Rule 424(b)(3)
No. 333-15411
CNL AMERICAN PROPERTIES FUND, INC.
This Supplement is part of, and should be read in conjunction with, the
Prospectus dated April 18, 1997 and the Prospectus Supplement dated July 18,
1997. This Supplement replaces the Supplement dated July 22, 1997. Capitalized
terms used in this Supplement have the same meaning as in the Prospectus unless
otherwise stated herein.
Information as to proposed properties for which the Company has
received initial commitments and as to the number and types of Properties
acquired by the Company is presented as of July 22, 1997, and all references to
commitments or Property acquisitions should be read in that context. Proposed
properties for which the Company receives initial commitments, as well as
property acquisitions that occur after July 22, 1997, will be reported in a
subsequent Supplement.
THE OFFERING
As of the completion of its Initial Offering, the Company had received
subscription proceeds of $150,591,765 (15,059,177 shares), including $591,765
(59,177 shares) issued pursuant to the Reinvestment Plan and after deduction of
selling commissions, marketing support and due diligence expense reimbursement
fees and offering expenses, net proceeds to the Company from its Initial
Offering totalled approximately $134,000,000. Following the completion of its
Initial Offering on February 6, 1997, the Company commenced this offering of up
to 27,500,000 Shares. As of July 22, 1997, the Company had received subscription
proceeds of $85,214,330 (8,521,433 Shares), including $643,293 (64,329 Shares)
issued pursuant to the Reinvestment Plan, from 4,038 stockholders in connection
with this offering. Net Offering Proceeds to the Company after deduction of
Selling Commissions, Marketing Support and Due Diligence Expense Reimbursement
Fees and Offering Expenses totalled approximately $77,115,000. As of July 22,
1997, the Company had invested or committed for investment approximately
$198,725,000 of aggregate net proceeds from the Initial Offering and this
offering in 185 Properties, in providing mortgage financing to the tenants of
the 44 Properties consisting of land only to purchase the buildings on these
Properties and the buildings on three additional properties through Mortgage
Loans, and in paying acquisition fees and certain acquisition expenses, leaving
approximately $12,435,000 in aggregate net offering proceeds available for
investment in Properties and Mortgage Loans. As of July 22, 1997, $3,834,645 of
the Net Offering Proceeds from this offering had been incurred as Acquisition
Fees to the Advisor.
BUSINESS
PROPERTY ACQUISITIONS
Between July 3, 1997 and July 22, 1997, the Company acquired six
Properties, consisting of land and building. These Properties are one Arby's
Property (in Lexington, North Carolina), one Boston Market Property (in Newport
News, Virginia), two IHOP Properties (one in each of Houston, Texas, and
Stockbridge, Georgia) and two Jack in the Box Properties (in each of Woodland
and West Sacramento, California). For information regarding the Properties
acquired by the Company prior to July 3, 1997, see the Prospectus dated April
18, 1997 and the Prospectus Supplement dated July 18, 1997.
In connection with the purchase of each of these six Properties, the
Company, as lessor, entered into long-term lease agreements with unaffiliated
lessees. The general terms of the lease agreements are described in the section
of the Prospectus entitled "Business - Description of Property Leases." For the
Properties that are to be constructed, the Company has entered into development
and indemnification and put agreements with the lessee. The general terms of
these agreements are described in the section of the Prospectus entitled
"Business - Site Selection and Acquisition of Properties - Construction and
Renovation."
July 25, 1997 Prospectus Dated April 18, 1997
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<PAGE>
The following table sets forth the location of the six Properties,
consisting of land and building, acquired by the Company, from July 3, 1997
through July 22, 1997, a description of the competition, and a summary of the
principal terms of the acquisition and lease of each Property.
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<PAGE>
PROPERTY ACQUISITIONS
From July 3, 1997 through July 22, 1997
<TABLE>
<CAPTION>
Lease Expir-
Property Location and Purchase Date ation and Minimum Option
Competition Price (1) Acquired Renewal Options Annual Rent (2) Percentage Rent To Purchase
- --------------------- --------- -------- --------------- --------------- --------------- -----------
<S> <C>
Arby's $742,536 07/15/97 07/2017; two $74,254; for each lease during the
(the "Lexington Property") five-year increases by year, (i) 4% of seventh and
Existing restaurant renewal 4.14% after the annual gross tenth lease
options third lease sales minus years only
The Lexington Property is year and after (ii) the
located on the east side of every three minimum annual
Cotton Grove Road, north of years rent for such
Interstate 85, in Lexington, thereafter lease year
Davidson County, North during the
Carolina, in an area of mixed lease term
retail, commercial, and
residential development.
Other fast-food and family-
style restaurants located in
proximity to the Lexington
Property include a Burger
King, a Taco Bell, and a
Cracker Barrel.
Boston Market $1,011,492 07/16/97 07/2012; $104,993; for each lease at any time
(the "Newport News Property") five five- increases by year after the after the
Existing restaurant year renewal 10% after the fifth lease fifth lease
options fifth lease year, (i) 4% of year
The Newport News Property is year and after annual gross
located on the southwest every five sales minus
corner of the intersection of years (ii) the
Warwick Boulevard and Prince thereafter minimum annual
Drew Road, in Newport News, during the rent for such
Virginia, in an area of mixed lease term lease year
retail, commercial, and
residential development.
Other fast-food and family-
style restaurants located in
proximity, to the Newport News
Property include a Pizza Hut,
a McDonald's, a Hardee's, and
a local restaurant.
- 3 -
<PAGE>
<CAPTION>
Lease Expir-
Property Location and Purchase Date ation and Minimum Option
Competition Price (1) Acquired Renewal Options Annual Rent (2) Percentage Rent To Purchase
- --------------------- --------- -------- --------------- --------------- --------------- -----------
<S> <C>
IHOP (6) $1,424,283 07/16/97 07/2017; $144,209; for each lease during the
(the "Houston Property") three five- increases by year, (i) 4% of eleventh
Existing restaurant year renewal 10% after the annual gross lease year
options fifth lease sales minus and at the
The Houston Property is year and after (ii) the end of the
located at the southwest every five minimum annual initial
quadrant of the intersection years rent for such lease term
of FM 1960 and U.S. Highway thereafter lease year
290, in Houston, Harris during the
County, Texas, in an area of lease term
mixed retail, commercial, and
residential development.
Other fast-food and family-
style restaurants located in
proximity to the Houston
Property include a Kettle's, a
Pizza Inn, a Denny's, a
McDonald's, and a Burger King.
IHOP (6) $1,397,047 07/16/97 07/2017; $141,451; for each lease during the
(the "Stockbridge Property") three five- increases by year, (i) 4% of eleventh
Existing restaurant year renewal 10% after the annual gross lease year
options fifth lease sales minus and at the
The Stockbridge Property is year and after (ii) the end of the
located on the north side of every five minimum annual initial
Stockbridge Road, west of years rent for such lease term
Interstate 675, in thereafter lease year
Stockbridge, Clayton County, during the
Georgia, in an area of mixed lease term
retail, commercial, and
residential development.
Other fast-food and family-
style restaurants located in
proximity to the Stockbridge
Property include a Chick-Fil-
A, an Applebee's, a
McDonald's, a Wendy's, a Long
John Silver's, and several
local restaurants.
- 4 -
<PAGE>
<CAPTION>
Lease Expir-
Property Location and Purchase Date ation and Minimum Option
Competition Price (1) Acquired Renewal Options Annual Rent (2) Percentage Rent To Purchase
- --------------------- --------- -------- --------------- --------------- --------------- -----------
<S> <C>
Jack in the Box (7) $963,592(3)(5) 07/16/97 07/2015; $98,768 (5); for each lease at any time
(the "Woodland Property") four five- increases by 8% year, (i) 5% of after the
Restaurant to be constructed year renewal after the fifth annual gross seventh
options lease year and sales minus lease year
The Woodland Property is after every (ii) the
located on the southeast five years minimum annual
corner of East Main Street and thereafter rent for such
County Road 102, in Woodland, during the lease year (4)
Yolo County, California, in an lease term
area of mixed retail,
commercial, and residential
development. Other fast-food
and family-style restaurants
located in proximity to the
Woodland Property include a
Wendy's, a Taco Bell, a Burger
King, a Denny's, a McDonald's,
and a local restaurant.
Jack in the Box (7) $1,073,031(3)(5) 07/21/97 07/2015; $109,986 (5); for each lease at any time
(the "West Sacramento four five- increases by 8% year, (i) 5% of after the
Property") year renewal after the fifth annual gross seventh
Restaurant to be constructed options lease year and sales minus lease year
after every (ii) the
The West Sacramento Property five years minimum annual
is located on the southeast thereafter rent for such
corner of Sheperd Court and during the lease year (4)
Stillwater Road, in West lease term
Sacramento, Yolo County,
California, in an area of
mixed retail, commercial, and
residential development.
</TABLE>
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<PAGE>
FOOTNOTES:
(1) The estimated federal income tax basis of the depreciable portion (the
building portion) of each of the Properties acquired, and for construction
Properties, once the buildings are constructed, is set forth below:
Property Federal Tax Basis
Lexington Property $462,000
Newport News Property $584,000
Houston Property 888,000
Stockbridge Property 705,000
Woodland Property 661,000
West Sacramento Property 612,000
(2) Minimum annual rent for each of the Properties became payable on the
effective date of the lease.
(3) The development agreements for the Properties which are to be constructed,
provides that construction must be completed no later than the dates set
forth below. The maximum cost to the Company, (including the purchase price
of the land, development costs, and closing and acquisition costs) is not
expected to, but may, exceed the amount set forth below:
Estimated Final
Property Estimated Maximum Cost Completion Date
Woodland Property $ 963,592 January 12, 1998
West Sacramento Property 1,073,031 January 17, 1998
(4) Percentage rent shall be calculated on a calendar year basis (January 1 to
December 31).
(5) The Company paid for all construction or renovation costs in advance at
closing; therefore, minimum annual rent was determined on the date acquired
and is not expected to change.
(6) The lessee of the Houston and Stockbridge Properties is the same
unaffiliated lessee.
(7) The lessee of the Woodland and West Sacramento Properties is the same
unaffiliated lessee.
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<PAGE>
BORROWING AND SECURED EQUIPMENT LEASES
Between July 3, 1997 and July 22, 1997, the Company obtained one
advance totalling $91,641 under its $15,000,000 Loan. This advance was the final
advance relating to the acquisition of Equipment for the restaurant property in
Suisun City, California.
PENDING INVESTMENTS
As of July 22, 1997, the Company had initial commitments to acquire 26
properties, including 25 properties consisting of land and building and one
property consisting of building only. The acquisition of each of these
properties is subject to the fulfillment of certain conditions, including, but
not limited to, a satisfactory environmental survey and property appraisal.
There can be no assurance that any or all of the conditions will be satisfied
or, if satisfied, that one or more of these properties will be acquired by the
Company. If acquired, the leases of all 26 of these properties are expected to
be entered into on substantially the same terms described in the section of the
Prospectus entitled "Business -Description of Property Leases."
In connection with the On The Border property in San Antonio, Texas,
the Company anticipates owning only the building and not the underlying land.
However, the Company anticipates entering into a tri- party agreement with the
lessee and the landlord of the land in order to provide the Company with certain
rights with respect to the land on which the building is located.
Set forth below are summarized terms expected to apply to the leases
for each of the properties. More detailed information relating to a property and
its related lease will be provided at such time, if any, as the property is
acquired.
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<PAGE>
<TABLE>
<CAPTION>
Lease Term and Option to
Property Renewal Options Minimum Annual Rent Percentage Rent Purchase
- -------- --------------- ------------------- ---------------- ---------
<S> <C>
Arby's 20 years; two 10.25% of the Company's for each lease year, (i) 4% during the
Greensboro, NC five-year renewal total cost to purchase the of annual gross sales minus seventh and
Existing restaurant options property; increases by (ii) the minimum annual tenth lease
4.14% after the third lease rent for such lease year years only
year and after every three
years thereafter during the
lease term
Arby's 20 years; two 10.25% of the Company's for each lease year, (i) 4% during the
Greenville, NC five-year renewal total cost to purchase the of annual gross sales minus seventh and
Existing restaurant options property; increases by (ii) the minimum annual tenth lease
4.14% after the third lease rent for such lease year years only
year and after every three
years thereafter during the
lease term
Arby's 20 years; two 10.25% of the Company's for each lease year, (i) 4% during the
Jonesville, NC five-year renewal total cost to purchase the of annual gross sales minus seventh and
Existing restaurant options property; increases by (ii) the minimum annual tenth lease
4.14% after the third lease rent for such lease year years only
year and after every three
years thereafter during the
lease term
Arby's 20 years; two 10.25% of the Company's for each lease year, (i) 4% during the
Kernersville, NC five-year renewal total cost to purchase the of annual gross sales minus seventh and
Existing restaurant options property; increases by (ii) the minimum annual tenth lease
4.14% after the third lease rent for such lease year years only
year and after every three
years thereafter during the
lease term
Arby's 20 years; two 10.25% of the Company's for each lease year, (i) 4% during the
Kinston, NC five-year renewal total cost to purchase the of annual gross sales minus seventh and
Existing restaurant options property; increases by (ii) the minimum annual tenth lease
4.14% after the third lease rent for such lease year years only
year and after every three
years thereafter during the
lease term
Black-eyed Pea 20 years; two 10.50% of the Company's for each lease year, (i) 5% during the
Mesa, AZ five-year renewal total cost to purchase the of annual gross sales minus eighth, tenth,
Existing restaurant options property; increases by 10% (ii) the minimum annual and twelfth
after the tenth lease year rent for such lease year lease years
and after every five years only
thereafter during the lease
term
- 8 -
<PAGE>
<CAPTION>
Lease Term and Option to
Property Renewal Options Minimum Annual Rent Percentage Rent Purchase
- -------- --------------- ------------------- ---------------- ---------
<S> <C>
Black-eyed Pea (6) 9 years 16.85% of the Company's None (7)
Phoenix, AZ (#1) total cost to purchase the
Existing restaurant building
Black-eyed Pea (6) 11 years 15.49% of the Company's None (7)
Phoenix, AZ (#2) total cost to purchase the
Existing restaurant building
Black-eyed Pea (6) 12 years 14.69% of the Company's None (7)
Phoenix, AZ (#3) total cost to purchase the
Existing restaurant building
Black-eyed Pea (6) 13 years 14.13% of the Company's None (7)
Tucson, AZ total cost to purchase the
Existing restaurant building
Golden Corral 15 years; four 10.75% of Total Cost (1) for each lease year, 5% of during the
Fort Walton Beach, FL five-year renewal the amount by which annual first through
Restaurant to be options gross sales exceed a to be seventh lease
constructed determined breakpoint years and the
tenth through
fifteenth
lease years
only
Golden Corral 15 years; four 10.75% of Total Cost (1) for each lease year, 5% of during the
Olathe, KS five-year renewal the amount by which annual first through
Restaurant to be options gross sales exceed a to be seventh lease
constructed determined breakpoint years and the
tenth through
fifteenth
lease years
only
IHOP 20 years; three 10.125% of the Company's for each lease year, (i) 4% during the
Elk Grove, CA five-year renewal total cost to purchase the of annual gross sales minus eleventh lease
Existing restaurant options property; increases by 10% (ii) the minimum annual year and at
after the fifth lease year rent for such lease year the end of the
and after every five years initial lease
thereafter during the lease term
term
- 9 -
<PAGE>
<CAPTION>
Lease Term and Option to
Property Renewal Options Minimum Annual Rent Percentage Rent Purchase
- -------- --------------- ------------------- ---------------- ---------
<S> <C>
IHOP 20 years; three 10.125% of the Company's for each lease year, (i) 4% during the
Loveland, CO five-year renewal total cost to purchase the of annual gross sales minus eleventh lease
Existing restaurant options property; increases by 10% (ii) the minimum annual year and at
after the fifth lease year rent for such lease year the end of the
and after every five years initial lease
thereafter during the lease term
term
IHOP (6) (8) 11.78% of the Company's for each lease year, (i) 3% at any time
Saugus, MA total cost to purchase the of annual gross sales minus after the
Existing restaurant building; increases by (ii) the minimum annual fifth lease
5.81% after the fifth lease rent for such lease year year
year, 4.66% after the tenth
lease year, and 2.83% after
the fifteenth lease year
Jack in the Box 18 years; four 10.25% of Total Cost (1); for each lease year, (i) 5% at any time
Florissant, MO five-year renewal increases by 8% after the of annual gross sales minus after the
Restaurant to be options fifth lease year and after (ii) the minimum annual seventh lease
constructed every five years thereafter rent for such lease year year (2)
during the lease term
Jack in the Box 18 years; four 10.25% of Total Cost (1); for each lease year, (i) 5% at any time
Folsum, CA five-year renewal increases by 8% after the of annual gross sales minus after the
Restaurant to be options fifth lease year and after (ii) the minimum annual seventh lease
constructed every five years thereafter rent for such lease year year (2)
during the lease term
Jack in the Box 18 years; four 10.25% of Total Cost (1); for each lease year, (i) 5% at any time
Los Angeles, CA five-year renewal increases by 8% after the of annual gross sales minus after the
Restaurant to be options fifth lease year and after (ii) the minimum annual seventh lease
constructed every five years thereafter rent for such lease year year (2)
during the lease term
On The Border (3) (4); three five- 13.64% of Total Cost (1); for each lease year, (i) 4% at any time
San Antonio, TX year renewal (5) of annual gross sales minus after the
Restaurant to be options (ii) the minimum annual tenth lease
constructed rent for such lease year year
Shoney's 20 years; two 11% of Total Cost (1); for each lease year, (i) 6% at any time
Las Vegas, NV five-year renewal increases by 10% after the of annual gross sales minus after the
Restaurant to be options fifth lease year and after (ii) the minimum annual seventh lease
constructed every five years thereafter rent for such lease year year
during the lease term
- 10 -
<PAGE>
<CAPTION>
Lease Term and Option to
Property Renewal Options Minimum Annual Rent Percentage Rent Purchase
- -------- --------------- ------------------- ---------------- ---------
<S> <C>
Tumbleweed Southwest 20 years; two 11% of Total Cost (1); for each lease year, (i) 5% at any time
Mesquite Grill & Bar five-year renewal increases by 10% after the of annual gross sales minus after the
Cookeville, TN options fifth lease year and after (ii) the minimum annual seventh lease
Restaurant to be every five years thereafter rent for such lease year year
renovated during the lease term
Tumbleweed Southwest 20 years; two 11% of Total Cost (1); for each lease year, (i) 5% at any time
Mesquite Grill & Bar five-year renewal increases by 10% after the of annual gross sales minus after the
Hendersonville, TN options fifth lease year and after (ii) the minimum annual seventh lease
Restaurant to be every five years thereafter rent for such lease year year
renovated during the lease term
Tumbleweed Southwest 20 years; two 11% of Total Cost (1); for each lease year, (i) 5% at any time
Mesquite Grill & Bar five-year renewal increases by 10% after the of annual gross sales minus after the
Lawrence, KS options fifth lease year and after (ii) the minimum annual seventh lease
Restaurant to be every five years thereafter rent for such lease year year
renovated during the lease term
Tumbleweed Southwest 20 years; two 11% of Total Cost (1); for each lease year, (i) 5% at any time
Mesquite Grill & Bar five-year renewal increases by 10% after the of annual gross sales minus after the
Murfreesboro, TN options fifth lease year and after (ii) the minimum annual seventh lease
Restaurant to be every five years thereafter rent for such lease year year
renovated during the lease term
Tumbleweed Southwest 20 years; two 11% of Total Cost (1); for each lease year, (i) 5% at any time
Mesquite Grill & Bar five-year renewal increases by 10% after the of annual gross sales minus after the
Nashville, TN options fifth lease year and after (ii) the minimum annual seventh lease
Restaurant to be every five years thereafter rent for such lease year year
renovated during the lease term
TGI Friday's 20 years; four 10.75% of Total Cost (1); for each lease year, (i) 6% at any time
Superstition Springs, five-year renewal increases by 10% after the of annual gross sales minus after the
AZ options fifth lease year and after (ii) the minimum annual seventh lease
Restaurant to be every five years thereafter rent for such lease year year
constructed during the lease term
</TABLE>
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<PAGE>
FOOTNOTES:
(1) The "Total Cost" is equal to the sum of (i) the purchase price of the
property, (ii) closing costs, and (iii) actual development costs incurred
under the development agreement.
(2) In the event the Company purchases the property directly from the lessee,
the lessee will have no option to purchase the property.
(3) The Company anticipates owning the building only for this property. The
Company will not own the underlying land; although, the Company anticipates
entering into a tri-party agreement with the lessee and the landlord of the
land in order to provide the Company with certain rights with respect to
the land on which the building is located.
(4) The lease term shall expire upon the earlier of (i) the date 15 years from
the date of closing, (ii) the expiration of the original term of the ground
lease, or (iii) the earlier termination of the ground lease.
(5) Base rent shall increase after every five years during the lease term by
the lesser of (i) 10% of the minimum base rent during the preceding year or
(ii) 150% of the percentage change in the Consumer Price Index.
(6) The Company anticipates owning the building only for this property. The
Company will not own the underlying land; although, the Company anticipates
entering into a landlord estoppel agreement with the landlord of the land
and a collateral assignment of the ground lease with the lessee in order to
provide the Company with certain rights with respect to the land on which
the building is located.
(7) The Company anticipates conveying the building to the tenant at the end of
the lease term for $1.
(8) The lease term shall expire upon the earlier of (i) the date 20 years from
the date of closing, (ii) the expiration of the original term of the ground
lease, or (iii) the earlier termination of the ground lease.
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<PAGE>
STATEMENT OF ESTIMATED TAXABLE OPERATING RESULTS
CNL AMERICAN PROPERTIES FUND, INC.
PROPERTIES ACQUIRED FROM JULY 3, 1997
THROUGH JULY 22, 1997
For a 12-Month Period (Unaudited)
The following schedule presents unaudited estimated taxable operating
results of each Property acquired by the Company from July 3, 1997 through July
22, 1997, for the 12-month period commencing on the date of the inception of the
respective lease on such Property. The schedule should be read in light of the
accompanying footnotes.
These estimates do not purport to present actual or expected operations
of the Company for any period in the future. These estimates were prepared on
the basis described in the accompanying notes which should be read in
conjunction herewith. No single lessee or group of affiliated lessees lease
Properties or has borrowed funds from the Company with an aggregate purchase
price in excess of 20% of the expected total net offering proceeds of the
Company.
<TABLE>
<CAPTION>
Arby's Boston Market IHOP IHOP
Lexington, NC Newport News, VA Houston, TX (6) Stockbridge, GA (6)
------------- ------------------ --------------- -------------------
<S> <C>
Estimated Taxable Operating
Results
Base Rent (1) $74,254 $104,993 $144,209 $141,451
Asset Management Fees (2) (4,449) (6,013) (8,519) (8,356)
General and Administrative
Expenses (3) (4,604) (6,510) (8,941) (8,770)
-------- -------- -------- --------
Estimated Cash Available from
Operations 65,201 92,470 126,749 124,325
Depreciation and Amortization
Expense (4) (11,835) (14,977) (22,764) (18,066)
-------- -------- -------- --------
Estimated Taxable Operating
Results $ 53,366 $ 77,493 $103,985 $106,259
======== ======== ======== ========
</TABLE>
See Footnotes
- 13 -
<PAGE>
<TABLE>
<CAPTION>
Jack in the Box Jack in the Box
Woodland, CA (7) West Sacramento, CA (7) Total
----------------- ----------------------- --------
<S> <C>
Estimated Taxable Operating
Results
Base Rent (1) (5) (5) $ 464,907
Asset Management Fees (2) (5) (5) (27,337)
General and Administrative
Expenses (3) (5) (5) (28,825)
---------
Estimated Cash Available from
Operations (5) (5) 408,745
Depreciation and Amortization
Expense (4) (5) (5) (67,642)
---------
Estimated Taxable Operating
Results (5) (5) $ 341,103
=========
</TABLE>
FOOTNOTES:
(1) Base rent does not include percentage rents which become due if specified
levels of gross receipts are achieved.
(2) The Properties will be managed pursuant to an advisory agreement between
the Company and CNL Fund Advisors, Inc. (the "Advisor"), pursuant to which
the Advisor will receive monthly asset management fees in an amount equal
to one-twelfth of .60% of the Company's Real Estate Asset Value as of the
end of the preceding month as defined in such agreement. See "Management
Compensation."
(3) Estimated at 6.2% of gross rental income based on the previous experience
of Affiliates of the Advisor with 17 public limited partnerships which own
properties similar to those owned by the Company. Amount does not include
soliciting dealer servicing fee due to the fact that such fee will not be
incurred until December 31 of the year following the year in which the
offering terminates.
(4) The estimated federal tax basis of the depreciable portion (the building
portion) of each Property has been depreciated on the straight-line method
over 39 years.
(5) The Property is under construction and therefore was not operational for
the period presented. The development agreements for the Properties which
are to be constructed, provide that construction must be completed no later
than the dates set forth below:
Property Estimated Final Completion Date
Woodland Property January 12, 1998
West Sacramento January 17, 1998
- 14 -
<PAGE>
(6) The lessee of the Houston and Stockbridge Properties is the same
unaffiliated lessee.
(7) The lessee of the Woodland and West Sacramento Properties is the same
unaffiliated lessee.
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