CENTER TRUST INC
8-K, EX-2.2, 2000-12-08
REAL ESTATE INVESTMENT TRUSTS
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                                                                     EXHIBIT 2.2

                         AMENDMENT TO CONTRACT OF SALE

     THIS AGREEMENT, made as of this 10th day of August, 2000, between CT
OPERATING PARTNERSHIP, L.P., CT RETAIL PROPERTIES FINANCE IV, LLC, CT RETAIL
PROPERTIES FINANCE I, LLC AND CENTER TRUST RETAIL PROPERTIES FINANCE III, LLC
(collectively, "Sellers"), and KIMCO REALTY CORPORATION ("Purchaser").

                              W I T N E S S E T H:

     WHEREAS:

     A.   Sellers and Buyer entered into an Agreement for Purchase and Sale
dated as of July 12, 2000 covering a portfolio of six shopping center properties
(the "Contract of Sale"); and

     B.   Sellers and Buyer wish to amend the Contract of Sale so as to extend
the Due Diligence Period.

     NOW, THEREFORE, in consideration of the premises, the mutual covenants
contained herein, and other good and valuable consideration, the receipt and
sufficiency of which is hereby mutually acknowledged, it is agreed as follows:

     1.   The definition of "Due Diligence Completion Date" in Article I of the
Contract of Sale is hereby amended from August 11, 2000 to August 25, 2000.

     2.   Except as expressly amended hereby, the parties acknowledge that the
Contract of Sale is and remains in full force and effect and has not been
heretofore modified or amended.

     3.   This instrument may be executed and delivered via facsimile
transmission.

     IN WITNESS WHEREOF, the parties have executed this instrument as of the
date above set forth.

                                        "SELLERS"

                                        CT OPERATING PARTNERSHIP, L.P., a
                                        California limited partnership

                                        By:  CENTER TRUST, INC., a Maryland
                                             corporation, its general partner

                                             By:
                                                -------------------------------
                                                Name:
                                                Title:

                                        CT RETAIL PROPERTIES FINANCE I, LLC,
                                        a Delaware limited liability company

                                        By:  CT OPERATING PARTNERSHIP, L.P., a
                                             California limited partnership

                                             By:  CENTER TRUST, INC., a Maryland
                                                  corporation, its general
                                                  partner

                                             By:
                                                -------------------------------
                                                Name:
                                                Title:
<PAGE>

                                        CENTER TRUST RETAIL PROPERTIES
                                        FINANCE III, LLC, a Delaware
                                        limited liability company

                                        By:  CT OPERATING PARTNERSHIP, L.P., a
                                             California limited partnership

                                             By:  CENTER TRUST, INC., a Maryland
                                                  corporation, its general
                                                  partner

                                             By:
                                                -------------------------------
                                                Name:
                                                Title:

                                        CT RETAIL PROPERTIES FINANCE IV, LLC,
                                        a Delaware limited liability company

                                        By:  CT OPERATING PARTNERSHIP, L.P., a
                                             California limited partnership

                                             By:  CENTER TRUST, INC., a Maryland
                                                  corporation, its general
                                                  partner

                                             By:
                                                -------------------------------
                                                Name:
                                                Title:


                                        "BUYER"

                                        KIMCO REALTY CORPORATION, a Maryland
                                        corporation


                                        By:
                                           ------------------------------------
                                           Name:
                                           Title:


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