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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

For the fiscal year ended December 31, 2003

OR

For the transition period from              to             

Commission file number 000-24594

MEREDITH ENTERPRISES, INC.

(formerly West Coast Realty Investors, Inc.)

(Exact name of registrant as specified in its charter)

3000 SAND HILL ROAD BUILDING 2, SUITE 120

MENLO PARK, CALIFORNIA 94025

(Address of principal executive offices) (Zip Code)

(650) 233-7140

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K  x

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act rule 12b-2)     Yes  ¨    No  x

The aggregate market value of voting and non-voting common equity of the registrant’s common stock held by non-affiliates was $9,540,136 as of June 30, 2003.

As of March 12, 2004, there were 975,298 shares of the registrant’s common stock outstanding.

Documents incorporated by reference. None

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MEREDITH ENTERPRISES, INC.

(formerly West Coast Realty Investors, Inc.)

ANNUAL REPORT ON FORM 10-K

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2003

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As used in this Annual Report on Form 10-K, unless the context otherwise requires, the terms “we,” “us,” or “the Company” and “our” refer to Meredith Enterprises, Inc., a Delaware corporation, formerly West Coast Realty Investors, Inc.

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Special Note Regarding Forward-Looking Statements

This annual report contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements are identified by words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “pro forma,” “estimates,” or “anticipates” or in their negative form or other variations, or by discussions of strategy, plans or intentions. Forward-looking statements are based on assumptions, data or methods that may be incorrect, imprecise or incapable of being realized. These statements include our statements of this nature concerning the following:

These statements are subject to risks and uncertainties that could cause actual results and events to differ materially. For a detailed discussion of these risks and uncertainties, see “Risk Factors” at the end of this Item 1. We undertake no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this annual report.

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PART I

Overview

Meredith Enterprises, Inc. (formerly West Coast Realty Investors, Inc.) is a real estate company engaged in acquiring, owning and managing, suburban office, retail shopping center and light industrial properties. We were originally incorporated in 1989 under the laws of the State of Delaware. We have elected to be taxed as a real estate investment trust, or “REIT,” for federal income tax purposes, which requires, among a number of other organizational and operational requirements, that we distribute at least 90% of our taxable income (excluding capital gains) to our stockholders. From inception to March 31, 2002, West Coast Realty Advisors, Inc. advised us and West Coast Realty Management, Inc. managed our properties. Each of these companies is a wholly owned subsidiary of Associated Financial Group, Inc., and we sometimes refer to them together in this annual report as the “Advisor.” Since March 31, 2002, we have been self-managed and self-administered.

At December 31, 2003, we had a real estate portfolio of 12 properties, including:

In addition to the above, we own a 2.5 acre parcel of undeveloped land in Garden Grove; we intend to construct a multi-tenant shopping center comprising approximately 30,000 square feet on this parcel. All of our properties are located in California and Georgia. Because our only Georgia property is our Northlake Festival retail center in Atlanta, any reference in this report to the location of any other property is to a city in California.

Our executive offices are located at 3000 Sand Hill Road Building 2, Suite 120, Menlo Park, California 94025, and our telephone number is (650) 233-7140.

Business Strategies

Our business objective is to increase stockholders’ long-term total return through dividends and the appreciation in value of our common stock.

We seek to grow our asset base through (1) the acquisition of suburban office, retail shopping center and light industrial properties, (2) the acquisition of portfolios of similar properties, (3) the rehabilitation and repositioning of suburban office, retail shopping center and light industrial properties and (4) purchasing parcels of undeveloped land and constructing suburban office, retail shopping center or light industrial properties on them. Our strategy is to operate in markets that demonstrate superior economic growth while restrained by entitlement limitations of similar properties. We intend to continue to target selected California and Southeastern markets where assets are currently owned, and we can benefit from our real estate expertise and access to superior properties introduced by high quality brokers. Specific strategies include:

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Significant Recent Events

Significant Events During 2003

Significant Events During 2002

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Significant Events During 2001

Our Policies for Investment, Financing, and Conflicts of Interest

Our bylaws do not restrict the types of transactions that we may enter into and do not restrict transactions between affiliates and the company. Our investment policies, financing policies and conflict of interest policies are set by our board of directors The board of directors has adopted the policies summarized below, including the Code of Business Conduct and Ethics we adopted on March 22, 2004 pursuant to new requirements of the American Stock Exchange. Our board may amend or revise them from time to time, however, without a vote of our stockholders, except that

Investment Policies

Investments in Real Estate or Interests in Real Estate. Our business objective is to increase stockholders’ long-term total return through increases in the dividend and the appreciation in value of our common stock. We seek to grow our asset base through:

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We intend to operate in markets that are experiencing economic growth while restrained by entitlement limitations of similar properties.

Our October 2002 acquisition of the Northlake Festival Shopping Center in Atlanta, Georgia represented a change in our business focus, which had previously been to acquire, own and manage suburban office, retail shopping center and light industrial properties in California.

Securities of or Interests in Persons Primarily Engaged in Real Estate Activities and Other Issuers. We also may invest in securities of other entities engaged in real estate activities or invest in securities of other issuers, including investments for the purpose of exercising control over those entities. We may acquire all or substantially all of the securities or assets of other REITs or similar entities where those investments would be consistent with our investment policies. We do not currently intend to invest in the securities of other issuers, and federal tax laws place restrictions on such ownership by a REIT. In making any of the investments described in this paragraph we intend to comply with the percentage of ownership limitations and gross income tests necessary for REIT qualification under the Internal Revenue Code. Also, we will not make any investments if the proposed investment would cause us to be an “investment company” under the Investment Company Act of 1940.

No Investments in Mortgages. We do not own any mortgages and do not currently intend to invest in mortgages or to engage in originating, servicing or warehousing mortgages.

Financing Policies

Our organizational documents do not limit the amount of debt we may incur. We have adopted a policy that we shall not incur any additional liabilities if, after giving effect to the additional liabilities, total liabilities would exceed 65% of what the board of directors believes is the fair market value of our total portfolio. Fair market value for this purpose may differ from the amounts reported on our December 31, 2003 financial statements prepared under generally accepted accounting principles because the financial statements reduce the value of the assets by accumulated depreciation and do not record any appreciation in value above the cost of the property. We may, however, from time to time re-evaluate our borrowing policies in light of then current economic conditions, relative costs of debt and equity capital, market value of our real estate assets, growth and acquisition opportunities and other factors. If we decide to change this policy to increase the percentage of debt we incur, we will implement the change only after we seek and obtain the approval of the holders of a majority in voting power of our outstanding shares. Modification of this policy may adversely affect the interests of our stockholders.

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To the extent that the board of directors determines to seek additional capital, we may raise capital through additional equity offerings, debt financing or retention of cash flow or a combination of these methods. Our retention of cash flow is subject to provisions in the Internal Revenue Code requiring a REIT to distribute a specified percentage of taxable income, and we must also take into account taxes that would be imposed on undistributed taxable income.

We have not established any limit on the number or amount of mortgages on any single property or on our portfolio as a whole.

Conflict of Interest Policies

Our board of directors is subject to provisions of Delaware law that are designed to eliminate or minimize potential conflicts of interest. We can give no assurances, however, that these policies will always eliminate the influence of those conflicts. If these policies are not successful, the board could make decisions that might fail to reflect fully the interests of all stockholders.

Under Delaware law, a director may not misappropriate corporate opportunities that he or she learns of solely by serving as a member of the board of directors. In addition, under Delaware law, no contract or transaction between a corporation and one or more of its directors or officers, or between a corporation and any other corporation, partnership, association, or other organization in which one or more of its directors or officers, are directors or officers, or have a financial interest, shall be void or voidable solely for this reason, or solely because the director or officer is present at or participates in the meeting of the board or committee which authorizes the contract or transaction, or solely because any such director’s or officer’s votes are counted for such purpose, if:

Our board of directors has adopted a policy that all conflicting interest transactions must be authorized by a majority of the disinterested directors, but only if there are at least two directors who are disinterested with respect to the matter at issue. In addition, under the applicable rules of the American Stock Exchange, related party transactions are subject to appropriate review and oversight by the our Audit Committee, which is composed of John H. Redmond (its chair), Patricia F. Meidell and James P. Moore.

Our bylaws contain a provision providing in summary as follows: Any director, affiliate, officer, employee or agent of the company may acquire, own, hold, and dispose of shares of the company’s capital stock for his individual account, and may exercise all rights of a stockholder to the same extent and in the same manner as if he were not a director, officer, employee, or agent of the company. Any director, affiliate, officer, employee, or agent of the company may have personal business interests and may engage in personal business activities. These interests and activities may include the acquisition,

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syndication, holding, management, operation or disposition, for his own account or for the account of others, of interests in mortgages, interests in real property including, but not limited to, real property investments presented to and rejected by the company, or interests in persons engaged in the real estate business. Any director, officer, employee, or agent of the company may (a) be interested as director, officer, director, stockholder, partner, member, advisor, or employee of or otherwise have a direct or indirect interest in any person who may be engaged to render advice or services to the company, and (b) receive compensation from that person as well as compensation as director, affiliate, officer, or otherwise from the company. None of these activities shall be deemed to conflict with his duties and powers as director, officer, employee, or agent. Any director, affiliate, officer, employee, or agent of the company may engage with or for others in business activities of types conducted by the company and shall not have any obligation to present to the company any investment opportunities which come to them other than in their capacities as directors, officers, employees, or agents, regardless of whether those opportunities are within the company’s investment policies. Notwithstanding the foregoing, each director must disclose to the company any interest he has in any investment opportunity presented to the company and any interest he knows to be held by any person of which he is an affiliate, and in the event of a conflict between the foregoing policy and our Code of Business Conduct and Ethics described below, the code shall govern.

New Code of Business Conduct and Ethics

On March 22, 2004, our board of directors adopted a Code of Business Conduct and Ethics as required by the rules of the American Stock Exchange and the federal Sarbanes-Oxley Act. Our code is designed to deter wrongdoing and to promote:

We have posted a copy of the code on our corporate website, www.meredithreit.com.

Other Policies

We have authority to offer our securities and to repurchase and otherwise reacquire our securities, and we may engage in those activities in the future. We may also make loans to joint ventures in which we participate to meet working capital needs. We have not engaged in trading, underwriting, agency distribution or sale of securities of other issuers, and we do not intend to do so. We intend to make investments in a manner so that we will not be treated as an investment company under the Investment Company Act of 1940.

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At all times, we intend to make investments in a manner to be consistent with the requirements of the Internal Revenue Code for us to qualify as a REIT unless, because of changing circumstances or changes in the Internal Revenue Code or in applicable regulations, the board of directors decides that it is no longer in our best interests to qualify as a REIT and obtains the necessary approval of the holders of a majority in voting power of the outstanding shares of our capital stock at a meeting of stockholders called for that purpose.

Competition

The real estate business is highly competitive. Our properties compete for tenants with similar properties located in the same markets primarily on the basis of location, rent charged, suitability, services provided and the design and condition of improvements. This competition could harm our ability to lease our properties and could negatively affect the rents we charge. We also compete with other real estate investors for real estate investment opportunities. These real estate investors may include other REITs, life insurance companies, pension trusts, trust funds, partnerships and individual investors, many of whom have greater resources than we do. This competition could negatively affect our ability to expand our property portfolio with desirable properties.

Employees

As of December 31, 2003, we had four full time employees. None of these employees is covered by any collective bargaining agreements.

Company Website

To view links to our current and periodic reports free of charge, please go to our website at www.meredithreit.com. We make these postings as soon as reasonably practicable after our filings with the SEC.

Tax Status

We believe we are organized and operate so as to qualify as a real estate investment trust, or REIT, under Sections 856-860 of the Internal Revenue Code of 1986, as amended. We have elected to be taxed as a REIT for federal income tax purposes, which requires, among a number of other organizational and operational requirements, that we distribute at least 90% of our taxable income (excluding capital gains) to our stockholders. If we fail to qualify as a REIT, our taxable income may be subject to income tax at regular corporate rates.

Investment Properties

See Items 2, 7 and 8 in this annual report for a description of our individual properties and significant developments during the year with respect to these properties. See Item 15 (d), Schedule III (Real Estate and Accumulated Depreciation), for additional information about our properties, including locations, cost and encumbrances.

Industry Segments

We have one reportable segment- real estate. We do not have foreign operations and our business is not seasonal. Statement of Financial Accounting Standard No. 131 (“SFAS No. 131”) establishes standards for the way that public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about operating segments in interim financial reports issued to stockholders. See “Notes to Consolidated Financial Statements” which are part of this annual report, for further discussion.

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Insurance

We carry (or require our tenant to carry on our behalf) comprehensive general liability, fire, extended coverage and rental loss insurance on all of our properties, with policy specifications, insured limits and deductibles customarily carried for similar properties. We intend to carry similar insurance with respect to our properties under construction, but with appropriate exceptions given the nature of these properties.

The Terrorism Risk Insurance Act of 2002 was signed into law on November 26, 2002. The law provides that losses resulting from certified acts of terrorism will be partially reimbursed by the United States after the insurance company providing coverage pays a statutory deductible. The law also requires that the insurance company offer coverage for terrorist acts for an additional premium. Our policies in effect during 2002 and 2003 did not exclude coverage for terrorist acts and we paid no additional premium for coverage under the Terrorism Risk Insurance Act of 2002, although we may pay additional amounts in the future for such coverage.

We believe that our properties are adequately covered by insurance. There are, however, some types of losses (such as losses arising from civil unrest or acts of war) that are not generally insured because they are either uninsurable or not economically insurable. We do not carry flood and earthquake insurance for our properties, nor do we carry insurance coverage for environmental liabilities. If an uninsured loss or a loss in excess of insured limits occurs, we could lose our capital invested in a property, as well as the anticipated future revenues from the property, and we would continue to be obligated on any mortgage indebtedness or other obligations related to the property. Any loss of that kind would adversely affect us.

RISK FACTORS THAT MAY AFFECT FUTURE RESULTS

Stockholders should carefully consider the risks described below. These risks are not the only ones we face. Additional risks not presently known to us or that we currently consider immaterial may also materially impair our business operations and hinder financial performance, including our ability to pay dividends to our stockholders.

Risks Due to Investment in Real Estate

Decreased yields from an investment in real property may result from factors that may cause a decrease in revenues or values or an increase in operating expenses.

Real property investments are subject to varying degrees of risk. The yields available from equity investments in real estate depend upon the amount of revenues generated and expenses incurred. If our properties do not generate revenues sufficient to meet operating expenses, debt service and capital expenditures, our results of operations and ability to pay dividends to stockholders and to pay amounts due on our debt will be adversely affected. The performance of the economy in each of the areas in which the properties are located can affect occupancy, market rental rates and expenses, which in turn can affect the revenues from the properties and their underlying values. The financial results of major local employers may also affect the revenues and value of some properties. Other factors include:

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Our tenants may go bankrupt.

Our tenants may file for bankruptcy protection or become insolvent in the future. Currently, one of our tenants has filed for bankruptcy protection. We cannot evict a tenant solely because of its bankruptcy. A court might authorize the tenant to reject and terminate its lease with us. The bankruptcy court rejected our lease with one tenant in our Fresno property and the tenant vacated the premises in November 2003. When a lease is terminated by the bankruptcy court, our claim against the bankrupt tenant for unpaid, future rent would be subject to a statutory cap that might be substantially less than the remaining rent actually owed under the lease, and, even so, our claim for unpaid rent would likely not be paid in full.

Our tenants may not renew their leases.

We cannot predict whether current tenants will renew their leases upon the expiration of their terms or whether current tenants will attempt to terminate their leases before they expire. Because the tenants in our Irvine and Tustin properties are either subletting the property or not fully using the property for their operations, and they may be less likely to re-lease the properties when the leases expire or may re-lease a smaller space. Further, the lease for our two Sacramento properties (717 and 721 West Del Paso Road) now expires in July 2004, and we do not expect our current tenant will renew the lease beyond July of 2004, if at all. If we are unable to promptly sell significant vacant properties or re-lease or renew the leases for them, or if the rental rates upon such renewal or re-leasing are significantly lower than expected rates, then our ability to pay dividends to stockholders and to pay amounts due on our debt may be adversely affected.

We may be unable to lease vacant space in our properties.

To lease vacant space, we may need to pay substantial leasing commissions and renovation costs. We may acquire properties that are not fully leased, and the cash flow from existing operations may be insufficient to pay the operating expenses and debt service associated with those properties until they are fully leased. Operating costs, including real estate taxes, insurance and maintenance costs, and mortgage payments, if any, do not, in general, decline when circumstances cause a reduction in income from a property from a vacancy or other reason. In addition, many of our leases are “triple-net” leases, i.e., the tenant is responsible for property taxes, insurance and maintenance. If the tenant no longer leases the property for any reason, we, and not the tenant, must bear those costs. We could sustain a loss as a result of foreclosure on the property if a property is mortgaged to secure payment of indebtedness and we are unable to meet our mortgage payments. As a result, our ability to pay dividends to our stockholders could be adversely affected.

Investments in newly acquired properties may not perform as we expect.

In the normal course of business, we typically evaluate potential acquisitions, enter into non-binding letters of intent, and may, at any time, enter into contracts to acquire and may acquire additional properties. We can give no assurance, however, that we will have the financial resources to make suitable acquisitions or that properties that satisfy our investment policies will be available for acquisition. The acquisition of property entails risks that investments will fail to perform in accordance with expectations. Those risks may include financing not being available on favorable terms or at all. Estimates of the costs of improvements to bring an acquired property up to standards established for the market position intended for that property might prove inaccurate. Although we evaluate the physical condition of each new property before we acquire it, we may not detect some defects or necessary repairs until after we acquire the property. This could significantly increase our total acquisition cost, which could have a material adverse effect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt.

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The value of our property interests depends on conditions beyond our control.

General and local economic conditions, neighborhood values, competitive overbuilding, weather, casualty losses and other factors beyond our control may adversely affect real property income and capital appreciation. We are unable to determine the precise effect, if any, the performance of the worldwide or U.S. economies will have on us or on the value of our common stock.

The lack of liquidity of real estate may reduce economic returns to investors.

Because real estate investments are relatively illiquid, our ability to adjust our portfolio in response to changes in economic or other conditions is somewhat limited. Additionally, the Internal Revenue Code places certain limits on the number of properties a REIT may sell without adverse tax consequences. To effect our current operating strategy, we will seek to raise funds, both through outside financing and through the orderly disposition of assets that no longer meet our investment criteria. Depending upon interest rates, current acquisition opportunities and other factors, generally we will reinvest the proceeds in suburban office, retail shopping center and light industrial properties, although we may use those proceeds for other purposes.

We may be unable to reinvest in attractive properties, which may affect our returns to stockholders.

In the markets we have targeted for future acquisition of properties, there is considerable buying competition from other real estate companies, many of whom may have greater resources, experience or expertise than we do. In many cases, this competition for acquisition properties has resulted in an increase in property prices and a corresponding decrease in property yields. We can give no assurances that we can reinvest the proceeds realized from the disposition of assets into new assets that will produce economic returns comparable to those being realized from the properties disposed of, or that we will be able to acquire properties meeting our investment criteria. To the extent that we are unable to reinvest those proceeds, or if the properties we acquire with those proceeds produce a lower rate of return than the properties we disposed, those results may have a material adverse effect on us.

If we are unable to reinvest sales or refinancing proceeds as quickly as we expect, our returns to stockholders may be adversely affected.

A delay in reinvestment of sales or refinancing proceeds may have a material adverse effect on us. We may seek to structure future dispositions as tax-free exchanges, where appropriate, using the non-recognition provisions of Section 1031 of the Internal Revenue Code to defer income taxation on the disposition of the exchanged property. For an exchange to qualify for tax-free treatment under Section 1031 of the Internal Revenue Code, we must meet certain technical requirements. Given the competition for properties meeting our investment criteria, it may be difficult for us to identify suitable properties within the required time frames to meet the requirements of Section 1031.

Substantial competition among properties and real estate companies may adversely affect our rental revenues and acquisition opportunities.

All of our properties are located in developed areas where we face substantial competition from other properties and from other real estate companies who may develop or renovate competing properties. The number of competitive properties and real estate companies could have a material adverse effect on our ability to rent our properties, the rents we charge and our acquisition opportunities. The activities of

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these competitors could cause us to pay a higher price for a new property than we otherwise would have paid or may prevent us from purchasing a desired property at all, which could have a material adverse effect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt.

Our geographic concentration of properties in California and Georgia may adversely affect us.

Our portfolio is located entirely in California and Georgia. Economic conditions in, and other factors relating to, California and Georgia, including supply and demand for properties, zoning and other regulatory conditions and competition from other properties, could adversely affect our performance. In that regard, these regions have in the past experienced economic recessions and depressed conditions in the local real estate markets. To the extent general economic or social conditions in any of these areas deteriorate or any of these areas experiences natural disasters, the value of the portfolio, our results of operations and our ability to pay dividends to stockholders and to pay amounts due on our debt could be materially adversely affected.

We depend on single tenants in many of our properties, and some of them represent a significant percentage of our revenues.

Many of our properties are leased to a single tenant, and some of these single tenant properties are individually significant to our total revenue. In the year ended December 31, 2003, the tenant in our Tustin property, Safeguard Business Systems, Inc. accounted for nearly 9% of our total rental revenue, including discontinued operations. Further, the California Independent System Operator Corporation, a tenant in our Folsom property directly accounted for over 6% of our total rental revenue, including discontinued operations. That tenant also subleases space from another tenant in our Folsom property that accounted for another 3% of our total rental revenue, including discontinued operations. A tenant may attempt to terminate its lease before its scheduled term, or we may be unable to renew the lease with the tenant. In that event, we may be unable to re-lease the space to another anchor tenant of similar or better quality upon expiration of the current lease on similar or better terms, and we could experience material adverse consequences such as higher vacancy rates, re-leasing on less favorable economic terms and reduced net income. Similarly, if one or more of our single tenants goes bankrupt, we could experience material adverse consequences like those described above. There can be no assurance that our sole tenants will renew their leases when they expire or will be willing to renew on similar economic terms.

Northlake Festival represents approximately 50% of our revenues.

The Northlake Festival property accounted for approximately 50% of our total rental revenues, including discontinued operations. If economic conditions in the area of Northlake Festival become depressed and the performance of that center is adversely affected, our overall financial condition and results of operations will be adversely affected as well.

Construction and development risks could adversely affect our profitability.

We currently are renovating some of our properties and may in the future renovate or build other properties, including tenant improvements required under leases. Further, in March 2003, we acquired undeveloped land and intend to build an approximately 30,000 square foot shopping center on the land. We may incur renovation or development costs for a property that exceed our original estimates due to increased costs for materials or labor or other costs that are unexpected. We also may be unable to complete renovation or development of a property on schedule, which could result in increased debt

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service expense or construction costs and loss of rents until the property is ready for occupancy. Additionally, the time required to recoup our renovation and construction costs and to realize a return, if any, on such costs can often be lengthy.

We may be unable to implement our growth strategy and may fail to identify, acquire or integrate new acquisitions.

Our future growth will be dependent upon a number of factors, including our ability to identify acceptable properties for acquisition, complete acquisitions on favorable terms, successfully integrate acquired properties and obtain financing to support expansion. We can give no assurances that we will be successful in implementing our growth strategy, that growth will indeed occur at all or that any expansion will improve operating results. The failure to identify, acquire and integrate new properties effectively could have a material adverse affect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt. We intend to acquire properties that meet our investment criteria. Acquisitions of properties entail risks that investments will fail to perform in accordance with expectations. Estimates of the costs of improvements to bring an acquired property up to standards established for the market position intended for that property may prove inaccurate.

We may suffer uninsured and underinsured losses, and our insurance coverage may be limited.

We carry (or require our tenants to carry on our behalf) liability, fire, extended coverage and rental loss insurance on our properties. This insurance has policy specifications, limits and deductibles. We do not carry flood and earthquake insurance for our properties. In addition, some types of extraordinary losses (such as those resulting from civil unrest or acts of war) are not generally insured (or fully insured against) because they are either uninsurable or not economically insurable. In addition, we do not carry insurance coverage for environmental liabilities. If an uninsured or underinsured loss occurs to a property, we could be required to use our own funds for restoration or lose all or part of our investment in, and anticipated revenues from, the property and would continue to be obligated on any mortgage indebtedness on the property. Any loss of that nature could have a material adverse effect on us and our ability to pay dividends to stockholders and pay amounts due on our debt.

Adverse changes in laws may affect our potential liability relating to the properties and our operations.

Increases in real estate taxes and income, service and transfer taxes cannot always be passed through to tenants in the form of higher rents (or charges on triple-net leases), and may adversely affect our cash available for distribution and our ability to pay dividends to stockholders and to pay amounts due on our debt. Similarly, changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions, as well as changes in laws affecting construction and safety requirements, may result in significant unanticipated expenditures, which could have a material adverse effect on us and our ability to pay dividends to stockholders and pay amounts due on our debt.

Compliance with laws benefiting disabled persons may increase our costs and adversely affect our performance.

A number of federal, state and local laws (including the Americans with Disabilities Act) and regulations may require modifications to existing buildings or restrict certain renovations by requiring improved access to such buildings by disabled persons and may require other structural features that add to the cost

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of buildings under construction. Legislation or regulations adopted in the future may impose further burdens or restrictions on us with respect to improved access by disabled persons. The costs of compliance with these laws and regulations may be substantial, and restrictions on construction or completion of renovations may limit implementation of our investment strategy in certain instances or reduce overall returns on our investments, which could have a material adverse effect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt. We are a defendant in one California civil lawsuit in which the plaintiffs have alleged violations of the Americans with Disabilities Act, and we cannot determine the likelihood of an unfavorable outcome or range of potential loss, if any.

We may have liability under environmental laws.

Under federal, state and local environmental laws, ordinances and regulations, we may be required to investigate and clean up the effects of releases of hazardous or toxic substances or petroleum products at our properties, regardless of our knowledge or responsibility, simply because of our current or past ownership or operation of the real estate. Thus, we may have liability with respect to properties we have already sold. If unidentified environmental problems arise, we may have to take extensive measures to remediate the problems, which could adversely affect our cash flow and our ability to pay dividends to our stockholders because:

These costs could be substantial and in extreme cases could exceed the value of the contaminated property. The presence of hazardous or toxic substances or petroleum products and the failure to properly remediate that contamination may materially and adversely affect our ability to borrow against, sell or rent an affected property. In addition, applicable environmental laws create liens on contaminated sites in favor of the government for damages and costs it incurs in connection with a contamination.

We face particular environmental risks related to asbestos.

Environmental laws also govern the presence, maintenance and removal of asbestos. Those laws require that owners or operators of buildings containing asbestos:

Those laws may impose fines and penalties on building owners or operators who fail to comply with these requirements and may allow others to seek recovery from owners or operators for personal injury associated with exposure to asbestos fibers. Some of our properties are located in urban, industrial and previously developed areas where fill or current or historic industrial uses of the areas may have caused site contamination.

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Recently, there has been an increasing number of lawsuits against owners and managers of properties alleging personal injury and property damage caused by the presence of mold in real estate. Some of these lawsuits have resulted in substantial monetary judgments or settlements. Our insurance policy presently in effect does not exclude mold related claims; however, we cannot assure you that we will be able to obtain coverage in the future for such claims or at a commercially reasonable price. The presence of significant mold could expose us to liability from tenants and others if property damage, health concerns, or allegations thereof, arise.

Our environmental due diligence may be inadequate.

Our policy is to retain independent environmental consultants to conduct Phase I environmental site assessments and asbestos surveys of properties we intend to acquire. These assessments generally include a visual inspection of the properties and the surrounding areas, an examination of current and historical uses of the properties and the surrounding areas and a review of relevant state, federal and historical documents, but they do not involve invasive techniques such as soil and ground water sampling. Where appropriate, on a property-by-property basis, we may have these consultants conduct additional testing, including sampling for asbestos, for lead in drinking water, for soil contamination where underground storage tanks are or were located or where other past site usages create a potential environmental problem, and for contamination in groundwater. Notwithstanding these environmental assessments, we still face the risk that:

We may acquire properties that are subject to liabilities for which we have no recourse, or only limited recourse, against the seller.

These liabilities can include:

If we are required to spend time and money to deal with these claims, our intended returns from the affected property may be materially reduced.

Risks Due to Real Estate Financing

We have a significant amount of indebtedness. As of December 31, 2003, we had total assets of $57,377,365, total secured indebtedness of $38,486,516, total liabilities of $39,546,341 and a debt-to-total assets ratio of 69%, using amounts calculated on the basis of generally accepted accounting principles. Because this calculation method reflects accumulated depreciation and does not reflect any appreciation of the properties beyond their cost, it may result in assets being valued at less than their fair market values as determined by the board of directors. Further, this calculation excludes the effects, if any, of the ground lease on the Northlake Festival property.

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We anticipate that future acquisitions and properties we develop, if any, will be financed under a line of credit, construction loans, other forms of secured or unsecured financing or through our issuing additional debt or equity. We expect to review periodically our financing options regarding the appropriate mix of debt and equity financing. Equity, rather than debt, financing of future acquisitions could have a dilutive effect on the interests of our existing stockholders.

Increased debt and leverage can reduce cash available for distribution and cause losses.

Using debt, whether with recourse to us generally or only with respect to a particular property, to acquire properties creates an opportunity for increased net income, but at the same time creates risks. We use debt to fund investments only when we believe it will enhance our risk-adjusted returns. We cannot be sure, however, that our use of leverage will prove to be beneficial. Additional leverage may:

Any of the foregoing could have a material adverse effect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt.

We may be unable to renew, repay or refinance our debt financing.

We are subject to the normal risks associated with debt financing, including the risk that our cash flow will be insufficient to meet required payments of principal and interest, the risk that we will not be able to renew, repay or refinance our debt when it matures or that the terms of any renewal or refinancing will not be as favorable as the existing terms of that debt. During 2004, four of our loans are scheduled to mature, totaling approximately $5,900,000. In many of the mortgage notes on our properties, the mortgage payment terms do not fully amortize the loan balance, and a balloon payment of the balance will be due upon its maturity. If we are unable to refinance our indebtedness on acceptable terms, or at all, we might be forced to dispose of one or more of the properties on disadvantageous terms, which might result in losses to us. Those losses could have a material adverse effect on us and our ability to pay dividends to stockholders and pay amounts due on our debt. Furthermore, if a property is mortgaged to secure payment of indebtedness and we are unable to meet mortgage payments, the mortgagee could foreclose upon the property, appoint a receiver and receive an assignment of rents and leases or pursue other remedies, all with a consequent loss of our revenues and asset value. Foreclosures could also create taxable income without accompanying cash proceeds, thereby hindering our ability to meet the REIT distribution requirements of the Internal Revenue Code.

The cost of our indebtedness may increase due to rising interest rates.

We have incurred and may in the future again incur debt that bears interest at a variable rate. As of December 31, 2003, we have one note payable in the amount $1,500,000 that bears interest at a variable rate. If we are successful in obtaining a construction loan for the development and construction of our Garden Grove shopping center, that loan may bear interest at a variable rate. Accordingly, increases in interest rates would increase our interest costs, which could have a material adverse effect on us and our ability to pay dividends to stockholders. In addition, an increase in market interest rates may lead holders of our common shares to expect a higher dividend yield, which could adversely affect the market price of our common stock.

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We may incur additional debt and related debt service.

We intend to fund the acquisition of additional properties partially through borrowings and from other sources such as sales of properties that no longer meet our investment criteria or the contribution of property to joint ventures or other financing methods. Unlike our previous certificate of incorporation and bylaws, our new organizational documents do not limit the amount of debt that we may incur.

If we incur additional debt, the agreement governing our debt could contain various covenants that limit our discretion in the operation of our business.

Any additional debt we incur will be governed by an agreement with our lenders. Typically, these types of agreements contain various provisions that could limit our discretion in the operation of our business by restricting our ability to:

Further, the loan documents from our August 5, 2002 refinancing contain “cross-collateral” provisions. If one of the loans is in default and the lender forecloses on the property securing that loan, and the proceeds from the foreclosure are not sufficient to repay the defaulted loan in full, the lender can foreclose upon one or more of the other properties to recover the loan. Previously, we had no such cross-collateral provisions in our loans. In addition, the land we hold for development also secures the loan on our Banco Popular property in Garden Grove.

If we are unable to pay our obligations to our secured lenders, they could proceed against any or all of the collateral securing our indebtedness to them. In addition, a breach of the restrictions or covenants contained in our loan documents could cause an acceleration of our indebtedness. We may not have, or be able to obtain, sufficient funds to repay our indebtedness in full upon acceleration.

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Risks Related to our Stock

The market value of our common stock could decrease based on our performance and market perception and conditions.

Our common stock has been listed on the American Stock Exchange since October 31, 2002. Trading volumes to date have been relatively light, and the market price may not reflect the fair market value of our common stock at any particular moment. Stockholders are cautioned that prior sales data do not necessary indicate the prices at which our common stock would trade in a more active market. The market value of our common stock may be based primarily upon the market’s perception of our growth potential and current and future cash dividends, and may be secondarily based upon the real estate market value of our underlying assets. The market price of our common stock can also be influenced by the dividend on our common stock relative to market interest rates. Rising interest rates may lead potential buyers of our common stock to expect a higher dividend rate, which would adversely affect the market price of our common stock. In addition, the value of our common stock could be adversely affected by general market conditions or market conditions of real estate companies in general.

We cannot assure stockholders that we will be able to make future dividend payments at any particular rate, or at all.

While we have declared quarterly dividends on our common stock regularly in the past, the declaration and payment of dividends is subject to the discretion of our board of directors. Any determination as to the payment of dividends, as well as the level of those dividends, will depend on, among other items, our financial results and condition, general economic and business conditions, our strategic plans and contractual, legal and regulatory restrictions on our ability to pay dividends. During 2002 and the first six months of 2003, the total of dividends based on our quarterly dividend rate of $0.30 per share of common stock and scheduled principal amortization on notes payable exceeded our net cash provided by operating activities (excluding changes in operating assets and liabilities). To address this shortfall, we used proceeds from sales of properties and existing cash balances. On September 30, 2003, our board of directors reduced the dividend for the quarter ended September 30, 2003 to $0.25 per share, and we have subsequently paid dividends at the $0.25 per share rate. We cannot assure stockholders that we will maintain this quarterly dividend level or that we will pay dividends in any future period.

We may change some of our policies without obtaining the approval of our stockholders.

Our board of directors determines some of our operating and financial policies, including our policies with respect to acquisitions, growth, operations, leverage, capitalization and dividends. Accordingly, stockholders will have little direct control over these policies.

Additional issuances of equity securities may be dilutive to current stockholders.

The interests of our existing stockholders could be diluted if we issue additional equity securities to finance future developments and acquisitions instead of incurring additional debt. Our ability to execute our business strategy depends on our access to an appropriate blend of debt financing, which could include a line of credit and other forms of secured and unsecured debt, equity financing, including common and preferred equity, or joint ventures.

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Provisions that Could Limit a Change in Control or Deter a Takeover

Restrictions in our organizational documents and Delaware law could limit a change in control or deter a takeover.

A number of the provisions in our certificate of incorporation and bylaws have or may have the effect of deterring a takeover of the company. These provisions include:

In addition, Section 203 of the Delaware General Corporation Law provides, in relevant part, that the corporation shall not engage in any business combination for a period of three years following the time on which such stockholder first becomes an “interested stockholder” unless

These provisions may prevent our stockholders from receiving the benefit from any premium to the market price of our common stock offered by a bidder in a takeover context. Even in the absence of a takeover attempt, the existence of these provisions may adversely affect the prevailing market price of our common stock if they are viewed as discouraging takeover attempts in the future. These provisions may facilitate management entrenchment that may delay, defer or prevent a change in our control, which may not be in the best interests of our stockholders.

Change of control agreements could deter a change of control.

We have entered into change of control agreements with Mr. Meredith, our President, Chairman and Chief Executive Officer and Mr. Wingard, our Chief Financial Officer providing for the payment of money to them upon the occurrence of a change of control, as defined in these agreements. If, within one year following a change of control, either Mr. Meredith or Mr. Wingard resigns or is terminated, we will make a severance payment equal to a portion of the executive’s base salary, his average bonus over last three years and medical and other benefits. Based upon their current salaries and benefit levels, this provision would result in payments totaling at least $200,000 to Mr. Meredith and $125,000 to Mr. Wingard. The agreements with Mr. Meredith and Mr. Wingard may deter changes of control because of the increased cost for a third party to acquire control of us, thus limiting the opportunity for stockholders to receive a premium for our common stock over then-prevailing market prices.

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Tax Risks

Although we believe we are organized and are operating so as to qualify as a REIT under the Internal Revenue Code, we cannot give assurances that we have in fact operated or will be able to continue to operate in a manner so as to qualify or remain so qualified.

We may incur tax liabilities as a consequence of failure to qualify as a REIT.

Qualification as a REIT involves both the application of highly technical and complex Internal Revenue Code provisions for which there are only limited judicial or administrative interpretations and the determination of various factual matters and circumstances not entirely within our control. For example, to qualify as a REIT in 2003, at least 95% of our taxable gross income in any year must be derived from qualifying sources and we must pay dividends to stockholders aggregating annually at least 90% of our REIT taxable income (excluding net capital gains). Thus, to the extent revenues from non-qualifying sources represent more than 5% of our gross income in any taxable year, we will not satisfy the 95% income test and may fail to qualify as a REIT, unless certain relief provisions apply. Even if those relief provisions apply, a tax would be imposed with respect to excess net income, which could have a material adverse effect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt. We cannot give assurances that new legislation, new regulations, administrative interpretations or court decisions will not change the tax laws with respect to qualification as a REIT or the federal income tax consequences of such qualification. If we fail to qualify as a REIT, we will be subject to federal income tax (including any applicable alternative minimum tax) on our taxable income at corporate rates, which would likely have a material adverse effect on us and our ability to pay dividends to stockholders and to pay amounts due on our debt. In addition, unless entitled to relief under certain statutory provisions, we would also be disqualified from treatment as a REIT for the four taxable years following the year during which REIT qualification is lost. This treatment would reduce funds available for investment or distributions to stockholders because of the additional tax liability to us for the year or years involved. In addition, we would no longer be required to make, and indeed may not make, distributions to stockholders. To the extent that distributions to stockholders would have been made in anticipation of qualifying as a REIT, we might be required to borrow funds or to liquidate certain investments to pay the applicable tax. Further, to maintain our real estate investment trust status, we may borrow funds on a short-term basis to meet the real estate investment trust distribution requirements, even if the then-prevailing market conditions are not favorable for these borrowings.

Gain on disposition of assets deemed held for sale in the ordinary course is subject to 100% tax.

We currently are attempting to sell four of our properties. If we sell any of our properties, the Internal Revenue Service may determine that the sale is a disposition of an asset held primarily for sale to customers in the ordinary course of a trade or business. Gain from this kind of sale generally will be subject to a 100% tax. Whether an asset is held “primarily for sale to customers in the ordinary course of a trade or business” depends on the particular facts and circumstances of the sale. Although we will attempt to comply with the terms of safe-harbor provisions in the Internal Revenue Code prescribing when asset sales will not be so characterized, we cannot assure stockholders that we will be able to do so.

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General

In addition to the information in this Item 2, additional information on our properties and encumbrances is contained in our financial statements under Item 3, Item 8 and in Schedule III (financial statement schedule) under Part IV, Item 15 (d) in this annual report. As of December 31, 2003 and 2002, all of our properties were located in California and Georgia.

Since 2001, we have evaluated the properties in our portfolio on an ongoing basis to determine whether continued ownership of any specific property is consistent with our strategic plan, or we believed that future appreciation prospects were limited relative to other opportunities. In addition, in some cases, we have sold properties that we have not previously designated as held for sale because we believed the sale would be advantageous in that specific situation. As of January 2002, we designated seven properties “held for sale”: Fresno; Huntington Beach; Roseville; Riverside; Vacaville; and two Sacramento properties (717 and 721 West Del Paso Road). We sold the Huntington Beach property in April 2002 and the Corona property in September 2002. We sold the Vacaville property in August 2003. On September 30, 2003, we designated the Chino property as held for sale and removed the Roseville property from the held for sale category. In November 2003, we sold the Chino property. In December 2003, we sold the Cerritos property.

Based on appraisals and holding periods, we determined in conjunction with the Advisor, that the total expected future cash flows from operations and the ultimate disposition of six properties were less than their carrying values at September 30, 2001. As a result, we recorded an impairment loss totaling $3,800,000, primarily related to the Riverside and Vacaville properties, in that quarter, measured as the amount by which the carrying amounts of the assets exceeded their aggregate fair value.

Property taxes on our properties are assessed on asset values based on the valuation method and tax rate used by the respective jurisdiction. During 2003, the rates were approximately 1.1%, and in many cases, those taxes were paid directly by the tenant, in accordance with the lease.

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A summary of our properties follows:

Meredith Enterprises, Inc.

Summary of Properties Owned

December 31, 2003

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A discussion of circumstances in specific properties follows:

Fresno

In January 2003, the tenant occupying 6,000 of the 8,915 square feet of the property, Wherehouse Entertainment, Inc. filed for bankruptcy protection. Wherehouse vacated the premises in November 2003, and in the bankruptcy proceedings we have pursued claims for future rent owed, although there can be no assurance we will be successful. We are seeking a new tenant.

Ontario

Our tenant, Adelphia Communications, Inc. has filed for bankruptcy protection. Presently, the rent is current. Certain companies have claimed amounts due for remodeling work and other work ordered by Adelphia on our property. These companies have filed mechanics liens on our property. We have not yet determined the validity of these liens, and there may be defenses to these claims. If our lease with Adelphia is affirmed in the bankruptcy proceeding, then Adelphia would be responsible for the discharge of these claims. If our lease with Adelphia is not affirmed in the bankruptcy proceeding, and the bankruptcy proceedings do not fully pay these creditors, then we would be responsible for these claims to the extent they are valid, if at all.

Riverside

The tenant has sublet the property and remains liable under the lease, which expires on September 30, 2005. We do not believe the current tenant will renew the lease upon expiration. If we are successful in obtaining new tenant upon the expiration of the existing lease, we believe the rental payments are likely to be lower than under the current lease. In September 2001, we amended the lease to, among other items, accelerate the lease expiration to September 30, 2005 and to reduce the monthly payments. Further, we agreed to accept certain of the tenant’s assets in satisfaction of unpaid rent and late charges totaling approximately $287,000.

Sacramento (Horn Road)

In April 2003, we executed two new leases: one with the previous tenant, Laufen International, Inc., for approximately 32,000 square feet; and a separate lease with Laufen’s previous subtenant. Under the previous lease, Laufen International, Inc., leased the entire 48,000 square feet and sublet approximately one-half the space.

Sacramento (717 and 721 W. Del Paso Road)

In 2003, we extended the term of the lease to March 31, 2004, and we have subsequently extended the term to July 31, 2004, when we expect the tenant to vacate the premises.

Tustin

The tenant has sublet the entire property and remains liable under the lease.

Atlanta – Northlake Festival

We acquired the Northlake Festival Shopping Center in October 2002. It is currently approximately 97% occupied. Tenants include Toys “R” Us, OfficeMax, PETsMART, Haverty’s and Bally Total Fitness. During 2003, we completed significant work to improve the property, including painting and new monument signage. Two tenants, AMC Theaters and Michael’s, which occupy 26,900 and 16,056 square feet of the property, respectively, have vacated the premises but continue to pay rent. In addition, we anticipate Kids “R” Us will vacate the 13,493 square feet it leases, while remaining liable under the lease, on or before June 2004. The lease with AMC Theaters expires in May 2004, and we are evaluating various options to re-lease the space, including renovation for a different usage, and we anticipate such a renovation would involve significant costs. The land is owned by an unrelated third party and is subject to a separate ground lease that extends through 2057. See “Notes to Consolidated Financial Statements” which are part of this annual report, for further discussion of amounts due the ground lessor.

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Significant Tenants

During 2003, no single tenant represented 10% or more of our total rental revenue including discontinued operations, although one tenant accounted for 9%. In 2002 and 2001, a portion of our rental revenue was earned from tenants whose individual rents represented more than 10% of our total rental revenue including discontinued operations. Tenants representing 10% or more of our total rental revenue (including discontinued operations) for the year ended December 31, 2002 were as follows:

Safeguard (Tustin) accounted for 15% of our total rental revenue;

Tycom (Irvine) accounted for 13% of our total rental revenue;

California Independent System Operator (Folsom) accounted for 12% of our total rental revenue; and

Adelphia Communications, Inc. (Ontario) accounted for 10% of our total rental revenue.

Tenants representing 10% or more of our total rental revenue (including discontinued operations) for the year ended December 31, 2001 were as follows:

Safeguard (Tustin) accounted for 14% of our total rental revenue; and

Tycom (Irvine) accounted for 12% of our total rental revenue.

Headquarters

We currently lease our 1,080 square foot headquarters at 3000 Sand Hill Road, Building 2, Suite 120, Menlo Park, California, 94025 under a lease dated February 1, 2003 for a two-year period for approximately $7,000 per month. We previously subleased office space on a month-to-month basis for $2,000 per month. In addition, during 2001, the Advisor provided us office space and other office services at 5933 West Century Blvd., Suite 900, Los Angeles, California, 90045 for $2,000 per month. We have continued to use this office space to the present at no cost after the Advisor terminated its advisory and management agreements with us in March 2002.

We are a defendant in a lawsuit entitled John Lonberg; Ruthee Goldkorn v. Sanborn Theaters, Inc. and So-Cal Cinema, Inc.; Salts, Troutman and Kaneshiro, Inc.; West Coast Realty Investors, Inc., in the U.S. District Court for the Central District of California (Case #CV-97-6598AHM(JGx)). We were added as a defendant in the plaintiff’s First Amended Complaint filed May 7, 1998.

The plaintiffs alleged violations of the federal Americans with Disabilities Act and the California Unruh Civil Rights Act with respect to their movie-going experiences, including inadequate physical accommodations for individuals with disabilities and insensitive theater personnel. Sanborn Theaters, Inc (“Sanborn”) is the tenant and theater operator. Salts, Troutman and Kaneshiro, Inc. is the architect who designed the theater and its interiors.

The plaintiffs seek actual damages of $1,000 for each violation of law; three times actual damages; and attorney’s fees, expenses and costs. The plaintiffs also seek mandatory injunctive relief requiring the defendants to reconfigure the theater.

The plaintiffs have agreed to dismiss their claims under the Unruh Civil Rights Act.

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The U.S. Department of Justice, Civil Rights Division (“DOJ”) filed a Motion to Intervene in the case on March 1, 1999. DOJ has sued Sanborn only, and preliminary discussions have been held between the DOJ and Sanborn. Sanborn intends to vigorously defend against the DOJ.

We cannot determine the likelihood of an unfavorable outcome or range of potential loss, if any. We believe we have complied with all applicable provisions of law and intend to vigorously defend against the allegations contained in the lawsuit. We believe that the lawsuit will not have a material impact on our continuing operations or overall financial condition.

None.

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PART II

Our common stock was not listed on any stock exchange or over-the-counter market until May 2002 when our common stock was listed on the Over-the-Counter Bulletin Board. On October 31, 2002, we listed our common stock on the American Stock Exchange under the symbol “MPQ.” As of March 12, 2004, there were 975,298 shares of our common stock outstanding and 644 recordholders. The number of recordholders does not include shares held of record by a broker or clearing agency. As of March 12, 2004, the last reported sales price on the American Stock Exchange was $15.75. Stockholders are cautioned that prior sales data should not be used to determine the value of our common stock nor should it be used to anticipate the prices at which our common stock might trade in an active market. All amounts shown are adjusted for our November 15, 2002 one-for-three reverse stock split

During 2003, our board of directors declared and we paid the following dividends:

During 2002, our board of directors declared and we paid the following dividends:

Our board of directors has the authority to pay dividends based on such considerations as the board of directors may deem necessary. As a REIT, we are required to distribute at least 90% of our taxable income (excluding capital gains) to our stockholders. Even if we determine to pay a dividend or make a distribution on our common stock, there can be no assurance that we will generate sufficient cash flow to pay that dividend, or that we will maintain the current dividend payment levels.

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Please read the following selected financial data in conjunction with the financial statements and related notes and Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations in this annual report. Certain reclassifications have been made to the prior years’ amounts to conform to the presentation of the current year’s financial statements. Also, please see Notes 3 and 11 to the Consolidated Financial Statements included in this annual report for information about discontinued operations, dispositions of properties and our acquisition in October 2002 of the Northlake Festival Shopping Center in Atlanta, Georgia.

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Overview

We are a real estate company engaged in acquiring, owning and managing suburban office, retail shopping center and light industrial properties. We have elected to be taxed as a REIT for federal income tax purposes, which requires, among a number of other organizational and operational requirements, that we distribute at least 90% of our taxable income (excluding capital gains) to our stockholders. From inception to March 31, 2002, we were advised and managed by the Advisor. Since March 31, 2002, we have been self-managed and self-administered.

At December 31, 2003, we had a real estate portfolio of 12 properties, including:

In addition to the above, we own a 2.5 acre parcel of undeveloped land in Garden Grove; we intend to construct a multi-tenant shopping center comprising approximately 30,000 square feet on this parcel. All of our properties are located in California except for one shopping center in Georgia. Until 2002, our business focus was the ownership and operation of suburban office properties and light industrial buildings. We have broadened our focus to include large shopping centers and properties outside of California. We acquired an Atlanta, Georgia shopping center in October 2002 and may pursue other real estate opportunities. Many of our leases are “triple-net” leases where the tenant is responsible for maintenance, taxes and insurance.

Other than our becoming self-managed and self-advised as noted above, the most significant factors affecting our historical financial results are as follows:

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We believe that the following factors and events will pose particular challenges for us in 2004 and beyond. The following statements are forward-looking statements within the meaning of the federal securities laws, and these factors and others are addressed in more detail in Item 1, Business – Risk Factors That May Affect Future Results.

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could terminate the lease. Further, various companies have filed liens against the property for remodeling work ordered by Adelphia. If the bankruptcy court terminates our lease and the payments to the creditors from the bankruptcy proceedings are less than their claims and the liens are indeed valid, then we would be responsible for the obligations.

As a result of property sales in 2003, the purchase of land held for development in 2003, the August 2002 refinancing and the October 2002 purchase of Northlake Festival, as of December 31, 2003, we had total assets of $57,377,365, total secured indebtedness of $38,486,516, total liabilities of $39,546,341 and a debt-to-total assets ratio of 69%, calculated on the basis of generally accepted accounting principles. Because this calculation method reflects accumulated depreciation and does not reflect any appreciation of the properties beyond their cost, it may result in assets being valued at less than their fair market values as determined by the board of directors. Further, this calculation excludes the effects, if any, of the ground lease on the Northlake Festival property.

Results of Operations

2003 Compared to 2002

We adopted SFAS No. 144 as of January 1, 2002 and designated seven California properties as held for sale: Fresno; Huntington Beach; Roseville; Riverside; Vacaville; and two Sacramento properties (717 and 721 West Del Paso Road). We sold the Huntington Beach property in April 2002 and the Corona property in September 2002. We sold the Vacaville property in August 2003. On September 30, 2003, we designated the Chino property as held for sale and removed the Roseville property from the held for sale category. In November and December 2003 we sold our Chino and Cerritos properties, respectively. In accordance with SFAS No. 144, we have restated the prior results of the properties designated as held for sale and the properties we sold as discontinued operations for all periods presented.

Operations for the years ended December 31, 2003 and 2002 represented full quarters of rental operations for all of our properties we classify as continuing operations, except for the Northlake Festival, which we acquired in October 2002, and the Banco Popular property in Garden Grove, which we acquired in June 2003. The four properties designated as held for sale at December 31, 2003 and those properties sold in the three years then ended are included in the line items under “discontinued operations- income from operations” with revenues netted against expenses.

Rental revenue increased by $3,772,499 (96%) for the year ended December 31, 2003, as compared to the year ended December 31, 2002, primarily due to the acquisition of the Northlake Festival property in October of 2002, and its results included for all of 2003 and only for part of 2002.

Interest income decreased by $30,729 (75%) for the year ended December 31, 2003, as compared to the year ended December 31, 2002, due to lower average balances maintained in interest earning assets and lower interest rates.

Interest expense increased by $1,143,628 (77%) for the year ended December 31, 2003, as compared to the year ended December 31, 2002, due to:

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General and administrative costs increased by $197,815 (16%) for the year ended December 31, 2003, as compared to the year ended December 31, 2002. This increase was principally due to higher legal expenses (including amounts related to our defense of the claim by James Prock), the costs of relocating our corporate office and our hiring one new employee and engaging a consultant to perform functions performed by the Advisor in 2002.

Depreciation expense increased by $515,064 (100%) for the year ended December 31, 2003, as compared to the year ended December 31, 2002, due largely to an entire year of depreciation on the Northlake Festival property in 2003 while on only a part of 2002.

Ground rent increased by $686,774 (291%) for the year ended December 31, 2003, as compared to the year ended December 31, 2002, due to an entire year of ground rent on the Northlake Festival property in 2003 while only a part of 2002.

Operating expenses increased by $596,580 (154%) in the year ended December 31, 2003, as compared to the year ended December 31, 2002, due primarily to the addition of Northlake Festival property in October 2002 and including its operating costs for the all of 2003 and only a part of 2002.

Property tax expense increased $309,265 (162%) in the year ended December 31, 2003, as compared to the year ended December 31, 2002, primarily due to an entire year of property tax expense in 2003 related to the Northlake Festival property and only a partial year in 2002.

Discontinued operations- gain on sale of rental real estate held for sale was $2,123,499 in the year ended December 31, 2003 from the sales of the Vacaville, Chino and Cerritos properties. During the year ended December 31, 2002, we recognized a gain of $733,424 from the sales of the Huntington Beach and Corona properties.

Discontinued operations- income from operations decreased by $298,421 (70%) primarily due to a partial year of income for the Huntington Beach and Corona properties in 2002 and no income in 2003. Further, we recorded no income from the Chino property in 2003.

Net income for the year ended December 31, 2003 was $2,442,604, compared to $1,058,306 for the year ended December 31, 2002. This increase was due primarily to the higher gains on sale of properties in 2003, and including the results of the Northlake Festival for all of 2003, and only part of 2002.

The diluted weighted average number of shares outstanding (after adjusting for the November 15, 2002 one-for-three reverse stock split) was 1,002,167 and 975,989 for years ended December 31, 2003 and 2002, respectively. For the reasons explained in the preceding paragraph, net income per share assuming dilution increased to $2.44 for the year ended December 31, 2003 from net income per share of $1.09 for the year ended December 31, 2002.

2002 Compared to 2001

See our discussion above concerning our classification of properties as held for sale, as restated pursuant to FAS 144.

Operations for the years ended December 31, 2002 and 2001 represented full quarters of rental operations for all of our properties we classify as continuing operations, except for the Northlake

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Festival, which we acquired in October 2002. The four properties designated as held for sale during at December 31, 2003 and those properties sold in the three years then ended are included in the line items under “discontinued operations” with revenues netted against expenses.

Rental revenue increased by $1,088,466 (38%) for the year ended December 31, 2002, as compared to the year ended December 31, 2001, primarily due to the acquisition of the Northlake Festival property in October 2002.

Interest income decreased by $12,090 (23%) for the year ended December 31, 2002, as compared to the year ended December 31, 2001, due to lower average balances maintained in interest earning assets and lower interest rates.

Interest expense increased by $509,364 (52%) for the year ended December 31, 2002, as compared to the year ended December 31, 2001, due to:

General and administrative costs increased by $555,792 (79%) principally due to our conversion to a self-advised and self-managed REIT, including the hiring of three employees, legal expenses related to two proxy statements, other general legal issues, securities filing fees and outsourcing functions previously performed by the Advisor.

Depreciation expense increased by $101,887 (25%) for the year ended December 31, 2002, as compared to the year ended December 31, 2001, due largely to the acquisition of the Northlake Festival property in October 2002.

Ground rent was $235,924 in 2002, due to the ground lease for Northlake Festival; there was no ground lease expense in 2001.

Operating expenses increased by $138,354 (55%) in the year ended December 31, 2002, as compared to the year ended December 31, 2001, due the addition of Northlake Festival property in October 2002.

Property tax expense increased $100,836 (112%) in the year ended December 31, 2002, as compared to the year ended December 31, 2001, due the addition of Northlake Festival property in October 2002.

During the quarter ended September 30, 2001, we determined, in conjunction with the Advisor, that the total expected future cash flows from operations and the ultimate disposition of one property was less than its carrying value. Accordingly, we recorded a loss of $371,772 to reduce the property to their fair values, based on current appraisals. We recorded no impairment loss in 2002.

In March 2001, we received $165,053 from Banker’s Standard Insurance Company (“Banker’s Standard”) in partial settlement of a lawsuit regarding Banker’s Standard’s responsibility to defend us in the Market Place Cinema lawsuit. Banker’s Standard is also required to pay the subsequent legal costs of defending this action. We had previously expensed these legal costs, and as a result, we took the proceeds of the settlement into income in March 2001. We had no similar item in 2002.

Discontinued operations- gain on sale of rental real estate held for sale was $733,424 from the sales of the Huntington Beach and Corona properties in 2002. We sold no properties in 2001.

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Discontinued operations- impairment loss was $3,428,228 in 2001; we recorded no impairment loss in 2002. During the quarter ended September 30, 2001, we determined, in conjunction with the Advisor, that the total expected future cash flows from operations and the ultimate disposition of five properties was less than their carrying values. Accordingly, we recorded the impairment loss in 2001 to reduce the properties to their fair values, based on current appraisals.

Discontinued operations- income from operations decreased by $222,125 (34%) primarily due to full years of income for the Huntington Beach and Corona properties in 2001 and a partial year of income from the Vacaville property in 2001. During 2002, we recorded no income from the Vacaville property and income for the partial year owned the Huntington Beach and Corona properties.

Net income for the year ended December 31, 2002 was $1,058,306, compared to a net loss of ($2,522,159) in year ended December 31, 2001. This increase was due primarily to the gain on sale of the Huntington Beach and Corona properties in 2002 and the impairment loss recorded in 2001.

The weighted average number of shares outstanding (after adjusting for the November 15, 2002 one-for-three reverse stock split) was 975,989 and 975,989 for the years ended December 31, 2002 and 2001, respectively. For the reasons explained in the preceding paragraph, net income per share assuming dilution increased to $1.09 in 2002 from a net loss per share of ($2.59) in 2001.

Inflation and changing prices have not had a material effect on our operations.

Our primary source of liquidity to fund distributions, principal payment on notes payable and minor capital expenditures is our cash flows from operating activities. To qualify as a REIT for federal income tax purposes, among other requirements, we must distribute annually at least 90% of our REIT taxable income (excluding capital gains). Accordingly, we currently intend to continue to make, but have not contractually bound ourselves to make, regular quarterly distributions to holders of our common stock. As a policy, we keep cash balances on hand for reserves for unexpected cash requirements. Our primary sources for liquidity to fund asset acquisitions, major capital expenditures and balloon payments on notes payable are refinancing selected existing notes payable and the proceeds from selling selected properties. Further, we may attempt to obtain funding by issuing additional equity either in the form of common stock or through joint ventures.

The following table presents our contractual cash obligations as of December 31, 2003:

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In addition to the payments due in the table above, we also have employment contracts with our two officers.

At December 31, 2003, our total investments in rental real estate and rental real estate held for sale totaled $52,257,472 for the 12 properties we own. In addition, we own a parcel of land held for development valued at $2,691,331. Depending upon the availability and cost of external capital, we anticipate making additional investments in suburban office, retail shopping center and light industrial properties, although we may make other types of investments. We intend to fund new investments from existing cash balances (subject to maintaining reasonable cash reserves), refinancing of selected existing mortgage debt to higher balances and the proceeds from asset sales. We may consider other sources of possible funding, including joint ventures. To increase our financial flexibility, we may obtain a revolving line of credit, although there can be no assurance we will be successful.

During 2004, four of our loans are scheduled to mature, totaling approximately $5,900,000. We anticipate using a combination of existing cash balances, extension of the maturity date, refinancing (including borrowing on unencumbered properties) and or property sales to meet the scheduled maturities. To date, we have paid the balance due on the loan secured by our Ontario property using existing cash balances, and extended the term of the loan secured by our Garden Grove (Banco Popular) property to June 2004 and believe we will be able to extend the maturity date on that loan further. We cannot assure you we will be able to use existing cash balances, extension of the maturity date, refinancing (including borrowing on unencumbered properties) and or property sales to meet the scheduled maturities on the remaining two loans. We do not believe we will be able to use our Ontario property as security for a loan until the bankruptcy court accepts our lease with the tenant (if the lease is accepted at all), and we do not believe that a formal acceptance or rejection of the lease will occur by September 30, 2004. Further, we anticipate the following significant needs for cash during the remainder of 2004 and 2005:

We believe our liquidity and various sources of capital are sufficient to fund operations including capital expenditures and leasing commissions, meet debt service and dividend requirements under the Internal Revenue Code for REIT status and finance future investments, although we cannot assure you we will be successful in obtaining such capital. We believe our properties are in good condition without significant deferred maintenance obligations, and many are leased under “triple-net” leases, which reduce our risk pertaining to excessive maintenance and operating costs. However, we anticipate we will continue to require outside sources of financing to meet our liquidity needs beyond 2003, such as scheduled debt repayments (including balloon payments on our debt) and property acquisitions.

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On September 24, 2002, our stockholders voted to amend and restate our bylaws to, among other items, eliminate the limit on our leverage. Unlike our previous certificate of incorporation and bylaws, these new organizational documents do not limit the amount of debt that we may incur. We have adopted a policy that we shall not incur any additional liabilities if, after giving effect to the additional liabilities, total liabilities would exceed 65% of what the board of directors believes is the fair market value of our portfolio. If we decide to change this policy to increase the percentage of debt we incur above 65% of our overall portfolio fair market value, we will implement the change only after we seek and obtain the approval of the holders of a majority in voting power of our outstanding shares.

Cash Flows in 2003

Our cash resources increased $775,129 during the year ended December 31, 2003. During 2003, cash provided by operating activities was $1,679,790, primarily from net income adjusted for non-cash items such as depreciation and amortization. Investing activities in 2003 resulted in a $2,917,580 source of cash resources primarily from proceeds from the sale of the Vacaville, Chino and Cerritos properties and offset in part by the acquisition of land held for development and related costs and the purchase of the Banco Popular property. For the year ended December 31, 2003 financing activities used $3,822,241, due largely to the payoff of loans secured by properties sold and dividends paid.

Cash Flows in 2002

Our cash resources increased $2,800,096 during the year ended December 31, 2002. During 2002, cash provided by operating activities was $582,910 primarily from net income adjusted for non-cash items such as depreciation and amortization. Investing activities in 2002 resulted in a $905,461 use of cash resources primarily for purchase of the Northlake Festival property and offset by proceeds from the sale of the Huntington Beach and Corona properties. For the year ended December 31, 2002 financing activities provided $3,122,647, due largely to the refinancing of four loans and offset in part by the payoff of loans secured by properties sold, dividends, loan origination fees and principal payments on notes payable secured by rental real estate and notes payable secured by rental real estate held for sale.

Cash Flows in 2001

Our cash resources decreased $124,508 during the year ended December 31, 2001. During 2001, cash provided by operating activities was $2,097,513 primarily from net income adjusted for non-cash items such as depreciation and impairment loss. Investing activities in 2001 resulted in a $178,368 use of cash resources for capital expenditures at our Cerritos and Corona properties. For the year ended December 31, 2001 financing activities used $2,043,653, due largely to dividends totaling $1,610,381 and principal payments on notes payable totaling $466,763.

Critical Accounting Policies

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We evaluate our estimates and assumptions on an ongoing basis based on a combination of historical information and various other assumptions that we believe are reasonable under the particular circumstances. Actual results may differ from these estimates based on different assumptions or conditions. We define critical accounting policies as those that require management’s most difficult, subjective or complex judgments. A summary of our critical accounting policies follows. Additional discussion of accounting policies that we consider significant, including further discussion of the critical accounting policies described below, can be found in the notes to our consolidated financial statements.

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Revenue Recognition. We recognize minimum rents on the straight-line method over the terms of the leases, as required under Statement of Financial Accounting Standard No. 13. Certain of the leases also provide for additional revenue based on contingent percentage income which is recorded on an accrual basis once the specified target that triggers this type of income is achieved. The leases also typically provide for tenant recoveries of common area maintenance, real estate taxes and other operating expenses. These recoveries are recognized as revenue in the period the applicable costs are incurred, except for several tenants where the revenue is recognized when the revenue is billable to the tenant under the lease. Rents due, but not yet collected, are recognized to the extent determined by management to be collectible. We believe that the likelihood of collection of amounts over six months past due is low. As of December 31, 2003 we had approximately $80,000 in receivables over six months old and we have provided approximately $80,000 for uncollectible receivables.

Real Estate. We record real estate assets at the lower of cost or fair value if impaired. We evaluate the recoverability of our investment in real estate whenever events or changes in circumstances indicate that the carrying amount of an asset may be impaired. Our assessment of recoverability of our real estate assets includes, but is not limited to recent operating results, expected cash flows and our plans for future operations.

Properties classified as held for sale are segregated from rental real estate in our financial statement presentation. We stop recording depreciation on a property once it is classified as “held for sale.”

On January 1, 2002, we adopted SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” which requires that the assets and liabilities and the results of operations of any properties which have been sold during 2002, or otherwise qualify as held for sale as of December 31, 2002, be presented as discontinued operations in our consolidated financial statements in both current and prior periods presented. The property specific real estate classified as held for sale is stated at the lower of its carrying amount or estimated fair value less disposal costs.

In accordance with SFAS No. 144, our investments in real estate are carried at cost and are periodically evaluated for indicators of impairment. The evaluation of impairment and the determination of values are based on several factors, and future events could occur which would cause management to conclude that indicators of impairment exist and a reduction in carrying value to estimated fair value is warranted.

Critical Accounting Estimates. We believe the critical accounting estimates we make relate to the valuation of our properties for impairment and legal and other contingencies. We believe these estimates are judgmental and not subject to strict, quantifiable analysis. As appropriate, we engage counsel and other parties, to assist us in making these estimates.

New Accounting Pronouncements

On May 15, 2002, we adopted Statement of Financial Accounting Standards No. 145 (“SFAS No. 145”), “Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections” as promulgated by the Financial Accounting Standards Board (“FASB”). SFAS No. 145 rescinds SFAS No. 4 and an amendment of that Statement, and SFAS No. 64. SFAS No. 145 also rescinds SFAS No. 44. SFAS No. 145 amends SFAS No. 13, to eliminate an inconsistency between the required accounting for certain lease modifications that have economic effects that are similar to sale-leaseback transactions. SFAS No. 145 also amends other existing authoritative pronouncements to make various technical corrections, clarify meanings, or describe their applicability under changed conditions. The adoption of SFAS No. 145 did not have a material effect on our financial position or results of operations.

On January 1, 2003, we adopted Statement of Financial Accounting Standards No. 146 (“SFAS No. 146”), “Accounting for Costs Associated with Exit or Disposal Activities”. SFAS No. 146 addresses financial accounting and reporting for costs associated with exit or disposal activities and nullifies

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Emerging Issues Task Force (EITF) Issue No. 94-3, “Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring).” The adoption of SFAS No. 146 did not have a material effect on our financial position or results of operations.

On January 1, 2003, we adopted FASB Interpretation No. 45 (“FIN No. 45”), “Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others.” FIN No. 45 expands on the accounting guidance of Statements No. 5, 57, and 107 and incorporates without change the provisions of FASB Interpretation No. 34, which is being superseded. FIN No. 45 affects leasing transactions involving residual guarantees, vendor and manufacturer guarantees, and tax and environmental indemnities. All such guarantees will need to be disclosed in the notes to the financial statements starting with the period ending after December 15, 2002. For guarantees issued after December 31, 2002, the fair value of the obligation must be reported on the balance sheet. Existing guarantees will be grandfathered and no fair value of the obligation of them will be recognized on the balance sheet. The adoption of FIN No. 45 did not have impact on our financial position and results of operations.

In January 2003, the FASB issued FASB Interpretation No. 46 (FIN No. 46), “Consolidation of Variable Interest Entities,” an interpretation of Accounting Research Bulletin No. 51, “Consolidated Financial Statements.” FIN No. 46 explains how to identify variable interest entities and how an enterprise assesses its interest in a variable entity to decide whether to consolidate that entity. FIN No. 46 requires existing unconsolidated variable interest entities to be consolidated by their primary beneficiaries if the entities do not effectively disperse risks among parties involved. FIN No. 46 is effective immediately for variable interest entities after January 31, 2003, and to variable interest entities in which an enterprise obtained an interest after that date. FIN No. 46 applies in the first fiscal year or interim period beginning after June 15, 2003, to variable interest entities in which an enterprise holds a variable interest that it acquired before February 1, 2003. We are in the process of assessing the effect of FIN No. 46 and do not expect the implementation of FIN No. 46 to have a material effect on our financial statements.

As of December 31, 2003, only a $1,500,000 note payable carried a variable interest rate. As of December 31, 2002, all of our debt instruments had fixed rates, and we did not have exposure to market risk for changes in interest rates until those loans mature. Unless and until we obtain other variable rate loans, changes in market interest rates will only affect the rate of that one variable rate loan. We have in the past and may in the future, however, obtain loans that bear interest at a variable rate. In the past, we have borrowed to support general corporate purposes, including acquisitions, capital expenditures and working capital needs. We periodically evaluate the level of variable rate debt with respect to total debt and other factors, including our assessment of the current and future economic environment. We did not have any derivative financial instruments at December 31, 2003 or 2002.

The fair values of our financial instruments (including such items in the financial statement captions as cash, other assets and liabilities other than notes payable) approximate their carrying or contract values based on their nature, terms and interest rates that approximate current market rates. The fair value of notes payable is estimated based on a discounted cash flow analysis with interest rates similar to that of current market borrowing arrangements. Under this analysis, the fair value of our notes payable exceeded their carrying value by approximately $2,300,000 and $1,800,000 at December 31, 2003 and 2002, respectively.

We had $1,500,000 and $0 in variable rate debt outstanding at December 31, 2003 and 2002, respectively. A hypothetical 10% increase in interest rates on our variable rate debt would be immaterial to our results of operations and cash flows for the years ended December 31, 2003 and 2002. Further, many of our fixed rate loans have significant balloon payments that would need to be refinanced at maturity, possibly at unfavorable rates. We cannot predict the effect of adverse changes in interest rates on our variable rate debt and, therefore, our exposure to market risk. We can give no assurances that fixed rate, long-term debt will be available to us at advantageous pricing. Consequently, our future results may differ materially from the estimated adverse changes discussed above.

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Report of Independent Certified Public Accountants

Meredith Enterprises, Inc.

Menlo Park, California

We have audited the accompanying consolidated balance sheets of Meredith Enterprises, Inc. (the “Company”, formerly West Coast Realty Investors, Inc.) as of December 31, 2003 and 2002 and the related consolidated statements of income, cash flows and stockholders’ equity for each of the three years in the period ended December 31, 2003. We have also audited the schedule listed in the accompanying index. These consolidated financial statements and schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and schedule are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and schedule. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meredith Enterprises, Inc., at December 31, 2003 and 2002 and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2003, in conformity with accounting principles generally accepted in the United States of America.

Also, in our opinion, Schedule III presents fairly, in all material respects, the information set forth therein.

As discussed in Note 2 to the consolidated financial statements, the Company adopted Statement of Financial Accounting Standards No. 144 “Accounting for the Impairment of Disposal of Long-Lived Assets”, on January 1, 2002.

/s/ BDO SEIDMAN, LLP

Menlo Park, California

February 9, 2004

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MEREDITH ENTERPRISES, INC.

CONSOLIDATED BALANCE SHEETS

See accompanying summary of accounting policies and notes to consolidated financial statements.

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MEREDITH ENTERPRISES, INC.

CONSOLIDATED STATEMENTS OF INCOME