UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
Amendment No. 1
(Mark One)
[x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-12989
COMMERCIAL NET LEASE REALTY, INC.
(Exact name of registrant as specified in its charter)
Maryland 56-1431377
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
450 South Orange Avenue, Suite 900
Orlando, Florida 32801
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (407) 265-7348
Securities registered pursuant to Section 12(b)(6) of the Act:
Title of each class Name of exchange on which registered:
Common Stock, $0.01 par value New York Stock Exchange
7.125% Notes due 2008 None
8.125% Notes due 2004 None
Securities registered pursuant to section 12(g) of the Act:
None
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days: Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate market value of voting stock held by non-affiliates of the
registrant as of February 10, 2000, was $287,520,840.
The number of shares of common stock outstanding as of February 10, 2000, was
30,250,939.
<PAGE>
The Form 10-K of Commercial Net Lease Realty, Inc. for the year ended December
31, 1999, is being amended to include expanded disclosures in Exhibit 13.
<PAGE>
DOCUMENTS INCORPORATED BY REFERENCE:
1. Registrant incorporates by reference portions of the Commercial Net Lease
Realty, Inc. Annual Report to Shareholders for the year ended December 31, 1999
(Items 5, 6, 7, 7A and 8 of Part II).
2. Registrant incorporates by reference portions of the Commercial Net Lease
Realty, Inc. Proxy Statement for the 2000 Annual Meeting of Shareholders (Items
10, 11, 12 and 13 of Part III).
PART I
Item 1. Business
Commercial Net Lease Realty, Inc., a Maryland corporation (the "Registrant" or
the "Company"), is a fully integrated, self-administered real estate investment
trust ("REIT") formed in 1984 that acquires, owns manages and indirectly
develops a diversified portfolio of high-quality, freestanding properties that
are generally leased to major retail businesses under full-credit, long-term
commercial net leases.
The Company's strategy is to invest in single-tenant, freestanding retail
properties with purchase prices of generally up to $7.5 million, which typically
are located along intensive commercial corridors near traffic generators, such
as regional malls, business developments and major thoroughfares. Management
believes that these types of properties when leased to high-quality tenants with
significant market presence provide attractive opportunities for a stable
current return and the potential for capital appreciation. In management's view,
these types of properties also provide the Company with flexibility in use and
tenant selection when the properties are re-let.
The Company will hold its properties until it determines that the sale or other
disposition of the properties is advantageous in view of the Company's
investment objectives. In deciding whether to sell properties, the Company will
consider factors such as potential capital appreciation, net cash flow and
federal income tax considerations.
Properties
During the year ended December 31, 1999, the Company borrowed $59,403,000 under
its credit facility (i) to acquire 36 properties (two of which were land only
parcels upon which buildings are currently under construction), (ii) to purchase
five buildings constructed by tenants on land parcels owned by the Company and
(iii) to complete construction of ten buildings by the Company on previously
acquired land parcels. As of December 31, 1999, the Company owned 270 properties
(the "Properties") that are leased to major businesses, including Academy,
Barnes & Noble, Bed Bath & Beyond, Best Buy, Borders, Eckerd, Food 4 Less, Good
Guys, Heilig-Meyers, Hi-Lo Automotive, HomePlace/Waccamaw, OfficeMax, Sears
Homelife Centers and The Sports Authority. The Company's Property portfolio was
99 percent leased at December 31, 1999.
The Properties are generally leased under net leases pursuant to which the
tenant typically will bear responsibility for substantially all property costs
and expenses associated with ongoing maintenance and operation. The leases of
each of the Company's Properties require payment of base rent plus, generally,
either percentage rent based on the tenant's gross sales or contractual
increases in base rent.
During 1999, one of the Company's lessees, Eckerd Corporation, accounted for
more than ten percent of the Company's total rental income (including the
Company's share of rental income from nine properties owned by the Company's
unconsolidated partnership). As of December 31, 1999, Eckerd Corporation leased
51 Properties (including four properties under leases with the Company's
unconsolidated partnership). It is anticipated that, based on the minimum rental
payments required by the leases, Eckerd Corporation will continue to account for
more than ten percent of the Company's total rental income in 2000. Any failure
of this lessee to make its lease payments when they are due could materially
affect the Company's income.
Investment in Consolidated Subsidiaries
In November 1995, the Company formed two wholly owned subsidiaries, Net Lease
Realty I, Inc. and Net Lease Realty II, Inc. In June 1997, the Company formed
two wholly-owned subsidiaries, Net Lease Realty III, Inc. and Net Lease Realty
IV, Inc. and in August 1998, the Company formed one wholly owned subsidiary, Net
Lease Funding, Inc. Net Lease Realty I, Inc., Net Lease Realty IV, Inc. and Net
Lease Funding, Inc. were formed to facilitate the acquisition and development of
certain properties. Net Lease Realty II, Inc. was utilized to facilitate the
acquisition of CNL Realty Advisors, Inc., the Company's advisor, and Net Lease
Realty III, Inc. is the general partner of and holds a 20 percent interest in
Net Lease Institutional Realty, L.P. Each of the wholly-owned subsidiaries is a
qualified real estate investment trust subsidiary as defined under Internal
Revenue Code Section 856(i)(2).
Investment in Unconsolidated Subsidiary
In May 1999, the Company transferred its build-to-suit development operation to
a 95 percent owned, taxable unconsolidated subsidiary ("Services"). The Company
contributed $5.7 million of real estate and other assets to Services in exchange
for 5,700 shares of non-voting common stock. The Company also entered into a
secured line of credit agreement with Services for a $30,000,000 revolving
credit facility. The credit facility is secured by a first mortgage on Services'
properties. In addition, the Company entered into a line of credit agreement
with a wholly-owned subsidiary of Services for a $20,000,000 revolving credit
facility. Services acquires, develops, leases and sells freestanding retail
properties.
Investment in Unconsolidated Partnership
In September 1997, Net Lease Realty III, Inc., a wholly-owned subsidiary of the
Company, formed a limited partnership, Net Lease Institutional Realty L.P. (the
"Partnership"), with The Northern Trust Company, as Trustee of the Retirement
Plan for the Chicago Transit Authority Employees ("CTA") to acquire, own and
manage nine properties. Net Lease Realty III, Inc. is the sole general partner
(the "General Partner") with a 20 percent interest in the Partnership, and CTA
is the sole limited partner with an 80 percent interest in the Partnership.
Pursuant to the Partnership agreement, the General Partner is responsible for
the management of the Partnership's properties. Net income and losses of the
Partnership are to be allocated to the partners in accordance with their
respective percentage interest in the Partnership. The Partnership secured a $12
million non-recourse mortgage on the Partnership's nine properties in September
1997 at 7.37% interest rate.
As of December 31, 1999, the Partnership owned nine properties (the "Partnership
Properties") leased to six major retail tenants. Generally, the leases of the
Partnership Properties provide for initial terms of 15 to 20 years with annual
base rent ranging from $183,000 to $730,000 and building sites ranging from
11,000 to 54,000 square feet. All of the Partnership Properties are leased under
net leases pursuant to which the tenant typically will bear the responsibility
for substantially all property costs and expenses related to ongoing maintenance
and operation, including utilities, property taxes and insurance.
Advisory Services
On January 1, 1998, the Company acquired its external advisor, CNL Realty
Advisors, Inc. (the "Advisor") which resulted in the Company becoming a
self-administered and self-managed REIT (the "Advisor Transaction"). Pursuant to
an agreement and plan of merger, the Advisor was merged into a wholly owned
subsidiary of the Company pursuant to which all of the outstanding common stock
of the Advisor was exchanged for 220,000 shares of common stock of the Company
and the right, based upon the Company's completed property acquisitions and
completed development projects in accordance with the Merger agreement, to
receive up to 1,980,000 additional shares (the "Share Balance") of the Company's
common stock, for a period of up to five years. Since the effective date of the
Advisor Transaction, the Company has issued 855,922 shares of the Share Balance.
On January 1, 2000, in connection with the property acquisitions during the
quarter ended December 31, 1999, an additional 50,711 shares of the Share
Balance became issuable to the stockholders of the Advisor. Upon the
consummation of the Advisor Transaction, all personnel employed by the Advisor
became employees of the Company. Following consummation of the Advisor
Transaction, the Advisory Agreement (as defined above) and the obligation of the
Company to pay any fees thereunder was terminated. For a complete description of
the Advisor Transaction, see the Company's Proxy Statement dated November 13,
1997 for the Company's 1997 annual meeting of stockholders.
Competition
The Company generally competes with other REIT's, commercial developers, real
estate limited partnerships and other investors, including but not limited to,
insurance companies, pension funds and financial institutions, in the
acquisition, leasing, financing, development and disposition of investments in
net-leased retail properties.
Employees
As of December 31, 1999, the Company employed 28 full-time persons including
executive, administrative and field personnel. Reference is made to "Item 10.
Directors and Executive Officers of the Registrant" for a listing of the
Company's Executive Officers.
Item 2. Properties
As of December 31, 1999, the Company owned 270 Properties located in 36 states
that are leased to 62 major retail tenants. Reference is made to the Schedule of
Real Estate and Accumulated Depreciation and Amortization filed with this Report
for a listing of the Properties and their respective carrying costs.
Description of Properties
Land. The Company's Property sites range from approximately 17,000 to 583,000
square feet depending upon building size and local demographic factors. Sites
purchased by the Company are in locations zoned for commercial use which have
been reviewed for traffic patterns and volume. Land costs range from
approximately $37,000 to $6,300,000.
Buildings. The buildings generally are rectangular, single-story structures
constructed from various combinations of stucco, steel, wood, brick and tile.
Building sizes range from approximately 1,000 to 110,000 square feet. Building
costs range from $258,000 to $7,082,000 for each Property, depending upon the
size of the building and the site and the area in which the Property is located.
Generally, the Properties owned by the Company are freestanding, with paved
parking areas.
Leases. Although there are variations in the specific terms of the leases, the
following is a summarized description of the general structure of the Company's
leases. Generally, the leases of the Properties owned by the Company provide for
initial terms of 10 to 20 years. As of December 31, 1999, the weighted average
remaining lease term was approximately 14 years. The Properties are generally
leased under net leases pursuant to which the tenant typically will bear
responsibility for substantially all property costs and expenses associated with
ongoing maintenance and operation, including utilities, property taxes and
insurance. In addition, the majority of the Company's leases provide that the
tenant is responsible for roof and structural repairs. The leases of the
Properties provide for annual base rental payments (payable in monthly
installments) ranging from $21,000 to $1,032,000. Generally, the leases provide
for either percentage rent or contractual increases in annual rent. Leases which
provide for contractual increases in annual rent generally have increases which
range from six to 12 percent after every five years of the lease term. In
addition, for those leases which provide for the payment of percentage rent,
such rent is generally one to eight percent of the tenants' annual gross sales,
less the amount of annual base rent payable in that lease year. As of December
31, 1999, leases representing approximately 83 percent of annual base rent
include contractual increases, leases representing approximately 31 percent of
annual base rent include percentage rent provisions and leases representing
approximately 21 percent of annual base rent include both contractual and
percentage rent provisions.
Generally, the leases of the Properties provide for two, three or four five-year
renewal options subject to the same terms and conditions as the initial lease.
Some of the leases also provide that, in the event the Company wishes to sell
the Property subject to that lease, the Company first must offer the lessee the
right to purchase the Property on the same terms and conditions, and for the
same price, as any offer which the Company has received for the sale of the
Property.
During 1999, one of the Company's lessees, Eckerd Corporation (drugstore)
accounted for more than ten percent of the Company's total rental income
(including the Company's share of rental income from the Partnership
Properties). As of December 31, 1999, Eckerd Corporation leased 51 Properties
(including four properties under leases with the Partnership).
As of December 31, 1999, one of the Company's lessees, Eckerd Corporation (a
wholly-owned subsidiary of the J.C. Penney Company, Inc.), leased Properties
representing 11.2% of total assets. For information regarding the results of
operations and financial condition of this entity, refer to the Annual Report on
Form 10-K of the J.C. Penney Company, Inc., Note 15 (Segment Reporting) of the
Notes to the Financial Statements, as filed with the Securities and Exchange
Commission for the year ended January 30, 1999.
The Company generally competes with other REIT's, commercial developers, real
estate limited partnerships and other investors, including but not limited to,
insurance companies, pension funds and financial institutions in the
acquisition, leasing, financing, development and disposition of investments in
net-leased retail properties.
Investments in real property create a potential for environmental liability on
the part of the owner of such property from the presence or discharge of
hazardous substances on the property. It is the Company's policy, as a part of
its acquisition due diligence process, to obtain a Phase I environmental site
assessment for each property and where warranted, a Phase II environmental site
assessment. Phase I assessments involve site reconnaissance and review of
regulatory files identifying potential areas of concern, whereas Phase II
assessments involve some degree of soil and/or groundwater testing. The Company
may acquire a property whose environmental site assessment indicates that a
problem or potential problem exists, subject to a determination of the level of
risk and potential cost of remediation. In such cases, the Company requires the
seller and/or tenant to (i) remediate the problem prior to the Company's
acquiring the property, (ii) indemnify the Company for environmental liabilities
or (iii) agree to other arrangements deemed appropriate by the Company to
address environmental conditions at the property. The Company has 17 properties
currently under some level of environmental remediation. The seller or the
tenant is contractually responsible for the cost of the environmental
remediation for each of these properties.
The Company's principal executive offices are located at 450 South Orange
Avenue, Suite 900, Orlando, Florida 32801. The Company's telephone number is
(407) 265-7348.
Item 3. Legal Proceedings
The Company is a co-defendant in a lawsuit filed on December 10, 1998 in the
United States District Court for the District of Puerto Rico. The plaintiff is
alleging that the Company is in breach of a ground lease agreement with the
plaintiff regarding a land parcel owned by the plaintiff and is seeking damages
of $7,500,000 and/or specific performance of the execution of the ground lease.
Management believes it will prevail in this suit and intends to vigorously
defend its position. The Company believes, in the unlikely event that the
Company were to be held liable, the relief granted by the court would be
specific performance of the ground lease or damages in an amount far less than
the amount sought by the plaintiff and would not materially affect the Company's
operations or financial condition.
The Company is not a party to any other pending legal proceedings which, in the
opinion of the Company and its general counsel, is likely to have a material
adverse effect upon the Company's business or financial condition.
PART II
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
Information responsive to this Item is contained in the section captioned "Share
Price and Dividend Data" on page 53 of the Registrant's Annual Report to
Shareholders for the year ended December 31, 1999; the information in such
section is filed as an exhibit to this report and the cited portion of which is
incorporated herein by reference.
Item 6. Selected Financial Data
Information responsive to this Item is contained in the section captioned
"Historical Financial Highlights" on page 5 of the Registrant's Annual Report to
Shareholders for the year ended December 31, 1999; the information in such
section is filed as an exhibit to this report and the cited portion of which is
incorporated herein by reference.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Information responsive to this Item is contained in the section captioned
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" on pages 14 through 30 of the Registrant's Annual Report to
Shareholders for the year ended December 31, 1999; the information in such
section is filed as an exhibit to this report and the cited portion of which is
incorporated herein by reference.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Information responsive to this Item is contained in the section captioned
"Management's Discussion and Analysis of Financial Condition and Results of
Operations", subsection "Quantitative and Qualitative Disclosures About Market
Risk", on pages 29 and 30 of the Registrant's Annual Report to Shareholders for
the year ended December 31, 1999; the information in such section is filed as an
exhibit to this report and the cited portion of which is incorporated herein by
reference.
Item 8. Financial Statements and Supplementary Data
Certain information responsive to this Item is contained in the section
captioned "Consolidated Quarterly Financial Data" on page 52 of the Registrant's
Annual Report to Shareholders for the year ended December 31, 1999; the
information in such section is filed as an exhibit to this report and the cited
portion of which is incorporated herein by reference. The financial statements
of the Registrant, together with the report thereon of KPMG LLP, appearing in
the Annual Report to Shareholders for the year ended December 31, 1999, are
incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None.
PART III
Item 10. Directors and Executive Officers of the Registrant
Reference is made to the Registrant's definitive proxy statement to be filed
with the Commission pursuant to Regulation 14(a); information responsive to this
Item is contained in the sections thereof captioned "Proposal I: Election of
Directors - Nominees" and "Proposal I: Election of Directors - Executive
Officers" and "Security Ownership," and the information in such sections is
incorporated herein by reference.
Item 11. Executive Compensation
Reference is made to the Registrant's definitive proxy statement to be filed
with the Commission pursuant to Regulation 14(a); information responsive to this
Item is contained in the section thereof captioned "Proposal I: Election of
Directors - Compensation of Directors" and "Executive Compensation - Annual
Compensation," and the information in such sections is incorporated herein by
reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Reference is made to the Registrant's definitive proxy statement to be filed
with the Commission pursuant to Regulation 14(a); information responsive to this
Item is contained in the section thereof captioned "Security Ownership," and the
information in such section is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions
Reference is made to the Registrant's definitive proxy statement to be filed
with the Commission pursuant to Regulation 14(a); information responsive to this
Item is contained in the section thereof captioned "Certain Transactions," and
the information in such section is incorporated herein by reference.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) The following documents are filed as part of this report.
1. Financial Statements
Independent Auditors' Report
Consolidated Balance Sheets as of December 31, 1999 and 1998
Consolidated Statements of Earnings for the years ended December 31,
1999, 1998 and 1997
Consolidated Statements of Stockholders' Equity for the years ended
December 31, 1999, 1998 and 1997
Consolidated Statements of Cash Flows for the years ended December
31, 1999, 1998 and 1997
Notes to Consolidated Financial Statements
2. Financial Statement Schedules
Report of Independent Auditors' on Supplementary Information
Schedule III - Real Estate and Accumulated Depreciation and
Amortization as of December 31, 1999
Notes to Schedule III - Real Estate and Accumulated Depreciation and
Amortization as of December 31, 1999
Schedule IV - Mortgage Loans on Real Estate as of December 31, 1999
Notes to Schedule IV - Mortgage Loans on Real Estate as of December
31, 1999
All other schedules are omitted because they are not applicable or
because the required information is shown in the financial
statements or the notes thereto.
3. Exhibits
3.1 Articles of Incorporation of the Registrant (filed as Exhibit 3.3(i)
to the Registrant's Registration Statement No. 1-11290 on Form 8-B,
and incorporated herein by reference).
3.2 Bylaws of the Registrant, (filed as Exhibit 3(ii) to Amendment No. 2
to the Registrant's Registration No. 33-83110 on Form S-3, and
incorporated herein by reference).
3.3 Articles of Amendment to the Articles of Incorporation of the
Registrant (filed as Exhibit 3.3 to the Registrant's Form 10-Q for
the quarter ended June 30, 1996, and incorporated herein by
reference).
3.4 Articles of Amendment to the Articles of Incorporation of the
Registrant (filed as Exhibit 3.4 to the Registrant's Current Report
on Form 8-K dated February 18, 1998, and filed with the Securities
and Exchange Commission on February 19, 1998, and incorporated
herein by reference).
3.5 First Amended and Restated Articles of Incorporation of the
Registrant (filed as Exhibit 3.1 to the Registrant's Registration
Statement No. 333-64511 on Form S-3, and incorporated herein by
reference).
4.1 Specimen Certificate of Common Stock, par value $0.01 per share, of
the Registrant (filed as Exhibit 3.4 to the Registrant's
Registration Statement No. 1-11290 on Form 8-B and incorporated
herein by reference).
4.2 Form of Indenture dated March 25, 1998, by and among Registrant and
First Union National Bank, Trustee, relating to $100,000,00 of
7.125% Notes due 2008 (filed as Exhibit 4.1 to the Registrant's
Current Report on Form 8-K dated March 20, 1998, and incorporated
herein by reference.)
4.3 Form of Supplement Indenture No. 1 dated March 25, 1998, by and
among Registrant and First Union National Bank, Trustee, relating to
$100,000,000 of 7.125% Notes due 2008 (filed as Exhibit 4.2 to the
Registrant's Current Report on Form 8-K dated March 20, 1998, and
incorporated herein by reference.)
4.4 Form of 7.125% Note due 2008 (filed as Exhibit 4.3 to the
Registrant's Current Report on Form 8-K dated March 20, 1998, and
incorporated herein by reference.)
4.5 Form of Supplemental Indenture No. 2 dated June 21, 1999, by and
among Registrant and First Union National Bank, Trustee, relating to
$100,000,000 of 8.125% Notes due 2004 (filed as Exhibit 4.2 to the
Registrant's Current Report on Form 8-K dated June 17, 1999, and
incorporated herein by reference).
4.6 Form of 8.125% Notes due 2004 (filed as Exhibit 4.3 to the
Registrant's Current Report on Form 8-K dated June 17, 1999, and
incorporated herein by reference).
10.1 Letter Agreement dated July 10, 1992, amending Stock Purchase
Agreement dated January 23, 1992 (filed as Exhibit 10.34 to the
Registrant's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1992, and incorporated herein by reference).
10.2 Advisory Agreement between Registrant and CNL Realty Advisors, Inc.
effective as of April 1, 1993 and renewed January 1, 1997 (filed
as Exhibit 10.04 to Amendment No. 1 to the Registrant's Registration
Statement No. 33-61214 on Form S-2, and incorporated herein by
reference).
10.3 1992 Commercial Net Lease Realty, Inc. Stock Option Plan (filed as
Exhibit No. 10(x) to the Registrant's Registration Statement No.
33-83110 on Form S-3, and incorporated herein by reference).
10.4 Second Amended and Restated Line of Credit and Security Agreement,
dated December 7, 1995, among Registrant, certain lenders listed
therein and First Union National Bank of Florida, as the Agent,
relating to a $100,000,000 loan (filed as Exhibit 10.14 to the
Registrant's Current Report on Form 8-K dated January 18, 1996, and
incorporated herein by reference).
10.5 Secured Promissory Note, dated December 14, 1995, among Registrant
and Principal Mutual Life Insurance Company relating to a
$13,150,000 loan (filed as Exhibit 10.15 to the Registrant's Current
Report on Form 8-K dated January 18, 1996, and incorporated herein
by reference).
10.6 Mortgage and Security Agreement, dated December 14, 1995, among
Registrant and Principal Mutual Life Insurance Company relating to a
$13,150,000 loan (filed as Exhibit 10.16 to the Registrant's Current
Report on Form 8-K dated January 18, 1996, and incorporated herein
by reference).
10.7 Loan Agreement, dated January 19, 1996, among Registrant and
Principal Mutual Life Insurance Company relating to a $39,450,000
loan (filed as Exhibit 10.12 to the Registrant's Annual Report on
Form 10-K for the year ended December 31, 1995, and incorporated
herein by reference).
10.8 Secured Promissory Note, dated January 19, 1996, among Registrant
and Principal Mutual Life Insurance Company relating to a
$39,450,000 loan (filed as Exhibit 10.13 to the Registrant's Annual
Report on Form 10-K for the year ended December 31, 1995, and
incorporated herein by reference).
10.9 Third Amended and Restated Line of Credit and Security Agreement,
dated September 3, 1996, by and among Registrant, certain lenders
and First Union National Bank of Florida, as the Agent, relating to
a $150,000,000 loan (filed as Exhibit 10.11 to the Registrant's
Quarterly Report on Form 10-Q for the quarter ended September 30,
1996, and incorporated herein by reference).
10.10 Second Renewal and Modification Promissory Note, dated September 3,
1996, by and among Registrant and First Union National Bank of
Florida, as the Agent, relating to $150,000,000 loan (filed as
Exhibit 10.12 to the Registrant's Quarterly Report on Form 10-Q for
the quarter ended September 30, 1996, and incorporated herein by
reference).
10.11 Agreement and Plan of Merger dated May 15, 1997, by and among
Commercial Net Lease Realty, Inc. and Net Lease Realty II, Inc. and
CNL Realty Advisors, Inc. and the Stockholders of CNL Realty
Advisors, Inc. (filed as Exhibit 10.1 to the Registrant's Current
Report on Form 8-K dated May 16, 1997, and incorporated herein by
reference).
10.12 Fourth Amended and Restated Line of Credit and Security Agreement,
dated August 6, 1997, by and among Registrant, certain lenders and
First Union National Bank, as the Agent, relating to a $200,000,000
loan (filed as Exhibit 10 to the Registrant's Current Report on Form
8-K dated September 12, 1997, and incorporated herein by reference).
10.13 Fifth Amended and Restated Line of Credit and Security Agreement,
dated September 23, 1999, by and among Registrant, certain lenders
and First Union National Bank, as the Agent, relating to a
$200,000,000 loan (filed as Exhibit 10.13 to the Registrant's
Quarterly Report on Form 10-Q for the quarter ended September 30,
1999 and incorporated herein by reference).
12 Statement of Computation of Ratios of Earnings to Fixed Charges
(filed herewith).
13 Annual Report to Shareholders for the year ended December 31, 1999
filed herewith).
23 Consent of Independent Accountants dated March 30, 2000 (filed
herewith).
27 Financial Data Schedule (filed herewith).
(b) No reports on Form 8-K were filed during the quarter ended December 31,
1999.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, on the 13th day of June,
2000.
COMMERCIAL NET LEASE REALTY, INC.
By: /s/ James M. Seneff, Jr.
------------------------
JAMES M. SENEFF, JR.
Chairman of the Board of Directors
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
Signature Title Date
/s/ James M. Seneff, Jr. Chairman of the Board of June 13, 2000
------------------------ Directors Chief Executive
James M. Seneff, Jr. Officer (Principal Executive
Officer)
/s/ Robert A. Bourne Vice Chairman of the June 13, 2000
------------------------ Board of Directors
Robert A. Bourne
/s/ Edward Clark Director June 13, 2000
------------------------
Edward Clark
/s/ Clifford R. Hinkle Director June 13, 2000
------------------------
Clifford R. Hinkle
/s/ Ted B. Lanier Director June 13, 2000
------------------------
Ted B. Lanier
/s/ Gary M. Ralston President June 13, 2000
------------------------
Gary M. Ralston
/s/ Kevin B. Habicht Chief Financial Officer June 13, 2000
------------------------ (Principal Financial and
Kevin B. Habicht Accounting Officer),
Secretary and Treasurer
<PAGE>
Report of Independent Auditors' on Supplementary Information
The Board of Directors
Commercial Net Lease Realty, Inc.:
Under date of January 14, 2000, we reported on the consolidated balance sheets
of Commercial Net Lease Realty, Inc. as of December 31, 1999 and 1998, and the
related consolidated statements of earnings, stockholders' equity and cash flows
for each of the years in the three-year period ended December 31, 1999. These
consolidated financial statements and our report thereon are both included in
Item 14(a)1 of Form 10-K and incorporated by reference in the annual report on
Form 10-K for the year 1999. In connection with our audits of the aforementioned
consolidated financial statements, we also audited the related consolidated
financial statement schedules as of December 31, 1999. These consolidated
financial statement schedules are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated
financial statement schedules based on our audits.
In our opinion, such consolidated financial statement schedules, when considered
in relation to the basic consolidated financial statements taken as a whole,
present fairly, in all material respects, the information set forth therein.
/s/KPMG LLP
-------------
Orlando, Florida
January 14, 2000
<PAGE>
<TABLE>
COMMERCIAL NET LEASE REALTY, INC. AND SUBSIDIARIES
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION AND AMORTIZATION
December 31, 1999
<CAPTION>
Initial Cost to Company
-------------------------------
Building,
Improvements
Encum- and
brances Leasehold
(m) Land Interests
----------------------------- ------------- ------------- -------------
<S> <C> <C> <C>
Real Estate the Company
has Invested in Under
Operating Leases:
Academy:
Houston, TX $ - $ 1,074,232 $ -
Houston, TX - 699,165 -
N. Richland Hills, TX - 1,307,655 -
Houston, TX - 3,086,610 -
Houston, TX - 795,005 -
Baton Rouge, LA - 1,547,501 -
Houston, TX - 2,310,845 1,627,872
Pasadena, TX - 899,768 2,180,574
Beaumont, TX - 1,423,700 2,449,261
Adjacent Excess Space:
Memphis, TN - 549,309 539,643
Babies "R" Us:
Arlington, TX - 830,689 2,611,867
Barnes & Noble:
Lakeland, FL - 1,070,902 1,516,983
Brandon, FL 1,452,328 (l) 1,476,407 1,527,150
Denver, CO - 3,244,785 2,722,087
Houston, TX - 3,307,562 2,396,024
Cary, NC - 2,778,458 2,650,008
Plantation, FL - 3,616,357 -
Lafayette, LA - 1,204,279 2,301,983
Oklahoma City, OK - 1,688,556 2,311,487
Daytona, FL - 2,587,451 2,052,643
Freehold, NJ - 2,917,219 2,260,663
Dayton, OH - 1,412,614 3,223,467
Redding, CA - 497,179 1,625,702
Marlton, NJ - 2,831,370 4,318,554
Bed Bath & Beyond:
Richmond, VA - 1,184,144 3,154,970
Los Angeles, CA - 6,318,023 3,089,396
Glendale, AZ - 1,082,092 -
Best Buy:
Corpus Christi, TX - 818,448 896,395
Brandon, FL - 2,985,156 2,772,137
Evanston, IL - 1,850,996 -
Cuyahoga Falls, OH - 3,708,980 2,359,377
Rockville, MD - 6,233,342 3,418,783
Fairfax, VA - 3,052,477 3,218,018
St. Petersburg, FL - 4,031,744 2,959,316
North Fayette, PA - 2,330,847 2,292,932
Blockbuster:
Conyers, GA - 320,029 556,282
Borders Books & Music:
Wilmington, DE 4,396,976 (l) 3,030,769 6,061,538
Richmond, VA 2,310,074 (l) 2,177,310 2,599,587
Ft. Lauderdale, FL - 3,164,984 3,934,577
Bangor, ME - 1,546,915 2,486,761
Altamonte Spgs, FL - 1,947,198 -
Boxley Enterprises:
Orlando, FL - 220,632 258,483
Checkers:
Orlando, FL - 256,568 -
CompUSA:
Mission Viejo, CA - 2,706,352 1,368,966
Miami, FL 2,214,792 (l) 2,713,192 1,866,676
Computer City:
Baton Rouge, LA - 609,069 913,603
Dave & Buster's:
Utica, MI - 3,776,169 -
Dick's Clothing:
Taylor, MI - 1,920,032 3,526,868
White Marsh, MD - 2,680,532 3,916,889
Eckerd:
San Antonio, TX 592,381 (l) 440,985 -
Dallas, TX 570,725 (l) 541,493 -
Garland, TX 459,243 (l) 239,014 -
Arlington, TX 486,028 (l) 368,964 -
Millville, NJ 602,820 (l) 417,603 -
Atlanta, GA 538,714 (l) 445,593 -
Mantua, NJ 626,697 (l) 344,022 -
Amarillo, TX 557,649 (l) 329,231 -
Amarillo, TX 724,755 (l) 650,864 -
Glassboro, NJ 687,544 (l) 534,243 -
Kissimmee, FL 800,954 (l) 715,480 -
Colleyville, TX 885,237 (l) 756,472 -
Tampa, FL - 604,682 -
Douglasville, GA - 413,439 995,209
Lafayette, LA - 967,528 -
Moore, OK - 414,738 -
Midwest City, OK - 1,080,637 1,103,351
Tallahassee, FL - 691,523 -
Irving, TX - 1,000,222 -
Jasper, FL - 291,147 -
Williston, FL - 622,403 -
Pantego, TX - 1,016,062 1,448,911
Conyers, GA - 574,666 998,900
Norman, OK - 1,065,562 -
Chattanooga, TN - 474,267 -
Stone Mountain, GA - 638,643 1,111,064
Arlington, TX - 2,078,542 -
Leavenworth, KS - 726,438 -
Augusta, GA - 568,606 1,326,748
Riverdale, GA - 1,088,896 1,707,448
Warner Robins, GA - 707,488 -
Lewisville, TX - 789,237 -
Forest Hill, TX - 692,165 -
Del City, OK - 1,387,362 -
Arlington, TX - 414,568 -
Garland, TX - 522,461 -
Garland, TX - 1,476,838 -
Oklahoma City, OK - 1,581,480 -
Vineland, NJ - 2,068,089 -
Richardson, TX - 2,549,308 -
Gladstone, MO 350,000 1,663,283 -
Food 4 Less:
Lemon Grove, CA - 3,695,816 -
Chula Vista, CA - 3,568,862 -
Gateway:
Glendale, AZ - 341,713 982,429
Golden Corral:
Woodstock, GA (e) - 200,680 328,450
Edenton, NC - 36,578 318,481
Rockledge, FL (e) - 120,593 340,889
Gilmer, TX - 116,815 296,454
Bonham, TX (e) - 128,451 344,170
Leitchfield, KY - 73,660 306,642
Marietta, GA (e) - 156,190 346,509
Atlanta, TX - 88,457 368,317
Vernon, TX - 105,798 328,943
Abbeville, LA - 98,577 362,416
Fredricksburg, TX - 169,984 321,189
Clanton, AL (e) - 113,017 296,921
Pleasanton, TX - 139,694 316,070
Bowie, TX - 57,824 311,544
Lake Placid, FL - 115,113 305,074
Melbourne, FL - 193,447 341,351
Franklin, LA (e) - 105,840 396,831
Franklin, VA - 100,808 424,164
Good Guys, The:
Foothill Ranch, CA - 1,456,113 2,505,022
Riverside, CA - 1,718,892 2,755,059
Clackamas, OR - 1,639,995 1,446,764
Bellingham, WA - 1,732,378 1,764,549
Federal Way, WA - 2,037,392 1,661,577
East Palo Alto, CA - 2,271,634 3,404,843
Heilig-Meyers:
Baltimore, MD - 469,782 813,074
Glen Burnie, MD - 631,712 931,931
Lima, OH - 344,742 1,097,694
Copperas Cove, TX - 445,558 943,339
Nacogdoches, TX - 397,074 1,257,402
Hi-Lo Automotive:
Mesquite, TX - 233,420 513,523
Arlington, TX - 295,331 571,609
Ft. Worth, TX - 197,037 512,296
Garland, TX - 239,570 512,023
Houston, TX - 261,318 531,968
Dallas, TX - 281,347 543,937
Bastrop, TX - 197,905 383,144
Eagle Pass, TX - 256,745 455,841
Lake Worth, TX - 252,141 539,510
McAllen, TX - 265,177 605,397
Nacogdoches, TX - 190,324 522,232
San Antonio, TX - 200,510 643,741
Temple, TX - 177,451 587,755
Universal City, TX - 247,264 570,677
HomePlace:
Altamonte Spgs, FL - 2,906,409 4,877,225
Ft. Myers, FL - 1,956,579 4,045,196
Bowie, MD - 1,965,508 4,221,074
International House
of Pancakes:
Stafford, TX 461,307 (l) 382,084 -
Sunset Hills, MO 487,557 (l) 271,853 -
Las Vegas, NV 548,167 (l) 519,947 -
Ft. Worth, TX 509,967 (l) 430,896 -
Arlington, TX 489,707 (l) 404,512 -
Matthews, NC 500,863 (l) 380,043 -
Phoenix, AZ 504,233 (l) 483,374 -
Just for Feet:
Albuquerque, NM - 1,441,777 2,335,475
Kash N' Karry:
Palm Harbor, FL - 335,851 -
Gainesville, FL - 317,386 -
Brandon, FL - 322,476 -
Sarasota, FL - 470,600 -
Kroger:
Columbus, OH - 780,838 520,559
Linens 'n Things:
Freehold, NJ - 1,753,766 2,208,651
Lucky:
Watsonville, CA - 805,056 -
Lodi, CA - 613,710 -
Sonora, CA - 587,782 -
Marshalls:
Freehold, NJ - 2,052,946 2,585,432
Michaels:
Grapevine, TX - 1,017,934 2,066,715
Office Depot:
Arlington, TX 970,792 (l) 596,024 1,411,432
Richmond, VA - 888,772 1,948,036
OfficeMax:
Corpus Christi, TX - 893,270 978,344
Dallas, TX 1,367,790 (l) 1,118,500 1,709,891
Cincinnati, OH 1,024,269 (l) 543,489 1,574,551
Evanston, IL 1,753,242 (l) 1,867,831 1,757,618
Altamonte Spgs, FL - 1,689,793 3,050,160
Pompano Beach, FL - 2,266,908 1,904,803
Cutler Ridge, FL - 989,370 1,479,119
Sacramento, CA - 1,144,167 2,961,206
Salinas, CA - 1,353,217 1,829,325
Redding, CA - 667,174 2,181,563
Kelso, WA - 868,003 -
Lynchburg, VA - 561,509 -
Leesburg, FL - 640,019 -
Plymouth Meeting, PA - 2,911,111 -
Tigard, OR - 1,539,873 2,247,321
Dover, NJ - 1,138,296 3,238,083
Griffin, GA - 685,470 -
Oshman's Sporting Goods:
Dallas, TX - 1,311,440 -
Party City:
Memphis, TN - 266,383 -
Petco:
Grand Forks, ND - 306,629 909,671
PETsMART:
Chicago, IL - 2,724,138 3,565,721
Pier 1 Imports:
Anchorage, AK - 928,321 1,662,584
Memphis, TN - 713,319 821,770
Sanford, FL - 738,051 803,082
Knoxville, TN - 467,169 734,833
Mason, OH - 593,571 885,047
Harlingen, TX - 316,640 756,406
Valdosta, GA - 390,838 805,912
Rally's:
Toledo, OH - 125,882 319,770
Riser Foods:
Maple Heights, OH - 1,034,758 2,874,414
Robb & Stucky:
Ft. Myers, FL - 2,188,440 6,225,401
Roger & Marv's:
Kenosha, WI - 1,917,607 3,431,363
Ross Dress For Less:
Coral Gables, FL - 1,782,346 1,661,174
Scotty's:
Orlando, FL - 1,157,268 2,077,131
Orlando, FL - 1,044,796 2,011,952
Sears Homelife:
Clearwater, FL - 1,184,438 2,526,207
Orlando, FL 1,453,254 (l) 820,397 2,184,721
Pensacola, FL 1,645,161 633,125 1,595,405
Raleigh, NC 2,118,240 1,848,026 1,753,635
Tampa, FL 2,127,049 1,454,908 2,045,833
7-Eleven:
Land 'O Lakes, FL - 1,076,572 -
Tampa Palms, FL - 1,080,670 -
Shop & Save:
Homestead, PA - 1,139,419 -
Penn Hills, PA - 1,043,297 1,243,131
Sports Authority:
Tampa, FL - 2,127,503 1,521,730
Memphis, TN - 820,340 -
Little Rock, AR - 2,879,781 2,660,206
SuperValu:
Huntington, WV - 1,254,238 760,602
Warwick, RI - 1,699,330 -
Target:
Chico, CA - 1,269,272 -
Victorville, CA - 1,908,815 -
San Diego, CA - 2,672,390 -
Top's:
Lacey, WA - 2,777,449 7,082,150
Waccamaw:
Fairfax, VA - 2,156,801 -
White Marsh, MD - 3,762,030 -
Waremart:
Eureka, CA - 3,135,036 5,470,607
Wal-Mart:
Sealy, TX - 1,344,244 1,483,362
Aransas Pass, TX - 190,505 2,640,175
Winfield, AL - 419,811 1,684,505
Corpus Christi, TX - 223,998 2,158,955
Beeville, TX - 507,231 2,315,424
Corpus Christi, TX - 630,043 3,131,407
Texarkana, AR - 1,038,451 3,681,781
Wendy's Old Fashioned
Hamburger:
Fenton, MO - 307,068 496,410
Sacramento, CA - 585,872 -
Vacant Land:
Little Rock, AR - 539,094 -
Vacant Property:
Arlington, TX - 752,840 3,980,309
Vons:
Moreno Valley, CA - 759,052 1,652,162
Leasehold Interests: - 4,409,652 -
------------- ------------- -------------
$ 34,218,515 $ 272,970,008 $ 264,517,631
============= ============= =============
Real Estate the Company has
Invested in Under Direct
Financing Leases:
Academy:
Houston, TX $ - $ - $ 1,924,740
Houston, TX - - 1,867,519
N. Richland Hills, TX - - 2,253,408
Houston, TX - - 2,112,335
Houston, TX - - 1,910,697
Baton Rouge, LA - - 2,405,466
Barnes & Noble:
Plantation, FL - - 3,498,559
Best Buy:
Evanston, IL - - 3,400,057
Borders Books & Music:
Altamonte Spgs, FL - - 3,267,579
Checkers:
Orlando, FL - - 286,910
Dave & Buster's:
Utica, MI - - 4,888,743
Eckerd:
San Antonio, TX - - 783,974
Dallas, TX - - 638,684
Garland, TX - - 710,634
Arlington, TX - - 636,070
Millville, NJ - - 828,942
Atlanta, GA - - 668,390
Mantua, NJ - - 951,795
Vineland, NJ 652,547 (l) - -
Amarillo, TX - - 849,071
Amarillo, TX - - 869,846
Amarillo, TX 473,649 (l) 158,851 855,348
Glassboro, NJ - - 887,497
Kissimmee, FL - - 933,852
Colleyville, TX - - 1,076,066
Alice, TX 480,609 (l) 189,187 804,963
Tampa, FL - - 1,090,532
Lafayette, LA - - 949,128
Moore, OK - - 879,296
Tallahassee, FL - - 1,274,147
East Point, GA - 336,610 1,173,529
Irving, TX - - 1,228,436
Ft. Worth, TX - 399,592 2,529,969
Williston, FL - - 355,757
Jasper, FL - - 347,474
Oklahoma City, OK - (n) 1,365,125
Oklahoma City, OK - (n) 1,419,093
Norman, OK - - 1,225,477
Chattanooga, TN - - 1,344,240
Del City, OK - - -
Arlington, TX - - -
Food 4 Less:
Lemon Grove, CA - - 4,068,179
Chula Vista, CA - - 4,266,181
Food Lion:
Keystone Hts, FL 935,555 (l) 88,604 1,845,988
Chattanooga, TN 985,349 (l) 336,488 1,701,072
Lynchburg, VA - 128,216 1,674,167
Martinsburg, WV 963,424 (l) 448,648 1,543,573
Good Guys, The:
Stockton, CA 1,719,404 (l) 580,609 2,974,868
Portland, OR - 817,574 2,630,652
Heilig-Meyers:
Rincon, GA - 254,320 1,212,349
Bourbonnais, IL - 309,769 1,381,112
Mount Vernon, IL - 235,675 1,128,976
Muskogee, OK - 250,932 1,209,673
Stillwater, OK - 262,779 1,126,116
Everett, PA - 235,548 1,206,879
Lebanon, PA - 220,282 1,168,636
York, PA - 279,312 1,109,609
Marlow Heights, MD - 415,926 1,397,178
Clovis, NM - 237,362 1,151,531
Middletown, OH - 250,284 1,138,639
Conway, SC - 256,893 1,185,517
Hi-Lo Automotive:
Copperas Cove, TX - 116,637 476,331
Ft. Worth, TX - 92,779 607,971
Baton Rouge, LA - 89,954 508,146
Lake Jackson, TX - 120,313 609,300
Edinberg, TX - 97,056 418,926
Pantego, TX - 154,368 505,323
Ft. Worth, TX - 91,373 548,238
Pharr, TX - 94,576 472,880
Baton Rouge, LA - 122,349 527,930
Houston, TX - 37,508 596,069
International House
of Pancakes:
Stafford, TX - - 571,832
Sunset Hills, MO - - 736,345
Las Vegas, NV - - 613,582
Ft. Worth, TX - - 623,641
Arlington, TX - - 608,132
Matthews, NC - - 655,668
Phoenix, AZ - - 559,307
Kash N' Karry:
Brandon, FL - 1,234,519 3,255,257
Levitz:
Tempe, AZ - 634,444 2,225,991
Oshman's Sporting Goods:
Dallas, TX - - 2,658,976
Shop & Save:
Homestead, PA - - 2,578,098
SuperValu:
Warwick, RI - - 2,978,154
Waccamaw:
Fairfax, VA - - 3,356,493
------------- ------------- -------------
$ 6,210,537 $ 9,579,337 $ 116,306,833
============= ============= =============
</TABLE>
<TABLE>
<CAPTION>
Costs Capitalized Gross Amount at Which
Subsequent to Acquisition Carried at Close of Period (b)
------------------------------- -----------------------------------------------
Building,
Improvements
and
Improve- Carrying Leasehold
ments Costs Land Interests Total
---------------------------- ------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Real Estate the Company
has Invested in Under
Operating Leases:
Academy:
Houston, TX $ - $ - $ 1,074,232 $ (c) $ 1,074,232
Houston, TX - - 699,165 (c) 699,165
N. Richland Hills, TX - - 1,307,655 (c) 1,307,655
Houston, TX - - 2,098,895 (c) 2,098,895
Houston, TX - - 795,005 (c) 795,005
Baton Rouge, LA - - 1,547,501 (c) 1,547,501
Houston, TX - - 2,310,845 1,627,872 3,938,717
Pasadena, TX - - 899,768 2,180,574 3,080,342
Beaumont, TX - - 1,423,700 2,449,261 3,872,961
Adjacent Excess Space:
Memphis, TN - - 549,309 539,643 1,088,952
Babies "R" Us:
Arlington, TX - - 830,689 2,611,867 3,442,556
Barnes & Noble:
Lakeland, FL - - 1,070,902 1,516,983 2,587,885
Brandon, FL - - 1,476,407 1,527,150 3,003,557
Denver, CO - - 3,244,785 2,722,087 5,966,872
Houston, TX - - 3,307,562 2,396,024 5,703,586
Cary, NC - - 2,778,458 2,650,008 5,428,466
Plantation, FL - - 3,616,357 (c) 3,616,357
Lafayette, LA - - 1,204,279 2,301,983 3,506,262
Oklahoma City, OK - - 1,688,556 2,311,487 4,000,043
Daytona, FL - - 2,587,451 2,052,643 4,640,094
Freehold, NJ - - 2,917,219 2,260,663 5,177,882
Dayton, OH - - 1,412,614 3,223,467 4,636,081
Redding, CA - - 497,179 1,625,702 2,122,881
Marlton, NJ - - 2,831,370 4,318,554 7,149,924
Bed Bath & Beyond:
Richmond, VA - - 1,184,144 3,154,970 4,339,114
Los Angeles, CA - - 6,318,023 3,089,396 9,407,419
Glendale, AZ 2,758,452 - 1,082,092 2,758,452 3,840,544
Best Buy:
Corpus Christi, TX 12,222 - 818,448 908,617 1,727,065
Brandon, FL - - 2,985,156 2,772,137 5,757,293
Evanston, IL - - 1,850,996 (c) 1,850,996
Cuyahoga Falls, OH - - 3,708,980 2,359,377 6,068,357
Rockville, MD - - 6,233,342 3,418,783 9,652,125
Fairfax, VA - - 3,052,477 3,218,018 6,270,495
St. Petersburg, FL - - 4,031,744 2,959,316 6,991,060
North Fayette, PA - - 2,330,847 2,292,932 4,623,779
Blockbuster:
Conyers, GA - - 320,029 556,282 876,311
Borders Books & Music:
Wilmington, DE - - 2,994,400 6,061,538 9,055,938
Richmond, VA - - 2,177,310 2,599,587 4,776,897
Ft. Lauderdale, FL - - 3,164,984 3,934,577 7,099,561
Bangor, ME - - 1,546,915 2,486,761 4,033,676
Altamonte Spgs, FL - - 1,947,198 (c) 1,947,198
Boxley Enterprises:
Orlando, FL - - 220,632 258,483 479,115
Checkers:
Orlando, FL - - 256,568 (c) 256,568
CompUSA:
Mission Viejo, CA - - 2,706,352 1,368,966 4,075,318
Miami, FL - - 2,713,192 1,866,676 4,579,868
Computer City:
Baton Rouge, LA - - 609,069 913,603 1,522,672
Dave & Buster's:
Utica, MI - - 3,776,169 (c) 3,776,169
Dick's Clothing:
Taylor, MI - - 1,920,032 3,526,868 5,446,900
White Marsh, MD - - 2,680,532 3,916,889 6,597,421
Eckerd:
San Antonio, TX - - 440,985 (c) 440,985
Dallas, TX - - 541,493 (c) 541,493
Garland, TX - - 239,014 (c) 239,014
Arlington, TX - - 368,964 (c) 368,964
Millville, NJ - - 417,603 (c) 417,603
Atlanta, GA - - 445,593 (c) 445,593
Mantua, NJ - - 344,022 (c) 344,022
Amarillo, TX - - 329,231 (c) 329,231
Amarillo, TX - - 650,864 (c) 650,864
Glassboro, NJ - - 534,243 (c) 534,243
Kissimmee, FL - - 715,480 (c) 715,480
Colleyville, TX - - 756,472 (c) 756,472
Tampa, FL - - 604,682 (c) 604,682
Douglasville, GA - - 413,439 995,209 1,408,648
Lafayette, LA - - 967,528 (c) 967,528
Moore, OK - - 414,738 (c) 414,738
Midwest City, OK - - 1,080,637 1,103,351 2,183,988
Tallahassee, FL - - 691,523 (c) 691,523
Irving, TX - - 1,000,222 (c) 1,000,222
Jasper, FL - - 291,147 (c) 291,147
Williston, FL - - 622,403 (c) 622,403
Pantego, TX - - 1,016,062 1,448,911 2,464,973
Conyers, GA - - 574,666 998,900 1,573,566
Norman, OK - - 1,065,562 (c) 1,065,562
Chattanooga, TN - - 474,267 (c) 474,267
Stone Mountain, GA - - 638,643 1,111,064 1,749,707
Arlington, TX 1,396,508 - 2,078,542 1,396,508 3,475,050
Leavenworth, KS 1,330,830 - 726,438 1,330,830 2,057,268
Augusta, GA - - 568,606 1,326,748 1,895,354
Riverdale, GA - - 1,088,896 1,707,448 2,796,344
Warner Robins, GA 1,227,330 - 707,488 1,227,330 1,934,818
Lewisville, TX 1,335,426 - 789,237 1,335,426 2,124,663
Forest Hill, TX 1,174,549 - 692,165 1,174,549 1,866,714
Del City, OK - - 1,387,362 (c) 1,387,362
Arlington, TX - - 414,568 (c) 414,568
Garland, TX 1,418,531 - 522,461 1,418,531 1,940,992
Garland, TX 1,400,278 - 1,476,838 1,400,278 2,877,116
Oklahoma City, OK 1,471,105 - 1,581,480 1,471,105 3,052,585
Vineland, NJ - - 2,068,089 (c) 2,068,089
Richardson, TX 72,532 - 2,549,308 (g) 2,549,308
Gladstone, MO 36,577 - 1,663,283 (g) 1,663,283
Food 4 Less:
Lemon Grove, CA - - 3,695,816 (c) 3,695,816
Chula Vista, CA - - 3,568,862 (c) 3,568,862
Gateway:
Glendale, AZ - - 341,713 982,429 1,324,142
Golden Corral:
Woodstock, GA (e) - - 200,680 328,450 529,130
Edenton, NC - - 36,578 318,481 355,059
Rockledge, FL (e) - - 120,593 340,889 461,482
Gilmer, TX - - 116,815 296,454 413,269
Bonham, TX (e) - - 128,451 344,170 472,621
Leitchfield, KY - - 73,660 306,642 380,302
Marietta, GA (e) - - 156,190 346,509 502,699
Atlanta, TX - - 88,457 368,317 456,774
Vernon, TX - - 105,798 328,943 434,741
Abbeville, LA - - 98,577 362,416 460,993
Fredricksburg, TX - - 169,984 321,189 491,173
Clanton, AL (e) - - 113,017 296,921 409,938
Pleasanton, TX - - 139,694 316,070 455,764
Bowie, TX - - 57,824 311,544 369,368
Lake Placid, FL - - 115,113 305,074 420,187
Melbourne, FL - - 193,447 341,351 534,798
Franklin, LA (e) - - 105,840 396,831 502,671
Franklin, VA - - 93,719 424,164 517,883
Good Guys, The:
Foothill Ranch, CA - - 1,456,113 2,505,022 3,961,135
Riverside, CA - - 1,718,892 2,755,059 4,473,951
Clackamas, OR - - 1,639,995 1,446,764 3,086,759
Bellingham, WA - - 1,732,378 1,764,549 3,496,927
Federal Way, WA - - 2,037,392 1,661,577 3,698,969
East Palo Alto, CA - - 2,271,634 3,404,843 5,676,477
Heilig-Meyers:
Baltimore, MD - - 469,782 813,074 1,282,856
Glen Burnie, MD - - 631,712 931,931 1,563,643
Lima, OH - - 344,742 1,097,694 1,442,436
Copperas Cove, TX - - 445,558 943,339 1,388,897
Nacogdoches, TX - - 397,074 1,257,402 1,654,476
Hi-Lo Automotive:
Mesquite, TX - - 233,420 513,523 746,943
Arlington, TX - - 295,331 571,609 866,940
Ft. Worth, TX - - 197,037 512,296 709,333
Garland, TX - - 239,570 512,023 751,593
Houston, TX - - 261,318 531,968 793,286
Dallas, TX - - 281,347 543,937 825,284
Bastrop, TX - - 197,905 383,144 581,049
Eagle Pass, TX - - 256,745 455,841 712,586
Lake Worth, TX - - 252,141 539,510 791,651
McAllen, TX - - 265,177 605,397 870,574
Nacogdoches, TX - - 190,324 522,232 712,556
San Antonio, TX - - 200,510 643,741 844,251
Temple, TX - - 177,451 587,755 765,206
Universal City, TX - - 247,264 570,677 817,941
HomePlace:
Altamonte Spgs, FL - - 2,906,409 4,877,225 7,783,634
Ft. Myers, FL - - 1,956,579 4,045,196 6,001,775
Bowie, MD - - 1,965,508 4,221,074 6,186,582
International House
of Pancakes:
Stafford, TX - - 331,756 (c) 331,756
Sunset Hills, MO - - 271,853 (c) 271,853
Las Vegas, NV - - 519,947 (c) 519,947
Ft. Worth, TX - - 430,896 (c) 430,896
Arlington, TX - - 404,512 (c) 404,512
Matthews, NC - - 380,043 (c) 380,043
Phoenix, AZ - - 483,374 (c) 483,374
Just for Feet:
Albuquerque, NM - - 1,441,777 2,335,475 3,777,252
Kash N' Karry:
Palm Harbor, FL - - 335,851 - 335,851
Gainesville, FL - - 317,386 - 317,386
Brandon, FL - - 322,476 - 322,476
Sarasota, FL - - 470,600 - 470,600
Kroger:
Columbus, OH - - 780,838 520,559 1,301,397
Linens 'n Things:
Freehold, NJ - - 1,753,766 2,208,651 3,962,417
Lucky:
Watsonville, CA - - 805,056 - 805,056
Lodi, CA - - 613,710 - 613,710
Sonora, CA - - 587,782 - 587,782
Marshalls:
Freehold, NJ - - 2,052,946 2,585,432 4,638,378
Michaels:
Grapevine, TX - - 1,017,934 2,066,715 3,084,649
Office Depot:
Arlington, TX - - 596,024 1,411,432 2,007,456
Richmond, VA - - 888,772 1,948,036 2,836,808
OfficeMax:
Corpus Christi, TX 76,664 - 893,270 1,055,008 1,948,278
Dallas, TX - - 1,118,500 1,709,891 2,828,391
Cincinnati, OH - - 543,489 1,574,551 2,118,040
Evanston, IL - - 1,867,831 1,757,618 3,625,449
Altamonte Spgs, FL - - 1,689,793 3,050,160 4,739,953
Pompano Beach, FL - - 2,266,908 1,904,803 4,171,711
Cutler Ridge, FL - - 989,370 1,479,119 2,468,489
Sacramento, CA - - 1,144,167 2,961,206 4,105,373
Salinas, CA - - 1,353,217 1,829,325 3,182,542
Redding, CA - - 667,174 2,181,563 2,848,737
Kelso, WA 1,805,539 - 868,003 1,805,539 2,673,542
Lynchburg, VA 1,851,326 - 561,509 1,851,326 2,412,835
Leesburg, FL 1,929,028 - 640,019 1,929,028 2,569,047
Plymouth Meeting, PA 2,250,620 - 2,911,111 2,250,620 5,161,731
Tigard, OR - - 1,539,873 2,247,321 3,787,194
Dover, NJ - - 1,138,296 3,238,083 4,376,379
Griffin, GA 1,801,905 - 685,470 1,801,905 2,487,375
Oshman's Sporting Goods:
Dallas, TX - - 1,311,440 (c) 1,311,440
Party City:
Memphis, TN 1,136,334 - 266,383 1,136,334 1,402,717
Petco:
Grand Forks, ND - - 306,629 909,671 1,216,300
PETsMART:
Chicago, IL - - 2,724,138 3,565,721 6,289,859
Pier 1 Imports:
Anchorage, AK - - 928,321 1,662,584 2,590,905
Memphis, TN - - 713,319 821,770 1,535,089
Sanford, FL - - 738,051 803,082 1,541,133
Knoxville, TN - - 467,169 734,833 1,202,002
Mason, OH - - 593,571 885,047 1,478,618
Harlingen, TX - - 316,640 756,406 1,073,046
Valdosta, GA - - 390,838 805,912 1,196,750
Rally's:
Toledo, OH - - 125,882 319,770 445,652
Riser Foods:
Maple Heights, OH - - 1,034,758 2,874,414 3,909,172
Robb & Stucky:
Ft. Myers, FL - - 2,188,440 6,225,401 8,413,841
Roger & Marv's:
Kenosha, WI - - 1,917,607 3,431,363 5,348,970
Ross Dress For Less:
Coral Gables, FL - - 1,782,346 1,661,174 3,443,520
Scotty's:
Orlando, FL - - 1,157,268 2,077,131 3,234,399
Orlando, FL - - 1,044,796 2,011,952 3,056,748
Sears Homelife:
Clearwater, FL 10,555 - 1,184,438 2,536,762 3,721,200
Orlando, FL - - 820,397 2,184,721 3,005,118
Pensacola, FL - - 633,125 1,595,405 2,228,530
Raleigh, NC - - 1,848,026 1,753,635 3,601,661
Tampa, FL - - 1,454,908 2,045,833 3,500,741
7-Eleven:
Land 'O Lakes, FL 816,944 - 1,076,572 816,944 1,893,516
Tampa Palms, FL 917,432 - 1,080,670 917,432 1,998,102
Shop & Save:
Homestead, PA - - 1,139,419 (c) 1,139,419
Penn Hills, PA - - 1,043,297 1,243,131 2,286,428
Sports Authority:
Tampa, FL - - 2,127,503 1,521,730 3,649,233
Memphis, TN 2,573,264 - 820,340 2,573,264 3,393,604
Little Rock, AR - - 2,879,781 2,660,206 5,539,987
SuperValu:
Huntington, WV - - 1,254,238 760,602 2,014,840
Warwick, RI - - 1,699,330 (c) 1,699,330
Target:
Chico, CA - - 1,269,272 - 1,269,272
Victorville, CA - - 1,908,815 - 1,908,815
San Diego, CA - - 2,672,390 - 2,672,390
Top's:
Lacey, WA - - 2,777,449 7,082,150 9,859,599
Waccamaw:
Fairfax, VA - - 2,156,801 (c) 2,156,801
White Marsh, MD 3,006,391 - 3,762,030 3,006,391 6,768,421
Waremart:
Eureka, CA - - 3,135,036 5,470,607 8,605,643
Wal-Mart:
Sealy, TX - - 1,344,244 1,483,362 2,827,606
Aransas Pass, TX - - 190,505 2,640,175 2,830,680
Winfield, AL - - 419,811 1,684,505 2,104,316
Corpus Christi, TX - - 223,998 2,158,955 2,382,953
Beeville, TX - - 507,231 2,315,424 2,822,655
Corpus Christi, TX - - 630,043 3,131,407 3,761,450
Texarkana, AR - - 1,038,451 3,681,781 4,720,232
Wendy's Old Fashioned
Hamburger:
Fenton, MO - - 307,068 496,410 803,478
Sacramento, CA - - 585,872 - 585,872
Vacant Land:
Little Rock, AR - - 539,094 - 539,094
Vacant Property:
Arlington, TX - - 752,840 3,980,309 4,733,149
Vons:
Moreno Valley, CA - - 759,052 1,652,162 2,411,214
Leasehold Interests: - - 4,409,652 - 4,409,652
------------- ------------- ------------- ------------- -------------
$ 31,810,342 $ - $ 271,888,507 $ 296,218,864 $ 568,107,371
============= ============= ============= ============= =============
Real Estate the Company has
Invested in Under Direct
Financing Leases:
Academy:
Houston, TX $ - $ - $ - $ (c) $ (c)
Houston, TX - - - (c) (c)
N. Richland Hills, TX - - - (c) (c)
Houston, TX - - - (c) (c)
Houston, TX - - - (c) (c)
Baton Rouge, LA - - - (c) (c)
Barnes & Noble:
Plantation, FL - - - (c) (c)
Best Buy:
Evanston, IL - - - (c) (c)
Borders Books & Music:
Altamonte Spgs, FL - - - (c) (c)
Checkers:
Orlando, FL - - - (c) (c)
Dave & Buster's:
Utica, MI - - - (c) (c)
Eckerd:
San Antonio, TX - - - (c) (c)
Dallas, TX - - - (c) (c)
Garland, TX - - - (c) (c)
Arlington, TX - - - (c) (c)
Millville, NJ - - - (c) (c)
Atlanta, GA - - - (c) (c)
Mantua, NJ - - - (c) (c)
Vineland, NJ 1,901,335 - - (c) (c)
Amarillo, TX - - - (c) (c)
Amarillo, TX - - - (c) (c)
Amarillo, TX - - (d) (d) (d)
Glassboro, NJ - - - (c) (c)
Kissimmee, FL - - - (c) (c)
Colleyville, TX - - - (c) (c)
Alice, TX - - (d) (d) (d)
Tampa, FL - - - (c) (c)
Lafayette, LA - - - (c) (c)
Moore, OK - - - (c) (c)
Tallahassee, FL - - - (c) (c)
East Point, GA - - (d) (d) (d)
Irving, TX - - - (c) (c)
Ft. Worth, TX 78,461 - (d) (d) (d)
Williston, FL - - - (c) (c)
Jasper, FL - - - (c) (c)
Oklahoma City, OK - - (n) (c) (c)
Oklahoma City, OK - - (n) (c) (c)
Norman, OK - - - (c) (c)
Chattanooga, TN - - - (c) (c)
Del City, OK 1,376,025 - - (c) (c)
Arlington, TX 1,416,071 - - (c) (c)
Food 4 Less:
Lemon Grove, CA - - - (c) (c)
Chula Vista, CA - - - (c) (c)
Food Lion:
Keystone Hts, FL - - (d) (d) (d)
Chattanooga, TN - - (d) (d) (d)
Lynchburg, VA - - (d) (d) (d)
Martinsburg, WV - - (d) (d) (d)
Good Guys, The:
Stockton, CA - - (d) (d) (d)
Portland, OR - - (d) (d) (d)
Heilig-Meyers:
Rincon, GA - - (d) (d) (d)
Bourbonnais, IL - - (d) (d) (d)
Mount Vernon, IL - - (d) (d) (d)
Muskogee, OK - - (d) (d) (d)
Stillwater, OK - - (d) (d) (d)
Everett, PA - - (d) (d) (d)
Lebanon, PA - - (d) (d) (d)
York, PA - - (d) (d) (d)
Marlow Heights, MD - - (d) (d) (d)
Clovis, NM - - (d) (d) (d)
Middletown, OH - - (d) (d) (d)
Conway, SC - - (d) (d) (d)
Hi-Lo Automotive:
Copperas Cove, TX - - (d) (d) (d)
Ft. Worth, TX - - (d) (d) (d)
Baton Rouge, LA - - (d) (d) (d)
Lake Jackson, TX - - (d) (d) (d)
Edinberg, TX - - (d) (d) (d)
Pantego, TX - - (d) (d) (d)
Ft. Worth, TX - - (d) (d) (d)
Pharr, TX - - (d) (d) (d)
Baton Rouge, LA - - (d) (d) (d)
Houston, TX - - (d) (d) (d)
International House
of Pancakes:
Stafford, TX - - - (c) (c)
Sunset Hills, MO - - - (c) (c)
Las Vegas, NV - - - (c) (c)
Ft. Worth, TX - - - (c) (c)
Arlington, TX - - - (c) (c)
Matthews, NC - - - (c) (c)
Phoenix, AZ - - - (c) (c)
Kash N' Karry:
Brandon, FL - - (d) (d) (d)
Levitz:
Tempe, AZ - - (d) (d) (d)
Oshman's Sporting Goods:
Dallas, TX - - - (c) (c)
Shop & Save:
Homestead, PA - - - (c) (c)
SuperValu:
Warwick, RI - - - (c) (c)
Waccamaw:
Fairfax, VA - - - (c) (c)
------------- ------------- ------------- ------------- -------------
$ 4,771,892 $ - $ - $ - $ -
============= ============= ============= ============= =============
</TABLE>
<TABLE>
<CAPTION>
Life on Which
Depreciation and
Accumulated Amortization in
Depreciation Date Latest Income
and of Con- Date Statement is
Amortization struction Acquired Computed
--------------------------- ------------ --------- -------- ----------------
<S> <C> <C> <C> <C>
Real Estate the Company
has Invested in Under
Operating Leases:
Academy:
Houston, TX $ - 1994 05/95 (c)
Houston, TX - 1995 06/95 (c)
N. Richland Hills, TX - 1996 08/95 (h) (c)
Houston, TX - 1996 02/96 (h) (c)
Houston, TX - 1996 06/96 (h) (c)
Baton Rouge, LA - 1997 08/96 (h) (c)
Houston, TX 32,218 1976 03/99 40 years
Pasadena, TX 43,157 1994 03/99 40 years
Beaumont, TX 48,475 1992 03/99 40 years
Adjacent Excess Space:
Memphis, TN 15,177 1998 11/98 40 years
Babies "R" Us:
Arlington, TX 229,083 1996 06/96 40 years
Barnes & Noble:
Lakeland, FL 188,582 1995 07/94 (h) 40 years
Brandon, FL 190,056 1995 08/94 (h) 40 years
Denver, CO 357,386 1994 09/94 40 years
Houston, TX 254,586 1995 10/94 (h) 40 years
Cary, NC 260,549 1996 05/95 (h) 40 years
Plantation, FL - 1996 05/95 (h) (c)
Lafayette, LA 212,933 1996 06/95 (h) 40 years
Oklahoma City, OK 229,595 1996 06/95 (h) 40 years
Daytona, FL 201,816 1996 09/95 (h) 40 years
Freehold, NJ 221,671 1995 01/96 40 years
Dayton, OH 211,540 1996 05/97 40 years
Redding, CA 103,300 1997 06/97 40 years
Marlton, NJ 121,459 1998 11/98 40 years
Bed Bath & Beyond:
Richmond, VA 121,598 1997 06/98 40 years
Los Angeles, CA 86,889 1975 11/98 40 years
Glendale, AZ 31,607 1999 12/98 (i) 40 years
Best Buy:
Corpus Christi, TX 138,453 1967 11/93 40 years
Brandon, FL 199,247 1996 02/97 40 years
Evanston, IL - 1994 02/97 (c)
Cuyahoga Falls, OH 149,919 1970 06/97 40 years
Rockville, MD 210,113 1995 07/97 40 years
Fairfax, VA 191,070 1995 08/97 40 years
St. Petersburg, FL 169,544 1997 09/97 40 years
North Fayette, PA 88,373 1997 06/98 40 years
Blockbuster:
Conyers, GA 35,347 1997 06/97 40 years
Borders Books & Music:
Wilmington, DE 761,766 1994 12/94 40 years
Richmond, VA 296,425 1995 06/95 40 years
Ft. Lauderdale, FL 377,629 1995 02/96 40 years
Bangor, ME 219,319 1996 06/96 40 years
Altamonte Spgs, FL - 1997 09/97 (c)
Boxley Enterprises:
Orlando, FL 79,267 1974 08/93 20.9 years
Checkers:
Orlando, FL - 1988 07/92 (c)
CompUSA:
Mission Viejo, CA 156,859 1994 02/94 (h) 40 years
Miami, FL 266,129 1994 04/94 40 years
Computer City:
Baton Rouge, LA 91,421 1995 12/95 40 years
Dave & Buster's:
Utica, MI - 1998 06/98 (c)
Dick's Clothing:
Taylor, MI 290,587 1996 08/96 40 years
White Marsh, MD 322,722 1996 08/96 40 years
Eckerd:
San Antonio, TX - 1993 12/93 (c)
Dallas, TX - 1994 01/94 (c)
Garland, TX - 1994 02/94 (c)
Arlington, TX - 1994 02/94 (c)
Millville, NJ - 1994 03/94 (c)
Atlanta, GA - 1994 03/94 (c)
Mantua, NJ - 1994 06/94 (c)
Amarillo, TX - 1994 12/94 (c)
Amarillo, TX - 1994 12/94 (c)
Glassboro, NJ - 1994 12/94 (c)
Kissimmee, FL - 1995 04/95 (c)
Colleyville, TX - 1995 06/95 (c)
Tampa, FL - 1995 12/95 (c)
Douglasville, GA 97,586 1996 01/96 40 years
Lafayette, LA - 1995 01/96 (c)
Moore, OK - 1995 01/96 (c)
Midwest City, OK 105,515 1996 03/96 40 years
Tallahassee, FL - 1996 06/96 (c)
Irving, TX - 1996 12/96 (c)
Jasper, FL - 1994 01/97 (c)
Williston, FL - 1995 01/97 (c)
Pantego, TX 92,066 1997 06/97 40 years
Conyers, GA 63,472 1997 06/97 40 years
Norman, OK - 1997 06/97 (c)
Chattanooga, TN - 1997 09/97 (c)
Stone Mountain, GA 63,655 1997 09/97 40 years
Arlington, TX 48,005 1998 11/97 (i) 40 years
Leavenworth, KS 51,292 1998 11/97 (i) 40 years
Augusta, GA 67,719 1997 12/97 40 years
Riverdale, GA 87,151 1997 12/97 40 years
Warner Robins, GA 29,405 1999 03/98 (i) 40 years
Lewisville, TX 43,123 1998 04/98 (i) 40 years
Forest Hill, TX 40,375 1998 04/98 (i) 40 years
Del City, OK - 1998 05/98 (c)
Arlington, TX - 1998 05/98 (c)
Garland, TX 36,942 1998 06/98 (i) 40 years
Garland, TX 39,383 1998 06/98 (i) 40 years
Oklahoma City, OK 35,245 1999 08/98 (i) 40 years
Vineland, NJ - 1999 09/98 (c)
Richardson, TX - (g) 06/99 (g)
Gladstone, MO - (g) 12/99 (g)
Food 4 Less:
Lemon Grove, CA - 1996 07/95 (h) (c)
Chula Vista, CA - 1995 11/98 (c)
Gateway:
Glendale, AZ 10,815 1999 12/98 (i) 40 years
Golden Corral:
Woodstock, GA (e) 147,709 1984 11/84 35 years
Edenton, NC 143,274 1984 11/84 35 years
Rockledge, FL (e) 152,279 1984 12/84 35 years
Gilmer, TX 132,441 1984 12/84 35 years
Bonham, TX (e) 153,745 1984 12/84 35 years
Leitchfield, KY 136,983 1984 12/84 35 years
Marietta, GA (e) 154,792 1984 12/84 35 years
Atlanta, TX 164,164 1985 01/85 35 years
Vernon, TX 143,325 1985 03/85 35 years
Abbeville, LA 157,910 1985 04/85 35 years
Fredricksburg, TX 139,947 1985 04/85 35 years
Clanton, AL (e) 129,373 1985 05/85 35 years
Pleasanton, TX 137,716 1985 05/85 35 years
Bowie, TX 135,744 1985 05/85 35 years
Lake Placid, FL 132,925 1985 05/85 35 years
Melbourne, FL 145,318 1985 07/85 35 years
Franklin, LA (e) 168,936 1985 07/85 35 years
Franklin, VA 135,985 1987 02/87 40 years
Good Guys, The:
Foothill Ranch, CA 188,213 1995 12/96 40 years
Riverside, CA 183,892 1995 05/97 40 years
Clackamas, OR 55,761 1995 06/98 40 years
Bellingham, WA 68,009 1994 06/98 40 years
Federal Way, WA 64,040 1994 06/98 40 years
East Palo Alto, CA 67,388 1999 12/98 (h) 40 years
Heilig-Meyers:
Baltimore, MD 22,868 1968 11/98 40 years
Glen Burnie, MD 26,164 1968 11/98 40 years
Lima, OH 30,873 1997 11/98 40 years
Copperas Cove, TX 26,531 1972 11/98 40 years
Nacogdoches, TX 35,364 1997 11/98 40 years
Hi-Lo Automotive:
Mesquite, TX 66,813 1994 10/94 40 years
Arlington, TX 72,679 1993 11/94 40 years
Ft. Worth, TX 65,136 1993 11/94 40 years
Garland, TX 65,099 1993 11/94 40 years
Houston, TX 67,641 1994 11/94 40 years
Dallas, TX 68,138 1994 12/94 40 years
Bastrop, TX 40,815 1994 09/95 40 years
Eagle Pass, TX 48,560 1994 09/95 40 years
Lake Worth, TX 57,473 1995 09/95 40 years
McAllen, TX 64,492 1995 09/95 40 years
Nacogdoches, TX 55,632 1995 09/95 40 years
San Antonio, TX 68,576 1994 09/95 40 years
Temple, TX 62,612 1989 09/95 40 years
Universal City, TX 60,793 1995 09/95 40 years
HomePlace:
Altamonte Spgs, FL 279,424 1997 09/97 40 years
Ft. Myers, FL 206,474 1997 12/97 40 years
Bowie, MD 50,251 1997 12/97 38.5 years
International House
of Pancakes:
Stafford, TX - 1992 10/93 (c)
Sunset Hills, MO - 1993 10/93 (c)
Las Vegas, NV - 1993 12/93 (c)
Ft. Worth, TX - 1993 12/93 (c)
Arlington, TX - 1993 12/93 (c)
Matthews, NC - 1993 12/93 (c)
Phoenix, AZ - 1993 12/93 (c)
Just for Feet:
Albuquerque, NM 148,400 1997 06/97 40 years
Kash N' Karry:
Palm Harbor, FL - (p) 03/99 (p)
Gainesville, FL - (p) 03/99 (p)
Brandon, FL - (p) 03/99 (p)
Sarasota, FL - (p) 03/99 (p)
Kroger:
Columbus, OH 37,415 1982 02/97 40 years
Linens 'n Things:
Freehold, NJ 294,932 1994 08/94 40 years
Lucky:
Watsonville, CA - (p) 03/99 (p)
Lodi, CA - (p) 03/99 (p)
Sonora, CA - (p) 03/99 (p)
Marshalls:
Freehold, NJ 345,246 1994 08/94 40 years
Michaels:
Grapevine, TX 79,655 1998 06/98 40 years
Office Depot:
Arlington, TX 208,694 1991 01/94 40 years
Richmond, VA 174,773 1996 05/96 40 years
OfficeMax:
Corpus Christi, TX 161,051 1967 11/93 40 years
Dallas, TX 256,601 1993 12/93 40 years
Cincinnati, OH 215,827 1994 07/94 40 years
Evanston, IL 200,417 1995 06/95 40 years
Altamonte Spgs, FL 295,744 1995 01/96 40 years
Pompano Beach, FL 185,965 1972 02/96 40 years
Cutler Ridge, FL 129,731 1995 06/96 40 years
Sacramento, CA 222,287 1996 12/96 40 years
Salinas, CA 131,483 1995 02/97 40 years
Redding, CA 138,620 1997 06/97 40 years
Kelso, WA 88,396 1998 09/97 (i) 40 years
Lynchburg, VA 59,782 1998 02/98 40 years
Leesburg, FL 50,235 1998 08/98 40 years
Plymouth Meeting, PA 39,855 1999 10/98 (i) 40 years
Tigard, OR 63,206 1995 11/98 40 years
Dover, NJ 91,071 1995 11/98 40 years
Griffin, GA 31,909 1999 11/98 (i) 40 years
Oshman's Sporting Goods:
Dallas, TX - 1994 03/94 (c)
Party City:
Memphis, TN 15,388 1999 12/98 40 years
Petco:
Grand Forks, ND 46,455 1996 12/97 40 years
PETsMART:
Chicago, IL 115,135 1998 09/98 40 years
Pier 1 Imports:
Anchorage, AK 159,570 1995 02/96 40 years
Memphis, TN 52,217 1997 09/96 (h) 40 years
Sanford, FL 35,971 1998 06/97 (h) 40 years
Knoxville, TN 17,605 1999 01/98 (h) 40 years
Mason, OH 11,985 1999 06/98 (h) 40 years
Harlingen, TX 3,940 1999 11/98 (h) 40 years
Valdosta, GA 2,518 1999 01/99 (h) 40 years
Rally's:
Toledo, OH 61,851 1989 07/92 38.8 years
Riser Foods:
Maple Heights, OH 206,599 1985 02/97 40 years
Robb & Stucky:
Ft. Myers, FL 322,031 1997 12/97 40 years
Roger & Marv's:
Kenosha, WI 241,940 1992 02/97 40 years
Ross Dress For Less:
Coral Gables, FL 81,077 1994 06/96 40 years
Scotty's:
Orlando, FL 234,953 1995 06/95 40 years
Orlando, FL 229,192 1995 06/95 40 years
Sears Homelife:
Clearwater, FL 417,672 1992 05/93 40 years
Orlando, FL 360,254 1992 05/93 40 years
Pensacola, FL 140,041 1994 06/96 40 years
Raleigh, NC 153,930 1995 06/96 40 years
Tampa, FL 179,579 1992 06/96 40 years
7-Eleven:
Land 'O Lakes, FL 19,573 1999 10/98 (i) 40 years
Tampa Palms, FL 18,158 1999 12/98 (i) 40 years
Shop & Save:
Homestead, PA - 1994 02/97 (c)
Penn Hills, PA 89,350 1991 02/97 40 years
Sports Authority:
Tampa, FL 133,468 1994 06/96 40 years
Memphis, TN 77,734 1998 12/97 (i) 40 years
Little Rock, AR 85,902 1998 09/98 40 years
SuperValu:
Huntington, WV 54,668 1971 02/97 40 years
Warwick, RI - 1992 02/97 (c)
Target:
Chico, CA - (p) 03/99 (p)
Victorville, CA - (p) 03/99 (p)
San Diego, CA - (p) 03/99 (p)
Top's:
Lacey, WA 509,030 1992 02/97 40 years
Waccamaw:
Fairfax, VA - 1995 12/95 (c)
White Marsh, MD 134,661 1998 03/98 (i) 40 years
Waremart:
Eureka, CA 393,200 1965 02/97 40 years
Wal-Mart:
Sealy, TX 29,358 1982 03/99 40 years
Aransas Pass, TX 52,253 1983 03/99 40 years
Winfield, AL 33,339 1983 03/99 40 years
Corpus Christi, TX 42,729 1983 03/99 40 years
Beeville, TX 45,826 1983 03/99 40 years
Corpus Christi, TX 61,976 1983 03/99 40 years
Texarkana, AR 72,869 1983 03/99 40 years
Wendy's Old Fashioned
Hamburger:
Fenton, MO 113,022 1985 07/92 33 years
Sacramento, CA - (o) 02/98 (o)
Vacant Land:
Little Rock, AR - - 09/98 -
Vacant Property:
Arlington, TX 169,838 1996 06/96 40 years
Vons:
Moreno Valley, CA 32,699 1983 03/99 40 years
Leasehold Interests: 212,234 - 08/99 (q)
-----------
$22,022,978
===========
Real Estate the Company has
Invested in Under Direct
Financing Leases:
Academy:
Houston, TX $ (c) 1994 05/95 (c)
Houston, TX (c) 1995 06/95 (c)
N. Richland Hills, TX (c) 1996 08/95 (h) (c)
Houston, TX (c) 1996 02/96 (h) (c)
Houston, TX (c) 1996 06/96 (h) (c)
Baton Rouge, LA (c) 1997 08/96 (h) (c)
Barnes & Noble:
Plantation, FL (c) 1996 05/95 (h) (c)
Best Buy:
Evanston, IL (c) 1994 02/97 (c)
Borders Books & Music:
Altamonte Spgs, FL (c) 1997 09/97 (c)
Checkers:
Orlando, FL (c) 1988 07/92 (c)
Dave & Buster's:
Utica, MI (c) 1998 06/98 (c)
Eckerd:
San Antonio, TX (c) 1993 12/93 (c)
Dallas, TX (c) 1994 01/94 (c)
Garland, TX (c) 1994 02/94 (c)
Arlington, TX (c) 1994 02/94 (c)
Millville, NJ (c) 1994 03/94 (c)
Atlanta, GA (c) 1994 03/94 (c)
Mantua, NJ (c) 1994 06/94 (c)
Vineland, NJ (c) 1999 03/99 (j) (c)
Amarillo, TX (c) 1994 12/94 (c)
Amarillo, TX (c) 1994 12/94 (c)
Amarillo, TX (d) 1994 12/94 (d)
Glassboro, NJ (c) 1994 12/94 (c)
Kissimmee, FL (c) 1995 04/95 (c)
Colleyville, TX (c) 1995 06/95 (c)
Alice, TX (d) 1995 06/95 (d)
Tampa, FL (c) 1995 12/95 (c)
Lafayette, LA (c) 1995 01/96 (c)
Moore, OK (c) 1995 01/96 (c)
Tallahassee, FL (c) 1996 06/96 (c)
East Point, GA (d) 1996 12/96 (d)
Irving, TX (c) 1996 12/96 (c)
Ft. Worth, TX (d) 1996 12/96 (d)
Williston, FL (c) 1995 01/97 (c)
Jasper, FL (c) 1994 01/97 (c)
Oklahoma City, OK (c) 1997 06/97 (c)
Oklahoma City, OK (c) 1997 06/97 (c)
Norman, OK (c) 1997 06/97 (c)
Chattanooga, TN (c) 1997 09/97 (c)
Del City, OK (c) 1998 10/98 (j) (c)
Arlington, TX (c) 1998 11/98 (j) (c)
Food 4 Less:
Lemon Grove, CA (c) 1996 07/95 (h) (c)
Chula Vista, CA (c) 1995 11/98 (c)
Food Lion:
Keystone Hts, FL (d) 1993 05/93 (d)
Chattanooga, TN (d) 1993 10/93 (d)
Lynchburg, VA (d) 1994 01/94 (d)
Martinsburg, WV (d) 1994 08/94 (d)
Good Guys, The:
Stockton, CA (d) 1991 07/94 (d)
Portland, OR (d) 1996 05/96 (d)
Heilig-Meyers:
Rincon, GA (d) 1997 11/98 (d)
Bourbonnais, IL (d) 1997 11/98 (d)
Mount Vernon, IL (d) 1997 11/98 (d)
Muskogee, OK (d) 1997 11/98 (d)
Stillwater, OK (d) 1998 11/98 (d)
Everett, PA (d) 1998 11/98 (d)
Lebanon, PA (d) 1997 11/98 (d)
York, PA (d) 1997 11/98 (d)
Marlow Heights, MD (d) 1968 11/98 (d)
Clovis, NM (d) 1996 11/98 (d)
Middletown, OH (d) 1997 11/98 (d)
Conway, SC (d) 1997 11/98 (d)
Hi-Lo Automotive:
Copperas Cove, TX (d) 1994 10/94 (d)
Ft. Worth, TX (d) 1993 10/94 (d)
Baton Rouge, LA (d) 1994 10/94 (d)
Lake Jackson, TX (d) 1994 10/94 (d)
Edinberg, TX (d) 1993 10/94 (d)
Pantego, TX (d) 1993 10/94 (d)
Ft. Worth, TX (d) 1993 11/94 (d)
Pharr, TX (d) 1993 11/94 (d)
Baton Rouge, LA (d) 1994 12/94 (d)
Houston, TX (d) 1982 09/95 (d)
International House
of Pancakes:
Stafford, TX (c) 1992 10/93 (c)
Sunset Hills, MO (c) 1993 10/93 (c)
Las Vegas, NV (c) 1993 12/93 (c)
Ft. Worth, TX (c) 1993 12/93 (c)
Arlington, TX (c) 1993 12/93 (c)
Matthews, NC (c) 1993 12/93 (c)
Phoenix, AZ (c) 1993 12/93 (c)
Kash N' Karry:
Brandon, FL (d) 1997 10/96 (h) (d)
Levitz:
Tempe, AZ (d) 1994 01/95 (d)
Oshman's Sporting Goods:
Dallas, TX (c) 1994 03/94 (c)
Shop & Save:
Homestead, PA (c) 1994 02/97 (c)
SuperValu:
Warwick, RI (c) 1992 02/97 (c)
Waccamaw:
Fairfax, VA (c) 1995 12/95 (c)
----------
$ -
==========
</TABLE>
<TABLE>
COMMERCIAL NET LEASE REALTY, INC. AND SUBSIDIARIES
NOTES TO SCHEDULE III - REAL ESTATE AND ACCUMULATED
DEPRECIATION AND AMORTIZATION
December 31, 1999
(a) Transactions in real estate and accumulated depreciation during 1999, 1998
and 1997, are summarized as follows:
<CAPTION>
1999 1998 1997
------------ ------------ ------------
<S> <C> <C> <C>
Land, Buildings and Leasehold Interests:
Balance at the Beginning of Period $537,283,241 $413,274,423 $277,109,358
Acquisitions 76,165,384 129,416,817 156,011,944
Sale of land, buildings and leasehold (45,232,145) (5,407,999) (19,846,879)
------------ ------------ ------------
Balance at the Close of Period $568,216,480 $537,283,241 $413,274,423
============ ============ ============
Accumulated Depreciations and Amortization:
Balance at the Beginning of Period 17,335,079 12,296,997 8,078,562
Sale of land, buildings and leasehold (2,835,339) (820,506) (258,942)
Depreciation and amortization expense 7,523,238 5,858,588 4,477,377
------------ ------------ ------------
Balance at the Close of Period $ 22,022,987 $ 17,335,079 $ 12,296,997
============ ============ ============
<FN>
(b) As of December 31, 1999, all of the leases are treated as operating leases
for federal income tax purposes. As of December 31, 1999, the aggregate cost of
the properties owned by the Company and its subsidiaries for federal income tax
purposes was $673,100,160.
(c) For financial reporting purposes, the portion of the lease relating to the
building has been recorded as a direct financing lease; therefore, depreciation
is not applicable.
(d) For financial reporting purposes, the lease for the land and building has
been recorded as a direct financing lease; therefore, depreciation is not
applicable.
(e) The tenant of this property, Golden Corral Corporation, has subleased this
property. Golden Corral Corporation continues to be responsible for complying
with all the terms of the lease agreement and is continuing to pay rent on this
property to the Company.
(f) The Company owns only land for this property. Pursuant to the lease
agreement, the Company is to purchase the building once construction is
complete.
(g) The Company owns only land for this property. The building is under
construction; therefore, no depreciation was taken.
(h) Date acquired represents acquisition date of land. Pursuant to lease
agreement, the Company purchased the buildings from the tenants upon completion
of construction, generally within 12 months from the acquisition of the land.
(i) Date acquired represents acquisition date of land. The Company developed the
buildings, generally completing construction within 12 months from the
acquisition date of the land.
(j) Date acquired represents date of building construction completion. The land
has been recorded as operating lease.
(k) During the year ended December 31, 1997, the Company (i) incurred
acquisition fees and expense reimbursement fees totaling $2,278,306, paid to CNL
Realty Advisors, Inc. and (ii) acquired land and buildings purchased from
affiliates of CNL Realty Advisors, Inc. for an aggregate cost of $37,712,514.
Such amounts are included in land and buildings on operating leases and net
investments in direct financing leases. On January 1, 1998, the Company acquired
CNL Realty Advisors, Inc. and became self-administered. As a result, the Company
was not a party to such transactions and began internally performing the
services previously provided by CNL Realty Advisors, Inc. for the years ended
December 31, 1998 and 1999.
(l) Property is encumbered as a part of the Company's $39,450,000 long term,
fixed rate mortgage and security agreement.
(m) Encumbered properties for which the portion of the lease relating to the
land is accounted for as an operating lease and the portion of the lease
relating to the building is accounted for as a direct financing lease, the total
amount of the encumbrance is listed with the land portion of the property.
(n) The Company owns only the building for this property. The land is subject to
a ground lease between the Company and an unrelated third party.
(o) The Company owns only the land for this property, which is subject to a
ground lease between the Company and the tenant. The tenant funded the
improvements on the property.
(p) The Company owns only the land for this property.
(q) The leasehold interests are amortized over the life of the respective leases
which range from 4.5 and 12.5 years.
</FN>
</TABLE>
<PAGE>
<TABLE>
COMMERCIAL NET LEASE REALTY, INC. AND SUBSIDIARIES
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
December 31, 1999
<CAPTION>
Principal amount
of loans subject
Final Periodic Carrying to delinquent
Interest maturity payment Prior Face amount amount of principal or
Description rate date terms liens of mortgages mortgages(e) interest
------------------------------------- -------- -------- -------- ----- ------------ ------------ ----------------
<S> <C> <C> <C> <C> <C> <C> <C>
First Mortgages on Retail Properties:
National City, CA 11.5% 2009 (b) - $ 2,765,000 $ 1,953,414 $ -
San Jose, CA 11.5% 2009 (b) - 2,565,000 1,846,125 -
Valencia, CA 8.0% - 10.0% 2000 (c) - 3,080,300 3,080,300 -
South Miami, FL 9.0% 2001 (d) - 2,500,000 2,500,000 -
Lawton and Oklahoma City, OK 8.5% 2000 (d) - 4,399,805 4,399,805 -
Burleson, TX 8.5% 2000 (d) - 2,355,279 2,355,279 -
Revolving Lines of Credit Secured
by Various Properties:
Commercial Net Lease
Realty Services, Inc. Prime rate + 0.25% 2000 (d) - 19,978,168 19,978,168 -
------------ ------------ ----------------
$ 37,643,552 $ 36,113,091 $ -
============ ============ ================
<FN>
(a)The following shows the changes in the carrying amounts of mortgage loans
during the periods:
Balance at December 31, 1998 - New mortgage loans $ 48,917,787 (f)(g)
Accrued interest receivable Deductions during the period:
Collections of principal (12,804,696) (g)
Foreclosures -
------------
Balance at December 31, 1999 $ 36,113,091
============
(b)Principal and interest is payable at level amounts over the life of the loan.
(c)Principal and interest is due monthly, based on a 15 year amortization, at 8%
for the first 90 days, at 9% for the second 90 days and at 10% for the third 90
days.
(d)Interest only payments are due quarterly. Principal is due at maturity.
(e)As of December 31, 1999, the aggregate cost of the mortgages held by the
Company and its subsidiaries for federal income tax purposes was $36,113,091.
(f)Mortgages totaling $18,634,755 were accepted in connection with the sale of
real estate.
(g)Mortgages totaling $6,755,084 were accepted as payment towards the principal
balance of the revolving line of credit for Commercial Net Lease Realty
Services, Inc. (an unconsolidated subsidiary of the Company). The mortgagees are
affiliates of certain members of the Company's board of directors.
</FN>
</TABLE>
<PAGE>
EXHIBITS
EXHIBIT INDEX
Exhibit Number
--------------
3.1 Articles of Incorporation of the Registrant (filed as Exhibit 3.3(i)
to the Registrant's Registration Statement No. 1-11290 on Form 8-B,
and incorporated herein by reference).
3.2 Bylaws of the Registrant, (filed as Exhibit 3(ii) to Amendment No. 2
to the Registrant's Registration No. 33-83110 on Form S-3, and
incorporated herein by reference).
3.3 Articles of Amendment to the Articles of Incorporation of the
Registrant (filed as Exhibit 3.3 to the Registrant's Form 10-Q for
the quarter ended June 30, 1996, and incorporated herein by
reference).
3.4 Articles of Amendment to the Articles of Incorporation of the
Registrant (filed as Exhibit 3.4 to the Registrant's Current Report
on Form 8-K dated February 18, 1998, and filed with the Securities
and Exchange Commission on February 19, 1998, and incorporated
herein by reference).
3.5 First Amended and Restated Articles of Incorporation of the
Registrant (filed as Exhibit 3.1 to the Registrant's Registration
Statement No. 333-64511 on Form S-3, and incorporated herein by
reference).
4.1 Specimen Certificate of Common Stock, par value $0.01 per share, of
the Registrant (filed as Exhibit 3.4 to the Registrant's
Registration Statement No. 1-11290 on Form 8-B and incorporated
herein by reference).
4.2 Form of Indenture dated March 25, 1998, by and among Registrant and
First Union National Bank, Trustee, relating to $100,000,00 of
7.125% Notes due 2008 (filed as Exhibit 4.1 to the Registrant's
Current Report on Form 8-K dated March 20, 1998, and incorporated
herein by reference.)
4.3 Form of Supplement Indenture No. 1 dated March 25, 1998, by and
among Registrant and First Union National Bank, Trustee, relating to
$100,000,000 of 7.125% Notes due 2008 (filed as Exhibit 4.2 to the
Registrant's Current Report on Form 8-K dated March 20, 1998, and
incorporated herein by reference.)
4.4 Form of 7.125% Note due 2008 (filed as Exhibit 4.3 to the
Registrant's Current Report on Form 8-K dated March 20, 1998, and
incorporated herein by reference.)
4.5 Form of Supplemental Indenture No. 2 dated June 21, 1999, by and
among Registrant and First Union National Bank, Trustee, relating to
$100,000,000 of 8.125% Notes due 2004 (filed as Exhibit 4.2 to the
Registrant's Current Report on Form 8-K dated June 17, 1999, and
incorporated herein by reference).
4.6 Form of 8.125% Notes due 2004 (filed as Exhibit 4.3 to the
Registrant's Current Report on Form 8-K dated June 17, 1999, and
incorporated herein by reference).
10.1 Letter Agreement dated July 10, 1992, amending Stock Purchase
Agreement dated January 23, 1992 (filed as Exhibit 10.34 to the
Registrant's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1992, and incorporated herein by reference).
10.2 Advisory Agreement between Registrant and CNL Realty Advisors, Inc.
effective as of April 1, 1993 and renewed January 1, 1997 (filed
as Exhibit 10.04 to Amendment No. 1 to the Registrant's Registration
Statement No. 33-61214 on Form S-2, and incorporated herein by
reference).
10.3 1992 Commercial Net Lease Realty, Inc. Stock Option Plan (filed as
Exhibit No. 10(x) to the Registrant's Registration Statement No.
33-83110 on Form S-3, and incorporated herein by reference).
10.4 Second Amended and Restated Line of Credit and Security Agreement,
dated December 7, 1995, among Registrant, certain lenders listed
therein and First Union National Bank of Florida, as the Agent,
relating to a $100,000,000 loan (filed as Exhibit 10.14 to the
Registrant's Current Report on Form 8-K dated January 18, 1996, and
incorporated herein by reference).
10.5 Secured Promissory Note, dated December 14, 1995, among Registrant
and Principal Mutual Life Insurance Company relating to a
$13,150,000 loan (filed as Exhibit 10.15 to the Registrant's Current
Report on Form 8-K dated January 18, 1996, and incorporated herein
by reference).
10.6 Mortgage and Security Agreement, dated December 14, 1995, among
Registrant and Principal Mutual Life Insurance Company relating to a
$13,150,000 loan (filed as Exhibit 10.16 to the Registrant's Current
Report on Form 8-K dated January 18, 1996, and incorporated herein
by reference).
10.7 Loan Agreement, dated January 19, 1996, among Registrant and
Principal Mutual Life Insurance Company relating to a $39,450,000
loan (filed as Exhibit 10.12 to the Registrant's Annual Report on
Form 10-K for the year ended December 31, 1995, and incorporated
herein by reference).
10.8 Secured Promissory Note, dated January 19, 1996, among Registrant
and Principal Mutual Life Insurance Company relating to a
$39,450,000 loan (filed as Exhibit 10.13 to the Registrant's Annual
Report on Form 10-K for the year ended December 31, 1995, and
incorporated herein by reference).
10.9 Third Amended and Restated Line of Credit and Security Agreement,
dated September 3, 1996, by and among Registrant, certain lenders
and First Union National Bank of Florida, as the Agent, relating to
a $150,000,000 loan (filed as Exhibit 10.11 to the Registrant's
Quarterly Report on Form 10-Q for the quarter ended September 30,
1996, and incorporated herein by reference).
10.10 Second Renewal and Modification Promissory Note, dated September 3,
1996, by and among Registrant and First Union National Bank of
Florida, as the Agent, relating to $150,000,000 loan (filed as
Exhibit 10.12 to the Registrant's Quarterly Report on Form 10-Q for
the quarter ended September 30, 1996, and incorporated herein by
reference).
10.11 Agreement and Plan of Merger dated May 15, 1997, by and among
Commercial Net Lease Realty, Inc. and Net Lease Realty II, Inc. and
CNL Realty Advisors, Inc. and the Stockholders of CNL Realty
Advisors, Inc. (filed as Exhibit 10.1 to the Registrant's Current
Report on Form 8-K dated May 16, 1997, and incorporated herein by
reference).
10.12 Fourth Amended and Restated Line of Credit and Security Agreement,
dated August 6, 1997, by and among Registrant, certain lenders and
First Union National Bank, as the Agent, relating to a $200,000,000
loan (filed as Exhibit 10 to the Registrant's Current Report on Form
8-K dated September 12, 1997, and incorporated herein by reference).
10.13 Fifth Amended and Restated Line of Credit and Security Agreement,
dated September 23, 1999, by and among Registrant, certain lenders
and First Union National Bank, as the Agent, relating to a
$200,000,000 loan (filed as Exhibit 10.13 to the Registrant's
Quarterly Report on Form 10-Q for the quarter ended September 30,
1999 and incorporated herein by reference).
12 Statement of Computation of Ratios of Earnings to Fixed Charges
(filed herewith).
13 Annual Report to Shareholders for the year ended December 31, 1999
(filed herewith).
23 Consent of Independent Accountants dated March 30, 2000 (filed
herewith).
27 Financial Data Schedule (filed herewith).
(b) No reports on Form 8-K were filed during the quarter ended December
31, 1999.
