Exhibit 2.3 ASSIGNMENT OF CONTRACT ---------------------- FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged, G&F Corp. ("Assignor"), does hereby grant, bargain, sell, assign, transfer and convey to M.E.D....

Exhibit 2.3


                             ASSIGNMENT OF CONTRACT
                             ----------------------

         FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of
which is hereby acknowledged, G&F Corp. ("Assignor"), does hereby grant,
bargain, sell, assign, transfer and convey to M.E.D. of Miami, LLC ("Assignee"),
all of Assignor's rights, title, and interests in and to that certain Vacant
Land Contract dated June 21, 2002, between Assignor, as buyer, and National
Residential Properties, Inc., as seller, for the sale and purchase of that
certain real property located at 0000 XX 0xx Xxxxxx, Xxxxx, XX 00000. This
Assignment is made without recourse to Assignor and without representation or
warranty by Assignor, express or implied


        ASSIGNOR:




        BY:       /s/Xxxxxx Xxxx                  DATE:        6/21/02
                  ------------------------------               ----------------
        NAME:         Xxxxxx Xxxx
                      --------------------------
        TITLE:        President
                      --------------------------


        ASSIGNEE:




        BY:       /s/Xxxxx X. Xxxx                DATE:        6/21/02
                  ------------------------------               ----------------
        NAME:         Xxxxx X. Xxxx
                      --------------------------
        TITLE:        Managing Member
                      --------------------------