real estate
investment (also known as “asset class”), and being tuned in to the
real estate cycle.

In real estate, mastering your universe takes the form of knowing

intimately your chosen area of city or town, fully understanding and enjoying
your pre- ferred type of real estate investment (also known as “asset class”),
and being tuned in to the real estate cycle. Once you’ve achieved all this, you
are in a great position to begin considering properties. Here’s your first pitch:

LET’S TAKE A RIdE

Even if you have lived in the same city or town your whole life and feel you
know every road and every building, humor me, and still hop in your car and
take a ride. This won’t be a ride to simply look at buildings; it’s a ride to help
you
9 THE REAL BOOK OF REAL

look at your town or city with what I like to call “real estate eyes.” Actually
look- ing at the buildings is a minor thing at this point. This drive will help you
to un- derstand the lay of the land—the environment the buildings are sitting
in—from many different perspectives. The drive is about location, location,
location.
Start your drive with the goal of trying to understand the overall city from a
real estate investment perspective. Be observant. What do you think is impact-
ing real estate values in one neighborhood or another? Even if you think you
know the area in which you want to invest, it’s still a good idea to understand
what’s going on in other areas of your city or town. Those things will play a
part in the value of the area you like best.
By now it is probably no surprise to you that I live by my schedule. My days,
weeks, months, and years are open to change, but they are highly planned.
Whether you are a heavy scheduler or not, if you really look at your life, you’ll
likely find that we are all creatures of habit. We drive the same way to work
and the same way home, day in and day out. Not only do we miss the
opportunities on that drive, but we never see the changes that are taking place
in the other 90 percent of our community. So the first thing I recommend in
order to get the lay of the land and master your universe is to drive a different
way to work. If you normally take the highway, then take the residential
streets. If you always stop at the same Starbucks for coffee, then go to a
different coffee shop. Take in a variety of scenery and people.

TIP Recommendation No. 1: Master your universe by driving a

different way at different times to work, and take in the world from a
real estate perspective. You’ll be surprised by what you see.

Once you think you know an area, travel there at different times of the day.
How about evenings, weekends, and at night? Really take the time to see how
people live in this area, how it is trafficked. You may be surprised. There are
neighborhoods that not only have changed over time, but there are neighbor-
hoods that change with the time of day. I’ve seen parts of town that are “hap-
pening” spots during the week and during lunch, but they are absolute ghost
towns during the dinner hour and at night. If you’re looking for a great
building for a daytime business, this area of town could be the right place. But
if you’re looking for a building for an evening business, look elsewhere. Your
goal here is to look at an area and “get it.” That means you get what it’s about,
and you know what is a fit. Once you “get an area,” you will begin to be able to
see the future. This is a gut response that may be helpful to write down. You’ll
have an
ROBERT 9

opportunity later to test how right you are when you talk to the experts who
will eventually be on your team—appraisers, inspectors, attorneys, brokers,
and builders.

LOOK fOR “THE PATH Of GROWTH”

When it comes to understanding the lay of the land, I look for what real estate
pros call “the path of growth” in the market. Even in cities that as a whole are
not growing, there usually are areas that are. How do you recognize the path
of growth when it comes to commercial real estate? Look for the areas where
home builders are buying land, where new homes are being constructed, and
where elementary schools are being planned and built. City governments are a
great resource for this information because they tell you where they are plan-
ning to build new facilities and where infrastructure is going in. You can also
get good insight from the economic development officials in your city offices.
It’s always interesting to see which projects they are the most excited about
and what they see developing down the road.

TIP Recommendation No. 2: Get to know your city officials and staff.
Find out the projects that are underway that they are the most excited
about.
The more you talk with them, the more you’ll come to know
where the path of growth really is.

City officials often can be very excited about urban revitalization projects
that are underway and often help fund projects that jump-start the process.
How exciting it is to think about being part of the solution to violence, crime,
and urban blight! But here’s my caution: These kinds of projects take time, lots
of time. Not only is there the obvious planning, zoning, designing, and entitle-
ment process that must happen; sometimes votes are involved. Then there is
the intangible consumer acceptance variable that can take years. In my home-
town of Phoenix, there were more than $800 million of revitalization projects
built before I considered this area for investment, and the elapsed time to re-
solve them took more than twelve years. So stay cautious for a very long time
because even neighborhoods marked for revitalization may remain in decline
for years.
I should point out that some real estate investors make it their entire
business to seek out declining neighborhoods. People who specialize in urban
revital- ization are just one example. That’s not my area of interest or
expertise, so for
9 THE REAL BOOK OF REAL

my specialty—commercial office space—I stay clear when I see a lot of graffiti

or closed businesses. That seems obvious, but you’ll be surprised how a quaint
historic home that may have been recently rezoned commercial in a troubled
neighborhood can still be compelling to emotional investors. These buyers can
easily talk themselves into a bad decision by thinking that purchasing this
build- ing will be good for the neighborhood, or by telling themselves they will
live with the location because the building is so perfect. None of these
arguments is good enough. Remember, it’s location first, no matter how
difficult the dwelling is to pass up.

IT’S TOUgH TO GROW YOUR WAY

OUT Of A DOWNHIll SlIdE

The reason I’m such a stickler on this point is that it’s really tough to grow
your way out of a downhill slide. There’s a difference between a declining area
and an area that is going to be revitalized. When you get the feel that a
neighborhood is going downhill, stay away. If it’s on the upswing and that
historic building is right in the center of it, don’t let your preconceived beliefs
about the neighbor- hood hold you back. There may be an opportunity.
Understand they call it real estate for a reason. You’re looking at the real
estate first. That’s the key under- lying truth to all of this. The building is
second.
To me an absolute must is to fully understand where the market is going,
not just where it is today. It’s all about feel and not getting in too early. What I
mean by that is unlike some businesses where speed is everything, there is no
need to be on the bleeding edge in real estate. You don’t have to be first. You
don’t want to be first; leave that to the biggest players who can afford the risk.
There’s plenty of opportunity and money to be made by being second, third,
and even twenty-third. Leave the bleeding edge to the big boys. In fact, if
you’re a small investor who is starting out, never be first.

TIP Recommendation No. 3: Do the homework it takes to fully

understand where the market is going, not just where it is at this
moment in time. You’re investing for the future, so see the future
as best you can.

Even though time flies, when it comes to real estate, I’ve been surprised by
how long it takes the future to actually arrive. And if you’re in a downhill slide,
the future can’t happen quick enough, believe me. You may find out that your
grand vision for the property isn’t two years away; it’s actually twenty. This
has
ROBERT 9

happened to many real estate investors. The town of Fountain Hills, Arizona,
was started by a real estate speculator in the 1970s. He built the world’s
highest fountain, which is powered by jet engines and shoots a huge plume of
water 560 feet into the air. His goal was to attract curious people to the new
commu- nity that at the time was out in the middle of nowhere. People came
and mar- veled at the fountain, but not enough bought real estate. It took
decades for the real estate in Fountain Hills to really take off. Today it is a
thriving community, but it took almost thirty years for that to happen.
Is your view of the future too far ahead of the curve? My rule is to take my
time and be patient. There’s no need for excessive urgency at this point in the
process. If there’s room for one person to make money in an area, then there’s
room for more. In fact, I’ve found there are very few properties that are so
spe- cial that if you miss them, you miss the deal of the century or even the
decade. While those properties do exist, their owners know it and they
typically over- price the properties anyway, negating the value of the deal. A
good example is the Esplanade and Biltmore Fashion Park, both within the
same city block in the highly sought after Camelback Corridor in Phoenix.
Those properties are the types that are bought by huge institutions who want
trophy properties where the look and the location are more critical than the
solidity of the real estate and the return. For example, General Electric bought
Hayden Ferry Lake- side in a prestigious area of Tempe, Arizona. MetLife
bought the Esplanade in Phoenix. These are called core plus properties and
are named such because they create a portfolio of foundation projects that
entice other investors who are looking for glamorous investments.

TIP Recommendation No. 4: Real estate investing is about

patience. There is no need to rush into an investment in any
market.

KEEP YOUR REAl ESTATE EYES OPEN

As you look at neighborhoods, don’t overlook the places that you think might
be too expensive, too cheap, or that used to be blighted. Neighborhoods
change. I know one investor who has made a ton of money improving the
looks and performance of less-than-stellar buildings and increasing the
property values. It takes a big commitment to do that, but she’s doing it.
Understand, too, that there are slum lords out there who have made big bucks
owning very shabby properties. That’s not something I encourage; part of
what we can do as in- vestors is create better spaces for all. But with that said,
it’s a free country.
9 THE REAL BOOK OF REAL

Everyone always asks this: What are the warning signs of a declining neigh-
borhood? That’s easy, and if you go with your feelings, you’ll know them in-
stinctively. True story, I was driving one morning, checking out a few
neighborhoods I hadn’t been through in a while and drove right by a car on
blocks with the tires missing. That’s the classic bad sign, and there it was in all
its glory. Other signs are multiple cars parked in the street at night and a
tenant mix in a building that looks fly-by-night or that are in shady businesses.
Finally, take a look at the general upkeep. If the properties are unkempt, that’s
not good either. You may even want to take a look at the police reports to see
how much crime happens in the area.
The bottom line is you can modify your building, but you alone can’t modify
the neighborhood your building sits in. And about that quaint historic building
in a seedy part of town: Sure it would make great offices for a trendy design
studio, but if your employees are too afraid to work there or stay after hours,
how wise was your decision? Open your eyes and think through what you’re
seeing, and listen to your gut. Write down what you feel—yes, what you feel—
about every neighborhood. On the next page is a form that will not only help
you know important considerations, but also will give you a place to record
your impressions about the area.

TIP Recommendation No. 5: Look for the signs of a declining

neighborhood, and don’t be in denial about them. Unless you want to
specialize in renewal projects, those signs matter.

LET’S TAlK BUIldINgS . . . SORT Of

As I mentioned, the actual buildings themselves are practically the last things I
look at when I’m getting familiar with a city and its neighborhoods. And even
when it comes to a building, I don’t initially see the vertical structure; I see the
property it’s sitting on. Are there enough parking spaces? Is it easy to get into
and out of? In other words, does the property have good access? And looking
at the building and the site it is sitting on, does it feel right? And can visitors
find the location without getting lost?
From there I take a closer look at who is occupying the building. What are
the tenants like? Are they quality, established companies or a little on the
flakey side? A tenant doesn’t have to be The Home Depot or Taco Bell to be
acceptable. A local plumbing outfit that’s been in a building for ten years is
actually a good tenant—I have one like that—particularly when compared to
let’s say a start-up
ROBERT 9

Drive Guide – The Neighborhood Environment

Below are the things you need to look for as you drive neighborhoods and look at
environments. (Rating scale: 1 is poor, 2 is fair, 3 is average, 4 is good, 5 is very good.)
Add comments to right.

Neighborhood Environment: (list area)

Border: N /S /E /W
(comments)

Overall upkeep 1 2 3 4 5
General condition of buildings 1 2 3 4 5
Quality/condition of cars in 1 2 3 4 5
area
Quality of businesses in area 1 2 3 4 5
Traffic patterns 1 2 3 4 5
Area landscape 1 2 3 4 5
Overall visual interest 1 2 3 4 5
Perceived prestige 1 2 3 4 5

Would I buy here? Yes No

If yes, what product type?
On what street(s) would I own?

Your Feelings and Impressions

High points? Morning Noon Night

Low points? Morning Noon Night

Future Outlook
In 5 years:

In 10 years:

Other impressions:

Questions I need answered:

FIGURE 5.1
9 THE REAL BOOK OF REAL

technology company that no one has ever heard of with millions in venture
capital money and a burn rate of a million dollars per month with one
customer and no profits. I also consider the tenant’s position within their
industry, the level of competition, and where the industry is going.

TIP Recommendation No. 6: Consider the building last and look at

the location and property it’s on first.

One afternoon, a friend called me from her car as she was traveling in a
small town some distance from her home. She said, “Hey Craig, I’m looking at a
great building here that’s all set up for a call center. What do you think?” For
me the answer was easy. Call centers are declining in the United States with
most com- panies shipping their operations overseas. I replied, “Unless you’re
in India right now, I’d pass.” Much of this is really common sense and having
some knowledge of where the trends are, not just in real estate, but also in the
areas of business and life that affect real estate.
The tracking form on the next page is a tool you can use to record your
first- glance view and impressions of a property. It’s also a great idea to bring
along a digital camera so you can take photos of buildings and attach them to
the Driv- ing Guide records. Pay special attention to these items and be sure to
record your overall impressions as well.

COMMERCIAl ASSET ClASS OPTIONS

One of the most important decisions you as a real estate investor will have to
make is in which area of the business you want to specialize. If reading this
book tells you anything, it should tell you that there are a lot of ways to make
and lose money in the world of real estate. Even within the commercial real
es- tate sector, there are a number of different asset class options. You’ll soon
dis- cover that they are each quite specialized with plenty of their own
nuances and requirements. I believe it’s important to see the commercial real
estate sector in its entirety so that you get an accurate picture of how it is all
interconnected because, even though the different asset classes are unique,
they all do work to- gether to create an environment within an area of a city or
town. Here are the asset classes complete with descriptions and the risks and
the rewards.

TIP Recommendation No. 7: No one can possibly be an expert in

every commercial asset class. Choose the one you think you’ll enjoy
most and specialize in it.
ROBERT 9

Drive Guide – The Building

Below are the things you need to look for as you drive and look at buildings. You’ll want
one form for each building you view. (Rating scale: 1 is poor, 2 is fair, 3 is average, 4 is
good, 5 is very good.)

Building Name:
Building Address:
(comments)

Location within area 1 2 3 4 5

Curb appeal 1 2 3 4 5
General condition 1 2 3 4 5
Parking 1 2 3 4 5
Lighting 1 2 3 4 5
Access/entrance and exit 1 2 3 4 5
Tenants 1 2 3 4 5
Ease of finding 1 2 3 4 5
Landscaping 1 2 3 4 5
Fits with your needs/wants 1 2 3 4 5

Your Feelings and Impressions

High points? Morning Noon Night

Low points? Morning Noon Night

Future Outlook
In 5 years:

In 10 years:

Other impressions:

FIGURE 5.2
1 THE REAL BOOK OF REAL

MUlTIfAMIlY
The multifamily asset class includes everything from small duplex apartment
buildings to entire apartment complexes with eight hundred units or more.
The biggest risk in this asset class is oversupply because when people have
lots of choices, rents can fall, affecting your property’s operating performance
and cash flow. Another risk with multifamily is that when interest rates are
low, more people can afford to buy homes, so they don’t have to rent. That
leaves more apartment units vacant and competing for fewer residents. But on
the plus side, when lending gets tighter and it becomes harder to qualify for a
home mortgage, renting becomes the only option, and the demand for
apartment homes increases. Investors have made a lot of money in this area of
commercial real estate by buying right and managing efficiently. Like all
commercial real estate, the value of a multifamily property increases based on
increased operat- ing performance. In other words, buying a property and
then managing it and filling up the vacant space better than the previous
owner can create an auto- matic bump in value.

RETAIl
Retail commercial space is something you know probably quite well: shopping
centers, strip centers, malls, and stand-alone retailers. The benefit with retail
property is that construction costs are high—often tens to hundreds of
millions of dollars—making for a high barrier to entry by competitors. This
keeps de- mand usually ahead of supply. As an investor, that’s generally a
good position to be in. But it’s not all blue sky. Economic factors such as
reports of inflation, recession, and declining consumer spending trends can
trigger retailers to go out of business, and as a building owner you could lose a
retail tenant. Compe- tition can also turn a favored retail center into one that
is second class. That’s what I mean about knowing the lay of the land and
seeing the future. You want to know what is coming, not just what is.

COMMERCIAl OffICE
Office buildings and office condos are one of the largest real estate asset
classes. Just look around. We all work somewhere, and offices house many of
us daily from eight-to-five. Offices come in many shapes and sizes, so there is
diversity and easy entry for new investors. Some offices are former residential
buildings converted to office space. Others are conventional office buildings of
all shapes and sizes. The benefit of commercial office space is that there is
likely something in your town that will fit your budget whether you are a first-
time or a seasoned
ROBERT 1

investor and give you plenty of room to grow as you increase your wealth and
your level of investment.

INdUSTRIAl
Just like commercial office buildings, industrial spaces tend to have longer
leases and lots of options when it comes to investing. There are giant ware-
houses with upward of five hundred thousand square feet and smaller mixed-
use spaces in the neighborhood of three thousand square feet, along with
everything in between. Because of the many options available, industrial space
is a classic first-time-investor property. One reason for industrial’s popularity
with first-time investors is that many have their own businesses and need this
kind of space.

HEAlTH CARE
This asset class in commercial real estate includes not just hospitals, but also
nursing homes, medical buildings, and assisted living facilities. The benefit of
this class is that recessions and economic downturns don’t really affect it
much. But it is prone to the ups and downs of the tenant. Medical practices are
small businesses. Hospitals are big businesses. And business can fluctuate.
Plus, the medical profession is one that is in a state of flux, and it will be so for
many years to come. Through my experience in this area I know that not only
is it important to have the right tenants in your space, but it’s important to
have the right mix of tenants in your space—the right practices and the right
practition- ers. Assisted living facilities, on the other hand, rely heavily on
good manage- ment. Having a reputable management company that
specializes in these kinds of communities is a must.

SElf STORAgE
Self storage spaces are those mini-warehouse consumer and commercial facil-
ities that you most likely have seen in your town. You may even have some of
your things stored in one of them. They are seemingly recession resistant, and
that is a big advantage for you as an investor. Generally, the management is
rel- atively easy. Believe it or not, corporations are actually the biggest users
of stor- age facilities, and every year they pay billions to store excess files,
records, and general stuff. The downside is that building self storage facilities
is a low-cost proposition. That means it’s easy for competitors to break into
the market, charge a lower price, and erode your margins. When it comes to
self storage, I always make sure there are lots of rooftops nearby as well.
1 THE REAL BOOK OF REAL

HOSPITAlITY
This asset class includes hotels, motels, casinos, bed and breakfasts, resorts,
and vacation rentals. And like assisted care facilities, management is impor-
tant. In general, it is the asset class most closely connected with the health of
the economy. In periods of economic decline, travels for business or pleasure
are early casualties of cost-cutting and penny-pinching. That affects the num-
ber of room nights booked, which means per-night room rates can fall as
prop- erties vie for fewer customers. This, in turn, erodes income and
profitability, but in markets with a balanced supply-and-demand ratio,
hospitality can be very lucrative.
Within each of these asset classes are subcategories. All these options may
at first seem overwhelming, but in reality it’s this diversity that makes com-
mercial real estate so lucrative and why smart investors specialize. It’s this
spe- cialization that enables us to have an advantage over other types of
investments and over other types of investors who are trying to do it all.

THE ABCS Of COMMERCIAl SPACE

Just as you need to know the various asset classes and some of the nuances of
each, it’s a good idea to know the four classes of commercial space that refer
to the quality of the property. Too often I have seen novice investors duped
into believing that an office building is one class, when it is really a lesser
class. Class matters because the better the class of building, the higher the rent
per square foot. Here are the official class guidelines:
Class A+. Landmark quality, high-rise buildings with a central business dis-
trict location. These are the best of the Class A buildings.
Class A. Buildings that are one hundred square feet or larger with at least
five floors. The construction of these buildings is concrete and steel, and they
were built after 1980. Buildings include business/support amenities such as
cafés and banks, and they have strong identifiable locations and accesses.
Class B. Renovated buildings in good locations or newer buildings that are
smaller in size. These can be wood frame construction in nonprime locations.
Most first-time investors invest here.
Class C. Older buildings that are not renovated. They can be of any size, and
are in average to fair condition.
Keep these qualifications in mind as you look at properties. They will help
you know what you are looking at, and they will also help you recognize false
advertising when you see it.
ROBERT 1

THE REAl ESTATE CYClE REvEAlEd

Although you now know there are more kinds of commercial property than
you could have imagined, you may still be surprised to learn that their
perform- ance over time is cyclical in whole and in part. What I mean by that is
that each asset class runs through a cycle. And each asset class’s cycle either
flows before, flows with, or flows after another asset class’s cycle.
For example, you’ll find that growth in residential housing will fuel a similar
but slightly lagging rise in retail. This pattern makes sense when you consider
that new homeowners will want shopping centers, grocery stores, and other
conveniences near where they live. The surge in retail then drives growth in
the industrial and distribution sectors, so that means warehouse and mixed-
use property development grows. Home development also drives some
growth in commercial office space, but again commercial lags behind. That’s
why when housing development slows, it takes a few years for commercial to
slow down, too. You’ve probably noticed that. When the news is reporting real
estate de- clines, new commercial projects are still getting underway. Now you
know why. Real estate is about cycles and the inevitability of them. Once you
know that and know how to pay attention to the cycles, you’ll know the lay of
the land in this regard, too, and you’ll be in a position to make the best of the
cycle by mak-
ing the best decisions along the way.

TIP Recommendation No. 8: Understand the real estate cycle and

watch for the indicators, and you will seldom be surprised.

Cycles are important, but in reality if you buy right, your real estate will do
well, regardless of where in the cycle you bought. But if you are just starting
out, buying right may not be as intuitive to you, so understanding the real
estate cycle becomes golden knowledge. The following diagram shows the
typical commercial real estate cycle and how it affects new construction and
vacancy. Let’s walk through each quadrant. In Phase 1, the lower left
quadrant, the market is in recovery phase. There is declining vacancy and no
new construction. You know the market is in this phase when there is some
growth in the market indicated by properties being rented and properties
being sold. This uptrend can, and often does, last a long time, years in many
cases. That’s why I never feel like I need to rush into an investment. I also
don’t like surprises, so I gener- ally let the bigger guys make the first leaps
during this phase. Then I make my moves with solid knowledge that we are
solidly in Phase one—the buying phase.
1 THE REAL BOOK OF REAL

Market Cycle Quadrants

Phase II - Expansion Declining Vacancy New

Phase III - Hypersupply Increasin
Construction

ncy
LT Occupa

Declining VacancyIncreasing Vacancy No New ConstructionMore Co

Phase I - RecoveryPhase IV - Recession

FIGURE 5.3 Market Cycle Quadrants

Used with permission by Glenn R. Mueller, Ph.D.

TIP Recommendation No. 9: Phase 1 in the real estate cycle is the

time to buy, and Phase 2 and 3 is the time to sell.

As you’ll see in a minute when we talk about Phase 3 and Phase 4, declining
markets aren’t the time to take vacations. Doing lots of homework during
those times will make you smarter and at the ready during a Phase 1 market
when it is time to buy. When the other guys who bought poorly, or bought in
the wrong phase of the market, have thrown in the towel, that’s when I buy.
During Phase 2, you see the occupancy rates move below the Long Term
Occu- pancy (LT Occupancy line on the diagram) for your market. (Long Term
Oc- cupancy means that owners typically need at least a minimum of five
years of term remaining.) Every market is different, but in most cases, vacancy
is very healthy when it is below 10 percent. Understand that new construction
tends to start when vacancy rates drop below 10 and 15 percent, so during
this phase new properties begin to be developed. Again, this phase of the cycle
does not last days, weeks, or months. It tends to last a few years, so there is no
hurry here. If and when I buy during this phase, I really make sure the
numbers work and that the property meets my qualifications. There’s no way
of knowing ex- actly where the top of the market is or how long it will last, so
caution is the rule. If you’re going to sell, Phase 2 is when you do it.

TIP Recommendation No. 10: Phase 3 and Phase 4 are not

the times to buy. They are the times to research and target
properties to buy when Phase 1 kicks in.
ROBERT 1

In Phase 3, the market is in obvious decline. The guessing game, however, is

how far the market will fall and how long it will take. If you bought in Phase 1,
you may have bought yourself some strength. But when you are still seeing
new construction underway and occupancy rates increasing above the LT
Occu- pancy for your market, recognize the signs that you are in Phase 3. This is
known as “hyper supply.” Obviously, I never buy during this phase no matter
how badly I want a building. I am simply not willing to ride the wave to the
bottom, not knowing how far down bottom is. What’s the point when I know
that there will be plenty of time for deals that make sense in Phase 1? In fact,
I’ll be buying at bargain prices the properties others foolishly bought in Phase
3! You’ll hear people say that there are buying opportunities in every phase.
That is true. But it just depends on how strong your constitution is and how
deep your pockets are.
Finally, Phase 4 signals market bottom. But there’s good news in Phase 4,
too. The darker it gets in Phase 4, the better the buying opportunities will be
in Phase 1. So if you’re on the buying side, relish Phase 4, and take the time to
look at properties. Look a lot, but don’t buy a thing. There’s no way of knowing
the bottom until it makes the turn upward. You’ll know you’re in Phase 4
when va- cancy hits its high well above the LT Occupancy and buildings are no
longer under construction. The cranes and bulldozers will be replaced by
completed buildings sitting vacant. At this time, I do a lot of research so that
when Phase 1 kicks in I have pinpointed some ripe buying opportunities. I
have lined up in- vestors and financing and spoken to lots of people and told
them that when the turnaround happens, I’ll give them a call.
While it is helpful to know that real estate is cyclical and in all cases inter-
connected by asset class, knowing where you are in a market cycle and
predict- ing where it is going is key. Savvy investors can make money
anywhere in the cycle, but it takes great skill and experience to make money
on the right side of the line.
Further, understand that all real estate follows this pattern and that some
asset classes will follow the curve earlier or later than others. For instance,
res- idential real estate is always the first to decline and the first to rebound.
Multi- family follows a little later, and retail and commercial after that.
Commercial/ industrial is usually the last asset class to emerge from a down
market; however it is usually the last to enter it. The more familiar you get
with watching the real estate cycles, the better you will get at knowing where
you are in them. Commercial real estate, for me, gives me plenty of warning to
buy, sell, and hold.
1 THE REAL BOOK OF REAL

THE LAST WORd ON MASTERY

Well, now you know how critical the lay of the land in terms of neighborhood,
asset class, and the real estate cycle is to the success of your real estate invest-
ment career. But just like in baseball, there’s a huge gap between knowing how
to hit a home run and hitting a home run. That gap, of course, is technique,
practice, and unfortunately, failure. Becoming master of your real estate uni-
verse will take all of those, too. It did for me. I’ve lived in Phoenix for more
than twenty years, and I still drive around the market with real estate eyes.
Things are always changing, and I need to keep up with those changes. I
develop new systems to make me more efficient as I analyze properties and
deals. And I’m not ashamed to say on my first deal I lost $15,000 and didn’t
even end up with the property! It never closed. These kinds of things happen
to everyone, and they are what separate the serious investors from the
novices.
The same goes for baseball. Every time the Arcadia Rat Pack stepped out on
the diamond, they expected to win, but they also knew that losing was a possi-
bility. Of course we did everything in our power to increase the odds of
winning, but on those occasions when we didn’t come out on top, our team
learned what didn’t work, what we had to do better next time, and what
subtleties we missed. We didn’t make the same mistakes twice, and that’s the
benefit of losing: the lessons.
Yes, knowledge is just part of the story. But action is the most critical part.
All the information in this chapter and within this book as a whole is only as
good as your willingness to take action on it. So make a pact with yourself to
become master of your real estate universe. Step up to the plate. That first
swing is yours to take.

WAYS TO LEARN MORE

CCIM Institute (Certified Commercial Investment Manager)
SIOR (Society of Industrial and Office Realtors)
CRE (Councilors of Real Estate)
NAIOP (National Association of Industrial and Office Properties)
ULI (Urban Land Institute)
LoopNet.com—a great place to learn about your market and research properties
InvestorWords.com—excellent online glossary of terms
ROBERT 1

A forthcoming Rich Dad Advisor book: How to Win in Commercial Real Estate:
Your Guide to Finding, Evaluating, and Purchasing Your First Commercial Prop-
erty in 9 Weeks or Less, by Craig Coppola

One of the premier commercial real estate brokers in the United

States, Craig Coppola has been awarded the Arizona Office
Broker of the Year six times in the past thirteen years by the
National Association of Indus- trial and Office Properties. He has
completed more than twenty-five hun- dred lease and sale
transactions over the past twenty-three years, totaling a value in
excess of $2.5 billion. As founding principal of Lee &
Associates
Arizona, Craig has earned the top three designations in the real estate industry:
CCIM, CRE, and SIOR. Only thirty-five people worldwide hold all three.
6 Garrett SUTTON

10 Rules for Real

Estate Asset
Protection

G arrett and I share a common love: the love of the game of rugby. Although
we do not remember each other, we played against each other years ago on op-
posing teams at the Monterrey Rugby Festival. He played for the Hastings Rugby
Club of San Francisco, and I played for the Navy/Marine Corps Flight School
team from Pensacola, Florida. Unfortunately, we were not the better team, but it
was a great game.
In 2003, Garrett and I traveled to Sydney, Australia, to watch the Rugby
World Cup. It is in our humble opinion that we witnessed the greatest game of
rugby ever played. It was the final match between England and Australia. For as
long as I live, I will always remember that game and feel honored to have been a
spectator in the stands as we watched England beat Australia in overtime by a
score of twenty to seventeen.
Besides being a rugby player, Garrett is an attorney. He is a very important
at- torney. He specializes in asset protection, which is a vital area of law because
in today’s world there are more attorneys who want to steal your assets than
there are who want to protect them. One of the reasons why Kim and I can sleep
soundly at night is because Garrett is an expert at making sure our assets are
protected. This does not mean we are totally protected. This means Garrett has
built legal firewalls around different assets. It means we might lose one or two
properties, but we will not lose everything.
108

ROBERT 1
ROBERT 1

In today’s litigious world, having a Garrett Sutton on your side is vital for any-
one who wants to grow rich and get a good night’s sleep, too.
—ROBeRT KIyOsAKI

A s a Rich Dad’s Advisor, one of the questions I am most frequently asked is:
“How can I protect my real estate?”
In answering this key question, a pattern of repetitive follow-up queries al-
ways ensues such that after several years I have been able to distill all of the
is- sues and concerns into what I call the “10 Rules for Protecting Your Real
Estate.” By knowing, following, and implementing these ten rules, you will not
only properly protect your assets, but you will also avoid the many pitfalls
placed in your path by the overpriced asset protection “gurus” and service
providers out there who are more interested in your money than your
situation. You will have the confidence to say “No” to these people because
you will know more than
they do.
Your important and easily acquired education lies ahead. Let’s begin.

RUlE NO. 1: INSURANCE IS NEvER A COMPlETE

ASSET PROTECTION STRATEgY
Or: Never let a commissioned salesperson tell you how to protect your
assets. At Rich Dad events around the country I am always confronted by the
person who asserts that his insurance agent has assured him that asset
protection is a hoax and that all that is needed is a good insurance policy. I
have to laugh be- cause there are so many instances of insurance companies
failing to cover real estate investors and others on their coverage policies, that
there is a whole area of law named after the situation. It is called “Bad Faith
Litigation,” as in the bad faith that occurs when insurance companies say they
will cover you, collect your premiums, and then, heaven forbid, a claim arises
and they find reasons not to cover you.
Never forget that insurance companies have an economic incentive not to
cover you. As is clearly obvious, the less they pay out in claims, the more
money they make. Also never forget that insurance agents receive a
commission on all the policies they sell. So when an insurance agent says that
all you need is insur- ance instead of asset protection, please remember where
his incentive lies. It is also important to acknowledge that insurance agents
are not licensed to give legal advice. You would have to question the motives
of one who would do so.
1 THE REAL BOOK OF REAL

Real Life Story: The Plight of “Paul”

client of mine, we’ll call Paul, initially believed in the strident assertions of his

A
“insurance professional.” Instead of combining insurance with entities for his Aspen, C
Despite the 100 percent insurance protection guarantees of his agent, the policy was v
expressly excluded avalanche damage.
Paul was furious at his agent who, besides assuring that the pricey policy covered eve
Paul’s problem was completely avoidable. If he had relied on a team of advisors,
including an asset protection attorney, the situation where a highly commissioned sales

Given my healthy skepticism of the insurance industry, you would think

that I would advocate the exclusive use of asset protection entities without the
use of any insurance at all.

TIP Insurance is the first line of defense when protecting assets. The
proper use of asset protection strategies is this second line of
defense.

But to the contrary, I believe that insurance is the first line of defense when
protecting assets. Many insurance companies are forthright in their dealings
and will honor their coverage commitments. Others, with the help of a legal
nudge, will do the right thing. So I always advocate the reasonable use of
insur- ance as a protection strategy. However, because we know that a certain
per- centage of insurance companies will use exclusions and find reasons not
to cover you, you most certainly need another defense mechanism. The proper
use of asset protection strategies is this second line of defense. As we will
learn in this section, asset protection is not difficult or expensive, but it is
required if you are to succeed at building real estate wealth.
ROBERT 1

Now that we know that insurance alone will not completely protect us, let’s
review further ways to not protect your real estate before we get to the
promised land of beneficial strategies in later rules.

RUlE NO. 2: THE TWO MOST COMMON WAYS Of

TAKINg TITlE TO YOUR REAl ESTATE DO NOT
PROvIdE ASSET PROTECTION
Or: Why to avoid joint tenancies and tenants in common.
It is indeed ironic that the two most common and popular methods of taking
ti- tle to your real estate provide you with the least protection. Joint tenancy is
one of the most popular forms of holding title because it provides for a right of
survivorship. This works such that if one party dies the other joint tenant be-
comes the sole owner by operation of law, meaning it happens automatically.
Joint tenancy is popular with husband and wife couples. If the husband, for ex-
ample, passes away first, then the wife has complete control of the property
without having to go to court or file new deeds.
The problem for real estate investors is twofold. First, joint tenancies offer
no asset protection. Suppose Peter, Paul, and Coco own a sixplex as joint
tenants. If Paul gets sued, his creditor can reach Paul’s joint tenancy interest.
Peter and Coco now have a new partner in the sixplex, most likely someone,
who after suing their friend and barging their way in, they don’t like right off
the bat. As well, this new partner can bring a partition lawsuit to force a sale of
the property. It can get expensive in legal fees and messy in court.
Secondly, the right of survivorship feature that makes joint tenancies easy
and attractive to married couples is the same feature that makes them so
scary and abhorrent to investors. Let’s take another look at the joint tenancy
that holds Peter, Paul, and Coco’s sixplex. Suppose Coco were to die in a
fashion in- dustry disaster. Her interest in the sixplex is automatically
terminated. She can’t pass her interest on to her heirs because Peter and Paul,
by operation of law, are now the two remaining joint tenants on title.
Savvy investors will not invest with you if you propose taking title as joint
tenants. The good ones know that you should never put yourself in a position
where someone will benefit from your demise. That’s what you are doing with
joint tenancies. I will withhold comment on the state of marriage today and
why so many knowledgeable spouses continue to use joint tenancies. But for
investors it is not the right choice.
1 THE REAL BOOK OF REAL

TIP Savvy investors will not invest with you if you propose
taking title as joint tenants.

Similarly, but with one exception, taking title as tenants in common is not
the best course, either. Again, there is no asset protection. In our example, if
Peter gets sued, Paul and Coco can find themselves with a new and unwanted
partner. Once again, the partner can bring a partition suit to force a sale of the
property. As well, if there is a lawsuit involving the property (i.e., a tenant sues
over a defective water heater) the individual tenants in common (or
individual joint tenants, for that matter) can be held personally responsible.
All of their personal assets can be exposed to such a claim. Holding title to any
property as individual tenants in common does not make good sense in our
very litigious world. In fact, it can make you more of a target.
The one exception for using tenants in common to hold title is when
investors take their interest not as exposed individuals but with protected
entities. In a TiC situation (“TiC” stands for tenants in common) investors
come together from 1031 exchanges or with investment money to buy a large
property. The large property is held as a tenancy in common with all the
various investors holding their specific TiC interest through a protective
entity such as a LLC (limited liability company).
A chart helps to illustrate:

The Difference Between Individual Tenants in

Common and Tenants in Common
(TiC)

Tenants in Common TiC

4 Plex vs. 4 Plex

John,
as Jane,
individual as
individual John’sJane’s
LLCLLC
All assets personally exposed to all claims Outside assets protected from all claims

FIGURE 6.1

While I may have let the cat out of the bag (that LLCs are good entities for
real estate), it is my belief that most of you may have already known this. Still,
there are a few more rules involving what not to use before we get to positive
asset protection territory.
ROBERT 1

RUlE NO. 3: NEvER HOld REAl ESTATE

IN A C CORPORATION

Or: Fire the professional who even suggests such a thing.

One of the cardinal sins of real estate asset protection is to take title in the
name of a C corporation. While there are certainly advantages to using a C
corporation in business (which are discussed in my Rich Dad’s Advisor book
Own Your Own Corporation) there is a huge disadvantage to using a C
corporation for real es- tate, which can be expressed in one word: taxes.
As you probably know, C corporations face a double tax. You pay taxes once
at the company level and then again when dividends are distributed to share-
holders. With an S corporation, LLC, or LP you pay tax only once at the com-
pany level. A chart graphically illustrates the difference between double
taxation and flow-through taxation.

$ $
Corporate Tax
C No Entity Tax
LLC, LP, or Sub S Corporation
Taxes Paid Once
Corporation
After Tax Profits
Flow-Through Profits

Taxes Paid
Twice Dividends Dividends Taxes Paid Once
to to
Shareholde Members
rs FIGURE
6.2

So what happens when you have a capital gain on the sale of real estate
held by a C corporation? You pay a lot more in taxes.
Consider the situation in which a $500,000 long-term capital gain is
realized on the sale of real estate held for longer than one year.
As the chart on p. 114 indicates, you will pay $144,500 more in federal
taxes by using a C corporation instead of an LLC. Does Uncle Sam want you to
use a C corporation? Of course. Will any investors join your deal if you
propose using a C corporation? Of course not. They’ll know you don’t know
what you are do- ing. Avoid the professional who advises you to use a C
corporation to hold any interest in real estate. They just don’t know what they
are doing—to your later detriment.
1 THE REAL BOOK OF REAL

C Corporation
$500,000 Gain
−170,000 Less 34% corporate tax (35% for larger corporations)
$330,000
– 49,500 Less 15% tax to shareholder on distributions
$280,500 Amount after tax

LLC
$500,000 Gain
– 75,000 Less 15% capital gain tax
$425,000 Amount after tax

FIGURE 6.3

TIP Avoid the professional who advises you to use a C

corporation to hold any interest in real estate.

We frequently have clients discuss how some asset protection “guru” or other
promoter advised them to set up their structure as follows:

LLC LLC
4 plex Duple
x

C Corporation

FIGURE 6.4

The rationale is that the two pieces of rental property are owned by the
LLCs and each LLC is in turn owned by a C corporation. The gurus will state
that all kinds of deductions can be taken with a C corporation. The problem is
that, as flow-through entities, the profits flow from the LLCs to a double tax C
corpo- ration. You are still in a bad tax position.
If you are intent on using a C corporation in your entity mix (and please be
cautious of promoters who overly tout the supposed glorious benefits of the C
corporation) a better scenario is the following:
ROBERT 1

LLC C Corporation
Management LLC
4 plex Duplex

WY or NV LLC

FIGURE 6.5

In the structure above, the title-holding LLCs are held by an asset

protecting Wyoming or Nevada LLC, thus providing flow-through taxation
throughout the structure. For those desiring the write-offs of a C corporation,
a manage- ment C corporation is used. Each title-holding LLC pays a
management fee to the corporation so their benefits are obtained. But there is
no ownership of real estate through the C corporation, thus avoiding the
double taxation of profits we had in the first instance.
Please also beware of promoters who would have you set up more entities
than you need. The management corporation may provide some benefits in
later years when there is plenty of cash flow. But at the start, do you really
need one? Probably not. So be very cautious of those promoters who want
what is in their best interest and not yours.

RUlE NO. 4: OffSHORE STRATEgIES DO

NOT WORK fOR ONSHORE REAl ESTATE
Or: What have you been smoking?
As you have probably noticed, throughout this chapter and in my other
writings I have found the need to warn against the slick and salesy gurus and
promoters with their incredible claims and come-ons. Certainly some of the
most outra- geous claims come from the offshore promoters who offer tax
savings and ab- solute privacy. Of course, they never mention the existing
United States rules and regulations that do, in fact, run contrary to their
claims. In most cases, these people actually live on small Caribbean Islands or
in European principal- ities beyond the reach of U.S. authorities. They can say
what they want.
1 THE REAL BOOK OF REAL

But as a U.S. citizen, can you afford to listen to those who intentionally mis-
represent U.S. laws? Or course not.
To further your caution, let’s review what can happen when offshore asset
protection is used in attempt to protect U.S. real estate.

Real Life Story: John’s Bad Day

J ohn was a doctor in California. He had worked hard and paid his
taxes. He owned a twenty-unit Roseville apartment building free and
clear and a significant bro- kerage account. He felt as if he were doing
well, but the combination of the mal- practice and real estate litigation
explosion and the ravenous demands of both the IRS and California’s
notorious state tax collector—the Franchise Tax Board—had
led John down the path of considering offshore options.
A promoter from the Caribbean Island of Nevis held a seminar for
doctors and dentists in John’s hometown. The self-styled asset
protection man with glowing testimonials and advanced degrees from
schools John had not heard of, laid out a comprehensive and seamless
case for using Nevis structures to protect assets. The promoter boldly
claimed that by using offshore trusts John could obtain com- plete
privacy and incredible tax savings. His strategy was graphically
represented as follows:

Roseville, LLC
20 unit apt.
building Nevis APT II
Offshore
brokerage
account
Nevis APT, I

FIGURE 6.6

The promoter indicated that John would not have to pay any taxes.
Because the apartment building LLC was owned by the Nevis APT
(“asset protection trust”), profits generated from rents could pass
offshore without taxes. The domestic LLC would simply file zero return.
The promoter further stated that insurance was not needed on the
apartment building because it was now in a bulletproof structure. As well,
by moving John’s significant brokerage account into the second APT,
profits could be generated offshore without U.S. or California taxes. Better
yet, the monies could be accessed by John, tax free, into the United
States by simply requesting the Nevis trustee—who received $3,000 a
ROBERT 1
year for the service—wire the money.
1 THE REAL BOOK OF REAL

John followed the promoter’s advice, paid the $25,000 for setting it all
up, and in the first year his financial condition greatly improved. With his
assets offshore and no onshore taxes paid, he was doing really well. He
wondered why everyone didn’t do this. Then, in one day, two problems
arose. He was sued for malpractice by a patient and a tenant fell at the
apartment building.
When the tenant’s claim was made, John informed the claimants that
there was no insurance. When the tenant’s lawyer indicated they would
sue anyway, John calmly replied that the building was owned by a
bulletproof offshore asset protection trust. The lawyer laughed and said
John needed to get a local attorney to advise him.
When John did so he learned the bitter truth: You can’t protect U.S. real
estate with offshore entities. The apartment building was located in
California and, as such, Cali- fornia courts had jurisdiction. This was the law
in all fifty states. The tenant could bring a claim against the LLC, and with
no insurance in place, the tenant could reach the en- tire free-and-clear
equity in the apartment building. The fact that the LLC was owned by an
offshore APT was of absolutely no consequence and offered zero
protection. John also spoke to his new lawyer about the malpractice claim.
As a doctor, John was sued individually. But he felt protected because his
brokerage assets were pri-
vately all held offshore. This was when the second shoe dropped.
The lawyer explained that if John had followed all the tax reporting
requirements associated with offshore entities, a creditor could easily
learn what John owned. John was incredulous. The promoter had
assured him that he had bulletproof privacy and asset protection
without the requirement of taxes or even tax reporting.
The lawyer had seen other professionals lured in before. He presented
John with the following chart detailing all the reporting requirements:

TABLE 6.1
IRS Requirement IRS Rule
U.S. persons must report all gratuitous and nongratuitous Section 6048,
transfers to a foreign trust. Section 1494
Foreign trusts owned by U.S. persons must file an annual
Sections
tax return on IRS Form 3520-A. U.S. persons are subject to
671 to
a 5% penalty against the value of offshore assets each year
679
for failure to file.
U.S. persons receiving offshore distributions, whether taxable
Section 6677(a)
or nontaxable, must report them or pay 35% penalty.
Foreign trusts owned by U.S. persons must appoint a U.S. Sections
ROBERT 1
agent so that the IRS may examine offshore records. 7602 to
7604

CONTINUED
1 THE REAL BOOK OF REAL

CONTINUED

John now realized that everything the promoter said was false.
Given the IRS rules, there was no privacy, no tax savings, and no
bulletproof protection. With the help of his new lawyer, John cleaned up
the offshore mess by paying significant IRS penalties and fees. A demand
to the Nevis promoter for the $25,000 John was lured into paying for
worthless strategies and documents went unanswered.

TIP Offshore strategies do not work for onshore real estate.

RUlE NO. 5: LIvINg TRUSTS

OffER NO ASSET PROTECTION
Or: Will you please stop listening to these guys?
Many of you have seen the ads touting the significant benefits of living trusts.
Invariably, one of the great features mentioned is the ability of these trusts to
protect your assets.
While living trusts do offer certain advantages it is very important to
clearly recognize the one benefit they do not offer: asset protection.
Let’s take a closer look.
Primarily used for estate planning, the key benefit of a living trust is to
avoid probate. If you have only a will, or pass without a will, the distribution of
your estate is supervised by a local probate court. The probate process is long
and time consuming and a matter of public record, meaning that anyone can
view the file to see what assets are involved, and perhaps challenge the
distribution. As well, the attorney’s fees awarded for probate proceedings can
be quite lu- crative for the lawyers involved. For example, with a $1 million
primary resi- dence passing through a California probate, the court awards a
statutorily set attorney’s fee of $23,000. An executor is entitled to the same
amount. These fees are due, even if the home is fully encumbered by loans,
and thus without
equity to pay the fees.
The solution is to set up a living trust, which is a trust document allowing
you to use an appointed trustee, typically a surviving spouse or other family
member, to distribute your assets without the need for probate court assistance
or review. The several thousand dollars spent on a living trust can easily save
many more thousands of dollars in probate fees.
ROBERT 1

The living trust also features a great

deal of flexibility. It is a revocable trust, Asset Protection
meaning you can change its terms and/or XYZ, LLC
benefici- aries at any time. But that also Owns 4plex
means it does not offer any asset
protection. Because it can be easily altered,
a judgment creditor can get a court order
forcing a transfer of any property from the Sanchez Living Trust Owns LLC
trust to the litigation party.
Despite this factual lack of asset protec-
tion, living trust promoters continue to Probate
sell their services as offering such Avoidance
protection. When challenged, they will FIGURE
parse and nar- row their overly broad 6.7
claims to suggest
that their living trusts help protect against creditor claims because they avoid
the very public probate process. And this is true. But just as deciding not to
sunbathe completely in the nude is not the same as the judicious use of sun-
screen, avoiding a fully public probate is not the same as proper asset
protection. By relying only on the former examples, you are going to get
burned.

Real Life Story: Mario’s Mistake

client of mine named Mario came to me after titling all of his assets—his house,

A
a rental fourplex, and a significant brokerage account—in the name of his living trust. Th
Mario indicated that the seminar promoter who set up his living trust assured him that h
It was not pleasant to inform Mario that his assets were not protected. By titling everythi
When Mario asked if he could re-title everything into a more protective structure, it was
been sued, or even threatened with suit, it is too late for asset protection.
1 THE REAL BOOK OF REAL

The next question clients always have is: How do they combine the benefit
of a living trust’s probate avoidance with the necessity of asset protection? The
an- swer is simple, and it is graphically charted in Figure 6.7: The LLC is on
title with the county recorder as owning the fourplex. We have asset
protection at this level. The living trust owns the membership interests in XYZ,
LLC. If both Mario and Carmen die, the living trust document will dictate who
owns the LLC without the need for court supervision. At this level we have
probate avoidance.

TIP You can’t rely on the LLC for probate avoidance, and you
can never count on the living trust for asset protection, but in
concert you can get both.

Properly structured LLCs and living trusts work well together and comple-
ment each other. You can’t rely on the LLC for probate avoidance, and you can
never count on the living trust for asset protection, but in concert you can get
both.

RUlE NO. 6: LANd TRUSTS OffER PRIvACY

BUT NOT ASSET PROTECTION
Or: Why privacy is not enough.
For many of the same reasons a living trust offers no asset protection, neither
does a land trust offer asset protection. In fact, a land trust is very similar to a
living trust. In both, you are transferring assets to a trust administered by a
trustee for your benefit.
According to the seminar promoters, the big benefit of a land trust is its pri-
vacy. By using a trustee other than yourself, your name can be kept off the
chain of title and public records. And while privacy is a good thing in this day
and age, it is not a perfect substitute for asset protection.
It is important to understand the structure of
a land trust in order to appreciate why asset pro-
ABC tection is not inherent.
Land Trust owns 4 plex In our chart, Joe is identified on public records
as being the trustee, but Jane, as beneficiary, is
not anywhere identified. In this manner, privacy
can
Jane, an
individual be achieved.
Beneficiary But the land trust, like the living trust, does
not protect Jane. If there is a lawsuit involving
FIGURE 6.8 the fourplex, a judgment rendered is against the
ROBERT 1
ben-
1 THE REAL BOOK OF REAL

eficiary. If Jane, as an individual, is the beneficiary, then any judgment is against

her personally, and all of her personally held assets are exposed.
There are two better ways to handle it. In example A, we show the beneficiary
to be an LLC.

Example A Example B
ABC Land TrustJoe, Trustee James’s LLC owns 4 plex
owns 4 plex or

James’s LLC
Beneficiary
FIGURE 6.9

In this way, a judgment attained against the beneficiary is rendered against

a limited liability entity. James’s personal assets are not exposed.
Of course, this structure entails setting up two structures—the land trust
and the LLC—as well as paying the trustee to serve every year. The same asset
pro- tection is attained by just setting up one entity, the LLC, as in example B.

TIP If privacy is important you can certainly have the

manager of the LLC be a nominee, a person other than
yourself.

If privacy is important you can certainly have the manager of the LLC be a
nominee, a person other than yourself. Our firm charges $650 a year for this
service. Others may charge more or less. But in this way you can achieve asset
protection and privacy, without the need to set up a land trust.

RUlE NO. 7: LLCS ANd LPS ARE ExCEllENT ASSET

PROTECTION ENTITIES
Or: Why you want the charging order.
So, finally at rule seven we are getting to the good stuff. But as I mentioned,
there is so much misinformation out there that I felt it was important to first
dispel the myths and outright lies. With all that completed, I can now state
that LLCs and LPs offer excellent asset protection via the charging order.
Before reviewing the charging order, the difference between LLCs and LPs
must be explained. With an LP you must have at least one general partner and
ROBERT 1

one limited partner. The general partner, if an individual, is personally

respon- sible for the LP’s activities. To encapsulate that unlimited liability you
must form a limited liability entity—a corporation or an LLC—to be the
general part- ner. While you are now fully protected, it is important to
remember that you have had to form two entities: first, the LP, and then
second, a corporation or LLC to be the general partner of the LP. With the LLC
you need to form only one entity, the LLC. Everyone is protected within the
LLC. While LPs certainly have their place, due to the need for only one entity
instead of two, we shall use the LLC example from here on out.
When it comes to protecting your real estate, we must also distinguish be-
tween attacks. A chart helps to explain:

Attack
John’s LLC 4 plex
#1
Tenant

Attack John, Member

#2 Car
Wreck

FIGURE 6.10

In Attack No. 1, a tenant sues the LLC over a broken stairway. If successful,
the tenant can get what is inside the LLC—the fourplex—subject to any deeds
of trusts against the property.
But if the tenant can get the equity in the property, you ask, why even
bother with an LLC? Because without the LLC, the tenant could get everything
John owns—his house and bank account and everything else. The LLC limits
the ten- ant to just what’s in the LLC and shields your outside assets from
attack.
In Attack No. 2, John gets in a car wreck, his insurance company won’t cover
him, and a judgment creditor (the person who won in court; we’ll call him
Nate) is seeking to get paid. Because the car wreck had nothing to do with the
real es- tate, Nate, the judgment creditor, can’t sue John’s LLC directly. Instead,
Nate must go after John’s membership interest in the LLC.
This is where the charging order comes into play. The charging order rule
provides that Nate can’t take possession of John’s membership interest, his
own- ership in the LLC. If Nate could, he could then sell the fourplex and get
paid. (And please note, this is what can happen with a corporation. The judgment
cred- itor gets the shares and takes control and sells all the corporate assets.
Nevada, to date, is the only state that has extended charging order protections
to corporate shares in corporations with between two and seventy-five
shareholders.)
1 THE REAL BOOK OF REAL

The charging order instead allows Nate to stand in John’s shoes as a

member and receive distributions.
But what if no distributions are made? Then Nate gets nothing. He has to
wait to be paid. But what if money is made, there are taxes due, but no money
is distributed to even pay the taxes? This is called phantom income, and is
frus- trating to creditors. Under the charging order, Nate is standing in John’s
shoes. So he must pay the taxes on money he did not receive.
Most people do not want to be put in this position, which is why the proper
use of LLCs and LPs is an excellent deterrent to frivolous litigation. Not many
people want to fight it out in court to not receive any money and have to pay
taxes on the money they didn’t receive. Using LLCs and LPs can be an aid in
settlement discussions. They can even prevent a lawsuit from being filed in
the first place.

TIP Using LLCs and LPs can be an aid in settlement discussions.

They can even prevent a lawsuit from being filed in the first place.

Charging order rules vary from state to state. Nevada and Wyoming have
the strongest laws. In those states, the exclusive creditor remedy is the
charging order. California has the weakest law. There are two California court
cases al- lowing creditors to pierce through and sell off LLC and LP assets
to pay the creditor.
So if you are going to buy property in California or one of the many other
states with weak asset protection laws (including Georgia), you have the
choice of setting up your LLC or LP in the state where the property is located
or form- ing in Nevada or Wyoming, and then qualifying in the state where the
property is located. The process of qualifying involves submitting, for
example, the Wyoming LLC papers and appropriate fees to the California
secretary of state’s office. If properly done it is always granted and keeps you
within the law.
But the benefit is that if you get sued as in Attack No. 2, Wyoming or Nevada
law applies, not California law. A judgment creditor has to hire a Wyoming or
Nevada lawyer to fight a very uphill battle. This is what you want: a very
strong reason for predators to leave you alone.
More information on this is found in my book, How to Use Limited Liability
Companies and Limited Partnerships (SuccessDNA, 2009).
ROBERT 1

RUlE NO. 8: SEgREgATION Of ASSETS IS GOOd

Or: Let’s not put all of our eggs in one basket.
Since we’ve learned that LLCs and LPs are good entities for holding and pro-
tecting our real estate, the question then becomes: How many properties do I
put in each entity?
This is a judgment call on your part. But consider these scenarios involving
Liz, who owns twelve properties:

Scenario #1
LLC
12 properties

Scenario #2
LLC LLC LLC LLC
3 properties 3 properties 3 properties 3 properties

Scenario #3

LLC LLC LLC LLC

1 property 1 property 1 property 1 property

LLC LLC LLC LLC

1 property 1 property 1 property 1 property

LLC LLC LLC LLC

1 property 1 property 1 property 1 property

FIGURE 6.11

In Scenario 1, if a tenant sues over a problem at one property, the other

eleven properties are exposed to the attack. In Scenario 2, with three
properties in each LLC, only two additional properties are exposed if Liz is
sued. Of course, in Scenario 3 with only one property in each LLC, only one
property is exposed. I would never suggest a client hold twelve properties in
one LLC. With that many properties, your LLC is a rich target. In my
experience, most of my clients
1 THE REAL BOOK OF REAL

choose somewhere between Scenario 2 and 3. As is evident, the best asset

pro- tection is obtained through Scenario 3. Only one property is exposed to
any one attack.
But some clients don’t want to pay the one time initial set-up fees and
con- tinuing annual fees for twelve entities. In a state like California, where
the an- nual fee is $800 per entity, $9,600 a year for twelve entities is rather
daunting. So the choice of using one LLC to hold three properties is an
option. It is your call. But once again, the fewer properties you hold in each
entity, the better protected you will be.
Due to these issues, a new type of LLC is being touted to help reduce the
number of LLCs you need to form, called the “Series LLC.” Unfortunately, I
cannot recommend this new creature. It attempts to place separate properties
into separate series under one LLC, as follows:

Series LLC

Series #1 Duplex Series #2 4plex

FIGURE 6.12

The supposed benefit is that by setting up one LLC you can independently
protect two properties. The idea is that within the Series LLC there is an inter-
nal liabilities shield whereby a claim against the duplex in Series 1 does not
affect the fourplex in Series 2. The problem is there is no guidance whether or
not this supposed internal liability shield will be upheld. There are no court
cases in the subject, and conceptually the strategy may be difficult for a court
to uphold. Can two properties in the same state-chartered entity be protected
from each other? As well, what if one series goes bankrupt? Will the other
series be protected? No one knows.
The California tax authorities (the very aggressive Franchise Tax Board)
have their opinion. If you are going to try and set up one series to hold two
properties, they are going to charge you $800 per series, the same as if you
had set up two separate LLCs to begin with.
Of course, by setting up two separate LLCs you have the certainty of sepa-
rateness, rather than hoping that someday a court will miraculously rule that
ROBERT 1

the muddled and imperfect concept of an internal liability shield actually

makes sense.

TIP Stay away from promoters who would put you into this
untested entity called the Series LLC.

Interestingly, the American Bar Association brought together the nation’s

brightest lawyers to review LLC developments. After looking at the Series LLC
they declined to endorse the whole concept. Stay away from promoters who
would put you into this untested entity called the Series LLC.

RUlE NO. 9: TRANSfER TITlE INTO YOUR ENTITY

Or: What’s the point if you don’t?
All right, so you have set up one or more LLCs to protect your real estate. You
have the articles properly filed with the state. You have approved and signed
the operating agreement governing how the LLC will run. You have signed the
minutes of the first meeting and issued the membership certificates. All the
im- portant documents are in one binder in a safe place.
And remember, if all these steps are not taken, you are not ready. Beware of
promoters who will sell you the articles for just $99 but will not provide you
with an operating agreement, meeting minutes, and membership certificates.
Our firm charges $695 (or less if you are with Rich Dad) plus state filing fees
for the complete package—binder and all—with all your documents prepared
and finalized according to your specific needs, along with live phone support
through the whole process. You have the certainty of knowing that everything
is in order.

TIP You’ve formed the asset protection entity. The next step is to
transfer title to the property into the LLC.

So assuming that everything is in order, now what?

Just because you have your asset protection entity in place, are your real es-
tate assets now protected? No, not yet. You must take the next step, which is to
transfer title to the property into the name of the LLC.
You must prepare a grant deed transferring ownership of your fourplex, for
example, from John Jones, as an individual, to the Jones Real Estate, LLC.
Several questions arise during this process.
1 THE REAL BOOK OF REAL

John Jones,
Gran
An
individual t Jones Real Estate, LLC
Deed

FIGURE 6.13

First, is this a taxable event? Will the IRS or my state taxing authority assess
taxes when this happens? The answer is no. This is not a sale of the property
— you are not receiving any money in this transaction. Instead, it is a transfer.
You are transferring the property from yourself (as an individual) to yourself
(your new 100-percent-owned LLC).
The property goes into the LLC at its basis, which is the amount you paid
for the property originally. That basis, for tax purposes, remains the same
once the property is in the LLC. So, for example, if you paid $250,000 for your
fourplex, the basis of $250,000 remains once it is titled in the LLC’s name.
There is no gain in the transaction, and with no gain there are no capital gain
or ordinary income taxes.
If John Jones added new members (owners) into Jones Real Estate, LLC be-
fore or after the transfer, there could be a taxable event. Be sure to consult
with your advisors prior to any change in ownership.
The next question is: Are there any transfer taxes? The answer is: It
depends. Transfer taxes, a tax based upon the value of the property being
transferred, vary from state to state. Many states have an exception to their
transfer taxes. If you are transferring the property from yourself as an
individual to yourself as an LLC, there is no tax. Check with your local
advisors to understand your
local rules.
Some states are very tricky, though. In Nevada, you are free to transfer title
into your LLC. But if you transfer it from the LLC back to yourself there is a
transfer tax. This situation occurs when you are refinancing and the lender
wants title to be in your name when the new first deed of trust attaches. Resist
the lender’s attempts to require this. He will argue that he doesn’t have
security if title is in the LLC. That is nonsense. With title in the LLC, he will
have your personal guarantee for the loan and a first deed of trust against the
property, the same as if it was in your individual name. He is equally protected
in either situation. Seek out lenders who are enlightened as to asset
protection. They do exist.
One state is very costly when it comes to transfer taxes. Pennsylvania
charges a 2 percent tax on the value of the property. So if you have a million
dollar property
ROBERT 1

with a mortgage of $950,000, you will still pay $20,000 (2 percent of $1

million) for the privilege of holding title in the name of your LLC. Ouch.
The best course in all of this is to take title in the name of your LLC when
you first buy the property. With title in the proper entity at the start there is
no need for a later transfer, thus no issue of transfer taxes. There are lenders
who will let you take title at closing in the name of the LLC (or your LP). You
can view the LLCLoan.com Web site for more information.
Speaking of banks and lenders, the next questions is: Will they call the loan
if I transfer title? In dealing with clients, I have heard numerous times about
the attitude of lenders regarding transferring title into an LLC. In their
reptilian mind-set, they feel as if you are trying to hide assets from them and
deny them their due. Of course, as mentioned, if the lender has your personal
guarantee and a first deed of trust on the property, he is protected whether it
is in your name or the LLC’s name.
But that logic is lost on the functionaries at most lenders. They will argue
that if you make the transfer they will enforce the due-on-sale clause, which
states that the loan is due when you sell the property. Of course you haven’t
sold the property; you transferred it to yourself.
So what do you do?
In my experience it comes down to: Is it better to ask for permission or for-
giveness? If you ask most lenders, as if by reflex, they will say no. But if you
just go ahead and make the transfer without asking you can always say you are
sorry later. The chances are good you will never have such a conversation. In
my dealings, the lenders have never called a note. Will you be the first one? I
don’t know. But as long as you keep making the monthly payments, there is a
very good chance that they are not going to call the loan. Why would they
want to create such trouble for themselves, especially when they are being
paid? If in some bizarre case they do, refinance with a lender comfortable with
LLCs. It’s not as if you are going to lose your property if they call the note.
But some of you may be overly cautious in this realm, which is fine. If you
are willing to spend a little more money, there is another way to skin the cat.
Federal law holds that a lender can’t prevent you from transferring title from
your individual name to your living trust. Land trusts look like, and can be
named like, a living trust. So by forming a land trust and transferring title into
it, you may be able to accomplish your goals.
The extra money involved is the preparation of a land trust. Our firm charges
$395 for such a document; others may charge more or less. But remember, as
discussed in Rules 5 and 6, neither land trusts nor living trusts offer asset pro-
1 THE REAL BOOK OF REAL

tection. So when utilizing this strategy you still need to form that LLC and
name the LLC as beneficiary of the land trust.
With the title transferred to the land trust and an LLC as beneficiary of the
land trust you may be able to get the protection you need without irrational
lender interference.
The only group you do need to notify when you transfer title is your
insurance company. It needs to know the policy is in your LLC name and not in
your per- sonal name. Otherwise, and this does happen, your friendly
insurance company may claim it was insuring you as an individual, not your
LLC, and use that as an excuse to deny any coverage in the event of a problem
at the property. And while the insurance company may notify the lender of the
change in insureds, that usually does not lead to due-on-sale threats.
A final question always arises as to why to use a grant deed instead of a quit
claim deed to transfer the title. A quit claim deed merely transfers everything
you claim you may own to the next party. A grant deed is a much more
affirma- tive grant of property rights. As such, in many cases, title insurance
coverage flows to the next party with a grant deed. Since you are essentially
transferring property from yourself to yourself, it makes sense to give yourself
the most complete rights you can. Use a grant deed.

RUlE NO. 10: DON’T SET UP MORE

ENTITIES THAN NECESSARY
Or: Beware of promoters telling you otherwise.
Several years ago I was at a real estate event in San Francisco. A lady
approached me after hearing my speech, in which I argued that people should
not go over- board and set up more entities than are needed.
I was shocked by her story.
Jane was looking to invest in her first duplex. She had previously attended a
seminar on asset protection given by a self-styled asset protection guru. The
seminar had been sponsored by a local real estate organization. She trusted
that the group would provide her only with competent service providers.
The asset protection guy indicated that she needed the following structure
for protection: (See Figure 6.14.)
Jane stated that the man convinced her that for the necessary protection she:

1. Needed the LP to hold her LLC. The LP was then, in turn, owned by the
Ne- vada Asset Protection Trust and the Offshore Asset Protection Trust.
These structures gave her extra layers of protection.
 ROBERT 1

C Corporation Management Co./Tax Savings S Corporation General Partner of L.P.

LLC
Holds Duplex

Limited Partnership Holds LLC interest

Nevada Asset Protection Trust

Offshore Asset Protection Trust

FIGURE 6.14

2.Needed an S corporation to manage the LP in order to achieve necessary

as- set protection.
3.Needed the C corporation to manage the LLC in order to achieve significant
tax savings.
The cost of this structure was $20,000. The annual fees were more than
$5,000 to maintain all the entities. Jane was in tears because after spending
such a large sum of money for asset protection, she no longer had enough
money for the down payment on her duplex.
I told her the truth. She had spent way too much money. The asset
protection man’s arguments were false. Extra layers of entities do not
necessarily provide extra layers of protection. If you aren’t making any money
yet, you don’t really need a C corporation to save on taxes. The structure they
created was designed for their profit, not her needs. Jane asked me to give her
a chart of what she needed to protect her duplex. It took five seconds to chart
her strategy:

LLC
Holds Duplex

FIGURE 6.15
1 THE REAL BOOK OF REAL

Jane was in shock. She asked how the local real estate group promoter, a
person she trusted, could let such a snake in the door to present to them. I told
her something that was an open secret in that business. The local promoter in
many cases receives 50 percent of what the service provider sells. As such,
there is a powerful economic incentive for local promoters to tout the value,
integrity, and importance of the service provider, as well as the urgent need
for the serv- ices offered. In Jane’s case, the local promoter may have made
as much as
$10,000 for doing so.
Jane calculated that fifteen people had signed up for all this and figured the
promoter must have cleared a total of $150,000 at the one asset protection
event. She was furious and sickened by what had happened. She vowed never
to invest in real estate. I tried to counsel her but could not. She had gone
through a hor- rible experience and was adamant that her decision was final.
Do not let Jane’s experience be yours. Real estate is an excellent way to
build wealth, but at some points during your journey you will need to be able
to nav- igate through shark-infested waters.

Important Tips
•Engage in critical thinking.
•Ask yourself if the “expert” really is such an expert.
•Ask yourself if the services are for your legal benefit or the expert’s
financial benefit.
•Use healthy skepticism and old-fashioned due diligence.
•Check around, and don’t bite at the first supposedly
“discounted” offer. These tips will work out to your advantage.

That said, asset protection, as we have seen, is important. You want to take
the necessary steps to protect your real estate assets and your financial future.
The correct use of entities will greatly assist you in achieving this goal.
Remember, asset protection is neither overly difficult nor outrageously ex-
pensive. And with critical thinking, never allow someone to tell you it is.
Good luck in all your asset-protected real estate investing.
ROBERT 1

WHERE TO LEARN MORE

www.corporatedirect.com
www.sutlaw.com
www.successdna.com

Garrett Sutton is a Rich Dad’s Advisor and is the author of

Own Your Own Corporation, The ABC’s of Getting Out of Debt,
The ABC’s of Writing Winning Business Plans, and How to Buy
and Sell a Business. He is also the co-author of Real Estate
Advantages. Garrett is an attorney with more than twenty-five
years experience in assisting individuals and businesses to
determine their appropriate corporate structure, limit their
liability,
protect their assets, and advance their financial, personal, and credit success
goals. He has been featured in the Wall Street Journal and the New York Times,
among others. His firm, Sutton Law Center, has offices in Reno, Nevada; Jackson
Hole, Wyoming; and Rocklin, Cali- fornia, and accepts new clients at (800) 700-
1430.
1 THE REAL BOOK OF REAL

Wayne PALMER 7

Of Marbles and Capital

T his book is called The Real Book of Real Estate because the people I chose
to be a part of it are real-life real estate investors. They are not people who just
teach real estate and make their money teaching. Wayne like the others who I
asked to be part of this book, makes his money doing what he teaches. He is one
of the best real estate investors and one of the best finance guys I know. He is,
like all of the advisors in this book, doing his own deals while teaching others
how to be rich using the same methods and formulas he uses himself. I am
always leery of people who give advice and say, “Trust me.” Then they don’t do
what they are telling me to do. Those are not the kind of teachers I want around
me. And they are not the kind of teachers who are in this book. This book is real
people and real-
life real estate strategies that they use to build wealth.
One of the things I like most about Wayne is how his brain goes into overdrive
whenever he sees a roadblock in the way of his or one of his client’s goals. When
it comes to finance, nothing stops Wayne’s creative mind. Obstacles become
excuses for Wayne to find innovative ways to get around them.
Wayne is an excellent teacher, and he has taught me more through example
and through the deals we do together than even he probably knows. He can take
things that are very complex and make them simple so that I can understand

133
1 THE REAL BOOK OF REAL

them. When I first met Wayne, I could tell from the way he talked and the way he
carried himself that he spoke from years of experience, successes, and failures.
Life is the best teacher, and that’s why Wayne’s chapters and the others in this
book are so powerful. They are full of stories and experiences that are
entertaining and educational. Education should be fun. If it isn’t, I’m not
interested. Wayne is a great communicator. He has a way of telling a story and
teaching a lesson that keeps you wanting more. Read this chapter, and you’ll see
what I mean.
—ROBeRT KIyOsAKI

O n the bookshelf opposite the desk in my office sits an antique jar filled
with marbles. It is there to remind me of the importance of capital. As a
fourth grader, I didn’t call it capital, and I surely didn’t realize the role that
capital plays in business. I just knew I wanted to play marbles with the other
kids, and I couldn’t get in the game unless I owned some marbles, or at least
one marble.
Coming from a family of modest means, it was out of the question to ask for
money for marbles. I accepted that I should expect only a few new toys on my
birthday and on Christmas. If I didn’t take care of the toys I received twice a
year, I would go without or make my own. I made trucks out of scrap lumber,
bows and arrows out of whittled sticks, and forts out of haystacks, but I could
think of no way to make a marble. Every day I watched with envy as other
boys, and a few bold girls, played with those flashing glass spheres on the
playground. I studied their techniques and strategies. I ached to get in the
game. I had a plan as to how I would approach the game if I could find a way to
play, but I was locked out. I had no “taw.”
Where I come from, a taw is that one precious marble that each player
selects in order to play with the greatest skill. It is the perfect weight. It fits the
thumb just so. It is the single marble out of the entire bag that the player feels
will give him or her the greatest advantage in a particular game. I knew if I
could just find a taw, I could get in the game.
“FIND A TAW!” That was it! I suddenly remembered playing along the side
of our home as a five-year-old. While digging in the dirt to build roads for my
toy cars, I had unearthed a white marble. Having no value to me at the time, I
left it lying in my diggings where I had found it. I wondered if it was still there.
I rushed to the barn and grabbed a shovel. I turned up the dirt and carefully
ROBERT 1

chopped through the overturned earth to loosen it. I got down on my hands
and knees and sifted through the soil with a spoon. After a few minutes of
min- ing, I felt and heard a click on the end of the spoon. My heart jumped into
my throat. I felt a burst of excitement tingling in my temples. I brushed back
the soil, and there it was—a somewhat dirty, but perfectly formed, ivory-
colored marble.
Something shifted within me at that moment. I felt a rush of freedom and
opportunity. I was wild with excitement that I could finally get in the game on
the playground. It was as if I had come of age or had been declared worthy to
be a real boy. The doors to my future opened wide. I was prepared to be a
marble master, or so I thought. Owning my own taw became a right of passage
for me. Suddenly, my jubilation was cut short by a flood of fears that crowded
my thoughts. In every game of marbles, like battles in a war, someone wins
and someone loses. What if I lose my only marble? Where will I find another
one? Who am I to think I could win when the other kids have been
playing for months or years? What if I get totally embarrassed? What if I start
crying right there in front of the toughest guys and the bravest girls? What
will they say
about me? What if they make fun of me? I was petrified.
As I clutched the marble in my hand, I realized how critical it was to my
game and yet knew I couldn’t play without risking it. Finally, I decided that if I
must take the chance, I would take the smallest risk possible. I would
challenge someone of the lowest skill level. Because I had been watching
others play mar- bles for months, I knew who the champions were and who to
avoid. Even if they called me out and teased me for being too chicken to play
them, I would refuse to risk my taw on a game I couldn’t win. I would play to
win by carefully choosing the first games I entered and the opponents I faced.
I took my chances and got in the game. By the end of fourth grade, my
shoot- ing skills had improved considerably. I dared to play anyone in the
school under the right conditions, and I had a gallon can full of marbles as
proof of my progress. They were treasure to me. Each one held a memory, and
each had a story of how it had been won. I kept my original white taw safely in
a smaller pouch to remind me of how far I had come. It was no longer my best
marble for play, but would always be my favorite, for sentimental reasons.
Sometimes when I teach seminars, I ask which of the attendees consider
themselves to be capitalists. Almost every hand in the room goes up. Then I
ask how many have capital. Most of the hands go down. To play in the game of
cap-
1 THE REAL BOOK OF REAL

italism, one must own or control some capital. Like marbles, capital is the
“taw” that allows us to play the game. Raising capital is a vital skill for anyone
who wants to get out of the rat race, as taught by the Rich Dad CASHFLOW
game.

TIP Louis Kelso, the father of the Employee Stock Option Plan in
the United States said, “The right to life implies the right to earn a
good income. When 90 percent of the goods and services are
produced by capital workers— people who own capital—as it is in
an industrial society like ours, you can’t earn a good income
without owning capital.”
(BILL MOYERS, A WORLD OF IDEAS [NY: DOUBLEDAY,
1990])

Capitalists
Investment Bankers
Corporations
Mutual Funds
Stockholders
Employees/Laborers
FIGURE 7.1

Robert Kiyosaki expressed the same principle in one of the Rich Dad
business schools, showing the hierarchy of the economic food chain:
You may notice that those who work for money are on the bottom of the
food chain. They get only crumbs, after everyone else has taken the best
returns. Also notice that the capitalists are at the top of the food chain.
Everyone works for the capitalists. Capitalists fund all enterprises. The
capitalists own and con- trol the majority of the wealth. The biggest returns,
the best leverage, and the greatest tax advantages go to the capitalists. The
capitalists are also those who take the biggest risks. Still, given a choice, why
would anyone want to remain an employee, rather than becoming a capitalist?
Working for money is an arduous way to move up the economic food chain.
If you continue to work only for money you will never escape the trap of the
rat race. What is the key to economic freedom? It is the ownership or
control of
ROBERT 1

capital. If you want to be a capitalist instead of an employee, capital is the key.

Capital is your taw. It empowers you to leverage and move ahead faster.
So how does someone who has no capital get started? Where do you go to
get your first marble?
There are three basic ways:

1. Save it from your earnings

2.Borrow it from someone else
3.Trade ownership (equity) for capital
Let’s look at each of these methods in more detail.

SAvINg
Accumulating seed capital by saving money is the long, hard way to get your
taw, but it has been proven viable by fledgling capitalists since ancient times.
In his classic book The Richest Man in Babylon, George S. Clason shares a fable
that clearly shows how one can go from the Rich Dad E quadrant (employee)
to the S quadrant (specialist/self-employed), and even to the I quadrant (in-
vestor), by frugality and sacrifice. In America and other capitalist countries,
immigrants prove over and over again that by working hard—sometimes even
for subsistence wages—and by saving part of what they earn, individuals or
families can rise quickly to capital ownership and wealth. Setting aside a
portion of one’s labor to accumulate an initial capital stake is within
everyone’s reach, just as I employed my own labor to dig in the dirt until I
found my first marble. However, no matter how much capital you acquire by
your own labor, your earnings will always be limited by the hours you can
spend at work. Using only the capital you can save from your own earnings
means that you will be severely restricted in growth and income.

FIGURE 7.2 Rich Dad CASHFLOW® Quadrant

1 THE REAL BOOK OF REAL

BORROWINg
Back in fourth grade, I may have been able to get into a game of marbles
sooner if I had thought to borrow a taw from someone else. But how would I
have re- paid the debt if I had lost? These are the kinds of risks we must
consider when borrowing capital as well. As my grandpa Palmer used to say,
“Any damn fool can run into debt, but everyone will crawl out!” In other
words, it is easy to go into debt, but not usually so easy to get back out.
Borrowing money has conse- quences, and it is wise to fully consider those
consequences before signing for the debt. Under most market conditions,
borrowing money is relatively easy for strong investors with viable collateral.
Paying it back as agreed will deter- mine the true nature of your character and
business skills. If you become good at taking care of Other People’s Money
(OPM), you will likely have plenty of capital with which to pursue your
investment opportunities.

TIP Bad deals chase the money, while the money chases good ones.

The term OPM has become a popular acronym for the concept of raising
capital. OPM can refer to borrowed capital as well as equity capital. It is some-
times spoken of with reckless abandon, as though getting others to back your
idea is as easy as asking. As simple as some might make it appear, there are
proven guidelines and important legalities for qualifying yourself and your
proj- ect to attract the capital of others. I have often heard this said by lenders:
“Bad deals chase the money, while the money chases good ones.” In the end,
how successful you are at borrowing will be largely determined by the
answers to these two questions:

1. How viable is the opportunity?

2.How clear, concise, complete, compelling, and convincing is the communi-
cation contained in your loan package?
Let’s consider these questions one at a time.

VIABlE OPPORTUNITY
First and foremost, what you propose must be viable—it must make sense.
How do we define a viable opportunity? It is something that the average
lender could look at and say, “Wow, I believe that will work.” The projections
of profit are based on reasonably probable outcomes, not on pie-in-the-sky
dreams. The as- sumptions that lead to the bottom line are in harmony with
the way things
ROBERT 1

work in the real world. The outcome is not dependent upon anyone turning
back the tides or walking on water or otherwise doing things that mere
humans have never done before. More importantly, the lender must believe
that you can do it. Just because Donald Trump did it doesn’t mean the average
Joe can pull it off. The outcome must be highly likely, given the skills,
experience, and re- sources of your team. Above all, it must be economic,
which means it must make money. Why else would a lender risk capital on
your idea?

LOAN PACKAgE
Two of our companies do real estate lending. As lenders, we see and hear
dozens of loan requests each week. Not long ago I received an e-mail from a
would-be borrower that consisted of merely six line items, each with a large
number at the end of the line, all totaling $2.44 million. There was nothing else
in the e- mail. No borrower information, no outline of the ownership entity, no
informa- tion about the structure of the proposed loan, no indication of the
value of the properties that were to be pledged as collateral. Frankly, such a
proposal is an insult to a lender. Underwriters rarely have enough time to sort
through the mountains of paper and electronic packages that end up on their
desks each day. To have borrowers suppose that, as a lender, I am going to
hold their hand, do their work for them, beg for the documents that are
needed to underwrite the loan, or spend hours on the phone with them,
educating them in the busi- ness of borrowing, communicates to me only how
naïve, or perhaps lazy, the borrower must be. We do not risk our capital on
naïve or lazy people. We prefer hardworking, well-informed, and experienced
borrowers. They have a better track record of paying us back. To avoid
making a complete fool of yourself, wasting everyone’s time, and killing your
chances of getting a loan, take the time to compile a complete and easy-to-
read loan package. In other words, be prepared!

HOW TO PRePARe A LOAN PACKAge

At a minimum, a good commercial real estate loan package includes the follow-
ing twelve items:

1.A A brief Executive Summary: This is a one-page concise summary of

the loan request in outline form. An executive summary typically includes:
a. Name and contact information of the borrower;
b. A description of the collateral property (address, type, age);
c. The requested loan amount; and
1 THE REAL BOOK OF REAL

d. The proposed terms of the loan (loan to value, interest rate, maturity
date, and balloon or call date, if any).
2. A Table of Contents for the remainder of the package: This allows the
Lender to quickly and conveniently find any information that may be of in-
terest without reading the entire binder. It is also in your best interest to
in- sert tabs at the front of each section to make the package easy to
navigate. The more convenient it is to access the information, the more
likely it is that your loan proposal will receive full consideration.
3. Maps: Include in the map section a state map, a city map, and a plat
map of the subject property/site.
4.Photos: Include a small group of pictures that give a good idea of the prop-
erty, its condition, and a sense of the neighborhood.
5.Appraisal: If you’ve had a professional appraisal done on the property, in-
clude the full document, or at a minimum, the summary pages. If there is no
appraisal, provide some estimation of value, based on cost, comparative
mar- ket analysis, or a list of comparable sales in the marketplace.
6.Environmental Study: Because environmental contamination is almost al-
ways an automatic deal killer, it is in your best interest to pay for a Phase
One Environmental Report and include it in the package. Such reports are
com- piled by environmental engineering firms. The only exception may be
when the property is known to have had zero exposure to contaminants,
such as might likely be the case with raw farm land or mountaintop
property.
7. Operating Statement and/or Projections (“Pro forma”): The
operating statement sets forth the historic annual income and expenses on
the prop- erty, usually for the past two to three years. This is one of the
most important parts of the package so take extra care to make sure you
compile and report this information accurately. Perhaps nothing will
destroy the credibility of your proposal faster than a misstatement of the
income or expenses on the property. The Pro forma is a projection of future
income and expenses related to the property. An inaccurate or incomplete
Pro forma is evidence that you, the borrower, have not entirely thought
through the financial future of the project. That will likely result in the loan
being declined.
8.Borrower Financial Information and Credit: This section will typically
in- clude the balance sheets and income statements on you, the borrower,
and Guarantors, as well as tax returns for the prior two years. Each
borrower and Guarantor will likely be required to submit a credit report or
allow the lender to pull one.
ROBERT 1

9. Management Experience: Make sure that you have a person on your

team with the experience to manage the kind of project you are proposing.
Include in the loan package a copy of his or her résumé or professional
qualifications and experience.
10. Use of Funds Statement: The use of funds statement is a one-page (or
less) description of how you will use the borrowed funds. If the proposed
loan is intended to be a purchase money mortgage, which is a term used to
describe any mortgage that is taken out to pay for a property at the time of
purchase, also include a statement of the source of the down payment.
11. Title Report: Provide a title report on the property from a local title
com- pany. Such a report is generally called a PR (Preliminary Report) or a
Title Commitment.
12. Ask in advance about any submission guidelines your lender might
have and if he would prefer to have you submit your package electronically
or in hard copy.

Perhaps most importantly, once your loan is approved and closed, pay it
back on time. Nothing will enhance your status with lenders or do more to
encourage additional funding of your investments than precise performance
on your part. I relish the comment Lee Iacocca made when he was chairman of
Chrysler Corporation. He said, “We borrow money the old-fashioned way; we
pay it back.”

EqUITY
Raising equity capital is another matter altogether. First of all, there are very
stringent securities laws that govern the raising of capital. Do not start
soliciting funds for your business without consulting a good lawyer to make
sure you are within legal guidelines. The penalties for breaking securities laws
can be severe. Whereas lenders primarily look at collateral values, cash
flows, and the strength of the borrower to repay his loans, venture capitalists
who may con- sider investing in your enterprise additionally look to
management expertise and a solid business plan. Raising capital for real estate
can take on elements of both borrowing and venture capital. When others
approach me to be their po- tential joint venture partner, I want to see all of
the information contained in the loan packaging above. Additionally, I must
also be satisfied concerning the
following:
1 THE REAL BOOK OF REAL

• Who is providing what to the venture? A real estate investment is made up

of two basic parts: money and management. Who will provide the money
and in what increments? And who will do the work of managing the
project? Some investments require more money than work, and some
require more work than money. Our companies generally negotiate to
provide debt or eq- uity. We may also sometimes choose to structure a
combination of both. As equity investors, or venture capitalists, we will
require our potential partners to answer these questions:
• How much capital are we being asked to risk?
• For how long will it be at risk?
• Will our rate of return be based on an interest rate paid periodically, with
an equity kicker in the end, or will it be based solely on the upside equity
and cash flow?
• What management skills are required to protect the capital and deliver the
projected returns?
• Does anyone on the team possess these skills or will they be contracted
from outside of the ownership group?
• How much of our time and expertise will be required?
• How will those who contribute their time to the project be compensated?
Will they receive money or additional equity in the property?
• What is the order of priority for each team member in the disbursement of
funds? Most of the time, a venture is structured to first pay expenses,
includ- ing interest and personnel costs; second, the costs of sale; third, a
payment of the remaining principal balance on the debt; fourth, a return of
the initial joint venture (equity) capital; and finally, the disbursement of
profits to each partner at the pre-agreed percentages. As sponsors of an
opportunity, we sometimes agree to disburse profits to our money partners
as a first priority, until they have achieved a predetermined rate of return,
with remaining profits going to ourselves or to the group at large.

A WORd ABOUT LEgAl COMPlIANCE

I have learned just enough about securities laws to know that they are compli-
cated, diverse, and generally unforgiving. Inasmuch as I am not qualified or
willing to give anyone legal advice, the only guidance I will venture to suggest
is this: Make sure you get competent legal counsel if you are going to ask
anyone else to participate in your projects with you. Do not underestimate the
serious- ness of even unintentional violations of securities regulations. The
Securities
ROBERT 1

and Exchange Commission (SEC) is the regulator of securities issues on the

federal level in the United States. Each state also has wide-ranging, and some-
times peculiar regulations for the issuance and governance of securities
within its respective boundaries. You are well advised to stay in compliance
with the rules and regulations they administer, when your venture falls within
the defi- nition of a securities transaction.

A WORd ABOUT ENTITY STRUCTURE

It is critical to consider what legal structure will best serve the ownership
group and its purposes. Will it be a corporation, a general partnership, a
limited part- nership, or a limited liability company? The structure chosen is
more important than it may appear on the surface, especially when the tax
position of each in- vestor is taken into consideration. Once again, seek
competent legal advice in forming the entity that will own and manage the
investment. Garrett Sutton’s chapter in this book is a great source of
information, as is Garrett himself.
If I had been more astute at age ten, perhaps I could have convinced
another player to spot me some marbles from his bag, with an agreement to
share my winnings with him. In the end, I may have had fewer marbles, or I
may have had more. My treasure would clearly have been reduced by the
profits I shared with my partner, while on the other hand, getting in the game
earlier may have resulted in more winnings over a longer period of time. You
will face similar decisions as you decide how you will raise capital.
Regardless of which method you use to capitalize your investments—
saving, borrowing, or equity—please consider the following perspective on
money. If you use your own capital, it is probably painfully clear that it
represents months, perhaps years, of work, sacrifice, and discipline on your
part. Until we have a grubstake of our own we are stuck in the rat race. As
employees, we trade our time for money. Our time is largely someone else’s
capital as long as we are stuck in the E quadrant.

TIP In the end, the time we spend on this planet equals life. Most
people would agree that a human life is sacred and carries a higher
value than almost anything else on earth. Since we trade our time—our
very lives—for money or capital, I conclude that capital equals life. If
that is the case, then capital, like life, is sacred and should be treated
as such.
1 THE REAL BOOK OF REAL

How much different would the annals of business history read if executives
regarded Other People’s Money as a sacred trust, akin to life itself? When an
investor has worked all of his or her life to accumulate capital, then invests in
a venture that is mismanaged or illegally operated and the capital is lost, a
very real part of that investor’s life is destroyed. For the elderly, in particular,
the hours, days, weeks, and years are irreplaceable. Risking your own marbles,
your own time, your own life capital, is one thing. Taking upon yourself the
moral responsibility of safeguarding someone else’s capital is another. I en-
courage you to approach the use of OPM with this kind of serious moral
grounding. There is nothing else you can do that will have a more positive in-
fluence on your success. If you conduct yourself with integrity not only in
word, but in deed, and keep the capital entrusted to you secure and
productive, a time will soon come when you will likely have more capital than
you can put to use. As suggested earlier in this chapter, the money will begin
to chase you, which is perhaps a crude way of saying that as you respect
capital, you will at- tract capital.
Think of all the capital that exists in the world. Land, minerals, timber,
plants, animals, fish, and even some insects and reptiles have capital value. In
addition, tools, equipment, machinery, processes, intangibles (such as
intellectual assets like software and know-how), and all forms of money and
securities represent capital. Various forms of naturally occurring energy, such
as solar, wind, tidal, gravitational, geothermal, human labor, and animal labor
(horsepower) consti- tute capital as well.
The reason I ask you to consider this enormous supply of capital is to em-
power you to overcome any thoughts of scarcity. The more we need the
money, the less likely we are to believe that it exists in abundance. Under such
circum- stances, fear overpowers faith that money is available in ample
supply.

TIP Even in difficult economic times, capital is rarely destroyed. It

only changes hands or changes forms.

Consider how capital flows around the world. It is mind-boggling to ponder

the number of individual transactions that take place every day. From the
child buying penny candy at the grocery store, to international banks moving
moun- tains of money, to balancing government currency accounts, there are
billions of individual capital flows that take place every day. In its most basic
definition, capital is either energy or a symbol of energy. Capital is the energy
that flows through each economic transaction, not the money itself. The
money is only a
ROBERT 1

symbol of the energy, the value, the increment of human life (time) that is in-
herent in the underlying asset, process, or function.
When we start to see these countless transactions as flows of economic en-
ergy, having real value, instead of as merely the exchange of money, the true
nature of capital is revealed. It is not in scarce supply. It is, in fact, infinitely
abundant. It is not all locked up in vaults where you cannot get to it. You
already possess a great deal of it in your time, your talent, your knowledge,
and in your ability to start where you are to increase your stock of capital. One
buried marble properly played soon becomes a bag of marbles and perhaps
even a barrel. You need not wait for anyone else to begin growing your capital.
You already have the power to start where you are to increase your holdings.
What, then, is the trigger that causes capital to flow in each of these individ-
ual transactions? I believe it is human emotion that drives each exchange.
Com- merce is driven by emotions such as need, greed, desire, trust, or
confidence. Someone once told me that “emotion” is energy in motion. See if
this is true by considering the following: If a person needs an expensive
operation to preserve health and life, he will do all in his power to gather the
money to pay for it. If someone is hungry, he will move what capital he has to
someone who has food for sale. If I believe you can teach me something of
value, I may direct some of my personal resources to you for books or
seminars or personal coaching. If you decide to visit your grandma in a distant
place, you will most likely pay for transportation to get from where you are to
where you want to go. Notice how in each of these examples the influence of
human desires causes the economic energy (money) to move.
My family once took a chartered bus trip across the United States. As I sat
on the bus, gazing out the window, I came to a profound realization.
Somewhere in the middle of Nebraska, while seeing farm after farm and
wondering about the people who lived on each one, it struck me. I imagined a
couple of people living in each farmhouse who had fallen in love and married.
Their love brought children into the family. Every day they worked the farm to
provide for their loved ones. It was then that I suspected the lyrics to the old
song that my dad sang to my mother were true, “Love Makes the World Go
’Round.” I realized in that moment that the economy was actually the energy
of human love and other human desires that spur us to creation and
consumption of various kinds.
As we continued down Interstate 80 on the same bus, I noticed all the
trucks passing by me in both directions, carrying the freight produced in the
factories and foundries of America. It was then that I first knew that all would
be well and that the economy would go on because people would keep falling
in love,
1 THE REAL BOOK OF REAL

keep having children, and keep working hard to give them a good life. The
trucks would keep running, and capital would continue to be exchanged in
countless daily transactions that support the needs and desires of human
beings. No force on earth, no government blunder, could bring the real
economy to a halt. It was energy in motion and would remain in motion as
long as individual human beings had any desires for a better life.
So, since capital exists in abundance all around you, how do you cause it to
move from wherever it is now to where you want it to be?

1. First, establish the mind-set of abundance. Ask yourself if you are

operating from fear or from trust, from doubt or from confidence. Be
constantly mind- ful that there is no shortage of capital and that it is eager
to flow to you, if you do what is necessary to attract it and safeguard it. A
dear friend of mine shared with me that her family loves blueberries. She
had the feeling blue- berries were scarce because they were quite
expensive at the grocery store. One day she had the chance to take her boys
to the country and pick blue- berries on a farm. For the same price she paid
for a small box at the store, she could buy two big flats from the farmer, and
he let them eat all they wanted while they picked. She realized that
blueberries were in abundant supply once she had a change of perspective.
2.Qualify yourself to attract capital flows. Make a conscious choice to
adopt an energy within and around yourself that is harmonious with the
energy of the capital you wish to attract. What kind of energy attracts
capital? Read on!
3.Practice full accountability. Take the committed stand that Gene Kranz,
Apollo 13 mission control director (played by the actor Ed Harris in the
movie) took during that fated mission. If you saw the movie, you may re-
member that there was an explosion that damaged the command module
while on its journey to the moon, threatening its ability to return to earth.
The astronauts had to extend their supplies of oxygen and electricity to sur-
vive. On the ground in Houston, Kranz pulled his team together and
declared, “We never lost an American in space. We’re sure as hell not going
to lose one on my watch. Failure is not an option.” He demanded that his
engineers find a way to bring the crew home safely, using only the
resources the astronauts had on board. Capital rushes toward that kind of
commitment because com- plete accountability inspires confidence,
creativity, and can-do attitudes. To the total extent of your ability and
capacity take personal responsibility to make sure that no one ever loses a
nickel on your watch.
4.Work with integrity. To me, the meaning of integrity is clear. It is simply
to do what you say you will do, when you say you will do it, and to tell the
truth
ROBERT 1

in all things and under all conditions. Integrity is what integrity does. Being
reliable will set you apart from most of your competition. People want to
do business with those who are dependable.
5.Disclose. Provide your potential lenders or investors with all of the infor-
mation you would want to know if you were in their shoes and were
consid- ering placing capital with you.
6.Establish the habit of over-communicating. Keep your lenders and in-
vestors constantly informed of important details. This attention shows re-
spect and accountability.
7. Prepare yourself to attract capital flows. You will notice I
differentiate be- tween qualification and preparation. Qualification is about
energy, compe- tency and your state of being. Preparation is the act of
taking care of the mechanics and the details, where the rubber meets the
road. My experience tells me these are the key areas of preparation.
8.Know your business. Know a good deal from a bad one. Drive yourself to
constantly study and stay abreast of the real estate industry. What are the
trends in financing, demographics, product types, customer preferences,
building materials and methods, technology, municipal codes, taxation, reg-
ulations, and risk management, to name but a few.
9. Write a business plan. Create a comprehensive plan that fully
explores the risks and responses that will be required to generate a profit.
10. Have multiple exit strategies. Do you have enough confidence in your
pro- posed investment, based on solid economic principles and potentially
chang- ing conditions, to absolutely believe that you can achieve the
projected results? Have you run different scenarios? Do you have multiple
exit strate- gies? If the worst happens, how will you protect the capital that
your in- vestors have entrusted to you?
11. Define and staff up to provide core competencies. Do you, or does
your team, have the skills, the core competencies, needed to fully execute
your business plan? If something is lacking, are you realistically addressing
it? How will you compensate for the weakness? Will you hire someone with
that skill? Will you take on another partner who has the talent? Just
imagine trying to drive your car with one flat tire! Your business won’t run
smoothly if there is a “flat” on the team. An abundance of talent will
overcome a mul- titude of challenges.
12. Develop a stellar track record. Protect your reputation by over-
performing. If you are just starting out and have no track record, be honest
about it, and clearly communicate to potential lenders and investors that
you are aware of your lack of experience. Be prepared to show them how
you will deal with
1 THE REAL BOOK OF REAL

any shortfall in your experience. Remember, experience and expertise can

be hired, too. Robert Kiyosaki continually emphasizes that he isn’t the
smartest guy in every situation, so he surrounds himself with those who
un- derstand certain things better than he does. I can’t think of a time that I
was unable to find the talent I needed. People of extreme capability love the
game and are usually eager to play with a quality team, even if it is their
experience the team must rely upon.
13. Take care of business. It has been my experience that my JOB ONE is
to fully focus on whatever business I am operating. Businesses don’t run
them- selves. Running a viable business requires the best energy and
efforts of the team. Rich rewards are in store for those who give their all to
protect busi- ness operations and to provide all it takes to prosper and turn
a profit.

PROTECT-PROvIdE-PROSPER-PROfIT
When a business does well, everyone wants to be a part of it. Wall Street
clamors to buy shares in any enterprise that is producing a healthy return on
investment. On the other hand, you have likely seen the statistics that suggest
as many as 90 percent of small businesses fail within the first five years. People
and companies squander billions of dollars in investment capital on poor
business investments. If you want to attract capital to your business, make
your business work. Make it profitable. Infuse it with passion and the prospect
of continued success. Peo- ple invest in real estate ventures to make money. If
you develop a proven talent for generating solid returns and offer such an
opportunity to others with proper disclosures, they will naturally want to be a
part of your enterprise.
As you attract the capital of others, no matter how small-scale at first, and
take exquisite care of that capital, your investors will spread the word. Others
will be knocking on your door to become part of a good thing. It is almost as if
the only thing you need to do is to prove your ability to run your company
hon- orably and profitably. If you do that in the face of the corporate
corruption that seems to be more and more prevalent, capital will seek a
home in your enter- prise. However, remember that even when potential
investors come to you through referrals, you still have the same responsibility
to provide all of the disclosures required by law.
I know these principles work because I applied them to build my own
group of companies from zero to millions in assets over a sixteen-year period.
What I am sharing with you I have learned from firsthand experience.
Business school baloney would have you believe that there is some magical
formula, some sci-
ROBERT 1

entific certainty that makes success in business predictable and fail-safe. Non-
sense. There is much value in the average college curriculum, but it is mostly
theory. A college degree is the beginning of the journey, not the end. A
diploma is only a way of qualifying yourself for a position on a team in the real
world where you will work for money.
It is no mistake that the metaphor of war is so often chosen to describe the
dynamics of business. Once graduation is over, every student must meet the
competition on the corporate battlefield. Out there, no one is taken prisoner.
Economically speaking, everyone lives or dies by his own ability to recognize
the opportunity, strategize the attack, and execute the plan under the ever-
changing conditions of battle. When I started the company National Note in
December of 1992, my vision for it was very different than it is today. I
originally intended to broker notes to institutional buyers for a commission.
That put me squarely in the “S” corner of the Rich Dad CASHFLOW Quadrant. I
soon found that many institutional note buyers were often too subjective and
sometimes even fickle, I tired of seeing perfectly good proposals turned down
for reasons that seemed capricious to me.
With IRA funds of my own and limited money from family, friends, and
clients I had known for years, I started buying the notes myself with private
capital. I soon realized that I was building assets and equity in my company at
a rather rapid rate. My balance sheet was improving dramatically from year-
to- year. It wasn’t until I read Robert Kiyosaki’s book, The CASHFLOW
Quadrant, that I realized I had become an investor (“I” quadrant), instead of
merely self- employed (“S” quadrant).
Years later, while teaching a seminar with Robert, I was stunned to learn
that the rapid growth of my company was primarily because I had
inadvertently managed to structure it in harmony with the Rich Dad
philosophy. Not being sophisticated in any sense of the word, I simply kept my
head down and focused on managing my business as best I knew how. Others
came to me with various ideas and wanted to be part of National Note. Rather
than share equity, I joint- ventured new business opportunities with a few of
the best people. These en- terprises, funded by National Note, prospered
because of my partners’ talents and National Note’s capital. I split profits with
my partners at pre-agreed per- centages, as the companies grow and prosper.
Somewhere along the way, something phenomenal started to happen.
Those to whom we had been faithfully sending checks each month, with never
a delin- quency, began to tell their family and friends about us. Our business
has grown every year for the past sixteen years and is ten times larger today
than it was
1 THE REAL BOOK OF REAL

four years ago. We simply “stuck to our knitting,” as the saying goes, and man-
aged the company in such a way as to make it stronger and stronger to assure
the safety of the capital entrusted to us.
What is the key to such growth? The very principles I am sharing with you
now. By focusing on acquiring quality assets, running our business, telling the
truth, making the required disclosures, under-promising, and over-
performing, capital continues to be available to our companies.
From among the people who do business with us today, there are dozens of
inspiring personal stories of how debts were liquidated, stock market losses
re- covered, retirements funded, tuition paid, and moms who quit work to stay
at home with their babies. These private victories were possible because of
the careful deployment of their capital in real estate and real estate paper. For
me, seeing our clients achieve such milestones is the most rewarding aspect of
being a capitalist.
There is no way I could have known when I was ten years old how
important that white marble would become to me. I trust you now understand
why I keep a jar of marbles in my office. Growing a business does not need to
be difficult or highly technical. By gaining some proficiency in the practice of
capitalism, just like learning to shoot marbles, you, too, can build a machine
that will crank out profits for you and those who are fortunate enough to be in
business with you.
There is no need to gamble or speculate, as so many do when investing.
Find a simple system that works, and work it! Attend to your game of marbles.
Pick your matches (investments) carefully, and celebrate as treasure fills first
a bag, then a barrel, and perhaps even a bank vault. I am astonished at how far
our companies have come. What a fabulous experience it is to be a capitalist!
What a ride it has been! What a joy it is to look back and relish the journey and
to look ahead with eager anticipation of an exciting future!
Now, could it be your turn? Where will you find your “taw”? When will you
enter your first game? How long will it take you to acquire more marbles than
you ever dreamed possible? Those questions are yours to answer, and the
jour- ney ahead is yours to begin. Good luck!

WAYS TO LEARN MORE

www.waynelpalmer.com
www.nce1031.com
A soon-to-be published book on real estate formulas, by Wayne Palmer
ROBERT 1

Wayne Palmer is widely regarded as a master in the creative

structuring of real estate acquisitions and financing, using
notes and other forms of real estate paper, together with 1031
Equity Marketing formulas. His skills come from thirty years of
daily practice of his trade, as the owner and manager of
National Note of Utah, LC and several other companies. He
has been involved in real estate development since 1978, in
Utah, Idaho,
Arizona, Hawai’i, and Minnesota. By way of industry credentials, Wayne is a
Licensed Princi- pal Real Estate Broker, a Certified Real Estate Note Appraiser, a
Certified Cash Flow Master Broker, a Licensed Continuing Education Provider, and
holds the Equity Marketing Specialist (EMS) designation with the National
Council of Exchangors.
8 Bernie BAYS

How to Avoid and

Handle Real Estate
Disputes

B ernie Bays has been a friend of mine since the mid-1970s. He is also a fellow
marine and rugby team member. If you go over his record, you can tell he is
no ordinary marine, but a Force Recon Marine, the toughest of the tough. He is
also no ordinary rugby player, playing for USC and for Stanford University on a
national championship team. Small wonder he is such a smart and respected
real estate attorney.
When I first started out in real estate, my deals were small, and I thought I did
not need an attorney. Being naïve, I thought a real estate broker and a good ap-
praiser were enough. On my first investment property—a small one bedroom,
one bath condo on the island of Maui—my little dream bubble was popped. A
few months after acquiring the property and putting a tenant in it, netting me a
whop- ping $25 a month, the septic system in the condominium complex burst
and flooded the apartment. The apartment went empty, I began to lose money,
the homeowners told me the septic damage to my unit was my problem, not
theirs. My first asset became a liability, and I learned a priceless but expensive
lesson about real estate. Hire an attorney before you invest, not after.
Real estate is more than dirt, sticks, bricks, financing, and tenants. Real estate
is also law, agreements, boundaries, and disputes. This is why Bernie Bays is not
only a friend; he is the real estate attorney I call before investing in Hawai’i.
—ROBeRT KIyOsAKI
152

ROBERT 1
ROBERT 1

O ne unfortunate reality of real estate deals today is that there is always

the possibility that you can become involved in a dispute with other partici-
pants during the making of the deal. These participants can include sellers,
lenders, construction and planning professionals, construction contractors,
and buyers. Success in real estate means not only being great at picking prop-
erties, managing them well, and eventually selling at the right time, it also
means knowing how to minimize the risk of becoming involved in a protracted
dispute.
I have been representing clients involved in real estate–related disputes for
more than thirty-eight years. During that time, I have observed that some par-
ticipants in real estate deals are constantly involved in disputes. Others rarely
get into disputes and when they do, they usually manage to resolve them rela-
tively quickly. What’s the difference between these two groups of people: the
ones who seem to get into dispute after dispute and the ones who seldom do?
How can you minimize your chances of being involved in a dispute?
Make no mistake about it. Disputes in real estate deals can spoil your party
by diverting time, money, other resources, and, most importantly, emotional
energy from what you are trying to achieve: a successful real estate deal.
There are admittedly a few perverse individuals who occasionally come out
ahead by picking fights in a real estate deal. And there are a few people who
thrive on the negative emotional energy of disputes, even though they may not
really come out ahead. You want to avoid these people in your real estate
deals. But it’s not always about the people. Sometimes it’s the kind of real
estate deals that are prone to disputes and you want to avoid those as well.

TIP Disputes in real estate deals can spoil your party by

diverting time, money, other resources, and, most importantly,
emotional energy from what you are trying to achieve: a successful
real estate deal.

My objective here is to give you some simple guidelines so you can reduce
your chances of becoming involved in a real estate dispute. I also want to give
you some suggestions for how best to handle the disputes that you cannot
avoid.

HOW TO AvOId DISPUTES

The best defense against a dispute is to avoid the dispute altogether. Here’s my
list of how to keep yourself out of trouble.
1 THE REAL BOOK OF REAL

WORK WITH A GOOd, EXPERIENCEd BROKER

Always work with your own real estate broker on a real estate deal. Do not
just work with the seller’s real estate broker when you are buying a property.
You want to select a broker who has the experience and good sense to look
out for your interests rather than simply pushing you to close the deal at hand
in order to get a commission. You want a broker who is in it for the long term
and knows that there will be other deals to do with you if this one does not
work out. You want a trusted broker who will advise you to walk away from
the deal if that is the best thing for you to do under the circumstances.
I recently concluded a case for a client who had purchased a development
property through the listing broker without using his own broker. My client
initially told the broker that he could not buy the property because of the
three- unit affordable housing requirement. The broker told my client that if
my client would sell him three of the lots in the proposed subdivision at a
reduced price, he would construct the affordable housing on the three lots and
satisfy the re- quirement. My client allowed the broker’s lawyer to draft the
agreement re- garding the three lots and proceeded with the purchase of the
property. He did not have his own lawyer review the agreement, but instead
just trusted the seller’s broker. After my client purchased the property, he
discovered that the affordable housing requirement for the project was
actually five units, not three. Even more shocking, the broker said that he was
not obligated to build any af- fordable housing at the site. “That was just
something we discussed that I might do if it worked out,” the broker said.
The broker then demanded that my client convey the three lots to him at
the reduced price and threatened to sue. When my client came to me, we
discovered that the agreement drafted by the broker’s attorney provided for a
sale of the lots to the broker at a reduced price, but said nothing about
building the afford- able housing.
My client did not have a legal leg to stand on. We were finally able to settle
the case by conveying only two of the three lots to the broker. My client was
left to satisfy the five-unit affordable housing requirement on his other lots.
This case demonstrates how dangerous it is not to have your own broker
repre- senting you in a real estate transaction. It also demonstrates how
dangerous it is not to have your own lawyer representing you in documenting
your agree- ments, which is what the next section is about.

TIP Do not just work with the seller’s real estate broker when you
are buying a property. You want a trusted broker who will advise you
to walk away from the deal if that is the best thing for you to do.
ROBERT 1

CONSUlT WITH A GOOd, EXPERIENCEd LAWYER EARlY ANd OfTEN

I was giving a speech a few months ago to a group of real estate developers
and joked that in real estate deals you should get a lawyer involved “early and
often.” I was joking, but there is a good deal of truth in what I said. The truth
here is that an ounce of prevention in lawyer time spent drafting the deal
contracts is worth a pound of cure in the form of costly litigation. So spend a
little money on lawyers in the beginning to get clear contracts that protect
your interests. It may save you a fortune in litigation costs later on. These are
my suggestions to get the most value from your lawyer in a real estate deal:
• Find an experienced real estate attorney you trust and can afford.
• Keep him or her up to speed on pending transactions and request advice
early and often.
• Specifically, have your lawyer involved in the preparation of any term
sheets or letters of intent, even though they may be nonbinding. This is
usually when the buyer and the seller agree upon important deal points
that are dif- ficult to change later on.
• Have your lawyer prepare any binding contracts.
• Do not try to save money by allowing the lawyer on the other side to
prepare the first draft of the contracts. It is better to spend the money to
have your lawyer prepare the first draft. It is often difficult to change a
contract drafted by the other side. Once they have prepared and approved
it, they tend to be- come wedded to it.
• Involve your lawyer in your due diligence process for any property you are
buying. Skimping on legal due diligence to save money is a bad idea, a false
economy. If a property is worth putting under contract, then it is worth
spending the money on a thorough due diligence including legal.

TIP The truth here is that an ounce of prevention in lawyer time

spent draft- ing the deal contracts is worth a pound of cure in the
form of costly litigation.

INSIST ON ClEAR CONTRACTS THAT PROTECT YOUR INTERESTS

I handle real estate litigation that results when real estate deals go bad. Often
these cases result from poorly drafted contracts that do not do a good job of
protecting the legitimate interests of the parties. For example, I have had two
cases in the last year or so where, believe it or not, the contracts really did not
require one of the parties to follow through on his commitments to complete
the real estate projects that were the subject of those contracts. Clearly the in-
tent of the parties was to execute contracts that were binding, but the
contracts
1 THE REAL BOOK OF REAL

they signed did not effectively do the job. In one case, the party financing the
development just refused to proceed with the project, even though the market
was good and the project would have been profitable. Unfortunately, the con-
tracts did not explicitly require the investor to proceed. The developers had
al- lowed the investor’s lawyer to prepare the agreements without hiring their
own lawyer, which turned out to be a very costly mistake.
In the other case, the investors gave the developer the money he said he
needed to complete the development. Unfortunately the contracts did not
really obligate him to finish the project, and the contracts also prevented the
investors from replacing the developer, even if he completely failed to finish
the project. The lesson here is to insist on clear contracts that obligate the
parties to do what they have agreed to do and to have a lawyer represent you
who is looking out for your interests and protecting your rights.
You are entitled to contracts that spell out precisely what you expect to
hap- pen in the real estate deal; contracts that reduce the uncertainty and
keep am- biguity to a minimum. You also want to make absolutely sure the
other parties are required to do exactly what you expect them to do when you
expect them to do it. Spell out the consequences if the other parties do not do
what you ex- pect them to do. By the same token, you also want to know what
the conse- quences will be if you do not or cannot uphold your side of the
agreement. A good lawyer can help you define and limit your downside as
much as possible in those situations. Later we’ll talk about limiting remedies
in more detail, but here’s some legal advice: If you are not sure you can
perform under the terms of the contract, then you should not sign it.
Beyond these words of wisdom, take the time to read and understand the
contracts you are going to sign. In doing so, your real estate broker and your
lawyer can give you all the help you need. Let them help you identify any risks
that others will not perform or that you cannot perform, and make the
necessary changes to fix the problems. Don’t hesitate to have things explained
again if you do not understand. And don’t worry about looking stupid. The
more you understand, the smarter you will get. The stupid thing is to sign a
contract you really do not understand.

TIP You are entitled to contracts that spell out precisely what you
expect to happen in the real estate deal; contracts that reduce the
uncertainty and keep ambiguity to a minimum. You also want to
make absolutely sure the other parties are required to do exactly
what you expect them to do when you expect them to do it.
ROBERT 1

CAREfUllY SPECIfY ANd LIMIT REMEdIES IN THE CONTRACT

Much of the uncertainty regarding real estate contracts can be eliminated by
clearly specifying remedies. For example, real estate contracts often provide
that the seller’s only remedy if the buyer defaults is to keep the buyer’s
deposit. On the other hand, if you are a seller, you want to limit the buyer’s
remedy to just getting the deposit back and you want to specifically preclude
the buyer from getting what is called “specific performance.”
“Specific performance” is an equitable remedy that gives the buyer the right
to legally compel the seller to sell the property to the buyer upon the terms in
the contract. If the buyer is arguably entitled to specific performance, the
buyer may have the ability to tie up the seller’s property in court for years
while the parties litigate their respective obligations under the contract and
who did what. This could effectively give the buyer an option on the seller’s
property for years with only the deposit at risk. This is not where you want to
be if you are a seller. If you cannot completely negotiate out specific
performance, you want to limit the situations where the buyer is entitled to
seek specific per- formance as much as possible.

TIP “Specific performance” is an equitable remedy that gives

the buyer the right to legally compel the seller to sell the property
to the buyer upon the terms in the contract. As a seller, if you
cannot completely negotiate out specific performance, you want
to limit it as much as possible.

Let me share with you a story of how powerful specific performance can be.
I represented a large hotel chain in litigation that resulted from the failed sale
of a trophy resort hotel in Honolulu. The buyer had failed to perform
according to the exact terms of the contract, so my client finally canceled the
deal and kept the buyer’s $1 million deposit. The buyer had also spent
more than
$200,000 on a lengthy due diligence before my client canceled the contract.
Had I been involved earlier, I would have recommended that my client give
the buyer more time to perform and would have carefully positioned the
buyer be- fore canceling. But by the time the case got to me, the contract had
been can- celed, and the buyer had sued. We asked the court for summary
judgment without a trial based upon the fact that the buyer had not met the
time deadlines provided for in the contract. We got lucky and the federal court
gave us sum- mary judgment against the buyer.
After the hearing, I advised the top management of the hotel chain that we
had been very lucky to get summary judgment, and that the court’s decision
1 THE REAL BOOK OF REAL

might be reversed on appeal. I told them that they did not want a premier
hotel tied up for years by the buyer’s potential right to specific performance
while the appeal got resolved. I recommended that they use this opportunity
to settle with the buyer by returning some of the deposit. But warmed by the
glow of victory, they refused to offer the buyer anything, and I was
reprimanded by a senior partner for spoiling our victory with my dismal
predictions about an appeal.
To make a long story short, I left the firm with some of my colleagues to
form our own firm, and someone else handled the appeal. Years later, after the
hotel had increased 50 percent in value, the appeals court ruled that the buyer
should be allowed to proceed with the purchase of the hotel at the original
price with full credit for the deposit the seller had retained.

TIP Here are some words of experience:

• Limit the buyer’s right to specific performance whenever possible

• Always try to resolve the dispute instead of rolling the dice in litigation

In that case, the seller’s failure to limit specific performance and insistence
on keeping the buyer’s $1 million tied up a premier hotel for years and
resulted in the sale of an $80 million hotel for $55 million. Not a good
outcome!

AvOId PROBlEM PEOPlE

Do not do real estate deals with people who are likely to be trouble down the
road. Some people get into disputes with everyone. You want to do online liti-
gation checks on people you are considering doing business with. If they have
been involved in a lot of litigation you want to avoid them. This is also another
good reason for you to avoid litigation; so that other people will not avoid
doing business with you! Conversely, you want to do business with people
who have a history and reputation for working things out when a real estate
deal hits a rough spot. You want to have a mutual trust and respect for the
other people involved in a real estate deal whenever possible, especially a real
estate devel- opment project that will go on for several years.

TIP Do online litigation checks on people you are considering

doing business with. Avoid litigation so people will do business
with you!

Rough spots are sure to come up, and potential disagreements are certain
to arise. You want to be involved with people who will work them out with
ROBERT 1
you,
1 THE REAL BOOK OF REAL

not make a mountain out of every molehill. The last thing you want is
someone who will blow up your deal in litigation to prove they are right.

AvOId PROBlEM DEAlS

Some deals are just more trouble than they are worth. Some deals get more
complicated, involved, and difficult as they progress. And the more
complicated and difficult the deal becomes, the more likely there are to be
disputes later on that will be difficult to resolve. So when the deal gets more
and more difficult and the brain damage mounts, you need to ask: Is it worth
it? Is this deal so good and so beneficial for you that it is worth the brain
damage and risk that is inherent in complex, difficult deals? Some are worth it,
and you may want to continue. Most are not, and you will be better off letting
those go. Let someone else deal with all the headaches and problems if the
potential benefit to you is really not worth the trouble. If the benefit is there
and you decide to go ahead, then the help of a good lawyer and the need for
clear contracts become doubly important. However, even a good lawyer can
do only so much to overcome the risks inherent in a difficult deal.

TIP The more complicated and difficult the deal becomes, the
more likely there are to be disputes later on—and problem people and
problem deals often go hand in hand.

The purchase of a large ranch that I helped a friend put together several
years ago was a deal that was just too difficult and complicated. A limited part-
nership owned the ranch and the general partner who originally formed the
group that owned the ranch had sold his interest to a stranger who had gotten
into litigation with the holder of the grazing license. In order to buy the ranch,
my friend had to put together another partnership composed of some of the
partners in the original partnership that owned the ranch and some new in-
vestor partners. We also had to get a federal farm loan, renegotiate the under-
lying ground lease to extend it to twenty-five years, settle the litigation
between the general partner and the licensee, and resolve the disagreements
among everyone as to how all this should be done. I was the person
responsible for do- ing all of this. As I look back, the brain damage, work, and
stress involved in trying to put this extremely complicated deal together
clearly outweighed any gain. The deal finally collapsed of its own weight when
the buyer went on a long-planned, month-long family vacation when the deal
was supposed to close. Luckily, no one involved got sued; we just wasted a lot
of time and money on a deal that was just too difficult and complicated.
ROBERT 1

Another point to consider is that problem people and problem deals often
go hand in hand. Clear contracts can go only so far in controlling problem
people in the context of a problem deal. The probability of serious disputes
that will be difficult, if not impossible to resolve without litigation goes up
exponentially. Some experienced real estate developers and investors would
say that no deal is worth going through the brain damage, emotional drain,
and risk of problem people and problem deals and would advise you to just
walk away from them. I will just say that the problems will be more numerous
and much worse than you expect so you need to be sure the deal is really
worth it. A few deals are that good, but the vast majority are simply not worth
it.

DO A THOROUgH DUE DIlIgENCE, INClUdINg LEgAl DUE DIlIgENCE

Due diligence is a period of time designated within a contract that allows a
buyer to check out the property and the deal before committing to close.
Usually the buyer’s deposits are refundable until the buyer notifies the seller
that the property and the deal are acceptable. At that point, the buyer’s
deposit “goes hard” (becomes nonrefundable) and the buyer is also usually
required to in- crease the deposit so that the buyer will lose a substantial
amount of money if the buyer fails to close. This nonrefundable deposit also
gives the seller comfort that the deal will close.

TIP If you are a buyer and you think a deal is worth doing, then it is
worth spending the money to do a thorough due diligence, including
careful legal due diligence.

If you are a buyer and you think a deal is worth doing, then it is worth
spend- ing the money to do a thorough due diligence, including careful legal
due dili- gence. If the deal is big, then you need to spend a substantial amount
of money to check it out carefully before you agree to close. Many disputes can
be avoided if you check out the property and the deal very carefully before
you commit to close. If you discover problems or issues at the due diligence
stage, you can insist that the contract be amended to fairly deal with the
problems you have discovered. If you need more time to complete your due
diligence, show the seller the effort you are making and the money you are
spending on the deal and ask for an extension of time. You will usually get it if
the seller is convinced you are proceeding in good faith. But sometimes the
seller won’t feel that way.
1 THE REAL BOOK OF REAL

I recently had a development property in escrow and delayed the legal due
diligence to save money. I instead focused a lot of time and money on planning
the proposed subdivision and locating an adequate water source for the prop-
erty. When I finally started the legal due diligence, my lawyers discovered an
unusual legal restriction that prevented us from developing the subdivision
project we had planned for the property. As a result, all the money we had
spent on engineering and land planning was completely wasted.

How to Avoid Real Estate Disputes

Avoid disputes in your real estate deals by doing the following:
•Work with a good, experienced broker.
•Consult with a good, experienced lawyer early and often.
•Insist on clear contracts that protect your interests.
•Carefully specify and limit remedies in the contract.
•Avoid problem people.
•Avoid problem deals.
•Do a thorough due diligence, including legal due diligence.

HOW TO HANdlE REAl ESTATE DISPUTES

Even if you follow the steps I have outlined above, no contract is perfect, and
conditions may change in ways that may make the deal more difficult for one
or more of the parties. As a result, disputes can arise, even when you have
clear contracts with decent people: One party may also just want to try to
improve the deal after it is agreed upon. So how do you handle the
disagreements that do arise in your real estate deals? The simple answer is
that you should always do your best to work it out. In doing this, you may want
to consider the following suggestions:

CONSUlT WITH A GOOd, EXPERIENCEd

LITIgATION LAWYER TO AvOId LITIgATION
Strangely enough, a good litigation lawyer knows better than anyone that liti-
gation in real estate deals seldom pays off and also knows the best ways to
avoid it. While helping you avoid litigation, an experienced litigation lawyer
can also put you in the best position possible if litigation cannot be avoided.
He or she
ROBERT 1

can also make sure you do not give up the farm or get bullied by the other par-
ties. There is usually some middle ground between getting pushed around and
doing your part to resolve disagreements. A good lawyer can help you find
that middle ground.
But here is a fair warning. Litigation lawyers make a lot more money by
rep- resenting you in litigation than they do in helping you avoid it. Some do
not have enough work and may have a financial self interest in prolonging
your dis- pute, or even aggravating it. Some lawyers also are just enamored
with the liti- gation process and get carried away with protecting your
position to the point they lose sight of the real objective, which is resolving the
dispute for you as quickly and cheaply as possible. You do not want these
unbalanced lawyers rep- resenting you. You want lawyers helping you who
have the experience and good judgment to strike the right balance between
protecting your interests and re- solving your dispute.

TIP Experience warning: Litigation lawyers make a lot more money

by repre- senting you in litigation than they do in helping you avoid it.
Choose carefully.

WHEN DISPUTES ARISE, DO WHATEvER YOU CAN TO WORK IT OUT

As I have said, disagreements may occur in real estate deals, even though you
have had clear contracts prepared by a good lawyer. Generally, the more com-
plicated the deal and the longer it lasts, the more likely there are to be
disagree- ments. For example, a joint venture agreement to develop a planned
community over a ten- to twenty-year period is almost certain to involve a
number of dis- agreements, while the sale of a house in “as is condition” for
cash to close in thirty days is much less likely to generate disagreements.
My advice is when disagreements arise, you should do your best to work
out the disagreements as soon as possible. This can usually be done by
respecting the other party’s interests while protecting your own. There is no
need to force the other party to live up to the letter of the contract if you can
accommodate their legitimate interests without hurting yourself. You are
almost always better off giving up a little ground, generating some good will,
and resolving the dis- agreement before it becomes a serious dispute. Here are
some suggestions:
• Respect the legitimate interests of the other party, and try to accommodate
them whenever you can. There is usually a way to respect the other party’s
interests while protecting your own. For example, if you are selling a prop-
1 THE REAL BOOK OF REAL

erty, and the buyer wants to extend due diligence for thirty days, figure out
a way to do it, maybe by getting a cash payment. This point is demonstrated
by a case I handled several years ago for a very wealthy client whose name
some of you would recognize. He was buying a large oceanfront resort
prop- erty for development, and the seller refused to extend the time for
due dili- gence in a situation where it was reasonable to do so. The seller’s
refusal to extend due diligence and abrupt cancellation of the sale
precipitated a law- suit by my client that tied up the seller’s property for
years and eventually led the seller to sell the property to my client for
about $2 million less than the contract price, even though the real estate
market had gone up. All this could have been avoided if the seller had just
given my client a thirty-day ex- tension for due diligence.
• Generate clear correspondence to the other side with the help of your
lawyer. This will often help avoid litigation and, if not, this correspondence
will be valuable evidence for you in any litigation.
• You can usually make substantial concessions to resolve disputes and avoid
litigation and still come out way ahead. The cost of litigation is always
higher than you expect. The case always costs more than you expect and
there are hidden costs. The emotional cost of litigation can be
overwhelming for many people and the lost time, energy, and opportunities
can also be huge and may be more expensive than the direct costs of the
lawyers and experts who par- ticipate in the case. The adage “avoid
litigation at all costs” is only slightly off the mark.

TIP You are almost always better off giving up a little ground,
generating some good will and resolving the disagreement before
it becomes a serious dispute.

TRY MEdIATION
When you have tried your best and have been unable to settle the dispute di-
rectly with the other party, you may want to try mediation. Mediation is an ab-
breviated dispute resolution process where an experienced professional helps
the parties reach a voluntary settlement of their dispute.
A number of years ago when mediation was first used, it had a very high
suc- cess rate, between 80 and 90 percent. In recent years, the success rate is
much lower. Today, the mediation process is only as good as the mediator.
Highly skilled, experienced mediators still maintain a high success ratio while
less skilled mediators probably succeed in less than half their attempts.
Mediation
ROBERT 1

can work when you select the right mediator, and that is probably the most
im- portant factor in a successful mediation.
The second most important factor is a mutual desire by the parties to
resolve the dispute in the mediation. Mediations used to take place in one day,
but today a good mediator may work for as long as one or two months, going
back and forth with the parties to resolve a dispute. A good mediator will put
in whatever effort it takes to succeed. I was the mediator appointed by the
court to resolve a series of interrelated cases that were estimated to use up
one year of court time if they were not settled. That mediation lasted several
months before I succeeded, but it saved a fortune in lawyers’ fees and court
time. It was well worth the effort I put into it.

TIPMediation can work when you select the right mediator and
when there is a mutual desire by the parties to resolve the
dispute.

Another way to improve the odds for success in mediation is to begin the
process with a comprehensive settlement offer that includes all the details of a
settlement. You then want to insist that the negotiation of major terms take
place within the context of this comprehensive agreement so you will know
exactly what you are agreeing to.
Mediation is relatively inexpensive if it is successful and is much better than
any other method of formal dispute resolution. However, if it is unsuccessful,
then nothing has been accomplished, and the mediation will have been a
waste of time and money. Because mediation can be so efficient and effective,
many real estate contracts require mediation before arbitration or litigation. I
rec- ommend that you include a provision requiring mediation in most
contracts. Several years ago, I represented a client in a case that seemed ripe
for medi- ation. The parties decided to pay a blue ribbon mediator $10,000 for
one day, and we all flew to San Francisco to have him mediate the case.
Although the mediator was very experienced and had a good reputation,
he completely screwed up this mediation and failed to get any concrete
settlement offer out of the other side. My client was so anxious to resolve the
case that he made re- peatedly lower offers to the other side without any
counter offer, all contrary to the instructions his business advisor and I gave
him repeatedly. The client negotiated against himself throughout the day and
reduced his settlement offer from $500,000 (which was a fair deal for the
other side) down to something substantially under $100,000, which the
arrogant folks on the other side should
have jumped at.
1 THE REAL BOOK OF REAL

The case finally settled years later when the vice president of the real estate
title insurance company (who was himself an attorney) called me directly and
said we had to settle the case right then. He said that he could no longer take
the amount the case was costing. He indicated his lawyer’s fees had already
ex- ceeded $1 million with no end in sight. I recalled that his attorney had
bragged after an earlier hearing in the case that he had “bought a new car”
with the fees from the case. The title company finally agreed to pay my client
$850,000 in cash to settle a case that could have been settled at the outset
for less than
$100,000 in the mediation. I estimate the total cost to the title company was
well over $2 million, all because it did not accept my client’s offer in the medi-
ation. You should avoid making this mistake!

CONSIdER ARBITRATION
If settlement fails and mediation fails, you may want to consider arbitration as
an alternative to litigation in court. Arbitration is a trial conducted by an expe-
rienced arbitrator paid by the parties instead of a judge or jury who are paid
by the federal or state government. Many real estate contracts require
arbitration instead of litigation. Where the contract requires arbitration, then
the parties are required to resolve the dispute by arbitration, and any court
litigation initi- ated by either party based upon the contract will be dismissed
by the court in favor of arbitration under the terms of the contract.
The arbitrator hears the evidence and makes a binding and final decision
based upon the evidence and the law. Your ability to appeal a bad decision
made by an arbitrator is very limited. Arbitration used to be quicker and
cheaper than litigation, but today it is unclear whether there is any net benefit
to arbitration over litigation. Because the arbitrator is getting paid and a
refusal to hear all evidence may be grounds to upset the arbitration decision,
arbitrations can tend to go on forever, can become more expensive than
litigation, and may not get the case resolved any quicker.
The quality of arbitrators can also vary greatly with some having difficulty
deciding cases correctly. Because the benefits of arbitration are unclear, the trend
toward requiring arbitration instead of litigation in real estate contracts has
been curtailed to some extent. The arbitration requirement has now been
deleted from some real estate contracts in favor of traditional court litigation.
For exam- ple, the standard real estate “Purchase Contract” used by real estate
agents in Hawai’i was recently revised to delete the mandatory arbitration
requirement. To me, arbitration and litigation are now a toss up with no clear-
cut advan- tage to either. If your case is assigned to a good judge that your
attorney has
ROBERT 1

confidence in then you should stick with the judge. On the other hand, if your
case is assigned to a poor judge and you can agree with the other side on a
good arbitrator, then you may want to opt for arbitration. For example, both
sides in a court case I handled recently agreed to arbitration instead of going
through the litigation process. We selected a very experienced retired judge as
the arbi- trator, and my client just received a very fair award that the other
side has paid in full. In that case, the arbitration was completed promptly and
worked out very well for my client.

TIP Arbitrations can tend to go on forever, become more

expensive than litigation, and may not get the case resolved any
quicker. Because the benefits of arbitration are unclear, the trend
toward requiring arbitration instead of litigation in real estate
contracts has been curtailed somewhat.

LITIgATION IS YOUR LAST RESORT

If you are unable to resolve the dispute by negotiation or mediation and your
contract does not require arbitration, then you are left with litigation. As I said
earlier, litigation can be very expensive and emotionally draining. The direct
cost—meaning cash—can be very high, and the indirect costs in terms of
wasted time and emotional energy can be even higher. But there are also
opportunities to resolve the dispute. The court will usually agree upon a
request by either party to conduct settlement conferences in an effort to
resolve the case early and without the expense of a trial. The court may also
appoint a mediator to help settle the case. In my experience, a court-appointed
mediator has a better chance of success than one without court backing.
In one case where I was acting as a court-appointed mediator, several of the
parties were not even paying their own lawyers or returning their phone calls,
much less contributing to a settlement of the case. Because I had been
appointed by the court, I was able to get the presidents of those large
companies on the phone and get their attention with some direct talk, and
eventually I got their cooperation in contributing to a global settlement of a
number of complicated interrelated cases.
There may also be opportunities to file motions to decide or limit issues in
advance of the trial. However, generally things are not going well if you are
em- broiled in the litigation process. If you end up there, then you are left with
no alternative but to do your best to win with the understanding that it will be
very expensive.
A case earlier in my career demonstrates the financial and emotional toll
that litigation can take. I recall sitting at the counsel table in court in the morn-
1 THE REAL BOOK OF REAL

ing waiting for the trial to resume. The man on the opposing side was sitting at
his table, waiting for his lawyer to arrive. I could not help feeling sorry for
him; he looked so dejected. His lawyer had refused to settle the case, and he
had been forced to go into this trial that was not going well for him. Things
took a turn for the worse when the sheriff came in and served him with a
complaint in a separate case that had been filed against him by his own lawyer
to collect the fees he was owed. This caused a great deal of dissention between
the client and his lawyer who arrived a few minutes later. The dissention
lasted through the rest of the trial and probably contributed to the large
monetary award the court made against this poor individual. Leaving aside
the ethical problems with his lawyer, this graphically demonstrates the
emotional and financial cost of litigation.

TIP The direct cost—meaning cash—of litigation can be

very high, and the indirect costs in terms of wasted time and
emotional energy can be even higher.

NEvER QUIT TRYINg TO RESOlvE THE

DISPUTE NO MATTER WHERE YOU ARE IN
THE PROCESS
Always keep in mind that mediation, arbitration, and litigation are only means
to an end: resolving a dispute. No matter where you stand in these processes,
you should never quit trying to resolve the case on some basis you can live
with. Never quit trying to work things out with the other side. Also never
hesitate to take the initiative in trying to settle. Don’t worry too much about
appearing weak because you have taken the initiative. Only a fool would not
want to settle a case if it is at all possible. The other side is probably not
having any more fun than you are, and as both sides get progressively more
fed up with the time and expense of litigation, they may be more willing to
settle. So never stop trying to come up with alternative ways to resolve the
dispute.

TIP Don’t worry too much about appearing weak because

you have taken the initiative to settle. Only a fool would not
want to settle a case if it is at all possible.

Several years ago I represented the developer of the only large, new
oceanfront hotel developed in Waikiki over the past twenty years. The owners
and residents of the condominium apartment building across the street had
opposed his project from the beginning through their association of apartment
owners. They had contested the shoreline permit required for any
ROBERT 1
oceanfront development in
1 THE REAL BOOK OF REAL

Hawai’i and had appealed the granting of that permit all the way through the
court system. They also contested a number of zoning variances that the
devel- oper required for the construction of the hotel. To say that my client
had a great deal of animosity toward these people would be an
understatement.
I filed a motion in the case to have the variances upheld as a matter of law
so that my client could proceed with the construction of the hotel. The
argument before the judge went very well. We were well organized and made
a clear, compelling presentation using visual aids, while our opposition made
a sloppy, disjointed presentation. The judge also appeared receptive to our
arguments. To observers in the courtroom, including my client, it looked like
we were sure to win. I told my client after the hearing that I thought the
judge’s positive re- action was because of my favorable relationship with him,
and that my intuition was telling me that we were going to lose the motion
and the variances that would sabotage his plans for the hotel. My client was
not buying it. He was at the hearing, and he was confident we were going to
win.
Nevertheless, I started negotiations with the lawyer on the other side for
my client to make a cash payment to the condo association in exchange for
dropping its opposition to the variances. The association finally agreed to
accept $150,000 to drop the case. My client refused, even though this case
could sabotage his
$100 million hotel project if he lost. He was also infuriated with me for
wasting time and showing weakness by negotiating with his enemies. He told
me to stop dealing with them and just wait for the judge’s favorable decision. I
got the judge to postpone his decision and continued to negotiate a reduced
amount with the association. The client also rejected that offer and threatened
to fire me. I con- tinued to negotiate. Finally, the association agreed to accept
$55,000 to settle the case. My client was very angry with me, but I kept calling
and recommending that he accept the offer. I pointed out how small the
amount was and how much was at stake. He told me never to call again about
the offer. I continued to call. He again threatened to fire me. I did not let up,
and he finally agreed to accept the offer and paid the $55,000 to settle the
case. My client considered it a com- plete waste of money since he was
confident he was going to win.
I went to see the judge after the case was settled, and he told me that he
thought all the variances were wrong and that he was going to strike down all
of them. Shortly after we settled the case on the variances, we won the appeal
on the shoreline permit, and my client was able to proceed with what is now a
beautiful oceanfront hotel owned and operated by another one of my clients.
So this story had a happy and profitable ending, which is your goal in all real
ROBERT 1

estate deals. The moral here is this: Keep trying to settle, and never take the
risk of an adverse court decision if you can avoid it.
So, don’t reconcile yourself to trudge down the path of seemingly endless
acrimony in litigation if you can get a resolution you can live with. You are al-
most always better off settling than you will be by taking the risk of an
uncertain outcome in litigation. Because of the complication of real estate
deals and the limited remedies that can be provided by the court, in many
situations a settle- ment is often a much better resolution for both parties than
litigation, even for the “winner.” In short, you may not be able to get what you
really need from a court decision, even if you win.

How to Resolve Real Estate

Disputes
Try to resolve the disputes you cannot avoid by doing the following:
•Consult with an experienced litigation lawyer to avoid litigation.
•When disputes arise, do whatever you can to work it out.
•Try mediation.
•Consider arbitration.
•Litigation is your last resort.
•Never stop trying to resolve the dispute no matter where you are in this

CONClUSION
You are almost always better off settling your disputes in a reasonable, fair
way that respects the interests of the other parties while protecting your own
than you are having the dispute decided by an arbitrator, a judge, or a jury.
And most of all, the best solution is to avoid disputes altogether by going into
the right real estate projects, with the right people, the right mind-set, the right
contracts, and the right legal representation.

Bernie Bays is a partner in Bays, Deaver, Lung, Rose & Holma, a

boutique real estate firm based in Honolulu, Hawai’i, and is one of
the few attorneys in Hawai’i who is board certified as a civil trial
specialist by the National Board of Trial Advocacy and the
Hawai’i Supreme Court. During his thirty- eight year career,
Bernie has represented clients in landmark real estate cases
before the Hawai’i Intermediate Court, the Hawai’i Supreme
Court,
1 THE REAL BOOK OF REAL

and the U.S. Supreme Court. His experience encompasses a broad range of
business and real estate cases, including the representation of minority and
majority shareholders, cor- porate proxy fights, antitrust representation of both
plaintiffs and defendants, as well as lit- igation concerning real estate sales,
commercial leases, land use problems, rent renegotiations, claims for economic
loss and lost profit, property damage, general and lim- ited partner disputes,
condominium and subdivision problems, land valuation issues, and
condemnation.
• MEL SHULTZ

• CURTIS OAKES

• JOHN FINNEY PART 2

• SCOTT
MCPHERSON Your Real
• KIM DALTON Estate Project
• CRAIG COPPOLA

• KEN MCELROY
This page intentionally left blank
 Mel SHULTZ 9
Buy by the
Acre, Sell by
the Foot
Understanding Real Needs,
Financial Logic, and Asking
Questions

M el is my neighbor. We met at a neighborhood holiday party. I liked him

im- mediately because he is a real estate developer and was a longtime
owner
of two professional sports teams. There is nothing like sitting in the owner’s seat
at a Phoenix Suns basketball game. The players, cheerleaders, and the action are
much more intense at the court level. Usually I sit higher up and need to use
binoc- ulars to see the game.
One of the advantages of having a friend like Mel is that I get to find out
where the next growth areas are going to be. Being a land developer, he is operating
three- to-ten years out into the future. Not only do his developments expand the
city, Mel and his high-profile team are responsible for bringing new life back into
down- town urban areas.
Mel is a great neighbor, friend, and a real estate visionary. Whenever I want
to know about the future and where to invest, I call Mel Shultz.
—RoBeRT KIyosAKI

H ave you ever been driving around your city or town and passed by an
open field and wondered if that field might be the only undeveloped
land
in the area? I asked myself that question many times, and actually found it

173
1 THE REAL BOOK OF REAL

pretty fascinating. I found it so fascinating, in fact, that the question itself actu-
ally jump-started my real estate career, and the discovery became my
strategy. Driving through your city or town can reveal a great deal about real
estate.
For instance, you may have noticed that houses tend to dot the interiors of
most cities and towns while shopping, office, and other commercial properties
gen- erally run along the major streets. This all makes sense once you start to
notice and make mental notes of how most cities and towns develop.
In the late 1970s, driving around seemed like a good way to find real estate.
I didn’t own any sophisticated tools other than maps and a car to explore
oppor- tunities, although I did buy one of the first giant mobile phones that
looked and felt like a brick. Driving along the main streets of my city provided
all the options needed to buy property during this time before instant
information. When I saw larger parcels that were skipped over by
development, yet were right in the path of growth or on the beaten path, it
made sense to find out who owned these underserved parcels and inquire
about the status. It seems pretty simple and obvious; however, there were
ample spots that were ignored by most land buyers and developers. Finding
the owners was just one call away to the title company. Once I found the
owner’s number, I handled it just like I learned in my insurance business
training: pick up the phone and meet the prospect. These prospects were
slightly different, though. Rather than the buyers I was used to calling, this
time I was calling sellers, and I was offering to give people money rather than
asking them to write checks.
Hard to believe, but it’s always easier to buy something than it is to sell.
Think about it. In your own life, you’ll find it to be true. The problem is that the
owner knows that what they own is valuable, so it’s worth holding on to. On
the other hand, the owner may not want to go through the process and the
risk of investing the time and money it takes to plan and perform feasibility
studies, as well as other land-use studies that may be required to develop the
property. Even though real estate can be very tax favorable, the process and
final enti- tlement received on the land may negatively affect the tax status for
some own- ers. We always discuss these kinds of tax issues with our tax
advisors to be sure we are never crossing the lines, or if we are, to be fully
informed of the negative tax implications. This is a complex part of the
equation, and I absolutely rec- ommend finding the best real estate tax
counsel before even beginning to zone or make any changes to a piece of real
estate. It is just as important to under- stand the tax and legal aspects at the
beginning of a property transaction so you can get off on the right foot, as it is
to understand these same implications when selling the property purchased.
This cannot be emphasized enough. Talk to
professional tax and legal experts.
ROBERT 1

I regularly hire and talk to CPAs and lawyers before getting too far down
the road in real estate. My brother’s law practice was the logical entry place
for me. It is the oldest law firm in Arizona with expertise in all areas of real
estate. I be- lieved from the beginning that a portion of my investment dollars
were to be earmarked, first for the land and, second for lawyers and other
consultants who could better my chances for success.
The value of a team is self-evident. I always wanted to be the quarterback of
our team at school. I knew the position was less about heroics and more about
being sure the best support was in front of me. My job then was simply to re-
member the plays and throw or hand the ball to the best players.

TIP The Dictionary of Real Estate Terms, Sixth Edition, defines

“entitlement” as this: The right to develop land with government
approvals for zoning density, utility installations, occupancy permits,
use permits, and streets.

MATCHINg MARKET NEEdS

WITH PROdUCT CREATION

Just because you buy a hotel doesn’t mean it has to stay a traditional hotel.
Just because you buy an apartment building doesn’t mean it needs to stay an
apart- ment building. Markets change, market needs change, and in order to
be suc- cessful, you may find you have to change a property from one kind of
product to another. Here are a few examples:
Converting a traditional hotel into a timeshare property.
Converting a rental apartment into a for-purchase apartment to the renter
or another buyer.
These are examples of matching market needs with product creation. Space
that already existed was transformed to create new revenue sources based on
market demands.
When it comes to land, changes may involve simply splitting one larger lot
into two or more residential lots or changing land permitted for one use to a
different use that is usually better economically. Most often this requires the
approval of the city or town (municipality) to consent to the proposed use
change. This is called rezoning and/or the entitlement process.
1 THE REAL BOOK OF REAL

Real Life Story: The Education on 32nd Street

n the mid 1970s, I bought a house on about five acres for $240,000. Within a

I
short time, a friend asked if he could buy the home. His intent was to change the zonin
Time passed; his rezoning was approved, and we closed the deal. This was an early ey
underlying land. I decided this was to be part of my new investment path.

Real Life Story: View from the Mountain

W ith confidence from my 32nd Street experience, I purchased the

twenty-nine- thousand-square-foot McCune Mansion in Paradise Valley,
Arizona. The mon- strous mansion was built by oil tycoon Walker
McCune in the 1960s for more than
$3 million. The mansion sat on forty acres of hillside that overlooked the
entire city and the spectacular Camelback Mountain. My plan was to
change the use from a single home to a resort. The city fought the
rezoning, so I decided to go with what they called preferred residential
zoning, which included the “hillside ordinance.” This is where I truly
became a real estate developer and gained firsthand knowledge about the
zoning process and lot layout. Each lot building pad had to meet compli-
cated cut-and-fill requirements—how much you could cut into the
mountainside and fill back in to create a building pad. I ended up on the
committee with real home- builders rewriting the town ordinances for
slope-and-hillside cutting and refilling. In the process, I found a buyer
who purchased the mansion for the price I paid for the entire forty
acres and mansion. The sale included the mansion and five acres,
which I carved out around the house. I then held onto the remaining
land, which was now converted into twenty-eight one-acre-plus home
sites. The lots sold from
$200,000 to $600,000, and I had made my biggest profit yet. I
retained one lot to build a home for my family, but the “desert snakes”
were not my friends, so I made the decision to sell at a later time. Sales
ROBERT 1
topped $10 million.
1 THE REAL BOOK OF REAL

My early experience with the mansion on the mountain got me thinking

about the economics of the land business. There’s a story about Abe Lincoln’s
farm that makes the point about creative financial engineering better than I
could ever make on my own. It seems Abe Lincoln bought his family’s farm
from his father, Thomas, when cash got a little tight as a way to bail him out.
Eventually, after Abe became president and one of the great figures of our
coun- try, the friends of the Abe Lincoln Historical Farm near Lerna, Illinois,
took on the ownership. It seems the owners of this land had a brilliant idea.
They wanted to give people of Illinois and the nation the opportunity to own a
tiny piece of American history in an effort to raise money for the owner’s
family. They planned to sell off small parcels of the estate to interested people.
When they parceled out the designated acre, they had more than six million
squares to offer the public. The net return on this is not known, but even with
a low price for the land parcel, I am sure it was substantial.
This is the ultimate subdivision of land, almost beyond the scope of imagi-
nation. But I’m sure it won’t be the last ingenious idea. If I had to start over
today in the real estate business, what would I do? I can answer that question
this way. In the late 1970s we would joke about a wealthy private lender and
in- vestor named Bill Levine. We’d say that if he were dropped out of a plane
with a parachute on his back in the middle of China and with no money, within
a few years he would be one of the wealthiest men in China or wherever else
he happened to fall. Some people just seem to know how to create wealth.
They are the true financial engineers.

TIP Starting is the hardest part of anything in life.

Starting is the hardest part of anything in life. In the early 1970s I had saved
up about $5,000 from my life insurance sales commissions. A real estate firm
in my building had several older, unoccupied houses it was trying to unload.
Inside these old house bones lay bright red carpeting, purple-painted walls,
and linoleum floors from the 1950s. Even the carpet stains were better than
the original colors.
The cash requirement to acquire these homes was straightforward: pay
clos- ing costs, include a few hundred dollars in commissions, and assume the
debt. I thought why not? I soon found that renting these showplaces was not
easy because after I had purchased the properties I didn’t have enough money
to re- paint and update the interiors, nor did I have the mechanical skills to do
it my- self. But somehow, enough renters were willing to take the houses and
do their
ROBERT 1

own fix ups. From the cash flow I received, I was able to buy more houses and
sell some along the way, accumulating about $10,000 in cash. I didn’t like the
rent collection process much, so after selling my last house in 1973, I immedi-
ately moved on to something a little more sophisticated.
My first office building was just east of 24th Street on Thomas Road in
Phoenix, Arizona, as were my second and third buildings. My logic was after
buying my first building and not knowing where else to buy, it seemed like a
good idea to go next door and buy those buildings, too. If it hadn’t been for
other opportunities that came my way, I may have just kept buying along the
same major road in Phoenix. What did I know? These small office buildings
were, for me, where it really all began.
After selling the first building and making $30,000, I began to get some
trac- tion. The next two were sold as a package with $130,000 in net profit. A
Cali- fornia syndicator was looking for more buildings in Phoenix, and I liked
the idea of negotiating the purchase and sale. My strategy was to buy and
improve the properties, much like the houses I owned, except this time I
wanted to be able to afford to hire contractors. After my house experiences, I
learned to set aside cash up front for this purpose. The old painted white brick
needed a mod- ern look, so we put in new windows and doors, added beige-
colored stucco to the brick exterior, new signage, and a parking lot. This clean,
new exterior brought the building back to life. First impressions are lasting.

STARTINg Off WITH REAl ESTATE MATH

Getting started with basic real estate math is helpful to me. There are 43,560
square feet in one acre, and there are 640 acres in a section of land. The
question arises regarding land uses and valuations. Commercial land is a higher
economic use than a similar size residential-sized lot. In the course of
planning, develop- ers study the market demands and the appropriate use of a
parcel of land and determine the best land use before buying. The planning
and zoning process, which I learned after my house buying experience,
incorporates the information learned along with the market demand to create
the highest and best use. With that said, consider the math for a parcel of land.
It may look something like this:
On the next page is a very simple illustration of buying in bulk at a “per
acre” price and converting to a “square foot” price. Usually land owners sell
large parcels of unzoned land in areas outside traditional development cores
in bulk at a per-acre price. In urban areas, commercial or multifamily property
is usually
1 THE REAL BOOK OF REAL

Buying by the Acre, and Selling by

the Foot
This example may help you see the potential of real estate in a new way.
The purchase price of ten acres is $50,000 per acre, or $500,000 total
(zoned for ten houses).
The final plan for ten acres may be 250 apartment units, which may be
worth
$10,000 per unit or $250,000 per acre (after rezoning approval).
This equates to about $5.75 per square foot (43,560 square foot x
$5.74 =
$250,000 per acre).
Since the land was acquired for single family and changed to

sold by the square foot. It’s really a convenience because it all reverts back to
the dollar amount paid for the land, the ultimate sales price, and profit. This
practice is convenient for both the buyer and seller. It’s similar to the way we
use inches as a measurement division of a foot. For example, rather than say
it’s one-quarter of a foot, we say say three inches, which is easily understood.
Per- haps smaller measurement practices were used to influence a buyer’s
percep- tion of the amount being paid for the product. It is like figuring out
why gold is sold by the ounce and not by the pound. At the end of the day, it’s
perception. Many other projects followed for me. I developed everything from
business parks to large, master-planned communities. The lesson I learned
through it all was to plan and divide the land, visualizing what a property
could be and what it “wanted” to be. A residential community wants a
compatible use like a grocery store, restaurant, pharmacy, or other
convenience. That means forcing a prop- erty to a higher-return use doesn’t
make sense if it doesn’t blend and fit into the surroundings. You’ve driven
around your town and seen buildings that don’t fit. The right products in the
right places feel right and look right, and the neigh- bors know that. I saw how
my friend, Joe Beer, went house-to-house to let the neighbors give input, to
ask them questions, and most important, to listen as he petitioned for
rezoning. This is a good practice particularly if you do this with forethought
and patience and are willing to modify and compromise and be sensitive to
the neighbors. You may actually find throughout the process that
the land you bought by the acre may indeed be sold by the square foot.
Let me share a personal story. I was involved a few years back in the sale of
a site for a post office. The buyer wanted an environmental report to ensure
there were no hazardous substances on the site. This is very typical. But as my
partners
ROBERT 1

and I were working our way through the

Three “Must due diligence process with the buyer, an
Do’s” to Buy by environmental problem came to our at-
the Acre and Sell tention. Although the issue seemed to
by the Foot: possess a very low chance of causing any
1. Plan and divide real problem, the inspectors sent over a
the land thoughtfully. backhoe to test the area. During the test,
2.Work with the a sample of soil showed a completely
neighbors in the new problem: The sample contained oil.
community. Im- possible, we thought. So, they tested
3.Always be willing to the same sample again with the same
results.
Perplexed and bracing ourselves for a
costly soil remediation, which given the past use of the property seemed un-
fathomable, we decided to take a walk around the property. Thank goodness
we did this. While we were walking by the backhoe, one of us noticed it had an
oil leak. Upon further inspection, the oils matched up with the leaky
equipment. Retested with a new backhoe, the soil turned up clean as originally
expected. Walking the site can make all the difference. Hands on requires a
physical look, not just reading a report.

TIP I have always enjoyed walking around the properties we

are buying. For me, seeing is the difference between knowing
and guessing.

WISdOM fROM THE FIEld

If you want to get involved in real estate (and not just when the economy is
booming) then the following questions may come in handy:

HOW CAN I LEARN THE BASICS Of PROPERTY

USES ANd POTENTIAl CHANgES TO USE?
Each city and or municipality has its own ordinances and laws for permitted
uses for property. Find a good zoning lawyer and inquire about current zoning
and permitted changes. A planner or architect who has planned and designed
other local projects is the best source for ideas. Real estate brokers are also an
important part of determining potential tenants or other buyers and/or devel-
opers for parts or all of a properly thought-out land use plan.
1 THE REAL BOOK OF REAL

WHO ARE THE KEY MEMBERS Of MY TEAM, ANd WHAT DO THEY DO?
In addition to the zoning lawyer, the land planner or architect and the brokers
(both leasing and sales) are critical. You’ll need the following team members
to help you along the way:

FeAsIBIlITy ExpeRTs
This may include economists and often larger brokerage companies who
gather and compile sector reports for vacancy, lease rates, absorption and
other reports to help determine need for product type.

AccoUNTANT
This person can put together a financial pro forma to estimate sales, costs, and
potential profits so you can determine your offer price and
capital/debt/equity requirements. The broker should provide sales input
projections.

CIVIl EngINeeRs, SoIl ExpeRTs, ANd ConTRACTORs

These experts will help you determine the improvement cost estimates you
will need to fully evaluate the property’s potential from topographical and
phys- ical maps to understanding wet and dry utilities.

When you consider the many disciplines required to make all this come to-
gether you see why many avoid this aspect of real estate. It sounds harder
than it really is. Although patience and knowledge are required, after the first
few deals the process becomes clear. It is much like an NBA point guard or a
quar- terback on a football field. Most of your time is spent knowing where
your team- mates are and who to get the ball to. Rarely do you shoot or run;
passing the ball is essential. You learn by doing, and starting with a simple lot
split for a couple of houses is an easy way to experience the process firsthand.

HOW DO I FINd PROPERTY THAT CAN BE REzONEd OR CHANgEd

TO BECOME A PROfITABlE VENTURE?
This is the bottom line of the whole exercise. Knowing the market needs and
economics of the specific product that will ultimately be built on the site takes
study and some imagination. Ask questions and write them down. The more
ques- tions you have, the better. A few, but important questions you could ask are
these:
What would improve the living quality and/or convenience for the people
who live or work in the area?
ROBERT 1

How many people drive by this particular property each day?

How can I help people afford to live in the area or give them a better alterna-
tive for a retail shopping or dining experience?
What about better medical care closer to home or more convenient services
in a certain area?

These questions stimulate the imagination and the possibilities. Most

people ask too few questions. You can build a case for almost any business
model if you ask enough of the right questions.
Bill Gates, founder of Microsoft, was interested in information at the speed
of thought. Billionaire Warren Buffett considered simple businesses that are
run well and provide capital to grow, as places to invest. These investment
strategies have vaulted them to become two of the wealthiest men in the
world. Mr. Buffett is the master of asking questions then boiling them down to
the few most direct and succinct ones that become repeatable observations.
True genius is when you can make the unnoticed concise. Ask and write down
a few ques- tions about land you have noticed regularly.
Why has this been skipped over by the path of development?
Who owns it?
What is the right use or fit for it?
How would the math look if it were used in a different way?
Who would buy or rent whatever I think should be built on this site?
After the experience of completing your first real estate process, you will
have exercised your mind in a way that will help you look at land through new
eyes. The fun for me is to drive by or walk into a project I have been a part of
and know this was a piece of land few considered would ever be a place where
people would want to live, work and play.
After thirty years of planning, negotiating, visualizing, building, and selling
these ideas, I’ve learned that virtually anything is possible if you ask
questions. Analyze and think through the answers, and take the steps to get
your mind’s ideas into pictures and then later into bricks. Remember, bricks
are laid one upon another just like your thoughts. The hardest part is setting
the first brick in place.
1 THE REAL BOOK OF REAL

Mel Shultz cofounded JDM Properties, Inc., in 1983 as a full-

service real estate firm that develops and manages quality
properties in Arizona and Colorado, including upscale residential
and commercial space, and busi- ness parks. A principal of
JDMD Investments, LLC, Mel and his partners are developing
the largest master-planned community in the greater Phoenix
area for more than three hundred thousand residents. Mel
was
a general partner of the Phoenix Suns basketball team until the team sold in
2005, and he was one of the original general partners of the 2001 World
Championship Arizona Diamond- backs baseball team. Mel led the design and
build team for the five-thousand-seat Dodge Theatre in downtown Phoenix.
The company’s Web site is www.jdmpartnersllc.com.
ROBERT 1

10 Curtis OAKES

It’s All About Adding Value

I once accused Curtis of going “where white men fear to tread.” He laughed out
loud and said, “That’s true.” He went on to say, “I have basketball star Magic
Johnson’s philosophy of going into urban areas and bringing in development and
businesses that lift the area up.” Curtis then added, “Regardless of race, too many
investors just suck the cash out of a neighborhood but never reinvest to improve
it. I invest to reinvest and improve a neighborhood.” This is why Curtis and his
wife, Diana, are respected friends as well as fellow real estate investors.
Today, some of the most beautiful real estate is being boarded up as
casualties of economic decline. It takes a special kind of investor to invest not
only to make money, but to also bring an area in decline back up. I tried it
once and did okay but not great. Truthfully, I was an outsider coming in,
hoping to make a quick buck from a bad situation. Now personally wiser, I have
a better appreciation for what Curtis does. It takes more than knowing about
real estate. It takes knowing the people and the psychology of the neighborhood,
and, most importantly, having a desire to be a part of the community. This is
what I have learned about real estate from Curtis and Diana.
—RoBeRT KIyosAKI

184
ROBERT 1

A s a successful real estate agent, investor, and developer, I’ve shared a

stage as a presenter with Robert Kiyosaki, who is a personal mentor to me. His
ideas and guidance have been instrumental in much of my success. I have pre-
sented seminars with Donald Trump, as well as coauthored with him an audio
CD entitled Three Master Secrets of Real Estate Success. At this writing, my wife
and I are renovating a multimillion-dollar home in an exclusive San Francisco
neighborhood. To boil it all down, I have achieved all of this by following a
sim- ple mantra, one that anyone can understand and apply to achieve similar
real estate successes: Profit from problems. There are two foundational things
that have been a constant for my wife, Diana, and I throughout our process:
knowl-
edge and faith.
“My people shall be destroyed because of a lack of knowledge,” Hosea 4:6.
“Faith is the confidence that what we hope for will actually happen. It gives
us assurance about things we cannot see,” Hebrews 11:1.

TIP Your mantra should be this: Profit from problems.

A pristine property with affluent tenants sounds wonderful, doesn’t it? No

huge maintenance issues, little problem collecting rents, and so on. Yes, these
types of properties are easy on the mind, but they also have a significant cost
and little chance to appreciate.
A problem property, on the other hand, has an amazing, and fast, upside po-
tential. For example, let’s say that the going rate for a building in a certain area
is $200,000. The problem property might be worth $140,000. Once the prob-
lems are fixed, however, its value will zoom to the going rate for similar prop-
erties: $200,000. Likewise, rents in a problem building might be low. After you
improve the property, however, you can raise rents—increasing your amount
of income.
This is the concept of “forced appreciation,” which occurs when an investor
purchases a property that’s less than the going market value (usually due to
in- herent problems, such as high vacancy rates, severely deteriorated
buildings, environmental problems, etc.), then fixes the problems that “force”
substantial appreciation in value back up to the current market value. I also
call this the value-added approach, where you take an asset, make various
improvements, and have the asset increase in value. Forced appreciation
provides you with a short-term paper profit, which you can then use to your
advantage in a variety of ways. This value-added approach has helped many,
many real estate investors build everything from small nest eggs to
multibillion-dollar fortunes.
1 THE REAL BOOK OF REAL

TIP I never focus on or count on appreciation when analyzing

whether
or not to purchase a property. To me, market appreciation is always
a bonus: if it happens, great, but if the property doesn’t go up in
value based on the market, that’s okay, too, because I know that I
am making what I need to make on the property in terms of cash
flow and depreciation. Likewise, when someone says that they
have an investment that will provide capital gains, thank them,
then turn and run in the other direction! Why? Capital gains are
based on the speculation that something “might” happen in the
future to drive up the value of that investment. The key word here
is speculation; something might happen. By focusing on a value-
added approach to real estate investing, you have much greater
control over a property’s
ultimate value.

If you resolve to become a problem solver—someone who embraces rather

than runs away from problems—your chances of achieving success in real
estate investing will dramatically increase. The next step becomes finding
appropriate problem properties.

MY STORY
I purchased my first home in Philadelphia, Pennsylvania, in 1979 for $27,800.
I used the G.I. Bill, which meant I had 100 percent financing. I had an
adjustable rate loan with an interest rate of 17.5 percent. That’s obscene by
today’s stan- dards, but at the time I didn’t care. I was thrilled to be a new
homeowner, period. This also was my introduction to leverage, which is using a
small amount of money to purchase a large amount of something else (in this
case, real estate). I began to buy properties as long as I didn’t have to put much
money down. I didn’t care what the interest rate was; as long as I had a
positive cash flow, I bought.
My life as a real estate entrepreneur took another big leap in 1982 when I
re- signed from my government job for the Naval Aviation Supply Office. From
the beginning, I specialized in value-added properties. In Philadelphia,
boarded- up houses were practically everywhere, and that’s what I looked for.
Buying and then turning was easy because I could buy a property for between
$5,000 and $30,000 and then decide to either rent or sell.
I had an uncle who came to visit me from San Francisco, California. Every
time he came to visit, he would go on and on about the San Francisco real
estate market. In 1985 he finally convinced me to move to San Francisco to
invest in value-added real estate. However, little did I know that my
Philadelphia success
ROBERT 1

in renting and flipping houses couldn’t be duplicated in San Francisco. Why?

Simply because property was so much more expensive. The average duplex at
the time was $250,000. These prices sent my nervous system into shock and
fear. While I had accumulated some funds to invest, I needed a lot more infor-
mation about California real estate before I could begin.

TIP I’ve had my share of challenges and problems. But with

patience and the right approach, value-added real estate investing
can work for you, too.

In the meantime, the cost of living and real estate school was beginning to
deplete my investment nest egg. What’s more, this fear of potentially losing
everything held me captive. I wouldn’t do a deal if I saw one! I finally got my
real estate license and immediately went to work in an area in San Francisco
to duplicate my success in Philadelphia. However, in Philadelphia it was
relatively easy to identify value-added real estate. Just find a boarded-up
house at a cheap price, fix it up, and sell it. In San Francisco, however, there
were no boarded-up houses. I had to figure out how to add value in other
ways. I finally found the area and the niche. The area was called Bayview
Hunter’s Point, and the niche was called “in-law apartments.” So I went to
work buying single-family homes (which were selling, at the time, for $50,000
to $75,000) and adding in-law apartments in the rear of the garages for rental
units. Once construction was completed, I could sell the house for between
$175,000 and $199,000. I had a full-time construction crew, and we were
rehabbing and flipping, and life was good. Now, there are potential pitfalls—
I’ve had my share of challenges and problems. But with patience and the right
approach, value-added real estate investing can work for you, too.

FINdINg THE RIgHT PROPERTIES

Now we’ve come to the exciting part, right? Right! Finding the right properties
to invest in is obviously at the heart of long-term and sustained guaranteed
suc- cess in real estate investing. It’s the area that will tap all of your
knowledge and creativity, and where over time you’ll build experience and
expertise. You’ll come to rely on this time and time again. Finding the right
properties is equal parts knowledge and your ability to creatively “see” a
property’s potential. In short, here’s where we marry your brain with your
intuition to achieve a com- plete solution (wholeness).
First, let’s review property types and property classes.
1 THE REAL BOOK OF REAL

PROPERTY TYPES
The three types of buildings I’d like to focus on in this chapter are as follows:
Residential. Users live in one to four units. Can be various types, such as
single family, duplex (two units), triplex (three units), and fourplex (four
units).
Commercial. Five or more business units, such as an office building or a strip
mall.
Mixed Use. A single building with both residential (people live there) and
com- mercial (businesses) options.
If you are just starting out investing in real estate, I suggest that you begin
by purchasing a two-or four-unit property. This way, you can begin small,
leverage your way into a property, learn all you can, and then move up to a larger
property when you have experience and a positive cash flow.

PROPERTY ClASSES
There are four classes of properties:
Class A. A property less than ten years old, in excellent condition, and with de-
sired amenities, such as a pool or workout center. Class A properties can ask
for, and receive, high rents, generally have a better quality of tenants, usually
have lower maintenance costs, and are easier to manage. These properties are
usually held by (owned by) investor groups and have a lower rate of return.
They are the most sensitive to any downturn in the local or national economy.
Class B. Buildings that are ten to twenty years old and in fairly good overall
condition. Class B properties are considered the most stable of the different
property classes, and are usually located in well-established, middle-income
neighborhoods. They are new enough to offer amenities, yet still old enough to
be affordable to the average investor and tenants.
Class C. Buildings between twenty and thirty years old with limited or nonex-
istent amenities. Both ongoing and long-term maintenance costs are higher
be- cause of aging and the general need for a cosmetic “facelift.” They have a
lower quality of tenants, including those on government assistance. Value can
be added by updating the property.
Class D. Buildings more than thirty years old that need substantial capital im-
provements. Usually located in declining areas, Class D properties usually
have substantial deferred maintenance issues, such as the need to replace the
roof, the electrical system, the HVAC system, etc.

TIP For beginning investors, I suggest that you focus most of your
attention on finding undervalued Class C buildings.
ROBERT 1

You can look for undervalued properties in any of the four classes.
However, please note that for Class A properties, the velocity of your money—
the amount flowing to you—will slow down simply because there is less
upside potential. For beginning investors, I suggest that you focus most of
your attention on find- ing undervalued Class C buildings.

STARTINg YOUR SEARCH

Here are the steps I recommend to find undervalued properties.

STEP ONE: BECOME AN EXPERT IN A PARTICUlAR AREA

This generally is the area in which you live. Attempting to become an expert in
a city outside of the state in which you reside, for example, would be time con-
suming and costly. Do as much as you can to study the area. Read the real
estate sections in the local newspapers, drive around, and attend open houses.
This area should be large enough to have diverse neighbors. For example
your initial area might be San Francisco. Over time, once you feel that you’ve
mastered this particular area, then move on to another area.
Here’s an example:

1.Select San Francisco as your area

2. Explore it, study it, drive around, etc.
3. “Master” this area
4. Then select another area such as Oakland

STEP TWO: SEEK OUT THE LEAST EXPENSIvE

SECTIONS WITHIN THAT AREA
Again, you want to find problem properties and then solve the problems.
You’ll find the juiciest problems—and thus the potential for the largest
returns—in the least expensive sections of your focus area.

STEP THREE: LOOK fOR PROBlEM PROPERTIES

Once you’ve become an expert in a particular area and identified the least ex-
pensive section within that area, the next step is to begin hunting for problem
properties in that least expensive section.
How do you identify problem properties? They’re usually the eyesore on a
street or block. Signs to look for include buildings with one or more of these
attributes:
1 THE REAL BOOK OF REAL

• vacant
• boarded up
• tall grass / weeds
• trash strewn about / overflowing trash cans
• broken windows
• peeling paint
• general poor appearance

You also should be alert to potential property changes, such as:

• building owner wanting to retire / leave

• foreclosures
• probate
• code violations
• zoning variances not renewed or up for re-hearing
• a big-box tenant just left a strip mall
Please note that searching for real estate investment opportunities can be
extremely fun, but it also can be an extremely frustrating process.

Tips As You Begin Your Property Search:

• Stay positive. Searches take time and involve walking around
neighborhoods. There will be missteps and false alarms. Stay positive
and have fun, and you’ll be in the right frame of mind when the right
property appears.
• Be present and focused. As much as possible, shut out past
failures, negative thoughts (“The market hasn’t bottomed out yet”), fears
of failure, fears of success, and all other factors that might prevent you
from seeing—really seeing—an oppor- tunity. Those who are present and
open to opportunities are almost always the peo- ple who are able to
grab a new opportunity when it comes along.
• Put in the time. There’s a saying in the writing world: To write a book,
apply the seat of your pants to the chair. The same is true when searching
for real estate in- vestment opportunities. You must get out and look for
the opportunities. You have to study the newspapers, drive around town,
and network with real estate agents and lenders.
• Don’t be put off by market conditions. Rarely will you find “perfect”
market conditions when making any investment. There are always
problems and potential pitfalls. Know this and accept it. Don’t let the
media, friends, or anyone else dis- courage you from seeking
opportunities.
ROBERT 1

This last point bears repeating—never be discouraged by fluctuating market

conditions. Interest rates will always go up, unless they happen to be going
down. Property values will continue to decline until they hit bottom, and then
they will rebound. And so on.

TIP This should be your “Real Estate Opportunity Search” mantra: In

any
market, at any time, I can find a great deal.

TIP Here is your “Never Give Up” mantra: Diligence leads to destiny.

You should actively search out potential deals. As well, you should create
networks of people, tools, and resources to send potential deals your way.
Here are ways to create a flow of deals—or at least whispers about potential
deals:
• www.loopnet.com
• other investors
• real estate agents and brokers
• real estate lenders
• attorneys
• CPAs
• property management companies

TABLE 10.1 Personal Reflections

Brainstorm and list who else might be a “deal source” for you:
1 THE REAL BOOK OF REAL

PROPERTY CRITERIA ANd ANAlYSIS

Once you’ve identified a potential investment property, it’s time to closely study
the property for both short-term and long-term opportunities. You will want
to put each prospective property through a rigorous review, using the
following criteria:

1.Guiding Investment Principles

a. Leverage
b. Cash Flow
c. Cash-on-Cash Return
d. Capitalization Rate
e. Gross Rent Multiplier
2. S.W.O.T. (Strengths, Weaknesses, Opportunities, Threats)
3. Trends
4. Demographics
Now, I could write an entire book about these four key areas of property
analy- sis. Here, though, let me summarize each of these points quickly.

LEvERAgE
Leverage simply means that you want as little of your money as possible used
to secure the biggest opportunity possible. The less money you have to invest
in a property, in other words, the larger the opportunity for a big payoff. When
analyzing a property, know exactly what you will initially need to invest.

POSITIvE CASH FlOW

A key to building my real estate fortune over the years has been cash flow. We
call cash flow “king” because having cash is always our primary objective. Pos-
itive cash flow creates and maintains your investment’s momentum. It also
has significant financing and lending implications. For example, when
purchasing an apartment building containing more than five units, the bank
will base the amount it will lend you on the building’s cash flow abilities.
(Your credit score is secondary.) Cash flow also is a significant factor in the
building’s overall value. A building with poor cash flow will appraise much
lower than another compa- rable building in the same area that has a stronger
cash flow. Never forget that.

DOUBlE DIgIT CASH-ON-CASH RETURN

This is the velocity of your money. In other words, you want to know at the
be- ginning of an investment how long it will take the money you invest
(primarily
ROBERT 1

the down payment) to come back to you. This is critical because you want to
invest that down payment over and over again in other investment properties,
so the quicker that you’re able to receive back that initial payment, the quicker
you can apply it to another opportunity.

TIP Cash-on-Cash Return defined: This is the amount of cash you

receive from a property investment in a specified time period as a
percentage of your initial investment in that property.

Here are several examples using the same down payment amount ($20,000)
but different cash flow amounts per year.

TABLE 10.2

Dow Yearly Years to Pay Cash-on-

n Cash Flow Back Down Cash
Payme Payment Return
nt
$20,00 $20,000 1 100%
0
$20,00 $10,000 2 50%
0
$20,00 $6,000 3 33%
0

As you can see, this table shows how many years it takes for your down
pay- ment to come back to you. In the first scenario, it takes one year. In the
second scenario, it takes two years, and in the third, three years. Your cash-on-
cash re- turn is 100 percent, 50 percent, and 33 percent, respectively.
Your goal as an investor should be a cash-on-cash return in the 10 percent
to 20 percent range. Anything above 20 percent is considered an exceptional
cash- on-cash return.

CAPITAlIzATION RATE Of 7 PERCENT OR HIgHER

The cap rate measures a building’s performance without considering the
mort- gage financing. If you paid all cash for the invest property, how much
money would it potentially make? What’s the return? A high cap rate usually
means a higher risk investment and a low sales price. High cap rates are
typically found in poor, low-income areas. A low cap rate usually indicates
there’s less risk and a high sales price. Low cap rates are generally found in
middle-class to upper- income areas. If you know the net operating income
(NOI) and the cap rate, you can calculate what the sales price should be using
this formula:
1 THE REAL BOOK OF REAL
NOI / Cap Rate = Sales Price
ROBERT 1

TIP The Cap Rate measures a building’s performance without

taking into consideration the mortgage financing. It is the Net
Operating Income divided by the sale price.

GROSS RENT MUlTIPlIER Of 9 OR LOWER

Gross Rent Multipliers (GRM) are used as a measure to compare income prop-
erties within a particular area or neighborhood. For example, for three
proper- ties within a similar area of town, you could calculate the gross rent
multiplier for each, then compare the three. If all other factors were equal, you
would se- lect the property with the lowest GRM. In general, as the gross rent
multiplier decreases, cash flow increases. And conversely, as the GRM
increases, cash flow typically decreases.

TIP Gross Rent Multiplier is the ratio of the price of a real estate
investment to its annual rental income. The lower the ratio, the
better.

S.W.O.T.
S.W.O.T. stands for Strengths, Weaknesses, Opportunities, and Threats. A com-
mon business evaluation tool, S.W.O.T. also applies to investment real estate
simply because each property will have its own unique strengths, weaknesses,
opportunities, and threats. The savvy real estate investor—the one seeking
guar- anteed success—will put each property through a detailed S.W.O.T.
analysis.
Please note that generally speaking, this is a subjective analysis. In other
words, there are no “right” or “wrong” answers. Likewise, many factors are in-
terconnected. For example, a property’s weakness—such as needing a fresh
coat of paint—might also be an opportunity—a fresh coat of paint can quickly
in- crease the overall look of the property, and thus its value.

TRENdS
Part of your property-seeking work should be to pay close attention to trends,
or similar new tendencies displayed by a large number of people. For
example, in the past, many city dwellers moved out of the city into the
suburbs. Over the last several years, however, the trend has become the
opposite. Because of rising gasoline prices and other factors, people in cities
are “cocooning”—they want to live within walking distance of work, stores,
restaurants, and so on.
Learning about new trends through the media and other information
1 THE REAL BOOK OF REAL
outlets is important. An investor will have become exposed to even more
opportunities
ROBERT 1

if he “sees” a new or developing trend before it becomes known and published

through the media.
How can you spot new trends as they begin to develop? It’s a bit of an art,
but generally speaking you can:
• Observe what’s going on around you. Pay particular attention to what
peo- ple are doing differently. For example, eight or ten years ago, SUVs
were all the rage. It seemed like everyone had one. Over time, however—
again, be- cause of rising gasoline prices and other environmental issues—
SUV pur- chases declined, and a new type of transportation emerged called
hybrid cars.
• Read, read, read. Read as much as you can: newspapers, magazines, local
real estate magazines, and so on. And vary the sources and subject matter.
What do I mean by “varied”? Every so often, read something different, a
newspaper or periodical that you normally wouldn’t read. As well, do a
little Web surfing. What are people discussing on blogs in your community?
What new Web sites are popping up on housing, community life, and other
related topics? The more that you can broaden the information you take in,
the more you can begin to see emerging trends and other issues. This is
known, gener- ally, as “connecting the dots.” Become a dot-connector.
• Listen, listen, listen. Get out in the world, and then listen to people. What
are they doing differently? What are thinking about doing differently? What
are they interested in? Excited about? Fed up with? Your friends, family,
neighbors, and business colleagues are a fantastic wealth of information re-
garding what’s going on in the world. Ask questions, then listen to them.

DEMOgRAPHICS
A final part of your property analysis should be demographics, or statistical
data about a particular population, such as the people in the city in which you
want to invest. Demographic research provides a snapshot of population, in-
come, industries, biggest employers, and other economic details for a
particular city or area.
Demographic information can be found at libraries, city and county govern-
ment offices, and of course the Internet offers an abundance of demographic
information. Suggested Web sites to locate demographic information include:
• www.freedemographics.com
• http://realestate.yahoo.com/Neighborhoods
• http://realestate.yahoo.com/Homevalues
1 THE REAL BOOK OF REAL

• www.elook.org
• www.economy.com (fee site)
• www.city-data.com
• http://quickfacts.census.gove/qfd/

Demographics That Favor Investing

hen reviewing demographic information and trends, watch for these charac-

W
teristics that are generally favorable for investing in a particular property:
More females than males (females tend to “nest”)
Higher percentage of singles vs. married (singles rent apartments)
Higher percentage of younger and older people versus middle-age (middle-age people b
Annual income at or lower than $40,000 (home prices push them to rent apart- ments)
•The stability and profitability of the area’s largest employer

Key information you also want to review regarding the property’s physical
location include the following:
• How close is it to public transportation?
• What’s the city’s plan for that particular area?
• How close is it to a park?
• How close is it to a school?
• How close is it to shopping and restaurants?

Finally, you should ask yourself a simple

question: Do you want to invest in this area?

KEY SUCCESS PRINCIPlE: HAvE A GREAT TEAM

As my wife, Diana, and I began to acquire what become more than twenty
cash- flowing properties in San Francisco, we eventually put together a team
to begin tackling larger problems. Our most successful team consisted of
attorney Eliz- abeth Erhardt, who specializes in evictions, and Sia Tahbazof,
whose engineer- ing and architectural brilliance could always see the intrinsic
value that others often could not see on adding value to a property. Diana and
I would buy build- ings in San Francisco with brick foundations or with
difficult tenants paying
ROBERT 1

very low rents under rent control, and we would quickly pull the trigger and
close the deal. Our goal was to add value by completely remodeling all the
build- ings we purchased. Liz would negotiate deals with the tenants, and Sia
would get all our plans quickly through the planning process. On most of our
projects we used a 1031 Exchange to acquire larger properties and others we
rented. They all cash-flowed, but what was even better was that for most of
the prop- erties the value tripled and not because the market went up or
down.
Here’s an important point: The relationship we had with our team was far
more important than all of the money we ever made. There will never be a
deal that is more important than the relationships. Today, Liz Erhardt is one of
San Francisco’s top attorneys regarding tenant/landlord issues. We are still
very good friends; she will take my call and we go on and on about our “war
stories” from the trenches fifteen years ago. Sia Tahbazof is semi-retired and
works only on his own projects these days, but we are still very good friends.
To this day Diana and I work exclusively with Sia Consulting Engineering on
our local projects.

TIP The relationship we had with our team was far more
important than all of the money we ever made. There will never be a
deal that is more important than the relationships.

I believe a large part of our success as a team was based on the saying,
“Every- one stay in their lane.” (I remember running anchor at the Penn State
relays in middle school and the track coach always saying, “Stay in your
lane!”) Staying in your lane shortens the race. Curtis’s lane was to be in charge
of the demo and rough work, and Diana’s was in charge of the finishes; Liz was
in charge of tenants; and Sia was engineering, design, plans, and the city’s
approval.
Always be thinking about how you can build the best team possible to
support both your short- and long-term efforts.

TIP I believe a large part of our success as a team was based on

the saying “Everyone stay in their lane” because staying in your
lane shortens the race.

PROBlEMS . . . OR OPPORTUNITIES
If you resolve to become a problem solver, your chances of success in real
estate investing will dramatically increase. The key question then becomes:
What is your tolerance for problems?
2 THE REAL BOOK OF REAL

You see, opportunities are never easy. Problems, challenges, and setbacks
al- most always occur. Those who shy away from the hard work needed to
embrace opportunities fail. Over the years I’ve had friends and acquaintances
come to me wanting to partner with me on various real estate projects. Often
they back out. Why? It’s like a rope strung across the two sides of the Grand
Canyon. They see a tightrope; I see a bridge.
What can we do to strengthen our faith so that we can embrace and
overcome more problems? That answer is easy. Take more chances. Truly
successful peo- ple pursue opportunities based on faith. They don’t let fear get
in their way. Successful people—the Donald Trumps of the world, for example
—also are con- stantly strengthening their faith. They are admitting their fears
but pursuing opportunities anyway. When we let fear rule our lives, we don’t
take chances. When we live by faith, we pursue opportunities and take
controlled risks.
When I was younger, I left my government job, where I was earning
$60,000 a year, to become a real estate agent and investor. I was excited. I had
recently read Napoleon Hill’s Think and Grow Rich and was ready to set the
world on fire—and to do so immediately. But things didn’t happen so quickly.
In fact, for several months, no opportunities materialized. Zero, none, nada.
My savings began to dwindle. And then do you know what happened? My
mind, which had been positive and focused on possibilities, began to worry.
My dreams turned— mentally—from delights to disasters.
Eventually I overcame this initial slow time, and my investing took off. Only
those who have the courage and the tenacity to never give up in the face of set-
backs and other obstacles will achieve success.
Success then isn’t a straight line; it’s a series of starts and stops, two steps
forward, and then one step back. Here’s what I thought success would look
like:

FIGURE 10.1 What I Thought Success Would Look Like

ROBERT 2

And here is what it actually did look like:

FIGURE 10.2 What the Path to Success Really Looks Like

TIP Only those who have the courage and the tenacity to never give
up
in the face of setbacks and other obstacles will achieve success.

If you have the patience to pursue and overcome problems, your chances
for real estate successes will skyrocket. Remember your mantra:
Profit from Problems

You see, I believe that this concept of adding value to real estate can carry
over into your life in many, many other ways. For example, too often I see and
meet people who are focused on making less of other people or things.
Instead, I want to encourage you to make more of every person you come in
contact with. Avoid labels; there’s no real right and wrong, just different
points of view. Regardless of where you are in life right now, you can make the
decision to reach up and out in your life and help others do the same.

Curtis Oakes has been a top-performing realtor for Coldwell

Banker in San Francisco for more than two decades, placing him
in the top 3 percent of all Coldwell Banker agents nationwide. In
1994, Curtis and his wife formed the Oakes Group, specializing in
San Francisco Bay Area real estate sales, investment, and
development. His passion for helping others has permeated his
real estate practice, and he’s helped countless individuals
realize their dream of home ownership and investment property acquisition.
Through his pro- prietary Oakes Group Mentoring Program, he teaches wealth
building through real estate.
11 John FINNEY

Analyzing the Deal, or

Adventures in Real
Estate

I have known John for more than thirty years. He and I were both Marine
Corps officers and played on the same rugby team in Hawai’i. He is known as
the Burger King of Hawai’i because he brought the franchise to the islands.
Although he no longer owns the franchise, having sold it a number of years ago
for a stunning profit, he is still known as the Burger King of Hawai’i because the
name fits. John
is the king of using fast food franchises to acquire priceless real estate.
In my book Rich Dad Poor Dad I wrote about Ray Kroc, the person who made
McDonald’s famous and built it into a multibillion-dollar enterprise. In the book,
Ray asks a group of students from the University of Texas, “What business am
I in?” The response from the students was, “You’re in the hamburger business.”
Ray shook his head and said, “No, I’m in the real estate business.” Today,
McDonald’s owns the most expensive real estate in the world. Ray’s formula was
to use a Mc- Donald’s franchise to pay for the real estate.
John, the Burger King of Hawai’i, uses the same formula, the formula of using
a business to buy property. I too use the same formula today. Today my
apartment house business, fitness club business, and office rental business pay
for my real es- tate. It is a formula used all over the world. The formula of your
business buys your real estate.
—RoBeRT KIyosAKI
200

ROBERT 2
ROBERT 2

I have always been intrigued by the acquisition, ownership, and sale of real
estate. For the majority of my professional life I’ve been advising people and
making personal decisions about whether or not I should acquire real estate,
how to acquire a particular piece of real estate, and finally whether to sell it,
develop it, or simply hold it. That means as a practicing attorney and a private
investor, I’ve reviewed hundreds of real estate transactions with a “stop or go”
decision point. And the projects are varied. I have developed and sold office
and residential condominiums (small and large); acquired and operated
ranches and farms; developed and operated warehouse complexes; and
financed, de-
veloped, and refinanced myriad other real estate–related business ventures.
However, my principal focus today and over the last forty years has been
the consistent financing, development, and operation of quick-serve (fast-
food) restaurants and convenience stores under franchise agreements with
national franchise companies. It’s fascinating work acquiring sites and
handling the fi- nancing and development of those properties. It’s also been
fascinating to own, operate, and sell nearly one hundred of these quick-serve
establishments over these past forty years. My efforts have taken me all over
the western United States, Guam, Hawai’i, and Russia.
With this kind of background, analyzing deals has become second nature.
And that’s what this chapter is all about: “Analyzing the Deal” as it relates to
the intelligent acquisition and operation of fast-food restaurants, convenience
stores, and related franchise businesses. However, don’t be mistaken that the
principles set out here will apply only to quick-serve restaurants and conven-
ience stores. That couldn’t be further from the truth. The principles here are
fundamental and will apply to entrepreneurial ventures of all kinds,
particularly if they involve real estate.
Time and again, having a law background has helped when it comes to ana-
lyzing the deal at hand. But the true tempering of my deal-related judgment
comes from my involvement in building and operating fast-food companies in
Hawai’i, Guam, Nevada, Colorado, and Russia. The scope of my experience in-
cludes the location, financing, development, and operation of Burger King
restaurants, Carl’s Jr. restaurants, El Pollo Loco restaurants, Subway sandwich
restaurants, Circle K convenience stores, and 76 gas stations, among others.
This involvement in franchise deals has necessarily brought me in direct
contact with major national brand franchisors with whom I have had
extensive negoti- ations. Most of these franchise opportunities have proved
successful, but there
2 THE REAL BOOK OF REAL

were a couple of spectacular exceptions, which I will get into later. In every
case my experience in analyzing the deal at the outset proved to be a key to
success or failure.
In this chapter, I will set out the principles that you can use in your own
pursuit of workable, profitable real estate deals that meet your expectations. I
am always suspect of people who talk only of their successes but not of their
failures. The reality, as you and I know, is that no business endeavor is perfect.
Heartache and despair happen from time to time. That’s par for the course for
someone who is truly driven by and committed to success. So don’t expect all
blue sky success stories; I will share with you some significant failures I have
experienced as well. They were important learning opportunities for me,
teach- ing me lasting lessons about this field. I know they will be important for
you, too, because in most cases these costly mistakes resulted from my failure
to an- alyze the deal correctly at the outset.
My goal is to provide you with a basic construct to direct your analysis of
real estate and other deals, and to aid you in making intelligent stop-and-go
de- cisions concerning these deals. It’s critical to put some meat on these
“bones of wisdom” so that you will be able to address any deal presented to
you with practical and useful guidelines. These guidelines to intelligent deal
analysis are particularly relevant in a tough economic climate, but they are also
foundational and have stood and will continue to stand the test of time.

THE REAl WORld Of ME

At the very outset of any deal consideration, one needs to engage in some
serious introspection. Is this deal ( job, purchase, career, etc.) what you really
want or need? Does your self image allow you to be passionate about the basic
endeavor you are considering? Does the deal with its projected result produce
the kind of monetary and emotional return you are looking for? Does “doing”
the deal involve a sacrifice of time and/or require relocation, thereby
effectively pre- venting you from pursuing more important life goals such as
good and involved parenting, active and healthy lifestyle choices, team sports
activity, church or civic leadership, continued or advanced formal education,
personal relation- ships, or living in a safe and attractive home environment.
In other words, if doing the deal, no matter how successful, will make your life
or your family’s life miserable, then keep moving. It’s not for you.
ROBERT 2

TIP You don’t need to do the first deal you see, nor do you need
to pursue every deal that seems halfway good or reasonable. Wait
for the deal to come down the track that is really for you.

My former partner, Robert Pulley, used to frequently say that deals are like
streetcars since there’s always another one coming down the track. Over time
I have come to realize how true this postulate is. I used to pursue to thoughtful
decision almost every deal that came across my desk regardless of what it
was, where it was, or what it cost. By allowing my curiosity to take charge, I
spent too much time spinning my wheels rather than focusing on realities.
That cu- riosity and arrogance concerning my personal entrepreneurial
capacity (I thought I could finance and manage anything) got me into some
bad business spots, literally and figuratively. My experiences in Russia and in
the nightclub and cemetery businesses (discussed later) represent painful
memories that have stayed with me.
The fact is, you don’t need to close on the first deal you see, nor do you need
to pursue every deal that seems halfway good or reasonable. Wait for the deal
to come down the track that is right for you. Your time is your most valuable
as- set, so spend it wisely. Let the obvious impracticalities of any deal you
consider speak to you loudly. This is true no matter how apparently lucrative
any deal may seem. Just because the latest and seemingly hottest franchise
deal is avail- able in your city doesn’t mean that it’s right for you. If flipping
hamburgers in Detroit, selling cemetery plots in Guam, or polishing cars,
creating signs and banners, or teaching math to preteens doesn’t really fit you
or create a passion within you to succeed, don’t do it. Just fold up your cards
and wait for a new hand to be dealt. Don’t let your current circumstances, no
matter how unsatis- fying, chase you into a situation where you will work
harder, go into debt, and actually lose money doing something you hate.

The Real World of Me

•Engage in serious introspection.
•Ask yourself: Will doing the deal prevent me from achieving my personal life
goals?
•Deals are like streetcars since there’s always another one coming down the
track.
•If the deal doesn’t fit, don’t submit!
2 THE REAL BOOK OF REAL

Spend some quality time on “the real world of me” before you invest your
time chasing a deal that just doesn’t suit you or takes you to places that will ul-
timately make you unhappy, even if you are successful.

WIll THE DOgS LIKE IT?

You’ve taken the time to be introspective; it’s now time to look hard at the
deal that’s in front of you. You know, the one that looks, smells, and feels right
for you.
A very astute Hawai’i-based Chinese businessman, whom I had the pleasure
to work with in my early legal career, used to have a favorite saying to charac-
terize any deal. He applied this saying to the many, many deals he considered.
He would pause after reviewing the deal situation and ask, “But will the dogs
like it?”
He meant that if a deal looks good, is workable, is affordable, and is in a
good location, then the customers (tenants, purchasers, etc.) still have to show
up to make it happen. He insisted at the outset that just because something
may look right to you, it may not be quite so right to the man or woman on the
street. You and your wife (partner, friend, banker, college business professor,
etc.) might think you have the newest take on sliced bread; however, you must
take off the rose-tinted glasses and look at the deal high and low. In other
words, strive for total objectivity in your deal analysis.

TIP Just because something may look right to you, it may not be
quite so right to the man or woman on the street.

A couple of deals from my past point out the usefulness of being truly objec-
tive. In 1977, my partner, Robert Pulley, and I opened the first Burger King
restaurant in the state of Hawai’i, right across the street from a busy and well-
located McDonald’s restaurant. At that time in Hawai’i, McDonald’s was pretty
much the whole ballgame in terms of branded quick-serve hamburgers. After
sampling Burger King’s food and visiting existing Burger King restaurants on
the mainland, we both agreed that the concept would work well in the Islands.
And, even before we opened in Honolulu, we had customers banging on our
restaurant doors to get in while we were still obviously under construction.
We realized that we had a real winner on our hands. The “dogs” really liked
our hamburgers. We set first day, first week, and first month sales records for
gross sales for the entire Burger King chain. In fact, our drive-through service
lane
ROBERT 2

routinely filled up and cars backed up on the very busy Beretania Street for
more than a mile. We had to hire off-duty policemen to control and direct
traffic for seven months before we got things under control.
Our customers fell in love with Burger King. We had a very good product
that was absolutely unique to Hawai’i at that time. There was a pent-up
demand for fast-food hamburgers other than McDonald’s hamburgers. To my
partner’s credit, we obtained a “bulletproof” location right across from a key
competitor that we knew was very successful. And, we delivered good food
fast. We had analyzed the deal objectively based on good information. In fact,
as it turned out, we underestimated how much the dogs would like it.
On the other hand, I had the opposite experience with the introduction of
the El Pollo Loco restaurant chain into Hawai’i some years later. I, along with
my key employees, had eaten at El Pollo Loco in Southern California. The El
Pollo Loco concept essentially involves charbroiling fresh and big fryer
chickens to golden brown and serving the charbroiled chicken with tortillas,
beans, and rice. The “dogs” really liked this product in Southern California
where there is a strong Hispanic tradition. People there of all types are quite
familiar with tacos, tamales, and tortillas, and fajitas. They viewed El Pollo
Loco as a good Mexican food concept and made it very popular.
In addition to knowing the food was good and popular (in Southern Califor-
nia at least), we had the money and expertise to develop the chain in premier
locations in Hawai’i. So we obtained the area franchise, and with the success of
Burger King in Hawai’i encouraging us, we felt sure we could create another
major quick-serve restaurant success. We opened two El Pollo Loco locations
at about the same time. Imagine our disappointment when we found that the
dogs didn’t like the product in Hawai’i. Imagine our financial losses.
The El Pollo Loco concept depended on some customer familiarity with
Mexican food preparation and service. What seemed routine in terms of Mexi-
can food service to Southern Californians mystified many (if not most) of our
good Hawaiian customers. The concept involved the simple act of pulling the
chicken meat off the half-chicken serving and wrapping it in a warm tortilla
with beans, rice, and salsa, thereby creating a world-class chicken fajita. In
Hawai’i, the customers did not combine the ingredients (despite clever and in-
structive graphics on every table and menu); they typically ate the chicken
serv- ing, which was delicious, picked at the rice and beans, and threw the
beautiful, warm flour tortillas away. We were stunned.
There was already huli-huli (flame-broiled) chicken all over the island of
Oahu, which was a popular and long-standing fund-raising vehicle. Typically,
2 THE REAL BOOK OF REAL

community groups involved in fund-raising would set up huli-huli wagons in

parking lots on weekends at several locations on the island. They would build
charcoal fires in the huli-huli wagons and proceed to prepare and sell tasty
flame-broiled chickens (whole and halves) to the public at relatively
inexpensive prices. So in addition to our customer’s failure to grasp the El Pollo
Loco concept, we had a serious competitor that we never considered until it
was too late.

Will the Dogs Like It?

•Is the product something that you would personally buy at the likely asking
price?
•Is the product unique or better than the comparable products sold by
competitors?
•Is the product too complicated or too much trouble for your customers?
•Take off your rose-tinted deal glasses and look at the relevant market

Without the customers’ grasp of the chicken fajita preparation, the El Pollo
Loco chicken was simply good chicken. It wasn’t really very unique, and it was
pretty expensive compared to huli-huli chicken. We actually didn’t fail com-
pletely, but our losses forced us to sell out to Kentucky Fried Chicken. KFC
wanted to get rid of El Pollo Loco on the Islands, and our modest success was
hurting their business. So we took the easy way out with a lesson well learned.

GARBAgE IN, GARBAgE OUT

Projected financial results, as you can imagine, are the primary concern in
ana- lyzing any deal, and when it comes to the numbers it’s garbage in,
garbage out. Essentially, if your sales projections or your cost projections are
bad going in, the resulting projected bottom line (profit and cash flow)
numbers are not only unreliable but outright dangerous to your financial well-
being.
Up until now, everything we have discussed has been preparatory to real
deal focus. Now it’s time to get to the heart of our task. As you’ve seen, the
numbers aren’t the only consideration, but they certainly are most critical to
the stop-or-go deal decision. With my focus on the development of franchise
deals, I often had access to very reliable historical sales data from other fran-
chise operations in comparable demographic areas. Typical numbers relating
to fast-food operations, convenience stores, gas stations, and other similar op-
erations are often made available to the prospective franchisees in the manda-
ROBERT 2

tory disclosure document that each prospective franchisee must receive under
the Uniform Franchise Act enacted in most states. These “pro forma” (pro-
jected) numbers are useful in analyzing the deal—and other deals involving
the same or similar product delivery—in most franchise opportunities.
Of course, using pro forma numbers to analyze a potential deal amounts to,
at best, intelligent guesswork. In every case, one has to massage these pro
forma numbers to fit the situation at hand. The pricing construct has to be
adjusted up or down to fit the intended location. Additionally, an equally
important con- cern is to evaluate the relevant market (assuming the dogs like
the product) to arrive at reasonable projected transaction counts and
customer counts.
Counting “heads” is the first step in evaluating a fast-food location. I have
spent many hours personally counting every vehicle passing by my target
loca- tion. In tourist locations, I often count the people who walk by every
hour in high- and low-traffic periods. Getting a good handle on real numbers
of poten- tial customers who have direct exposure to your location is really
chapter one in the sales number guessing book. So don’t skip actually doing a
thorough, re- alistic head count or traffic count.
Of course, what your closest and most relevant competitor is actually
achiev- ing in gross sales is also absolutely key to your analysis of projected
gross sales. And if you don’t have a close competitor you are either really
lucky or more of- ten than not, in the wrong location altogether. I don’t care
how you get these competitor numbers, but you must get them. This sales data
can often be dis- covered through a review of public tax filings (i.e., gross
excise tax data) or by simply interviewing your competitor’s former
employees or managers. You might want to hire them anyway, so you
certainly can interview them. In sum- mary, you must get solid and realistic
projected gross sales numbers to avoid creating garbage in, garbage out
projections.
Projected sales are only half the story. Projected expenses are equally im-
portant when it comes to developing usable bottom-line projections. Projected
expenses can almost always be estimated reasonably with hard work. We are
fortunate in the United States to have the remarkably efficient distribution of
goods and services at comparable and fair pricing (assuming you pay your
bills on time). With the exception of utility costs and gas, which historically
can make dramatic moves to the upside, your costs for food, paper, products,
pro- duce, and people tend to be relatively stable. In quick-serve restaurants,
gas stations, and convenience stores, you can move your pricing daily if
necessary so you can preserve your profit margins as costs move up. Of
course, you are
2 THE REAL BOOK OF REAL

always limited by the competitive atmosphere, but given a product or

products the dogs like, reasonable pricing, and a good location, you can come
up with projected financial results that are sensible enough to make a deal
decision.
If you have hit your mark in projecting future gross sales and have a good
understanding of your expenses, you should be able to derive some fairly good
and usable guesses at cash flow and profitability numbers. When I have really
done my homework, I have been able to avoid the garbage in, garbage out syn-
drome that turns business projections into birdcage lining. When I didn’t do
the work of counting vehicles and heads, or failed to research the success or
failure of my closest competitors, my deal analysis was faulty. If I failed to be
diligent in projecting reliable expense numbers, I had garbage or unrealistic
expense numbers to factor into my profitability formula. Sometimes I got
lucky and things turned out better than I had hoped for. However, you can’t
rely on luck and the mistakes that are burned into my brain resulted from
overly ag- gressive sales projections and garbage out at the projected bottom
line.

TIP When I have really done my homework, I have been

able to avoid the garbage in, garbage out syndrome that turns
business projections into birdcage lining.

Years ago, I along with my partner, Robert Pulley, built a Burger King
restau- rant in the heart of Waikiki in Honolulu, Hawai’i. Although the site was
on the ground floor in the front of the popular Kings Village shopping center,
the actual walk-by traffic seemed a little thin for this very expensive location.
However, one-half block away on Waikiki Beach were absolute throngs of
tourists, mostly milling about at the popular corner of Liliuokalani and
Kalakaua avenues. My personal tourist head count revealed several thousand
potential customers pass- ing through this adjacent and very popular
intersection every hour.
The downside of this location was that the view from this key corner to my
target restaurant site was largely blocked by a ticket and information booth. A
bad deal! So if I was going to choose this site, I’d have to adjust my sales
projec- tions way down. After all, they were based on actual walk-by traffic at
the time. The obstruction by the ticket booth meant there was nothing to draw
customers our way from that busy corner. My partner and I fortunately
engaged in some “what-if” analysis before passing on this potentially great
site. Our conclusion was that if we could create unobstructed sight-line
visibility from this major tourist corner to our site, the deal would work. So I
made a last-minute potential “deal-breaker” demand to the landlord that the
ROBERT 2
offending ticket booth be re-
2 THE REAL BOOK OF REAL

moved to clear up the sight line. Fortunately, the landlord agreed. They
wanted us in the center. So we ended up with probably the most successful
quick-serve restaurant I have ever built. The dogs liked us, now they could see
us, and there were plenty of dogs! Our first-year sales were more than $2.7
million out of less than twenty-seven hundred square feet. These are hall of
fame numbers for fast food.
On the other hand, I once developed a cemetery on a parcel of land that my
then partner, Bernard Bays—also a contributor in this book—and I had acquired
to develop high-end residential condominiums. How did a parcel of land go
from high-end condos to burial plots? Simple answer: Hurricane Iniki and an-
cient but unmarked graves on the property. As you can well imagine, everyone
I knew razzed me with the old joke, “Hey John, I hear people are dying to get
into your new project.” Yeah, wrong kind of dying. All joking aside, the gross
sales potential on paper from any new cemetery is just phenomenal. Anytime
you can convert, as an example, six acres into six thousand saleable grave
plots in a major metro area, your potential ultimate sellout can be as high as
$15 to
$20 million! Since our land was already paid for, I had only to face cemetery
approval and development costs, which I had a pretty good handle on. So I
con- structed some very elaborate and detailed sales and cash-flow
projections that convinced Bays, myself, and several of our associates that we
had a winner in- deed, even if it wasn’t via condo development. The cash flow-
to-cost ratio was very favorable on what seemed to be ultimately reasonable
sales projections. Our deal analysis looked really good, but it was very wrong.
Unfortunately, I grossly overestimated how quickly people would buy
burial plots in the cemetery. We had originally built the cemetery with the
thought of selling it to a major company involved in the funeral
home/cemetery business. In fact, we had a basic agreement that this company
would run the cemetery and ultimately buy the operation and property at a
price yielding a substantial profit to our group. So, even though we really had
no experience actually oper- ating a cemetery, we proceeded to develop it
anyway. We wrongly assumed that our deal to sell to the pros would go
through before we actually had to operate the cemetery business. The
projected cash flow made us confident of closing such a sale. Unfortunately,
our prospective buyers went into bankruptcy a short time after completion of
the cemetery. There I was a fast food impresario, taking over cemetery
operations.
I was stuck with the job as head “cemeterian,” which I knew little about and
greatly disliked. I soldiered ahead because our projected numbers still looked
terrific. We still had millions of dollars in unsold inventory already paid for
and
ROBERT 2

waiting to be sold. I just didn’t figure that it might take my lifetime to sell this
inventory. Talk about garbage in, garbage out. I would likely be buried in this
cemetery, and there still would be more than half the plots left to sell!
Many years later after investing countless and thankless hours learning
about and actually running the cemetery, I finally ended up selling it at a loss.
My partners and I are now much older and wiser. My projections of cemetery
plot sales were based on selling significant numbers of plots from the get-go.
We did finally begin to see significant sales of plots every month. However,
this sales tempo took years to achieve. What I did not factor into my projected
plot sales was the essential attribute of “heritage,” which every new cemetery
must gain slowly if at all before significant plot sales can be achieved. This is
particu- larly true in smaller cities with more limited population bases.
The simple truth is that it is hard to get families to bury their deceased
loved ones in new places. If aunty and uncle are buried in the public cemetery,
the rest of the family will also likely want to be interred there no matter how
“seedy” the old town cemetery has become. People will come to a new
cemetery, but it takes time. They are dying to get in but just not fast enough at
a new cemetery. So my decision to proceed to build a cemetery was driven by
sales projections that were honestly derived but simply too aggressive for this
kind of business. This was particularly true since we lost our major cemetery
consolidator/operator at the very outset. My deal analysis was faulty because
of overly aggressive “gar- bage” sales projections.

Garbage In, Garbage Out

•Access and use sales numbers from the best sources available
(franchisor stan- dard disclosures and competitor numbers, for
example)
•Count the “heads” and/or traffic personally
•Do your homework when you work up expense projections
•Ask the “what-if” question before passing on a deal
•If you build it to sell, you better have a “bulletproof” buyer

BUIld IT ANd THEY WIll COME (OR NOT)

Now that I have discussed some practical concerns that will prepare you for
getting into a deal and shared some stories and my opinion about the relevance
2 THE REAL BOOK OF REAL

of numbers to every deal, it’s time to focus on the question of location.

Although I have related most of my discussion to quick-serve restaurants,
convenience stores, and related businesses, the location question is central to
analyzing any real estate deal.
It is often said that the three most important aspects of any real estate deal
are location, location, and location. This is true, true, and true in any fast-food-
type deal, but it is also the compelling issue in most real estate deals.
Certainly, it is the central issue in the real estate deals I am referring to in this
chapter.
Choosing the right locations for fast-food, quick-serve, gas, and convenience
store businesses becomes an art after you have done it time and again and en-
joyed success and experienced failures. I discussed above in the numbers
analy- sis section the importance of counting heads and checking competitors’
sales. I also stressed that the visibility of any site is a key part of this location
issue. And finally I emphasized being in an area where the demographics
support your product, where it is both needed and wanted by the people.
Remember, will the dogs like it? For as simple as those concepts seem, be
assured that you cannot properly analyze any real estate deal involving
commercial sales to the public without paying close attention to these basic
principles of site selection. Take it from someone who has learned these
lessons the hard way.
In most cases, the location you want and are sure of is easy to figure out but
is unavailable because of zoning, expense, public ownership, size (too big to
af- ford or too small to be workable), and/or access. The locations that are
available often are available because no one wants them or can afford them.
This is espe- cially true in major metro areas. If the site is available, you’d
better go slow be- cause usually there is something wrong with it. Never
assume your competitors are dumb or lazy. Proceed with caution or you will
build the perfect store and nobody will come.
I can’t tell you how many times I have fortunately passed on real estate
deals that were just about right, meaning just about in a great location, but
were slightly off for one reason or another. Maybe the site was just interior
from the key dominant corner or was in a perfect corner location but on the
second floor or down a half-flight of stairs. Or the site was blocked by a huge
banyan tree, ticket booth, adjacent building, or some other obstruction so you
couldn’t see it from the “coming home” side of the road. I will assure you that
you can’t build or manage your way out of a poor location, no matter how
hard you try or how much you spend. I refer here to my area of expertise
involving quick-serve restaurants and convenience/gas facilities; however, I
believe this location issue is at the heart of every deal that involves sales to the
general public.
ROBERT 2

TIP You can’t build or manage your way out of a poor location, no
matter how hard you try or how much you spend.

Aside from location visibility, access for your customers is another important
consideration. I have thankfully passed on a number of sites that seemed per-
fectly located but suffered from limited access because of traffic, traffic controls,
or limited parking. If it’s not convenient the “dogs” will pass on by to
someplace that’s easier to deal with. So, if you build on a location that your
customers can’t get to, they won’t come.
My partner, Robert Pulley, and I had some fantastic successes by securing
locations that were seemingly unavailable or unattainable for our quick-serve
hamburger restaurants. I mentioned above the Waikiki location with the prob-
lematic ticket booth. Once we got rid of this visual impairment we had an ab-
solute grade “A” location. We had many other successes that I like to think
were enabled by creative thinking and action.
When I was looking for deals that would compete favorably with my
number- one competitor, McDonald’s, I had to be creative since this competitor
had seem- ingly tied up all the available, really good locations. I always
laughed when a real estate broker would tell me that I was ahead of
McDonald’s on any particular site or that I was being offered the site first. I
assumed, usually with complete accuracy, that any site McDonald’s wanted in
my city would end up in their hands no matter who else was interested. They
were definitely the “big kahuna” in my development area, and they usually got
the first right of refusal on any newly available sites. I guess it’s good to be the
real boss.
So I, along with my partner, had to think creatively if we were going to
grow and succeed. Our deal analysis on sites had to be not only accurate but
innova- tive. This creative mind-set led us to open the first nationally branded
fast-food outlet ever in a U.S. military installation at the Navy Exchange at
Pearl Harbor, Hawai’i. (We lost this location some years later when we sold
out to a Japanese company, but that is another story.) We opened, with great
success, the first fast-food restaurant with a partner in the Honolulu
International Airport, and we opened the first national fast-food franchise
operation in a Hawai’i public park at Ala Moana park in downtown Honolulu.
We actually retrofitted part of a YMCA building to create a Burger King
restaurant next to the University of Hawai’i, which was another first.
We definitely had to be creative in our site selection to survive and grow
our company. We actually built five or more of the most successful restaurants
in
2 THE REAL BOOK OF REAL

terms of sales volume in the history of quick-serve restaurants. In every case,

the successful location was equal or superior to our competitors’ locations or
was uniquely situated to avoid any competition. In every case, the location
was the key to our success. Our deal analysis was spot-on in these unique
locations. However, I would be less than honest if I didn’t tell you about a
couple of bad experiences I’ve had because of poor site selection. By that I
mean, I built it and they didn’t come. The first example involved building a
very fancy and expensive Burger King restaurant on the ground floor of a
high-end residential condominium that my partner had developed in
Waikiki. Honestly, my site (deal) analysis was skewed by the ready
availability of this commercial site, which my partner had in his back pocket
as the condominium developer. What I didn’t see were some major problems
with this “captive site,” although it was located on a busy Waikiki corner. First,
the dogs didn’t like it. The homeowners were less than enamored by a fast-
food hamburger restaurant at the entrance to their new, exclusive, and
expensive condominium complex. To add further insult, a fellow high-end
restaurant tenant sued to stop our restaurant’s con- struction as a violation of
his exclusivity clause. But the real oversight in our deal analysis was that our
location was on the busy corner but one-half floor below street grade. The
walk-by traffic didn’t seem to find our location because it was below their
sight line. A final straw was that, even though there were
hundreds of cars passing by every hour, there was no parking.
Here’s a lesson I learned that is for everyone: If you are in the convenience
food/store business you had better be convenient and readily accessible. I
have never had much success in this quick-serve/convenience area when I
locate below or above street level. So in analyzing site locations, don’t count
on too much tenacity or insight on the part of your customers—they just don’t
care that much.

TIP In analyzing site locations don’t count on too much tenacity

or insight on the part of your customers—they just don’t care that
much.

My experience in developing, owning, and operating a nightclub was

equally painful. In this instance, a close personal friend, Robert Mardian Jr.,
had given me some solid advice against building this club on the Big Island of
Hawai’i. He was in the club business there, as well, and knew the ropes.
Unfortunately, I ig- nored that good advice and proceeded with the nightclub
development. My reason for going forward was simply that I had space in a
warehouse complex
ROBERT 2

that I owned, which had already been substantially built out as a nightclub at
great expense. I recaptured the space after my tenant defaulted (that should
have been my first clue), and I decided the best idea was to finish out the club
and operate it. So I spent hundreds of thousands of dollars building a state-of-
the-art nightclub that opened with considerable fanfare. Unfortunately, I soon
found out that, even if the dogs liked the club, they wouldn’t come if they
couldn’t find it.

TIP Another important and costly lesson I learned is that

you can’t turn a sow’s ear into a silk purse.

I had committed two major mistakes here concerning location. I had failed
to heed the clear and sound advice from a knowledgeable consultant who ad-
vised me that the club would fail because of location. Also, I should have
known that no matter how much money you spend, you cannot build yourself
out of a bad location. This just wasn’t appropriate space for a nightclub be-
cause it was in the back of an industrial warehouse that was off the beaten
track. People who actually wanted to come couldn’t find it. I used to joke that
people just needed to drive until they heard gunfire (this was a rough area
late at night). I ended up disliking the nightclub business as much as the ceme-
tery business.
By now I think you get it. Deals where the location is “bad, bad, and bad”
won’t work no matter what you do. We finally tore out the nightclub improve-
ments and returned it to warehouse use. The entire complex has been full
since. Another important and costly lesson I learned is that you can’t turn a
sow’s ear into a silk purse.

Build It and They Will Come (or Not)

•Location, location, location is true, true, and true.
•Count heads, review access and visibility, and check out the competition.
•If the site is readily available there is probably something wrong with it.
•Think “outside the box” to get unique locations.
•If you are in the convenience business you’d better be convenient.
•Seek out and listen to the experts.
•Don’t try to turn a sow’s ear into a silk purse.
2 THE REAL BOOK OF REAL

TROUBlE WITH TRAvEl

With any deal you are considering, you simply have to ask yourself, “Can I
man- age the deal effectively? If the deal is located more than one day’s travel
from your home, you’d better ask (and answer) some serious questions about
your personal span of control. You can’t manage the type of deals I have been
dis- cussing by staring at a computer. You need to be at the site at least weekly
if you are the majority partner. Or you’d better have a good, capable, and
trustworthy operator/partner.
And that leads to an important point. One of the most important considera-
tions in analyzing whether to proceed with any real estate deal or
development is the availability of good management. And usually the key to
good management is your personal involvement in the development and
operation. Having good partners can solve many of the concerns about good
management; however, if your own money is at risk in any deal it will require
your personal attention. The question then is whether realistically you will
actually be able to devote sufficient time to a deal to make it successful.

TIP One of the most important considerations in analyzing

whether to proceed with any real estate deal or development is the
availability of good management. And, usually that means you, with
direct personal involvement in the development and operation.

I have found if a deal or operation is located too far from my home base or
is difficult to get to, I won’t pay enough personal oversight and attention to the
situation to ensure good management. I have also found that it is very rare to
see any deal run on its own without major problems. If I have to get on an air-
plane or drive several hours to a location, you are not going to see me very
often. It really amounts to the trouble with travel.
I once stretched the limit concerning my effective span of control by
agreeing to be a founding member of a company formed to develop Subway
sandwich restaurants in the old Soviet Union. Before we got the first
restaurant built, the Soviet Union imploded, so we had to be satisfied with the
nation of Russia with only 300 million people or so. My major point here is
that you don’t need to travel to the other side of the world to find trouble. You
can usually find plenty of trouble right at home.
How I ever got involved in Soviet Subway restaurants is a story of
seduction. I was intoxicated by the sheer potential magnitude of a deal that
involved an
ROBERT 2

entire nation, despite the fact that it happened to be Russia—a mere 12,500
miles from my home. The prevalent “kleptocracy” that seemed to be the domi-
nant ideology in the early nineties in Russia should have raised a cautionary
note in my Russia deal analysis. The fact that I would have very little to do
with day-to-day management of the restaurants should also have raised my
personal red flag. Despite these serious road blocks to good deal formation, I
along with some other U.S. partners built the first Subway sandwich
restaurant in Russia on Nevsky Prospect in St. Petersburg. It took some real
creativity and out-of- the-box thinking to build a workable and visible
restaurant in a two-hundred- year-old building.
The restaurant was a rousing success primarily because I sent one of my
very best partners from Hawai’i, Steve Brown, along with his wife, Roberta, to
build and run the Russian Subway operations. Of course, Steve was also enam-
ored with the prospect of owning part of the hundred or more Subway
Restau- rants we intended to build throughout Russia, so I am not entirely to
blame for disrupting his life. Shockingly, we were taking in wheelbarrow loads
of rubles (literally) and lots of hard currency (dollars, marks, etc.) from the
very start of operations in St. Petersburg. Under Steve’s management with
some help from me and the other three principals, we had one of the most
successful Subway sandwich restaurants in the world—for about three
months.
After weeks of hard work and success, Steve and Roberta finally took a
short trip out of Russia to decompress, leaving one of our partners in charge
as the managing director, which was required by Russian corporate law. Call it
confu- sion about travel plans and return dates, but we had literally one day
without a so-called managing director in charge of operations in St.
Petersburg. Our Russ- ian partner, whom we took on at the outset of our plans
because of his apparent control over some key real estate and his political
connections, chose that day to make his move. He had been sitting on the
sidelines as we operated for ninety days without any active part in
management. He expressed great frustration that we were banking all our net
receipts to pay start-up bills before making any partner distributions. What
we didn’t realize at the time, was that our part- ner had some very bad
characters who had control over him and were part of a major Russian mob.
Under mob instructions (we think), he was waiting for his chance to gain
control over the restaurant as managing director. He seized that one day’s op-
portunity. When Steve Brown returned from Russia a day later he found our
Russian partner’s security people (formerly our security people, ex-KGB ap-
parently) in charge. They literally ran Steve out of the restaurant at gunpoint!
2 THE REAL BOOK OF REAL

So we lost control of the restaurant

and the backing we had lined up to The Trouble With Travel
build many more restaurants. And •The trouble with travel is
our Russian “partner” soon ran the that it reduces your span of
existing restaurant into the ground. control.
Talk about a mess! •Will you actually go there after
Despite the fact that our company you have built it?
finally got the restaurant back years •Deals don’t run on their own.
later, we all lost most of our invest- •Foreign countries are
ment in this deal. Now we may ulti- especially dangerous turf.
mately get back some of our money •You don’t have to leave
as my old U.S. partners continue to home to find trouble.
build Subway sandwich restaurants
through franchise agreements in Russia under the auspices of our former
com- pany. However, I have often reflected on my poor decision in getting
involved in a deal so far from home and on hazardous turf we knew little
about. I can’t help but repeat that you don’t need to travel halfway around the
world to invest your way into trouble; there are plenty of landmines to step
on right here at home.

DEAlS ARE LIKE PARACHUTES

So far, we’ve covered many of the considerations involved in analyzing and
ne- gotiating good deals. Now let’s discuss the importance of getting out of a
bad or marginal deal. Think of deals as if they were parachutes. If you’re
freefalling or sinking fast, you need to be able to pull the rip cord to save
yourself and get out of a deal that’s simply not working. That means first and
foremost, determine whether you can negotiate an “out” clause in your initial
deal analysis. If you don’t succeed in obtaining this concession from the
landlord/seller you may want to pass on the deal.
When I first started building restaurants, my partner and I routinely signed
personal guaranties on leases for long-term leasehold properties. We were reach-
ing to obtain the best real estate available and believed, in many cases
correctly, that we had no chance to obtain these superior sites without “kissing
the paper,” which is another way of saying signing personal guaranties. We
ultimately stopped doing this since a personal guaranty on a long-term lease is
like a life sentence. If the lease term is long enough you have to worry about
whether the lease rent is being paid for the rest of your life. This is especially
true if you have assigned this lease to someone else.
ROBERT 2

Although we ultimately got our names off most of these guaranties when
we sold the restaurants and assigned these long-term leases, in some
instances we could not get releases because the landlords were just too tough.
And, our marker (guaranty) was called in a couple of times by landlords who
we had no dealings with for years. So, if a personal guaranty is demanded, you
must care- fully consider whether you want to accept this liability for the term
of the lease (or loan). This extra liability greatly burdens the benefit of any
potential deal and should be factored into your deal decision making.

TIP If a personal guaranty is demanded, you must carefully

consider whether you want to accept this liability for the term of
the lease or loan— a potential life sentence.

After a couple of bad experiences, I not only stopped giving my personal

guaranty on lease deals, but I began to insist on “rip cord” clauses to get out of
leases that proved to be for marginal locations. In most instances, landlords
met this demand for an “out” of a long-term real estate lease with stiff
resistance or refusal. My resolve to leave a par-
tially open door to get out of a bad
deal was equally strong. My negoti- Deals Are Like
ating stance was to point out that I Parachutes
would be fronting significant im- •A long-term personal guaranty
provement costs at the outset, can amount to a “life-
which I would not walk away from sentence.”
without a really compelling reason. •Negotiate a “rip cord”
Some- times I was able to negotiate clause in long-term leases
only a qualified release from my if possible.
personal guaranty, which was •Be prepared to “walk” if terms
better than nothing. For example,
my personal
guaranty would go away after the rent had been paid for a short term of three
to five years or on payment of a lump sum. But I was always prepared to walk
away from deals that were just too tough in terms of personal guaranties or
long-term lock-ins.

MAKE MY DAY, MAKE MY LIfE

At some point in every viable real estate deal you have the opportunity, or at
least the consideration, of whether or not to sell. In my experience, the
decision
2 THE REAL BOOK OF REAL

to sell or not to sell is usually an easy or obvious one. If the price is right,
every- thing is for sale. The analysis issue is which course of action—sale or
retention— will optimize the return from your deal. I have personally made
some great selling decisions and also some pretty bad decisions that irk me to
this day.
Generally speaking, there are certain rules of thumb that are commonly
used in the sale of operating businesses. Of course, these rules can be warped
in a hundred different ways to accommodate the unique features of every
different deal. Fast-food restaurants often sell based on a ratio of annual
(trailing twelve- month) cash flow. Six times annual cash flow is generally
considered at the high-end while four-and-a-half times cash flow is considered
at the low-end of selling prices for such operating businesses. And, my
reference to cash-flow re- ally more correctly refers to earnings before
interest, taxes, depreciation, and amortization, or EBITDA. There are other
variations of this cash-flow acronym, but this is the one I use.

TIP There are certain rules of thumb that are commonly used
in the sale of operating businesses. Of course, these rules can
be warped in
a hundred different ways to accommodate the unique features of
every different deal.

Of course, operating businesses are sold for all kinds of reasons and all
kinds of prices. I remember an old legend concerning the sale of a gas
station/conve- nience store. Essentially, the owner of this business was a
sharp operator who was trying to push the sales price beyond normal cash-
flow rules of thumb. So every time a potential buyer was due to inspect the
business, the owner would dump trash around the buildings, leave the
restrooms in a mess, and generally present an untidy, dirty appearance about
the business. Then when the buyer showed up, the owner would take him
aside and point out the seemingly obvious fact that if someone would “just run
the business properly” sales and profits would soar. It is also common for the
owner/seller and spouse to add back to the cash flow their salaries (car
allowance, expense account, etc.) to pump up the cash flow. This is true, even
if the owner/seller and spouse are the very heart of the business management
and operation. Owners play all kinds of games with the sale of operating
businesses. More sophisticated buyers and sellers will rely on industry norms
concerning cash flow and a real objective analysis of the numbers to arrive at
a price.
Robert Pulley and I sold our Burger King restaurants in Hawai’i at a price
that approached one times the gross sales, which probably doesn’t happen
very
ROBERT 2

often. However, we had a business in the seemingly terrific state of Hawai’i,

we had good management and good locations, and we had enthusiastic foreign
buyers. The analysis of whether to sell or not in our case was an easy yes. I
have sold restaurants at other times on the six-times cash flow multiple, but I
per- sonally have not seen another deal with a price approaching parity with
gross sales.
Analyzing the deal in raw land sales, presuming one has staying power to
hold on to the land, relates basically to the greed factor. How much gain is
enough? There are no real rules of thumb concerning the sale of raw land or
development land. You need to make the hard decision of whether holding the
land or the further development of the land will justify holding costs. Of
course, these decisions to sell raw land are often driven by the owner’s
inability to con- tinue to pay carrying costs. In cases where you are going to
lose the property otherwise, selling becomes an easy decision.
My most memorable mistakes in terms of selling prematurely involve
selling houses in Hawai’i that practically doubled in value a year or two after
my sale. We all have had or know of examples of seller’s remorse in personal
house sales. This was particularly true in many areas of the United States that
were experi- encing explosive increases in house prices. I, along with lots of
other sellers, failed to judge the rapid upward move of the market.
Of course failure to sell during market peak can be an equally grievous
error. We also have become familiar with holding strategies that lead to
dramatic losses in rapidly declining residential and commercial real estate
markets.
There are factors other than price that may impact the decision to sell or to
buy. You might decide to sell if you no longer are able to manage a business or
take care of a house. You may know of planned major infrastructure changes
that will impact the relevant market negatively or positively. You might want
to

Make My Day, Make My Life

•Utilize common “rules of thumb” to reach a realistic valuation decision.
•Cash flow rather than assets determine sales prices (usually).
•Unless you have a “crystal ball,” you can get burned on market
directions (up or down).
•If you can’t afford the deal you need to sell it.
•Don’t miss a once-in-a-lifetime opportunity to sell; i.e., the “make my
day, make my life” decision.
2 THE REAL BOOK OF REAL

sell to key employees to avoid losing them. In every case, the analysis of the
deal, or the sale, requires every bit as much consideration as a deal to build or
acquire.

WAYS TO LEARN MORE

Look for future writings by John Finney on the adventures on real estate.
Rich Dad Poor Dad, by Robert Kiyosaki
ABC’s of Real Estate Investing, by Ken McElroy

John Finney is the current president of Industrial Income

Properties, Inc., a company he formed to find, develop, own, and
operate real estate, ranging from residential and office
condominiums, cattle ranches, fast- food restaurants with
adjunct convenience store and gas facilities, single family
residences, farm properties, nightclubs, and other real estate
ven- tures in Hawai’i, Guam, and the western United States. Prior
to that, he
and his partner Robert W. Pulley secured the Burger King franchise rights in
Hawai’i and in ten years opened thirty-five stores and sold them in one of the
biggest deals in Burger King history. And each has had many other real estate
ventures in the United States. John is an attorney and a graduate of Stanford
Law School and a former U.S. Marine.
ROBERT 2

12 Scott D. McPHERSON

Real Estate Due Diligence

I met Scott in 1999 at the Phoenix Open golf event. I knew of his reputation as
one of the biggest mortgage bankers in Arizona, but I did not know that he
knew me. Smiling as he walked up, he said, “I’m glad you’re saying what you say
about stocks and mutual funds. They’re terrible investments.”
At the time, I was under blistering attacks from financial planners and
financial magazines that were supported by mutual fund company’s advertising
dollars. You may recall that in 1999, the stock market was red hot and people
believed they were making billions in the new economy of the dot-com world. So
to have a person of Scott’s reputation back up my philosophy that stocks and
mutual funds were risky investments was a welcome relief and validation. His
pat on my back made watching the Phoenix Open even more enjoyable.
Today Scott is one of the three mortgage bankers I call when I need the
straight story about real estate financing. It was Scott who, years ago, warned
me of the real estate bubble being formed by the sub-prime mortgage fiasco. It
was because of Scott that my wife, Kim, and I became more conservative in our
real estate in- vestments while others became real estate gamblers.
I’m an advocate for financial education because when you get smarter, you
minimize risk. That’s what this chapter is about. Scott has made me smarter, and

222
ROBERT 2

the knowledge he has shared with me minimizes my risk with every new invest-
ment I make. His wisdom in this chapter will do the same for you.
—RoBeRT KIyosAKI

When talking about the subject of real estate due diligence, you are really
talking about nothing more than a team effort of discovery and verification.
That’s what due diligence is, and every real estate transaction you do, whether
it is a single family home purchase or a very complex commercial real estate
devel- opment, will require the buyer to take certain fundamental steps of
underwrit- ing. Only through that process can a buyer fully assess all aspects of
the property he or she is purchasing. And if you are the buyer, you’ll want to
make sure you are diligent about due diligence.

TIP Benjamin Franklin once said, “Diligence is the mother of good

luck.”

When you as a real estate investor have identified a property that you want
to purchase, you have come to the conclusion to buy it based on a series of
some- what superficial facts. You have usually seen the property, and
generally have reviewed some of the financial information that the seller or
broker has provided you. And based on this information and your belief that
the property fits your business plan, you make an offer to purchase. Once the
seller has accepted your offer, your work—or should I say your team’s work—
has just begun!
I am a real believer in putting together a very strong team when you
approach a real estate acquisition. Many of the authors in this book have
stated the exact same thing in their chapters. The fact is, most highly
successful people or com- panies are built using a team approach to getting
things done. No one can be an expert on every aspect of real estate, and
frankly if you are investing on behalf of other people and are using their
money, you should always seek competent third-party input.
In this chapter, I am going to walk you through a due diligence process and
give you an overview of why the various members of your team are important.
I am also going to include my Eight Tips and some real-life examples of why
se- curing qualified and unbiased advice on your proposed acquisition is so
critical. To me, assembling a team to assist you with your due diligence is just
like putting a puzzle together. Each of the team members have separate and
spe- cialized disciplines, but when they are brought together by you as the
leader,
2 THE REAL BOOK OF REAL

the pieces come together, and all of a

sudden the full picture comes to life. Due Diligence
You can see what you are really Process
buying! I have separated the due Categories
diligence process into five main •Physical Review
categories: phys- ical review, legal, •Legal Review
title, third party re- ports, and •Title Review
accounting tax. Let’s start •Third Party Reports Review
with the first one on this list. •Accounting and Tax Review

PHYSICAl REvIEW
During the physical review, you and your team inspect the property to see if it
falls in line with your business plan and your expectations. Let me expand a
bit on this. As an example, let’s say that you are planning to buy an
apartment building and then do some slight renovations to the units that will
allow you to increase the rents over the next couple of years. So how does the
process start? Before you make your offer to purchase the property, you will
want to inter- view and select a property management company to help you
prepare your op- erating and renovation budgets for the property. The key
word here is before! This is not something you want to do after you make the
offer. The results of this work will help you decide whether the property is
worth making an offer
at all.

TIP If you are going to be a professional real estate investor,

have your team lined up before you make the offer!

A successful and competent property management company can go over

your operating and renovation budgets to make sure they are realistic and
give you credible feedback on all the previous assumptions you may have
made on the property—assumptions such as operating expense savings, new
income op- portunities, and even cash flow projections. They can look at your
business plan and give it a thumbs up or a thumbs down and help you adjust it
so it is attain- able and realistic. Remember, you will rely on a property
management company to make your business plan work, so you had better
make sure you are both on the same page from the beginning.
The property management company will have its own sub checklists for its
own due diligence process. The people in the company will walk through
every
ROBERT 2

apartment and check the condition of the property in a multifamily project, for
example, and bring in the sub-trades such as roofing companies, landscape
com- panies, etc., that can provide detailed reports on the condition of the
property. In addition to spearheading the physical inspection, the property
manage- ment company will also review all the rent-rolls, the operating
statements, and tenant profiles, all in an effort to gain an understanding of the
true, current op- erating income of the property. Usually it will present you
with a summary of
the findings.

TIP The property management company is a critical member of

your team. Find the best one you can and work closely with it.

I cannot tell you how many times during my career that this work and the
report that it generates has helped buyers make the right decision about a
prop- erty. Let me give you an example from two perspectives. I was involved
in a twenty-unit apartment community that I was going to buy and convert to
for- sale condominiums. When we did our walk-through, my property
management company brought along several contractors who were going to
do the work on the project once I closed.
To convert the apartments to condominiums, I planned to put about
$20,000 of renovations—including adding a washer and dryer—into each
unit. This was a non-negotiable expense since my market study indicated that
other condo projects in the market all had washers and dryers. We needed to
be competitive. After the inspection, the owner of the property management
company called me and said that everything checked out and there were no
real surprises, ex- cept one. I asked, “What would that be?” He proceeded
to tell me that his plumber and framer felt that because of the existing
plumbing and stairwell configuration, putting in the washers and dryers
would cost an additional five
thousand dollars per unit. That added up to an additional $100,000. OUCH!
Well clearly, that unexpected expense was not in my budget, so I went back
to the seller to renegotiate the terms of the deal. Specifically, I agreed to
remove all contingencies after the completion of my due diligence, and in
exchange I requested that the seller reduce the price by $100,000. He agreed.
Having an expert in the room saved me $100,000! For as valuable as the
property man- agement company was in finding a potentially deal-breaking
hidden cost, a property manager can also add strong value by reviewing the
rent-roll and ten- ant profiles.
2 THE REAL BOOK OF REAL

Here’s my story: I was financing an acquisition of a large apartment

building in Scottsdale, Arizona, that had been grossly undermanaged. My
client was go- ing to buy the asset and renovate the units and gradually raise
rents. He thought the quoted street rents for this property were below market
for the submarket and felt he could increase them once he renovated the
exterior, improved the amenities, and did some minor interior work.
What the property management company reported after reviewing the
rent- roll was both startling and exciting. They discovered that more than 25
percent of the existing tenants had not received a rental increase since they
signed their original leases! Two tenants were actually paying the same rent
they had paid when they moved into the property the day it opened . . . fifteen
years prior! This news meant that the property’s net operating income would
indeed in- crease significantly simply by raising the old rents to the current
market rates and once the additional rent kicked in, based on the planned
property improve- ments. The property management company earned its
keep that day.

LEgAl REvIEW
Hiring a lawyer that practices real estate law is a must. I am not advocating
that you spend an incredible amount of money on legal fees, but with complex
issues regarding title, contracts, entitlements, lender documents, and other
items that you are certain to run into, you’d better have a good lawyer on your
team. If you are an experienced real estate investor and you are buying a
home or something without too many issues, maybe you can handle the
transaction on your own. But regardless, the legal review phase is not the
place to save money on professional fees.
In my experience, if you have a good lawyer who is a “deal maker” you
should get him or her engaged on the issues he/she knows best. I have seen
some prob- lems arise when the lawyer becomes the negotiator for the
transaction. Re- member you are the team leader, and all of the members
should be reporting to you. That’s when a lawyer, as well as all your other
team members, can really add value. There are many examples of how
lawyers have added value in the numerous transactions in which I have been
involved. Let me share a favorite.
I was financing both the debt and equity for a condo developer on a
property in Portland, Oregon. My borrower hired a much-respected lawyer in
Portland to review all title and entitlement documents regarding the property.
He dis- covered during the title review that one of the owners had recorded a
document
ROBERT 2

requiring his approval before a property could be converted to

condominiums. Without this owner’s approval there was no way to get the
state real estate ap- proval to sell the units individually, and no way to deliver
clear title to the buyers! My borrower could not close the transaction without
having this provision removed from the title. The only solution was to go back
to this previous owner and get that person to remove the provision. Guess
what? The previous owner was willing to comply, but for a price. My buyer
was paying $48 million for a property that he was going to convert to
condominiums and that he now dis-
covered would not close until this provision was cleared up.
In this case, our seller and the previous seller agreed to a settlement, and
we closed the transaction at no additional cost to my buyer. Thankfully, my
client’s lawyer had reviewed the documents thoroughly and was on top of this
issue. This is the purpose of legal due diligence: finding the problems before
they be- come insurmountable and providing you with the knowledge you
need to make a go/no-go decision based on the findings and the proposed
solutions. Just think if my buyer had closed on the property and then found
out that he could not convert the property at all. Or worse yet, imagine the
cost to remove the re- striction post closing! My buyer would have been at the
complete mercy of the previous owner.

TIP I do recommend strongly that if you are getting into larger

and more complex transactions that require new debt or joint venture
equity that you get legal representation at all times.

I am primarily a commercial mortgage broker. I provide debt and equity for

commercial real estate transactions around the country. I can tell you that
loan documents and joint venture agreements are extremely complex, and you
do need someone who can thoroughly understand them and explain them to
you.

TITlE REvIEW
Just as it’s important to work with a lawyer you know and trust during the
legal due diligence review, it’s just as important to work with a title company
you know and trust for this part of the process. In any deal I do, I try to control
the title company choice in the purchase contract if at all possible. I find it best
to go with a larger firm that has the capacity to provide a satisfactory level of
in- surance coverage for all parties.
2 THE REAL BOOK OF REAL

TIP Using a title company that you know and one that is acceptable
to your lenders and lawyer will save you a lot of time and effort.

I also like to use title companies to search comparable sales, foreclosures,

or other owners in a particular area to help give you a feel of what is going on
in the vicinity around the property. This is important intelligence you’ll need
as you formulate your marketing plans and your forecasts for a particular
property.
Lawyers aren’t the only ones who can save the day when it comes to due
diligence. Let me give you an example of how a title company made me a quick
profit on a house I was buying. The year was 1987, and the home was in
Paradise Valley, Arizona. It was kind of a hidden jewel. I saw a sign on it one
morning when I was jogging and decided to make a call. The house was small,
but sat on two and a half acres surrounded by four other houses on five acres.
I knew homes with that kind of acreage were not common, so I thought there
might be value in this property.
When I got the broker on the line, he said his mother had passed away and
they needed to sell the house quickly. They were asking $225,000 and would
carry some amount for a quick close. I offered $185,000 that day, and they ac-
cepted my offer. That gave me thirty days to close and find the money!
Working with the title company, I asked them to pull up all the sales in the
surrounding area so I could see who my neighbors were and how much they
paid for their properties. What I discovered was that about five of the ten sur-
rounding properties had changed hands in the last twelve months. Then I noticed
something even more interesting about the sales. Each one was in a different
name or entity, but they all had the same mailing address for the tax bills.
BINGO! The light went on that someone had been assembling these larger
properties. I went to the address on the tax rolls and found out the entity was
a land development company in town. Furthermore, I read in the paper that
this land development company had just signed the Ritz Carlton and was
going to announce a resort hotel development shortly!
Thanks to the information from my title company, I now knew that I was
just about to close on a piece of property that the land development company
needed to complete the assemblage for their planned resort development.
After I closed on the house, I set up a meeting with the development company
and subsequently sold them the property for $375,000. A whopping $150,000
more than I paid for it! On top of that windfall, I negotiated free rent to live in
the house for one year. Remember what wise old Ben said: “Diligence is the
mother of good luck.”
ROBERT 2

THIRd PARTY REPORTS REvIEW

This is another crucial part of the due diligence process. The third party
reports that I am talking about are primarily the Environmental, Property
Conditions, Appraisal, and Market Study. You may or may not need them
based on the type of property you are buying, but in most cases they are good
to get and even may be required by your lender. Let’s start at the top of the
list.

ENvIRONMENTAl
I would highly recommend that you hire a company to provide you with an
en- vironmental study on the property. This report looks at soil composition,
haz- ardous materials, and the like. Typically you contract for a Phase 1 report,
which is affordable, approximately in the $2,000 to $3,000 range. This report
is well worth the expense if the company turns something up like toxicity in
the soil or some other hazardous materials.

TIP The downside risk is way too large not to spend the money on
a Phase 1 environmental report. Do one, no matter what.

If you are using a conventional financing source, your lender will require a
Phase 1 report. They often have an approved list of vendors, so I recommend
that you check with your lender before you hire a provider to do this work. If
you do not have a lender yet, you should hire a national company that has
affil- iates in your region, then ask them for a list of lenders they have done
business with.

PROPERTY CONdITIONS REPORT

A property conditions report does just as the name states. It will call out
issues with the property’s condition that the inspections reveal. This would
include structural issues, roofs, asphalt, sewer, and other building systems.
The report also will give you an estimated useful life for those items. This is
very important when you are capitalizing your budget.

TIP The property conditions report gives you a second opinion

on the condition of the property and can either affirm/dispute the
inspection findings that you and your property management firm
did earlier. Or it can find something you both have overlooked.
That’s important to know.
2 THE REAL BOOK OF REAL

When it comes to costs, property conditions reports can be all over the
board, but this is no place to skimp. Not only do you want a firm that is
experienced and knowledgeable, you want to hire a firm that has a national
presence and is acceptable to your lender if you know who that is. As I
mentioned earlier, if you have not yet chosen a lender, your inspection
company may be able to help with a recommendation.
The other benefit of having a property conditions report is that it is a third
party report and completely unbiased, in contrast to the report compiled by
your property management company. If you go back to the seller with your
property management report, asking the seller to pay for something that is
wrong with the property, he or she may feel that the report is biased in your
fa- vor. That’s hard to do when you are also holding a third party property
condition report that reflects the exact same issue. This report gives you much
more cred- ibility and negotiating power.

APPRAISAl
Depending on how sophisticated a real estate investor you are, you may not
think you need an appraisal. My advice is almost always to get one. If you are
fi- nancing your project, you will need one anyway, and why not be sure that
the property is valued where you believe it to be? It validates your own
assessments, or in some cases refutes them. Either way, the knowledge is good
to have.
As the borrower, it can get a little dicey if you hire the appraiser. Federally
chartered banks have guidelines that they must adhere to. One of those guide-
lines is that the borrower cannot order the appraisal. Most banks and
nonbank lenders are more comfortable making the decision on whom to hire.
What I do in those instances is let the mortgage broker hire the appraiser or
go to the lender with an appraiser in mind and let him hire that person. I
generally want some say in the appraiser.
The mistake I see the most is when appraisers are hired and they are inex-
perienced in the type of property the buyer is purchasing. I run into this quite
a bit with banks. They just send out a bid sheet to three appraisers and hire
one not necessarily based on his expertise but on his time availability and
price. A bad appraisal can bring the entire transaction to a standstill in a
second.
To avoid this I always suggest having one or two appraisers that are good at
what they do and qualified in your type of property that you can recommend
to the bank. I also recommend that you take the time, or let your mortgage
broker take the time, to share your vision of the property with the appraiser.
If the ap- praiser does not see the value that you currently see or are going to
create, you
ROBERT 2

are toast. Finally, be proactive with him and provide him with as much infor-
mation as you can.

TIP Remember an appraisal is an opinion of value. You may have,

and are entitled to have, your own opinion, but you’d better be ready
to back it up.

MARKET STUdY
Usually the appraisal will contain a good discussion of the market for your
type of property. However if you are planning to do something a little more on
the edge or something that is complex like a condo conversion, hotel, golf
course, or some kind of unique single family project, for example, you may
need an ad- ditional market study not only for your own knowledge but to
help move your ideas forward with the people around you.
There are companies, both regional and national, that can do market
studies geared directly toward your kind of project and just about any other
kind of project including ones I mentioned in the previous paragraph.
Consider engag- ing them to do the report and show it to everyone who you
think needs to see it. What I mean by that is show your market study to clarify
and support your vision and to defend your position.

TIP Show your market study to clarify and support your vision
and to defend your position.

Warning—these market reports can be expensive. It is common to see them

run in the $10,000 to $30,000 range. But at times, they are worth their weight
in gold. I have successfully used these types of reports to argue the
assumptions used in an appraisal that came in low. Again, it is much easier to
argue your points on absorption, price points, rents, etc., when you have a
credible third- party report supporting you.

ACCOUNTINg ANd TAX REvIEW

This is the last review on our list, and it is the one that can make you very
happy at tax time. Having an excellent real estate and tax accountant on your
side is critical. You are going to have to make decisions prior to closing the
transaction and post closing, and the advice you need can come only from
people who make their living understanding and staying on top of complex
tax code. Prior to
2 THE REAL BOOK OF REAL

closing, they can work with your lawyer to develop the best ownership
structure for you and/or your partners. Is it an LLC? A corporation? And how
should it be structured? It matters because as you learned in the chapter on
entity struc- tures in this book, these decisions have tax implications. Post
closing, your tax accountant can file the K-1 forms (the form used to report
each owner’s share of income and certain expense items) and perform audits
if necessary.

TIP If you do not have a good real estate and tax accountant, get
one.

One of the great benefits of being in the mortgage brokerage business is

that I get to see amazing real estate projects and have the privilege of helping
very creative entrepreneurs put those real estate projects together. I have
learned much more from their good practices and bad decisions than I ever
did in school or in my own real estate investment career.
Real estate is a magical way to use leverage to your advantage and develop
sustainable wealth. With that as a premise, it also requires you have a profes-
sional focus that not only sees the big picture or vision but also forces you to
pay attention to the details.
All real estate involves taking risks. The difference between the
professional investor and the amateur is that the real professional tries to
manage this risk by surrounding himself or herself with an incredible team
that adds value at every turn. Property due diligence is one of those turns and
it is too critical to just roll the dice!

Scott McPherson is a principal and cofounder of a highly

specialized real estate finance company called Capital
Advisory Group, LC. Estab- lished in 2001, the firm has
successfully closed around $3.5 billion of structured debt and
equity in the United States. Scott has financed every- thing from
raw land to high-rise condominium towers from Portland, Ore-
gon, to Tampa, Florida, and has successfully sourced and
closed multiple
projects in excess of $100 million in cost. For more information, visit
www.capitaladvisory group.us.
 Kim DALTON 13

Creating Value
from the Inside
Out

I often refer to Kim Dalton as the chameleon. She is the interior designer my
wife, Kim, and I hired to be a member of our design team—a team of profes-
sionals that included our architect, general contractor, landscape architect, and
interior designer. I describe Kim Dalton as a chameleon because there were days
I did not recognize her. She would show up at the job site completely
transformed with a totally different look and a totally different energy. She
would change as the nature of the project changed. She was that flexible, and
design flexibility is
essential for an interior designer.
Today, when people walk into our home or our business offices, they often say
“ooooh” and “aaaah” because the impact of Kim’s work is powerful, yet subtle.
Kim’s input to our projects is priceless. Not only does she increase the immediate
sales value of our projects, her work gives our home and business environment
warmth. Her work increases our desire to stay at home and also to be at work.
As a professional real estate investor, I think there is nothing worse than a
mul- timillion dollar project that goes cheap on interior design. I have been in
homes, condos, and commercial projects where the developer went cheap or
went boring, leaving the interior design up to him or his wife. Rather than
inspire a sale, cheap and tacky interior design can drive buyers away. You’d be
surprised how inexpen- sive coats of paint in different or unique shades can
make a $100,000 project look
2 THE REAL BOOK OF REAL 233
2 THE REAL BOOK OF REAL

like a million dollar project. That is why Kim Dalton’s professional design touch is
essential to our success in real estate.
—RoBeRT KIyosAKI

P erhaps I’m biased, but I consider interior design to be an essential part of

real estate investing. Whether you are planning a spec home, preparing
an existing home for resale, rehabilitating a multifamily complex, or renovat-
ing a commercial property, appropriate interior design can always help to in-
crease the value of a property. It can also dramatically shorten your sales
cycle. Thoughtful interior design will carefully organize space while integrat-
ing color, light, pattern, and finish in order to supplement function, flow, and
performance.
Don’t be confused. Interior design is not home staging, which was
developed years ago to help homeowners sell residential properties. Staging
specialists are trained to maximize the perception of space and light using
principles that appeal to a broader audience of potential buyers rather than
family, friends, and guests. Interior designers do all that plus include the
elements of aesthetics, temperature, sound, smell, balance, and harmony. All
of these are value-added elements that will help your property sell quickly
and easily. They are certainly worth your consideration as an investor and
could very well be the difference between selling a property and getting top
dollar for a property.

ASSEMBlINg YOUR TEAM

Although you may see putting together a team of professionals for your real
es- tate project as a costly and unnecessary expense, in reality it can be the
smartest investment you make beyond the investment in the property itself.
Strongly consider any or all of the following professionals to help you make
the most of your investment project. I am and have been very careful with my
team selec- tion. I started my business by aligning myself with a great
architect and that re- lationship has lasted for more than twenty years. I know
that the way my team collaborates is instrumental in the outcome of any
project I undertake. Your team should include an architect, interior designer,
general contractor, land- scape architect, engineers, and appropriate
subcontractors. Your architect and general contractor will usually recommend
engineers and subcontractors with whom they work, but it never hurts to
have a few in your back pocket.
ROBERT 2

HOW TO SElECT YOUR TEAM

1. Interview. Ask the tough design questions, but also try to get to know
the person to understand how he or she works.
2.Conversations with references. Ask about the outcome of the project, but
also listen for clues about work habits and service philosophy. Always ask
the question: “Would you hire this person again?”
3.Site visits to similar projects. Visit and view the end result to assess if the
final product lives up to the words.
4.Willingness. How willing is this person to work holistically to achieve a
common goal, that is, a profitable product that sells quickly and easily? If a
potential team member balks at the collaborative approach, it may be best
to move on.
Assemble your team right at the start because early involvement will
benefit both the process and the outcome. Delivering value is key, so the
sooner the team is assembled, the sooner everyone can begin contributing.
The earlier in the process those ideas surface, the more likely it will be that
they can be implemented.

Real Life Story: Having a Team You Can Count On Really C

e have a wonderful client who has several homes. Some time ago, we were

W
awarded an elaborate remodel of their vacation home in Santa Fe. Because we were base
Although we made several trips to check on the project and oversee the con- struction, w
out us.
2 THE REAL BOOK OF REAL

Teams make great things happen. One day several years ago, Robert
Kiyosaki stopped by to visit me in my office. He wanted to discuss a new
project he had for me. My excited staff gathered around to hear all about it.
Robert humbly mentioned that while he was not a very knowledgeable man
(highly debatable by many), he did consider himself to be excellent at
assembling a team of experts in their respective fields. He considers that to be
of utmost importance when embarking on a project of any type. He has come
to call that team his “trusted advisors,” many of whom appear in this book.
Now let’s get to the people you’ll want on your team.

TEAM MEMBER NO. 1: THE ARCHITECT

The right architect can be invaluable in providing not only a set of drawings
for construction but also insight into current trends in construction,
engineering, lighting, and environmentally friendly design. I don’t do anything
today without an eye toward green sustainable design. Depending on the size
and scope of your project, you can look to an architect to help guide the
planning, design, documentation, and construction administration of your
project.
The architect on any project is usually considered the team leader. Not only
will he or she be able to provide a wealth of recommendations for other team
members, the architect will also be instrumental in keeping the project on
track, both from a budget standpoint as well as in terms of scheduling.
Additionally, because of the nature of their work, architects must be up to the
minute on current building codes and requirements. Building code violations
can severely impede the construction process by the assessment of fines and a
significant disruption in schedule. A good architect can also be an invaluable
asset when applying for building permits.
You’ll want to select an architect who will assume the role of team leader,
while allowing his or her team to flourish under his guidance. Again,
collabora- tion is the key here. While an architect is valuable for many parts of
the project, he or she must rely on team members for their respective talents.
Of course, basic chemistry is always a good barometer. Trust your intuition. Is
this some- one with whom I could trust with my project? Remember, the
whole idea of as- sembling a team is to allow you to achieve something you do
not have the experience or expertise to accomplish yourself.
When it comes to money, architectural fees vary with the project scope and
needs. Most architects will prefer to work on a fixed-fee basis with a defined
scope of work, or on an hourly basis with a “not to exceed” fee limit.
ROBERT 2

TEAM MEMBER NO. 2: THE INTERIOR DESIgNER

The right interior designer is the one who not only shares your vision but en-
hances it. He or she is the next necessary addition to your team. An interior
de- signer differs from an architect in many ways. While an architect is
concerned with the structure of your space, the interior designer helps you
create spaces that work and that flow in a logical and functional way.
Because an architect’s role encompasses several aspects of the design and
construction process, the interior designer can focus on realizing the overall
vi- sion of the project. Several years ago, I was hired to design a home on the
coast of Oregon for a longtime client. Luckily, I was brought on early in the
project to work with the client and the architect before they had completed
the plans. We traveled to Oregon, walked the site, and talked for hours about
what the house was to be. From those many discussions, we developed a set of
rules for the house. This would allow both the architect and me to adhere to
those rules and keep the design intent consistent. It becomes the designer’s
job to ensure the interior of the space will function as the team intends.
Finishes, lighting, and furniture are all integral parts of a successful project.
The interior designer can assist in any or all of these areas as well as in
accessorizing and art placement. The same rules for selecting an architect
apply to selecting a designer. For- tunately your architect can often
recommend a designer or two from his own team who would be ideal for your
project. That’s how I began working with Robert and Kim. Several years ago,
they bought a very tired, but charming home with the intent of lovingly
restoring and adding on to it to make it their own. They hired an architect who
referred a general contractor. They also hired an interior designer referred by
a friend to complete their team. While Kim and Robert are very easy to work
with, the process did not go smoothly. A second designer was hired with
similar results. She simply did not share the vision the team had. This is in no
way a reflection on those designers or their capabilities. It is simply a
reinforcement of the importance of the team as a whole. Never- theless, the
contractor arranged a meeting between the team and me, and the rest is
history. The team certainly faced its challenges along the way, but we all
shared the same vision, had a common goal, and were determined to produce
the best project possible.

TEAM MEMBER NO. 3: THE LANdSCAPE ARCHITECT

The landscape architect is in charge of site design, and this is the one person,
more than any other, who will set the property’s first impression. When you
2 THE REAL BOOK OF REAL

think landscape architect, think curb appeal, and if you’ve bought or sold a
home, you know the importance of that. Look to a landscape architect for re-
gional neighborhood context design, site planning and furnishings, and high-
impact features with low maintenance. You want a design that enhances the
overall quality of the building or development and mixes well with the envi-
ronment. Here’s what I mean.
I recently completed a facelift for a twenty-year-old office building. The
owner wanted to sell and felt a fresh look to the building would speed up the
process. Without a huge budget, we knew we had to rely on color and
landscape to do the trick. We selected exterior paint colors to work with the
existing nat- ural stone and brought in a landscape architect to accentuate the
building’s best attributes. He suggested we clean up the entry by reducing the
number of overgrown plants, replacing them with smaller, easily maintained
varieties. This gave the building a cleaner aesthetic as well as an enticement to
potential buyers who were looking for less exterior maintenance. He also
worked to accentuate the main entries of the building, leading tenants and
visitors to the entrances with ease.

TEAM MEMBER NO. 4: THE GENERAl CONTRACTOR

Very often, team members will recommend a general contractor with whom
they have successfully collaborated. If not, please refer to your local state
agen- cies to assist with the selection of a qualified contractor. When choosing
a gen- eral contractor, I look for a company or a person with whom I would
enjoy socializing. I know that sounds strange, but remember, this will be the
team member you will see most often. Of course, this person must meet all the
other criteria as well, but you really must have a good relationship with your
con- tractor. After all, he will be responsible for spending your money.
Whenever Robert and Kim embark on another project, we all look forward to
the reunion of our team, knowing the general contractor will ensure we get
the project done with minimal problems.
Many investors opt to handle the oversight of a project on their own. While
this can work well, it more often than not goes badly, particularly if the person
is inexperienced. My advice to clients is to always consider the scope and com-
plexity of the job before making that decision. Think about it. Do you have an-
other career that will keep you away from the jobsite? What is your time
worth compared to a contractor’s fee? Are you familiar with the local building
codes, construction methods, backup trades if necessary? Do you have
strengths in scheduling, budgeting, and managing people?
ROBERT 2

The value of an experienced contractor to manage the project and trades-

people is often a smart investment. On the other hand, if your remodel
includes little more than paint and carpet, you may be fine managing the
project. A brief consultation with an interior designer can help you select
materials and provide recommendations for appropriate trades. Bear in mind,
however, sometimes small projects lead to bigger ones. I’ve witnessed the
discovery of problems that are bigger than any owner can handle.
Eventually, the more you work with your team of experts, the more they
will become your trusted advisors, and you’ll consult them for projects big or
small. The more longevity you have with your team members and the more
your rap- port and working relationship with them grows, the better your
outcomes will be. I’ve found that projects become easier, move quicker, and
deliver better re- sults the longer I work with my team. Robert understands
this, and that is one of the benefits of this book. His trusted advisors—his team
—can now be your team through the pages of this book.
As a real estate investor, you will want to maximize your return. And just as
good property management plays a huge role in a property’s value, so does
the design of that property. But how do you know what design will bring in
the bucks and what will just be another expense that lowers your bottom line
re- turn? Here are the guidelines I use for different types of real estate
endeavors.

EXISTINg HOME STRATEgIES THAT SEll

The trend of purchasing an existing home, remodeling, and selling it has made
the need for staging unavoidable. Everyone wants to buy a home that looks
like a builder’s model. This concept was first developed by Barb Schwartz in
1972 and has grown over the years to become a widely used selling tool. It’s
all about merchandising the rooms to make them look like much more than
just four walls.

TIP The goal of interior design for a residence is to personalize the

space according to the tastes and preferences of the homeowner.
Staging is the opposite. The professional stager’s job is to
depersonalize the space and allow potential buyers to imagine
themselves living there.

As I mentioned before, professional staging is often confused with interior

design and actually, the two couldn’t be more different. Let’s talk about
staging for a moment because it is crucial to selling an existing home. When
you decide
2 THE REAL BOOK OF REAL

to sell, agree that you will live there in a much different way. In fact, you’ll
want to get packing early because all the personal effects in your home must
go. Pre- cious collections, photos, mementos, all the things that are “you” will
say to prospective buyers that this is your home, not theirs. So if you hire a
stager or do it yourself, get serious and get rid of the clutter. It’s all about
vision.
As an interior designer of both residential and commercial spaces for more
than twenty years, the last thing I thought I needed when preparing to list my
home for sale was a stager. My realtor tactfully suggested that I meet with her
stager, “It can’t hurt,” she said. I grudgingly agreed. I will warn you, this is a
humbling experience. It’s unsettling to have someone tell you that your collec-
tion of exquisite Chinese foo dogs may be best placed in a box in the garage.
My advice is to listen and obey. I had spent seven years working to create a
cozy space out of a large, open tract house. She told me I had succeeded. That,
how- ever, is not what the typical homebuyer is looking for. Light, bright, and
airy still seems to be the best rule of thumb when preparing to sell a home.
Also, clean, uncluttered rooms provide the most appeal.
In tough real estate markets when nothing is selling, the staged house will
nine times out of ten be the one that sells first. So, as much as you won’t like
them, here are the five C’s of successful staging:
1.Clean. Everything should be immaculate. That means carpets, floors, walls,
counters, and bathrooms should look model-home perfect.
2. Clutter Free. Make counters, tables, and shelves ready for the buyer’s fa-
vorite things, not yours. Remove everything, and then some more.
3.Color. You may have loved it wild and crazy to match your purple sofa, but
buyers want to picture their own furniture and colors. Hot pink walls make
that difficult.
4. Creativity. Give buyers something to talk about and remember. They’ll be
looking at a lot of homes that eventually all blend together. Make yours un-
forgettable.
5. Compromise. Stagers will tell you to do it all, and you may find that you’ll
only go so far. No problem. Compromise and do those things that matter
most.
Did you know that most buyers make their buying decisions within the first
fifteen seconds of seeing a property? That’s a prevailing rule in real estate that
I believe to be absolutely true. What does that tell us? First impressions are
everything. It’s worth spending extra time and money on curb appeal or the
wow factor of the house.
ROBERT 2

Sell That House in Fifteen Seconds or Less

irst impressions are everything and buying decisions are made in the first fifteen

F
seconds. Here are the top five areas to spruce up:
The front yard, including lawn, trees, walkway—clean, sweep, and plant flowers with
The front door and entryway—Give your door some color, or at least remove the cob
Exterior and interior paint—nothing freshens a home more than new paint.
Flooring, including carpets, tile, etc.—no stains, no worn carpet, no dirt allowed.
Healthy green plants—emphasis on healthy, shiny plants without dead or dry leaves
more connected to nature.

Staging will make your property look so good that, if it is your own home,
you’ll wonder why you lived in it the way you did for all those years. I advise
everyone, particularly after my own experience, to hire a stager to help you
weed out the clutter. It takes brutal honesty, and stagers are known for it.
Stagers will rearrange furniture to maximize the appearance of space as well
as downplay less desirable features. If you want to take things to the next level
—and in tight markets you may have little choice—hire a professional stager
and allow him or her to use their existing inventory of accoutrements to
enhance your home.
If you are selling a home that is unoccupied, don’t listen to people who say
an empty home sells better than one that is furnished. If that were true, no
builder would ever furnish a model home, and most all of them do. Stage the
home as best you can within your budget. If you can’t rent furniture from a
stager for the main rooms, set up small vignettes within the home. This can be
as simple as adding a few wall hangings, live plants, towels in the master bath,
and soft music. You’ll be surprised at the results.
The tangible aspects of a home are important, but there are intangibles as
well that you must consider. Have you ever walked into a space and
immediately felt uncomfortable, but had no idea why? That’s energy flow, and
all spaces have it. That discomfort usually comes from stale or bad energy in a
space. There are consultants who specialize in clearing spaces of this negative
energy. The ancient art of feng shui incorporates these principles and has
done so for
2 THE REAL BOOK OF REAL

Real Life Story: It’s All About

Experience
Recently my real estate agent, Joanne Callaway, related a staging success
story to me. She had been trying for months to sell a seemingly
marketable home. The only problem area was the dining room. It had
one red wall to match the homeowners’ linens. I was surprised that this
was the problem area as I often paint dining rooms red. Nevertheless,
Joanne called upon the services of her favorite stager who im-
mediately had the wall painted, changed the linens, added cushions to

more than three thousand years. Listed at the end of this chapter are Web
sites that will help you understand energy flow and how to improve it in your
home. Believe it or not, your own energy will either add to or detract from
your home. A positive attitude will create better energy in the space. Instead
of wor- rying about how long it will take you to sell the house, imagine how
great those
precious foo dogs will look in your new home.
I know this all sounds like a lot of effort, but consider the statistics—having
homes properly staged significantly shortens the selling cycle as well as brings
a higher selling price.
There are lots of helpful resources to learn more about staging, such as
home stagingresource.com and stagedhomes.com. Perhaps the best book on
staging is by the creator of staging itself, Barb Schwarz. Her book, Home
Staging: The Winning Way to Sell Your House for More Money is the bible on the
subject. And she’s right about staging paying dividends. Homestaging.com.
sites a recent HomeGain Survey that shows home staging delivered as much as
a 169 percent return on investment. That’s a significant figure, making staging
well worth the time and effort.

MAKE YOUR MUlTIfAMIlY HOUSINg

PROjECT A WINNER
Just as selling your own home is less about you and is all about the buyer,
when investing in multifamily housing, it’s all about the target resident. Ask
yourself, “Who is that person, and what will he or she want or expect from this
prop- erty?” Then, how can you take those expectations one step further to
truly wow them? Whether you developed the project from the ground up or
are rehabili- tating an existing property, spend your money on the things that
will count in the eyes of the target resident. Of course, you’ll want to contain
your ambitions
ROBERT 2

to a reasonable amount in proportion to the potential rent you can collect, but
you will need to focus on those things that will leave a lasting impression. If a
property isn’t special in some way, it will not be easy to rent. Ask yourself,
“Why would someone rent this property instead of the one down the street?”
Consider these factors when preparing a multifamily project:

1.Curb appeal. Clean up the trees, bushes, add a fresh coat of paint, dress up
the windows with awnings or shutters, repair steps and walkways, re-sod
the lawns, and plant flowers, lots of flowers.
2. Accessibility. Make sure you purchase properties with ample parking for
residents and guests. Inadequate parking is next to impossible to change.
The property should be ADA (Americans with Disabilities Act) compliant,
or you may have to make it that way, which can be costly.
3. Location. This is real estate, after all, and location is everything.
4. Security and safety. Walls, security gates, security alarms, and security
cam- eras all add up to making residents feel safer, and can also justify
higher rents for very little up-front investment.
5. Durable finishes. If you are rehabbing the property, use the best finishes
you can afford and still maintain your profitability projections. Check your
competition in the area. If they have tile counters, you may need to have
tile counters.
6. Neutral finishes. This is so important in multifamily projects. Choose
colors that work for everyone, which usually means light, light, light.
7. Common area aesthetic. Is there a pool? Is there a clubhouse? Is there
a courtyard or garden? If so, it should look picturesque, clean, and be a true
amenity, not an eyesore. Make it a point of difference.
8. Views. People buy views, and views can be big wow factors. Even if your
project doesn’t look out to rocky mountain majesty, be sure it doesn’t look
out on the dumpster or an unkempt parking lot. If you are building, plan for
internal views to gardens or pool areas.
Showing a rental property is no different than showing a home. Here we go
again! Yes, you’ll want to furnish a model if you can. Rental spaces are usually
small and look even smaller without furniture. Once furniture is in place, how-
ever, spaces look bigger, and people can visualize living in them. They can see
that the space isn’t small after all. It is cozy, livable, and oftentimes just right.
Senior living properties are another type of multi-unit housing. As the baby
boomers age, the concept of the traditional nursing home is changing rapidly
and drastically. Independent living facilities are being built all over the
country, and there are new requirements for them, not all of which are
coming from
2 THE REAL BOOK OF REAL

government regulations. I’m talking about buyers’ requirements. This aging

population demands a much higher level of design than the generation
preced- ing it and they are willing to pay accordingly.
I am currently working with a developer on a number of senior living com-
munities. Think twenty-first century; they in no way resemble the nursing
homes of the past! These independent living communities are based on the de-
sire for an active lifestyle with minimal constraints from the residents’ pasts,
i.e., home maintenance, yards, housekeeping, etc. These communities focus on
the active lifestyles of this population with the utmost attention placed on
com- fort, autonomy, and quality of life. Obviously, we are working to respect
and de- liver on the changing needs of this population as it ages, but research
has proven that it can be done with good design and thoughtful planning. One
project will be set on the side of a mountain, and the hilly terrain obviously
presents poten- tial obstacles for an aging population. The architects and
landscape architects have worked on a site plan that will take advantage of the
scenic views and the wonderful climate by means of a series of covered
breezeways and no stairs. This is just one example of how we can maximize
accessibility without calling attention to potential limitations.

COMMERCIAl SPACES THAT

STANd THE TEST Of TIME
As you venture into the world of commercial real estate, many of the
principles we already talked about still apply. But first and foremost, you still
need to take the target tenant into account first and create a fantastic first
impression. After all, people want to be proud of where they work, and they
want that space to be functional and comfortable. That charge isn’t always
easy because commercial properties can often be quite large, quite complex,
and rather impersonal. The key is creating personal, more intimate spaces
inside or outside a large building to add that personal touch and provide
respite from a busy day. It doesn’t take much. A shady tree, a fountain, or a
comfortable bench away from the hustle and bustle can achieve this important
goal. Alcoves within a lobby space with nice art and comfortable furniture can
work, too, while they welcome visitors and provide a gathering place for
tenants.
If your project is new construction, get an architect and an interior designer
on board right from the start. An architect’s primary role is creating the struc-
ture itself. An interior designer’s role is to design the interior spaces. Unless
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