RDV ALTCO, L.L.C., is a limited liability company organized under the laws of Michigan in December 1999. RDV ALTCO, L.L.C. was formed for the purpose of investing in RDVEPCO, L.L.C. The principal business and principal offices of RDV ALTCO, L.L.C. are currently located at 500 Grand Bank Building, 126 Ottawa, N.W., Grand Rapids, Michigan 49503. RDV ALTCO, L.L.C. is managed by RDV Corporation. RDV ALTCO, L.L.C. is controlled by its members, RDV Corporation (owning 35%), the Richard M. and Helen J. DeVos Foundation (owning 25%), the Richard M. DeVos, Jr. Annuity Trust dated October 27, 1993 (owning 12.5%), the Elisabeth D. DeVos Annuity Trust dated October 27, 1993 (owning 12.5%), Buttonwood Capital, Inc. (owning 10%), and the Jerry L. and Marcia D. Tubergen Foundation (owning 5%).

RDV Corporation is a Michigan corporation incorporated in 1991. The principal business and principal offices of RDV Corporation and of each of its officers and directors (except as provided below) are located at 500 Grand Bank Building, 126 Ottawa, N.W., Grand Rapids, Michigan 49503. RDV Corporation provides investment management, estate planning, tax and other services to the family of Richard M. DeVos. All of the officers and directors of RDV Corporation are United States citizens. The names of the executive officers and directors and their present principal occupation or employment are as follows:

Jerry L. Tubergen serves as President and Chief Executive Officer of RDV Corporation. Mr. Tubergen is also Chairman of the Board of Alterra. He is a Certified Public Accountant and began his career in 1976 in Chicago with Deloitte & Touche. In 1987, he became the Managing Partner of the Deloitte & Touche offices in Grand Rapids. In 1991, he assumed his office at RDV Corporation. Mr. Tubergen serves as a director on the following boards: Orlando Magic, Ltd., NBA Board of Governors (Alternate Governor), Genmar Holdings, Inc., Convergent Capital Management, Inc., Alterra, Ronald Blue & Co., Geyser Products, L.L.C., VanKeulen & Winchester Lumber Company, State of Michigan Investment Advisory Committee, Specialized Bicycles, Inc., Health Care Solutions, Inc., Windquest Companies, Green Cay Asset Management, Crippled Children's United Rehabilitation Effort, and as an Advisory Board member to Healthcare Equity Partners, L.P. Mr. Tubergen holds a Bachelor's of Business Administration degree from Western Michigan University and a Master's of Science in Taxation from DePaul University.

William J. Boer is Vice President and Chief Operating Officer of RDV Corporation. Mr. Boer also serves as Vice President of RDV Sports, which manages the DeVos family sports enterprises, including the Orlando Magic, Orlando Solar Bears, Orlando Miracle, and the RDV Sportsplex.

Prior to joining RDV Corporation in 1995, Mr. Boer was President of Michigan National Bank, Grand Rapids. Mr. Boer serves on the board of directors of the RDV Sportsplex and serves as an officer on several RDV entities including the Board of Directors of the Witan Group, LLC. Mr. Boer holds a Bachelor's Degree in Economics from Calvin College and a Master's of Business Administration in Finance and Strategic Planning from the University of Southern California and a Masters of Science in Higher Education from Indiana University.

Elisabeth D. DeVos is a director of RDV Corporation. Ms. DeVos is also a director and Chairman of the Windquest Group, a communications and management services provider, founded in 1989. Prior to assuming her current position, Ms. DeVos served as President and Vice President-Administration from the time of the company's inception. Ms. DeVos served as Chairman of the Michigan Republican State Committee until early 2000. She also served as Republican National Committeewoman for

Michigan 1992-1997. Ms. DeVos holds a Bachelor of Science degree in Business Administration/Political Science from Calvin College in Grand Rapids, Michigan. Ms. DeVos is the spouse of Richard M. DeVos, Jr.

Pamela DeVos is a director of RDV Corporation. Ms. DeVos has extensive public relations experience and demonstrated community involvement in and around West Michigan. She served for over two years with Amway Corporation ("Amway") and seven years with Seyferth &

          (d) - (e)      During the last five years, none of the Reporting Persons or the directors, officers or trustees, as the case may be, have been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

          (a)          The Reporting Persons collectively may be deemed to beneficially own 12,995,576 shares of the common stock of Alterra, constituting approximately 38.0% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by all Reporting

Persons of all outstanding debentures and shares of preferred stock held by such Reporting Persons into shares of Alterra common stock). The Reporting Persons beneficial ownership described above is based on their collective beneficial ownership of 1,140,000 Series A convertible preferred shares, $40,722,000 Series A convertible debentures, $4,450,000 of 7.0% convertible subdebentures and $16,000,000 of 5.25% convertible subdebentures, which are convertible at any time at the holder's option into 1,140,000, 10,180,500, 219,753 and 556,522 shares of Alterra common stock, respectively.

          RDV ALTCO, L.L.C. may be deemed to beneficially own 9,650,250 shares of the common stock of Alterra, constituting approximately 30.4% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by it into shares of Alterra common stock). RDV ALTCO, L.L.C.'s beneficial ownership described above is based on its beneficial ownership of 1,140,000 Series A convertible preferred shares and $34,041,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 8,510,250 shares of Alterra common stock, respectively.

          RDV Corporation may be deemed to beneficially own 11,889,906 shares of the common stock of Alterra, constituting approximately 35.0% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by it into shares of Alterra common stock). RDV Corporation's beneficial ownership is based in part on its beneficial ownership of $15 million of 5.25% convertible subordinated debentures which are convertible at any time at the holder's option into 521,739 shares of Alterra common stock. In addition, RDV Corporation's beneficial ownership described above is also based on its beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively.

          Richard M. DeVos, Jr. may be deemed to beneficially own 12,649,624 shares of the common stock of Alterra, constituting approximately 37.0% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by him into shares of Alterra common stock). Richard M. DeVos, Jr.'s beneficial ownership described above is based on his beneficial ownership of $4,000,000 of 7.0% convertible subordinated debentures and $16,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 197,531 and 556,522 shares of Alterra common stock, respectively. Mr. DeVos' beneficial ownership described above is also based on his beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively. Richard M. DeVos, Jr.'s beneficial ownership includes 749,018 shares of Alterra common stock (consisting of common stock and

subordinated debentures convertible into common stock) held by several trusts and foundations for which Mr. DeVos is co-trustee.

          Daniel G. DeVos may be deemed to beneficially own 11,974,767 shares of the common stock of Alterra, constituting approximately 35.3% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by him into shares of Alterra common stock). Mr. DeVos' beneficial ownership described above is based on his beneficial ownership of $15,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 521,739 shares of Alterra common stock. In addition, Mr. DeVos' beneficial ownership described above is based on his beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively. Mr. DeVos' beneficial ownership includes 82,861 shares of Alterra common stock held by a trust for which Mr. DeVos is co-trustee.

          Suzanne C. DeVos VanderWeide may be deemed to beneficially own 11,972,767 shares of the common stock of Alterra, constituting approximately 35.3% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by her into shares of Alterra common stock). Ms. Vander Weide's beneficial ownership described above is based on her beneficial ownership of $15,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 521,739 shares of Alterra common stock. In addition, Ms. Vander Weide's beneficial ownership described above is based on her beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively. Ms. VanderWeide's beneficial ownership includes 82,861 shares of Alterra common stock held by a trust for which Ms. VanderWeide is co-trustee.

          Douglas L. DeVos may be deemed to beneficially own 11,976,167 shares of the common stock of Alterra, constituting approximately 35.3% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by him into shares of Alterra common stock). Mr. DeVos' beneficial ownership described above is based on his beneficial ownership of $15,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 521,739 shares of Alterra common stock. In addition, Mr. DeVos' beneficial ownership described above is based on his beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively. Mr. DeVos' beneficial ownership

includes 86,261 shares of Alterra common stock held by a trust and a foundation for which Mr. DeVos is co-trustee.

          Jerry L. Tubergen may be deemed to beneficially own 12,778,634 shares of the common stock of Alterra, constituting approximately 37.6% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by him into shares of Alterra common stock). Jerry L. Tubergen's beneficial ownership described above is based on his beneficial ownership of options to acquire 20,422 shares of Alterra common stock. The options are exercisable at any time upon his election. Mr. Tubergen's beneficial ownership described above is also based on his beneficial ownership of $16,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 556,522 shares of Alterra common stock. Mr. Tubergen's beneficial ownership described above is also based on his beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively. Jerry L. Tubergen's beneficial ownership includes 23,989 shares of Alterra common stock held by several trusts for which Mr. Tubergen is the sole trustee. Jerry L. Tubergen's beneficial ownership also includes 480,315 shares of Alterra common stock (consisting of common stock and subordinated debentures convertible into common stock) held by several trusts and foundations for which Mr. Tubergen is co-trustee.

          Elisabeth D. DeVos may be deemed to beneficially own 12,566,763 shares of the common stock of Alterra, constituting approximately 36.8% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares of common stock as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures reported as beneficially owned by her into shares of Alterra common stock). Elisabeth D. DeVos' beneficial ownership described above is based on her beneficial ownership of $4,000,000 of 7.0% convertible subordinated debentures and $16,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 197,531 and 556,522 shares of Alterra common stock, respectively. In addition, Ms. DeVos' beneficial ownership described above is also based her beneficial ownership of 1,140,000 Series A convertible preferred shares and $40,722,000 of Series A convertible debentures which are convertible at any time at the holder's option into 1,140,000 and 10,180,500 shares of Alterra common stock, respectively. Elisabeth D. DeVos' beneficial ownership includes 250,625 shares of Alterra common stock (consisting of common stock and subordinated debentures convertible into common stock) held by several trusts and foundations for which Ms. DeVos is co-trustee.

          Helen J. DeVos may be deemed to beneficially own 9,767,894 shares of the common stock of Alterra, constituting approximately 30.8% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures and shares of preferred stock reported as beneficially owned by her into shares of Alterra common stock). Ms. DeVos' beneficial ownership described above is based on her beneficial ownership of

$1,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 34,783 shares of Alterra common stock. In addition, Ms. DeVos' beneficial ownership is based on her beneficial ownership of 1,140,000 Series A convertible preferred shares and $34,041,000 Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 8,510,250 shares of Alterra common stock, respectively. Ms. DeVos' beneficial ownership includes 117,644 shares of Alterra common stock held by a trust and a foundation for which Ms. DeVos is co-trustee.

          The Richard M. and Helen J. DeVos Foundation may be deemed to beneficially own 9,685,033 shares of the common stock of Alterra, constituting approximately 30.5% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures reported as beneficially owned by it into shares of Alterra common stock). The Richard M. and Helen J. DeVos Foundation's beneficial ownership described above is based on its beneficial ownership of $1,000,000 of 5.25% convertible subordinated debentures, which are convertible at any time at the holder's option into 34,783 shares of Alterra common stock. In addition, the Foundation's beneficial ownership is based on its beneficial ownership of 1,140,000 Series A convertible preferred shares and $34,041,000 Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 8,510,250 shares of Alterra common stock, respectively.

          The Dick and Betsy DeVos Foundation may be deemed to beneficially own 15,000 shares of the common stock of Alterra, constituting approximately 0.1% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000.

          The Douglas and Maria DeVos Foundation may be deemed to beneficially own 3,400 shares of the common stock of Alterra, constituting approximately 0.02% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000.

          The Jerry L. and Marcia D. Tubergen Foundation may be deemed to beneficially own 9,665,250 shares of the common stock of Alterra, constituting approximately 30.4% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000 (assuming the full conversion by the Reporting Person at all outstanding debentures and shares of preferred stock reported as beneficially owned by it into shares of Alterra common stock). The Foundation's beneficial ownership is based on its beneficial ownership of 1,140,000 Series A convertible preferred shares and $34,041,000 Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 8,510,250 shares of Alterra common stock, respectively.

          Windquest Group, Inc. owns 700 shares of the common stock of Alterra, constituting approximately 0.003% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000.

          Buttonwood Capital, Inc. may be deemed to beneficially own 9,682,472 shares of the common stock of Alterra, constituting approximately 30.5% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures reported as beneficially owned by it into shares of Alterra common stock). Buttonwood Capital, Inc.'s ownership is based in part on its beneficial ownership of $450,000 of 7.0% convertible subordinated debentures which are convertible at any time at the holder's option into 22,222 shares of Alterra common stock. In addition, Buttonwood Capital, Inc.'s beneficial ownership is based on its beneficial ownership of 1,140,000 Series A convertible preferred shares and $34,041,000 Series A convertible debentures, which are convertible at any time at the holder's option into 1,140,000 and 8,510,250 shares of Alterra common stock, respectively.

          RDV Capital Management L.P. may be deemed to beneficially own 521,739 shares of the common stock of Alterra, constituting approximately 2.3% of the issued and outstanding shares of Alterra common stock based on the number of outstanding shares as of November 9, 2000 (assuming the full conversion by the Reporting Person of all outstanding debentures reported as beneficially owned by it into shares of Alterra common stock). RDV Capital Management L.P.'s beneficial ownership is based on its beneficial ownership of $15,000,000 of 5.25% convertible subordinated debentures which are convertible at any time at the holder's option into 521,739 shares of Alterra common stock.

          (b)          RDV ALTCO, L.L.C. has shared voting and dispositive power over 9,650,250 shares of the common stock of Alterra. RDV ALTCO, L.L.C.'s shared voting and dispositive power described above is comprised of 9,650,250 shares of common stock (convertible from 1,140,000 shares of Series A preferred stock and from $34,041,000 Series A debentures) held by RDVEPCO, L.L.C. of which RDV ALTCO, L.L.C. is a member and shares voting and dispositive power with the other member, EDP Assisted Living Properties, L.L.C.

          RDV Corporation has sole voting and dispositive power over 2,239,656 shares of the common stock of Alterra and shared voting and dispositive power over 9,650,250 shares of the common stock of Alterra. RDV Corporation's sole voting and dispositive power described above includes 521,739 shares of common stock held by RDV Capital Management L.P. (convertible from $15,000,000 of 5.25% convertible subdebentures) for which RDV Corporation is the general partner. RDV Corporation's sole voting and dispositive power described above also includes 1,670,250 shares of common stock held by Group One Investors, L.L.C. (convertible from $6,681,000 Series A debentures) for which RDV Corporation is the sole manager. RDV Corporation's shared voting and dispositive power described above is comprised of 9,650,250 shares of common stock (convertible from 1,140,000 shares of Series A Preferred Stock and $34,041,000 Series A debentures) held by RDVEPCO, L.L.C. for which RDV Corporation has shared voting and dispositive power as a member of RDV ALTCO, L.L.C. described above.

          Richard M. DeVos, Jr. has sole voting and dispositive power over 10,000 shares of the common stock of Alterra and shared voting and dispositive power over 12,639,624 shares of the common stock of Alterra. Richard M. DeVos, Jr.'s shared voting and dispositive power

described above includes (i) 197,531 shares of common stock (convertible from $4,000,000 of 7.0% convertible subordinated debentures) held by The Richard M. DeVos, Jr. Annuity Trust dated October 27, 1993 for which Richard M. DeVos, Jr. is a co-trustee and shares voting and dispositive power with Elisabeth D. DeVos under such trust; (ii) 34,783 shares of common stock held by the Elisabeth D. DeVos Annuity Trust dated October 27, 1993 (convertible from $1,000,000 of 5.25% convertible subordinated debentures) for which Richard M. DeVos is a co-trustee and shares voting and dispositive power with Elisabeth D. DeVos under the trust; (iii) 3,311 shares of common stock held by The Richard M. DeVos, Jr. Annuity Trust dated October 27, 1993 for which Richard M. DeVos. is a co-trustee and shares voting and dispositive power with Elisabeth D. DeVos under the trust; (iv) 82,861 shares of common stock held by the Trust Agreement dated May 30, 1991, established by Richard M. DeVos for which Richard M. DeVos, Jr. is a co-trustee and shares voting and dispositive power with Helen J. DeVos, Daniel G. DeVos, Suzanne C. DeVos Vander Weide, Douglas L. DeVos and Jerry L. Tubergen; (v) 415,532 shares of common stock held by The Richard M. DeVos Trust dated April 23, 1990 for which Richard M. DeVos, Jr. is a co-trustee and shares voting and dispositive power with Jerry L. Tubergen under the trust; (vi) 700 shares of common stock held by Windquest Group, Inc. for which Richard M. DeVos, Jr. shares voting and dispositive power with Elisabeth D. DeVos; (vii) 15,000 shares of common stock held by the Dick and Betsy DeVos Foundation for which Richard M. DeVos, Jr. shares voting and dispositive power with Elisabeth D. DeVos and Jerry L. Tubergen under the Foundation; and (viii) 11,889,906 shares of common stock beneficially owned by RDV Corporation as described above, of which Richard M. DeVos, Jr. is a shareholder and shares voting and dispositive power with Daniel G. DeVos, Suzanne C. DeVos Vander Weide and Douglas L. DeVos.

          Daniel G. DeVos has sole voting and dispositive power over 2,000 shares of the common stock of Alterra and shared voting and dispositive power over 11,972,767 shares of the common stock of Alterra. Daniel G. DeVos' shared voting and dispositive power described above includes (i) 82,861 shares of common stock held by the Trust Agreement dated May 30, 1991 established by Richard M. DeVos for which Daniel G. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr., Suzanne C. DeVos VanderWeide, Douglas L. DeVos, Helen J. DeVos and Jerry L. Tubergen under the terms of the Trust; and (ii) 11,889,906 shares of common stock beneficially owned by RDV Corporation as described above, of which Daniel G. DeVos is a shareholder and shares voting and dispositive power with Richard M. DeVos, Jr., Suzanne C. DeVos Vander Weide and Douglas L. DeVos.

          Suzanne C. DeVos VanderWeide has shared voting and dispositive power over 11,972,767 shares of the common stock of Alterra. Suzanne C. DeVos VanderWeide's shared voting and dispositive power described above includes (i) 82,861 shares of common stock held by the Trust Agreement dated May 30, 1991 established by Richard M. DeVos for which Suzanne C. DeVos VanderWeide is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr., Daniel G. DeVos, Douglas L. DeVos, Helen J. DeVos and Jerry L. Tubergen under the terms of the Trust; (ii) 11,889,906 shares of common stock beneficially owned by RDV Corporation as described above, of which Suzanne C. DeVos Vander Weide is a shareholder and shares voting and dispositive power with Richard M. DeVos, Jr., Daniel G. DeVos and Douglas L. DeVos.

          Douglas L. DeVos has shared voting and dispositive power over 11,976,167 shares of the common stock of Alterra. Douglas L. DeVos' shared voting and dispositive power described above includes (i) 82,861 shares of common stock held by the Trust Agreement dated May 30, 1991 established by Richard M. DeVos for which Douglas L. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr., Suzanne C. DeVos VanderWeide, Daniel G. DeVos , Helen J. DeVos and Jerry L. Tubergen under the terms of the Trust; (ii) 3,400 shares of common stock held by the Douglas and Maria DeVos Foundation for which Douglas L. DeVos is a co-trustee and shares voting and dispositive power with Maria DeVos and Jerry L. Tubergen; (iii) 11,889,906 shares of common stock beneficially owned by RDV Corporation as described above, of which Douglas L. DeVos is a shareholder and shares voting and dispositive power with Richard M. DeVos, Jr., Daniel G. DeVos and Suzanne C. DeVos Vander Weide.

          Jerry L. Tubergen has sole voting and dispositive power over 325,552 shares of the Common Stock of Alterra and shared voting and dispositive power over 12,453,082 shares of Common Stock of Alterra. Jerry L. Tubergen's sole voting and dispositive power described above includes (i) 11,550 shares of common stock held by the Robert and Suzanne C. VanderWeide GS Trust dated December 9, 1992 for which Mr. Tubergen is the sole trustee; (ii) 767 shares of common stock held by the DeVos Children's Extendable Trust dated August 30, 1993 for which Mr. Tubergen is the sole trustee; (iii) 11,672 shares of common stock held by The Douglas L. and Maria DeVos 1992 Irrevocable Trust dated December 28, 1992 for which Mr. Tubergen is the sole trustee; (iv) 32,222 shares of common stock held by Buttonwood Capital, Inc. for which Mr. Tubergen possesses sole voting and dispositive power; and (v) 2,000 shares of common stock held by Mr. Tubergen's children for which Mr. Tubergen possess sole voting and dispositive power. Mr. Tubergen's shared voting and dispositive power described above includes (i) 415,532 shares of common stock held by The Richard M. DeVos Trust dated April 23, 1994 for which Mr. Tubergen is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr.; (ii) 15,000 shares of common stock held by The Jerry L. and Marcia D. Tubergen Foundation for which Mr. Tubergen is a co-trustee and shares voting and dispositive power with Marcia Tubergen; (iii) 34,783 shares of common stock held by the Richard M. and Helen J. DeVos Foundation (convertible from $1,000,000 of 5.25% convertible subordinated debentures) for which Mr. Tubergen shares voting and dispositive power with Helen J. DeVos; (iv) 15,000 shares of common stock held by the Dick and Betsy DeVos Foundation for which Mr. Tubergen is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr. and Elisabeth D. DeVos; (v) 82,861 shares of common stock held by the Trust Agreement dated May 30, 1991 established by Richard M. DeVos for which Jerry L. Tubergen is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr., Daniel G. DeVos, Douglas L. DeVos, Suzanne C. DeVos Vander Weide and Helen J. DeVos under the terms of the trust; and (vi) 11,889,906 shares of common stock beneficially owned by RDV Corporation as described above, of which Mr. Tubergen is an officer and shares voting and dispositive power with the four shareholders of RDV Corporation, Richard M. DeVos, Jr., Daniel G. DeVos, Douglas L. DeVos and Suzanne C. DeVos Vander Weide.

          Elisabeth D. DeVos has shared voting and dispositive power over 12,566,763 shares of the common stock of Alterra. Ms. DeVos' shared voting and dispositive power described above includes (i) 197,531 shares of common stock (convertible from $4,000,000 of 7.0% convertible subordinated debentures) held by The Richard M. DeVos, Jr. Annuity Trust dated October 27, 1993 for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr.; (ii) 34,783 shares of common stock (convertible from $1,000,000 of 5.25% convertible subordinated debentures) held by the Elisabeth D. DeVos Annuity Trust dated October 27, 1993 for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr.; (iii) 3,311 shares of common stock held by The Richard M. DeVos, Jr. Annuity Trust dated October 27, 1993 for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr.; (iv) 700 shares of common stock held by Windquest Group, Inc. for which Ms. DeVos shares voting and dispositive power with Richard M. DeVos, Jr.; (v) 15,000 shares of common stock held by the Dick and Betsy DeVos Foundation for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr. and Jerry L. Tubergen; and (vi) 12,315,438 shares of common stock beneficially owned by Richard M. DeVos, Jr. (in addition to those described in this paragraph) as previously described in this Schedule 13D, which are attributed to Ms. DeVos as the spouse of Richard M. DeVos, Jr.

          Helen J. DeVos has shared voting and dispositive power over 9,767,894 shares of Common Stock of Alterra. Ms. DeVos' shared voting and dispositive power described above includes (i) 82,861 shares of common stock held by the Trust Agreement dated May 30, 1991 established by Richard M. DeVos for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Richard M. DeVos, Jr., Daniel G. DeVos, Suzanne C. DeVos Vander Weide, Douglas L. DeVos and Jerry L. Tubergen; (ii) 34,783 shares of common stock held by the Richard M. and Helen J. DeVos Foundation for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Jerry L. Tubergen; and (iii) 9,650,250 shares of common stock beneficially owned by the Richard M. and Helen J. DeVos Foundation, for which Ms. DeVos is a co-trustee and shares voting and dispositive power with Jerry L. Tubergen.

          The Richard M. and Helen J. DeVos Foundation has sole voting and dispositive power over 34,783 shares of Common Stock of Alterra. The Foundation also has shared voting and dispositive power over 9,650,250 shares of common stock of Alterra held by RDV ALTCO, L.L.C., for which the Foundation is a member and shares voting and dispositive power with certain other members.

          The Dick and Betsy DeVos Foundation has sole voting and dispositive power over 15,000 shares of the Common Stock of Alterra.

          The Douglas and Maria DeVos Foundation has sole voting and dispositive power over 3,400 shares of the Common Stock of Alterra.

          The Jerry L. and Marcia D. Tubergen Foundation has sole voting and dispositive power over 15,000 shares of the Common Stock of Alterra. The Foundation also has shared voting and dispositive power over 9,650,250 shares of common stock of Alterra held by RDV

ALTCO, L.L.C., for which the Foundation is a member and shares voting and dispositive power with certain other members.

          Windquest Group, Inc. has sole voting and dispositive power over 700 shares of the Common Stock of Alterra.

          Buttonwood Capital, Inc. has sole voting and disposition power over 32,222 shares of the Common Stock of Alterra. The Foundation also has shared voting and dispositive power over 9,650,250 shares of common stock of Alterra held by RDV ALTCO, L.L.C., for which the Foundation is a member and shares voting and dispositive power with certain other members.

          RDV Capital Management L.P. has sole voting and dispositive power over 521,739 shares of the common stock of Alterra.

          (c)          On December 1, 2000, certain members (including certain Reporting Persons) executed a First Amendment to Operating Agreement ("First Amendment") of RDV ALTCO, L.L.C., also a Reporting Person. The First Amendment, among other items, admitted new members and accepted capital contributions from existing members. The transactions contemplated by the First Amendment did not directly affect Alterra's common stock and did not involve the acquisition of additional securities of Alterra or the disposition of securities of Alterra. However, because the transaction involved certain Reporting Persons, the First Amendment affected the beneficial ownership of Alterra's common stock by the Reporting Persons.

                      Prior to the First Amendment, the percentage ownership of RDV ALTCO, L.L.C. was as follows:

                      Following the First Amendment, the percentage ownership of RDV ALTCO, L.L.C. was as follows:

          (d)          Not applicable

          (e)          Not applicable

*Previously filed as an exhibit to the original Schedule 13D dated June 12, 2000.

          After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13D/A’ Filing		Date		Other Filings
Filed on:		12/11/00
		12/1/00
		11/9/00
		6/12/00		3,  4,  SC 13D
		6/8/00		8-K
		5/31/00		3,  4,  8-K
		5/5/00		8-K
		4/26/00		8-K
		9/1/99
		8/31/99
		4/14/99
		8/31/98
		4/23/94
		10/27/93
		8/30/93
		12/28/92
		12/9/92
		5/13/92
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Filing Submission 0000905729-00-500123   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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