75B - PH - AMEND DEVELOPMENT AGMT 2005-02

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Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 2 development, a 43-acre mixed-use site located on the south side of MacArthur Boulevard between Main Street and the Newport-Costa Mesa (SR-55) Freeway. Currently located in MacArthur Place South is 1,450,000 square feet of office area consisting of two 14-story office buildings, two 10- story office buildings and two 8-story office buildings. Additionally, a 13,470 square foot food/retail building, a 174-room, 84,210 square foot DoubleTree Club hotel, four 6-story parking structures and a Courtyard by Marriott Hotel (under construction) are within MacArthur Place South. The site is surrounded by a combination of commercial and multi-family residential uses to the north; office and industrial uses, multi-family residential, office and hotel uses to the east; and commercial, single and multi-family residential uses to the west (Exhibits 1 and 2). Project Description The proposed project is a 300-unit development that will have units within three separate buildings. Initially, the project will operate as an apartment complex, with units available for rent. However, a final map has been recorded for the project, allowing the eventual sale of the units as condominiums. The units will wrap around a parking structure that will contain one subterranean level of parking and five above grade levels with 660 parking stalls. Parking has been provided at a rate of two parking stalls per unit (600 spaces), with an additional 10 percent (60 stalls) provided for guest parking. This complies with the parking requirement for multi-family uses in the SD-76 zoning district. Access to the project will be provided from Main Street and from an interior driveway at the east side of the project. The architectural style proposed for this mid-rise project is contemporary. Building materials will include plaster and cement board finishes with brick accents at the ground level. Additionally, staggered rooflines in the form of mezzanines for upper floor units have been included to provide visual relief from Main Street and MacArthur Boulevard. The project will contain one, two and three bedroom units. The units will range in size from 614 square feet for the smallest one bedroom unit to 1,403 square feet for a three bedroom unit. Table 1 below provides a breakdown of the units within the condominium building. Table 1 Lyon Condominium Project Summary Unit Type Units Proposed Percent of building Square Footagee 1 bed 143 48% 614-780 1 bed w/mezz. 12 4% 784-832 2 bed 117 39% 1,039-1,084 2 bed w/mezz. 14 4% 1,126-1,221 3 bed 11 4% 1,230-1,308 3 bed w/mezz 3 1% 1,387-1,403 Total 300 100% n/a 75B-4