IN THE UNITED STATES DISTRICT COURT FOR THE
                         SOUTHERN DISTRICT OF TEXAS
                             GALVESTON DIVISION

   UNITED STATES OF AMERICA,
        Plaintiff,

   v.

                                                Civil Action No. G-00-700

   BRAZORIA MANOR APARTMENTS,
   LTD., BRAZORIA MANOR, LTD.,
   JOHNSON ENTERPRISES, LTD.
   APARTMENTS, JOHNSON
   ENTERPRISES, LTD., JOHNSON
   ENTERPRISES MANAGEMENT CO.,
   a/k/a JEM-CO, JAN R.CLUTE,
   individually and in her official
   capacity, and JEAN E. JOHNSON,
   individually and in her official
   capacity,
        Defendants.

   __________________________________

                               CONSENT ORDER

   On November 20, 2000, the United States of America filed this action
   on behalf of Betty M. Walters, pursuant to Section 812(o) of the Fair
   Housing Act, as amended, 42 U.S.C. §3601 et seq. ("the Act").
   Defendants own and/or manage residential rental property that is
   funded and regulated by the U.S. Department of Agriculture Rural
   Development Program (formerly the Farmers Home Administration or
   "FmHA"), the United States Department of Housing and Urban Development
   (hereinafter "HUD") and the State of Texas through its Department of
   Housing and Community Affairs. The United States alleges, inter alia,
   that Defendants terminated Ms. Watlers' employment as a property
   manager for Defendant Brazoria Manor Apartments on January 28, 1999,
   in retaliation for helping Frances Griffin assert her right to fair
   housing. Specifically, the United States alleges that Defendants fired
   Ms. Walters in retaliation for Ms. Walters' cooperation in the
   investigation of a previously filed housing discrimination complaint.
   The United States further alleges that Defendants' conduct violated 42
   U.S.C. §3617. The Defendants have denied and do deny all of the claims
   and allegations of both the United States and Ms. Walters.

   The parties desire to avoid protracted and costly litigation.

                IN THE UNITED STATES DISTRICT COURT FOR THE
                         SOUTHERN DISTRICT OF TEXAS
                             GALVESTON DIVISION

   UNITED STATES OF AMERICA,
        Plaintiff,

   v.

   BRAZORIA MANOR APARTMENTS,
   LTD., BRAZORIA MANOR, LTD.,
   JOHNSON ENTERPRISES, LTD.
   APARTMENTS, JOHNSON
   ENTERPRISES, LTD., JOHNSON
   ENTERPRISES MANAGEMENT CO.,
   a/k/a JEM-CO, JAN R.CLUTE,
   individually and in her official
   capacity, and JEAN E. JOHNSON,
   individually and in her official
   capacity,
        Defendants.

   __________________________________

                                 COMPLAINT

   The United States of America alleges:

                           JURISDICTION AND VENUE

    1. This is a civil action brought by the United States to enforce the
       provisions of the Fair Housing Act, Title VIII of the Civil Rights
       Act of 1968, as amended by the Fair Housing Amendments Act of
       1988, 42 U.S.C. §3601 et seq. (The "Fair Housing Act").
    2. This Court has jurisdiction of this action pursuant to 28 U.S.C.
       §§1331 and 1345 and 42 U.S.C. §3612(o).
    3. Venue is proper in this judicial district under 28 U.S.C.
       §1391(b), in that the events giving rise to this action occurred
       in this district.
    4. Defendants Brazoria Manor Apartments, Ltd. and Johnson
       Enterprises, Ltd. Apartments, located in Angleton, Texas, within
       the Southern District of Texas, are dwellings within the meaning
       of 42 U.S.C. §3602(b).

                                  PARTIES

    5. Upon information and belief, Defendants Johnson Enterprises, Ltd,
       and Johnson Enterprises Management Company, a/k/a JEM-CO, do