BYLAWS



                                       OF



                     WCI ARCHITECTURE & LAND PLANNING, INC.



                                    ARTICLE I



                            MEETINGS OF SHAREHOLDERS



Section 1.  Annual Meetings of Shareholders



            The annual meeting of the Shareholders of this Corporation for the

            election of the Board of Directors and the transaction of such

            further business as may come before the meeting shall be held on the

            first Monday in April of each year (or in the event such day is a

            legal holiday, on the next following day which is not a legal

            holiday), unless by resolution of the Board of Directors in any year

            a different time is designated.



Section 2.  Special Meetings of Shareholders



            Special meetings of the Shareholders shall be held when directed by

            the President or the Board of Directors or when requested in writing

            by the holders of not less than ten percent (10%) of all the shares

            entitled to vote at the meeting. The call for the meeting shall be

            issued by the Secretary, unless the President, Board of Directors or

            Shareholders requesting the meeting shall designate another person

            to do so.



Section 3.  Place



            Meetings of Shareholders may be held within or without the State of

            Florida.



Section 4.  Notice



            Written notice stating the place, date and time of the meeting, and

            in the case of a special meeting stating the purpose or purposes for

            which the meeting is called, shall be delivered not less than ten

            (10) nor more than sixty (60) days before the meeting, either

            personally, by telegraph, teletype, facsimile transmission or other

            form of electronic communication, or by first class mail, by or at

            the direction of the President or the persons calling the meeting to



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            each Shareholder of record entitled to vote at such meeting. If

            mailed, such notice shall be deemed to be delivered when deposited

            in the United States mail addressed to the Shareholder at his

            address as it appears on the stock transfer books of the

            Corporation, with postage thereon prepaid. If any such Shareholder's

            address is unknown, notice shall be given by advertising once in

            some newspaper published in Hillsborough County within the time

            above specified for served or mailed notice. If any Shareholder

            shall transfer any of his shares after notice has been delivered to

            him, it shall not be necessary to notify the transferee. Any

            Shareholder, however, may waive notice of any meeting either before,

            at or after such meeting.



Section 5.  Notice of Adjourned Meetings of Shareholders



            When an annual or special meeting is adjourned to a different date,

            time or place, it shall not be necessary to give any notice of the

            adjourned meeting if the date, time, and place to which the meeting

            is adjourned are announced at the meeting before the adjournment is

            taken and at the adjourned meeting any business may be transacted

            that might have been transacted on the original date of the meeting.



Section 6.  Fixing Record Date



            The Board of Directors may fix a date not more than seventy (70)

            days nor less than ten (10) days prior to the date set for a

            Shareholders' meeting as the record date as of which the

            Shareholders of record who have the right to and are entitled to

            notice of and to vote at such meeting and any adjournment thereof

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