IR PASS-THROUGH CORP.
c/o Northstar Presidio Management Company LLC
411 West Putnam Avenue, Suite 270
Greenwich, CT 06830
(203) 862-7444
Fax: (203) 862-7461
Integrated ARROs Fund I (the "Fund")
February, 1999
Dear Unitholder:
Enclosed for your review are the Fund's audited financial statements as of
December 31, 1998. As you are aware, the Funds' investments are passive in
nature and consist of interest-bearing payment obligations that originated from
a series of net lease real estate partnerships. As such, the primary source of
payment for these obligations is the lease payments received from the
partnerships' corporate tenants. We are pleased to report that all tenant
obligations continue to be met and, on an overall basis, the credit ratings of
these tenants have not materially changed since the initial offering of the
Units.
As previously reported, the Fund has made arrangements with Royal Alliance
Associates (212-551-5100) to act as a market maker and with DCC Securities Corp.
(212-527-0220) to facilitate trading, as a broker, between buyers and sellers of
Units. Please contact these firms directly if you have any questions regarding
such
activities.
If you have any specific questions regarding your holdings in the Fund, please
call the Trustee, Bankers Trust Company at (800) 735-7777.
Sincerely,
Integrated ARROs Fund I
By: IR Pass-through Corp., Sponsor
<PAGE>
To the Unit-holders, Board of Directors of the Sponsor, and Trustee
of Integrated ARROs Fund I
INDEPENDENT AUDITOR'S REPORT
We have audited the accompanying statement of financial condition of Integrated
ARROs Fund I (the "Fund") as of December 31, 1998, including the schedule of
portfolio investments as of December 31, 1998, and the related statements of
operations, changes in net assets and the schedule of selected per unit
operating performance, ratios and supplemental data for the year then ended.
These financial statements and the selected per unit operating performance,
ratios and supplemental data are the responsibility of the Fund's management.
Our responsibility is to express an opinion on the financial statements and the
selected per unit operating performance, ratios and supplemental data based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements and the selected per unit
operating performance, ratios and supplemental data are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements and the selected per unit operating
performance, ratios and supplemental data referred to above present fairly, in
all material respects, the financial position of Integrated ARROs Fund I as of
December 31, 1998, and the results of its operations and changes in its net
assets and the selected per unit operating performance, ratios and supplemental
data for the year then ended, in conformity with generally accepted accounting
principles.
As explained in Note 2, the financial statements include investments in payment
obligations valued at $10,404,532 for the year ended December 31, 1998 whose
value has been stated at the lower of fair market value as estimated by the
Board of Directors of the Sponsor in the absence of readily ascertainable market
values, or Minimum Termination Amount. We have reviewed the procedures used by
the Board of Directors in arriving at its estimate of fair market value of such
investments and have inspected underlying documentation, and, in the
circumstances, we believe the procedures are reasonable and the documentation
appropriate. However, because of the inherent uncertainty of valuation, those
estimated values may differ significantly from the values that would have been
used had a ready market for the investments existed, and the differences could
be material.
/s/Hays & Company
- -----------------
Hays & Company
February 16, 1999
New York, New York
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Unitholders, Board of Directors of the Sponsor, and Trustee of
Integrated ARROs Fund I
We have audited the accompanying statement of financial condition of Integrated
ARROs Fund I (the "Fund") as of December 31, 1997, and the related statements of
operations and changes in net assets for the year ended and the schedule of
selected per unit operating performance, ratios and supplemental data for each
of the four years in the period ended December 31, 1997. These financial
statements and the selected per unit operating performance, ratios and
supplemental data are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and the
selected per unit operating performance, ratios and supplemental data based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and the selected per
unit operating performance, ratios and supplemental data are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and the selected per unit operating
performance, ratios and supplemental data referred to above present fairly, in
all material respects, the financial position of Integrated ARROs Fund I as of
December 31, 1997, the results of its operations and changes in its net assets
for the year then ended, and the selected per unit operating performance, ratios
and supplemental data for the each of the four years in the period ended
December 31, 1997, in conformity with generally accepted accounting principles.
As explained in Note 2, the financial statements include investments in payment
obligations valued at $10,293,479 at December 31, 1997, whose values have been
stated at the lower of fair market value as estimated by the Board of Directors
of the Sponsor in the absence of readily ascertainable market values, or Minimum
Termination Amount. We have reviewed the procedures used by the Board of
Directors in arriving at its estimate of value of such investments and have
inspected underlying documentation, and, in the circumstances, we believe the
procedures are reasonable and the documentation appropriate. However, because of
the inherent uncertainty of valuation, those estimated values may differ
significantly from the values that would have been used had a ready market for
the investments existed, and the differences could be material.
/s/Deloitte & Touche, LLP
- -------------------------
Deloitte & Touche, LLP
February 13, 1998
New York, New York
<PAGE>
<TABLE>
<CAPTION>
Integrated ARROs Fund I
Statements of Financial Condition
December 31,
---------------------------
Assets 1998 1997
----------- -----------
<S> <C> <C>
Cash and cash equivalents ........................ $ 456,778 $ 252,609
Receivable - Trustee ............................. 0 1,232,714
Investments in payment obligations, at minimum
termination value (cost $2,634,352)
10,404,532 10,293,479
----------- -----------
Total Assets ..................................... 10,861,310 11,778,802
Liabilities
Distributions Payable ............................ 456,778 252,577
----------- -----------
Net Assets ....................................... $10,404,532 $11,526,225
=========== ===========
Net Asset Value per unit (2,771 units outstanding) $ 3,754.79 $ 4,159.59
=========== ===========
</TABLE>
See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
Integrated ARROs Fund I
Statements of Operations
Year Ended December 31,
--------------------------------
1998 1997
---------- ----------
<S> <C> <C>
Investment income:
Interest and discount earned $1,758,441 $1,273,794
========== ==========
</TABLE>
See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
Integrated ARROs Fund I
Statements of Changes in Net Assets
Year Ended December 31,
------------------------------
1998 1997
------------ ------------
<S> <C> <C>
(Decrease)/Increase in net assets from operations:
Net investment income .............................. $ 1,758,441 $ 1,273,794
------------ ------------
Net increase in net assets resulting from operations 1,758,441 1,273,794
Total declared as distributions to Unit Holders .... (2,880,134) (610,663)
------------ ------------
Net (decrease)/increase in net assets .............. (1,121,693) 663,131
Net assets:
Beginning of period ................................ 11,526,225 10,863,094
------------ ------------
End of period ...................................... $ 10,404,532 $ 11,526,225
============ ============
</TABLE>
See notes to financial statements
<PAGE>
Integrated ARROs Fund I
Notes to Financial Statements
1. ORGANIZATION
Integrated ARROs Fund I (the "Fund") is a grantor trust created under
the laws of the State of New York and registered under the Investment
Company Act of 1940 as a closed-end, non-diversified management
investment company.
The Fund was formed in April 1987 for the purpose of realizing
appreciation in value and deferring the receipt of income through
investments in a portfolio consisting of seven contract rights for the
payment of money (the "Payment Obligations"). The Payments Obligations
were sold to the Fund by IR Pass-through Corporation (the "Sponsor"),
formerly a wholly-owned subsidiary of Integrated Resources, Inc.
("Integrated"). The Payment Obligations were entered into by seven
privately offered, single purpose limited partnerships (the
"Partnership(s)") previously sponsored by Integrated that had acquired
and net leased commercial real estate. Pursuant to the Consummation of
Integrated's Plan of Reorganization ("the Plan"), on November 3, 1994,
the Sponsor is a wholly-owned indirect subsidiary of Presidio Capital
Corp. ("Presidio") (See Footnote 3). All capitalized terms herein not
defined have the same meaning as defined in the Trust Indenture.
2. SIGNIFICANT ACCOUNTING POLICIES
Security Valuation
The Payment Obligations are valued at the lower of fair market value
(as determined by the Board of Directors of the Sponsor) or Minimum
Termination Amount (as defined in the Trust Indenture).
Federal Income Taxes
The Fund is classified as a grantor trust. As a consequence, the Fund
is not subject to Federal Income Taxation.
Cash and Cash Equivalents
Cash and cash equivalents represents payment obligations received by
the Fund and which were invested in U. S. Treasury bills with
maturities of three months or less.
Use of Estimates
The preparation of the financial statements require management to make
estimates and assumptions that affect the reported amounts for
Investments in payment obligations and the reported amounts for Net
investment income.
3. THE SPONSOR
IR Pass-through Corporation is the Sponsor of the Fund and was/is a
wholly owned subsidiary of Integrated Resources, Inc. ("Integrated")
and its post-bankruptcy successor, Presidio Capital Corp. ("Presidio").
Subject to the rights of the unitholders under the Trust Indenture,
Presidio is responsible for the administration of the Fund through its
indirect ownership of all of the shares of the Sponsor. NorthStar
Presidio Management Company, LLC ("NorthStar Presidio") provides
administrative services to Presidio, who in turn provides services to
the Fund. The board of directors of Presidio is authorized to designate
the officers and directors of the Sponsor, whose names, titles,
principal occupations during the past five years and the date they
began office is set forth in Note 5, Commitments and Contingencies.
<PAGE>
4. THE PAYMENT OBLIGATIONS
The seven Payment Obligations acquired by the Fund were issued from
1981 to 1982 for the sale to the Partnerships of rights to acquire
interests in properties or for services rendered.
Payments on the seven Payment Obligations are scheduled over a period
not in excess of 40 years from commencement of the initial terms
("Primary Terms"), ranging from 20 to 25 years, of the respective net
leases. Interest at simple interest rates ranging from 13% to 18.5%
accrues on the principal amount for each Payment Obligation. Payments
on the Payment Obligations are scheduled to commence approximately 15
years after commencement of the Primary Terms of each net lease.
If a net lease is not extended by the lessee beyond the Primary Term,
the Partnership's obligation to pay the balance of the principal of a
Payment Obligation and accrued interest does not accelerate. In such
event, the Partnership may either seek to re-lease or to sell the
property, but there can be no assurance that such a sale or new lease
would be made or that it would be made in a timely manner. If a sale is
made, the balance of the principal and accrued interest thereon may be
declared by the Fund, at its discretion, to be immediately due and
payable. Upon the disposition by a Partnership of its entire interest
in the property (or properties), the Partnership shall be obligated to
pay the Fund (after satisfaction of any obligations senior to that of
the Payment Obligation which are then due and payable) first, accrued
unpaid interest and then the unpaid principal balance of the payment
Obligation. The Fund does not have the right to accelerate the payment
of any Payment Obligation in the event that a Partnership does not sell
its property at the end of the Primary Term, so long as the Partnership
remains current on its payments under the Payment Obligation. As such,
it is possible that the Fund may not realize the entire outstanding
principal and interest thereon of the related Payment Obligation.
5. COMMITMENTS AND CONTINGENCIES
The Trust Indenture provides that the Sponsor will bear all costs of
administering the Fund through the period in which the Fund will be
receiving only primary term payments. However, when the Fund begins
receiving renewal term payments, the Fund shall bear a portion of such
costs equal to the percentage of the renewal term payments received by
the Fund in such year to all of the payments received by the Fund in
such year.
The Trust Indenture provides that the above obligations of the Sponsor
were to be funded through the retention of a portion of the proceeds
from the sale of the Units. However, the Sponsor did not segregate from
the general assets of its then parent, Integrated, a portion of the
sale proceeds for this purpose. Integrated filed for bankruptcy on
February 13, 1990 under Chapter 11 of the United States Bankruptcy
code. While Integrated's bankruptcy did not directly affect the Fund,
and had no effect on the portfolio of the Fund, the bankruptcy did
affect the Sponsor, which had no source of revenues other than
Integrated. The Sponsor therefore filed a claim in Integrated's
bankruptcy proceedings for the amounts necessary to fund the Sponsor's
obligations to the Fund and to Integrated ARROs Fund II, an affiliate.
As Integrated's liabilities far exceeded its assets, and the Sponsor's
<PAGE>
claim was that of an unsecured general creditor, it was unlikely that
amounts eventually paid on the Sponsor's claim would be sufficient to
fund the Sponsor's obligations. However, in 1994 in full settlement of
the Sponsor's claim, Integrated paid the Sponsor $450,000. The Sponsor
projected at that time, based on a present value estimate of legal,
accounting, trustee fees, and printing and mailing costs, that this
amount would enable the Sponsor to meet its obligations to the Fund,
and its similar obligations to Fund II, through approximately the year
2000. However, at that time there was no assurance that the $450,000
paid by Integrated, plus any interest accrued (the "Settlement Fund"),
would in fact be sufficient to fund the Sponsor's obligations through
the year 2000. As of December 31, 1997, approximately $61,000 remained
of the original Settlement Fund. However, the Settlement Fund was fully
depleted during the first half of 1998. The Trustee may establish a
reserve fund, set aside out of the proceeds of the Payment Obligations,
to pay future expenses of administering the Fund. Consequently, the
Trustee paid $14,145 in such expenses from the proceeds of Payment
Obligations received by the Fund in 1998.
Set forth below is certain information with respect to the Sponsor's
directors and officers. The business address for each of them is c/o
NorthStar Presidio Management Company, LLC, 411 West Putnam Avenue,
Suite 270, Greenwich, Connecticut 06830.
<TABLE>
<CAPTION>
NAME POSITION WITH SPONSOR DIRECTOR/OFFICER SINCE PRINCIPAL OCCUPATIONS DURING PAST 5 YEARS
- ---- --------------------- ---------------------- -------------------------------------------
<S> <C> <C> <C>
W. Edward Scheetz Director November 1997 Mr. Scheetz co-founded NorthStar Capital
Partners LLC ("NorthStar Capital") with
David Hamamoto in July 1997. From 1993
through 1997 Mr. Scheetz was a partner
at Apollo Realty Advisors L.P. From 1989
to 1993 Mr. Scheetz was a principal with
Trammell Crow Ventures.
David Hamamoto Director November 1997 Mr. Hamamoto co-founded NorthStar
Capital with Edward Scheetz in July
1997. From 1988 to 1997 Mr. Hamamoto was
a partner and co-head of the real estate
principal investment area at Goldman
Sachs & Co.
Dallas E. Lucas Director August 1998 Mr. Lucas joined NorthStar Capital in
August 1998. From 1994 until then he was
the Chief Financial Officer of Crescent
Real Estate Equities Company. Prior to
that he was a financial consulting and
audit manager in the real estate
services group of Arthur Andersen LLP
David King Director, Executive Vice President November 1997 Mr. King joined NorthStar Capital in
and Assistant Treasurer November 1997. From 1990 to 1997 Mr.
King was associated with Olympia & York
Companies (USA) where he held the
position of Senior Vice President of
Finance. Prior to that Mr. King was
employed with Bankers Trust in its real
estate finance group.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Allan B. Rothschild Director, President and December 1997 Mr. Rothschild joined NorthStar Presidio
General Counsel in December 1997. From 1995 to 1997 Mr.
Rothschild was Senior Vice President and
General Counsel at Newkirk Limited
Partnership. From 1987 to 1995 Mr.
Rothschild was associated with the law
firm of Proskauer, Rose LLP in its real
estate group.
Lawrence R. Schachter Senior Vice President and Chief January 1998 Mr. Schachter joined NorthStar Presidio
Financial Officer in January 1998. From 1996 to 1998 Mr.
Schachter was Controller at CB
Commercial/Hampshire LLC. From 1995 to
1996 Mr. Schachter was Controller at
Goodrich Associates. From 1992 to 1995
Mr. Schachter was Controller at
Greenthal/Harlan Realty Services Co.
J. Peter Paganelli Senior Vice President, Secretary March 1998 Mr. Paganelli joined NorthStar Presidio
in March 1998. From 1997 to 1998, Mr.
Paganelli was Director of Asset
Management at Argent Ventures LLC, a
private real estate company. From 1994
to 1997 Mr. Paganelli was a Vice
President at Starwood Capital Group, LLC
in its Asset Management Group. From 1986
to 1994, Mr. Paganelli was an Associate
Director at Cushman & Wakefield, Inc. in
its Financial Services and Asset
Services Groups.
Adam Anhang Vice President November 1997 Mr. Anhang joined NorthStar Capital in
August 1997. From 1996 to 1997 Mr.
Anhang was employed by The Athena Group
as part of its Russia and former Soviet
Union development team. Prior to that
Mr. Anhang was a student at the Wharton
School of the University of
Pennsylvania.
Marc Gordon Vice President November 1997 Mr. Gordon joined NorthStar Capital in
October 1997. From 1993 to 1997 Mr.
Gordon was Vice President in the real
estate investment-banking group at
Merrill Lynch. Prior to that Mr. Gordon
was associated with the law firm of
Irell & Manella in its real estate and
banking group.
Charles Humber Vice President November 1997 Mr. Humber joined NorthStar Capital in
September 1997. From 1996 to 1997 Mr.
Humber was employed with Merrill Lynch
in its real estate investment-banking
group. Prior to that Mr. Humber was a
student at Brown University.
</TABLE>
<PAGE>
6. DISTRIBUTION PAYABLE
The Trustee declared a distribution payable to unitholders of record as
of December 31, 1998 of $456,778 ($164.84 per unit). Such distribution
was paid on January 15, 1999.
7. SIGNIFICANT TRANSACTION
In May 1996, the tenant of the Huntsville, Texas property, one of five
properties owned by Elway Associates, exercised the economic
discontinuance clause contained in its lease. This clause generally
allows the tenant to purchase the property for a predetermined amount
set forth in the lease upon declaring that continued use and occupancy
of the property was economically unsuitable. As a result, Elway
Associates wire transferred sale proceeds of $1,149,699 to the Fund's
Trustee in partial satisfaction of the Elway payment obligation. The
amount received in this case was substantially in excess of the portion
of the Minimum Termination Amount allocable to the Huntsville, Texas
property. While the Trust Indenture provides for the acceptance of
involuntary sale (such as in an economic discontinuance) proceeds in
prepayment of a payment obligation in which the underlying partnership
has a single property (lease), it does not specifically provide for
acceptance of involuntary sale proceeds in partial prepayment of a
payment obligation where the underlying partnership has more than one
property (lease) comprising the payment obligation, as is the case
here. The Sponsor believes that the original intent of the Trust
Indenture was to allow for such partial prepayment. However, the
Trustee that received the Elway sale proceeds did not agree to allow
the Elway payment in partial satisfaction of the associated payment
obligation and placed the Elway sale proceeds in an interest-bearing
account separate from that of the Fund, pending resolution of this
issue. The Elway sale proceeds and any interest earned thereon are
reflected as a receivable from the Trustee as of December 31, 1997. The
Elway primary and renewal term payments were reduced on a pro-rata
basis to reflect the involuntary sale of the Huntsville, Texas
property.
Effective March 29, 1998, the Sponsor arranged for the replacement of
the Trustee with a new trustee (the "Successor Trustee") which had a
broader interpretation of the Trust Indenture with regard to partial
prepayments received from a multi-property partnership. On April 1,
1998, a supplemental agreement to the original Trust Indenture was
entered into between the Successor Trustee for the Fund, the Sponsor of
the Fund, and the Partnerships that have Payment Obligations to the
Fund. Such agreement allows for, among other things, the partial
prepayment of a multi-property Partnership's Payment Obligation in the
event of an involuntary sale of one of its properties. As a result of
such agreement, the payment of $1,149,699 made by Elway Associates (one
of the Partnerships) in May of 1996 in connection with an involuntary
sale was accepted by the Successor Trustee as a partial prepayment of
Elway's Payment Obligation and was subsequently distributed, together
with interest earned since its receipt of $103,526, on June 5, 1998.
The payment made by Elway was insufficient to cover that portion of
Elway's Payment Obligation allocable to the Huntsville Property. In
accordance with the terms of the Supplemental Agreement, such shortfall
was repaid during 1998 from cash flow generated by Elway after the
payment of the reduced payments to the Fund.
<PAGE>
<TABLE>
<CAPTION>
Integrated ARROs Fund I
Schedule of Selected Per Unit Operating Performance, Ratios and Supplemental Data
YEAR ENDED DECEMBER 31,
----------------------------------------------------------------------------------
1998 1997 1996 1995 1994
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Per Unit Operating Performance
Net asset value, beginning of period .... $ 4,159.59 $ 3,920.28 $ 3,295.59 $ 2,901.11 $ 2,556.08
Net investment income ................... 634.59 459.69 678.56 394.48 345.03
Distributions from net investment income (1,039.39) (220.38) (53.87) -- --
----------- ----------- ----------- ----------- -----------
Net asset value, end of period .......... $ 3,754.79 $ 4,159.59 $ 3,920.28 $ 3,295.59 $ 2,901.11
=========== =========== =========== =========== ===========
Total investment return ................. $ 634.59 $ 459.69 $ 678.56 $ 394.48 $ 345.03
=========== =========== =========== =========== ===========
Ratios/Supplemental Data
Net assets, end of period ............... $10,404,532 $11,526,225 $10,863,094 $ 9,132,093 $ 8,038,962
Ratio of expenses to average net assets . .13% N/A N/A N/A N/A
Ratio of net investment income to average 16.04% 11.38% 18.81% 12.73% 12.64%
net assets
Portfolio turnover rate ................. N/A N/A N/A N/A N/A
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Integrated ARROs Fund I
Schedule of Portfolio Investments
December 31, 1998
Partnership/
Date Payment Original Simple
Obligation Property Type of Principal Interest
Incurred Lessee Location(s) Property Amount Rate
- -------- ------ ----------- -------- ------ ----
<S> <C> <C> <C> <C> <C>
Walando Walgreen Orlando, FL Office/ $820,000 13.0%
03/18/81 Company Warehouse
Building
Santex (2) Albertson's Venice, FL Retail 570,000 17.0%
07/01/81 Inc. Livermore, CA Facilities
Lando Albertson's Portland, OR Retail 783,451 16.0%
10/21/81 Inc. Orlando, FL Facilities
(amended Huntsville, AL
04/15/82)
Denville Xerox Lewisville, TX Plant 963,048 15.0%
12/22/81 Corporation Facility
(amended
01/27/84)
Elway Safeway Billings, MT Retail 1,429,042 18.5%
03/18/82 Stores, Inc. Huntsville, TX (5) Facilities (6)
Fort Worth, TX
Aurora, CO
Mamoth Lakes, CA
Walstaff Walgreen Flagstaff, AZ Warehouse/ 1,159,762 16.0%
04/15/82 Arizona Distribution
(amended Drug Co. Building
06/17/82) (3)
Walcreek Hercules Walnut Creek, Office 1,306,709 18.5%
08/01/82 Credit Inc. CA Building
(amended (4)
06/29/83,
12/3/84)
==========
$7,032,012
==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Integrated ARROs Fund I
Schedule of Portfolio Investments
December 31, 1998
(continued)
Partnership/ Discount To 06/30/97
Date Payment Arrive at Minimum Periodic Minimum
Obligation Accrued Termination Payment During Termination
Incurred Interest Amount Primary Term (1) Amount
- -------- -------- ------ ---------------- ------
<S> <C> <C> <C> <C>
Walando $1,517,224 1,353,252 5/1/96-4/1/06 $ 983,972
03/18/81 $11,883/mo
Santex (2) $ 1,323,369 879,590 9/1/96-8/1/06 1,013,779
07/01/81 $13,342/mo
Lando $ 1,968,776 1,809,944 7/1/97-1/1/07 942,283
10/21/81 $62,656/semi
(amended
04/15/82)
Denville 2,400,727 2,243,514 8/1/98-7/1/08 1,120,261
12/22/81 $12,038/mo
(amended
01/27/84)
Elway 4,020,350 3,426,833 7/1/97-6/1/07 2,022,559
03/18/82 $22,027/mo (6) (6)
Walstaff 2,946,491 2,208,699 12/1/98-6/1/03 1,897,554
04/15/82 $156,738/semi
(amended
06/17/82)
Walcreek $ 3,156,993 2,039,578 10/1/97-9/1/07 2,424,124
08/01/82 $30,155/mo
(amended
06/29/83,
12/3/84)
=========== =========== ===========
$17,333,930 $13,961,410 $10,404,532
=========== =========== ===========
</TABLE>
(1) Primary Term of the applicable net lease.
(2) Two Payment Obligations, one for each property, treated as one.
(3) Guaranteed by Walgreen Company.
(4) Guaranteed by Hercules Incorporated
(5) In May 1996, the tenant at the Huntsville, Texas property exercised the
economic discontinuance clause in its lease.
(6) As adjusted, due to the exercise of economic discontinuance in the
Huntsville, Texas lease.
<PAGE>
<TABLE>
<CAPTION>
ACCRUED ACCRUED ACCRUED ACCRUED ACCRUED
DATE INTEREST DATE INTEREST DATE INTEREST DATE INTEREST DATE INTEREST
---- -------- ---- -------- ---- -------- ---- -------- ---- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
01-Jan-98 17,303,197 23-Feb-98 17,394,952 17-Apr-98 17,409,300 09-Jun-98 17,423,649 01-Aug-98 17,363,303
02-Jan-98 17,306,388 24-Feb-98 17,398,144 18-Apr-98 17,412,492 10-Jun-98 17,426,841 02-Aug-98 17,366,495
03-Jan-98 17,309,580 25-Feb-98 17,401,336 19-Apr-98 17,415,684 11-Jun-98 17,430,032 03-Aug-98 17,369,687
04-Jan-98 17,312,772 26-Feb-98 17,404,527 20-Apr-98 17,418,876 12-Jun-98 17,433,224 04-Aug-98 17,372,879
05-Jan-98 17,315,964 27-Feb-98 17,407,719 21-Apr-98 17,422,067 13-Jun-98 17,436,416 05-Aug-98 17,376,070
06-Jan-98 17,319,155 28-Feb-98 17,410,911 22-Apr-98 17,425,259 14-Jun-98 17,439,608 06-Aug-98 17,379,262
07-Jan-98 17,322,347 01-Mar-98 17,336,695 23-Apr-98 17,428,451 15-Jun-98 17,442,799 07-Aug-98 17,382,454
08-Jan-98 17,325,539 02-Mar-98 17,339,887 24-Apr-98 17,431,643 16-Jun-98 17,445,991 08-Aug-98 17,385,646
09-Jan-98 17,328,731 03-Mar-98 17,343,079 25-Apr-98 17,434,834 17-Jun-98 17,449,183 09-Aug-98 17,388,837
10-Jan-98 17,331,922 04-Mar-98 17,346,271 26-Apr-98 17,438,026 18-Jun-98 17,452,375 10-Aug-98 17,392,029
11-Jan-98 17,335,114 05-Mar-98 17,349,462 27-Apr-98 17,441,218 19-Jun-98 17,455,566 11-Aug-98 17,395,221
12-Jan-98 17,338,306 06-Mar-98 17,352,654 28-Apr-98 17,444,410 20-Jun-98 17,458,758 12-Aug-98 17,398,413
13-Jan-98 17,341,498 07-Mar-98 17,355,846 29-Apr-98 17,447,601 21-Jun-98 17,461,950 13-Aug-98 17,401,604
14-Jan-98 17,344,689 08-Mar-98 17,359,038 30-Apr-98 17,450,793 22-Jun-98 17,465,142 14-Aug-98 17,404,796
15-Jan-98 17,347,881 09-Mar-98 17,362,229 01-May-98 17,376,578 23-Jun-98 17,468,333 15-Aug-98 17,407,988
16-Jan-98 17,351,073 10-Mar-98 17,365,421 02-May-98 17,379,770 24-Jun-98 17,471,525 16-Aug-98 17,411,180
17-Jan-98 17,354,264 11-Mar-98 17,368,613 03-May-98 17,382,961 25-Jun-98 17,474,717 17-Aug-98 17,414,371
18-Jan-98 17,357,456 12-Mar-98 17,371,805 04-May-98 17,386,153 26-Jun-98 17,477,909 18-Aug-98 17,417,563
19-Jan-98 17,360,648 13-Mar-98 17,374,996 05-May-98 17,389,345 27-Jun-98 17,481,100 19-Aug-98 17,420,755
20-Jan-98 17,363,840 14-Mar-98 17,378,188 06-May-98 17,392,537 28-Jun-98 17,484,292 20-Aug-98 17,423,947
21-Jan-98 17,367,031 15-Mar-98 17,381,380 07-May-98 17,395,728 29-Jun-98 17,487,484 21-Aug-98 17,427,138
22-Jan-98 17,370,223 16-Mar-98 17,384,572 08-May-98 17,398,920 30-Jun-98 17,490,676 22-Aug-98 17,430,330
23-Jan-98 17,373,415 17-Mar-98 17,387,763 09-May-98 17,402,112 01-Jul-98 17,353,804 23-Aug-98 17,433,522
24-Jan-98 17,376,607 18-Mar-98 17,390,955 10-May-98 17,405,304 02-Jul-98 17,356,996 24-Aug-98 17,436,713
25-Jan-98 17,379,798 19-Mar-98 17,394,147 11-May-98 17,408,495 03-Jul-98 17,360,188 25-Aug-98 17,439,905
26-Jan-98 17,382,990 20-Mar-98 17,397,339 12-May-98 17,411,687 04-Jul-98 17,363,380 26-Aug-98 17,443,097
27-Jan-98 17,386,182 21-Mar-98 17,400,530 13-May-98 17,414,879 05-Jul-98 17,366,571 27-Aug-98 17,446,289
28-Jan-98 17,389,374 22-Mar-98 17,403,722 14-May-98 17,418,071 06-Jul-98 17,369,763 28-Aug-98 17,449,480
29-Jan-98 17,392,565 23-Mar-98 17,406,914 15-May-98 17,421,262 07-Jul-98 17,372,955 29-Aug-98 17,452,672
30-Jan-98 17,395,757 24-Mar-98 17,410,106 16-May-98 17,424,454 08-Jul-98 17,376,147 30-Aug-98 17,455,864
31-Jan-98 17,398,949 25-Mar-98 17,413,297 17-May-98 17,427,646 09-Jul-98 17,379,338 31-Aug-98 17,459,056
01-Feb-98 17,324,734 26-Mar-98 17,416,489 18-May-98 17,430,838 10-Jul-98 17,382,530 01-Sep-98 17,372,802
02-Feb-98 17,327,925 27-Mar-98 17,419,681 19-May-98 17,434,029 11-Jul-98 17,385,722 02-Sep-98 17,375,994
03-Feb-98 17,331,117 28-Mar-98 17,422,873 20-May-98 17,437,221 12-Jul-98 17,388,913 03-Sep-98 17,379,186
04-Feb-98 17,334,309 29-Mar-98 17,426,064 21-May-98 17,440,413 13-Jul-98 17,392,105 04-Sep-98 17,382,378
05-Feb-98 17,337,501 30-Mar-98 17,429,256 22-May-98 17,443,605 14-Jul-98 17,395,297 05-Sep-98 17,385,569
06-Feb-98 17,340,692 31-Mar-98 17,432,448 23-May-98 17,446,796 15-Jul-98 17,398,489 06-Sep-98 17,388,761
07-Feb-98 17,343,884 01-Apr-98 17,358,233 24-May-98 17,449,988 16-Jul-98 17,401,680 07-Sep-98 17,391,953
08-Feb-98 17,347,076 02-Apr-98 17,361,424 25-May-98 17,453,180 17-Jul-98 17,404,872 08-Sep-98 17,395,145
09-Feb-98 17,350,268 03-Apr-98 17,364,616 26-May-98 17,456,372 18-Jul-98 17,408,064 09-Sep-98 17,398,336
10-Feb-98 17,353,459 04-Apr-98 17,367,808 27-May-98 17,459,563 19-Jul-98 17,411,256 10-Sep-98 17,401,528
11-Feb-98 17,356,651 05-Apr-98 17,371,000 28-May-98 17,462,755 20-Jul-98 17,414,447 11-Sep-98 17,404,720
12-Feb-98 17,359,843 06-Apr-98 17,374,191 29-May-98 17,465,947 21-Jul-98 17,417,639 12-Sep-98 17,407,912
13-Feb-98 17,363,035 07-Apr-98 17,377,383 30-May-98 17,469,138 22-Jul-98 17,420,831 13-Sep-98 17,411,103
14-Feb-98 17,366,226 08-Apr-98 17,380,575 31-May-98 17,472,330 23-Jul-98 17,424,023 14-Sep-98 17,414,295
15-Feb-98 17,369,418 09-Apr-98 17,383,767 01-Jun-98 17,398,115 24-Jul-98 17,427,214 15-Sep-98 17,417,487
16-Feb-98 17,372,610 10-Apr-98 17,386,958 02-Jun-98 17,401,307 25-Jul-98 17,430,406 16-Sep-98 17,420,679
17-Feb-98 17,375,802 11-Apr-98 17,390,150 03-Jun-98 17,404,498 26-Jul-98 17,433,598 17-Sep-98 17,423,870
18-Feb-98 17,378,993 12-Apr-98 17,393,342 04-Jun-98 17,407,690 27-Jul-98 17,436,790 18-Sep-98 17,427,062
19-Feb-98 17,382,185 13-Apr-98 17,396,533 05-Jun-98 17,410,882 28-Jul-98 17,439,981 19-Sep-98 17,430,254
20-Feb-98 17,385,377 14-Apr-98 17,399,725 06-Jun-98 17,414,074 29-Jul-98 17,443,173 20-Sep-98 17,433,446
21-Feb-98 17,388,569 15-Apr-98 17,402,917 07-Jun-98 17,417,265 30-Jul-98 17,446,365 21-Sep-98 17,436,637
22-Feb-98 17,391,760 16-Apr-98 17,406,109 08-Jun-98 17,420,457 31-Jul-98 17,449,557 22-Sep-98 17,439,829
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ACCRUED ACCRUED
DATE INTEREST DATE INTEREST
---- -------- ---- --------
<S> <C> <C> <C>
23-Sep-98 17,443,021 15-Nov-98 17,433,293
24-Sep-98 17,446,213 16-Nov-98 17,436,485
25-Sep-98 17,449,404 17-Nov-98 17,439,677
26-Sep-98 17,452,596 18-Nov-98 17,442,868
27-Sep-98 17,455,788 19-Nov-98 17,446,060
28-Sep-98 17,458,980 20-Nov-98 17,449,252
29-Sep-98 17,462,171 21-Nov-98 17,452,444
30-Sep-98 17,465,363 22-Nov-98 17,455,635
01-Oct-98 17,379,110 23-Nov-98 17,458,827
02-Oct-98 17,382,302 24-Nov-98 17,462,019
03-Oct-98 17,385,493 25-Nov-98 17,465,211
04-Oct-98 17,388,685 26-Nov-98 17,468,402
05-Oct-98 17,391,877 27-Nov-98 17,471,594
06-Oct-98 17,395,068 28-Nov-98 17,474,786
07-Oct-98 17,398,260 29-Nov-98 17,477,978
08-Oct-98 17,401,452 30-Nov-98 17,481,169
09-Oct-98 17,404,644 01-Dec-98 17,238,178
10-Oct-98 17,407,835 02-Dec-98 17,241,370
11-Oct-98 17,411,027 03-Dec-98 17,244,562
12-Oct-98 17,414,219 04-Dec-98 17,247,753
13-Oct-98 17,417,411 05-Dec-98 17,250,945
14-Oct-98 17,420,602 06-Dec-98 17,254,137
15-Oct-98 17,423,794 07-Dec-98 17,257,329
16-Oct-98 17,426,986 08-Dec-98 17,260,520
17-Oct-98 17,430,178 09-Dec-98 17,263,712
18-Oct-98 17,433,369 10-Dec-98 17,266,904
19-Oct-98 17,436,561 11-Dec-98 17,270,096
20-Oct-98 17,439,753 12-Dec-98 17,273,287
21-Oct-98 17,442,945 13-Dec-98 17,276,479
22-Oct-98 17,446,136 14-Dec-98 17,279,671
23-Oct-98 17,449,328 15-Dec-98 17,282,863
24-Oct-98 17,452,520 16-Dec-98 17,286,054
25-Oct-98 17,455,712 17-Dec-98 17,289,246
26-Oct-98 17,458,903 18-Dec-98 17,292,438
27-Oct-98 17,462,095 19-Dec-98 17,295,630
28-Oct-98 17,465,287 20-Dec-98 17,298,821
29-Oct-98 17,468,479 21-Dec-98 17,302,013
30-Oct-98 17,471,670 22-Dec-98 17,305,205
31-Oct-98 17,474,862 23-Dec-98 17,308,397
01-Nov-98 17,388,609 24-Dec-98 17,311,588
02-Nov-98 17,391,801 25-Dec-98 17,314,780
03-Nov-98 17,394,992 26-Dec-98 17,317,972
04-Nov-98 17,398,184 27-Dec-98 17,321,164
05-Nov-98 17,401,376 28-Dec-98 17,324,355
06-Nov-98 17,404,568 29-Dec-98 17,327,547
07-Nov-98 17,407,759 30-Dec-98 17,330,739
08-Nov-98 17,410,951 31-Dec-98 17,333,930
09-Nov-98 17,414,143
10-Nov-98 17,417,335
11-Nov-98 17,420,526
12-Nov-98 17,423,718
13-Nov-98 17,426,910
14-Nov-98 17,430,102
</TABLE>
