INLAND REAL ESTATE CORP
424B3, 1998-04-27
REAL ESTATE INVESTMENT TRUSTS
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                        Inland Real Estate Corporation
                              Sticker Supplement


This Supplement No. 3 to  the  Company's Prospectus updates certain information
in the sections  of  the  Prospectus  entitled  "Real Property Investments" and
"Plan of  Distribution".    Unless  otherwise  defined,  capitalized terms used
herein shall have the same meaning as in the Prospectus.


                           Real Property Investments


On April  23,  1998,  the  Company  made  the  first  loan  advance  toward the
construction of the Staples Office  Supply Store located in Freeport, Illinois.
The advance of  approximately  $870,000  was  made  to  Chicago Title and Trust
Company and will be disbursed to  various contractors upon submission of signed
lien waivers to  Chicago  Title  and  Trust  Company.    The  Company will earn
interest on the outstanding loan balance  at  the  rate of 9.5% per annum, paid
monthly in advance.


On April 24, 1998, the  Company  acquired  the  entire fee simple interest in a
Neighborhood Retail Center  located  at  7475  Mineral  Point  Road in Madison,
Wisconsin known as "High Point Centre"  from  an unaffiliated third party for a
purchase price of approximately $10,354,000.


                             Plan of Distribution

The Company commenced the offering on April  7, 1998. As of April 27, 1998, the
Company had  accepted  subscriptions  for  628,329  shares  ($6,255,015  net of
Selling Commissions, the Marketing  Contribution  and the Due Diligence Expense
Allowance Fee).  Inland  Securities  Corporation,  an Affiliate of the Advisor,
serves as dealer-manager of  the  Offering  and  is entitled to receive selling
commissions and certain other fees,  as  referenced  in  the Prospectus.  As of
April 27, 1998, these commissions and  fees  totaled $656,604.  An Affiliate of
the Advisor is also entitled to receive Property Management Fees for management
and leasing services.






                               SUPPLEMENT NO. 3
                             DATED APRIL 27, 1998
                     TO THE PROSPECTUS DATED APRIL 7, 1998
                       OF INLAND REAL ESTATE CORPORATION

This Supplement  No.  3  is  provided  for  the  purpose  of  supplementing the
Prospectus  dated  April  7,  1998  of  Inland  Real  Estate  Corporation  (the
"Company") as previously supplemented by  Supplement  No. 1 dated April 9, 1998
and Supplement No. 2  dated  April  21,  1998  and  must be read in conjunction
therewith. This Supplement No. 3 updates certain information in the sections of
the Prospectus entitled "Real Property Investments" and "Plan of Distribution."
Unless otherwise defined, capitalized  terms  used  herein  shall have the same
meaning as in the Prospectus. 


                           Real Property Investments

Staples Office Supply Store, Freeport, Illinois

On April  23,  1998,  the  Company  made  the  first  loan  advance  toward the
construction of the Staples Office  Supply Store located in Freeport, Illinois.
The advance of  approximately  $870,000  was  made  to  Chicago Title and Trust
Company and will be disbursed to  various contractors upon submission of signed
lien waivers to  Chicago  Title  and  Trust  Company.    The  Company will earn
interest on the outstanding loan balance  at  the  rate of 9.5% per annum, paid
monthly in advance.


High Point Centre, Madison, Wisconsin

On April 24, 1998, the  Company  acquired  the  entire fee simple interest in a
Neighborhood Retail Center  located  at  7475  Mineral  Point  Road in Madison,
Wisconsin  known  as  "High  Point   Centre"  from  The  Gialamas  Company,  an
unaffiliated third party, for  approximately  $10,354,000.   The purchase price
was  funded  using  cash  and  cash   equivalents.    The  purchase  price  was
approximately $119.73 per square foot, which the Company concluded was fair and
reasonable and within the range of values indicated in an appraisal received by
the Company and presented to the Company's board of directors. 

High Point Centre was built in  1984  and consists of a one-story, multi-tenant
retail facility aggregating 86,476 rentable square feet.  As of April 24, 1998,
High Point Centre was 99% leased (100%  leased if the master lease, which lasts
for one year, is considered).   In  evaluating High Point Centre as a potential
acquisition, the Company considered  a  variety  of factors including location,
demographics, tenant mix, price per square foot, existing rental rates compared
to market rates,  and  occupancy.    The  Company  believes  High Point Centre,
adjacent to this areas regional  mall,  is  strategically located in the newest
and fastest growing sector of the  metro  Madison  area.  This area, along with
High Point Centre,  has  long  enjoyed  high  occupancy  rates.   The Company's
management believes that  retenanting  of  any  space  which  is vacated in the
future should be accomplished relatively quickly and at rental rates comparable
to those currently paid by vacating  tenants  at the facility.  The Company did
not consider any other factors  materially  relevant to the decision to acquire
the property.  



                                 -1-



The Company does not anticipate making any significant repairs and improvements
to High Point Centre over the  next  few  years.  Nevertheless, pursuant to the
leases, a substantial portion of any  cost of repairs and improvements would be
paid by the tenants.

The table below sets forth  certain  information  with respect to the occupancy
rate at High Point Centre  expressed  as  a  percentage of total gross leasable
area and the average effective annual base rent per square foot:


                                     Occupancy Rate
                                          as of                    Effective
            Year Ending               December 31,               Annual Rental
           December 31,               of Each Year               Per Square Ft
           ------------               ------------               -------------

               1997                        99%                      $11.46
               1996                        97                        11.42
               1995                        97                        11.07
               1994                       100                        10.75
               1993                       100                        10.43

One tenant leases more than 10% of  the total square footage, Pier 1 Imports, a
home furnishing store.  This  lease  requires  the payment of base annual rent,
payable monthly as follows:


                                           Base Rent   
                                          Per Square 
                  Square Feet  % of Total   Foot Per         Lease Term
  Lessee            Leased    Square Feet    Annum      Beginning       To
- -----------       ----------- ----------- ------------ ------------ ---------

Pier 1 Imports      8,976        10%      $ 15.25       Current      02/28/00
                                            17.25       03/01/00     02/28/05

For federal income tax purposes, the  Company's depreciable basis in High Point
Centre  will  be  approximately  $7,800,000.    Depreciation  expense,  for tax
purposes, will be  computed  using  the  straight-line  method.   Buildings and
improvements are depreciated based upon estimated useful lives of 40 years. 

Real estate taxes payable in 1998 for  the tax year ended 1997 (the most recent
tax year for which information is generally available) were $147,561.

On April 24, 1998, a  total  of  85,324  square feet was leased to twenty-eight
tenants  at  High  Point  Centre.    The  following  tables  set  forth certain
information with respect to the amount of  and expiration of the leases at this
Neighborhood Retail Center:









                                 -2-



                  Square Feet   Lease     Renewal     Current        Rent per
  Lessee            Leased      Ends      Option     Annual Rent    Square Foot
  ------          ----------    -----     ------     -----------    -----------

Pier 1 Imports       8,976      02/05        -        $136,884        $15.25
Paper Heaven         3,760      06/99        -          47,000         12.50
Catura's Gallery     1,754      06/00     1/3 yr.       21,925         12.50
Hong Kong Cafe       2,862      08/04     3/5 yr.       40,068         14.00
Suiters Ltd.         2,608      03/01     3/5 yr.       28,688         11.00
TQ Diamonds          1,512      04/00        -          21,213         14.03
Easycuts             1,800      04/01        -          27,450         15.25
Pilgrim Cleaners     2,800      09/04        -          42,700         15.25
Inches A Weigh       1,668      04/01     1/5 yr.       20,850         12.50
Cottonwood Futons    2,000      06/99     2/5 yr.       27,000         13.50
Total Awards         4,650      06/01     2/5 yr.       46,500         10.00
Dimaggio Design      6,360      03/00     2/5 yr.       61,756          9.71
American Paging      3,336      01/00     2/5 yr.       53,042         15.90
Frugal Muse Books    6,100      09/04        -          73,200         12.00
Salon 2000           7,525      10/06     3/5 yr.       86,538         11.50
Rundell's Mens Wear  2,682      11/98        -          34,866         13.00
Computer Renaissance 2,308      12/99     1/5 yr.       31,158         13.50
A A Tailors            600      06/00        -           7,416         12.36
Madison Outfitters   1,450      08/00     2/3 yr.       17,400         12.00
Cobbler Shop         1,512      09/99     2/5 yr.       20,412         13.50
Intimate Hours       1,431      08/01     1/5 yr.       17,888         12.50
Garden Market        2,350      05/02        -          26,438         11.25
Nevada Bobs          4,990      02/07     1/5 yr.       64,870         13.00
A & W Gold Foods     2,850      12/00     3/5 yr.       23,997          8.42
Angels for all 
  Reasons            1,150      08/99        -          11,500         10.00
Avco Financial 
  Services           1,710      10/02     1/5 yr.       22,230         13.00
California Closets   1,300      10/99        -          16,900         13.00
Exclusive Co.        3,280      06/01     1/5 yr.       43,985         13.41
Vacant               1,152






















                                 -3-



<TABLE>
<CAPTION>
                                                              Average     Percent of    Percent of
                                                              Base Rent      Total      Annual Base
                        Approx. GLA  Annual Base    Total     Per Square  Building  GLA    Rent
  Year       Number of  of Expiring   Rent of       Annual    Foot Under   Represented  Represented
 Ending       Leases      Leases     Expiring       Base      Expiring     by Expiring  By Expiring
December 31, Expiring   (Sq. Ft.)    Leases        Rent (1)   Leases        Leases        Leases
- -----------  ---------  ----------- -----------  -----------  ----------  ------------- -----------
   <S>       <C>        <C>         <C>          <C>          <C>         <C>               <C>

   1998          1        2,682     $ 34,866     $1,068,567   $ 13.00         3.10%         3.26%

   1999          6       12,030      157,455      1,060,491     13.09        13.91         14.85

   2000          7       17,862      223,438        935,558     12.51        20.66         23.88

   2001          6       15,437      208,379        751,303     13.50        17.85         27.74

   2002          2        4,060       50,430        555,651     12.42         4.69          9.08

   2003          -         -            -           517,359       -            -             -

   2004          3       11,762      188,204        529,498     16.00        13.60         35.54

   2005          1        8,796      154,836        347,551     17.25        10.38         44.55

   2006          1        7,525      116,638        198,973     15.50         8.70         58.62

   2007          1        4,990       84,830         84,830     17.00         5.77        100.00


(1) No assumptions were made regarding the releasing of expired leases.  It is the opinion
of the Company's management that the space will be released at market rates.

</TABLE>



The Company received an appraisal prepared by an independent appraiser who is a
member in good standing  of  the  American  Institute of Real Estate Appraisers
which reported a fair market value for High Point Centre, as of April 15, 1998,
of $10,400,000.  Appraisals are estimates of  value and should not be relied on
as a measure of true worth or realizable value.













                                 -4-



                             Plan of Distribution

The Company commenced the Offering on  April  7,  1998, and as of April 27, 1998
had  accepted  subscriptions  for  628,329  shares  ($6,255,015  net  of Selling
Commissions, the Marketing Contribution and  the Due Diligence Expense Allowance
Fees).

Inland Securities Corporation, an  Affiliate  of  the  Advisor, serves as dealer
manager of the  Offering  and  is  entitled  to  receive selling commissions and
certain other fees, as referenced  in  the  Prospectus.    As of April 27, 1998,
these commissions and fees totaled  $656,604.    An  Affiliate of the Advisor is
also entitled to receive  Property  Management  Fees  for management and leasing
services.   The  Company  incurred  Property  Management  Fees  of approximately
$1,120,000 for the year ended December 31,  1997 and $229,307 for the year ended
December 31, 1996.    The  Advisor  may  also  receive  an  annual Advisor Asset
Management Fee  of  not  more  than  1%  of  the  Average  Invested Assets, paid
quarterly.  For the  year  ended  December  31,  1997,  the Company had incurred
Advisor Asset Management Fees of $843,000.







































                                 -5-



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