PART II AND III

Tuscan Gardens Secured Income Fund, LLC

189 South Orange Avenue, Suite 1650, Orlando, Florida 32801

(407) 331-8004

Dated: September 23, 2015

1,000 Class C Preferred Membership Units

The Offering will commence promptly after the date of this Offering Circular and will terminate upon the earlier of: (i) the completion of the sale of all of the Units, or (ii) December 31, 2016. The Offering may be extended by the Fund in its sole discretion (the "Offering Period"). The Offering may be closed from time to time, in tranches of any number of Units (collectively the "Closings"). The total amount of the Offering is Five Million Dollars ($5,000,000).

During the Offering Period, funds collected for the purchase of Units will be deposited in an escrow account owned by the Fund but escrow may be broken at such time as Fifty (50) Units are sold and the investment proceeds are received in the amount of Two Hundred and Fifty Thousand Dollars ($250,000.00). Thereafter, escrow deposits will not be required. See the "Securities Being Offered" section for specific information and disclosures concerning the securities offered in this Offering.

	Price to Public	Underwriting Discounts and Commissions	Proceeds to the Fund	Proceeds to other persons
Per Unit	$5,000	N/A	$5,000	N/A
Total Minimum	$250,000	N/A	$250,000	N/A
Total Maximum	$5,000,000	N/A	$5,000,000	N/A

These securities are speculative and involve a high degree of risk. You should purchase Units only if you can afford to lose your entire investment. See the "RISK FACTORS" section beginning on Page 2 for information that management believes present the most substantial risk to an investor in this Offering.

The United States Securities and Exchange Commission does not pass upon the merits of or give its approval to any securities offered or the terms of the Offering, nor does it pass upon the accuracy or completeness of any Offering circular or other solicitation materials. These securities are offered pursuant to an exemption from registration with the Commission; however, the Commission has not made an independent determination that the securities offered are exempt from registration.

An Offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted before the Offering statement filed with the Commission is qualified. This Preliminary Offering Circular shall not constitute an offer to sell or the solicitation of an offer to buy nor may there be any sales of these securities in any state in which such offer, solicitation or sale would be unlawful before registration or qualification under the laws of any such state. We may elect to satisfy our obligation to deliver a Final Offering Circular by sending you a notice within two business days after the completion of our sale to you that contains the URL where the Final Offering Circular or the Offering statement in which such Final Offering Circular was filed may be obtained.

Generally, no sale may be made to you in this Offering if the aggregate purchase price you pay is more than 10% of the greater of your annual income or net worth. Different rules apply to accredited investors and non-natural persons. Before making any representation that your investment does not exceed applicable thresholds, we encourage you to review Rule 251(d)(2)(i)(C) of Regulation A. For general information on investing, we encourage you to refer to www.investor.gov.

Table of Contents

	Page
SUMMARY AND RISK FACTORS
Offering Circular Summary	1
Risk Factors	2
FORWARD LOOKING STATEMENTS AND INFORMATION	8
PLAN OF DISTRIBUTION	8
USE OF PROCEEDS	9
DESCRIPTION OF BUSINESS	9
DESCRIPTION OF PROPERTY	10
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	10
Operational Plan	11
DIRECTORS, EXECUTIVE OFFICERS AND SIGNIFICANT EMPLOYEES	11
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS	13
SECURITY OWNERSHIP OF MANAGEMENT AND CERTAIN SECURITYHOLDERS	13
INTEREST OF MANAGEMENT AND OTHERS IN CERTAIN TRANSACTIONS	13
SECURITIES BEING OFFERED	13
Description of the Asset Classes Offered	13
Description of the Securities Offered	13

SUMMARY AND RISK FACTORS

Offering Circular Summary

This summary only highlights selected information contained in greater detail elsewhere in this Offering Circular and does not contain all of the information that you should consider before investing in the Units. You should carefully read the entire Offering Circular, including "Risk Factors" beginning on Page 2, and the financial statements, before making an investment decision.

The Company and Organizational Structure

Tuscan Gardens Secured Income Fund, LLC is a newly formed Florida limited liability company that intends to acquire one (1) to twenty (20) real estate parcels in the United States for the development and construction of luxurious senior housing communities consisting of independent living, assisted living and/or memory care units for approximately sixty (60) to two-hundred and forty (240) residents, and ultimately to own and/or operate or sell the Property.

The Fund is managed by Tuscan Gardens Secured Income Fund Manager LLC (the "Manager"). The Manager will be making the investment decisions for the Fund. Tuscan Gardens Management Corporation (the "Management Corporation") is the Manager of Tuscan Gardens Secured Income Fund Manager LLC, and will be making the business decisions for Tuscan Gardens Secured Income Fund Manager LLC.

Market Opportunity

We believe that the senior housing market is underserved in many geographic areas and that there is significant opportunity in this market, particularly in areas with mid to upper income demographics.

The properties that will be acquired and/or developed by the Fund are intended to consist of properties which are primarily located in primary market areas which reflect mid to upper income demographics within an age cohort of 75 and above which are under-served by existing senior housing facilities. The senior housing communities will have approximately 130,000 to 230,000 square feet located on parcels of approximately 5 to 15 acres.

The Offering

This Offering involves the purchase of Class C Preferred Membership Units ("Units") in the Fund. Class C relates to a particular property located in the state of Florida known as Tuscan Gardens of Palm Coast (the “Property”) and described with greater detail below.

We are offering a minimum of Fifty (50) Units and a maximum of one thousand (1,000) Units. Each Unit is priced at Five Thousand Dollars ($5,000) and a minimum purchase of five (5) Units is required, although the minimum number of Units may be offered in fractions at the discretion of the Manager. The executive management of the Fund may purchase less. Any number of additional Units may be purchased.

Risk Factors

An investment in the Units offered hereby involves a number of risks. Prospective investors should carefully consider the following information about these risks, together with the other information in this Offering Circular, before investing in the Units.

The Fund is engaged in a business that involves a number of risks and an investment in the Units is speculative in nature. Prospective investors should make an investment in the Units only after consulting with independent, qualified sources of investment and tax advice and only if their financial condition will permit them to bear the risk of a total loss of their investment. Prospective investors should consider an investment in the Units only as a long-term investment.

Prospective investors should carefully consider the risks and uncertainties described below, as well as all of the other information included in this Offering Circular, before deciding whether to purchase any Units. Any of the following risks and uncertainties could materially, adversely affect the Fund and its overall financial condition and, therefore, could negatively impact the value of an investment. Prospective investors should not invest in the Units unless they can afford to lose the investment made with the Fund.

Risks Related to the Company's Business and Business Model

Tuscan Gardens Design Concept. The design concept upon which Tuscan Gardens is premised includes, as the centerpiece of the residence, an open, community kitchen, accessible to all residents. There can be no assurance that the Fund will be able to bring that design concept to fruition to its fullest, based on health, safety, and other laws, rules, regulations and standards applicable to the structure and its intended use.

Limited operating history. The Fund and its affiliated entities have limited operating history.

Unproven revenue and profit potential of our business model. Because the business model of combining independent living, assisted living and memory care on a market rental basis is only currently being explored in the industry, both the revenue and profit potential of the Fund are uncertain. If the Fund meets its revenue expectations, there is no guarantee that the Fund will be profitable or that costs will not continue to exceed revenue.

The revenue is dependent upon one tenant. The Properties will have one tenant. There is a risk that tenant will not be able to maintain necessary occupancy levels in one or more of the Properties and there is no guarantee that tenant will be profitable. There is a risk that tenant will be unable to pay the rent as it comes due. If the rent is not paid as it comes due, the Fund may not be able to pay the normal, recurring operating expenses of the Properties and/or the required monthly loan payments. The risk of being unable to pay the recurring operating expenses and the required monthly loan payment is that the Fund, at the extreme, could face foreclosure on one or more of the Properties or in a lesser case, the projected cash distributions will not be able to be made.

Pro forma financial information is projected only. We have attached projected financial information based upon our current assumptions with respect to the total number of units and beds for the Property, the configuration of private living quarters, and the revenue and expenses associated with operating the community. There can be no assurance that any of that information is ultimately accurate if and when the community is completed.

Lack of tenant operational history for Properties. The Property is not in operation at this time, and it is not possible to determine if the Property will be profitable. If the Property is not profitable, the tenant could cease operating the location and cease rent payments. If the rents are not paid as they come due, the Fund may not be able to pay the normal, recurring operating expenses of the Property, as are required, and/or the required monthly loan payments. The risk of being unable to pay the recurring operating expenses and the required monthly loan payment is that the Fund, at the extreme, could face foreclosure on the Property or in a lesser case, the projected cash distributions will not be able to be made.

Licensing Requirements. The assisted living component of Tuscan Gardens requires a license from various states to operate. While the Fund Manager believes that it will obtain those licenses, there can be no assurances that the licenses will either be issued or be issued on a timely basis.

Risks of having no control in management. Under the Operating Agreement, Preferred Members do not have a right to participate in the management of the Fund's affairs and have no voting rights. Preferred Members cannot propose changes to the Manager or to the Operating Agreement.

Under the Operating Agreement, it may also be difficult for Preferred Members to enforce claims against the Manager, which means that Preferred Members may not be able to recover any losses they may suffer through their ownership of Units arising from acts of the Manager that harm the Fund's business.

The Manager and its management must discharge their duties with reasonable care, in good faith and in the best interests of the Fund. Despite this obligation, the Operating Agreement limits management's liability to the Fund and all Members. The Manager is not liable for monetary damages unless it involves receipt of an improper personal financial benefit, a willful failure to deal fairly with the Fund on matters where there is a material conflict of interest, a knowing violation of law, or willful misconduct. Any Member's ability to bring legal action against the Manager for these actions is also limited. Members may only bring a legal action on behalf of the Fund if it has refused to bring the action or an effort to cause the Manager to bring the action is not likely to succeed.

Members must rely on the Manager for management of the business. The Manager will make all decisions with respect to the management of the Fund. Preferred Members will have no right or power to take part in the management of the Fund. Therefore, they will be relying entirely on the Manager for management of the Fund and the operation of its business. The Manager may not be removed under the Operating Agreement.

Certain affiliates of the Manager shall determine what is in the best interests of the Fund and its Members. Certain individuals control the majority of the membership interests of the Manager. Therefore, these individuals will have a dominant role in determining what is in the best interests of the Fund. Since no person other than these individuals has any direct control over management of the Fund, it does not have the benefit of independent consideration of issues affecting its operations. Therefore, these individuals will determine the propriety of their own actions, which could result in a conflict of interest and a risk to the viability and success of the Fund when they are faced with any significant decisions relating to the affairs of the Fund.

Voting rights are limited under the Operating Agreement as well as under the Florida Revised Limited Liability Company Act. Only the Manager may take the following significant actions:

(a) to amend the Operating Agreement;

(b) to change the Fund's business purpose or the investment objectives;

(c) to sell the Fund's Properties;

(d) to authorize a merger of the Fund; or

(e) to authorize the dissolution of the Fund.

Preferred Members will not have the right to vote on any matters that the current Members may vote on other than those which attempt to change or modify the rights and privileges as a Preferred Member. In addition, the Florida Revised Limited Liability Company Act does not grant Preferred Members any other specific voting rights.

Indemnification of Manager and Management Corporation. The Operating Agreement provides indemnification of the Manager and the Management Corporation. The Fund is bound to indemnify and hold the Manager and the Management Corporation harmless for any acts done or omitted to be done, under the authority granted to the Manager and the Management Corporation, except in the case of bad faith, willful or intentional misconduct, gross negligence, reckless conduct or a knowing violation of law. This indemnification will provide the Members with a more limited right of action against the Manager and the Management Corporation than they would have if the indemnification were not in the Operating Agreement.

Limitation of Remedies. The Operating Agreement requires that all investors arbitrate any dispute regarding their investment as well as the respective rights of the parties under the Operating Agreement. All investors further agree that arbitration will be binding and held in Orlando, Florida before a single arbitrator. As a result, each investor waives any rights to a jury trial.

Risks Related to the Offering

Arbitrary Determination of the Offering Price. The Offering price has been arbitrarily determined by the Manager and may not bear any relationship to assets acquired or to be acquired or the book value of the Company or any other established criteria or quantifiable indicia for valuing a business. Neither the Company nor the Manager represents that the Units have or will have a market value equal to their Offering price or that the Units could be resold (if at all) at their original Offering price.

Breaking Escrow. The Fund may break escrow when Fifty (50) Units have been sold and the Fund has received investment funds therefor of Two Hundred and Fifty Thousand Dollars ($250,000.00). There can be no assurance that the Fund will be able to sell the remaining offered Units at any price.

No Market for Units. There is a risk that no market for the Units will ever exist and as a result, the investment in the Fund is illiquid in the event the Member desires to liquidate their interest. If a Member attempts to sell their Units, prior to the dissolution of the Fund, there is no certainty that they can be sold for full market value or that the Units may be sold at any price.

Structural Risks. The Fund will be structured with multiple Classes of Preferred Membership Units with each Class of Preferred Membership Units designated for one particular property. It is

anticipated that the Fund will have multiple Classes of Preferred Membership Units with each Class designated for a specific property. While the performance of any particular Class relates to the performance of any specific property in which the proceeds from the Class have been invested, each of the Classes of Preferred Membership Units is a part of the entire Fund and, to that extent, subject to risks associated with other properties owned by the Fund.

Investment Risk. There can be no assurance that the Fund will be able to achieve its investment objectives or that Members will receive any return of their capital. Investment results may vary substantially over time and as a result, investors should understand that the results of a particular period will not necessarily be indicative of results in future periods.

Risk of inability to obtain financing. There is no guarantee that the Fund will be able to obtain financing under these terms for the acquisition, development and/or construction of the Property or that any such financing will not exceed seventy-five percent (75%) of the value of the completed Property.

Fund intends to use leverage. The Fund's objectives include the use of leverage in the acquisition, development, construction, and operation of the Property. If the Fund does obtain financing, the use of leverage increases the risk of an investment in the Units, as it is possible that the rental income from the Property, in any month, will be inadequate to make the monthly debt service required on the financing obtained. A result of being unable to make the required financing payments could be that the lender could complete a foreclosure and all of the investment in the Units will be lost. There is also the risk that at the time of the sale of the Property, the sales proceeds will not be greater than the amount needed to pay off the remaining balance of the financing and, as a result, no cash will be available for distribution to the Members.

Lack of capital. There is a risk that the amount of capital to be raised by the Fund will be insufficient to meet the investment objectives of the Fund. If there is a shortage of capital, the Manager will use best efforts to obtain funds from a third party. Obtaining funds from a third party may require an increase in the amount of financing the Fund will be obligated to repay. In addition, there is no certainty that funds from a third party will be available at a reasonable cost, if available at all.

General economic conditions may affect the value and the timing of sales of Fund Properties or the ability to finance the Property. The real estate market is affected by many factors, such as general economic conditions, the availability of financing, interest rates and other factors, including the supply and demand for real estate investments, all of which are beyond the control of the Fund. The Fund cannot predict whether it will be able to sell its Property for a price or on terms which are acceptable. Further, the Fund cannot predict its ability to obtain adequate funding from a third party lender to purchase any Property. There are no assurances that the Fund can successfully achieve its investment goals and therefore, investors may have to hold their Units for an indefinite period of time, or have their Units sold or redeemed for less than the Preferred Members' Capital Investment.

Environmentally hazardous property. Under various federal, state and local environmental laws, ordinances and regulations, a current or previous owner or operator of real property may be liable for the cost of removal or remediation of hazardous or toxic substances on, under or in such property. Such laws often impose liability whether or not the owner or operator knew of, or was responsible for, the presence of such hazardous or toxic substances. Environmental laws also may impose restrictions on the manner in which property may be used or businesses may be operated,

and these restrictions may require expenditures. Environmental laws provide for sanctions in the event of noncompliance and may be enforced by governmental agencies or, in certain circumstances, by private parties. In connection with the ownership of the Property, the Fund may be potentially liable for such costs. The cost of defending against claims of liability, complying with environmental regulatory requirements or remediating any contaminated property could materially adversely affect the value of the Fund's Property and the Units.

Real estate investments are long-term investments and may be difficult to sell in response to changing economic conditions. Virtually all real property investments are subject to certain inherent risks. Real estate investments are generally long-term investments which cannot be quickly be converted to cash. Real property investments are also subject to adverse changes in general economic conditions or local conditions which may reduce the demand for commercial property.

Limited operating reserves. The Fund intends to establish an operating reserve account with a portion of the proceeds raised from this Offering to pay anticipated operating, administrative and other expenses that shall be incurred following the Closing Date of this Offering. If future expenses increase by unanticipated amounts, the Fund may not have sufficient reserves to pay these obligations. The Fund does not currently have any commitment or arrangement in place to obtain additional funding, and there are no assurances that additional funding can be obtained, if necessary, or that such additional funding, if obtained, will be adequate for its financial needs.

Legal, tax and regulatory risks. Legal, tax and regulatory changes could occur during the lifetime of the Fund that may adversely impact the Fund, its taxation status and any distributions to Members.

Tax liability may exceed cash distribution from the disposition. There is a risk that on the disposition of the Property the tax liability may exceed the distributable cash available. In the event of a foreclosure, or other involuntary disposition of the Property, there is the possibility that a Member may have a larger tax liability than the amount of cash available for distribution at the time of the event, or at any time in the future.

Risk of audit of Member's returns. There is a risk that an audit of the Fund's records could trigger an audit of the individual Member's tax records.

Risk Related to Conflicts of Interest

Manager or Management Corporation May be Involved in Similar Investments. The Manager or the Management Corporation, or their affiliates, may act as Managers in other limited liability companies engaged in making similar investments and intend to act as the Managers of new limited liability companies to be formed.

Manager or Management Corporation May Have Interests in Similar Properties. The Manager or the Management Corporation, or their affiliates, own or may come to own an interest in properties that may compete with the Property of the Fund.

Manager or Management Corporation May Act on Behalf of Others. The Manager or the Management Corporation, or their affiliates, who may act as managers for the Fund, may act in such capacities for other investors, companies, partnerships or entities that may compete with the Property of the Fund.

Manager or Management Corporation May Raise Capital for Others. The Manager or the Management Corporation, or their affiliates, who will raise investment funds, may act in the same capacity for other investors, companies, partnerships or entities that may compete with the Property of the Fund.

Manager's or Management Corporation's Compensation May be a Conflict. The compensation plan for the Manager or the Management Corporation may create a conflict among the interests of the Manager, the Management Corporation, and the interests of the Fund. Capital from the Fund will be used to fund, in part, the start-up and operation of Tuscan Gardens until stabilization has occurred.

Members of Manager or Management Corporation Allocating Time and Resources to Affiliated Entities. Members of the Manager or the Management Corporation may have a conflict in allocating their time and resources between the Fund and other business activities they are involved with. The Operating Agreement does not specify any minimum amount of time or attention that the Manager or the Management Corporation or their Members must devote to the Fund.

Principals of Manager and Management Corporation May Provide for Affiliated Partnerships. The principals of the Manager and the Management Corporation are comprised of individuals who are also principals of the Fund and other Fund affiliated organizations organized to promote investments in assisted living facilities. The Managers may provide for partnerships by and between those organizations and the Fund to construct, develop and/or operate Tuscan Gardens' facilities.

Principals of Manager and Management Corporation. The Manager and the Management Corporation are comprised of individuals who are also principals of the Fund, Tuscan Gardens Group, LLC, Tuscan Gardens Management Corporation, Tuscan Gardens Development Corporation, Tuscan Gardens Management Group, LLC, Tuscan Gardens Real Estate Fund, LLC, Tuscan Gardens Real Estate Fund Manager, LLC, Tuscan Gardens Real Estate Advisors, LLC, Tuscan Gardens Income Management Corporation, Tuscan Gardens Income Fund, LLC, Tuscan Gardens Income Fund Manager, LLC, Tuscan Gardens Income Fund Advisors, LLC, Tuscan Gardens Income Fund III, LLC, Tuscan Gardens Income Fund III Manager, LLC, Delta Tuscan, LLC, Tuscan Gardens of Longwood, LLC, Tuscan Gardens of Longwood Management Company, LLC, Tuscan Gardens of Winter Park, LLC, Tuscan Gardens of Winter Park Management Company, LLC, Tuscan Gardens of Venetia Bay, LLC, Tuscan Gardens of Venetia Bay Management Company, LLC, Tuscan Gardens of Venetia Bay Development Company, LLC, Tuscan Gardens of Venetia Bay Properties, LLC, Tuscan Gardens Income Fund II, LLC, Tuscan Gardens Income Fund II Manager, LLC, and Tuscan Gardens, Inc., which owns the "Tuscan Gardens" brand name, trade name, trade dress, design, and all other intellectual property, and its affiliates, and PinoNicholson, PLLC, which represents all of the above identified entities. A principal of the Manager and the Management Corporation will also operate as the developers of the properties to be purchased, developed and constructed by the Fund and will receive development fees associated therewith. In addition, Principals of Manager and Management Corporation may provide additional or subsequent Private Offerings or Terms of Offer different than herein for the construction, development and/or operation of Tuscan Gardens' facilities.

FORWARD LOOKING STATEMENTS AND INFORMATION

This Offering Circular, as well as other documents connected herewith, contain "forward-looking statements," such as statements related to financial condition and prospects, lending risks, plans for future business development and marketing activities, capital spending and financing sources, capital structure, the effects of regulation and competition, and the prospective business of the Fund. In some cases you can identify these statements by forward-looking words such as "anticipate," "believe," "estimate," "expect," "intend," "may," "will," "continue," "anticipate," "could," "would," "project," "plan," or the negative or plural of these words as well as other or similar words and expressions.

You should not rely upon forward-looking statements as predictions of future events. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in "Risk Factors." In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this Offering Circular may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.

Except as required by law, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. We undertake no obligation to update publicly any forward-looking statements for any reason after the date of this Offering Circular to conform these statements to actual results or to changes in our expectations.

You should read this Offering Circular and the documents that we reference in this Offering Circular and have filed with the Securities and Exchange Commission as exhibits to the Form 1-A of which this preliminary Offering Circular is a part with the understanding that our actual future results, levels of activity, performance and events and circumstances may be materially different from what we expect.

IN VIEW OF THE FOREGOING, EACH PROSPECTIVE INVESTOR SHOULD CONSULT WITH HIS OR HER OWN ATTORNEYS, ACCOUNTANTS AND OTHER PROFESSIONAL ADVISORS REGARDING THE DESIRABILITY AND CONSEQUENCES OF AN INVESTMENT IN THE FUND.

Prospective Investors should not construe the contents of this Offering Circular or any prior or subsequent communications from the Manager, or any professional associated with the Offering, as legal or tax advice. THE MANAGER AND THE FUND HAVE CONSULTED WITH LEGAL COUNSEL, ACCOUNTANTS AND OTHER EXPERTS REGARDING THE FORMATION OF THE FUND. SUCH PERSONNEL ARE ACCOUNTABLE TO THE FUND ONLY AND NOT TO THE MEMBERS THEMSELVES.

PLAN OF DISTRIBUTION

The offering and sale of the Units will be made to investors through general solicitation. The Fund will not be utilizing an underwriter or broker-dealer for the sale of the Units. An investor who desires to invest in Units will complete the Qualification Profile and Subscription Agreement. The Manager will confirm that all Members meet the Fund's suitability standards.

USE OF PROCEEDS

The following table shows a summary of the use of proceeds generated through the sale of Units to Members of the Fund.

SUMMARY OF THE USE OF PROCEEDS

Estimated Application of Proceeds of This Offering

	Minimum Dollar Amount	Percent	Maximum Dollar Amount	Percent
Gross Offering Proceeds	$250,000	100.00%	$5,000,000	100.00%
Less Offering Expenses
Legal and Accounting	$1,250	0.5%	$25,000	0.5%
Marketing and Distribution	$22,500	9.00%	$450,000	9.00%
Due Diligence and Compliance Fee	$1,250	0.5%	$25,000	0.5%
Net Proceeds from Offering	$225,000	100.00%	$4,500,000	100.00%
Use of Net Proceeds
Property Acquisition, Development and Construction	$213,750	95.00%	$4,275,000	95.00%
Legal Fees, Fund Management, Supervisory and Accounting Services and Other Working Capital Reserve	$11,250	5.00%	$225,000	5.00%
Total Use of Net  Proceeds	$225,000	100.00%	$4,500,000	100.00%

Determination of the Offering Price

The Offering price has been arbitrarily determined by the Manager and may not bear any relationship to assets acquired or to be acquired or the book value of the Company or any other established criteria or quantifiable indicia for valuing a business. Neither the Company nor the Manager represents that the Units have or will have a market value equal to their Offering price or could be resold (if at all) at their original Offering price.

DESCRIPTION OF BUSINESS

The Fund intends to acquire (1) to twenty (20) parcels of real estate in the United States, developing and constructing on each parcel a luxurious senior housing community consisting of independent living, assisted living and/or memory care for approximately sixty (60) to two-hundred and forty (240) residents (collectively the "Properties"), and ultimately to own and/or operate or sell the Property.

In addition, the Fund also contemplates, from time to time, the acquisition of existing senior housing communities offering some combination of independent living, assisted living and/or memory care where substantial value can be added by the management team resulting in favorable economic benefits to the Fund. Those opportunities may or may not be in the luxurious senior housing segment, but do incorporate mid-market to upper core senior housing community facilities.

The Manager may employ a Licensed Real Estate Broker, which may be an affiliate, to manage the Property under an appropriate property management agreement and will pay a reasonable monthly management fee for services provided. The Manager will manage the Fund so as to provide for the generation of distributable income through the operations of the Property. The Manager shall make monthly distributions of the funds available through the leasehold of the Property on a monthly basis and from operations annually, subject to retention of reasonable working capital reserves, determined by and in the discretion of the Manager. There will be no pro rata distribution for partial months.

Each Class of Preferred Membership Units in the Fund will relate to a specific Property which has been identified and in the process of being purchased, developed and constructed for operating the property as a senior housing community. No Class of Preferred Membership Units will be authorized to be issued until such time as a property has been so identified.

Each Class of Preferred Membership Units may or may not be offered to the general public through a Regulation A offering or any offering at all.

Once identified, fully developed and operational, the Manager will attempt to maximize revenue on each property and minimize operations in order to optimize net operating income commensurate with the positioning of Tuscan Gardens as a luxurious senior housing brand. It is anticipated that optimization of net operating income is intended to be reflected in the ultimate value of each of the properties of the Fund.

The Manager will attempt to minimize operating expenses, while keeping the Property well maintained. Throughout the term, the Manager will attempt to maximize value of the Property through the maximization of the net operating income generated from operations of the Property.

DESCRIPTION OF PROPERTY

Tuscan Gardens of Palm Coast is located at Colbert Lane and Blare Drive in Palm Coast, Florida, approximately one-half mile south of Palm Coast Parkway. The Property site description which is attached to this Offering as Attachment 1, consists of 17 +/- acres. Water retention is on site. The site is heavily wooded with conservation easements and wetlands. All off site infrastructure is complete. It lies within seven miles of a regional hospital as well as other supportive medical services, one mile from the downtown district with shopping, restaurants and other services, and one mile from the Atlantic Ocean and its beaches.

Tuscan Gardens of Palm Coast will consist of a total of 210 units comprising 252 beds as follows: 78 independent living units, 78 assisted living units, and 54 memory care units. We may alter the configuration based on further market study; however, the total number of units is anticipated to remain at 210. All three services will be housed in three separate buildings: one for independent living, another for assisted living, and a third for memory care.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

Our cash balance is $50,000 as of September 23, 2015. Our cash balance is not sufficient to fund our limited levels of operations for any period of time. We have been utilizing and may utilize funds from the Manager and the Management Corporation who have agreed to advance funds to allow us to pay for offering costs, filing fees, and professional fees.

In order to implement our plan of operations for the next twelve-month period, we require a minimum of $500,000 of funding from this Offering. After a twelve-month period, we may need additional financing but currently do not have any arrangements for such financing.

Long term financing will be used to augment the amount raised in this Offering in order to implement our business plan in part or in full. The exact amount of that funding will be determined on a project by project basis.

If we do not receive adequate proceeds from this Offering to carry out our forecasted operations for the next twelve months, we may have to limit our operations commensurate with the proceeds raised.

Operational Plan

Our business objective for the next twelve months, provided the necessary funding is available, is to identify and acquire properties with the goal of beginning construction within six (6) months of acquisition of any specific property. The property is currently under contract and development has already begun under a design build contract. Closing is anticipated to occur during the first quarter of 2016, but is subject to various local regulatory provisions.

To finance the acquisition of any individual property, the Fund will or may be raising money through an offering of a particular Class of Preferred Membership Units. Class C herein relates to the Property. When other properties are identified, there will or may be an additional offering for each of those properties; but only after a property has been identified and relevant material information made available to prospective investors.

The following chart provides an overview of our anticipated expenditures for the next twelve months:

Operating Expenses	$350,000
Legal and Accounting	$50,000
General and Administrative	$100,000

DIRECTORS, EXECUTIVE OFFICERS AND SIGNIFICANT EMPLOYEES

Name	Position	Age	Term of Office	Approximate hours per week for part-time employees
Laurence J. Pino	CEO	64	05/2015 - present	35
Charles C. Smith, Jr.	President & Chief Development Officer	67	05/2015 - present	35
Sean D. Casterline	Corporate Equity Officer	46	05/2015 - present	35
Christopher P. Young	VP & COO	57	05/2015 - present	35
William N. Johnston	Chief Investment Officer	54	05/2015 - present	35

Laurence J. Pino, Esquire is Chairman and Chief Executive Officer for the Manager and Tuscan Gardens Management Group, LLC. He is the CEO and Founder of The Dynetech Group, Inc., a private equity firm specialized in developing and growing businesses. He also serves as the Chairman of many of its affiliates and subsidiaries. His business has involved developing and growing some 80 distinct business enterprises selling over $1.5 billion of goods and services and creating hundreds of millions of dollars of investment capital.

Mr. Pino is a commercial litigation attorney and a member in good standing of the Bar Associations of New York, Florida and California. Over the past 30 years, Mr. Pino has transacted numerous real estate, stock, and investment ventures for himself and his clients exceeding $500 million in value.

Charles C. Smith, Jr. is President and Chief Development Officer for the Manager and Tuscan Gardens Management Group, LLC. He is the CEO and Founder of Delta Advisory Group, Inc., a federally registered investment advisory firm. During his extensive career, he has been involved in a wide variety of investments, businesses and investment management, including as a principle in commercial real estate projects in excess of $200 million and as a manager of market equities in excess of$150 million.

Sean D. Casterline is the Corporate Equity Officer for the Manager. He is the President and Founder of Delta Capital Management, LLC, a Florida registered investment adviser, the President and Chief Investment Officer for Delta Advisory Group, Inc. a federally registered investment adviser, and co-manager for Aegis Wealth Management, LLC, a federally registered investment adviser. He is also a CFA Charter holder.

Christopher P. Young is Vice President and Chief Operations Officer for the Manager and Tuscan Gardens Management Group, LLC. From 2008 - 2013 he was the Chief Operating Officer for Living Well Lodges LLC and The Hofmeister Group where he was in charge of the day to day operations of the companies and the development of the Senior Assisted Living division.

As the COO for Living Well Lodges LLC, he created the business model for the site acquisition and market penetration criteria, along with the operational pro formas. In addition, Chris developed the financing model that allowed the placement of seventy-five million ($75,000,000) dollars in debt and fifteen million ($15,000,000) dollars in equity for three (3) large Senior Assisted Living Communities in the state of Florida.

He has financing experience in the use of tax exempt bonds, taxable bonds, EB-5, traditional bank debt, HUD financing programs, mezzanine debt and equity. Chris has over 30 years of operational and executive level experience with a variety of small and large corporations, including General Motors and General Dynamics. Additionally, his experience includes small and large scale construction projects, with up to three hundred million ($300,000,000) dollars in value.

William N. Johnston is the Chief Investment Officer for the Fund, the Manager and Tuscan Gardens Management Group, LLC and is responsible for institutional investor relations and capital allocation From 2013-2014 he served as Chief Investment Officer at Unicorp National Developments, a leading developer of retail, mixed use, and multifamily properties. From 2012-2013 he served as EVP Corporate Development and Interim Chief Operating Officer at Digital Risk, LLC, where he delivered over $11mm of annual operating margin growth through operational improvements and supported the 2012 sale for $175bn to Mphasis Ltd., (an HP Company). From 2006 - 2012 he served as the Chief Operating Officer at Liberty Investment Properties, Inc. where he led national hotel development programs with Goldman Sachs and Angelo Gordon. Over the course of his career

He has raised and invested more than $1.5 billion of capital in various forms ranging from private equity to structured debt.

Legal Proceedings

There is no information to report.

COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS

Name	Capacities in which compensation was received	Cash Compensation	Other Compensation	Total Compensation
Laurence J. Pino	CEO	$0	$0	$0
Charles C. Smith, Jr.	President & Chief Development Officer	$10,000	$0	$10,000
Sean D. Casterline	Corporate Equity Officer	$0	$0	$0
Christopher P. Young	VP & COO	$10,000	$0	$10,000
William N. Johnston	Chief Investment Officer	$7,000	$0	$7,000

SECURITY OWNERSHIP OF MANAGEMENT AND CERTAIN SECURITYHOLDERS

As no Membership Interests have been issued, no securities are owned by any officers, directors or the Manager.

INTEREST OF MANAGEMENT AND OTHERS IN CERTAIN TRANSACTIONS

There is no information to report.

SECURITIES BEING OFFERED

Description of the Asset Classes Offered.

Units. Units will have no voting rights concerning the affairs of the Fund. There are no preemptive, subscription or conversion rights associated with the Units.

Asset and Class. The Offering consists of one (1) Class of Preferred Membership Units, denominated Class C, which specifically relates to the Property.

Description of the Securities Offered.

Membership Units. Distributions of Proceeds made by the Fund associated with the Property are made pro rata to the holders of Class C Preferred Units based upon one of the following two methods, at the election of the Preferred Member.

(a) Growth & Income Method. The Growth & Income Method shall represent distribution in the following three ways:

(1)A Fixed Rate of Return on the Capital Contribution, which shall accrue for ninety (90) days from the Date of Investment, payable monthly thereafter; and

(2)Twenty percent (20%) of the Net Distributable Cash Flow on the Property, payable annually; and

(3)A Premium Preference of five percent (5%) of the Liquidity Proceeds upon a Liquidity Event or such additional amount which may be required if greater than five percent (5%), payable as a premium, to provide a Preferred Member a non-compounded annual cumulative rate of return of at least fifteen percent (15%).

(b) Lump-Sum Method. The Lump-Sum Method shall represent a one-time distribution of Preferred Class Members equal to fifty percent (50%) of the Liquidity Proceeds.

Fixed Rates of Return on Threshold Invested Capital Contributions.

(a)AFixed Rate of Returnofeight percent (8%)of InvestedCapital perannumpayable ona monthlybasiscommencingninety (90)daysafterreceiptof funds for those Preferred Memberswho haveinvestedup toNinety-NineThousandNine HundredandNinety-Nine Dollars($99,999)andelectedthe Growth &IncomeMethod of distribution.

(b)AFixed Rate of Returnofnine percent (9%) of InvestedCapital perannumpayable ona monthlybasiscommencingninety (90)daysafterreceiptof funds for those Preferred Memberswho haveinvestedOne HundredThousandDollars($100,000)toTwo Hundred Forty-Nine ThousandNine HundredandNinety-NineDollars($249,999)andelectedthe Growth &IncomeMethodof distribution.

(c)AFixed Rate of Returnoften percent (10%) of InvestedCapital perannumpayable ona monthlybasiscommencingninety (90)daysafterreceiptof funds for those Preferred Memberswho haveinvestedTwoHundred FiftyThousandDollars($250,000)or moreand elected the Growth &Income Methodof distribution.

(d)If, in the discretion of the Manager, it is in the best interest of the Fund, the Fixed Rate of Return may be accrued to the Preferred Member's Capital Account rather than distributed in cash.

Redemption of Preferred Units. The Manager's business model anticipates a series of Liquidity Events on one or more Properties of the Fund within a five to seven year time frame from any particular investment by a Preferred Member. Liquidity Events may provide for an ongoing series of redemptions as more specifically set out herein.

(a)Any Preferred Member may request a redemption of the Preferred Member's Preferred Units commencing on the forty-eighth (48^th) month of the Preferred Member's Investment Date and continuing thereafter (Redemption Request). Upon receipt of the Preferred Member's Redemption Request, Manager shall provide for a redemption of the Preferred Member's Membership Interest within six (6) months thereof based upon the most recent Valuation Event for the Property.

(b)For such purpose, the Manager will provide a Valuation Event within the first quarter of each year to establish the value of the Property as of December 31^st of the prior year.

(c)In the event that the Manager, in its reasonable discretion, determines that a redemption pursuant to a Redemption Request hereinabove would not optimize the value of the Preferred Member's Preferred Units, the Manager shall have the right to extend redemption of the Redemption Request by an additional period of six (6) months.

(d)The Manager may redeem all or any portion of the Preferred Units at the Manager's sole and exclusive discretion at any time after thirty-six (36) months from the date which the Certificate of Occupancy is issued; provided, however, that such redemption shall be for a Unit Value not less than an amount which reflects a fifteen percent (15%) annual non-compounded cumulative return to the Preferred Members.

FINANCIAL STATEMENTS

	Page
Audited Balance Sheet as of July 31, 2015
Audited Statement of Income for the period June 9, 2015 (date of inception) to July 31, 2015
Audited Statement of Changes in Member's Equity for the period June 9, 2015 (date of inception) to July 31, 2015
Audited Statement of Cash Flows for the period June 9, 2015 (date of inception) to July 31, 2015
Pro Forma Financial Projections for Tuscan Gardens of Palm Coast	18
Project Costs (Detailed) Projected for Tuscan Gardens of Palm Coast	19
Project Costs (Summary) Projected for Tuscan Gardens of Palm Coast	21

AUDITED FINANCIALS

ATTACHED

Pro Forma Financial Projections for Tuscan Gardens of Palm Coast
					stabilized
	2017	2018	2019	2020	2021
Operating Revenues
Independent Living	$   73,528	$  1,321,128	$   2,409,560	$   2,644,038	$   2,723,360
Assisted Living	$ 184,344	$  2,689,324	$   4,741,256	$   5,112,104	$   5,265,476
Memory Care	$ 145,036	$  2,174,397	$   3,866,123	$   4,188,580	$   4,314,238
Skilled Nursing
Miscellaneous Income
Interest Income - Other
Total Operating Revenues	$  402,908	$  6,184,850	$ 11,016,938	$  11,944,723	$ 12,303,073
Increase from prior year		1435.1%	78.1%	8.4%	3.0%
Operating Expenses
General & Administration	$  1,475,209	$   2,133,067	$   2,374,422	$   2,397,240	$   2,464,629
Plant	$     190,809	$      510,609	$      520,805	$       531,762	$       547,189
Environmental Services	$        99,001	$      253,562	$      258,621	$       264,352	$       271,722
Food & Beverage Services	$     301,928	$   1,038,688	$   1,310,829	$   1,376,871	$   1,414,353
Resident Services	$        93,062	$       271,287	$      276,717	$       282,930	$      290,716
Assisted Living	$     202,723	$       842,896	$   1,165,864	$    1,195,825	$   1,228,430
Memory Care	$        56,718	$       482,379	$       717,740	$       734,068	$      754,059
Total Operating Expenses	$  2,419,451	$  5,532,488	$  6,624,998	$   6,783,047	$  6,971,098
Increase from prior year		128.7%	19.7%	2.4%	2.8%
Net Operating Income	$(2,016,543)	$      652,362	$   4,391,940	$    5,161,675	$    5,331,975
Post Stabilization Debt Service	$                    -	$                    -		$    (1,947,194)	$  (1,947,194)
Debt Service Coverage Ratio	N/A	N/A	N/A	2.65x	2.74x
Operating Margin	N/A	11%	40%	43%	43%

Project Costs (Detailed) Projected for Tuscan Gardens of Palm Coast
Project Cost	Amount	Units 210   Per Unit
Land Cost	$     2,900,000	$         13,810
GC FFP GMP (Includes Precon Fee)	$   28,458,462	$       135,516
Site Improvements - In GC Cost	$                       -	$                     -
Off-site Development (Not Anticipated)	$                       -	$                     -
Site Horizontal - Cut/Fill - Soil Bearing (IN GC Div. 2)	$                       -	$                     -
Fire Protection/Sprinkler Engineering (IN GC Div. 15)	$                       -	$                     -
Truss Engineering (IN GC Div. 6)	$                       -	$                     -
Project Architect	$     1,000,000	$            4,762
MEP  (Included in Architect Bid)	$                       -	$                     -
Structural  (Included in Architect Bid)	$                       -	$                     -
Kitchen Design	$           30,000	$               143
Fountain Design	$           12,300	$                 59
Low Voltage	$           48,000	$               229
Project Architect Construction	$        120,000	$               571
Civil Engineer & Others	$        100,000	$               476
Civil Engineer Construction	$           25,000	$               119
MDOT	$           10,000	$                 48
Lighting Design - Parking (Included in Architect)	$                       -	$                    -
Phase 1 ESA	$             3,000	$                 14
Environmental - Wetlands - Protective Species	$             5,000	$                 24
Cut and Fill Calculations	$             3,000	$                 14
Trail Path - Offsite	$             1,000	$                   5
Survey  (ALTA) / Topo	$           10,000	$                 48
Geo-tech	$           12,500	$                 60
Landscape Design	$           35,000	$               167
Interior Design	$        175,000	$               833
Owner FF&E (Handled By Interior Design)	$     1,250,000	$            5,952
IT Design	$           50,000	$               238
Nurses Call and IT	$        130,000	$               619
EMAR System	$           15,000	$                 71
HIPPA Compliance Requirements
Winter Heating	$                       -	$                     -
Operational Startup / Small wares	$         200,000	$               952
Environmental Equipment	$           40,000	$               190
Food Service Small wares	$           30,000	$               143
Clinical Equipment	$           35,000	$               167

Computers/Servers/Cloud Based Aps/Hardware/Software/CRM	$        120,000	$               571
Telecommunications	$           75,000	$               357
CCTV / Security System	$           30,000	$               143
Access / Door / Security System	$           20,000	$                 95
Wi-Fi System Design and Structure / On-going Operations	$        120,000	$               571
Cable TV or Equivalent / On-going Operations	$           12,000	$                 57
Utility Service to Site (Gas - Electrical - LV)	$           15,000	$                 71
Transportation	$        120,000	$               571
Building Permit / Tap Fees	$        150,000	$               714
Other City/County/State Fees or Permits	$           26,200	$               125
Impact Fees	$        300,000	$            1,429
Project - Legal - City	$           20,000	$                  95
Contingency (Owner)	$         400,000	$            1,905
Construction Monitoring	$           50,000	$               238
Insurance General Liability	$           12,000	$                 57
Property Taxes	$           25,000	$               119
Developer's Fee	$     2,500,000	$         11,905
PM Construction Oversight	$        650,000	$            3,095
Project CFO	$           15,000	$                 71
Threshold Inspections	$           50,000	$               238
Market and Financial Feasibility	$           50,000	$               238
Start-up marketing (Handled By Sage Age)	$        125,000	$               595
Working Capital Startup	$     3,380,723	$         16,099
Pre-opening Sales & Marketing (Handled by Sage Age)	$        300,000	$            1,429
Pre Finance Project Cost	$ 43,264,185	$      206,020
Finance Costs
Capitalized Interest (construction)	$970,066	$            4,619
Capitalized Interest (stabilization)	$2,397,016	$         11,414
Cost of Issuance	$603,709	$            2,875
Underwriter Project Monitor	$60,000	$               286
Finance Costs	$4,030,791	$         19,194
Total Project Cost	$47,294,976	$      225,214

Project Costs (Summary) Projected for Tuscan Gardens of Palm Coast
		Units	Square Ft.
		210	189,723
Pre Finance Project Cost		Per Unit	Per S.F.
Hard Cost	$  28,458,462	$       135,516	$               150
Land	$    2,900,000	$         13,810	$                 15
Soft Cost (pre finance)	$    4,550,000	$         21,667	$                 24
Developer Fee	$    2,500,000	$         11,905	$                 13
Project Management	$       650,000	$            3,095	$                   3
Startup Marketing	$       425,000	$            2,024	$                   2
Working Capital	$    3,380,723	$         16,099	$                 18
Contingency	$       400,000	$            1,905	$                   2
Pre Finance Project Cost	$43,264,185	$      206,020	$              228
Capitalized Interest	$    3,367,082	$         16,034	$                 18
Reserves	$                      -	$                     -	$                     -
Underwriter/Issuance Fees	$       663,709	$            3,161	$                    3
Financing Cost	$    4,030,791	$         19,194	$                 21
Project Budget	$ 47,294,976	$       225,214	$               249
Units	210
Per Unit	$        225,214
Pro Forma NOI	$    5,331,975

SIGNATURES

Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this Offering statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Orlando, State of Florida, on July 2, 2015.

Tuscan Gardens Secured Income Fund, LLC

By /s/ Janet Horvath-Pino

Janet Horvath-Pino, Chief Administrative Officer of

Manager Tuscan Gardens Management Corporation

This Offering statement has been signed by the following persons in the capacities and on the dates indicated.

/s/ Laurence J. Pino

Laurence J. Pino, Chief Executive Officer

Date: July 1, 2015

/s/ Charles C. Smith, Jr.

Charles C. Smith, Jr., President and Chief Development Officer

Date: July 1, 2015

/s/ William N. Johnston

William N. Johnston, Chief Investment Officer

Date: July 1, 2015

EX1A-2A CHARTER

Electronic Articles of Organization
For
Florida Limited Liability Company

Article I
The name of the Limited Liability Company is:
TUSCAN GARDENS SECURED INCOME FUND LLC

Article II
The street address of the principal office of the Limited *
Liability Company is:
189 S ORANGE AVE STE 1650
ORLANDO, FL 32801


The mailing address of the Limited Liability Company is:
189 S ORANGE AVE STE 1650
ORLANDO, FL 32801

Article III
The name and Florida street address of the registered agent *
is:
LAURENCE J. PINO, PA
189 S ORANGE AVE STE 1650
ORLANDO, FL 32801


Having been named as registered agent and to accept service *
of process for the above stated limited liability company *
at the place designated in this certificate, I hereby accept *
the appointment as registered agent and agree to act in this *
capacity.  I further agree to comply with the provisions of *
all statutes relating to the proper and complete performance *
of my duties, and I am familiar with and accept the obligations *
of my position as registered agent.
Registered Agent Signature:	LAURENCE J. PINO, ESQ.

Article IV
The name and address of person(s) authorized to manage LLC:
Title:	MGR
TUSCAN GARDENS SECURED INCOME FUND MANAGER LLC
189 S ORANGE AVE STE 1650 ORLANDO, FL 32801

Signature of member or an authorized representative
Electronic Signatnre: LAURENCE J. PINO, ESQ.


L15000100711 FILED 8:00AM June 09, 2015
Sec. Of State
jdharris


I am the member or authorized representative submitting these *
Articles of Organization and affirm that the facts stated herein *
are true.  I am aware that false information submitted in a document *
to the Department of State constitutes a third degree felony as *
provided for in s.817.155, F.S. I understand the requirement to file *
an annual report between January 1st and May 1st in the calendar year *
following formation of the LLC and every year thereafter to maintain *
"active" status.

EX1A-4 SUBS AGMT

TUSCAN GARDENS SECURED INCOME FUND, LLC

CLASS C SUBSCRIPTION AGREEMENT

TO BE USED ONLY IN CONJUNCTION WITH AN INVESTMENT IN UNITS OFFERED THROUGH THE OFFERING CIRCULAR DATED September 23, 2015.

THIS SUBSCRIPTION AGREEMENT is made as of this ___ day of ____________, 2015, by and between TUSCAN GARDENS SECURED INCOME FUND LLC, a Florida limited liability company (the “Fund”), and the undersigned subscriber (the “Subscriber”).

The Fund desires to obtain financing by selling up to one thousand (1,000) investment units (“Units”) at $5,000 per Unit. Subscriber desires to purchase the number of Units set forth on the signature page hereof.

NOW, THEREFORE, for and in consideration of the premises and the mutual covenants hereinafter set forth, the parties hereto do hereby agree as follows:

1. SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY THE SUBSCRIBER

1.1 Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase the number of Units for the purchase price set forth upon the signature page hereof, and the Fund agrees to sell such Units to the Subscriber at a purchase price equal to such amount. The purchase price is payable by check or wire transfer on terms set forth in Section 2.3.

The Subscriber understands that their admission to the Fund as a Member is contingent upon the acceptance in writing of the Subscription by the Fund. The Subscriber understands that pending such acceptance, the check will be deposited in an escrow account and the other documents the Subscriber furnished will be held in trust by the Fund.

The Subscriber represents that he/she is a resident of the United States, unless otherwise identified in Section 1.4 hereinbelow.

1.2 The Subscriber recognizes that the purchase of Units involves a high degree of risk and is suitable only for persons of adequate financial means who have no need for liquidity in this investment in that (i) he/she may not be able to liquidate his investment in the event of an emergency; (ii) transferability is extremely limited; and (iii) he/she could sustain a complete loss of his/her entire investment.

1.3 The Subscriber represents that (i) he/she is competent to understand and does understand the nature of the investment, and (ii) he/she is able to bear the economic risk of this investment.

1.4 Please check the appropriate space(s):

____ The Subscriber represents that he/she is an “accredited investor” as such term is defined in Rule 501 of Regulation D promulgated under the Securities Act of 1933, as amended (the “Act”). (The definition of “accredited investor” is set forth below.)

____ The Subscriber represents that he/she is not a resident of the United States.

The definition of an “accredited investor” includes the following:

· An individual having a net worth or a joint net worth with spouse at the time of purchase in excess of $1,000,000. (In calculating net worth, you may include the value of your personal property and real estate, excluding the value of your principal residence, but including cash, short-term investments, stock and securities. Your inclusion of personal property and real estate, other than your principal residence, should be based on the fair market value of such property less debt secured by such property.)

· An individual whose net income was in excess of $200,000 in each of the two most recent years, or whose joint income with spouse was in excess of $300,000 in each of those years, and who reasonably expects his net income to reach such level in the current year.

· An IRA, Keogh or similar benefit plan for which investments are made solely by persons that are accredited investors.

· Any entity in which all of the equity owners are accredited investors.

____ The Subscriber represents that he/she is not an “accredited investor.”

1.5 The Subscriber acknowledges and represents that he or she is either an accredited investor or, in the alternative, his/her investment in this Offering does not exceed ten (10%) percent of his/her income or net assets, or his/her investment does not and will not exceed any additional net worth requirements imposed by the Subscriber’s state of residence.

1.6 The Subscriber acknowledges and represents that he/she has significant prior investment experience and that he/she recognizes the highly speculative nature of this investment. The Subscriber has such knowledge and experience in financial and business matters that he/she is capable of evaluating the merits and risks of investment in the Fund; and has the capacity to protect his/her interest in connection with an investment in the Fund;

1.7 The Subscriber hereby represents that he/she has been furnished by the Fund during the course of this transaction with all information regarding the Fund which he/she requested or desired to know; that all other documents which could be reasonably provided have been made available for his/her inspection and review; and that he/she has been offered the opportunity to ask questions of and receive answers from duly authorized officers or other representatives of the Fund concerning the Fund and the terms and conditions of this offering.

1.8 The Subscriber hereby specifically accepts and adopts each and every provision of the Operating Agreement, and executes this Subscription Agreement as a counterpart signature page to that Operating Agreement. The Subscriber has read and understands the Operating Agreement, the Offering Circular, this Subscription Agreement and any other related documents.

1.9 The Subscriber’s overall commitment to investments that are not readily marketable is not disproportionate to his/her or their net worth and the investment in the Fund will not cause such overall commitment to be excessive.

1.10 The Subscriber hereby acknowledges that this offering of Units has not been reviewed by the United States Securities and Exchange Commission (the "SEC") because of the Fund's representations

that this is intended to be a nonpublic offering pursuant to Sections 4(a)(2) and/or 4(a)(6) of the Act and Regulation A promulgated thereunder. The Subscriber represents that the Units are being purchased for his/her/their own account, for investment and not for distribution or resale to others. The Subscriber agrees that he/she will not sell, transfer or otherwise dispose of any of the Units unless they are registered under the Act or unless an exemption from such registration is available.

1.11 The Subscriber agrees that the Fund may, if it desires, permit the transfer of the Units by the Subscriber out of his/her name only when his/her request for transfer is accompanied by an opinion of counsel reasonably satisfactory to the Fund that the proposed sale, transfer or disposition does not result in a violation of the Act or any applicable state or province "blue sky" laws (collectively, "Securities Laws"). The Subscriber agrees to hold the Fund and its directors, officers and controlling persons and their respective heirs, representatives, successors and assigns harmless and to indemnify them against all liabilities, costs and expenses incurred by them as a result of any sale, transfer or other disposition of the Units by the undersigned Subscriber in violation of any Securities Laws or any misrepresentation herein.

1.12 The Subscriber acknowledges and agrees that the Fund is relying on the Subscriber's representations contained in this Agreement in determining whether to accept this Subscription. The Subscriber agrees that the Fund reserves the unrestricted right to request and require additional information from Subscriber, reject or limit any Subscription, and to close the offer at any time.

1.13 The Subscriber represents and warrants that all representations made by the Subscriber hereunder are true and correct in all material respects as of the date of execution hereof, and Subscriber further agrees that until the closing on the Units subscribed for he/she shall inform the Fund immediately of any changes in any of the representations provided by the Subscriber hereunder.

1.14 The Subscriber is aware of the following:

(a) The Fund has no financial or operating history;

(b) There are substantial restrictions on the transferability of the Units; the Units will not be, and investors in the Fund have no rights to require that the Units be registered under the Securities Act of 1933, or any other state or federal act, and any such registration is unlikely;

(c) Financial projections and forecasts, if any, in the materials provided by the Fund are only management's estimates based on assumptions therein stated. There is no assurance or guarantee that any such projections and forecasts will be met;

(d) At any time, the amount of distributions or tax effects that may be available as a result of investment in the Fund is not susceptible to absolute prediction, and different future occurrences, interpretations or new developments in rulings of the Internal Revenue Service, court decisions or legislative changes may have an adverse effect thereon;

(e) No federal or state agency has made any finding or determination whatsoever as to the fairness for public investment, nor any recommendation nor endorsement, of the Units;

1.15 The Subscriber acknowledges and agrees that, except as set forth in the offering materials, no other facts or assumptions have been represented, guaranteed or warranted to me, or us, by any person, expressly or by implication.

2. TERMS OF OFFERING

2.1 The Offering commenced on September 23, 2015 and will terminate upon the earlier of: (i) the completion of the sale of all of the Units, or (ii) December 31, 2016. The Offering may be extended by the Fund in its sole discretion (the "Offering Period"). The Offering may be closed from time to time, in tranches of any number of Units (collectively the "Closings").

2.2 All funds paid hereunder shall be immediately available to the Fund.

2.3 The Subscriber hereby agrees to purchase the number of Units from the Fund set forth upon the signature page hereof. The Subscriber must purchase a minimum of five (5) or more Units for his/her initial Subscription with a purchase price of $5,000 per Unit. The purchase price is payable by check or wire transfer to the Fund. If the Fund declines to accept this Subscription, the Fund will return Subscription funds to the undersigned without interest thereon or deduction there from.

2.4 The Subscriber acknowledges that this is a Regulation A offering.

2.5 Closings on Subscriptions shall be held as soon as practicable following the Fund's acceptance hereof.

3. MISCELLANEOUS

3.1 Any notice or other communication given hereunder shall be deemed sufficient if in writing and sent by registered or certified mail, return receipt requested, addressed to the Fund at 189 S. Orange Ave., Suite 1650, Orlando, FL 32801, and to the Subscriber at his/her address indicated on the last page of this Agreement. Notices shall be deemed to have been given on the date of mailing, except notices of change of address, which shall be deemed to have been given when received.

3.2 This Agreement shall not be changed, modified, or amended except by a writing signed by the parties to be charged, and this Agreement may not be discharged except by performance in accordance with its terms or by a writing signed by the party to be charged. The respective representations, warranties and covenants of the parties set forth in this Agreement shall survive delivery of and payment for the Units contemplated hereunder.

3.3 This Agreement shall be binding upon and inure to the benefit of the parties hereto and to their respective heirs, legal representatives, successors and assigns. This Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof and merges and supersedes all prior discussions, agreements and understandings of any and every nature among them.

3.4 This Agreement and its validity, construction and performance shall be governed in all respects by the laws of the state of Florida, without giving effect to the choice of law rules thereof, and by the terms of the Operating Agreement for the Fund.

3.5 This Agreement may be executed in counterparts. Upon the execution and delivery of this Agreement by the Subscriber, this Agreement shall become a binding obligation of the Subscriber with respect to the purchase of Units as herein provided.

4. ACCEPTANCE.

Execution of this Subscription Agreement and tender of the payment referenced in Paragraph 1 above shall constitute an irrevocable offer which the Fund may accept or reject; acceptance by the Fund shall be indicated by its causing the undersigned to become a Member through execution of the Operating Agreement or amendment thereto, admitting the undersigned as a Member.

Subscriber Information:
Name	Social Security # or Tax I.D.
Street Address	County
City	State Zip Code
Telephone                                          Email	Occupation
Spouse’s Name	Spouse’s Occupation
Co-Subscriber Information:
Name	Social Security # or Tax I.D.
Street Address	County
City	State Zip Code
Telephone                                          Email	Occupation
Spouse’s Name	Spouse’s Occupation

Investment Ownership:	My Interest Should be Shown on the Fund Records as Follows (indicate one of the following):
☐___ Units ― $__________ ☐50 Units ― $250,000 ☐40 Units ― $200,000 ☐30 Units ― $150,000 ☐20 Units ― $100,000 ☐5 Units ― $ 25,000	☐Individual ☐Company* ☐IRA ☐ Joint Tenancy ☐Tenants in Common ☐Corporation*** ☐Trustee** ☐Other (Describe) _________________________________ * If a limited liability company, please include a copy of the Articles of Organization, Operating Agreement and a certificate of action of the manager(s) or other document authorizing the investment. ** If a custodian, trustee or agent, please include a copy of the trust, agency or other agreement and an entity certificate authorizing the investment. *** If a corporation, please include a copy of the Articles of Incorporation and a certified corporate resolution or other document authorizing the investment. **Please Confirm Suitability**
Investment Payment Method (choose one):
☐Check ☐ Wire Transfer Instructions ☐Electronic Funds Transfer (EFT) – I (we) hereby authorize Tuscan Gardens Secured Income Fund LLC to initiate a debit entry to my (our) account indicated below at the Depository named below, to debit the same to such account. This Authorization shall be for the amount of subscription of this Agreement only, and shall terminate upon collection of such amount.
Distribution Method (choose one):
☐Mail my distribution. ☐Deposit my monthly distributions electronically into the account listed on the attached voided check. ☐Automatically accrue my monthly distributions to my Capital Account.
Please indicate your acceptance hereof by signing below in the space provided. The Agreement will be fully executed and a copy returned to you for your records upon receipt of investment payment.
Accepted By:
SUBSCRIBER
Signature		Printed Name	Date
Signature		Printed Name	Date
TUSCAN GARDENS SECURED INCOME FUND LLC
Signature		Printed Name	Date