We are seeking a Joint Venture partner to back the acquisition of land and infrastructure for several very large new communities based on next generation infrastructure. We are offering the capital partner 100% ownership of all assets and our team will take a 25% profits interest. We have developed with former Disney engineers, an innovative driverless Automated Guideway Transport (AGT) infrastructure that we believe will attract national attention for earning profits from the fare box because it is 1/3 the costs of light rail and less that ½ the labor for operations. We propose to use this technology as the spark plug to grow massive economic engines for growth with land investments where we can grow new communities that will get national attention. Here are three examples of how this infrastructure can grow multi- billion projects:

1)      Acquisition of the Grand Canyon Railway Inc for $120 million with over $9 million in annual earning  (growing at 25% p/y) from operating trains from Williams, AZ for  62 miles to the Grand Canyon and from operating a 300 room hotel at the Williams terminal. The company also owns 896 acres of which ½ is zoned for a theme park and resort with frontage on I-40. The National Park Service wants to restrict automobile access from the south rim of the Grand Canyon Park. We have seen their study for adding a second rail line in the magnitude of $150 million. This would support our  100 mph Skyways transport and 3 to five times the current traffic. The Grand Canyon currently attracts about 5 million visitors per year and the railway currently has a ridership of about 350,000 per year. A 3 mile local Skyways loop would open access to the resort acreage and connect it to this railway to the Grand Canyon. In addition to the resort, this acreage will support 1000’s of cars remotely parking for the Grand Canyon and the park’s growing need for employee housing. This would also save the state 100’s of millions in widening the existing 2 lane road which approaches summer gridlock. (see http://thetrain.com )

2)      Ft Collins, CO  We have assembled 50 city blocks of land near downtown to grow a billion dollar research campus for next generation infrastructures in transport, alternative energies, water recycling, automation software and robotics. This will eventually include about 1500 units plus 3.5 mil sf of mixed use commercial, retail, medical and industrial. We need $10 million to buy the land and engineer the next phase of infrastructure, which will include $15 million for a one mile Skyways demo and $8 million for roads, utilities and drainage. Total cost for all this is about $6 psf for 5.3 million sf of net saleable land area. (See www.airparkvillage.com)

3)      Branson. MO. is  the music capital of mid America. It has so much traffic most of the, the town is in gridlock with an average of 40,000 visitors per day in a small town of 7,000 population. The reason is there are 49 theaters with 68,000 seats, 400 restaurants and 28,000 hotel rooms all sharing one main street. They are desperately seeking a transit system and financing one is difficult. We have packaged a 6 mile route for $110 million that we believe will earn from 15% to 20% R.O.I. with a $3 per day pass. In addition we can acquire 100 improved acres around an existing mall for $12 million. Next to it lies 240 raw acres for about $10 million. A three mile local Skyway loop connected to main street less than one mile away, would open all this land up to billions in resort development. You can see our evaluation on line at: http://www.smartskyways.com/route/2-Missouri/Missouritemplate.htm. The land part  is under The Villages

4)      We have also evaluated a $250 million metro backbone for Albuquerque, New Mexico that has many huge development opportunities along the route. (See this at: http://www.smartskyways.com/route/6-NewMexico/NewMexicoTemplate.htm) In  Denver we have evaluated a 5 mile route in the Platte Valley for $88 million that connects 30,000 existing parking spaces at the sports venues for downtown that would be a parking reservoir. Billions in Real Estate development are already happening there and large assemblages are available, but at high prices. Someday we want to compete for the 126 mile Interstate 70 route from Denver’s Airport to Vail. Other groups have tried to win a public vote for $5 billion system and we think we could win and build it for $2 billion and earn profits. There are 12 resort towns along the route.

What all these projects have in common is using Skyways  to incubate and accelerate real estate development. We look for unique conditions where this is possible today like our examples above. The tourist markets are the most profitable. Soon enough America will be facing $5 per gallon of gas and this small amount of business will turn into a flood, as Cities everywhere will need transit to keep their economies afloat. (See our web site: www.beyondoilusa.com)

Management

Retired and former Disney engineers, myself and others have spent 10 years in R&D for the next generation of transport we call Smartskyways. In addition to moving travelers, Skyways can move cargo, mail, trash, 
ambulances, police and be a new source for adverting. By developing a one-mile demonstration model on 50 
city blocks in Ft Collins, CO we expect to prove our low costs and the operating efficiency of driverless 
vehicles. This project is using the team below with many other specialty consultants.

Entertainment Engineering for transport http://www.entenginc.com

Mortenson Constructors for infrastructure http://www.mortenson.com

Martin/Martin Civil Engineers for rail and land  http://www.mortenson.com

Grimshaw and Harring for Districts and legal www.grimshawharring.com

Randy and I both have nearly 40 years each in packaging and consulting on large ventures. My resume is located at: http://lloydgoff.com/Resume/PersonalBio.html We also have contacts with hotel operators for the National Park Service and theme park services.  We have developed a financial model that uses a Special Improvement District to fund a 6 lane Parkway, utility mains, drainage and Skyways for $22 mil per mile. We believe our package of infrastructure will attract the national attention necessary to accelerate real estate development in these projects. It is our intention to start from this base of expertise and to grow a Consortium of companies to develop these ventures.  We will organize our Consortium team to package, engineer and estimate, finance, build and operate. Here are target Industries providing the products and services each venture needs. The management profits will be shared with this Consortium team:

Over the next 3 years, this Joint Venture could become one of the most exciting and profitable trends in real 

estate development anywhere because there is no ceiling on the amount of possible growth, especially as 
expensive gas begins to affect economies everywhere.

Lloyd Goff

President SmartSkyways