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InvenTrust Properties Corp. Prospectus 2009

Apr 1, 2009

31599_prs_2009-04-01_92f240c6-d0c2-44cd-86f8-e4efa61ce415.zip

Prospectus

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424B3 1 supp5.htm html PUBLIC "-//IETF//DTD HTML//EN" Filed pursuant to 424(b)(3)

Filed pursuant to 424(b)(3) Registration No. 333-139504

SUPPLEMENT NO. 5 DATED APRIL 1, 2009 TO THE PROSPECTUS DATED JANUARY 7, 2009 OF INLAND AMERICAN REAL ESTATE TRUST, INC.

This Supplement No. 5 supplements our prospectus dated January 7, 2009, as previously supplemented by Supplement No. 1 dated January 7, 2009, Supplement No. 2 dated January 23, 2009, Supplement No. 3 dated January 29, 2009 and Supplement No. 4 dated February 27, 2009. You should read this Supplement No. 5 together with our prospectus dated January 7, 2009, as supplemented to date. Unless otherwise defined in this Supplement No. 5, capitalized terms used in this Supplement No. 5 have the same meanings as set forth in the prospectus.

Status of the Offering

On March 27, 2009, we decided to terminate the offering effective with the close of business on April 6, 2009. We will not accept any subscriptions after 5:00 p.m. central time on Monday, April 6, 2009. All documents and funds must be received in good order by that date and time at our corporate headquarters at 2901 Butterfield Road, Oak Brook, Illinois 60523.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

We electronically file our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to those reports with the Securities and Exchange Commission (“SEC”). The public may read and copy any of the reports that are filed with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549-3628. The public may obtain information on the operation of the Public Reference room by calling the SEC at (800)-SEC-0330. The SEC maintains an Internet site at (www.sec.gov) that contains reports, proxy and information statements and other information regarding issuers that file electronically.

Certain statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” constitute “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical, including statements regarding management’s intentions, beliefs, expectations, representations, plans or predictions of the future and are typically identified by words such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may,” “will,” “should” and “could.” The Company intends that such forward-looking statements be subject to the safe harbors created by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. See “Risk Factors” for a discussion of the numerous risks and uncertainties that could cause our actual results to be materially different from those set forth in the forward-looking statements.

The following discussion and analysis relates to the years ended December 31, 2008, 2007 and 2006 and as of December 31, 2008 and 2007. You should read the following discussion and analysis along with our Consolidated Financial Statements and the related notes included in this report. Dollar amounts are in thousands, except per share amounts.

Overview

We seek to invest in real estate assets that we believe will produce attractive current yields and long-term risk-adjusted returns to our stockholders and to generate sustainable and predictable cash flow from our operations to distribute to our stockholders. To achieve these objectives, we selectively acquire, develop and actively manage investments in commercial real estate. Our property managers for our non-lodging properties actively seek to lease and release space at favorable rates, controlling expenses, and maintaining strong tenant relationships. We oversee the management of our lodging facilities through active engagement with our third party managers and franchisors. We intend to create additional value through redeveloping and repositioning some of our properties in the future.

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On a consolidated basis, essentially all of our revenues and operating cash flows this year were generated by collecting rental payments from our tenants, room revenues from lodging properties, interest income on cash investments, and dividend and sale income earned from investments in marketable securities. Our largest cash expense relates to the operation of our properties as well as the interest expense on our mortgages and notes payable. Our property operating expenses include, but are not limited to, real estate taxes, regular maintenance, utilities, insurance, landscaping, snow removal and periodic renovations to meet tenant needs.

In evaluating our financial condition and operating performance, management focuses on the following financial and non-financial indicators, discussed in further detail herein:

·

Funds from Operations (“FFO”), a supplemental measure to net income determined in accordance with U.S. generally accepted accounting principles (“GAAP”).

·

Economic occupancy (or “occupancy” - defined as actual rental revenues recognized for the period indicated as a percentage of gross potential rental revenues for that period), lease percentage (the percentage of available net rentable area leased for our commercial segments and percentage of apartment units leased for our residential segment) and rental rates.

·

Leasing activity - new leases, renewals and expirations.

·

Average daily room rate, revenue per available room, and average occupancy to measure our lodging properties.

Results of Operations

General

Consolidated Results of Operations

This section describes and compares our results of operations for the years ended December 31, 2008, 2007 and 2006. We generate most of our net operating income from property operations. In order to evaluate our overall portfolio, management analyzes the operating performance of all properties from period to period and properties we have owned and operated for the same period during each year. A total of 93 and 38 of our investment properties satisfied the criteria of being owned for the entire years ended December 31, 2008 and 2007 and December 31, 2007 and 2006, respectively, and are referred to herein as “same store” properties. These properties comprise approximately 14.8 and 3.7 million square feet, respectively. The “same store” properties represent approximately 40% and 10% of the square footage of our portfolio at December 31, 2008 and December 31, 2007, respectively. None of our lodging properties satisfied the criteria of being owned for the entire years ended December 31, 2008 and 2007 or December 31, 2007 and 2006. This analysis allows management to monitor the operations of our existing properties for comparable periods to measure the performance of our current portfolio. Additionally, we are able to determine the effects of our new acquisitions on net income. Unless otherwise noted, all dollar amounts are stated in thousands (except per share amounts, revenue per available room and average daily rate).

Comparison of the years ended December 31, 2008 and December 31, 2007

Net income decreased from $55,922 or $.14 per share for the year ended December 31, 2007 to $(365,178) or $(.54) per share for the year ended December 31, 2008. The primary reason for the decrease was $262,105 taken as realized loss and impairments on investment securities and $61,993 of impairments on investments in unconsolidated entities for the year ended December 31, 2008, which decreased net income per share by $.48, as compared to 2007, where $2,466 was recorded as net realized loss and impairments on investment securities, and $10,084 was recorded as impairments on investments in unconsolidated entities, decreasing net income per share by $.03. A detailed discussion of our impairments is included under Realized Gain (Loss) on Securities and Impairment of Investment in Unconsolidated Entities.

December 31, 2008 December 31, 2007
Net income (loss) $ (365,178) $ 55,922
Net income (loss) per share (.54) .14

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Rental Income, Tenant Recovery Income, Lodging Income and Other Property Income. Rental income consists of basic monthly rent, straight-line rent adjustments, amortization of acquired above and below market leases, fee income, and percentage rental income recorded pursuant to tenant leases. Tenant recovery income consists of reimbursements for real estate taxes, common area maintenance costs, management fees, and insurance costs. Lodging income consists of room revenues, food and beverage revenues, telephone revenues and miscellaneous revenues. Other property income consists of lease termination fees and other miscellaneous property income. Total property revenues were $1,050,738 and $478,736 for the years ended December 31, 2008 and 2007, respectively.

Except for our lodging properties, the majority of the revenue from the properties consists of rents received under long-term operating leases. Some leases provide for the payment of fixed base rent paid monthly in advance, and for the reimbursement by tenants of the tenant’s pro rata share of certain operating expenses including real estate taxes, special assessments, insurance, utilities, common area maintenance, management fees, and certain building repairs paid by the landlord and recoverable under the terms of the lease. Under these leases, we pay all expenses and are reimbursed by the tenant for the tenant’s pro rata share of recoverable expenses. Certain other tenants are subject to net leases which require the tenant to be responsible for fixed base rent as well as all costs and expenses associated with occupancy. Under net leases, where all expenses are paid directly by the tenant, expenses are not included in the consolidated statements of operations. Under leases where all expenses are paid by us, subject to reimbursement by the tenant, the expenses are included within property operating expenses, and reimbursements are included in tenant recovery income on the consolidated statements of operations.

Our lodging properties generate revenue through sales of rooms and associated food and beverage services. We measure our financial performance by revenue generated per available room known as RevPAR, which is an operational measure commonly used in the hotel industry to evaluate hotel performance. RevPAR represents the product of the average daily room rate charged and the average daily occupancy achieved but excludes other revenue generated by a hotel property, such as food and beverage, parking, telephone and other guest service revenues.

Below is a summary of sources of revenue for years ended December 31, 2008 and 2007. Fluctuations are explained below.

Property rentals $ 398,417 $ 267,816 $ 130,601
Straight-line rents 17,457 12,765 4,692
Amortization of acquired above and below market leases, net 2,408 155 2,253
Total rental income $ 418,282 $ 280,736 $ 137,546
Tenant recoveries 70,607 55,192 15,415
Other income 30,265 16,416 13,849
Lodging operating income 531,584 126,392 405,192
Total property revenues $ 1,050,738 $ 478,736 $ 572,002

Total property revenues increased $572,002 for the year ended December 31, 2008 over the same period of the prior year. The increase in property revenues in 2008 was due primarily to acquisitions of 187 properties, including lodging facilities, since December 31, 2007.

Property Operating Expenses and Real Estate Taxes . Property operating expenses for properties other than lodging properties consist of property management fees paid to property managers including affiliates of our sponsor and operating expenses, including costs of owning and maintaining investment properties, real estate taxes, insurance, utilities, maintenance to the exterior of the buildings and the parking lots. Total expenses were $469,695 for the year ended December 31, 2008 and $174,755 for the year ended December 31, 2007, respectively. Lodging operating expenses include the room, food and beverage, payroll, utilities, any fees paid to our third party operators, insurance, marketing, and other expenses required to maintain and operate our lodging facilities.

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Property operating expenses $ 84,614 $ 59,678 $ 24,936
Lodging operating expenses 313,939 75,412 238,527
Real estate taxes 71,142 39,665 31,477
Total property expenses $ 469,695 $ 174,755 $ 294,940

Total property operating expenses increased $294,940 for the year ended December 31, 2008 compared to the year ended December 31, 2007 due to the effect of properties acquired after December 31, 2007, primarily lodging facilities. The RLJ acquisition, as well as a full year’s results of the lodging acquisitions from 2007, contributed to a significant increase in lodging expenses in 2008.

Other Operating Income and Expenses

Other operating expenses are summarized as follows:

Depreciation and amortization $ 320,792 $ 174,163 $ 146,629
Interest expense 231,822 108,060 123,762
General and administrative (1) 34,087 19,466 14,621
Year ended December 31, 2008 Year ended December 31, 2007 2008 increase (decrease) from 2007
Business manager fee 18,500 9,000 9,500
$ 605,201 $ 310,689 $ 294,512

(1) Includes expenses paid to affiliates of our sponsor as described below.

Depreciation and amortization. The $146,629 increase in depreciation and amortization expense for the year ended December 31, 2008 relative to the year ended December 31, 2007 was due substantially to the impact of the properties acquired during 2007 and 2008.

Interest expense. The $123,762 increase in interest expense for the year ended December 31, 2008 as compared to the year ended December 31, 2007 was primarily due to mortgage debt financings during 2008 which increased to $4,405,559 from $2,959,480. Our average interest rate on outstanding debt is 4.97% and 5.66% as of December 31, 2008 and 2007, respectively.

A summary of interest expense for the years ended December 31, 2008 and 2007 appears below:

Debt Type
Margin and other interest expense $ 23,482 $ 15,933 $ 7,549
Mortgages 208,340 92,127 116,213
Total $ 231,822 $ 108,060 $ 123,762

General and Administrative Expenses . General and administrative expenses consist of investment advisor fees, miscellaneous deal costs, professional services, salaries and computerized information services costs reimbursed to affiliates or related parties of the Business Manager for, among other things, maintaining our accounting and investor records, directors’ and officers’ insurance, postage, board of directors fees, printer costs and state tax based on property or net worth. Our expenses were $34,087 for the year ended December 31, 2008 and $19,466 for the year ended December 31, 2007, respectively.

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For 2009, SFAS 141 (R) requires that acquisition costs of all deals be expensed as incurred. Thus all costs related to finding, analyzing and negotiating a deal will be expensed as incurred as a general and administrative expense, whether or not the acquisition is completed. These expenses would include acquisition fees paid to our Business Manager for any future company acquisitions. Depending on the 2009 acquisition volume and complexity, these expenses could have a material impact on our results of operations and funds from operations.

Business Manager Fee. After our stockholders have received a non-cumulative, non-compounded return of 5% per annum on their “invested capital,” we pay our Business Manager an annual business management fee of up to 1% of the “average invested assets,” payable quarterly in an amount equal to 0.25% of the average invested assets as of the last day of the immediately preceding quarter. For the year ended December 31, 2008, we paid our Business Manager $18,500 for the business manager fee and an investment advisory fee of approximately $2,162, which is less than the full 1% fee that the Business Manager could be paid. The investment advisor fee is included in general and administrative expenses. The Business Manager has waived any further fees that may have been permitted under the agreement for the years ended December 31, 2008 and 2007, respectively. Once we have satisfied the minimum return on invested capital described above, the amount of the actual fee paid to the Business Manager is determined by the Business Manager up to the amount permitted by the agreement. There is no assurance that our Business Manager will continue to forego or defer all or a portion of its business management fee during the periods that we are raising capital.

Interest and Dividend Income and Realized Gain (Loss) on Securities. Interest income consists of interest earned on short term investments and notes receivable. Dividends are earned from investments in our portfolio of marketable securities. We invest in marketable securities issued by other REIT entities, including those we may have an interest in acquiring, where we believe the yields and returns will exceed those of other short-term investments. These investments have historically generated both current dividend income and gains on sale, offset by impairments on securities where we believe the decline in stock price are other than temporary. Our interest and dividend income was $81,274 and $84,288 for the years ended December 31, 2008 and 2007, respectively. We realized a net loss on securities and other than temporary impairments of $262,105 and $2,466 for the years ended December 31, 2008 and 2007. For the years ended December 31, 2008 and 2007, we realized impairment losses of $246,164 and $21,746, respectively, on our portfolio of securities.

Interest Income $ 50,331 $ 61,546
Dividend Income 30,943 22,742
Total $ 81,274 $ 84,288
Realized gain (loss) on investment securities $ (15,941) $ 19,280
Other than temporary impairments (246,164) (21,746)
Total $ (262,105) $ (2,466)

Interest income was $50,331 and $61,546 for the years ended December 31, 2008 and 2007, respectively. Interest income is earned on our cash balances and notes receivable. Our average cash balance in 2008 was $884,671 and our average interest rate earned on cash investments was 2.2% for the year ended December 31, 2008.

As of December 31, 2008, our cash balance of $945,225 had an approximate yield of 2.2%, which was less than the 6.2% distribution rate in effect for 2008 based on a $10 stock price and our average interest rate cost of 4.97%.

During February 2009, we transferred all our cash into non-interest bearing accounts to qualify for FDIC insurance for cash balances greater than $250. The current turmoil in the banking sector has caused concern for even the most highly rated banking institutions. Our primary objective is to preserve our principal and we intend on holding these balances in federally insured accounts in the near term or until we believe the banking sector has stabilized. During 2008, we earned approximately $18,200 on our cash balances. We currently expect not to earn a significant return on our cash balances for 2009.

Our notes receivable balance of $480,774 as of December 31, 2008 consisted of installment notes from unrelated parties that mature on various dates through May 2012. The notes are secured by mortgages on land, shopping centers and

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lodging facilities. Interest only is due each month at rates ranging from 3.26% to 10.09% per annum. For the years ended December 31, 2008 and 2007, we recorded interest income from notes receivable of $27,614 and $18,423, respectively.

Dividend income increased by $8,201 for the year ended December 31, 2008 compared to the year ended December 31, 2007 as a result of an increase in the amount we invested in marketable securities, offset by the reduced dividend payout rates. Our investments continue to generate dividends, however some REITs we have invested in have reduced their payout rates and we could continue to see further reductions in the future. Certain REIT’s we have invested in have also stated that they will pay a portion of their dividends in stock instead of cash. We will not recognize income for stock dividends and will instead reduce the average cost per share of our investment. The following analysis outlines our yield earned on our portfolio of securities.

December 31, 2008 December 31, 2007
Dividend income 30,943 22,742
Margin interest expense (3,776) (5,479)
Investment advisor fee (2,162) (2,120)
25,005 15,143
Average investment in marketable securities (1) 449,415 279,224
Average margin payable balance (115,557) (89,456)
Net investment 333,858 189,768
Leveraged yield (annualized) 7.5% 8.0%

(1)

The average investment in marketable securities represents our original cost basis of these securities. Unrealized gains and losses, including impairments, are not reflected.

Our realized loss and impairment on securities, net increased by $259,639 for the year ended December 31, 2008 compared to the year ended December 31, 2007 primarily because we recognized significant other-than-temporary impairments during the year ended December 31, 2008. Other-than-temporary impairments were $246,164 for the year ended December 31, 2008 compared to $21,746 for the year ended December 31, 2007. Our securities and the overall REIT market experienced significant declines in 2008, including material declines in the fourth quarter of 2008. The challenges facing the general economy and the real estate market have made projections of the recovery of our securities in the near term uncertain. As a result, we recognized other than temporary impairments as non-cash charges. We do not believe our investments on these securities will recover until the general economy and real estate market have stabilized and demonstrated indicators of growth. We believe we have the ability to continue holding our portfolio including impaired securities. Depending on market conditions, we may be required to further reduce the carrying value of our portfolio in future periods. A discussion of our other than temporary impairment policy is included below in the discussion of our Critical Accounting Policies and Estimates.

Minority Interest. The minority interest represents the interests of the third parties in Minto Builders (Florida), Inc. (“MB REIT”) and consolidated joint ventures managed by third parties.

Equity in Earnings of Unconsolidated Entities. In 2008, we have equity in losses of unconsolidated entities of $46.1 million. This is a decrease of $50.6 million from last year’s equity in earnings of unconsolidated entities of $4.5 million as of December 31, 2007, which is mainly due to impairments recorded by one of our joint ventures in the amount of $50 million (the Company’s share was $44.8 million).

Impairment of Investment in Unconsolidated Entities. For the year ended December 31, 2008, we recorded a $51.4 million loss on our investment in Feldman Mall Properties, Inc. The underlying activities of Feldman have continued to report losses and cash-flow deficits that will impact Feldman’s ability to meet its obligations. In addition, the retail market and its impact to the mall sector significantly deteriorated in the fourth quarter of 2008 and a recovery is not likely in the near term. Based on the combination of these factors, we have concluded that our investment in Feldman has experienced a decline that we believe is other-than-temporary. Accordingly, we have recorded an impairment charge of $46.8 million in the fourth quarter of 2008 and a total of $51.4 million for the year ended December 31, 2008. Such impairment charge reduces the carrying value of our investment in Feldman to $0 as of December 31, 2008.

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The projected leasing for one of our development joint ventures did not met our initial expectations and it is difficult to project when significant leasing will be achieved for the project. Based on these factors, we have concluded that our investment has experienced a decline that we believe is other than temporary. Accordingly, we have recorded an impairment charge of $10.6 million for the year ended December 31, 2008.

Other Income and Expense. Under the Statement of Financial Accounting Standards No. 150 “Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity” and the Statement of Financial Accounting Standards No. 133 “Accounting for Derivative Financial Instruments and Hedging Activities,” the put/call arrangements we entered into in connection with the Minto Builders (Florida), Inc. (“MB REIT”) transaction discussed below are considered derivative instruments. The asset and liabilities associated with these puts and calls are marked to market every quarter with changes in the value recorded as other income and expense in the consolidated statement of operations.

The value associated with the put/call arrangements was a liability of $3,000 and $2,349 as of December 31, 2008 and December 31, 2007, respectively. Other expense of $651 and $2,065 was recognized for the year ended December 31, 2008 and 2007, respectively. The liability associated with the put/call arrangements increased from December 31, 2007 to December 31, 2008 due to the life of the put/call being reduced and decrease in interest rates.

Segment Reporting

An analysis of results of operations by segment is below. The tables contained throughout summarize certain key operating performance measures for the years ended December 31, 2008 and 2007.

Retail Segment

As of December 31,
2008 2007
Retail Properties
Physical occupancy 94% 95%
Economic occupancy 95% 96%
Base rent per square foot $ 16.41 $ 16.04
Gross investment in properties $ 2,978,232 $ 2,570,067

Occupancy of our retail properties remained consistent between 2008 and 2007. We continued to generate a positive return on our investment in these properties. Our retail business is not highly dependent on specific retailers or specific retail industries which we believe shields the portfolio from significant revenue variances over time. The increase in our base rent per square foot from $16.04 to $16.41 was primarily a result of acquisitions during fourth quarter 2007 and 2008. These rates are as of the end of the period and do not represent the average rate during the years ended December 31, 2008 and 2007.

Our retail business is centered on multi-tenant properties with fewer than 120,000 square feet of total space, located in stable communities, primarily in the southwest and southeast regions of the country. Adding to this core investment profile is a select number of traditional mall properties and single-tenant properties. Among the single-tenant properties, the largest holdings are comprised of investments in bank branches operated by, SunTrust Bank and Citizens Bank, where the tenant-occupant pays rent with contractual increases over time, and bears virtually all expenses associated with operating the facility.

Our tenants largely consist of basic-need retailers such as grocery, pharmacy, moderate-fashion shoes and clothing, and services. We have only limited exposure to retail categories such as books/music/video, big-box electronics, fast-food restaurants, new-concept, and other goods-providers. This latter category, we believe, is being impacted the greatest by the Internet and existing economic conditions.

During the year ended December 31, 2008, our retail portfolio had a limited number of tenant issues related to retailer bankruptcy. As of December 31, 2008, our retail portfolio contained only three retailers, renting approximately 102,172 square feet, that had filed for bankruptcy protection. All associated stores in our portfolio continued paying as-agreed rent. Subsequent to December 31, 2008, four additional retailers sought bankruptcy protection; these retailers encompass

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approximately 96,900 square feet. We do not believe these bankruptcies will have a material adverse effect on our results of operations, financial condition and ability to pay distributions.

We have not experienced significant bankruptcies or receivable write-offs in our retail portfolio as a result of the overall decline in the economy or retail environment. However, we continue to actively monitor our retail tenants as a continued downturn in the economy could have negative impact on our tenant’s ability to pay rent or our ability to lease space.

Comparison of Years Ended December 31, 2008 and December 31, 2007

The table below represents operating information for the retail segment of 688 properties and for the same store retail segment consisting of 64 properties acquired prior to January 1, 2007. The properties in the same store portfolio were owned for the entire years ended December 31, 2008 and December 31, 2007, respectively.

Total Retail Segment Same Store Retail Segment
Increase/ Increase/
2008 2007 (Decrease) 2008 2007 (Decrease)
Revenues:
Rental income $ 206,591 $ 121,428 $ 85,163 $ 78,710 $ 77,283 $ 1,427
Tenant recovery incomes 41,982 30,103 11,879 24,109 20,235 3,874
Other property income 4,751 3,128 1,623 2,007 2,717 (710)
Total revenues $ 253,324 $ 154,659 $ 98,665 $ 104,826 $ 100,235 $ 4,591
Expenses:
Total Retail Segment Same Store Retail Segment
Increase/ Increase/
2008 2007 (Decrease) 2008 2007 (Decrease)
Property operating expenses $ 39,264 $ 25,308 $ 13,956 $ 21,116 $ 18,339 $ 2,777
Real estate taxes 26,458 19,400 7,058 14,986 13,337 1,649
Total operating expenses $ 65,722 $ 44,708 $ 21,014 $ 36,102 $ 31,676 $ 4,426
Net property operations 187,602 109,951 77,651 68,724 68,559 165

Retail properties real estate rental revenues increased from $154,659 for the year ended December 31, 2007 to $253,324 for the year ended December 31, 2008 mainly due to the acquisition of 143 retail properties since December 31, 2007. Retail property operating expenses also increased from $44,708 in 2007 to $65,722 in 2008 as a result of these acquisitions.

On a same store retail basis, property net operating income increased from $68,559 to $68,724 for a total increase of $165 or .2%. Same store retail property operating revenues for the years ended December 31, 2008 and 2007 were $104,826 and $100,235, respectively, resulting in an increase of $4,591 or 4.6%. The primary reason for the increase was a lower tenant recovery income in 2007 resulting from common area abatements. Same store retail property operating expenses for the years ended December 31, 2008 and 2007 were $36,102 and $31,676 respectively, resulting in an increase of $4,426 or 14%. The increase in property operating expense was primarily caused by an increase in common area maintenance costs, including utility costs (gas and electric), and bad debt expense.

Retail segment property rental revenues are greater than the office segment primarily due to more gross leasable square feet for the retail properties. The retail segment had below market leases in place at the time of acquisition as compared to office segment properties, which had above market leases in place at the time of acquisition. Tenant recoveries for our retail segment are greater than other segments because the retail tenant leases allow for a greater percentage of their operating expenses and real estate taxes to be recovered from the tenants. Other income for the retail segment is lower than the other segments due to lease termination fee income and miscellaneous income collected from tenants for the other segments, for example, $15 million was collected for termination at Faulkner – an industrial property. Retail segment operating expenses are greater than the other non-lodging segments because the retail segment has higher common area maintenance costs and insurance costs.

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Lodging Segment

December 31, 2008 December 31, 2007
Lodging Properties
Revenue per available room $ 89 $ 79
Average daily rate $ 129 $ 117
Occupancy 69% 67%
Gross investment in properties $ 2,703,097 $ 1,570,465

The increases in revenue per available room, average daily rate and occupancy are primarily a result of property acquisitions during 2008.

Lodging facilities have characteristics different from those found in office, retail, industrial, and multi-family properties (also known as “traditional asset classes”). Revenue, operating expenses, and net income are directly tied to the hotel operation whereas traditional asset classes generate revenue from medium to long-term lease contracts. In this way, net operating income is somewhat more predictable among the properties in the traditional asset classes, though we believe that opportunities to increase revenue are, in many cases, limited because of the duration of the existing lease contracts. We believe lodging facilities have the benefit of capturing increased revenue opportunities on a monthly or weekly basis but are also subject to immediate decreases in revenue as a result of declines in daily rental rates. Due to seasonality, we expect our revenues to be greater during the second and third quarters with lower revenues in the first and fourth quarters.

Two practices are common in the lodging industry: association with national franchise organizations and professional management by specialized third-party managers. Our portfolio consists of assets aligned with what we believe are the top franchise enterprises in the lodging industry: Marriott, Hilton, Intercontinental, Hyatt, and Choice Hotels. By doing so, we believe our lodging operations benefit from enhanced advertising, marketing, and sales programs through a franchise arrangement while the franchisee (in this case us) pays only a fraction of the overall cost for these programs. We believe effective TV, radio, print, on-line, and other forms of advertisement are necessary to draw customers to our lodging facilities creating higher occupancy and rental rates, and increased revenue. Additionally, by using the franchise system we are also able to benefit from the frequent traveler rewards programs or “point awards” systems which we believe further bolsters occupancy and rental rates.

Our lodging facilities are generally classified in the “middle to upper-middle” lodging categories. All of our lodging facilities are managed by third-party managers with extensive experience and skill in hospitality operations. These third-party managers report to a dedicated, specialized group within our Business Manager that has, in our view, extensive expertise in lodging ownership and operation within a REIT environment. This group has daily interaction with all third-party managers, and closely monitors all aspects of our lodging interests. Additionally, this group also maintains close relationships with the franchisors to assure that each property maintains high levels of customer satisfaction, franchise conformity, and revenue-management.

During 2008, the hotel industry experienced declines in both occupancy levels and rental rates (better known as “Average Daily Rate” or “ADR”) due mainly to the current negative economic conditions. The downturn in performance affected all major segments of the travel industry (e.g. corporate travel, group travel, and leisure travel). The industry is expecting to see ongoing declines in Revenue per Available Room growth through most of 2009. For 2009, the industry is predicting Revenue per Available Room ranging from negative 8-15% compared to 2008, as a result of an overall slowdown in the economy, which may lead to less business and tourist travel and, accordingly, decreased demand for rooms. For 2009, we expect our revenue per available room will be consistent with the overall industry trends.

Our expectation is we will experience the largest declines in Rev/Par during the first half of 2009 with the first six months of 2009 could show declines greater than 10%. Our third party managers and asset management are focusing on reducing variable costs to reflect declines in revenues.

Comparison of Years Ended December 31, 2008 and December 31, 2007

The table below represents operating information for the lodging segment of 99 properties. A same store analysis is not presented for the lodging segment because no lodging property was owned for the entire twelve month period ended December 31, 2007 and December 31, 2008. However, we did own 44 properties for the last six months of 2007, which

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when compared to 2008, show a decline of $6,125 in net lodging operations for last six months of 2008 compared to the last six months of 2007. This decline resulted from an 8% decline in Rev/Par for the last six months of 2008 compared to 2007 for the 44 properties owned during that period.

Increase/
2008 2007 (Decrease)
Revenues:
Lodging operating income $ 531,584 $ 126,392 $ 405,192
Total revenues $ 531,584 $ 126,392 $ 405,192
Expenses:
Lodging operating expenses to non- related parties $ 313,939 $ 75,412 $ 238,527
Real estate taxes 23,949 5,216 18,733
Total operating expenses $ 337,888 $ 80,628 $ 257,260
Net lodging operations 193,696 45,764 147,932

Office Segment

As of December 31,
2008 2007
Office Properties
Physical occupancy 97% 98%
Economic occupancy 97% 98%
Base rent per square foot $ 14.82 $ 14.77
Gross investment in properties $ 1,551,123 $ 1,344,954

Our investments in office properties largely represent assets leased and occupied to either a diverse group of tenants or to single tenants that fully occupy the space leased. Examples of the former include the IDS Center located in the central business district of Minneapolis, and Dulles Executive Plaza and Worldgate Plaza, both located in metropolitan Washington D.C. and catering to medium to high-technology companies. Examples of the latter include three buildings leased and occupied by AT&T and located in three distinct US office markets - Chicago, St. Louis, and Cleveland. In addition, our office portfolio includes properties leased on a net basis to AT&T, with the leased locations located in the east and southeast regions of the country.

During 2008, we continued to see positive trends in our portfolio including high occupancy and stable rental rates for newly acquired properties. For example, we believe in the Minneapolis, Minnesota and Dulles, Virginia office markets, where a majority of our multi-tenant office properties are located, our high occupancy rate is consistent with the strength of the market. The increase in our base rent per square foot from $14.77 to $14.82 was primarily a result of higher lease rates for new leases at new and existing properties. These rates are as of the end of the period and do not represent the average rate during the years ended December 31, 2008 and 2007.

Comparison of Years Ended December 31, 2008 and December 31, 2007

The table below represents operating information for the office segment of 36 properties and for the same store portfolio consisting of 13 properties acquired prior to January 1, 2007. The properties in the same store portfolio were owned for the years ended December 31, 2008 and December 31, 2007.

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Total Office Segment Same Store Office Segment
Increase/ Increase/
2008 2007 (Decrease) 2008 2007 (Decrease)
Revenues:
Rental income $ 109,410 $ 98,764 $ 10,646 $ 85,071 $ 84,531 $ 540
Tenant recovery incomes 25,442 22,743 2,699 21,415 19,664 1,751
Other property income 7,325 7,066 259 5,769 6,579 (810)
Total revenues $ 142,177 $ 128,573 $ 13,604 $ 112,255 $ 110,774 $ 1,481
Expenses:
Property operating expenses $ 28,184 $ 25,842 $ 2,342 $ 23,462 $ 23,110 $ 352
Real estate taxes 13,775 11,494 2,281 10,842 9,669 1,173
Total operating expenses $ 41,959 $ 37,336 $ 4,623 $ 34,304 $ 32,779 $ 1,525
Net property operations 100,218 91,237 8,981 77,951 77,995 (44)

Office properties real estate rental revenues increased from $128,573 in 2007 to $142,177 in 2008 mainly due to the acquisition of eight properties since January 1, 2008. Office properties real estate and operating expenses also increased from $37,336 in 2007 to $41,959 in 2008 as a result of these acquisitions and due to higher real estate taxes and common area maintenance costs.

On a same store office basis, property net operating income decreased to $77,951 from $77,995 for a total decrease of $44 or less than .1%. Same store office property operating revenues for the years ended December 31, 2008 and 2007 were $112,255 and $110,774, respectively, resulting in an increase of $1,481 or 1.3%. Same store office property operating expenses for the years ended December 31, 2008 and 2007 were $34,304 and $32,779, respectively, resulting in an increase of $1,525 or 4.7%. The increase in property operating expense was primarily caused by an increase in real estate tax expense and common area maintenance costs, including utility costs (gas and electric) in 2008.

Straight-line rent adjustments are included in rental income and are higher for the office segment compared to other segments because the office portfolio has tenants that have base rent increases every year at higher rates than the other segments. In addition, office segment properties had above market leases in place at the time of acquisition as compared to retail segment properties which had below market leases in place at the time of acquisition; both of which are adjusted through rental income. Tenant recoveries for the office segment are lower than the retail segment because the office tenant leases allow for a lower percentage of their operating expenses and real estate taxes to be passed on to the tenants.

Industrial Segment

As of December 31,
2008 2007
Industrial Properties
Physical occupancy 97% 93%
Economic occupancy 99% 99%
Base rent per square foot $ 4.75 $ 5.10
Gross investment in properties $ 917,769 $ 834,320

During 2008, our industrial holdings continued to experience high economic occupancy rates. The majority of the properties are located in what we believe are active and sought-after industrial markets, including the Memphis Airport market of Memphis, Tennessee and the O’Hare Airport market of Chicago, Illinois; the latter being one of the largest industrial markets in the world.

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Comparison of Years Ended December 31, 2008 and December 31, 2007

The table below represents operating information for the industrial segment of 64 properties and for the same store portfolio consisting of 16 properties acquired prior to January 1, 2007.

Total Industrial Segment Same Store Industrial Segment
Increase/ Increase/
2008 2007 (Decrease) 2008 2007 (Decrease)
Revenues:
Rental income $ 71,514 $ 47,039 $ 24,475 $ 21,985 $ 22,018 $ (33)
Tenant recovery incomes 3,178 2,346 832 1,055 1,036 19
Other property income 15,714 4,801 10,913 346 4,741 (4,395)
Total revenues $ 90,406 $ 54,186 $ 36,220 $ 23,386 $ 27,795 $ (4,409)
Expenses:
Property operating expenses $ 4,836 $ 3,277 $ 1,559 $ 1,692 $ 1,479 $ 213
Real estate taxes 2,259 1,740 519 676 793 (117)
Total operating expenses $ 7,095 $ 5,017 $ 2,078 $ 2,368 $ 2,272 $ 96
Net property operations 83,311 49,169 34,142 21,018 25,523 (4,505)

Industrial properties real estate revenues increased from $54,186 for the year ended December 31, 2007 to $90,406 for the year ended December 31, 2008 mainly due to the acquisition of four properties since January 1, 2008. Also in the fourth quarter of 2008, we realized a termination fee for the Faulkner Road property of approximately $15,000. Industrial properties real estate and operating expenses also increased from $5,017 in 2007 to $7,095 in 2008 as a result of these acquisitions.

A majority of the tenants have net leases and they are directly responsible for operating costs and reimburse us for real estate taxes and insurance. Therefore, industrial segment operating expenses are generally lower than expenses for the other segments.

On a same store industrial basis, property net operating income decreased from $25,523 to $21,018 for a total decrease of $4,505 or 17.7%. Same store industrial property operating revenues for the years ended December 31, 2008 and 2007 were $23,386 and $27,795, respectively, resulting in a decrease of $(4,409) or 15.9%. The primary reason for the decrease was the impact of a one-time termination fee of $4,725 that impacted results in 2007. Same store industrial property operating expenses for the years ended December 31, 2008 and 2007 were $2,368 and $2,272, respectively, resulting in an increase of $96 or 4%.

Multi-family Segment

As of December 31,
2008 2007
Multi-Family Properties
Physical occupancy 92% 89%
Economic occupancy 92% 89%
End of month scheduled base rent per unit per month $ 832 $ 916
Gross investment in properties $ 557,965 $ 221,659

Multi-family represents the smallest amount of investment in the overall portfolio due to what we believe is the highly competitive nature for acquisitions of this property type, and the relatively small number of quality opportunities we saw during 2007 and 2008. We remain interested in multi-family acquisitions and continue to monitor market activity. Our portfolio contains 17 multi-family properties, each reporting stable rental rate levels. The decrease in monthly base rent from $916 per month to $832 per month and increase in occupancy from 89% to 92% was a result of 2008 acquisitions of lower rent base apartments. These rates are as of the end of the period and do not represent the average rate during the

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years ended December 31, 2008 and 2007. We believe that recent changes in the housing market have made rentals a more attractive option and we expect the portfolio to continue its stable occupancy levels.

Comparison of Years Ended December 31, 2008 and December 31, 2007

The table below represents operating information for the multi-family segment of 17 properties. A same store analysis is not presented for the multi-family segment because only one property was owned for the entire years ended December 31, 2007 and December 31, 2008.

Total Multi-Family Segment
Increase/
2008 2007 (Decrease)
Revenues:
Rental income $ 30,767 $ 13,505 $ 17,262
Other property income 2,480 1,421 1,059
Total revenues $ 33,247 $ 14,926 $ 18,321
Expenses:
Property operating expenses $ 12,327 $ 5,251 $ 7,076
Real estate taxes 4,704 1,815 2,889
Total operating expenses $ 17,031 $ 7,066 $ 9,965
Net property operations 16,216 7,860 8,356

Multi–family real estate rental revenues increased from $14,926 for the year ended December 31, 2007 to $33,247 for the year ended December 31, 2008. The increases are mainly due to the acquisition of nine properties since January 1, 2008. Multi-family properties real estate and operating expenses also increased from $7,066 in 2007 to $17,031 in 2008 as a result of these acquisitions.

Comparison of the years ended December 31, 2007 and December 31, 2006

Rental Income, Tenant Recovery Income, Lodging Income and Other Property Income . Rental income consists of basic monthly rent, straight-line rent adjustments, amortization of acquired above and below market leases, fee income, and percentage rental income recorded pursuant to tenant leases. Tenant recovery income consists of reimbursements for real estate taxes, common area maintenance costs, management fees, and insurance costs. Lodging income consists of room revenues, food and beverage revenues, telephone revenues and miscellaneous revenues. Other property income consists of other miscellaneous property income. Total property revenues were $478,736 and $123,202 for the years ended December 31, 2007 and 2006, respectively.

Except for our lodging properties, the majority of the revenue from the properties consists of rents received under long-term operating leases. Some leases provide for the payment of fixed base rent paid monthly in advance, and for the reimbursement by tenants to the property owners for the tenant’s pro rata share of certain operating expenses including real estate taxes, special assessments, insurance, utilities, common area maintenance, management fees, and certain building repairs paid by the landlord and recoverable under the terms of the lease. Under these leases, the landlord pays all expenses and is reimbursed by the tenant for the tenant’s pro rata share of recoverable expenses. Certain other tenants are subject to net leases which provide that the tenant is responsible for fixed based rent as well as all costs and expenses associated with occupancy. Under net leases, where all expenses are paid directly by the tenant rather than the landlord, such expenses are not included in the consolidated statements of operations. Under net leases where all expenses are paid by the landlord, subject to reimbursement by the tenant, the expenses are included within property operating expenses, and reimbursements are included in tenant recovery income on the consolidated statements of operations.

Our lodging properties generate revenue through sales of rooms and associated food and beverage services. We measure our financial performance by revenue generated per available room known as (RevPAR), which is an operational measure commonly used in the hotel industry to evaluate hotel performance. RevPAR represents the product of the

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average daily room rate charged and the average daily occupancy achieved but excludes other revenue generated by a hotel property, such as food and beverage, parking, telephone and other guest service revenues.

Property rentals $ 267,816 $ 93,428 $ 174,388
Straight-line rents 12,765 4,588 8,177
Amortization of acquired above and below market leases, net 155 403 (248)
Total rental income $ 280,736 $ 98,419 $ 182,317
Tenant recoveries 55,192 21,547 33,645
Other income 16,416 3,236 13,180
Lodging operating income 126,392 - 126,392
Total property revenues $ 478,736 $ 123,202 $ 355,534

Total property revenues increased $355,534 for the year ended December 31, 2007 over the same period of the prior year. The increase in property revenues in 2007 and 2006 was due primarily to acquisitions of 624 properties.

Property Operating Expenses and Real Estate Taxes. Property operating expenses consist of property management fees paid to property managers including affiliates of our sponsor and operating expenses, including costs of owning and maintaining investment properties, real estate taxes, insurance, utilities, maintenance to the exterior of the buildings and the parking lots. Total expenses were $174,755 for the year ended December 31, 2007 and $32,791 for the year ended December 31, 2006, respectively. Lodging Operating Expenses include the payroll, utilities, management fees paid to our third party operators, insurance, marketing, and other expenses required to maintain and operate our lodging facilities.

Operating expenses $ 59,678 $ 20,951 $ 38,727
Lodging operating expenses 75,412 - 75,412
Real estate taxes 39,665 11,840 27,825
Total property expenses $ 174,755 $ 32,791 $ 141,964

Total operating expenses increased $141,964 for the year ended December 31, 2007 compared to the year ended December 31, 2006 due primarily to effect of the properties acquired in 2007, including lodging facilities.

Other Operating Income and Expenses

Other operating expenses are summarized as follows:

Depreciation and amortization $ 174,163 $ 49,681 $ 124,482
Interest expense 108,060 31,553 76,507
General and administrative (1) 19,466 7,613 11,853
Business manager fee 9,000 2,400 6,600
$ 310,689 $ 91,247 $ 219,442

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(1) Includes expenses paid to affiliates as described below.

Depreciation and amortization

The $124,482 increase in depreciation and amortization expense for the year ended December 31, 2007 relative to the year ended December 31, 2006 was due substantially to the impact of the properties acquired in 2007.

Interest expense

The $76,507 increase in interest expense for the year ended December 31, 2007 as compared to the year ended December 31, 2006 was primarily due to (1) mortgage debt financings during 2007 which increased to $2,959,480 from $1,062,703 and (2) the increase in margin borrowing due to the increase in ownership of marketable securities.

A summary of interest expense for the year ended December 31, 2007 and 2006 appears below:

Debt Type
Margin and other interest expense $ 15,933 $ 4,922 $ 11,011
Mortgages 92,127 26,631 65,496
Total $ 108,060 $ 31,553 $ 76,507

General and Administrative Expenses. General and administrative expenses consist of investment advisor fees, professional services, salaries and computerized information services costs reimbursed to affiliates or related parties of the Business Manager for, among other things, maintaining our accounting and investor records, common share purchase discounts related to shares sold to persons employed by our Business Manager or its related parties and affiliates, directors’ and officers’ insurance, postage, board of directors fees, printer costs and state tax based on property or net worth. Our expenses were $19,466 for the year ended December 31, 2007 and $7,613 for the year ended December 31, 2006, respectively. The increase is due primarily to the growth of our asset and stockholder base during late 2006 and 2007.

Business Manager Fee. After our stockholders have received a non-cumulative, non-compounded return of 5% per annum on their “invested capital,” we pay our Business Manager an annual business management fee of up to 1% of the “average invested assets,” payable quarterly in an amount equal to 0.25% of the average invested assets as of the last day of the immediately preceding quarter as defined in our prospectus. We paid our Business Manager a business management fee of $9,000, or approximately 0.20% of average invested assets for the year ended December 31, 2007, as well as investment advisory fees of approximately $2,120, together which are less than the full 1% fee that the Business Manager is entitled to receive. The $2,120 investment advisor fee is included in general and administrative expenses. We paid our Business Manager $2,400 for the year ended December 31, 2006. The Business Manager has waived any further fees that may have been permitted under the agreement for the years ended December 31, 2007 and 2006, respectively. Once we have satisfied the minimum return on invested capital described above, the amount of the actual fee paid to the Business Manager is determined by the Business Manager up to the amount permitted by the agreement.

Interest and Dividend Income and Realized Gain on Securities . Interest income consists of interest earned on short term investments and dividends from investments in our portfolio of marketable securities. We generally seek to invest in marketable securities issued by other REIT entities. We focus on investing in REIT entity securities where we believe the yields and returns will exceed those of other short-term investments or where the investment is consistent with our long-term strategy of taking positions in companies which we may have an interest in acquiring. These investments have historically generated both current dividend income and gains on sale, offset by impairments on securities where we believe the decline in stock price are other than temporary. Our interest and dividend income was $84,288 and $22,164 for the years ended December 31, 2007 and 2006, respectively. We also realized a gain (loss) on sale of securities, net of $(2,466) and $4,096 for the years ended December 31, 2007 and 2006.

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Interest Income $ 61,546 $ 15,855
Dividend Income 22,742 6,309
Total $ 84,288 $ 22,164
Realized Gains on investment securities 19,280 4,096
Other than temporary impairments (21,746) -
Total (2,466) 4,096

Interest income was $61,546 and $15,855 for the years ended December 31, 2007 and 2006, respectively, resulting primarily from interest earned on cash investments which were significantly greater during the year ended December 31, 2007 due to our capital raise compared to the year ended December 31, 2006.

Dividend income increased by $16,433 for the year ended December 31, 2007 compared to the year ended December 31, 2006 as a result of increasing our investments in marketable securities during 2007 compared to 2006. Although the value of our investments declined during 2007, the dividend yields on our investments were consistent during the year ended December 31, 2007. There is no assurance that we will be able to generate the same level of interest and dividend income in the future.

Our realized gains increased by $15,184 for the year ended December 31, 2007 compared to the year ended December 31, 2006 because we sold more of our stock investments during 2007 compared to 2006. Other than temporary impairments was $21,746 for the year ended December 31, 2007. These impairments resulted, in our view, from the overall decline in the stock market, generally, and the market for REIT stocks particularly. Depending on market conditions, we may be required to further reduce the carrying value of our portfolio in future periods. A discussion of our other than temporary impairment policy is included in the discussion of our Critical Accounting Policies and Estimates, below.

Minority Interest

The minority interest represents the interests of the third parties in Minto Builders (Florida), Inc. (“MB REIT”) and consolidated joint ventures owned by third parties.

Equity in Earnings of Unconsolidated Entities

Our equity in earnings of unconsolidated entities increased to $4,477 from $1,903 as a result of our investment in unconsolidated entities increasing $467,193 from $15,683 at December 31, 2006 to $482,876 at December 31, 2007. For 2006, our only investment in unconsolidated entities represented our investment in Feldman Mall Properties and Oak Property and Casualty.

Other Income and Expense

Under the Statement of Financial Accounting Standards No. 150 “Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity” (“SFAS 150”) and the Statement of Financial Accounting Standards No. 133 “Accounting for Derivative Financial Instruments and Hedging Activities” (“SFAS 133”), the put/call arrangements related to the MB REIT transaction as discussed under “Liquidity” are considered derivative instruments. The asset and liabilities associated with these puts and calls are marked to market every quarter with changes in the value recorded as other income and expense in the consolidated statement of operations.

The value associated with the put/call arrangements was a liability $2,349 and $283 as of December 31, 2007 and 2006, respectively. Other expense of $2,065 and $46 was recognized for the years ended December 31, 2007 and 2006, respectively. The liability associated with the put/call arrangements increased from December 31, 2006 to December 31, 2007 due to the life of the put/call being reduced and volatility in interest rates.

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An analysis of results of operations by segment follows:

The following table summarizes certain key operating performance measures for our properties as of December 31, 2007 and 2006.

Office Segment

As of December 31,
2007 2006
Office Properties
Physical occupancy 98% 97%
Economic occupancy 98% 97%
Base rent per square foot $ 14.77 $ 13.58

Comparison of Years Ended December 31, 2007 and December 31, 2006

The table below represents operating information for the office segment of 26 properties and for the same store portfolio consisting of five properties acquired prior to January 1, 2006. The properties in the same store portfolio were owned for the entire year ended December 31, 2007 and December 31, 2006.

Total Office Segment Same Store Office Segment
Increase/ Increase/
2007 2006 (Decrease) 2007 2006 (Decrease)
Revenues:
Rental income $ 98,764 $ 42,363 $ 56,401 $ 29,178 $ 28,989 $ 189
Tenant recovery incomes 22,743 7,359 15,384 79 307 (228)
Other property income 7,066 1,870 5,196 272 25 247
Total revenues $ 128,573 $ 51,592 $ 76,981 $ 29,529 $ 29,321 $ 208
Total Office Segment Same Store Office Segment
Increase/ Increase/
2007 2006 (Decrease) 2007 2006 (Decrease)
Expenses:
Property operating expenses $ 25,842 $ 9,186 $ 16,656 $ 1,989 $ 1,875 $ 114
Real estate taxes 11,494 3,085 8,409 342 293 49
Total operating expenses $ 37,336 $ 12,271 $ 25,065 $ 2,331 $ 2,168 $ 163
Net property operations 91,237 39,321 51,916 27,198 27,153 45

Office properties real estate rental revenues increased from $51,592 in 2006 to $128,573 in 2007 mainly due to the acquisition of 11 properties since December 31, 2006. Office properties real estate and operating expenses also increased from $12,271 in 2006 to $37,336 in 2007 as a result of these acquisitions.

On a same store office basis, property net operating income increased to $27,198 from $27,153 for a total increase of $45. Same store office property operating revenues for the years ended December 31, 2007 and 2006 were $29,529 and $29,321, respectively, resulting in an increase of $208. The primary reason for the increase was an increase in rental income due to new tenants at these properties that filled vacancies that existed at the time of purchase. Same store office property operating expenses for the years ended December 31, 2007 and 2006 were $2,331 and $2,168, respectively, resulting in an increase of $163. The increase in property operating expense was primarily caused by an increase in real estate tax expense and common area maintenance costs, including utility costs (gas and electric) in 2007.

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Retail Segment

As of December 31,
2007 2006
Retail Properties
Physical occupancy 95% 95%
Economic occupancy 96% 96%
Base rent per square foot $ 16.04 $ 13.77

Retail operations remained solid with consistent and rising rental revenue, stable occupancy results, and continued positive return on investment. Our retail business is not highly dependent on specific retailers or specific retail industries which shields the portfolio from significant revenue variances over time. The increase in our base rent per square foot from $13.77 to $16.04 was primarily a result of acquisitions during 2007. These rates are as of the end of the period and do not represent the average rate during the years ended December 31, 2007 and 2006.

Comparison of Years Ended December 31, 2007 and 2006

The table below represents operating information for the retail segment of 546 properties and for the same store portfolio consisting of 32 properties acquired prior to January 1, 2006. The properties in the same store portfolio were owned for the entire years ended December 31, 2007 and December 31, 2006.

Total Retail Segment Same Store Retail Segment
Increase/ Increase/
2007 2006 (Decrease) 2007 2006 (Decrease)
Revenues:
Rental income $ 121,428 $ 51,270 $ 70,158 $ 26,285 $ 25,942 $ 343
Tenant recovery incomes 30,103 13,894 16,209 6,370 7,087 (717)
Other property income 3,128 1,248 1,880 283 223 60
Total revenues $ 154,659 $ 66,412 $ 88,247 $ 32,938 $ 33,252 $ (314)
Total Retail Segment Same Store Retail Segment
Increase/ Increase/
2007 2006 (Decrease) 2007 2006 (Decrease)
Expenses:
Property operating expenses $ 25,308 $ 10,986 $ 14,322 $ 6,397 $ 5,571 $ 826
Real estate taxes 19,400 8,395 11,005 4,501 4,175 326
Total operating expenses $ 44,708 $ 19,381 $ 25,327 $ 10,898 $ 9,746 $ 1,152
Net property operations 109,951 47,031 62,920 22,040 23,506 (1,466)

Retail properties real estate rental revenues increased from $66,412 in the year ended 2006 to $154,659 in the year ended 2007 mainly due to the acquisition of 483 retail properties since December 31, 2006. Retail properties real estate and operating expenses also increased from $19,381 in 2006 to $44,708 in 2007 as a result of these acquisitions.

On a same store retail basis, property net operating income decreased from $23,506 to $22,040 for a total decrease of $1,466 or 6%. The primary reason for the decrease is a reduction in tenant recovery percentages related to common area maintenance and insurance. Same store retail property operating revenues for the years ended December 31, 2007 and 2006 were $32,938 and $33,252, respectively, resulting in a decrease of $314 or 1%. The primary reason for the decrease was a decrease in tenant recovery income. Same store retail property operating expenses for the years ended December 31, 2007 and 2006 were $10,898 and $9,746, respectively, resulting in an increase of $1,152 or 12%. The increase in property operating expense was primarily caused by an increase in real estate tax expense, common area maintenance costs, and insurance costs in 2007.

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Industrial Segment

As of December 31,
2007 2006
Industrial Properties
Physical occupancy 93% 100%
Economic occupancy 99% 100%
Base rent per square foot $ 5.10 $ 5.85

Comparison of Years Ended December 31, 2007 and December 31, 2006

The table below represents operating information for the industrial segment of 61 properties. A same store analysis is not presented for the industrial segment because only one property was owned for the entire years ended December 31, 2007 and December 31, 2006.

Total Industrial Segment — 2007 2006 Increase
Revenues:
Rental income $ 47,039 $ 3,111 $ 43,928
Tenant recovery incomes 2,346 294 2,052
Other property income 4,801 2 4,799
Total revenues $ 54,186 $ 3,407 $ 50,779
Expenses:
Property operating expenses $ 3,277 $ 137 $ 3,140
Real estate taxes 1,740 259 1,481
Total operating expenses $ 5,017 $ 396 $ 4,621
Net property operations 49,169 3,011 46,158

Industrial properties real estate revenues increased from $3,407 for the year ended December 31, 2006 to $54,186 for the year ended December 31, 2007 mainly due to the acquisition of 45 properties since December 31, 2006. Industrial properties real estate and operating expenses also increased from $396 in 2006 to $5,017 in 2007 as a result of these acquisitions.

A majority of the tenants have net leases and they are directly responsible for operating costs but reimburse us for real estate taxes and insurance. Industrial segment operating expenses are lower than the other segments because the tenants have net leases and they are directly responsible for operating costs.

Multi-family Segment

As of December 31,
2007 2006
Multi-Family Properties
Physical occupancy 89% 91%
Economic occupancy 89% 91%
End of month scheduled base rent per unit per month $ 916.00 $ 612.00

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Comparison of Year Ended December 31, 2007 and December 31, 2006

The table below represents operating information for the multi-family segment of eight properties. A same store analysis is not presented for the multi-family segment because only one property was owned for the entire year ended December 31, 2007 and December 31, 2006.

Total Multi-Family Segment — 2007 2006 Increase
Revenues:
Rental income $ 13,505 $ 1,675 $ 11,830
Tenant recovery incomes - - -
Other property income 1,421 116 1,305
Total revenues $ 14,926 $ 1,791 $ 13,135
Expenses:
Property operating expenses $ 5,251 $ 643 $ 4,608
Real estate taxes 1,815 100 1,715
Total operating expenses $ 7,066 $ 743 $ 6,323
Net property operations 7,860 1,048 6,812

Multi–family real estate rental revenues increased from $1,791 for the year ended December 31, 2006 to $14,926 for the year ended December 31, 2007. The increases are mainly due to the acquisition of six properties since December 31, 2006. Multi-family properties real estate and operating expenses also increased from $743 in 2006 to $7,066 in 2007 as a result of these acquisitions.

Multi-family property yields on new acquisitions remained the lowest of all segments.

Lodging Segment

For the period of ownership
2007
Lodging Properties
Revenue per available room $ 79
Average daily rate $ 117
Occupancy 67%

During 2007, the hotel industry experienced high growth in both occupancy levels and rental rates (better known as “Average Daily Rate” or “ADR”) due mainly to continued rebounds across virtually all segments of the travel industry (e.g., corporate travel, group travel, and leisure travel). Supply of new hotel product was moderate.

Operations of the year ended December 31, 2007

2007
Revenues:
Lodging operating income $ 126,392
Total revenues $ 126,392
Expenses:
Lodging operating expenses to non- related parties $ 75,412

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Real estate taxes
Total operating expenses $ 80,628
Net lodging operations 45,764

Critical Accounting Policies and Estimates

General

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions in certain circumstances that affect amounts reported in the accompanying consolidated financial statements and related notes. This section discusses those critical accounting policies and estimates. These judgments often result from the need to make estimates about the effect of matters that are inherently uncertain. Critical accounting policies discussed in this section are not to be confused with GAAP. GAAP requires information in financial statements about accounting principles, methods used and disclosures pertaining to significant estimates. This discussion addresses our judgment pertaining to trends, events or uncertainties known which were taken into consideration upon the application of those policies.

Acquisition of Investment Property

We allocate the purchase price of each acquired investment property between land, building and improvements, acquired above market and below market leases, in-place lease value, and any assumed financing that is determined to be above or below market terms. In addition, we allocate a portion of the purchase price to the value of customer relationships, if any. The allocation of the purchase price is an area that requires judgment and significant estimates. We use the information contained in the independent appraisal obtained at acquisition as the primary basis for the allocation to land and building and improvements. We determine whether any financing assumed is above or below market based upon comparison to similar financing terms for similar investment properties. We allocate a portion of the purchase price to the estimated acquired in-place lease costs based on estimated lease execution costs for similar leases as well as lost rent payments during assumed lease up period when calculating as if vacant fair values. We also evaluate each acquired lease based upon current market rates at the acquisition date and we consider various factors including geographical location, size and location of leased space within the investment property, tenant profile, and the credit risk of the tenant in determining whether the acquired lease is above or below market lease costs. After an acquired lease is determined to be above or below market, we allocate a portion of the purchase price to such above or below acquired lease costs based upon the present value of the difference between the contractual lease rate and the estimated market rate. For below market leases with fixed rate renewals, renewal periods are included in the calculation of below market in-place lease values. The determination of the discount rate used in the present value calculation is based upon the “risk free rate” and current interest rates. This discount rate is a significant factor in determining the market valuation which requires our judgment of subjective factors such as market knowledge, economics, demographics, location, visibility, age and physical condition of the property.

Acquisition of Businesses

Acquisitions of businesses are accounted for using purchase accounting as required by Statement of Financial Accounting Standards 141 (SFAS 141) Business Combinations . The assets and liabilities of the acquired entities are recorded using the fair value at the date of the transaction and allocated to tangible and intangible assets. Any additional amounts are allocated to goodwill as required, based on the remaining purchase price in excess of the fair value of the tangible and intangible assets acquired and liabilities assumed. We amortize identified intangible assets that are determined to have finite lives which are based on the period over which the assets are expected to contribute directly or indirectly to the future cash flows of the business acquired. Intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized if the carrying amount of an intangible asset, including the related real estate when appropriate, is not recoverable and the carrying amount exceeds the estimated fair value.

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Goodwill

We apply SFAS No. 142, “Goodwill and Other Intangible Assets” or SFAS No. 142, when accounting for goodwill, which requires that goodwill not be amortized, but instead evaluated for impairment at least annually. The goodwill impairment test is a two-step test. Under the first step, the fair value of the reporting unit is compared with its carrying value (including goodwill). If the fair value of the reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the enterprise must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill.

Impairment of Long-Lived Assets

In accordance with Statement of Financial Accounting Standard No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets (SFAS No. 144), we conduct an analysis on a quarterly basis to determine if indicators of impairment exist to ensure that the property’s carrying value does not exceed its fair value. If this were to occur, we are required to record an impairment loss. The valuation and possible subsequent impairment of investment properties is a significant estimate that can and does change based on our continuous process of analyzing each property and reviewing assumptions about uncertain inherent factors, as well as the economic condition of the property at a particular point in time.

Under Accounting Principles Board (APB) Opinion No. 18 (“The Equity Method of Accounting for Investments in Common Stock”), we evaluate our equity method investments for impairment indicators. The valuation analysis considers the investment positions in relation to the underlying business and activities of our investment. Per APB 18, our investments in joint ventures should be reviewed for potential declines in fair value or impairment. An impairment loss should be recognized if a decline in value of the investment has occurred that is considered to be other than temporary, without ability to recover or sustain operations that would support the value of the investment.

Cost Capitalization and Depreciation Policies

Our policy is to review all expenses paid and capitalize any items exceeding $5 thousand which are deemed to be an upgrade or a tenant improvement. These costs are capitalized and included in the investment properties classification as an addition to buildings and improvements.

Buildings and improvements are depreciated on a straight-line basis based upon estimated useful lives of 30 years for buildings and improvements, and five to 15 years for site improvements. Furniture, fixtures and equipment are depreciated on a straight-line basis over five to ten years. Tenant improvements are depreciated on a straight-line basis over the life of the related lease as a component of depreciation and amortization expense. The portion of the purchase price allocated to acquired above market costs and acquired below market costs is amortized on a straight-line basis over the life of the related lease as an adjustment to net rental income. Acquired in-place lease costs, customer relationship value and other leasing costs are amortized on a straight-line basis over the life of the related lease as a component of amortization expense.

Cost capitalization and the estimate of useful lives requires our judgment and includes significant estimates that can and do change based on our process which periodically analyzes each property and on our assumptions about uncertain inherent factors.

Investment in Marketable Securities

In accordance with FASB 115 “Accounting for Certain Investments in Debt and Equity Securities”, a decline in the market value of any available-for-sale or held-to-maturity security below cost that is deemed to be other-than-temporary results in an impairment to reduce the carrying amount to fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other-than-temporary, we consider whether we have the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary. Evidence considered in our impairment assessment includes the severity and duration of the impairment, changes in value subsequent to year-end, forecasted performance of the investee, and the general market condition in the geographic area or industry the investee operates in. We consider the following factor in evaluating our securities for impairments that are other than temporary:

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(i)

declines in the REIT and overall stock market relative to our security positions;

(ii)

the estimated net asset value (“NAV”) of the companies we invest in relative to their current market prices; and

(iii)

future growth prospects and outlook for companies using analyst reports and company guidance, including dividend coverage, NAV estimates and FFO growth.

Revenue Recognition

We commence revenue recognition on our leases based on a number of factors. In most cases, revenue recognition under a lease begins when the lessee takes possession of or controls the physical use of the leased asset. Generally, this occurs on the lease commencement date. The determination of who is the owner, for accounting purposes, of the tenant improvements determines the nature of the leased asset and when revenue recognition under a lease begins. If we are the owner, for accounting purposes, of the tenant improvements, then the leased asset is the finished space and revenue recognition begins when the lessee takes possession of the finished space, typically when the improvements are substantially complete. If we conclude we are not the owner, for accounting purposes, of the tenant improvements (the lessee is the owner), then the leased asset is the unimproved space and any tenant improvement allowances funded under the lease are treated as lease incentives which reduces revenue recognized over the term of the lease. In these circumstances, we begin revenue recognition when the lessee takes possession of the unimproved space for the lessee to construct their own improvements. We consider a number of different factors to evaluate whether it or the lessee is the owner of the tenant improvements for accounting purposes. These factors include:

·

whether the lease stipulates how and on what a tenant improvement allowance may be spent;

·

whether the tenant or landlord retains legal title to the improvements;

·

the uniqueness of the improvements;

·

the expected economic life of the tenant improvements relative to the length of the lease; and

·

who constructs or directs the construction of the improvements.

The determination of who owns the tenant improvements, for accounting purposes, is subject to significant judgment. In making that determination, we consider all of the above factors. No one factor, however, necessarily establishes its determination.

We recognize rental income on a straight-line basis over the term of each lease. The difference between rental income earned on a straight-line basis and the cash rent due under the provisions of the lease agreements is recorded as deferred rent receivable and is included as a component of accounts and rents receivable in the accompanying consolidated balance sheets. Due to the impact of the straight-line basis, rental income generally is greater than the cash collected in the early years and decreases in the later years of a lease. We periodically review the collectability of outstanding receivables. Allowances are taken for those balances that we deem to be uncollectible, including any amounts relating to straight-line rent receivables.

Reimbursements from tenants for recoverable real estate tax and operating expenses are accrued as revenue in the period the applicable expenses are incurred. We make certain assumptions and judgments in estimating the reimbursements at the end of each reporting period. We do not expect the actual results to differ from the estimated reimbursement.

In conjunction with certain acquisitions, we may receive payments under master lease agreements pertaining to certain non-revenue producing spaces either at the time of, or subsequent to the purchase of some of our properties. Upon receipt of the payments, the receipts will be recorded as a reduction in the purchase price of the related properties rather than as rental income. These master leases may be established at the time of purchase in order to mitigate the potential negative effects of loss of rent and expense reimbursements. Master lease payments are received through a draw of funds escrowed at the time of purchase and may cover a period from six months to three years. These funds may be released to either us or the seller when certain leasing conditions are met. Funds received by third party escrow agents, from sellers, pertaining to master lease agreements are included in restricted cash. We record such escrows as both an asset and a

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corresponding liability, until certain leasing conditions are met. As of December 31, 2008, there were no material adjustments for master lease agreements.

We will recognize lease termination income if there is a signed termination letter agreement, all of the conditions of the agreement have been met, collectability is reasonably assured and the tenant is no longer occupying the property. Upon early lease termination, we will provide for losses related to unrecovered intangibles and other assets.

We recognize lodging operating revenue on an accrual basis consistent with operations.

Partially-Owned Entities

We consider FASB Interpretation No. 46R (Revised 2003): “Consolidation of Variable Interest Entities - An Interpretation of ARB No. 51” (“FIN 46(R)”), EITF 04-05: “Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights,” and SOP 78-9: “Accounting for Investments in Real Estate Ventures,” to determine the method of accounting for each of its partially-owned entities. In instances where we determine that a joint venture is not a VIE, we first consider EITF 04-05. The assessment of whether the rights of the limited partners should overcome the presumption of control by the general partner is a matter of judgment that depends on facts and circumstances. If the limited partners have either (a) the substantive ability to dissolve (liquidate) the limited partnership or otherwise remove the general partner without cause or (b) substantive participating rights, the general partner does not control the limited partnership and as such overcome the presumption of control by the general partner and consolidation by the general partner.

Income Taxes

We and MB REIT operate in a manner intended to enable each entity to qualify as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. Under those sections, a REIT that distributes at least 90% of its “REIT taxable income” determined without regard to the deduction for dividends paid and by excluding any net capital gain to its stockholders each year and that meets certain other conditions will not be taxed on that portion of its taxable income which is distributed to its stockholders. If we or MB REIT fail to distribute the required amount of income to our stockholders, or fail to meet the various REIT requirements, without the benefit of certain relief provisions, we or MB REIT may fail to qualify as a REIT and substantial adverse tax consequences may result. Even if we and MB REIT qualify for taxation as a REIT, we and MB REIT may be subject to certain state and local taxes on our income, property, or net worth, and to federal income and excise taxes on our undistributed taxable income. In addition, taxable income from non-REIT activities managed through taxable REIT subsidiaries is subject to federal, state and local income taxes.

In 2007, we formed the following wholly-owned taxable REIT subsidiaries in connection with the acquisition of the lodging portfolios and student housing: Barclay Holdings, Inc., Inland American Holding TRS, Inc., and Inland American Communities Third Party, Inc. In 2008, the Company formed Inland American Lodging Garden Grove Harbor TRS, LLC in connection with an addition to the lodging portfolio. Taxable income from non-REIT activities managed through these taxable REIT subsidiaries is subject to federal, state, and local income taxes. As such, our taxable REIT subsidiaries are required to pay income taxes at the applicable rates.

Liquidity and Capital Resources

We continually evaluate the economic and credit environment and its impact on our business. Maintaining significant capital reserves has become a priority for all companies. While at this juncture we believe we are in the enviable position of having significant cash to utilize in executing our strategy, we also believe it is prudent for us to retain a strong cash position.

The fiduciary responsibility we have to all our stockholders to achieve our investment objectives is vital to the way our company is managed. Our objectives are to invest in real estate assets that produce attractive current yield and long-term risk-adjusted returns to our stockholders. As noted above, we believe it is prudent to maintain a strong cash position with a view toward investing this capital in attractively priced assets that we believe are going to be available as a result of the dislocation in the financial and real estate markets.

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For 2009, our acquisitions will be less than prior years as our capital raise will be completed in April of 2009 and we will preserve a strong cash position to fund outstanding commitments, including 2009 loan maturities in the event we are not able to refinance or extend our maturities at acceptable rates and terms.

Our principal demand for funds has been:

·

to invest in properties;

·

to invest in joint ventures;

·

to fund notes receivable;

·

to invest in REIT marketable securities;

·

to service or pay-down our debt;

·

to pay our operating expenses and the operating expenses of our properties;

·

to pay expenses associated with our public offerings; and

·

to make distributions to our stockholders.

Generally, our cash needs have been funded from:

·

the net proceeds from the public offerings of our shares of common stock;

·

interest income on investments and dividend and gain on sale income earned on our investment in marketable securities;

·

income earned on our investment properties;

·

proceeds from borrowings on properties; and

·

distributions from our joint venture investments.

Acquisitions and Investments

We completed approximately $1.9 billion of real estate and real estate company acquisitions and investments in 2008 and $4.0 billion in 2007. In addition, we made $231 million of loans during 2008 and $269 million in 2007. These acquisitions and investments were consummated through our subsidiaries and were funded with available cash, mortgage indebtedness, and the proceeds from the offering of our shares of common stock. Details of our 2008 and 2007 acquisitions and investments are summarized below.

Real Estate and Real Estate Company Acquisitions

·

During 2008, we purchased 143 retail properties containing approximately 1.4 million square feet for approximately $389.5 million and during 2007, we purchased 491 retail properties containing approximately 4.8 million square feet for approximately $1.5 billion.

·

During 2008, we purchased eight office properties containing approximately 1.3 million square feet for approximately $194.6 million and during 2007, we purchased 13 office properties containing approximately 2.0 million square feet for approximately $252.6 million.

·

During 2008, we purchased four industrial properties containing approximately 2.8 million square feet for approximately $129.1 million and during 2007, we purchased 45 industrial properties containing approximately 8.0 million square feet for approximately $547.6 million.

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·

During 2008, we purchased nine multi-family properties containing approximately 3,750 units for approximately $158.9 million and during 2007, we purchased seven multi-family properties containing approximately 2,003 units for approximately $199.7 million.

·

During 2008, (excluding lodging properties acquired through a company acquisition) we purchased 23 lodging properties containing approximately 4,713 rooms for approximately $1 billion. During 2007, (excluding lodging properties acquired through a company acquisition) we purchased five lodging properties containing approximately 979 rooms for $270.3 million.

·

On February 8, 2008, we completed the merger among its wholly-owned subsidiary, Inland American Urban Hotels, Inc. and RLJ Urban Lodging Master, LLC and related entities, referred to herein as “RLJ”. RLJ owned twenty-two full and select service lodging properties, containing an aggregate of 4,059 rooms. The transaction valued RLJ at $932.2 million, including an acquisition fee to our Business Manager of $22.3 million.

·

On October 5, 2007, we consummated the merger among our wholly-owned subsidiary, Inland American Orchard Hotels, Inc., and Apple Hospitality Five, Inc., referred to herein as “Apple,” a public, non-listed real estate investment trust headquartered in Richmond, Virginia, that owns upscale, extended-stay and select-service lodging properties and other limited-service lodging properties. At the time of the merger Apple owned 27 hotels. The hotels were located in fourteen states and, in aggregate, consist of 3,439 rooms. The total merger consideration was approximately $682.4 million, plus $16.9 million paid to our Business Manager which is capitalized as part of the purchase for a total cost of $699.3 million.

·

On July 1, 2007, we completed a merger with Winston Hotels, Inc., referred to herein as “Winston,” in which we purchased 100% of the outstanding shares of common stock and Series B preferred stock of Winston, a publicly traded real estate investment trust headquartered in Raleigh, North Carolina, that owns extended-stay and select-service lodging properties and other limited-service lodging properties. At the time of the merger Winston owned 44 hotels. The hotels were located in thirteen states and, in aggregate, consist of 5,993 rooms. The transaction valued Winston at approximately $822.0 million, plus $19.8 million paid to our Business Manager which is capitalized as part of the purchase for a total cost of $841.8 million.

·

On May 18, 2007, we through our wholly-owned subsidiary, Inland American Communities Group, Inc. (“Communities”), purchased the assets of Utley Residential Company L.P. related to the development of conventional and student housing for approximately $23.1 million, including rights to its existing development projects. We paid $13.1 million at closing with $10.0 million to be paid upon the presentation of future development projects.

Investments in Joint Ventures

We have entered into a number of joint ventures that invest in operating properties, developments and real estate loans. The joint ventures that are focused on operating properties continue to generate positive cash flows. Certain of our development joint ventures are experiencing longer lease-up timelines and could be at rates less than originally projected. For two of these ventures, we have recorded impairment charges of $62 million, to reflect the delays in the development process that will most likely result in our recovering less than our current book value as well as the impairment of our Feldman investment. A third investee recorded impairments at the investee level of $50 million, which flows through equity in loss of unconsolidated entities in the amount of $44.8 million (Company’s share) on the Consolidated Statements of Operations and Other Comprehensive Income. The development joint ventures also have construction loans from third parties that could mature before the completion of the development. These lenders might not be willing to extend their loans or extend on terms acceptable to us or our partners. Although we have no additional obligation to fund these ventures, our investment could be at risk without the funding of additional capital.

On June 8, 2007, we entered into a venture with Lauth for the purpose of funding the development and ownership of real estate projects in the office, distribution, retail, healthcare and mixed-use markets. We invested $227 million in exchange for the Class A Participating Preferred Interests which entitles us to a 9.5% preferred dividend. On January 6, 2009, we were granted a third board seat of five on the Lauth Investment Properties, LLC joint venture. The Lauth joint venture is composed of office, distribution, retail, healthcare, land and mixed-use projects. The current economic environment will likely delay or extend the development timelines in many of these projects.

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Joint Venture Description
Primarily Development
LIP Holdings, LLC Diversified Real Estate Fund $ 185,983 $ (a)
L-Street Marketplace, LLC Retail Center Development 6,171 -
Weber/Inland American Lewisville TC, LP Retail Center Development 8,016 -
Inland CCC Homewood Hotel, LLC Lodging Development 4,143 -
Skyport Hotels JV, LLC Lodging Development 2,105 15,280
$ 206,418 $ 15,280
Primarily Operating
D.R. Stephens Institutional Fund, LLC Industrial and R&D Assets $ 76,258 $ 10,900
Cobalt Industrial REIT II Industrial Portfolio 66,217 76,000
Net Lease Strategic Asset Fund L.P. Diversified portfolio of net lease assets 201,798 (b)
Wakefield Capital, LLC Senior Housing Portfolio 97,267 -
Other operating joint ventures Lodging Facilities 26,693 -
$ 468,233 $ 86,900
Real Estate Loan Fund
Concord Debt Holdings, LLC Real Estate Loan Fund $ 67,859 $ 24,000
Total $ 742,510 $ 126,180
(a) Our obligation to fund the remaining $23.2 million expired on December 31, 2008.
(b) We have the right to contribute $122.5 million for future acquisitions. However, we are not obligated to fund.
(c) Represents our investment balance as reported for GAAP purposes on our balance sheet at December 31, 2008.

Details of our investment in unconsolidated joint ventures for 2008 and 2007 are summarized below.

·

On April 3, 2008, we entered into a joint venture with Weber/Inland American Lewisville TC, LP to develop a retail center with the total cost expected to be approximately $54.6 million. We contributed $10.2 million to the venture and are entitled to receive a preferred return equal to 11% per annum on the capital contribution, which is paid outside the joint venture.

·

On April 27, 2007, we entered into a joint venture (Stephens) to acquire and redevelop or reposition industrial and research and development oriented properties located initially in the San Francisco Bay and Silicon Valley areas. Under the joint venture agreement, we are required to invest approximately $90.0 million and are entitled to a preferred dividend equal to 8.5% per annum.

·

On June 29, 2007, we entered into a venture (Cobalt) to invest $149.0 million in shares of common beneficial interest. Our investment gives us the right to a preferred dividend equal to 9% per annum.

·

On February 20, 2008, we and our partner agreed to revise certain terms of the joint venture known as Net Lease Strategic Assets Fund L.P. Under the revised terms, ten properties have been excluded from the venture’s initial target portfolio. Consequently, the initial portfolio of properties now consists of forty-three primarily single-tenant net leased assets, referred to herein as the “Initial Properties.” The Initial Properties contain an aggregate of more than six million net rentable square feet. The venture has completed the acquisition of the Initial Properties and we have contributed approximately $216 million to the venture.

·

On July 9, 2008, we invested $100 million in Wakefield Capital, LLC (“Wakefield”). In exchange for a Series A Convertible Preferred Membership interest which entitles us to a 10.5% preferred dividend. Wakefield owns 117

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senior living properties containing 7,311 operating units/beds, one medical office building and a research campus totaling 313,204 square feet.

·

On August 2, 2008, we entered into a joint venture with Lex-Win Concord LLC. The joint venture, known as “Concord Debt Holdings, LLC,” was entered into with the purpose of originating and acquiring real estate securities and real estate related loans. Under the terms of the joint venture agreement, we had a total contribution commitment of up to $100 million over an eighteen month period to the venture in exchange for preferred membership interests. We are entitled to earn 10% preferred return on our investment.

Investments in Consolidated Developments

We have entered into certain development projects that are in various stages of pre-development and development. We fund cash needs for these development activities from our working capital and by borrowings secured by the properties. Specifically identifiable direct development and construction costs are capitalized, including, where applicable, salaries and related costs, real estate taxes and interest incurred in developing the property. These developments encompass the retail and multi-family sectors, as well as a correctional facility. In addition, we have purchased land and incurred pre-development costs of $89 million for an additional five multi-family projects. We will most likely not commence construction until construction financing becomes available at appropriate rates and terms, however it is still our intent to develop these projects.

The overall economic difficulties continue to impact the real estate industry and developments in particular. The current and projected slow-down in consumer spending has negatively impacted the retail environment and is causing many retailers to pull back from new leasing and expansion plans. While the overall retail sector will be negatively impacted, retail development will be particularly exposed. Our retail developments could experience longer lease-up timelines and future leasing could be at leasing rates less than originally underwritten.

The properties under development and all amounts set forth below are as of December 31, 2008. (Dollar amounts stated in thousands)

Name Location (City, State) Property Type Square Feet Costs Incurred to Date ($) Total Estimated Costs ($) (b) Estimated Placed in Service Date (a) Note Payable as of December 31, 2008 ($) Percentage Pre-Leased as of December 31, 2008 (d)
Oak Park Dallas, TX Multi-family 557,504 58,159 100,007 Q2 2011 28,872 0% (e)
Cityville Carlisle Dallas, TX Multi-family 211,512 9,544 40,775 Q3 2010 6,377 0% (e)
Stone Creek San Marcos, TX Retail 453,535 33,768 65,952 (c) 4,700 55%
Woodbridge Wylie, TX Retail 511,282 24,138 65,806 (c) 3,700 43%
Hudson Correctional Facility Hudson, CO Correctional Facility (f) 29,593 100,000 Q4 2009 - 100%
1,733,833 155,202 372,540 43,649

(a)

The Estimated Placed in Service Date represents the date the certificate of occupancy is currently anticipated to be obtained. Subsequent to obtaining the certificate of occupancy, each property will go through a lease-up period.

(b)

The Total Estimated Costs represent 100% of the development’s estimated costs, including the acquisition cost of the land and building, if any. The Total Estimated Costs are subject to change upon, or prior to, the completion of the development and include amounts required to lease the property.

(c)

Stone Creek and Woodbridge are retail shopping centers and development is planned to be completed in phases. As the construction and lease-up of individual phases are completed, the respective phase will be placed in service resulting in a range of estimated placed in service dates from third quarter 2008 to 2011. The occupancy presented includes anchor tenants for the project who own their respective square feet. We are not the managing partner of these developments.

(d)

The Percentage Pre-Leased represents the percentage of square feet leased of the total projected square footage of the entire development.

(e)

Leasing activities related to multi-family properties do not begin until six to nine months prior to the placed in service date.

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(f)

We are developing a $100 million correctional facility that is triple-net-leased for 10 years.

Investments in Marketable Securities

As part of our overall strategy, we may acquire REITs and other real estate operating companies and we may also invest in the marketable securities of other REIT entities. During 2008, we invested approximately $228.4 million in the marketable securities of real estate related investments, including REITs and commercial mortgage backed securities. As of December 31, 2008, we had an unrealized gain of $2.6 million on our marketable securities compared to an unrealized loss of $64.3 million at December 31, 2007. Subsequent to December 31, 2008, our investment in marketable securities has continued to experience declines. If our stock positions do not recover we may need to record additional impairments during the year ended 2009. These impairments are taken on investments where we determine that declines in the stock price of our marketable securities are other-than-temporary. Other-than-temporary impairments are not necessarily permanent, however any gains will only be realized upon sale. We view these as long term investments. A more detailed discussion of our equity price risk is discussed in Item 3, Quantitative and Qualitative Disclosures About Market Risk.

Notes Receivable

Our notes receivable balance was $480.8 million and $281.2 million as of December 31, 2008 and December 31, 2007, respectively, and consisted of installment notes from unrelated parties that mature on various dates through July 2012 and installment notes assumed in the Winston acquisition. The notes are secured by mortgages on land, shopping centers and hotel properties and guaranteed by the sponsors. Interest only is due each month at rates ranging from 3.26% to 10.09% per annum. For the years ended December 31, 2008 and 2007, we recorded interest income from notes receivable of $27.6 million and $18.4 million, respectively, which is included in the interest and dividend income on the Consolidated Statement of Operations.

One of our mortgage note receivable with an outstanding balance of $45 million was placed in default in the third quarter of 2008 and is currently on non-accrual status. No impairment was recognized because the fair value of the collateral is in excess of the outstanding note receivable balance. We did not recognize any interest income on this note receivable subsequent to June 30, 2008.

A portion of our notes receivable, totaling $216.8 million, is involved with the same sponsor and are secured by vacant land projected to be developed. If the developments are not completed and leased-up successfully, the sponsors who have guaranteed the loans could present a risk of non-payment on the notes.

Distributions

We declared cash distributions to our stockholders per weighted average number of shares outstanding during the period from January 1, 2008 to December 31, 2008 totaling $418.7 million or $.62 per share. These cash distributions were paid with $384.4 million from our cash flow from operations as well as $34.3 million provided from our financing activities, specifically from borrowings secured by our assets that were not otherwise used to fund property acquisitions for the year ended December 31, 2008.

On January 20, 2009, our board of directors voted unanimously to determine each monthly distribution rate on an adjustable basis, with a floor of $.50/share, which equates to a 5% annualized yield on a share purchase of $10. The distributions paid on February 12, 2009 and March 12, 2009, respectively, were paid at the rate of $0.50 per share on an annualized basis.

Financing Activities and Contractual Obligations

Stock Offering

Our initial offering of shares of common stock terminated as of the close of business on July 31, 2007. We had sold a total of 469,598,762 shares in the primary offering and approximately 9,720,991 shares pursuant to the offering of shares through the dividend reinvestment plan. A follow-on registration statement for an offering of up to 500,000,000 shares of common stock at $10.00 each and up to 40,000,000 shares at $9.50 each pursuant to our distribution reinvestment plan was declared effective by the SEC on August 1, 2007. Through December 31, 2008, we had sold a total of 295,766,881 shares in the follow-on offering and 31,843,240 shares pursuant to the offering of shares through the dividend

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reinvestment plan. Our total offering costs for both our initial and follow on-offering as of December 31, 2008 were approximately $800 million. On April 6, 2009, the Company will terminate the follow-on offering.

Share Repurchase Program

As of December 31, 2008, we had repurchased 12,355,867 shares for $115 million under the share repurchase program. Our board of directors voted to suspend the share repurchase program until further notice, effective March 30, 2009.

Borrowings

During 2008, we repaid $35.1 million of amounts borrowed against our portfolio of marketable securities. During the year ended December 31, 2007, we borrowed approximately $25.5 million against our portfolio of marketable securities. We borrowed approximately $1.6 billion secured by mortgages on our properties and paid approximately $11 million for loan fees to procure these mortgages for the year ended December 31, 2008. We borrowed approximately $1.6 billion secured by mortgages on our properties and paid approximately $18.6 million for loan fees to procure these mortgages for the year ended December 31, 2007.

We have entered into interest rate lock agreements with lenders to fix interest rates on mortgage debt on identified properties we own or expect to purchase in the future. These agreements require us to deposit certain amounts with the lenders. The deposits are applied as credits as the loans are funded. As of December 31, 2008, we had approximately $5.0 million of rate lock deposits outstanding. The agreements fixed interest rates ranging from 5.63% to 5.67% on approximately $40.2 million in principal.

Our interest rate risk is monitored using a variety of techniques, including periodically evaluating fixed interest rate quotes on all variable rate debt and the costs associated with converting the debt to fixed rate debt. Also, existing fixed and variable rate loans that are scheduled to mature in the next year or two are evaluated for possible early refinancing and or extension due to consideration given to current interest rates. The table below presents, on a consolidated basis, the principal amount, weighted average interest rates and maturity date (by year) on our mortgage debt as of December 31, 2008 (dollar amounts are stated in thousands).

2009 2010 2011 2012 2013 Thereafter
Maturing debt :
Fixed rate debt (mortgage loans) 50,000 183,550 103,335 64,784 543,497 2,092,062
Variable rate debt (mortgage loans) 577,187 301,929 240,643 25,247 223,324 -
Weighted average interest rate on debt:
Fixed rate debt (mortgage loans) 6.75 5.05 5.19 5.69 5.69 5.74
Variable rate debt (mortgage loans) 3.60 3.59 3.27 2.94 2.78 -

The debt maturity excludes mortgage discounts associated with debt assumed at acquisition of which $5.9 million, net of accumulated amortization, is outstanding as of December 31, 2008.

We have entered into seven interest rate swap agreements that have converted $379.8 million of our mortgage loans from variable to fixed rates. The pay rates range from 1.86% to 4.75% with maturity dates from January 29, 2010 to March 27, 2013.

As of December 31, 2008, we had approximately $627 million and $485 million in mortgage debt maturing in 2009 and 2010, respectively. We are currently negotiating refinancing this debt with the existing lenders at terms that will most likely be at higher credit spreads and lower loan to value. We currently anticipate that we will be able to repay or refinance all of our debt on a timely basis, and believe we have adequate sources of funds to meet our short term cash needs. However, there can be no assurance that we can obtain such refinancing on satisfactory terms. Continued volatility

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in the capital markets could expose us to the risk of not being able to borrow on terms and conditions acceptable to us for future acquisitions or refinancings.

Summary of Cash Flows

2008 2007 2006
(In thousands)
Cash provided by operating activities $ 384,365 $ 263,420 $ 65,883
Cash used in investing activities (2,484,825) (4,873,404) (1,552,014)
Cash provided by financing activities 2,636,325 4,716,852 1,751,494
Increase in cash and cash equivalents 535,865 106,868 265,363
Cash and cash equivalents, at beginning of period 409,360 302,492 37,129
Cash and cash equivalents, at end of period $ 945,225 $ 409,360 $ 302,492

Cash provided by operating activities was $384 million, $263 million and $66 million for the years ended December 31, 2008, 2007 and 2006, respectively, and was generated primarily from operating income from property operations and interest and dividends. The increase in cash flows from the year ended December 31, 2008 was primarily due to the acquisition of 187 properties after December 31, 2007. The increase in cash flows in 2007 over the year ended December 31, 2006 was primarily due to the 624 properties acquired during the year ended December 31, 2007.

Cash used in investing activities was $2.5 billion, $4.9 billion and $1.6 billion for years ended December 31, 2008, 2007 and 2006, respectively. During the year ended December 31, 2008, cash was used primarily for purchases of investment properties, the RLJ portfolio and investment securities as well as used for funding of our unconsolidated joint ventures and notes receivable. We used less cash in our investing activities during the year ended December 31, 2008 than the year ended December 31, 2007 primarily due to the decrease in acquisitions from 624 in 2007 to 187 for the year ended December 31, 2008.

Cash provided by financing activities was $2.6 billion, $4.7 billion and $1.8 billion for the years ended December 31, 2008, 2007 and 2006, respectively. During the years ended December 31, 2008, 2007 and 2006, we generated proceeds from the sale of shares, net of offering costs paid and share repurchases, of approximately $2.2 billion, $3.4 billion and $1.4 billion, respectively. We generated approximately $35 million, $25 million and $34 million by borrowing against our portfolio of marketable securities for the years ended December 31, 2008, 2007 and 2006, respectively. We generated approximately $1.0 billion from borrowings secured by mortgages on our properties and paid approximately $11 million for loan fees to procure these mortgages for the year ended December 31, 2008. During the years ended December 31, 2007 and 2006, we generated approximately $1.6 billion and $605 million, respectively, from borrowings secured by mortgages on our properties and paid approximately $19 and $13 million, respectively, for loan fees to procure these mortgages. During the years ended December 31, 2008, 2007 and 2006, we paid approximately $406, $223 and $33 million, respectively, in distributions to our common stockholders. We also paid off mortgage debt in the amount of $139 and $20 million for the years ended December 31, 2008 and 2007. No mortgage debt was paid off in 2006.

We consider all demand deposits, money market accounts and investments in certificates of deposit and repurchase agreements with a maturity of six months or less, at the date of purchase, to be cash equivalents. We maintain our cash and cash equivalents at financial institutions. The combined account balances at one or more institutions periodically exceed the Federal Depository Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. In February 2009, we transferred our cash into non-interest bearing accounts to qualify for FDIC insurance for cash balances greater than $250,000.

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Contractual Obligations

The table below presents, on a consolidated basis, obligations and commitments to make future payments under debt obligations (including interest), and lease agreements as of December 31, 2008 (dollar amounts are stated in thousands).

Payments due by period
Less than More than
Total 1 year 1-3 years 3-5 years 5 years
Long-Term Debt Obligations $ 6,209,755 834,974 1,489,231 1,212,443 2,673,107
Ground Lease Payments $ 56,361 990 3,016 3,157 49,198

We have acquired several properties subject to the obligation to pay the seller additional monies depending on the future leasing and occupancy of the property. These earnout payments are based on a predetermined formula. Each earnout agreement has a time limit regarding the obligation to pay any additional monies. If at the end of the time period, certain space has not been leased and occupied, we will not have any further obligation. Assuming all the conditions are satisfied, as of December 31, 2008, we would be obligated to pay as much as $37.4 million in the future as vacant space covered by these earnout agreements is occupied and becomes rent producing. The information in the above table does not reflect these contractual obligations.

As of December 31, 2008, we had outstanding commitments to purchase approximately $1.1 billion of real estate properties through 2009 and fund approximately $126 million into joint ventures. We intend on funding these acquisitions with cash on hand of approximately $945 million and financing from assuming debt related to some of the acquisitions in the amount above of $745 million.

As of December 31, 2008, we had commitments totaling $142.6 million for various development projects.

Off Balance Sheet Arrangements

Unconsolidated Real Estate Joint Ventures

Unconsolidated joint ventures are those where we are not the primary beneficiary of a VIE and we have substantial influence over but do not control the entity. We account for our interest in these ventures using the equity method of accounting. Our ownership percentage and related investment in each joint venture is summarized in the following table. (Dollar amounts stated in thousands).

Joint Venture Ownership %
Net Lease Strategic Asset Fund L.P. 85% $ 201,798
Cobalt Industrial REIT II 24% 66,217
LIP Holdings, LLC (a) 185,983
D.R. Stephens Institutional Fund, LLC 90% 76,258
New Stanley Associates, LLLP 60% 9,368
Chapel Hill Hotel Associates, LLC 49% 9,079
Marsh Landing Hotel Associates, LLC 49% 4,934
Jacksonville Hotel Associates, LLC 48% 2,322
Inland CCC Homewood Hotel LLC 83% 4,143

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Insurance Captive 22% 990
L-Street Marketplace, LLC 20% 6,171
Weber/Inland American Lewisville TC, LP (b) 8,016
Concord Debt Holdings, LLC (c) 67,859
Wakefield Capital, LLC (d) 97,267
Skyport Hotels JV, LLC (e) 2,105
$ 742,510

(a)

We own 5% of the common stock and 100% of the preferred.

(b)

We are entitled to receive a preferred return equal to 11% per annum on the capital contribution.

(c)

We have contributed $76,000 to the venture in exchange for a 10% preferred membership interests in the venture.

(d)

We invested $100,000 in Wakefield Capital, LLC in exchange for a Series A Convertible Preferred Membership interest and are entitled to a 10.5% preferred dividend.

(e)

On July 11, 2008, we entered into a joint venture to develop two hotels with approximately 322 rooms in San Jose, California.

Seasonality

The lodging segment is seasonal in nature, reflecting higher revenue and operating income during the second and third quarters. This seasonality can be expected to cause fluctuations in our net property operations for the lodging segment. All of our other segments are not seasonal in nature.

Subsequent Events

On January 20, 2009, our board of directors voted unanimously to determine each monthly distribution rate on an adjustable basis, with a floor of $.50/share, which equates to a 5% annualized yield on a share purchase of $10.

We paid distributions to our stockholders of $.05167 per share totaling $40.8 million in January 2009, $.04167 per share totaling $33.1 million in February 2009 and $.04167 per share totaling $33 million in March 2009.

Effective March 30, 2009, our board of directors has voted to suspend our share repurchase program until further notice, therefore temporarily eliminating stockholders’ ability to have us repurchase their shares and preventing stockholders from liquidating their investment.

Effective April 6, 2009, we have elected to terminate our follow-on offering.

On February 24, 2009, we purchased 35,000 Inland Real Estate Corporation (IRC) convertible bonds for $25 million with a face value of $35 million from an unaffiliated third party. The bonds are each convertible into 48.2824 shares of IRC common stock, for a total of 1,689,884 potential shares of IRC.

On February 26, 2009, we acquired a pool of commercial mortgage-backed securities (“CMBS”) with a face value of approximately $5 million for $2.2 million. The securities in this pool of CMBS consist of Class A-MFX bonds, which accrue interest at a coupon rate of 12.1822% per annum and have a weighted average life of seven years.

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On January 6, 2009, we were granted a third board seat of five on the LIP Holdings, LLC (Lauth) joint venture.

The mortgage debt financings obtained subsequent to December 31, 2008, are detailed in the table below.

Property Date of Financing Approximate Amount of Loan ($) Interest Per Annum Maturity Date
United Healthcare Cypress 1/15/09 22,000 LIBOR + 280 bps 1/13/12
Brazos Ranch 1/21/09 15,246 5.67% 2/1/14
Sanofi-aventis 1/28/09 190,000 5.75% 12/6/15
Fultondale Promenade 2/2/09 16,870 5.6% 2/1/14
Pavilions at La Quinta 2/18/09 23,976 LIBOR + 185 bps 4/28/12
Dothan Pavilion 2/18/09 37,165 LIBOR + 170 bps 12/18/12
Macquarie Pool II 3/25/09 36,730 4.44%-5.05% 5/1/2010-12/08/11

Brazos Ranch: On January 13, 2009, we purchased the Brazos Ranch Apartments for $27.7 million. The complex consists of 308 units and is located in Rosenberg, Texas.

Macquarie: On January 14, 2009 we purchased Pool I of the Macquarie Portfolio for $71.1 million. The portfolio consists of seven retail assets and encompasses 588,522 square feet. It was a cash purchase, with no debt assumed.

Sanofi-aventis: On January 28, 2009, we purchased the Sanofi Portfolio for $230 million. The portfolio consists of three office buildings that house the Sanofi-aventis corporate headquarters. It encompasses 736,572 square feet. Cash was paid in the amount of $42 million (combination of acquisition and earnest money), and debt of $190 million was assumed on the property. The debt is a non-recourse loan, interest only at a rate of 5.75% for 7 years. It matures on December 7, 2015.

Alcoa Exchange Phase II: On January 29, 2009, we closed on the Alcoa Exchange II property located in Benton, Arkansas for $7.3 million. The property consists of two big tenants, Best Buy and Petco and encompasses 43,750 square feet.

Fultondale Promenade: On February 2, 2009, we closed on the Fultondale Promenade, a retail center located in Birmingham, Alabama for $30.7 million. The property is made of 28 tenant sites and consists of 249,554 square feet. The seller financed $16.9 million of the purchase price at 5.6% over 5 years.

Pavilion at La Quinta: On February 18, 2009, we closed on the Pavilion at La Quinta, a retail shopping center located in La Quinta, California for $41.2 million. The property consists of 166,099 square feet. We assumed a loan of $23.98 million, with an interest rate of LIBOR + 185 basis points, or 2.3% as of the closing date.

Dothan Pavilion: On February 18, 2009, we closed on the Dothan Pavilion, a retail shopping center located in Dothan, Alabama for $42.6 million. It consists of 327,534 square feet. We assumed a loan of $37.2 million at an interest rate of LIBOR + 170 basis points, which was 2.15% as of the closing date.

Macquarie: Between March 25 and 27, 2009, we purchased Pool II of the Macquarie Portfolio for $61.5 million. The portfolio consists of five retail assets and consists of 519,074 square feet. We assumed debt of $36.7 million on three of the four properties, with rates ranging from 4.44% to 5.05%. Cash was paid for the fifth property.

Cambria Suites, 325 W. 33 rd Street NYC: On January 23, 2009, we extended the note on this property through December 31, 2009. We adjusted the rate from 8.35% to 9% on the outstanding principal of $16.9 million.

Quantitative and Qualitative Disclosures About Market Risk

We are subject to market risk associated with changes in interest rates both in terms of variable-rate debt and the price of new fixed-rate debt upon maturity of existing debt and for acquisitions. We are also subject to market risk associated with our marketable securities investments.

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Our interest rate risk management objectives are to limit the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. If market rates of interest on all of the floating rate debt permanently increased by 1%, the increase in interest expense on the floating rate debt would decrease future earnings and cash flows by approximately $14.0 million. If market rates of interest on all of the floating rate debt permanently decreased by 1%, the decrease in interest expense on the floating rate debt would increase future earnings and cash flows by approximately $14.0 million.

With regard to variable rate financing, we assess interest rate cash flow risk by continually identifying and monitoring changes in interest rate exposures that may adversely impact expected future cash flows and by evaluating hedging opportunities. We maintain risk management control systems to monitor interest rate cash flow risk attributable to both of our outstanding or forecasted debt obligations as well as our potential offsetting hedge positions. The risk management control systems involve the use of analytical techniques, including cash flow sensitivity analysis, to estimate the expected impact of changes in interest rates on our future cash flows.

We monitor interest rate risk using a variety of techniques, including periodically evaluating fixed interest rate quotes on all variable rate debt and the costs associated with converting the debt to fixed rate debt. Also, existing fixed and variable rate loans that are scheduled to mature in the next year or two are evaluated for possible early refinancing and or extension due to consideration given to current interest rates. The table below presents mortgage debt principal amounts and weighted average interest rates by year and expected maturity to evaluate the expected cash flows and sensitivity to interest rate changes (dollar amounts are stated in thousands).

2009 2010 2011 2012 2013 Thereafter Total
Maturing debt :
Fixed rate debt (mortgage loans) 50,000 183,550 103,335 64,784 543,497 2,092,062 3,037,228
Variable rate debt (mortgage loans) 577,187 301,929 240,643 25,247 223,324 - 1,368,330
Weighted average interest rate on debt:
Fixed rate debt (mortgage loans) 6.75 5.05 5.19 5.69 5.69 5.74 5.68
Variable rate debt (mortgage loans) 3.60 3.59 3.27 2.94 2.78 - 3.40

The debt maturity excludes mortgage discounts associated with debt assumed at acquisition of which $5.9 million, net of accumulated amortization, is outstanding as of December 31, 2008.

We may use derivative financial instruments to hedge exposures to changes in interest rates on loans secured by our properties. To the extent we do, we are exposed to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes us, which creates credit risk for us. When the fair value of a derivative contract is negative, we owe the counterparty and, therefore, it does not possess credit risk. It is our policy to enter into these transactions with the same party providing the financing. In the alternative, we will seek to minimize the credit risk in derivative instruments by entering into transactions with what we believe are high-quality counterparties. Market risk is the adverse effect on the value of a financial instrument that results from a change in interest rates. The market risk associated with interest-rate contracts is managed by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken.

We have, and may in the future enter into, derivative positions that do not qualify for hedge accounting treatment. If these derivatives do not qualify for hedge accounting treatment, the gains or losses resulting from their mark-to-market at the end of each reporting period are recognized as an increase or decrease in “interest expense” on our consolidated statements of income. In addition, we are, and may in the future be, subject to additional expense based on the notional amount of the derivative positions and a specified spread over LIBOR. During 2007, we recognized losses of approximately $1.46 million from these positions.

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Equity Price Risk

We are exposed to equity price risk as a result of our investments in marketable equity securities. Equity price risk changes as the volatility of equity prices changes or the values of corresponding equity indices change.

Other than temporary impairments were $246.1 million and $21.7 million for the year ended December 31, 2008 and 2007, respectively. The overall stock market and REIT stocks have declined since mid-2007, including our REIT stock investments, which have resulted in our recognizing impairments. We believe that our investments will continue to generate dividend income and, if the REIT market recovers, we could continue to recognize gains on sale. However, due to general economic and credit market uncertainties it is difficult to project where the REIT market and our portfolio value will be in 2009. If our stock positions do not recover in 2009, we could take additional impairment losses, which could be material to our operations.

While it is difficult to project what factors may affect the prices of equity sectors and how much the effect might be, the table below illustrates the impact of a ten percent increase and a ten percent decrease in the price of the equities held by us would have on the value of the total assets and the book value of the Company as of December 31, 2008. (dollar amounts stated in thousands)

Cost Fair Value Hypothetical 10% Decrease in — Market Value Hypothetical 10% Increase in — Market Value
Marketable securities 495,807 229,149 206,233 252,064

Derivatives

The following table summarizes our interest rate swap contracts outstanding as of December 31, 2008 (dollar amounts stated in thousands):

Date Entered Effective Date End Date Pay Fixed Rate Receive Floating Rate Index Notional Amount Fair Value of December 31, 2008 (1)
November 16,2007 November 20, 2007 April 1, 2011 4.45% 1 month LIBOR 24,425 (1,691)
February 6, 2008 February 6, 2008 January 29, 2010 4.39% 1 month LIBOR 200,000 (3,705)
March 28, 2008 March 28, 2008 March 27, 2013 3.32% 1 month LIBOR 33,062 (1,925)
March 28, 2008 March 28, 2008 March 31, 2011 2.81% 1 month LIBOR 50,000 (1,660)
March 28, 2008 March 28, 2008 March 27, 2010 2.40% 1 month LIBOR 35,450 (634)
December 12, 2008 January 1, 2009 December 12, 2011 (2) (2) 20,245 21
December 23, 2008 January 5, 2009 December 22, 2011 1.86% 1 month LIBOR 16,637 (159)
379,819 (9,753)
(1) The fair value was determined by a discounted cash flow model based on changes in interest rates.
(2) Interest rate CAP at 4.75%.

We and MB REIT entered into a put/call agreement as a part of the MB REIT transaction. This agreement is considered a derivative instrument and is accounted for pursuant to SFAS No. 133. Derivatives are required to be recorded on the balance sheet at fair value. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are recognized in earnings. The fair value of the put/call agreement is estimated using the Black-Scholes model.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation)

Consolidated Financial Statements and Supplementary Data

Index Page
Report of Independent Registered Public Accounting Firm 38
Financial Statements:
Consolidated Balance Sheets at December 31, 2008 and 2007 39
Consolidated Statements of Operations and Other Comprehensive Income for the years ended December 31, 2008, 2007 and 2006 40
Consolidated Statement of Stockholders’ Equity for the years ended December 31, 2008, 2007 and 2006 42
Consolidated Statements of Cash Flows for the years ended December 31, 2008, 2007 and 2006 44
Notes to Consolidated Financial Statements 47
Real Estate and Accumulated Depreciation (Schedule III) 84

Schedules not filed:

All schedules other than the one listed in the Index have been omitted as the required information is inapplicable or the information is presented in the financial statements or related notes.

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Inland American Real Estate Trust, Inc.:

We have audited the accompanying consolidated balance sheets of Inland American Real Estate Trust, Inc. and subsidiaries as of December 31, 2008 and 2007, and the related consolidated statements of operations and other comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2008. In connection with our audits of the consolidated financial statements, we also have audited the financial statement schedule III. These consolidated financial statements and financial statement schedule are the responsibility of the management of Inland American Real Estate Trust, Inc. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements 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 consolidated financial statements referred to above present fairly, in all material respects, the financial position of Inland American Real Estate Trust, Inc. and subsidiaries as of December 31, 2008 and 2007, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2008, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

/s/ KPMG LLP

Chicago, Illinois

March 30, 2009

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INLAND AMERICAN REAL ESTATE TRUST, INC.

(A Maryland Corporation)

Consolidated Balance Sheets

(Dollar amounts in thousands)

Assets
Assets:
Investment properties:
Land $ 1,481,920 $ 1,162,281
Building and other improvements 6,735,022 5,004,809
Construction in progress 318,440 204,218
Total 8,535,382 6,371,308
Less accumulated depreciation (406,235) (160,046)
Net investment properties 8,129,147 6,211,262
Cash and cash equivalents 945,225 409,360
Restricted cash and escrows (Note 2) 72,704 42,161
Investment in marketable securities (Note 5) 229,149 248,065
Investment in unconsolidated entities (Note 1) 742,510 482,876
Accounts and rents receivable (net of allowance of $3,064 and $1,069) 70,212 47,527
Notes receivable (Note 4) 480,774 281,221
Due from related parties (Note 3) 750 1,026
Intangible assets, net (Note 2) 383,509 352,106
Deferred costs, net 45,323 51,869
Other assets (Note 1) 34,585 80,733
Deferred tax asset 2,978 3,552
Total assets $ 11,136,866 $ 8,211,758
Liabilities and Stockholders’ Equity
Liabilities:
Mortgages, notes and margins payable (Note 8) $ 4,437,997 $ 3,028,647
Accounts payable and accrued expenses 49,305 58,436
Distributions payable 40,777 28,008
Accrued real estate taxes 31,371 24,636
Advance rent and other liabilities 82,568 60,748
Intangible liabilities, net (Note 2) 43,722 40,556
Other financings (Note 1) 47,762 61,665
Due to related parties (Note 3) 4,607 5,546
Deferred income tax liability 1,470 1,506
Total liabilities 4,739,579 3,309,748
Commitments and contingencies (Note 13)
Minority interests (Note 1) 284,725 287,915
Stockholders’ equity:
Preferred stock, $.001 par value, 40,000,000 shares authorized, none outstanding - -
Common stock, $.001 par value, 1,460,000,000 shares authorized, 794,574,007 and 548,168,989 shares issued and outstanding 795 548
Additional paid in capital (net of offering costs of $800,019 and $557,122, of which $762,612 and $530,522 was paid or accrued to affiliates 7,129,945 4,905,710
Accumulated distributions in excess of net income (loss) (1,011,757) (227,885)
Accumulated other comprehensive income (loss) (6,421) (64,278)
Total stockholders’ equity 6,112,562 4,614,095
Total liabilities and stockholders’ equity $ 11,136,866 $ 8,211,758

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Consolidated Statements of Operations and Other Comprehensive Income (Dollar amounts in thousands, except per share amounts)

December 31, 2008 December 31, 2007 December 31, 2006
Income:
Rental income $ 418,282 $ 280,736 $ 98,419
Tenant recovery income 70,607 55,192 21,547
Other property income 30,265 16,416 3,236
Lodging income 531,584 126,392 -
Total income 1,050,738 478,736 123,202
Expenses:
General and administrative expenses to related parties 9,651 6,412 4,318
General and administrative expenses to non-related parties 24,436 13,054 3,295
Property and lodging operating expenses to related parties 19,753 14,328 4,850
Property operating expenses to non- related parties 64,861 45,350 16,101
Lodging operating expenses 313,939 75,412 -
Real estate taxes 71,142 39,665 11,840
Depreciation and amortization 320,792 174,163 49,681
Provision for asset impairment 33,809 - -
Provision for goodwill impairment 11,199 - -
Business manager management fee 18,500 9,000 2,400
Total expenses 888,082 377,384 92,485
Operating income $ 162,656 $ 101,352 $ 30,717
Interest and dividend income 81,274 84,288 22,164
Other income (loss) 211 (2,145) (28)
Interest expense (231,822) (108,060) (31,553)
Gain on extinguishment of debt 7,760 - -
Equity in earnings (loss) of unconsolidated entities (46,108) 4,477 1,903
Impairment of investment in unconsolidated entities (61,993) (10,084) -
Realized gain (loss) and impairment on securities, net (262,105) (2,466) 4,096
Income (loss) before income taxes and minority interest $ (350,127) $ 67,362 $ 27,299
Income tax expense (Note 10) (6,124) (2,093) (1,393)
Minority interests (8,927) (9,347) (24,010)
Net income (loss) applicable to common shares $ (365,178) $ 55,922 $ 1,896

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Consolidated Statements of Operations and Other Comprehensive Income (Dollar amounts in thousands, except per share amounts)

December 31, 2008 December 31,2007 December 31, 2006
Other comprehensive income (loss):
Unrealized gain (loss) on investment securities (195,194) (87,214) 24,384
Reversal of unrealized (gain) loss to realized gain (loss) on investment securities 262,105 2,466 (4,096)
Unrealized gain (loss) on derivatives (9,054) - -
Comprehensive income (loss) $ (307,321) $ (28,826) $ 22,184
Net income (loss) available to common shareholders per common share, basic and diluted (Note 12) $ (0.54) $ .14 $ .03
Weighted average number of common shares outstanding, basic and diluted 675,320,438 396,752,280 68,374,630

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Consolidated Statements of Stockholders’ Equity

(continued)

(Dollar amounts in thousands)

For the years ended December 31, 2008, 2007 and 2006

Balance at January 1, 2006 Number of Shares — 9,873,834 $ 10 $ 86,410 $ (1,919) $ 182 $ 84,683
Net income applicable to common shares - - - 1,896 - 1,896
Unrealized gain on investment securities - - - - 24,384 24,384
Reversal of unrealized (gain) loss to realized gain (loss) on investment securities - - - - (4,096) (4,096)
Distributions declared - - - (41,178) - (41,178)
Proceeds from offering 156,569,365 157 1,562,073 - - 1,562,230
Offering costs - (164,865) - - (164,865)
Proceeds from distribution reinvestment program 2,202,357 2 20,920 - - 20,922
Shares repurchased (25,406) - (235) - - (235)
Issuance of stock options and discounts on shares issued to affiliates - - 200 - - 200
Balance at December 31, 2006 168,620,150 $ 169 $ 1,504,503 $ (41,201) $ 20,470 $ 1,483,941
Net income applicable to common shares - - - 55,922 - 55,922
Unrealized loss on investment securities - - - - (87,214) (87,214)
Reversal of unrealized (gain) loss to realized gain (loss) on investment securities - - - - 2,466 2,466
Distributions declared - - - (242,606) - (242,606)
Proceeds from offering 366,968,611 364 3,659,182 - - 3,659,546
Offering costs - - (379,110) - - (379,110)
Proceeds from distribution reinvestment program 13,869,258 16 131,748 - - 131,764
Shares repurchased (1,289,030) (1) (11,924) - - (11,925)
Issuance of stock options and discounts on shares issued to affiliates - - 1,311 - - 1,311
Balance at December 31, 2007 548,168,989 $ 548 $ 4,905,710 $ (227,885) $ (64,278) $ 4,614,095

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Consolidated Statements of Stockholders’ Equity

(continued)

(Dollar amounts in thousands)

For the years ended December 31, 2008, 2007 and 2006

Balance at December 31, 2007 Number of Shares — 548,168,989 $ 548 $ 4,905,710 $ (227,885) $ (64,278) $ 4,614,095
Net loss applicable to common shares - - - (365,178) - (365,178)
Unrealized gain (loss) on investment securities - - - - (195,194) (195,194)
Reversal of unrealized (gain) loss to realized gain (loss) on investment securities - - - - 262,105 262,105
Unrealized gain (loss) on derivatives - - - - (9,054) (9,054)
Distributions declared - - - (418,694) - (418,694)
Proceeds from offering 231,961,443 232 2,327,910 - - 2,328,142
Offering costs - - (242,897) - - (242,897)
Proceeds from distribution reinvestment program 25,485,006 26 242,087 - - 242,113
Shares repurchased (11,041,431) (11) (102,993) - - (103,004)
Issuance of stock options and discounts on shares issued to affiliates - - 128 - - 128
Balance at December 31, 2008 794,574,007 $ 795 $ 7,129,945 $ (1,011,757) $ (6,421) $ 6,112,562

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Consolidated Statements of Cash Flows

(Dollar amounts in thousands)

December 31, 2008 December 31, 2007 December 31, 2006
Cash flows from operations:
Net income (loss) applicable to common shares $ (365,178) $ 55,922 $ 1,896
Adjustments to reconcile net income (loss) applicable to common shares to net cash provided by operating activities:
Depreciation 249,195 121,063 36,231
Amortization 71,597 53,100 13,029
Amortization of loan fees 9,730 5,305 546
Amortization on acquired above market leases 2,777 2,558 574
Amortization on acquired below market leases (5,185) (2,714) (977)
Amortization of mortgage discount/premium 1,689 1,356 294
Amortization of note receivable discount (3,208) - -
Amortization of above/below market ground lease 132 - -
Provision for asset impairment 33,809 - -
Provision for goodwill impairment 11,199 - -
Straight-line rental income (17,457) (12,764) (4,588)
Straight-line rental expense 179 75 66
Extinguishment of debt (7,760) - -
Other expense (income) (211) 80 435
Minority interests 8,927 9,347 24,010
Equity in loss (earnings) of unconsolidated entities 46,108 (4,477) (778)
Distributions from unconsolidated entities 2,522 7,529 -
Impairment of investment in unconsolidated entities 61,993 10,084 -
Discount on shares issued to affiliates 128 1,311 200
Realized (gain) loss on investments in securities 15,941 (19,280) (4,096)
Impairment of investments in securities 246,164 21,746 -
Changes in assets and liabilities:
Accounts and rents receivable 542 (17,641) (8,606)
Accounts payable and other liabilities 4,585 36,592 5,519
Other assets 2,987 (10,392) (3,518)
Accrued real estate taxes 3,334 (3,484) 6,905
Prepaid rental and recovery income 8,954 7,991 (2,652)
Due to related parties 908 - -
Deferred income tax liability (36) 113 1,393
Net cash flows provided by operating activities 384,365 263,420 65,883
Cash flows from investing activities:
Purchase of Winston Hotels - (532,022) -
Purchase of Apple Five - (617,175) -
Purchase of RLJ Hotels (503,065) - -
Purchase of investment securities (228,411) (266,950) (131,470)
Sale of investment securities 47,464 75,115 36,941
Restricted escrows (41,446) 2,453 12,341
Rental income under master leases 484 576 245
Acquired in-place lease intangibles (55,301) (186,112) (173,261)
Tenant improvement payable (184) (2,196) (2,754)
Purchase of investment properties (981,183) (2,423,853) (1,235,124)
Capital expenditures and tenant improvements (83,918) (24,795) (470)
Acquired above market leases (490) (6,898) (8,663)

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Consolidated Statements of Cash Flows

(continued)

(Dollar amounts in thousands)

December 31, 2008 December 31, 2007 December 31, 2006
Acquired below market leases 2,696 22,270 18,918
Investment in development projects (137,187) (196,628) -
Sale of investment properties 27,659 - -
Investment in unconsolidated entities (411,961) (448,727) (11,224)
Distributions from unconsolidated entities 41,704
Payment of leasing fees and franchise fees (3,693) (3,262) (91)
Funding of notes receivable (218,733) (230,243) (53,152)
Payoff of notes receivable 22,388 19,326 -
Acquisition of joint venture interest (10,823) - -
Other assets 49,175 (54,283) (4,250)
Net cash flows used in investing activities (2,484,825) (4,873,404) (1,552,014)
Cash flows from financing activities:
Proceeds from offering 2,328,142 3,659,546 1,562,233
Proceeds from the dividend reinvestment program 242,113 131,764 20,919
Shares repurchased (103,004) (11,925) (235)
Payment of offering costs (246,777) (379,418) (160,089)
Proceeds from mortgage debt and notes payable 1,021,844 1,566,482 604,566
Payoffs of mortgage debt (138,707) (20,194) -
Principal payments of mortgage debt (3,375) (929) (794)
Proceeds (payoff) from margin securities debt (35,113) 25,529 33,833
Payment of loan fees and deposits (11,032) (18,618) (13,033)
Distributions paid (405,925) (222,697) (33,394)
Distributions paid to minority interests (12,117) (11,050) (29,658)
Due from related parties 276 (938) 363
Due to related parties - (700) (6,258)
Proceeds of issuance of preferred shares and common shares – MB REIT - - 40,125
Redemption of preferred shares - MB REIT - - (264,003)
Sponsor advances - - (3,081)
Net cash flows provided by financing activities 2,636,325 4,716,852 1,751,494
Net increase in cash and cash equivalents 535,865 106,868 265,363
Cash and cash equivalents, at beginning of period 409,360 302,492 37,129
Cash and cash equivalents, at end of period $ 945,225 $ 409,360 $ 302,492
Supplemental disclosure of cash flow information:
Purchase of investment properties $ (1,131,748) $ (2,593,881) (1,535,356)
Tenant improvement liabilities assumed at acquisition 112 1,212 4,632
Real estate tax liabilities assumed at acquisition 1,308 13,069 529
Security deposit liabilities assumed at acquisition 552 1,331 900
Assumption of mortgage debt at acquisition 147,423 137,210 245,375

See accompanying notes to the consolidated financial statements.

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INLAND AMERICAN REAL ESTATE TRUST, INC.

(A Maryland Corporation)

Consolidated Statements of Cash Flows

(continued)

(Dollar amounts in thousands)

December 31, 2008 December 31, 2007 December 31, 2006
Mortgage discount/premium recorded at acquisition 205 2,128 (3,814)
Asset retirement obligation liability recorded at acquisition - - 8,919
Assumption of lender held escrows at acquisition - 1,175 (4,047)
Other assets recorded at acquisition - - (24)
Other financings 965 13,903 47,762
(981,183) (2,423,853) (1,235,124)
Purchase of Winston Hotels - (843,137) -
Assumption of mortgage debt at acquisition - 209,952 -
Assumption of minority interest at acquisition - 1,320 -
Cash assumed at acquisition - 65,978 -
Net liabilities assumed at acquisition - 33,865 -
- (532,022) -
Purchase of Apple Five - (699,345) -
Cash assumed at acquisition - 78,898 -
Net liabilities assumed at acquisition - 3,272 -
- (617,175) -
Purchase of RLJ Hotels (932,200) - -
Assumption of mortgage debt at acquisition 426,654 - -
Liabilities assumed at acquisition 2,481 - -
(503,065) - -
Cash paid for interest, net capitalized interest of $7,032 and $2,488 for 2008 and 2007 $ 219,419 $ 99,553 $ 30,462
Supplemental schedule of non-cash investing and financing activities:
Distributions payable $ 40,777 $ 28,008 $ 8,099
Accrued offering costs payable $ 1,201 $ 5,081 $ 5,389
Write off of in-place lease intangibles, net $ 6,258 $ 2,136 $ 411
Write off of building and other improvements $ - $ - $ 180
Write off of above market lease intangibles, net $ 326 $ 186 $ -
Write off of below market lease intangibles, net $ 2,324 $ 40 $ -
Write off of loan fees, net $ 51 $ 39 $ -
Write off leasing commissions, net $ 36 $ - $ -

See accompanying notes to the consolidated financial statements.

-46-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(1) Organization

Inland American Real Estate Trust, Inc. (the “Company”) was formed on October 4, 2004 (inception) to acquire and manage a diversified portfolio of commercial real estate, primarily retail properties and multi-family (both conventional and student housing), office, industrial and lodging properties, located in the United States and Canada. The Business Management Agreement (the “Agreement”) provides for Inland American Business Manager & Advisor, Inc. (the “Business Manager”), an affiliate of the Company’s sponsor, to be the business manager to the Company. On August 31, 2005, the Company commenced an initial public offering (the “Initial Offering”) of up to 500,000,000 shares of common stock (“Shares”) at $10.00 each and the issuance of 40,000,000 shares at $9.50 per share available to be distributed pursuant to the Company’s distribution reinvestment plan. On August 1, 2007, the Company commenced a second public offering (the “Second Offering”) of up to 500,000,000 shares of common stock at $10.00 per share and up to 40,000,000 shares at $9.50 per share available to be distributed through the Company’s distribution reinvestment plan.

The Company is qualified and has elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended, for federal income tax purposes commencing with the tax year ended December 31, 2005. Since the Company qualifies for taxation as a REIT, the Company generally will not be subject to federal income tax on taxable income that is distributed to stockholders. A REIT is subject to a number of organizational and operational requirements, including a requirement that it currently distributes at least 90% of its REIT taxable income (subject to certain adjustments) to its stockholders. If the Company fails to qualify as a REIT in any taxable year, without the benefit of certain relief provisions, the Company will be subject to federal and state income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property, or net worth and federal income and excise taxes on its undistributed income.

The Company has elected to treat certain of its consolidated subsidiaries, and may in the future elect to treat newly formed subsidiaries, as taxable REIT subsidiaries pursuant to the Internal Revenue Code. Taxable REIT subsidiaries may participate in non-real estate related activities and/or perform non-customary services for tenants and are subject to federal and state income tax at regular corporate tax rates. The Company’s hotels are leased to certain of the Company’s taxable REIT subsidiaries. Lease revenue from these taxable REIT subsidiaries and its wholly-owned subsidiaries is eliminated in consolidation.

The accompanying Consolidated Financial Statements include the accounts of the Company, as well as all wholly owned subsidiaries and consolidated joint venture investments. Wholly owned subsidiaries generally consist of limited liability companies (LLCs) and limited partnerships (LPs). The effects of all significant intercompany transactions have been eliminated.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Consolidated entities

Minto Builders (Florida), Inc.

On October 11, 2005, the Company entered into a joint venture with Minto (Delaware), LLC, or Minto Delaware who owned all of the outstanding equity of Minto Builders (Florida), Inc. (“MB REIT”) prior to October 11, 2005. Pursuant to the terms of the purchase agreement, the Company purchased 920,000 shares of common stock of MB REIT at a price of $1,276 per share for a total investment of approximately $1,172,000 in MB REIT. MB REIT is not considered a Variable Interest Entity (“VIE”) as defined in FASB Interpretation No. 46R (Revised 2003): “Consolidation of Variable Interest Entities - An Interpretation of ARB No. 51” (“FIN 46(R)”), however the Company has a controlling financial interest in MB REIT, has the direct ability to make major decisions for MB REIT through its voting interests, and holds key management positions in MB REIT. Therefore this entity is consolidated by the Company and the outside ownership interests are reflected as minority interests in the accompanying consolidated financial statements.

A put/call agreement that was entered into by the Company and MB REIT as a part of the MB REIT transaction on October 11, 2005 grants Minto (Delaware), LLC, referred to herein as MD, certain rights to sell its shares of MB REIT stock back to MB REIT. The agreement is considered a free standing financial instrument and is accounted for pursuant to Statement of Financial Accounting Standard No. 150 “Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity” (“Statement 150”) and Statement of Financial Accounting Standards No. 133 “Accounting for Derivative Financial Instruments and Hedging Activities” (“Statement 133”). Derivatives, whether designated in hedging relationships or not, are recorded on the balance sheet at fair value. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are recognized in earnings. This derivative was not designated as a hedge and the change in fair value is recorded in other income (loss) in the accompanying consolidated statements of operations and other comprehensive income.

Utley Residential Company L.P.

On May 18, 2007, the Company’s wholly-owned subsidiary, Inland American Communities Group, Inc. (“Communities”), purchased certain assets of Utley Residential Company L.P. related to the development of conventional and student housing for approximately $23,100, including rights to its existing development projects. The Company paid $13,100 at closing and $5,000 on June 5, 2008 as a result of Utley presenting $360,000 in developments meeting certain investment criteria.

Consolidated Developments

The Company has ownership interests in three consolidated development joint ventures. Village at Stonebriar, LLC is a retail shopping center development in Plano, Texas, which the Company contributed $20,000 and is entitled to receive a 12% preferred distribution. Stone Creek Crossing, L.P. is a retail shopping center development in San Marcos, Texas, which the Company contributed $25,762 and is entitled to receive an 11% preferred return. Village at Stonebriar, LLC and Stone Creek Crossing, L.P. are considered VIEs as defined in FIN 46(R), and the Company is considered the primary beneficiary for both joint ventures. Therefore, these entities are consolidated by the Company and the outside interests are reflected as minority interests in the accompanying consolidated financial statements.

On January 24, 2008, the Company entered into a joint venture, Woodbridge Crossing, L.P., to acquire certain land located in Wylie, Texas and develop a shopping center. As of December 31, 2008, the Company has contributed approximately $19,500 to the venture and is entitled to receive an 11% preferred return. Woodbridge is considered a VIE as defined in FIN 46(R), and the Company is considered the primary beneficiary. Therefore, this entity is consolidated by the Company and the outside interests are reflected as minority interests in the accompanying consolidated financial statements.

-48-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Other

The Company has ownership interests of 67% in various LLCs which own nine shopping centers. These entities are considered VIEs as defined in FIN 46(R), and the Company is considered the primary beneficiary of each LLC. Therefore, these entities are consolidated by the Company. The LLC agreements contain put/call provisions which grant the right to the outside owners and the Company to require the LLCs to redeem the ownership interests of the outside owners during future periods. These put/call agreements are embedded in each LLC agreement and are accounted for in accordance with EITF 00-04 “Majority Owner’s Accounting for a Transaction in the Shares of a Consolidated Subsidiary and a Derivative Indexed to the Minority Interest in that Subsidiary.” Because the outside ownership interests are subject to a put/call arrangement requiring settlement for a fixed amount, the LLCs are treated as 100% owned subsidiaries by the Company with the amount due the outside owners reflected as a financing and included within other financings in the accompanying Consolidated Financial Statements. Interest expense is recorded on these liabilities in an amount generally equal to the preferred return due to the outside owners as provided in the LLC agreements.

Unconsolidated entities

The entities listed below are owned by us and other unaffiliated parties in joint ventures. Net income, cash flow from operations and capital transactions for these properties are allocated to us and our joint venture partners in accordance with the respective partnership agreements. Except as otherwise noted below, these joint ventures are not considered Variable Interest Entities as defined in FIN 46(R); however, the Company does have significant influence over, but does not control the ventures. The Company’s partners manage the day-to-day operations of the properties and hold key management positions. Therefore, these entities are not consolidated by the Company and the equity method of accounting is used to account for these investments. Under the equity method of accounting, the net equity investment of the Company and the Company’s share of net income or loss from the unconsolidated entity are reflected on the consolidated balance sheets and the consolidated statements of operations. For the year ended December 31, 2008, we recorded a $10,579 impairment on a development joint venture, in addition to the Feldman impairment discussed below.

Joint Venture — Net Lease Strategic Asset Fund L.P. (a) Description — Diversified portfolio of net lease assets Ownership % — 85% $ 201,798 $ 122,430
Cobalt Industrial REIT II (b) Industrial portfolio 24% 66,217 51,215
LIP Holdings, LLC (c) Diversified real estate fund (c) 185,983 160,375
D.R. Stephens Institutional Fund, LLC (d) Industrial and R&D assets 90% 76,258 57,974
New Stanley Associates, LLLP (e) Lodging facility 60% 9,368 9,621
Chapel Hill Hotel Associates, LLC (e) Courtyard by Marriott lodging facility 49% 9,079 10,394
Marsh Landing Hotel Associates, LLC (e) Hampton Inn lodging facility 49% 4,934 4,802

-49-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Joint Venture Description Ownership % Investment at December 31, 2008
Jacksonville Hotel Associates, LLC (e) Courtyard by Marriott lodging facility 48% 2,322 2,464
Inland CCC Homewood Hotel LLC (f) Lodging development 83% 4,143 1,846
Feldman Mall Properties, Inc. (g) Publicly traded shopping center REIT (g) - 53,964
Oak Property & Casualty LLC (h) Insurance Captive 22% 990 885
L-Street Marketplace, LLC (i) Retail center development 20% 6,171 6,906
Weber/Inland American Lewisville TC, LP Retail center development (j) 8,016 -
Concord Debt Holdings, LLC Real estate loan fund (k) 67,859 -
Wakefield Capital, LLC Senior housing portfolio (l) 97,267 -
Skyport Hotels JV, LLC Lodging development (m) 2,105 -
$ 742,510 $ 482,876

(a)

On December 20, 2007, the Company entered into a venture with Net Lease Strategic Assets Fund L.P. and acquired 43 primarily single-tenant net leased assets from Lexington Realty Trust and its subsidiaries. We contributed approximately $94,328 and $121,900 in 2008 and 2007, respectively, for a total of $216,228 to the venture for the purchase of these properties. We are entitled to a 9% preferred dividend on our investment.

(b)

On June 29, 2007, the Company entered into the venture to invest up to $149,000 in shares of common beneficial interest. The Company’s investment gives it the right to earn a preferred dividend equal to 9% per annum.

(c)

On June 8, 2007, the Company entered into the venture for the purpose of funding the development and ownership of real estate projects in the office, distribution, retail, healthcare and mixed-use markets. Under the joint venture agreement, the Company invested $227,000 in exchange for the Class A Participating Preferred Interests which will entitle the Company to a 9.5% preferred dividend. The Company owns 5% of the common stock and 100% of the preferred.

(d)

On April 27, 2007, the Company entered into the venture to acquire and redevelop or reposition industrial and research and development oriented properties located initially in the San Francisco Bay and Silicon Valley areas. Under the joint venture agreement the Company is required to invest approximately $90,000 and is entitled to earn a preferred return equal to 8.5% per annum.

-50-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(e)

Through the acquisition of Winston on July 1, 2007, the Company acquired joint venture interests in four hotels.

(f)

On September 20, 2007, the Company entered into a venture agreement for the purpose of developing a 111 room hotel in Homewood, Alabama.

(g)

The Company currently owns 1,283,500 common shares of Feldman Mall Properties, Inc. (“Feldman”) which represent 9.86% of the total outstanding shares at December 31, 2008. The Company has purchased 2,000,000 shares of series A preferred stock of Feldman Mall Properties, Inc. at a price of $25.00 per share, for a total investment of $50,000.

Under Accounting Principles Board (APB) Opinion No. 18 (“The Equity Method of Accounting for Investments in Common Stock”), the Company evaluates its equity method investments for impairment indicators. The valuation analysis considers the investment positions in relation to the underlying business and activities of the Company’s investment. The underlying activities of Feldman have continued to report losses and cash-flow deficits that will impact their ability to meet their obligations. In addition, the retail market and its impact to the mall sector significantly deteriorated in the fourth quarter of 2008 and a recovery is not likely in the near term. Based on the combination of these factors, the Company has concluded that our investment in Feldman has experienced a decline that is believed to be other-than-temporary. Accordingly, the Company has recorded an impairment charge of $46,794 in the fourth quarter of 2008 and a total of $51,419 for the year ended December 31, 2008. An impairment charge of $10,084 was recorded for the year ended December 31, 2007. Such impairment charge reduces the carrying value of the investment in Feldman to $0 as of December 31, 2008.

(h)

The Company is a member of a limited liability company formed as an insurance association captive (the “Insurance Captive”), which is owned in equal proportions by the Company and two other related REITs sponsored by the Company’s sponsor, Inland Real Estate Corporation and Inland Western Retail Real Estate Trust, Inc. and serviced by an affiliate of the Business Manager, Inland Risk and Insurance Management Services Inc. The Insurance Captive was formed to initially insure/reimburse the members’ deductible obligations for the first $100 of property insurance and $100 of general liability insurance. The Company entered into the Insurance Captive to stabilize its insurance costs, manage its exposures and recoup expenses through the functions of the captive program. This entity is considered to be a VIE as defined in FIN 46(R) and the Company is not considered to be the primary beneficiary. This investment is accounted for utilizing the equity method of accounting.

(i)

On October 16, 2007, the Company entered into a venture agreement to develop a retail center, known as the L Street Marketplace. The total cost of developing the land is expected to be approximately $57,200. As of December 31, 2008, we had contributed $7,000 to the venture. Operating proceeds will be distributed 80% to 120-L and 20% to us. The Company also is entitled to receive a preferred return equal to 9.0% of our capital contribution, which is paid outside of the joint venture. This entity is considered to be a VIE as defined in FIN 46(R) and the Company is not considered to be the primary beneficiary.

(j)

On April 3, 2008, the Company entered into a joint venture with Weber/Inland American Lewisville TC, LP to develop a retail center located in Lewisville, Texas. The Company contributed $10,200 to the venture and is entitled to receive a preferred return equal to 11% per annum on the capital contribution, which is paid outside the joint venture. This entity is considered to be a VIE as defined in FIN 46(R) and the Company is not considered to be the primary beneficiary.

-51-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(k)

On August 2, 2008, the Company entered into a joint venture with Lex-Win Concord LLC, with the purpose of originating and acquiring real estate securities and real estate related loans. Under the terms of the joint venture agreement, the Company initially contributed $20,000 to the venture in exchange for preferred membership interests in the venture, with additional contributions, up to $100,000.

(l)

On July 9, 2008, the Company invested $100,000 in Wakefield Capital, LLC in exchange for a Series A Convertible Preferred Membership interest and is entitled to a 10.5% preferred dividend. Wakefield owns 117 senior living properties containing 7,311 operating units/beds, one medical office building and a research campus totaling 313,204 square feet.

(m)

On July 11, 2008, the Company entered into a joint venture to develop two hotels with approximately 322 rooms in San Jose, California.

Financial Information of Unconsolidated Entities

The Company’s carrying value of its investment in unconsolidated entities differs from its share of the partnership or members equity reported in the combined balance sheet of the unconsolidated entities because the Company’s cost of its investment exceeds the historical net book values of the unconsolidated entities. The Company’s additional basis allocated to depreciable assets is recognized on a straight-line basis over 30 years.

2008 2007
Balance Sheets:
Assets:
Real estate, net of accumulated depreciation $ 2,354,601 $ 1,438,615
Real estate debt and securities investments 984,158 -
Other assets 481,621 455,879
Total Assets $ 3,820,380 $ 1,894,494
Liabilities and Partners’ and Shareholders’ Equity:
Mortgage debt $ 2,210,938 $ 929,232
Other liabilities 129,360 109,147
Partners’ and shareholders’ equity 1,480,082 856,115
Total Liabilities and Partners’ and Shareholders’ Equity $ 3,820,380 $ 1,894,494
Our share of historical partners’ and shareholders’ equity $ 724,197 $ 475,183
Net excess of cost of investments over the net book value of underlying net assets (net of accumulated depreciation of $775 and $394, respectively) 18,313 7,693
Carrying value of investments in unconsolidated entities $ 742,510 $ 482,876

-52-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

2008 2007 2006
Statements of Operations:
Revenues $ 248,406 $ 115,518 $ 65,605
Expenses:
Interest expense and loan cost amortization $ 82,381 $ 31,137 $ 16,435
Depreciation and amortization 85,279 31,684 17,394
Operating expenses, ground rent and general and administrative expenses 89,283 63,657 40,729
Impairments 67,614 - -
Total expenses $ 324,557 $ 126,478 $ 74,558
Net income before gain on sale of real estate $ (76,151) $ (10,960) $ (8,953)
Gain on sale of real estate - 15,866 29,397
Net income (loss) $ (76,151) $ 4,906 $ 20,444
Our share of:
Net income, net of excess basis depreciation of $381, $394 and $0 $ (46,108) $ 4,477 $ 1,903
Depreciation and amortization (real estate related) $ 53,761 $ 6,538 $ 1,697

Feldman is included in the results of 2006 and 2007, but not in the 2008 results, as the value of the Company’s investment was reduced to $0 during the year ended December 31, 2008.

The unconsolidated entities had total third party debt of $2,210,938 at December 31, 2008 that matures as follows:

2009 164,619
2010 370,360
2011 256,732
2012 246,806
2013 43,126
Thereafter 1,129,295
2,210,938

The debt maturities disclosed in the table above are not recourse to the Company and the Company has no obligation to fund.

-53-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Significant Acquisitions

RLJ Acquisition

On February 8, 2008, the Company consummated the merger among its wholly-owned subsidiary, Inland American Urban Hotels, Inc., and RLJ Urban Lodging Master, LLC and related entities, referred to herein as “RLJ.” RLJ owned twenty-two full and select service lodging properties at the time of the merger. This portfolio includes, among others, four Residence Inn® by Marriott hotels, four Courtyard by Marriott® hotels, four Hilton Garden Inn® hotels and two Embassy Suites® hotels, containing an aggregate of 4,059 rooms.

The transaction valued RLJ at approximately $932,200 which included (i) the purchase of 100% of the outstanding membership interests of RLJ for $466,419; (ii) an acquisition fee paid to the Business Manager of $22,326; (iii) professional fees and other transactional costs of $1,944; (iv) the assumption of $426,654 of mortgages payable; (v) the assumption of $2,481 accounts payable and accrued liabilities; and (vi) interest rate swap breakage and loan fees of $12,376. The Company also funded $22,723 in working capital and lender escrows. Goodwill related to the acquisition was $38,170 and was allocated to three of the twenty-two hotels. Goodwill was tested for impairment under SFAS 142, and an impairment charge of $11,199 was recorded for the year ended December 31, 2008. At December 31, 2007, the Company had deposited $45,000 in an earnest money deposit that was included in other assets. The deposit was used to complete the RLJ merger.

The following condensed pro forma financial information is presented as if the acquisition of RLJ had been consummated as of January 1, 2008, for the pro forma year ended December 31, 2008 and January 1, 2007, for the pro forma year ended December 31, 2007. The following condensed pro forma financial information is not necessarily indicative of what actual results of operations of the Company would have been assuming the acquisitions had been consummated at the beginning of January 1, 2008, for the pro forma year ended December 31, 2008 and January 1, 2007, for the pro forma year ended December 31, 2007, nor does it purport to represent the results of operations for future periods.

Year ended Year ended
December 31, 2008 (unaudited) December 31, 2007 (unaudited)
Total income $ 1,066,367 $ 657,311
Net income (loss) $ (356,883) $ 43,045
Net income available to common shareholders per common share $ (.53) $ .11

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:

Investments in properties $
Goodwill $ 38,170
Other assets $ 5,968
Total assets acquired $ 932,200

-54-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Debt $
Other liabilities $ 2,481
Net assets acquired $ 503,065

Woodlands Acquisition

On November 21, 2007, the Company acquired the Woodlands Waterway Marriott Hotel in Houston, Texas for approximately $137,000. As a result of the acquisition, goodwill was recorded in the amount of $7,466. Per SFAS 142, goodwill was tested for impairment at December 31, 2008. No impairment was necessary as of December 31, 2008 or 2007.

Apple Acquisition

On October 5, 2007, the Company consummated the merger among its wholly-owned subsidiary, Inland American Orchard Hotels, Inc. (“Acquisition Sub”), and Apple Hospitality Five, Inc., referred to herein as “Apple.” Apple, was a public, non-listed real estate investment trust headquartered in Richmond, Virginia, which owned upscale, extended-stay and select-service lodging properties and other limited-service lodging properties. At the time of the merger Apple owned twenty-seven hotels, including eleven Residence Inn by Marriott hotels, nine Courtyard by Marriott hotels, one SpringHill Suites by Marriott hotel, four Homewood Suites by Hilton hotels and two Hilton Garden Inn hotels. The hotels are located in fourteen states and, in aggregate, consist of 3,439 rooms.

Pursuant to the merger agreement, Apple merged with and into Acquisition Sub, with Acquisition Sub continuing as the surviving entity of the merger, and each share of common stock of Acquisition Sub was converted into one share of common stock of the surviving entity of the merger. Additionally, each issued and outstanding unit of Apple, equal to a share of Apple’s common stock and a share of Series A preferred stock (together, a “Unit”), and share of Apple Series B convertible preferred stock, on an as-converted basis, other than any dissenting shares, was converted into, and cancelled in exchange for $14.05 in cash. Each option to purchase the Units was converted into, and cancelled in exchange for, a cash payment equal to the product of: (1) number of Units subject to the option and (2) the difference between $14.05 and the exercise price set forth in the option. The total merger consideration was approximately $678,000.

The transaction valued Apple at approximately $699,345 which included (i) the purchase of 100% of the outstanding shares of common stock, Units and options for $14.05 per share or approximately $678,000, (ii) an acquisition fee to the Business Manager of $16,940, of which $2,000 was paid in shares of company common stock, (iii) professional fees and other transactional costs of $1,534, and (iv) the assumption of $3,272 of accounts payable and accrued liabilities.

The following condensed pro forma financial information is presented as if the acquisition of Apple had been consummated as of January 1, 2006, for the pro forma year ended December 31, 2006 and January 1, 2007 for the pro forma year ended December 31, 2007. The following condensed pro forma financial information is not necessarily indicative of what actual results of operations of the Company would have been assuming the acquisitions had been consummated at the beginning of January 1, 2006, for the pro forma year ended December 31, 2006 and January 1, 2007 for the pro forma year ended December 31, 2007, nor does it purport to represent the results of operations for future periods.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Year ended Year ended
December 31, 2007 December 31, 2006
(unaudited) (unaudited)
Total income $ 568,060 $ 233,741
Net income (loss) $ 52,090 $ (5,841)
Net income (loss) available to common shareholders per common share $ .13 $ (.09)

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:

Investment properties $
Cash 78,898
Other assets 12,540
Total assets acquired $ 699,345
Other liabilities 3,272
Net assets acquired $ 696,073

Winston Acquisition

On July 1, 2007, the Company completed a merger with Winston Hotels, Inc., referred to herein as “Winston,” in which the Company purchased 100% of the outstanding shares of common stock and Series B preferred stock of Winston. The transaction valued Winston at approximately $841,817, which included (i) the purchase of 100% of the outstanding shares of common stock of Winston for $15.00 per share or $441,200, (ii) the purchase of the Series B preferred stock of Winston at $25.38 per share in cash, plus the accrued and unpaid dividends for $95,200, (iii) the purchase of 100 units of partnership interest in WINN Limited Partnership, the operating partnership of Winston for $19,500, (iv) an acquisition fee to the Business Manager of $19,793, of which $4,500 was paid in shares of the Company’s common stock, (v) a $20,000 merger termination fee and reimbursement of expenses to Och-Ziff (vi) professional fees and other transactional costs of $2,307, (vii) the assumption of $209,952 of Winston’s outstanding debt and (viii) the assumption of $33,865 of accounts payable and accrued liabilities.

The following condensed pro forma financial information is presented as if the acquisition of Winston had been consummated as of January 1, 2006, for the pro forma year ended December 31, 2006 and January 1, 2007 for the pro forma year ended December 31, 2007. The following condensed pro forma financial information is not necessarily indicative of what actual results of operations of the Company would have been assuming the acquisition had been consummated at the beginning of January 1, 2006, for the pro forma year ended December 31, 2006 and January 1, 2007 for the pro forma year ended December 31, 2007, nor does it purport to represent the results of operations for future periods.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Year ended Year ended
December 31, December 31,
2007 (1) 2006
(unaudited) (unaudited)
Total income $ 574,158 $ 289,085
Net income (loss) (1) $ 49,407 $ 10,022
Net income (loss) available to common shareholders per common share $ .12 $ .15

(1)

The proforma net income for the year ended December 31, 2007 includes certain historical Winston expenses related to non-recurring expenses of $3,882 for an extinguishment of debt, $5,322 for a loss on sale of note receivable and $10,793 of merger-related general and administrative expenses, which result in an effect of approximately $(.05) per share. The proforma net income for the year ended December 31, 2006 includes non-recurring expenses of $3,961 for an extinguishment of debt, which results in an effect of approximately $(.06) per share.

The Company’s wholly owned indirect subsidiary, Inland American Winston Hotels, Inc., is the surviving entity of this merger. A holding company, Inland American Lodging Group, Inc., owns 100% of the stock of the lodging subsidiary, including the 100 partnership units of WINN.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:

Investment Properties $
Cash $ 65,978
Other assets 74,558
Total assets acquired $ 843,137
Mortgages and Notes 209,952
Other liabilities 33,865
Total liabilities assumed $ 243,817
Minority interest 1,320
Net assets acquired $ 598,000

(2) Summary of Significant Accounting Policies

The accompanying Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Revenue Recognition

The Company commences revenue recognition on its leases based on a number of factors. In most cases, revenue recognition under a lease begins when the lessee takes possession of or controls the physical use of the leased asset. Generally, this occurs on the lease commencement date. The determination of who is the owner, for accounting purposes, of the tenant improvements determines the nature of the leased asset and when revenue recognition under a lease begins. If the Company is the owner, for accounting purposes, of the tenant improvements, then the leased asset is the finished space and revenue recognition begins when the lessee takes possession of the finished space, typically when the improvements are substantially complete. If the Company concludes it is not the owner, for accounting purposes, of the tenant improvements (the lessee is the owner), then the leased asset is the unimproved space and any tenant improvement allowances funded under the lease are treated as lease incentives which reduces revenue recognized over the term of the lease. In these circumstances, the Company begins revenue recognition when the lessee takes possession of the unimproved space for the lessee to construct their own improvements. The Company considers a number of different factors to evaluate whether it or the lessee is the owner of the tenant improvements for accounting purposes. These factors include:

·

whether the lease stipulates how and on what a tenant improvement allowance may be spent;

·

whether the tenant or landlord retains legal title to the improvements;

·

the uniqueness of the improvements;

·

the expected economic life of the tenant improvements relative to the length of the lease; and

·

who constructs or directs the construction of the improvements.

The determination of who owns the tenant improvements, for accounting purposes, is subject to significant judgment. In making that determination, the Company considers all of the above factors. No one factor, however, necessarily establishes its determination.

Rental income is recognized on a straight-line basis over the term of each lease. The difference between rental income earned on a straight-line basis and the cash rent due under the provisions of the lease agreements is recorded as deferred rent receivable and is included as a component of accounts and rents receivable in the accompanying consolidated balance sheets.

Revenue for lodging facilities is recognized when the services are provided. Additionally, the Company collects sales, use, occupancy and similar taxes at its lodging facilities which it presents on a net basis (excluded from revenues) on our consolidated statements of operations.

The Company records lease termination income if there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the property and amounts due are considered collectible.

Staff Accounting Bulletin (“SAB”) 101, Revenue Recognition in Financial Statements, determined that a lessor should defer recognition of contingent rental income (i.e. percentage/excess rent) until the specified target (i.e. breakpoint) that triggers the contingent rental income is achieved. The Company records percentage rental revenue in accordance with SAB 101.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Consolidation

The Company considers FASB Interpretation No. 46(R) (Revised 2003): “Consolidation of Variable Interest Entities - An Interpretation of ARB No. 51” (“FIN 46(R)”), EITF 04-05: “Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights,” and SOP 78-9: “Accounting for Investments in Real Estate Ventures,” to determine the method of accounting for each of its partially-owned entities. In instances where the Company determines that a joint venture is not a VIE, the Company first considers EITF 04-05. The assessment of whether the rights of the limited partners should overcome the presumption of control by the general partner is a matter of judgment that depends on facts and circumstances. If the limited partners have either (a) the substantive ability to dissolve (liquidate) the limited partnership or otherwise remove the general partner without cause or (b) substantive participating rights, the general partner does not control the limited partnership and as such overcome the presumption of control by the general partner and consolidation by the general partner.

Reclassifications

Certain reclassifications have been made to the 2007 and 2006 financial statements to conform to the 2008 presentations. In the opinion of management, all adjustments (consisting only of normal recurring adjustments, except as otherwise noted) necessary for a fair presentation of the financial statements have been made.

Capitalization and Depreciation

Real estate acquisitions are recorded at cost less accumulated depreciation. Ordinary repairs and maintenance are expensed as incurred.

Depreciation expense is computed using the straight line method. Building and other improvements are depreciated based upon estimated useful lives of 30 years for building and improvements and 5-15 years for furniture, fixtures and equipment and site improvements.

Tenant improvements are amortized on a straight line basis over the life of the related lease as a component of depreciation and amortization expense.

Leasing fees are amortized on a straight-line basis over the life of the related lease as a component of depreciation and amortization.

Loan fees are amortized on a straight-line basis, which approximates the effective interest method, over the life of the related loans as a component of interest expense.

Direct and indirect costs that are clearly related to the construction and improvements of investment properties are capitalized under the guidelines of Statement of Financial Accounting Standards (“SFAS’) 67: “Accounting for Costs and Initial Rental Operations and Real Estate Projects.” Costs incurred for property taxes and insurance are capitalized during periods in which activities necessary to get the property ready for its intended use are in progress. Interest costs determined under guidelines of SFAS 34: “Capitalization of Interest Costs” (SFAS 34), are also capitalized during such periods. Additionally, pursuant to SFAS 58: “Capitalization of Interest Cost in Financial Statements That Include Investments Accounted for by the Equity Method,” the Company treats investments accounted for by the equity method as assets qualifying for interest capitalization provided (1) the investee has activities in progress necessary to commence its planned principal operations and (2) the investee’s activities include the use of such funds to acquire qualifying assets under SFAS 34.

Impairment

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

In accordance with Statement of Financial Accounting Standards (“SFAS”) 144 “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS 144”), the Company assesses the carrying values of our respective long-lived assets, whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Recoverability of the assets is measured by comparison of the carrying amount of the asset to the estimated future undiscounted cash flows. In order to review its assets for recoverability, the Company considers current market conditions, as well as its intent with respect to holding or disposing of the asset. Fair value is determined through various valuation techniques; including discounted cash flow models, quoted market values and third party appraisals, where considered necessary. If the Company’s analysis indicates that the carrying value of the long-lived asset is not recoverable on an undiscounted cash flow basis, the Company recognizes an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property.

The Company estimates the future undiscounted cash flows based on management’s intent as follows: (i) for real estate properties that the Company intends to hold long-term, including land held for development, properties currently under development and operating buildings, recoverability is assessed based on the estimated future net rental income from operating the property; (ii) for real estate properties that the Company intends to sell, including land parcels, properties currently under development and operating buildings, recoverability is assessed based on estimated proceeds from disposition that are estimated based on future net rental income of the property and expected market capitalization rates; and (iii) for costs incurred related to the potential acquisition or development of a real estate property, recoverability is assessed based on the probability that the acquisition or development is likely to occur as of the measurement date.

The use of projected future cash flows is based on assumptions that are consistent with our estimates of future expectations and the strategic plan the Company uses to manage its underlying business. However assumptions and estimates about future cash flows, discount rates and capitalization rates are complex and subjective. Changes in economic and operating conditions and the Company’s ultimate investment intent that occur subsequent to the impairment analyses could impact these assumptions and result in future impairment charges of the real estate properties.

During the year ended December 31, 2008, the Company determined that one development was impaired and recorded a $20,000 impairment. Additionally, the Company recorded an impairment charge of $13,809 in relation to the sale of a property. The impairments are included in provision for asset impairment on the consolidated statements of operations and other comprehensive income.

Derivative Instruments

In the normal course of business, the Company is exposed to the effect of interest rate changes. The Company limits these risks by following established risk management policies and procedures including the use of derivatives to hedge interest rate risk on debt instruments.

The Company has a policy of only entering into contracts with established financial institutions based upon their credit ratings and other factors. When viewed in conjunction with the underlying and offsetting exposure that the derivatives are designed to hedge, the Company has not sustained a material loss from those instruments nor does it anticipate any material adverse effect on its net income or financial position in the future from the use of derivatives.

The Company accounts for its derivative instruments in accordance with SFAS No. 133 “Accounting for Derivative Instruments and Hedging Activities” and its amendments (SFAS Nos. 137/138/149), which requires an entity to recognize all derivatives as either assets or liabilities in the statement of financial position and to measure those instruments at fair value. Additionally, the fair value adjustments will affect either shareholders’ equity or net income depending on whether the derivative instruments qualify as a hedge for accounting purposes and, if so, the nature of the hedging activity. When the terms of an underlying transaction are modified, or when the underlying transaction is terminated or completed, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income each period until the instrument matures. Any derivative instrument used for risk management that does not meet the hedging criteria

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

of SFAS No. 133 is marked-to-market each period. The Company does not use derivatives for trading or speculative purposes.

Marketable Securities

The Company classifies its investment in securities in one of three categories: trading, available-for-sale, or held-to-maturity. Trading securities are bought and held principally for the purpose of selling them in the near term. Held-to-maturity securities are those securities in which the Company has the ability and intent to hold the security until maturity. All securities not included in trading or held-to-maturity are classified as available-for-sale. Investment in securities at December 31, 2008 and December 31, 2007 consists of common stock investments that are all classified as available-for-sale securities and are recorded at fair value. Unrealized holding gains and losses on available-for-sale securities are excluded from earnings and reported as a separate component of other comprehensive income until realized. Realized gains and losses from the sale of available-for-sale securities are determined on a specific identification basis. A decline in the market value of any available-for-sale security below cost that is deemed to be other than temporary, results in a reduction in the carrying amount to fair value. The impairment is charged to earnings and a new cost basis for the security is established. In accordance with Statement of Financial Accounting Standards No. 115 “Accounting for Certain Investments in Debt and Equity Securities,” when a security is impaired, the Company considers whether it has the ability and intent to hold the investment for a time sufficient to allow for any anticipated recovery in market value and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary. Evidence considered in this assessment includes the reasons for the impairment, the severity and duration of the impairment, changes in value subsequent to period end and forecasted performance of the investee. For the years ended December 31, 2008, 2007 and 2006, the Company recorded $246,164, $21,746 and $0, respectively, in other than temporary impairments.

Notes Receivable

Notes receivable are considered for impairment in accordance with SFAS No. 114, “Accounting by Creditors for Impairment of a Loan.” Pursuant to SFAS No. 114, a note is impaired if it is probable that the Company will not collect on all principal and interest contractually due. The impairment is measured based on the present value of expected future cash flows discounted at the note’s effective interest rate. The Company does not accrue interest when a note is considered impaired. When ultimate collectibility of the principal balance of the impaired note is in doubt, all cash receipts on the impaired note are applied to reduce the principal amount of the note until the principal has been recovered and are recognized as interest income thereafter. No provisions for impairment were recorded at December 31, 2008 and December 31, 2007.

Acquisition of Real Estate Properties and Real Estate Businesses

The Company accounts for the acquisition of properties using the Statement of Financial Accounting Standard, No. 141 “Business Combinations,” or SFAS No. 141, and Statement of Financial Accounting Standard No. 142, “Goodwill and Other Intangible Assets,” or SFAS No. 142, resulting in the recognition upon acquisition of additional intangible assets and liabilities relating to real estate acquisitions during the years ended December 31, 2008, 2007 and 2006. The portion of the purchase price allocated to acquired above market lease costs and acquired below market lease costs are amortized on a straight line basis over the life of the related lease as an adjustment to rental income and over the respective renewal period for below market lease costs with fixed rate renewals. Amortization pertaining to the above market lease costs of $2,777, $2,373 and $574 was applied as a reduction to rental income for the years ended December 31, 2008, 2007 and 2006, respectively. Amortization pertaining to the below market lease costs of $5,185, $2,674 and $977 was applied as an increase to rental income for the years ended December 31, 2008, 2007 and 2006, respectively.

The portion of the purchase price allocated to acquired in-place lease intangibles is amortized on a straight line basis over the life of the related lease. The Company incurred amortization expense pertaining to acquired in-place lease intangibles

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

of $68,444, $50,394 and $13,029 for the years ended December 31, 2008, 2007 and 2006, respectively. The portion of the purchase price allocated to customer relationship value is amortized on a straight line basis over the life of the related lease. As of December 31, 2008, no amount has been allocated to customer relationship value.

Acquisitions of businesses are accounted for using purchase accounting as required by SFAS No. 141. The assets and liabilities of the acquired entities are recorded by the Company using the fair value at the date of the transaction and allocated to tangible and intangible assets acquired and liabilities assumed. Any additional amounts are allocated to goodwill as required, based on the remaining purchase price in excess of the fair value of the tangible and intangible assets acquired and liabilities assumed. The Company amortizes identified intangible assets that are determined to have finite lives over the period which the assets are expected to contribute directly or indirectly to the future cash flows of the business acquired. Intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized if the carrying amount of an intangible asset, including the related real estate when appropriate, is not recoverable and the carrying amount exceeds the estimated fair value. Investments in lodging facilities are stated at acquisition cost and allocated to land, property and equipment, identifiable intangible assets and assumed debt and other liabilities at fair value. Any remaining unallocated acquisition costs would be treated as goodwill. Property and equipment are recorded at fair value based on current replacement cost for similar capacity and allocated to buildings, improvements, furniture, fixtures and equipment using appraisals and valuations performed by management and independent third parties. The operating results of each of the consolidated acquired hotels are included in our statement of operations from the date acquired.

The following table summarizes the Company’s identified intangible assets, intangible liabilities and goodwill as of December 31, 2008 and December 31, 2007.

Intangible assets:
Acquired in-place lease $ 447,740 $ 402,999
Acquired above market lease 15,687 15,603
Acquired below market ground lease 8,825 -
Advance bookings 5,782 -
Accumulated amortization (128,962) (66,496)
Net intangible assets 349,072 352,106
Goodwill 34,437 -
Total intangible assets $ 383,509 $ 352,106
Intangible liabilities:
Acquired below market lease $ 44,354 $ 44,225
Acquired above market ground lease 5,581 -
Other intangible liabilities 258 -
Accumulated amortization (6,471) (3,669)
Net intangible liabilities $ 43,722 $ 40,556

The following table presents the amortization during the next five years related to intangible assets and liabilities for properties owned at December 31, 2008.

2010 2011 2012 2013 Thereafter Total
Amortization of:
Acquired above
market lease costs $ (2,042) (1,900) (1,574) (995) (830) (3,044) (10,385)

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Acquired below — market lease costs $ 2,871 2,804 2,711 2,501 2,302 24,878 38,067
Net rental income
Increase $ 829 904 1,137 1,506 1,472 21,834 27,682
Acquired in-place lease
Intangibles $ 59,422 47,615 42,116 38,713 32,772 105,653 326,291
Advance bookings $ 1,927 1,817 51 - - - 3,795
Acquired below
market ground lease $ (228) (228) (228) (228) (228) (7,461) (8,601)
Acquired above
market ground lease $ 191 191 191 187 140 4,756 5,656

Goodwill

Goodwill represents the excess of the purchase price over the fair value of net tangible and intangible assets acquired in a business combination. In accordance with SFAS 142 “Goodwill and other Intangible Assets” (“SFAS 142”), the Company performs an annual impairment test for goodwill at the reporting unit level. The annual review is performed during the fourth quarter for the reporting units in its lodging segment. Additionally, the Company will evaluate the recoverability of goodwill whenever events or changes in circumstances indicate that the carrying amounts of goodwill may not be fully recoverable.

Generally, we use a net asset value analyses to estimate the fair value of the reporting unit where the goodwill is allocated. We estimate the current fair value of the assets and liabilities in the reporting unit through various valuation techniques; including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property, quoted market values and third-party appraisals, as considered necessary. The fair value of the reporting unit also includes an enterprise value that we estimate a third party would be willing to pay for the particular reporting unit. The fair value of the reporting unit is then compared with the corresponding book value, including goodwill, to determine whether there is a potential impairment of the goodwill. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss shall be recognized in an amount equal to that excess.

The use of projected future cash flows is based on assumptions that are consistent with our estimates of future expectations and the strategic plan we use to manage our underlying business. However assumptions and estimates about future cash flows, discount rates and capitalization rates are complex and subjective. Changes in economic and operating conditions that occur subsequent to our impairment analyses could impact these assumptions and result in future impairment charges of our goodwill.

For the year ended December 31, 2008, the Company recorded an impairment charge of $11,199 of its goodwill as a result of the effect of the slowdown in the economy and its impact on the property.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Cash and Cash Equivalents

The Company considers all demand deposits, money market accounts and investments in certificates of deposit and repurchase agreements purchased with a maturity of three months or less, at the date of purchase, to be cash equivalents. The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at one or more institutions periodically exceed the Federal Depository Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant, as the Company does not anticipate the financial institutions’ non-performance.

Restricted Cash and Escrows

Restricted escrows primarily consist of cash held in escrow comprised of lenders’ restricted escrows of $23,518 and $5,228, earnout escrows of $4,406 and $11,020, and lodging furniture, fixtures and equipment reserves of $37,941 and $8,217 as of December 31, 2008 and December 31, 2007, respectively. Earnout escrows are established upon the acquisition of certain investment properties for which the funds may be released to the seller when certain space has become leased and occupied.

Restricted cash and offsetting liability consist of funds received from investors that have not been executed to purchase shares and funds contributed by sellers held by third party escrow agents pertaining to master leases, tenant improvements and other closing items.

Fair Value of Financial Instruments

The carrying value of the Company’s mortgages payable at December 31, 2008 was $4,405,558 and the estimated fair value was $4,268,709. As of December 31, 2007, the carrying value of the Company’s mortgages payable was $2,959,480 and the estimated fair value was $2,895,525. The Company estimates the fair value of its mortgages payable by discounting the future cash flows of each instrument at rates currently offered to the Company for similar debt instruments of comparable maturities by the Company’s lenders. The estimated fair value of the Company’s notes receivable was $478,561 and $280,137 as of December 31, 2008 and December 31, 2007, respectively. The Company estimates the fair value of its notes receivable by discounting the future cash flows of each instrument at rates currently available to the Company for similar instruments. The carrying amount of the Company’s other financial instruments, including margins payable, approximate fair value because of the relatively short maturity of these instruments.

Income Taxes

The Company accounts for income taxes in accordance with SFAS 109 “Accounting for Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributed to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled.

In July 2006, the FASB issued Interpretation No. 48 (“FIN 48”), “Accounting for Uncertainty in Income Taxes — An Interpretation of FASB Statement No. 109.” FIN 48 increases the relevancy and comparability of financial reporting by clarifying the way companies account for uncertainty in measuring income taxes. FIN 48 prescribes a comprehensive model for how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. This Interpretation only allows a favorable tax position to be included in the calculation of tax liabilities and expenses if a company concludes that it is more likely than not that its adopted tax position will prevail if challenged by tax authorities. The Company adopted FIN 48 as required

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

effective January 1, 2007. The adoption of FIN 48 did not have a material impact on its consolidated financial position, results of operations or cash flows. All of the Company’s tax years are subject to examination by tax jurisdictions.

(3) Transactions with Related Parties

The following table summarizes the Company’s related party transactions for the years ended December 31, 2008, 2007 and 2006.

For the years ended — December 31, 2008 December 31, 2007 December 31, 2006
General and administrative:
General and administrative reimbursement (b) 7,020 2,812 1,977
Loan servicing (c) 343 169 55
Affiliate share purchase discounts (i) 126 1,311 200
Investment advisor fee (h) 2,162 2,120 2,086
Total general and administrative to related parties 9,651 6,412 4,318
Property management fees (g) 20,553 15,128 4,850
Business manager fee (e) 18,500 9,000 2,400
Acquisition reimbursements capitalized (b) 1,370 2,536 1,639
Acquisition fees (f) 22,326 37,060 0
Loan placement fees (d) 1,798 2,739 2,191
Offering costs (a) 232,090 371,165 149,937

(a)

The Business Manager and its related parties are entitled to reimbursement for salaries and expenses of employees of the Business Manager and its related parties relating to the offerings. In addition, a related party of the Business Manager is entitled to receive selling commissions, and the marketing contribution and due diligence expense allowance from the Company in connection with the offerings. Such costs are offset against the stockholders’ equity accounts. A total of $693 and $3,856 was unpaid as of December 31, 2008 and December 31, 2007, respectively, and is included in the offering costs described above.

(b)

The Business Manager and its related parties are entitled to reimbursement for general and administrative expenses of the Business Manager and its related parties relating to the Company’s administration. Such costs are included in general and administrative expenses to related parties, professional services to related parties, and acquisition cost expenses to related parties, in addition to costs that were capitalized pertaining to property acquisitions. A total of $2,401 and $1,350 remained unpaid as of December 31, 2008 and December 31, 2007, respectively.

(c)

A related party of the Business Manager provides loan servicing to the Company for an annual fee. Such costs are included in general and administrative expenses to related parties on the Consolidated Statement of Operations. Effective May 1, 2007, the agreement allows for fees totaling 225 dollars per month, per loan for the Company and 200 dollars per month, per loan for MB REIT.

(d)

The Company pays a related party of the Business Manager 0.2% of the principal amount of each loan placed for the Company. Such costs are capitalized as loan fees and amortized over the respective loan term.

(e)

After the Company’s stockholders have received a non-cumulative, non-compounded return of 5% per annum on their “invested capital,” the Company will pay its Business Manager an annual business management fee of up to 1% of the “average invested assets,” payable quarterly in an amount equal to 0.25% of the average invested assets as of the last day of the immediately preceding quarter. For these purposes, “invested capital” means the original issue

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

price paid for the shares of the common stock reduced by prior distributions from the sale or financing of properties. For these purposes, “average invested assets” means, for any period, the average of the aggregate book value of assets, including lease intangibles, invested, directly or indirectly, in financial instruments, debt and equity securities and equity interests in and loans secured by real estate assets, including amounts invested in REITs and other real estate operating companies, before reserves for depreciation or bad debts or other similar non-cash reserves, computed by taking the average of these values at the end of each month during the period. The Company will pay this fee for services provided or arranged by the Business Manager, such as managing day-to-day business operations, arranging for the ancillary services provided by other related parties and overseeing these services, administering bookkeeping and accounting functions, consulting with the board, overseeing real estate assets and providing other services as the board deems appropriate. This fee terminates if the Company acquires the Business Manager. Separate and distinct from any business management fee, the Company also will reimburse the Business Manager or any related party for all expenses that it, or any related party including the sponsor, pays or incurs on its behalf including the salaries and benefits of persons employed by the Business Manager or its related parties and performing services for the Company except for the salaries and benefits of persons who also serve as one of the executive officers of the Company or as an executive officer of the Business Manager. For any year in which the Company qualifies as a REIT, its Business Manager must reimburse it for the amounts, if any, by which the total operating expenses paid during the previous fiscal year exceed the greater of: 2% of the average invested assets for that fiscal year; or 25% of net income for that fiscal year, subject to certain adjustments described herein. For these purposes, items such as organization and offering expenses, property expenses, interest payments, taxes, non-cash charges, any incentive fees payable to the Business Manager and acquisition fees and expenses are excluded from the definition of total operating expenses. For the years ended December 31, 2008, 2007 and 2006, average invested assets were $8,445,009, $4,587,822 and $1,479,278 and operating expenses, as defined, were $45,860, $24,553 and $8,545 or .54%, .54% and .58%, respectively, of average invested assets. The Company incurred fees of $18,500, $9,000 and $2,400 for the years ended December 31, 2008, 2007 and 2006, respectively, of which none remained unpaid as of December 31, 2008 and December 31, 2007, respectively. The Business Manager has agreed to waive all fees allowed but not taken, except for the $18,500, $9,000 and $2,400 paid for the years ended December 31, 2008, 2007 and 2006.

(f)

The Company pays the Business Manager a fee for services performed in connection with acquiring a controlling interest in a REIT or other real estate operating company. Acquisition fees, however, are not paid for acquisitions solely of a fee interest in property. The amount of the acquisition fee is equal to 2.5% of the aggregate purchase price paid to acquire the controlling interest and is capitalized as part of the purchase price of the company. The Company incurred fees of $22,326, $37,060 and $0 for the years ended December 31, 2008, 2007 and 2006, of which $0 remained unpaid as of December 31, 2008 and December 31, 2007.

(g)

The property manager, an entity owned principally by individuals who are related parties of the Business Manager, is entitled to receive property management fees up to 4.5% of gross operating income (as defined), for management and leasing services. Of the $20,553 paid for the year ended December 31, 2008, $800 was capitalized for certain services provided by the leasing department and is included in deferred costs, net on the consolidated balance sheet. Of the $14,328 and $4,850 paid for the years ended December 31, 2007 and 2006, $800 and $0 was capitalized, respectively. In addition, the property manager is entitled to receive an oversight fee of 1% of gross operating income (as defined) in operating companies purchased by the Company.

(h)

The Company pays a related party of the Business Manager to purchase and monitor its investment in marketable securities. The Company incurred expenses totaling $2,162, $2,120 and $2,086 during the years ended December 31, 2008, 2007 and 2006, respectively, of which $197 and $340 remained unpaid as of December 31, 2008 and December 31, 2007, respectively. Such costs are included in general and administrative expenses to related parties on the Consolidated Statement of Operations.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(i)

The Company established a discount stock purchase policy for related parties and related parties of the Business Manager that enables the related parties to purchase shares of common stock at either $8.95 or $9.50 a share depending on when the shares are purchased. The Company sold 142,396, 2,078,364 and 310,075 shares to related parties and recognized an expense related to these discounts of $126, $1,311 and $200 for the years ended December 31, 2008, 2007 and 2006, respectively.

As of December 31, 2008, the Company had deposited $25,151 in Inland Bank and Trust, a subsidiary of Inland Bancorp, Inc., an affiliate of The Inland Real Estate Group, Inc.

(4) Notes Receivable

The Company’s notes receivable balance was $480,774 and $281,221 as of December 31, 2008 and December 31, 2007, respectively, and consisted of installment notes from unrelated parties that mature on various dates through July 2012 and installment notes assumed in the Winston acquisition. The notes are secured by mortgages on vacant land, shopping centers and hotel properties and are guaranteed by the owners. Interest only is due each month at rates ranging from 3.26% to 10.09% per annum. For the years ended December 31, 2008, 2007 and 2006, the Company recorded interest income from notes receivable of $27,614, $18,423 and $1,323, respectively, which is included in the interest and dividend income on the consolidated statement of operations.

One of the Company’s mortgage note receivable with an outstanding balance of $45,000 was placed in default in the third quarter of 2008 and is currently on non-accrual status. No impairment was recognized because the fair value of the collateral is in excess of the outstanding note receivable balance. The Company did not recognize any interest income on this note receivable subsequent to June 30, 2008.

(5) Investment in Marketable Securities

Investment in securities of $229,149 at December 31, 2008 consists of preferred and common stock investments in other REITs which are classified as available-for-sale securities and recorded at fair value.

Unrealized holding gains and losses on available-for-sale securities are excluded from earnings and reported as a separate component of accumulated other comprehensive income until realized. Of the investment securities held on December 31, 2008, the Company has accumulated other comprehensive gain of $2,633 which includes gross unrealized losses of $727. All such unrealized losses on investments have been in an unrealized loss position for less than twelve months and such investments have a related fair value of $8,119 as of December 31, 2008.

Realized gains and losses from the sale of available-for-sale securities are determined on a specific identification basis. During the years ended December 31, 2008, 2007 and 2006, the Company realized gains (losses) of $(15,941), $19,280 and $4,096, respectively, on the sale of shares. The Company’s policy for assessing recoverability of its available-for-sale securities is to record a charge against net earnings when the Company determines that a decline in the fair value of a security drops below the cost basis and believes that decline to be other-than-temporary. During the year ended December 31, 2008, the Company recorded a write-down of $246,164 compared to $21,746 for the year ended December 31, 2007 for other-than-temporary declines on certain available-for-sale securities, which is included as a component of realized gain (loss) and impairment on securities, net on the consolidated statement of operations. The Company’s securities and the overall REIT market experienced significant declines in the third and fourth quarters of 2008, which increased the duration and magnitude of the Company’s unrealized losses. The overall challenges in the economic environment, including near term prospects of the Company’s securities makes a recovery period difficult to project. Although the Company has the ability to hold these securities until potential recovery, the Company believes certain of the losses for these securities are other than temporary.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Dividend income is recognized when earned. During the years ended December 31, 2008, 2007 and 2006, dividend income of $30,943, $22,742 and $6,309, respectively, was recognized and is included in interest and dividend income on the consolidated statement of operations.

The Company has purchased a portion of its investment securities through a margin account. As of December 31, 2008 and 2007, the Company has recorded a payable of $38,346 and $73,459, respectively, for securities purchased on margin. This debt bears a variable interest rate of the London InterBank Offered Rate (“LIBOR”) plus 50 basis points. At December 31, 2008, this rate was 1.777%. Interest expense in the amount of $3,776, $5,479 and $2,395 was recognized in interest expense on the consolidated statement of operations for the years ended December 31, 2008, 2007 and 2006, respectively.

(6) Stock Option Plan

The Company has adopted an Independent Director Stock Option Plan (the “Plan”) which, subject to certain conditions, provides for the grant to each independent director of an option to acquire 3,000 shares following his or her becoming a director and for the grant of additional options to acquire 500 shares on the date of each annual stockholders’ meeting. The options for the initial 3,000 shares are exercisable as follows: 1,000 shares on the date of grant and 1,000 shares on each of the first and second anniversaries of the date of grant. The subsequent options will be exercisable on the second anniversary of the date of grant. The initial options will be exercisable at $8.95 per share. The subsequent options will be exercisable at the fair market value of a share on the last business day preceding the annual meeting of stockholders as determined under the Plan. During the years ended December 31, 2008, 2007 and 2006, the Company issued 3,000, 5,500 and 17,500 options to its independent directors. As of December 31, 2008, 2007 and 2006, there were a total of 26,000, 23,000 and 17,500 options issued, of which none had been exercised or expired. The per share weighted average fair value of options granted was $0.47 on the date of the grant using the Black Scholes option-pricing model. During the years ended December 31, 2008, 2007 and 2006, the Company recorded $2, $4 and $4 of expense related to stock options.

(7) Leases

Master Lease Agreements

In conjunction with certain acquisitions, the Company received payments under master lease agreements pertaining to certain non-revenue producing spaces at the time of purchase, for periods ranging from three months to three years after the date of purchase or until the spaces are leased. As these payments are received, they are recorded as a reduction in the purchase price of the respective property rather than as rental income. The amount of such payments received for the years ended December 31, 2008, 2007 and 2006 was $484, $576 and $245, respectively.

Operating Leases

Minimum lease payments to be received under operating leases, excluding multi-family and lodging properties and rental income under master lease agreements and assuming no expiring leases are renewed, are as follows:

Payments
2009 403,048
2010 392,168
2011 372,920
2012 346,997
Thereafter 2,239,084
Total $ 3,754,217

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

The remaining lease terms range from one year to 37 years. The majority of the revenue from the Company’s properties consists of rents received under long-term operating leases. Some leases provide for the payment of fixed base rent paid monthly in advance, and for the reimbursement by tenants to the Company for the tenant’s pro rata share of certain operating expenses including real estate taxes, special assessments, insurance, utilities, common area maintenance, management fees, and certain building repairs paid by the landlord and recoverable under the terms of the lease. Under these leases, the landlord pays all expenses and is reimbursed by the tenant for the tenant’s pro rata share of recoverable expenses paid. Certain other tenants are subject to net leases which provide that the tenant is responsible for fixed based rent as well as all costs and expenses associated with occupancy. Under net leases where all expenses are paid directly by the tenant rather than the landlord, such expenses are not included in the Consolidated Statements of Operations. Under leases where all expenses are paid by the landlord, subject to reimbursement by the tenant, the expenses are included within property operating expenses and reimbursements are included in tenant recovery income on the Consolidated Statements of Operations.

Ground Leases

The Company leases land under noncancelable operating leases at certain of the properties which expire in various years from 2020 to 2084. Ground lease rent is recorded on a straight-line basis over the term of each lease. For the years ended December 31, 2008, 2007 and 2006, ground lease rent was $1,729, $926 and $245, respectively. Minimum future rental payments to be paid under the ground leases are as follows:

Payments
2009 990
2010 998
2011 1,002
2012 1,016
Thereafter 52,355
Total $ 56,361

(8) Mortgages, Notes and Margins Payable

During the year ended December 31, 2008, the following debt transactions occurred:

Balance at December 31, 2007 3,028,647
Mortgage and note payable additions 1,021,844
Financings assumed through acquisitions 574,077
Margin payable payoffs, net (35,113)
Payoff of mortgage debt (146,467)
Scheduled principal amortization payments (3,375)
Mortgage premium and discounts, net (1,616)
Balance at December 31, 2008 4,437,997

Mortgage loans outstanding as of December 31, 2008 were $4,405,558 and had a weighted average interest rate of 4.97%. As of December 31, 2008, scheduled maturities for the Company’s outstanding mortgage indebtedness had various due dates through April 2037.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

2009 $ 627,187 Weighted average interest rate — 3.85%
2010 $ 485,479 4.14%
2011 $ 343,978 3.85%
2012 $ 90,031 4.92%
2013 $ 766,821 4.84%
Thereafter $ 2,092,062 5.74%

Some of the mortgage loans require compliance with certain covenants, such as debt service ratios, investment restrictions and distribution limitations. As of December 31, 2008, the Company was in compliance with such covenants. In 2009, the Company will be required to pay down $3.6 million of debt related to certain loans which the debt service ratios were below a specified threshold.

During the year ended December 31, 2007, based on language related to material adverse change in the market contained in certain of our blind rate lock agreements, lenders did not honor outstanding rate lock agreements we had with them on future unidentified property acquisitions. Due to these circumstances, the Company expensed approximately $5,000 dollars in rate lock deposits and breakage fees. These costs are included in interest expense in the consolidated statement of operations for the year ended December 31, 2007. During the year ended December 31, 2008, the Company had $4,525 of rate lock deposits terminate, which was recorded in interest expense in the consolidated statement of operations.

The Company has purchased a portion of its securities through margin accounts. As of December 31, 2008, the Company has recorded a payable of $38,346 for securities purchased on margin. This debt bears a variable interest rate of LIBOR plus 50 basis points. At December 31, 2008, this rate was equal to 1.777%.

(9) Derivatives

As of December 31, 2008, in connection with seven mortgages payable that have variable interest rates, the Company has entered into interest rate swap or cap agreements, with a notional value of $379,819, that converted the variable-rate debt to fixed-rate debt. The interest rate swaps and cap were considered effective as of December 31, 2008. The fair value of our swaps decreased $9,054 during the year ended December 31, 2008 and is reflected in other comprehensive income (loss) on the consolidated statements of operations and other comprehensive income.

The following table summarizes interest rate swap and cap contracts outstanding as of December 31, 2008:

Date Entered Effective Date End Date Pay Fixed Rate Receive Floating Rate Index Notional Amount Fair Value of December 31, 2008 (1)
November 16,2007 November 20, 2007 April 1, 2011 4.45% 1 month LIBOR 24,425 (1,691)
February 6, 2008 February 6, 2008 January 29, 2010 4.39% 1 month LIBOR 200,000 (3,705)
March 28, 2008 March 28, 2008 March 27, 2013 3.32% 1 month LIBOR 33,062 (1,925)
March 28, 2008 March 28, 2008 March 31, 2011 2.81% 1 month LIBOR 50,000 (1,660)
March 28, 2008 March 28, 2008 March 27, 2010 2.40% 1 month LIBOR 35,450 (634)
December 12, 2008 January 1, 2009 December 12, 2011 (2) (2) 20,245 21
December 23, 2008 January 5, 2009 December 22, 2011 1.86% 1 month LIBOR 16,637 (159)
379,819 (9,753)

(1) The fair value was determined by a discounted cash flow model based on changes in interest rates.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(2) Interest rate cap at 4.75%.

In December 2007, the Company had entered into interest rate swap agreements, with a notional value of $305,593, that converted the variable-rate debt to fixed. The interest rate swaps were not considered effective as of December 31, 2007 and we recorded a loss and related liability of $1,464 for the year ended December 31, 2007. Such loss is included in interest expense on the consolidated statement of operations and the liability is included in other liabilities on the consolidated balance sheet. The Company designated these two swaps for hedge accounting in 2008 and recorded $242 of ineffectiveness during the year ended December 31, 2008. This amount is included in interest expense on the consolidated statement of operations.

(10) Income Taxes

The Company is qualified and has elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended, for federal income tax purposes commencing with the tax year ending December 31, 2005. Since the Company qualifies for taxation as a REIT, the Company generally will not be subject to federal income tax on taxable income that is distributed to stockholders. A REIT is subject to a number of organizational and operational requirements, including a requirement that it currently distributes at least 90% of its REIT taxable income (subject to certain adjustments) to its stockholders. If the Company fails to qualify as a REIT in any taxable year, without the benefit of certain relief provisions, the Company will be subject to federal and state income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property or net worth and federal income and excise taxes on its undistributed income.

In 2007, we formed the following wholly-owned taxable REIT subsidiaries in connection with the acquisition of the lodging portfolios and student housing: Barclay Holdings, Inc., Inland American Holding TRS, Inc., and Inland American Communities Third Party, Inc. In 2008, the Company formed Inland American Lodging Garden Grove Harbor TRS, LLC in connection with an addition to the lodging portfolio. Taxable income from non-REIT activities managed through these taxable REIT subsidiaries is subject to federal, state, and local income taxes. As such, the Company’s taxable REIT subsidiaries are required to pay income taxes at the applicable rates.

Taxable REIT Subsidiaries

The components of income tax expense of the Company’s taxable REIT subsidiaries for the year ended December 31:

Federal State Total Federal State Total
Current $ 3,216 $ 306 $ 3,522 $ 409 $ 113 $ 522
Deferred 601 58 659 404 40 444
Total income tax expense $ 3,817 $ 364 $ 4,181 $ 813 $ 153 $ 966

The actual income tax expense of the Company’s taxable REIT subsidiaries for the year ended December 31, 2008 differs from the “expected” income tax expense (computed by applying the appropriate U.S. Federal income tax rate to earnings before income taxes) as a result of the following:

Computed “expected” income tax expense 3,941
State income taxes, net Federal income tax effect 240
$ 4,181

-71-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

The components of the deferred tax assets relating to the Company’s taxable REIT subsidiaries at December 31, were as follows:

Net operating loss - Barclay Holding, Inc. $ 4,429 $ 4,689
Net operating loss - Inland American Holding TRS, Inc. - 115
Lease acquisition costs - Barclay Holding, Inc. 2,511 3,138
Depreciation expense – Barclay Holding, Inc. 313 -
Total deferred tax assets 7,253 7,942
Less: Valuation allowance (4,275) (4,390)
Net realizable deferred tax asset $ 2,978 $ 3,552

The Company estimated its tax expense relating to the taxable REIT subsidiaries using a combined federal and state rate of 38%. As of the year ended 2008 the Company’s taxable REIT subsidiaries had a deferred tax asset of $2,978, primarily due to past years’ tax net operating losses. These federal net operating loss carryforwards amounting to $2,795, $7,725, and $1,355 will expire in 2023, 2024 and 2025, respectively, if not utilized by then.

Deferred tax assets are recognized only to the extent that it is more likely than not that they will be realized based on consideration of available evidence, including future reversal of existing taxable temporary difference, future projected taxable income, and tax planning strategies. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company has considered various factors, including future reversals of existing taxable temporary differences, projected future taxable income and tax-planning strategies in making this assessment. In order to fully realize the deferred tax asset, the Company will need to generate future taxable income of approximately $7,984 prior to the expiration of the federal net operating loss carryforwards. Taxable income for the year ended December 31, 2008 was $9,458. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management believes it is more likely than not that the Company will realize the benefits of these deductible differences, net of the existing valuation allowance of $4,275 at December 31, 2008. The amount of the deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward period are reduced.

Texas Margin Tax

In 2006, the State of Texas enacted new tax legislation. This legislation restructures the state business tax in Texas by replacing the taxable capital and earned surplus components of the current franchise tax with a new “margin tax,” which for financial reporting purposes is considered an income tax. As such, the Company has recorded income tax expense of $1,433, $810 and $1,393 for the years ended December 31, 2008, 2007 and 2006, respectively and has recorded a net deferred tax liability related to temporary differences of $1,385 and $1,506 for the years ended December 31, 2008 and 2007, respectively.

Income tax expense for the years ended December 31, 2008, 2007 and 2006 consists of the following:

Current $ 1,554 $ 697 $ -
Deferred (121) 113 1,393

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Total income tax expense $ 1,433 $ 810 $ 1,393

The temporary differences that give rise to the net deferred tax liability at December 31, 2008 and 2007 consist of the following:

Gain on sales of real estate, net of depreciation effect $ 1,408 2007 — 1,396
Straight-line rents 7 8
Others (30) 102
Total cumulative temporary differences $ 1,385 1,506

The Company has estimated its deferred income tax expense tax using the effective Texas margin tax rate of 1%.

Other Income Taxes

The Company is also subject to certain state and local taxes. Income tax expense for the year ended December 31, 2008 and 2007 was $510 and $317. No taxes were required for 2006.

Distributions

For federal income tax purposes, distributions may consist of ordinary income, qualifying dividends, return of capital, capital gains or a combination thereof. Distributions to the extent of the Company’s current and accumulated earnings and profits for federal income tax purposes are taxable to the recipient as ordinary income. Distributions in excess of these earnings and profits will constitute a non-taxable return of capital rather than a dividend and will reduce the recipient’s basis in the shares.

A summary of the average taxable nature of the Company’s common distributions for each of the years in the three year period ended December 31, 2008 is as follows:

Ordinary income $ 0.32 $ 0.33 $ 0.28
Capital gains - 0.06 -
Return of capital 0.30 0.22 0.27
Total distributions per share $ 0.62 $ 0.61 $ 0.55

(11) Segment Reporting

The Company has five business segments: Office, Retail, Industrial, Lodging and Multi-family. The Chief Operating Decision Maker evaluates segment performance primarily based on net property operations. Net property operations of the segments do not include interest expense, depreciation and amortization, general and administrative expenses, minority interest expense or interest and other investment income from corporate investments. The non-segmented assets include the Company’s cash and cash equivalents, investment in marketable securities, construction in progress, investment in unconsolidated entities and notes receivable.

-73-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Concentration of credit risk with respect to accounts receivable is limited due to the large number of tenants comprising the Company’s rental revenue. SunTrust Banks, Inc. accounted for 12%, 0% and 0% and AT&T, Inc., accounted for 11%, 16% and 25% of consolidated rental revenues for the years ended December 31, 2008, 2007 and 2006, respectively. This concentration of revenues for these tenants increases the Company’s risk associated with nonpayment by these tenants. In an effort to reduce risk, the Company performs ongoing credit evaluations of its larger tenants.

-74-

INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

The following table summarizes net property operations income by segment for the year ended December 31, 2008.

Property rentals $ 398,417 $ 104,900 $ 196,060 $ 66,887 $ - $ 30,570
Straight-line rents 17,457 5,259 6,986 5,015 - 197
Amortization of acquired above and below market leases, net 2,408 (749) 3,545 (388) - -
Total rentals $ 418,282 $ 109,410 $ 206,591 $ 71,514 $ - $ 30,767
Tenant recoveries 70,607 25,442 41,982 3,178 - 5
Other income 30,265 7,325 4,751 15,714 - 2,475
Lodging operating income 531,584 - - - 531,584 -
Total revenues $ 1,050,738 $ 142,177 $ 253,324 $ 90,406 $ 531,584 $ 33,247
Total operating expenses 469,695 41,959 65,722 7,095 337,888 17,031
Net property operations $ 581,043 $ 100,218 $ 187,602 $ 83,311 $ 193,696 $ 16,216
Depreciation and amortization $ (320,792)
Business manager management fee $ (18,500)
General and administrative $ (34,087)
Interest and dividend income $ 81,274
Interest expense $ (231,822)
Income tax expense $ (6,124)
Other income $ 211
Realized loss and impairment on securities, net $ (262,105)
Provision for asset impairment $ (33,809)
Provision for goodwill impairment $ (11,199)
Gain on extinguishment of debt $ 7,760
Equity in loss of unconsolidated entities $ (46,108)
Impairment of investment in unconsolidated entities $ (61,993)
Minority interests $ (8,927)
Net loss applicable to common shares $ (365,178)
Balance Sheet Data:
Real estate assets, net $ 8,094,625 $ 1,393,385 $ 2,845,127 $ 863,411 $ 2,474,017 $ 518,685
Capital expenditures 109,841 13,728 4,102 527 91,455 29
Non-segmented assets 2,932,400
Total assets $ 11,136,866

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

The following table summarizes net property operations income by segment for the year ended December 31, 2007.

Property rentals $ 267,816 $ 93,965 $ 116,557 $ 43,789 $ - $ 13,505
Straight-line rents 12,765 5,513 3,670 3,582 - -
Amortization of acquired above and below market leases, net 155 (714) 1,201 (332) - -
Total rentals $ 280,736 $ 98,764 $ 121,428 $ 47,039 $ - $ 13,505
Tenant recoveries 55,192 22,743 30,103 2,346 - -
Other income 16,416 7,066 3,128 4,801 - 1,421
Lodging operating income 126,392 - - - 126,392 -
Total revenues $ 478,736 $ 128,573 $ 154,659 $ 54,186 $ 126,392 $ 14,926
Total operating expenses 174,755 37,336 44,708 5,017 80,628 7,066
Net property operations $ 303,981 $ 91,237 $ 109,951 $ 49,169 $ 45,764 $ 7,860
Depreciation and amortization $ (174,163)
Business manager management fee $ (9,000)
General and administrative $ (19,466)
Interest and dividend income $ 84,288
Interest expense $ (108,060)
Income tax expense $ (2,093)
Other income (loss) $ (4,611)
Equity in earnings (loss) of unconsolidated entities $ 4,477
Impairment of investment in unconsolidated entities (10,084)
Minority interests $ (9,347)
Net income applicable to common shares $ 55,922
Balance Sheet Data:
Real estate assets, net $ 6,334,356 $ 1,261,394 $ 2,525,967 $ 810,587 $ 1,529,722 $ 206,686
Capital expenditures 24,794 3,150 2,133 28 19,457 26
Non-segmented assets 1,852,608
Total assets $ 8,211,758

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

The following table summarizes net property operations income by segment for the year ended December 31, 2006.

Property rentals $ 93,428 $ 40,261 $ 48,670 $ 2,822 $ - $ 1,675
Straight-line rents 4,588 2,347 1,936 305 - -
Amortization of acquired above and below market leases, net 403 (245) 664 (16) - -
Total rentals $ 98,419 $ 42,363 $ 51,270 $ 3,111 $ - $ 1,675
Tenant recoveries 21,547 7,359 13,894 294 - -
Other income 3,236 1,870 1,248 2 - 116
Lodging operating income - - - - - -
Total revenues $ 123,202 $ 51,592 $ 66,412 $ 3,407 $ - $ 1,791
Total operating expenses 32,791 12,271 19,381 396 - 743
Net property operations $ 90,411 $ 39,321 $ 47,031 $ 3,011 $ - $ 1,048
Depreciation and amortization $ (49,681)
Business manager management fee $ (2,400)
General and administrative $ (7,613)
Interest and dividend income $ 22,164
Interest expense $ (31,553)
Income tax expense $ (1,393)
Other income $ 4,068
Equity in earnings of unconsolidated entities $ 1,903
Minority interests $ (24,010)
Net income applicable to common shares $ 1,896
Balance Sheet Data:
Real estate assets, net $ 2,420,640 $ 1,086,020 $ 1,031,416 $ 285,397 $ - $ 17,807
Capital expenditures 470 332 138 - - -
Non-segmented assets 618,927
Total assets $ 3,040,037

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(12) Earnings (loss) per Share

Basic earnings (loss) per share (“EPS”) are computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period (the “common shares”). Diluted EPS is computed by dividing net income (loss) by the common shares plus potential common shares issuable upon exercising options or other contracts. As a result of the net loss for the years ended December 31, 2008, the diluted weighted average shares outstanding do not give effect to potential common shares as to do so would be anti-dilutive because of a net loss or immaterial because of the immaterial number of potential common shares.

The basic and diluted weighted average number of common shares outstanding was 675,320,438, 396,752,280 and 68,374,630 for the years ended December 31, 2008, 2007 and 2006.

(13) Commitments and Contingencies

The Company has closed on several properties which have earnout components, meaning the Company did not pay for portions of these properties that were not rent producing. The Company is obligated, under certain agreements, to pay for those portions when the tenant moves into its space and begins to pay rent. The earnout payments are based on a predetermined formula. Each earnout agreement has a limited obligation period to pay any additional monies. If at the end of the time period allowed certain space has not been leased and occupied, the Company will own that space without any further obligation. Based on pro forma leasing rates, the Company may pay as much as $37,382 in the future as vacant space covered by earnout agreements is occupied and becomes rent producing.

The Company has entered into interest rate and treasury rate lock agreements with lenders to secure interest rates on mortgage debt on properties the Company owns or will purchase in the future. The deposits are applied as credits to the mortgage funding as they occur. As of December 31, 2008, the Company has approximately $5,020 of rate lock deposits outstanding. The agreement locked interest rates at 5.63% to 5.67% on approximately $40,246 in principal.

As of December 31, 2008, the Company had outstanding commitments to fund approximately $126,180 into joint ventures. The Company intends on funding these commitments with cash on hand of $945,225 and anticipated capital raised through its second offering.

Additionally, as of December 31, 2008, the Company has commitments totaling $142,625 for various development projects.

Certain leases and operating agreements within the lodging segment require the Company to reserve funds relating to replacements and renewals of the hotels’ furniture, fixtures and equipment. As of December 31, 2008, the Company has estimated its commitments related to this reserve to be $47,271.

Contemporaneous with the Company’s merger with Winston Hotels, Inc., its wholly owned subsidiary, Inland American Winston Hotels, Inc., referred to herein as “Inland American Winston,” WINN Limited Partnership, or “WINN,” and Crockett Capital Corporation, or “Crockett,” memorialized in a development memorandum their intentions to subsequently negotiate and enter into a series of contracts to develop certain hotel properties, including without limitation a Westin Hotel in Durham, North Carolina, a Hampton Inn & Suites/Aloft Hotel in Raleigh, North Carolina, an Aloft Hotel in Chapel Hill, North Carolina and an Aloft Hotel in Cary, North Carolina (collectively referred to herein as the “development hotels”).

On March 6, 2008, Crockett filed an amended complaint in the General Court of Justice of the State of North Carolina against Inland American Winston and WINN. The complaint alleges that the development memorandum reflecting the parties’ intentions regarding the development hotels was instead an agreement that legally bound the parties. The

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

complaint further claims that Inland American Winston and WINN breached the terms of the alleged agreement by failing to take certain actions to develop the Cary, North Carolina hotel and by refusing to convey their rights in the three other development hotels to Crockett. The complaint seeks, among other things, monetary damages in an amount not less than $4,800 with respect to the Cary, North Carolina property. With respect to the remaining three development hotels, the complaint seeks specific performance in the form of an order directing Inland American Winston and WINN to transfer their rights in the hotels to Crockett or, alternatively, monetary damages in an amount not less than $20,100.

Inland American Winston and WINN deny these claims and, on March 26, 2008, filed a motion to dismiss the amended complaint. On March 13, 2009, the court denied the motion to dismiss. Inland intends to file answers and affirmative defenses to the amended complaint as well as counterclaims against the Plaintiff.

(14) Fair Value Disclosures

The Company has estimated the fair value of its financial instruments using available market information and valuation methodologies the Company believes to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts that would be realized upon disposition.

Effective January 1, 2008, the Company adopted SFAS 157, which defines fair value based on the price that would be received upon sale of an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. SFAS 157 establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value. The fair value hierarchy consists of three broad levels, which are described below:

• Level 1 — Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.
• Level 2 — Observable inputs, other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
• Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

At December 31, 2008 and 2007, the carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable and accrued expenses were representative of their fair values due to the short-term nature of these instruments. At December 31, 2008 and 2007, the fair value of our marketable securities have been estimated based upon quoted market prices for the same or similar issues when current quoted market prices are available (Level 1). To calculate the fair value of the derivative contracts, the Company primarily uses quoted prices for similar contracts (Level 2). The fair value of our commercial mortgage backed securities that do not have current quoted market prices available has been estimated by discounting the estimated future cash flows. The lack of activity in the CMBS market has resulted in a lack of observable market inputs to use in determining fair value. The Company incorporated its own assumptions about future cash flows and the appropriate discount rate adjusted for credit and liquidity factors. In developing these assumptions, the Company incorporated the contractual terms of the securities, the type of collateral, any credit enhancements available, and relevant market data, where available (Level 3). The Company’s valuation of its put/call agreement in MB REIT is determined using present value estimates of the put liability based on probable dividend yields (Level 3).

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

For assets and liabilities measured at fair value on a recurring basis, quantitative disclosure of the fair value for each major category of assets and liabilities is presented below:

Using Quoted Prices in Active Markets for Identical Assets Using Significant Other Observable Inputs Using Significant Other Unobservable Inputs
Description (Level 1) (Level 2) (Level 3)
Available-for-sale securities $ 206,534 - -
Commercial mortgage backed securities - $ - 22,615
Total assets $ 206,534 $ - 22,615
Put/call agreement in MB REIT - - $ 3,000
Derivative interest rate instruments - 9,753 -
Total liabilities - 9,753 $ 3,000

(15) New Accounting Pronouncements

On November 24, 2008, the FASB ratified EITF 08-6, “Equity-Method Investment Accounting”. The consensus addresses issues that arise when considering APB Opinion 18 “The Equity Method of Accounting for Investments in Common Stock”, including share transactions that affect control, transaction costs in the initial valuation of the investment and impairment of the equity-method investment. The consensus is effective prospectively for fiscal years beginning on or after December 15, 2008, consistent with the effective dates of SFAS 141(R) and SFAS160.

In March 2008, the FASB issued Statement No. 161 “Disclosures about Derivative Instruments and Hedging Activities – an amendment of FASB Statement No. 133.” This Statement amends SFAS No. 133 to provide additional information about how derivative and hedging activities affect the Company’s financial position, financial performance, and cash flows and requires enhanced disclosures about the Company’s derivatives and hedging activities. SFAS No. 161 is effective for financial statements issued for fiscal years beginning after November 15, 2008. The Company anticipates it will not have an effect on its results of operations or financial position as the Statement only provides for new disclosure requirements.

In December 2007, the FASB issued Statement No. 160 “Noncontrolling Interests in Consolidated Financial Statements – an amendment of ARB No. 51.” This Statement amends Accounting Research Bulletin (ARB) No. 51 to establish accounting and reporting standards for the noncontrolling interest (previously referred to as a minority interest) in a subsidiary and for the deconsolidation of a subsidiary. The Statement also amends certain of ARB 51’s consolidation procedures for consistency with the requirements of FASB Statement No. 141 (Revised) “Business Combinations.” SFAS No. 160 requires noncontrolling interests to be treated as a separate component of equity, not as a liability or other item outside of permanent equity. This Statement is effective for financial statements issued for fiscal years beginning after December 15, 2008. The Company does not expect the adoption of SFAS 160 to have a material impact on our consolidated financial statements.

Also in December 2007, the FASB issued Statement No. 141 (Revised) “Business Combinations.” This Statement establishes principles and requirements for how the acquirer in a business combination recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, any noncontrolling interest in the acquiree, and any goodwill acquired in the business combination or a gain from a bargain purchase. SFAS No. 141(R) requires most identifiable assets, liabilities, noncontrolling interests, and goodwill acquired in a business combination to be recorded at

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

“full fair value.” SFAS No. 141(R) must be applied prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. Early application is prohibited. Transaction costs related to the acquisition of a business that were previously capitalized will be expensed under SFAS 141(R).

In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities. SFAS No. 159 allows entities to voluntarily choose, at specified election dates, to measure many financial assets and financial liabilities (as well as certain non-financial instruments that are similar to financial instruments) at fair value. The election is made on an instrument-by-instrument basis and is irrevocable. If the fair value option is elected for an instrument, SFAS No. 159 specifies that all subsequent changes in fair value for that instrument shall be reported in earnings. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007. The Company has elected not to adopt the fair value option for any such financial assets and financial liabilities.

In September 2006, FASB issued Statement No. 157 “Fair Value Measurements.” This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. This Statement applies to accounting pronouncements that require or permit fair value measurements, except for share-based payments transactions under FASB Statement No. 123 (Revised) “Share-Based Payment.” This Statement was effective for financial statements issued for fiscal years beginning after November 15, 2007, except for non-financial assets and liabilities, for which this Statement will be effective for years beginning after November 15, 2008. The Company is evaluating the effect of implementing the Statement relating to such non-financial assets and liabilities, although the Statement does not require any new fair value measurements or remeasurements of previously reported fair values.

(16) Subsequent Events

On January 20, 2009, our board of directors voted unanimously to determine each monthly distribution rate on an adjustable basis, with a floor of $.50/share, which equates to a 5% annualized yield on a share purchase of $10.

The Company paid distributions to our stockholders totaling $40,777, $33,091 and $33,025 in January, February and March 2009.

Effective March 30, 2009, our board of directors has voted to suspend our share repurchase program until further notice, therefore temporarily eliminating stockholders’ ability to have us repurchase their shares and preventing stockholders from liquidating their investment.

Effective April 6, 2009, we have elected to terminate our follow-on offering.

On February 24, 2009, the Company purchased 35,000 Inland Real Estate Corporation (IRC) convertible bonds for $24,959 with a face value of $35,000 from an unaffiliated third party. The bonds are each convertible into 48.2824 shares of IRC common stock, for a total of 1,689,884 potential shares of IRC.

On February 26, 2009, the Company acquired a pool of commercial mortgage-backed securities (“CMBS”) with a face value of approximately $5,000 for $2,200. The securities in this pool of CMBS consist of Class A-MFX bonds, which accrue interest at a coupon rate of 12.1822% per annum and have a weighted average life of seven years.

On January 6, 2009, the Company was granted a third board seat of five on the LIP Holdings, LLC (Lauth) joint venture.

The mortgage debt financings obtained subsequent to December 31, 2008, are detailed in the table below.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

Property Date of Financing Approximate Amount of Loan ($) Interest Per Annum Maturity Date
United Healthcare Cypress 1/15/09 22,000 LIBOR + 280 bps 1/13/12
Brazos Ranch 1/21/09 15,246 5.67% 2/1/14
Sanofi-aventis 1/28/09 190,000 5.75% 12/6/15
Fultondale Promenade 2/2/09 16,870 5.6% 2/1/14
Pavilions at La Quinta 2/18/09 23,976 LIBOR + 185 bps 4/28/12
Dothan Pavilion 2/18/09 37,165 LIBOR + 170 bps 12/18/12
Macquarie Pool II 3/25/09 36,730 4.44%-5.05% 5/1/2010-12/08/11

Brazos Ranch: On January 13, 2009, the Company purchased the Brazos Ranch Apartments for approximately $27,700. The complex consists of 308 units and is located in Rosenberg, Texas.

Macquarie: On January 14, 2009, the Company purchased Pool I of the Macquarie Portfolio for approximately $71,100. The portfolio consists of seven retail assets and encompasses 588,522 square feet. It was a cash purchase, with no debt assumed.

Sanofi-aventis: On January 28, 2009, the Company purchased the Sanofi Portfolio for approximately $230,000. The portfolio consists of three office buildings that house the Sanofi-aventis corporate headquarters. It encompasses 736,572 square feet. Cash was paid in the amount of approximately $42,000 (combination of acquisition and earnest money), and debt of approximately $190,000 was assumed on the property. The debt is a non-recourse loan, interest only at a rate of 5.75% for 7 years. It matures on December 7, 2015.

Alcoa Exchange Phase II: On January 29, 2009, the Company closed on the Alcoa Exchange II property located in Benton, Arkansas for approximately $7,300. The property consists of two big tenants, Best Buy and Petco and encompasses 43,750 square feet.

Fultondale Promenade: On February 2, 2009, the Company closed on the Fultondale Promenade, a retail center located in Birmingham, Alabama for approximately $30,700. The property is made of 28 tenant sites and consists of 249,554 square feet. The seller financed approximately $16,900 of the purchase price at 5.6% over 5 years.

Pavilion at La Quinta: On February 18, 2009, the Company closed on the Pavilion at La Quinta, a retail shopping center located in La Quinta, California for approximately $41,200. The property consists of 166,099 square feet. The Company assumed a loan of $23,980, with an interest rate of LIBOR + 185 basis points, or 2.3% as of the closing date.

Dothan Pavilion: On February 18, 2009, the Company closed on the Dothan Pavilion, a retail shopping center located in Dothan, Alabama for approximately $42,600. It consists of 327,534 square feet. The Company assumed a loan of approximately $37,200 at an interest rate of LIBOR + 170 basis points, which was 2.15% as of the closing date.

Macquarie: On March 25 and 27, 2009, the Company purchased Pool II of the Macquarie Portfolio for approximately $61,500. The portfolio consists of five retail assets and consists of 519,074 square feet. The Company assumed debt of approximately $36,700 on three of the four properties, with rates ranging from 4.44% to 5.05%. Cash was paid for the fifth property.

Cambria Suites, 325 W. 33 rd Street NYC: On January 23, 2009, the Company extended the note on this property through December 31, 2009. The Company adjusted the rate from 8.35% to 9% on the outstanding principal of approximately $16,900.

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Notes To Consolidated Financial Statements

(Dollar amounts in thousands, except per share amounts) December 31, 2008, 2007 and 2006

(17) Quarterly Supplemental Financial Information (unaudited)

The following represents the results of operations, for each quarterly period, during 2008 and 2007.

Dec. 31 Sept. 30 June 30 March 31
Total income $ 280,285 263,237 271,694 235,522
Net income (loss) (327,446) (14,572) (34,217) 11,057
Net income (loss), per common share, basic and diluted (.42) (.02) (.05) .02
Weighted average number of common shares outstanding, basic and diluted 775,350,274 703,516,765 637,875,067 575,543,596
Dec. 31 Sept. 30 June 30 March 31
Total income $ 187,371 141,604 86,030 63,731
Net income (loss) 3,809 16,971 23,053 12,089
Net income (loss), per common share, basic and diluted .01 .04 .06 .06
Weighted average number of common shares outstanding, basic and diluted 524,257,618 473,803,752 379,010,064 205,589,116

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Schedule III Real Estate and Accumulated Depreciation

December 31, 2008

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Retail
14th STREET MARKET 7,712 3,500 9,241 - 3,500 9,241 12,741 565 2007
Plano, TX
24 HOUR FITNESS - 249 & JONES - 2,650 7,079 - 2,650 7,079 9,729 843 2005
Houston, TX
24 HOUR FITNESS -THE WOODLANDS - 1,540 11,287 - 1,540 11,287 12,827 1,284 2005
Woodlands, TX
6101 RICHMOND AVENUE - 1,700 1,264 - 1,700 1,264 2,964 151 2005
Houston, TX
95th and CICERO 8,949 4,500 9,910 - 4,500 9,910 14,410 111 2008
Oak Lawn, IL
ALCOA EXCHANGE 12,810 4,900 15,577 - 4,900 15,577 20,477 326 2008
Bryant, AR
ANTOINE TOWN CENTER - 1,645 7,343 58 1,645 7,401 9,046 807 2005
Houston, TX
ASHFORD PLAZA - 900 2,440 167 900 2,607 3,507 299 2005
Houston, TX
ATASCOCITA SHOPPING CENTER - 1,550 7,994 42 1,550 8,036 9,586 911 2005
Humble, TX
BAY COLONY - 3,190 30,828 5,340 3,190 36,168 39,358 3,433 2005
League City, TX
BELLERIVE PLAZA 6,092 2,400 7,749 56 2,400 7,805 10,205 477 2007
Nicholasville, KY
BI-LO - GREENVILLE 4,286 1,400 5,503 - 1,400 5,503 6,903 497 2006
Greenville, SC
BLACKHAWK TOWN CENTER - 1,645 19,982 - 1,645 19,982 21,627 2,213 2005
Houston, TX
BRANDON CENTRE SOUTH 16,133 5,720 19,500 74 5,720 19,574 25,294 1,197 2007
Brandon, FL
BROOKS CORNER 14,276 10,600 13,648 2,532 10,600 16,180 26,780 1,410 2006
San Antonio, TX
BUCKHORN PLAZA 9,025 1,651 11,770 709 1,651 12,479 14,130 1,036 2006
Bloomsburg, PA
CANFIELD PLAZA 7,575 2,250 10,339 406 2,250 10,745 12,995 1,069 2006
Canfield, OH
CARVER CREEK - 650 560 728 650 1,287 1,937 124 2005
Dallas, TX

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CHESAPEAKE COMMONS 8,950 2,669 10,839 - 2,669 10,839 13,508 695 2007
Chesapeake, VA
CHILI’S - HUNTING BAYOU - 400 - - 400 - 400 - 2005
Jacinto City, TX
CINEMARK - JACINTO CITY - 1,160 10,540 - 1,160 10,540 11,700 1,218 2005
Jacinto City, TX
CINEMARK - WEBSTER - 1,830 12,094 - 1,830 12,094 13,924 1,365 2005
Webster, TX
CINEMARK 12 - SILVERLAKE - 1,310 7,496 - 1,310 7,496 8,806 825 2005
Pearland, TX
CITIZENS (CFG) CONNECTICUT 678 525 737 (2) 525 735 1,260 43 2007
Hamden, CT
CITIZENS (CFG) CONNECTICUT 1,095 450 1,191 (4) 450 1,187 1,637 69 2007
Colchester, CT
CITIZENS (CFG) CONNECTICUT 2,018 480 2,194 (7) 480 2,187 2,667 127 2007
Deep River, CT
CITIZENS (CFG) CONNECTICUT 1,142 430 1,242 (4) 430 1,238 1,668 72 2007
East Lyme, CT
CITIZENS (CFG) CONNECTICUT 2,435 111 2,648 (9) 111 2,640 2,751 153 2007
Montville, CT
CITIZENS (CFG) CONNECTICUT 1,123 450 1,221 (4) 450 1,217 1,667 71 2007
Stonington, CT
CITIZENS (CFG) CONNECTICUT 1,150 420 1,251 (4) 420 1,247 1,667 72 2007
Stonington, CT
CITIZENS (CFG) CONNECTICUT 808 490 879 (3) 490 876 1,366 51 2007
East Hampton, CT
CITIZENS (CFG) DELAWARE 653 525 353 (4) 525 349 874 20 2007
Lewes, DE
CITIZENS (CFG) DELAWARE 467 275 252 (3) 275 250 525 15 2007
Wilmington, DE
CITIZENS (CFG) DELAWARE 393 485 212 (2) 485 210 695 12 2007
Wilmington, DE
CITIZENS (CFG) ILLINOIS 3,260 1,870 2,414 (6) 1,870 2,408 4,278 140 2007
Orland Hills, IL
CITIZENS (CFG) ILLINOIS 361 450 267 (1) 450 267 717 15 2007
Calumet City, IL
CITIZENS (CFG) ILLINOIS 179 815 133 - 815 132 947 8 2007
Chicago, IL
CITIZENS (CFG) ILLINOIS 512 575 379 (1) 575 378 953 22 2007
Villa Park, IL
CITIZENS (CFG) ILLINOIS 786 725 582 (1) 725 580 1,305 34 2007
Westchester, IL
CITIZENS (CFG) ILLINOIS 1,443 375 1,069 (2) 375 1,066 1,441 62 2007
Olympia Fields, IL
CITIZENS (CFG) ILLINOIS 1,221 290 904 (2) 290 902 1,192 52 2007
Chicago Heights, IL

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) MELLON BANK BLD 2,205 725 2,255 27 725 2,283 3,008 131 2007
Georgetown, DE
CITIZENS (CFG) MICHIGAN 640 500 174 - 500 174 674 10 2007
Farmington, MI
CITIZENS (CFG) MICHIGAN 803 1,100 219 - 1,100 219 1,319 13 2007
Troy, MI
CITIZENS (CFG) NEW HAMPSHIRE 2,407 1,050 2,121 - 1,050 2,121 3,171 123 2007
Keene, NH
CITIZENS (CFG) NEW HAMPSHIRE 1,270 554 1,119 - 554 1,119 1,673 65 2007
Manchester, NH
CITIZENS (CFG) NEW HAMPSHIRE 1,420 618 1,251 - 618 1,251 1,869 73 2007
Manchester, NH
CITIZENS (CFG) NEW HAMPSHIRE 1,472 641 1,297 - 641 1,297 1,938 75 2007
Salem, NH
CITIZENS (CFG) NEW HAMPSHIRE 17,744 9,620 15,633 - 9,620 15,633 25,253 906 2007
Manchester, NH
CITIZENS (CFG) NEW HAMPSHIRE 319 172 281 - 172 281 453 16 2007
Hinsdale, NH
CITIZENS (CFG) NEW HAMPSHIRE 284 111 250 - 111 250 361 15 2007
Ossipee, NH
CITIZENS (CFG) NEW HAMPSHIRE 294 176 259 - 176 259 435 15 2007
Pelham, NH
CITIZENS (CFG) NEW JERSEY 821 500 466 - 500 466 966 27 2007
Haddon Heights, NJ
CITIZENS (CFG) NEW JERSEY 824 850 468 - 850 468 1,318 27 2007
Marlton, NJ
CITIZENS (CFG) NEW YORK 1,156 70 1,342 - 70 1,342 1,412 78 2007
Plattsburgh, NY
CITIZENS (CFG) OHIO 2,333 400 1,736 - 400 1,736 2,136 101 2007
Fairlawn, OH
CITIZENS (CFG) OHIO 565 450 420 - 450 420 870 24 2007
Bedford, OH
CITIZENS (CFG) OHIO 641 625 477 - 625 477 1,102 28 2007
Parma, OH
CITIZENS (CFG) OHIO 678 900 505 - 900 505 1,405 29 2007
Parma, OH
CITIZENS (CFG) OHIO 683 750 508 - 750 508 1,258 29 2007
Parma Heights, OH
CITIZENS (CFG) OHIO 1,178 850 876 - 850 876 1,726 51 2007
South Russell, OH
CITIZENS (CFG) PENNSYLVANIA 689 50 771 - 50 771 821 45 2007
Altoona, PA
CITIZENS (CFG) PENNSYLVANIA 1,013 85 1,134 - 85 1,133 1,218 66 2007
Ashley, PA
CITIZENS (CFG) PENNSYLVANIA 1,022 675 1,144 - 675 1,144 1,819 66 2007
Brodheadsville, PA

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) PENNSYLVANIA 1,282 75 1,434 - 75 1,434 1,509 83 2007
Butler, PA
CITIZENS (CFG) PENNSYLVANIA 1,269 1,150 1,420 - 1,150 1,419 2,569 82 2007
Camp Hill, PA
CITIZENS (CFG) PENNSYLVANIA 1,199 500 1,342 - 500 1,342 1,842 78 2007
Camp Hill, PA
CITIZENS (CFG) PENNSYLVANIA 1,636 125 1,830 - 125 1,830 1,955 106 2007
Carnegie, PA
CITIZENS (CFG) PENNSYLVANIA 1,390 40 1,555 - 40 1,555 1,595 90 2007
Charlerol, PA
CITIZENS (CFG) PENNSYLVANIA 1,275 325 1,427 - 325 1,427 1,752 83 2007
Dallas, PA
CITIZENS (CFG) PENNSYLVANIA 860 150 962 - 150 962 1,112 56 2007
Dallastown, PA
CITIZENS (CFG) PENNSYLVANIA 1,303 260 1,458 - 260 1,458 1,718 85 2007
Dillsburg, PA
CITIZENS (CFG) PENNSYLVANIA 1,479 485 1,655 - 485 1,655 2,140 96 2007
Drexel Hill, PA
CITIZENS (CFG) PENNSYLVANIA 988 50 1,106 - 50 1,106 1,156 64 2007
Ford City, PA
CITIZENS (CFG) PENNSYLVANIA 1,544 385 1,727 - 385 1,727 2,112 100 2007
Glenside, PA
CITIZENS (CFG) PENNSYLVANIA 813 125 909 - 125 909 1,034 53 2007
Greensburg, PA
CITIZENS (CFG) PENNSYLVANIA 975 300 1,092 - 300 1,091 1,391 63 2007
Highspire, PA
CITIZENS (CFG) PENNSYLVANIA 902 100 1,009 - 100 1,009 1,109 59 2007
Homestead, PA
CITIZENS (CFG) PENNSYLVANIA 1,516 300 1,697 - 300 1,696 1,996 98 2007
Kingston, PA
CITIZENS (CFG) PENNSYLVANIA 1,240 50 1,388 - 50 1,388 1,438 80 2007
Kittanning, PA
CITIZENS (CFG) PENNSYLVANIA 1,625 330 1,819 - 330 1,819 2,149 106 2007
Matamoras, PA
CITIZENS (CFG) PENNSYLVANIA 1,034 100 1,157 - 100 1,157 1,257 67 2007
McKees Rocks, PA
CITIZENS (CFG) PENNSYLVANIA 2,619 250 2,931 - 250 2,931 3,181 170 2007
Mechanicsburg, PA
CITIZENS (CFG) PENNSYLVANIA 465 40 521 - 40 520 560 30 2007
Mercer, PA
CITIZENS (CFG) PENNSYLVANIA 1,450 275 1,623 - 275 1,623 1,898 94 2007
Milford, PA
CITIZENS (CFG) PENNSYLVANIA 1,105 600 1,237 - 600 1,237 1,837 72 2007
Philadelphia, PA
CITIZENS (CFG) PENNSYLVANIA 942 245 1,054 - 245 1,054 1,299 61 2007
Philadelphia, PA

-87-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) PENNSYLVANIA 1,200 700 1,342 - 700 1,342 2,042 78 2007
Philadelphia, PA
CITIZENS (CFG) PENNSYLVANIA 1,011 75 1,131 - 75 1,131 1,206 66 2007
Pitcairn, PA
CITIZENS (CFG) PENNSYLVANIA 3,278 75 3,668 (1) 75 3,668 3,743 213 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 1,849 100 2,069 - 100 2,069 2,169 120 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 2,811 900 3,146 (1) 900 3,145 4,045 182 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 922 150 1,032 - 150 1,032 1,182 60 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 2,969 75 3,322 (1) 75 3,322 3,397 193 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 1,414 75 1,583 - 75 1,582 1,657 92 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 1,364 50 1,527 - 50 1,527 1,577 89 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 2,024 165 2,265 - 165 2,265 2,430 131 2007
Reading, PA
CITIZENS (CFG) PENNSYLVANIA 1,194 120 1,336 - 120 1,336 1,456 78 2007
Reading, PA
CITIZENS (CFG) PENNSYLVANIA 1,116 650 1,249 - 650 1,249 1,899 72 2007
Souderton, PA
CITIZENS (CFG) PENNSYLVANIA 1,494 400 1,672 - 400 1,671 2,071 97 2007
State College, PA
CITIZENS (CFG) PENNSYLVANIA 1,094 730 1,225 - 730 1,224 1,954 71 2007
Tannersville, PA
CITIZENS (CFG) PENNSYLVANIA 1,123 150 1,257 - 150 1,257 1,407 73 2007
Turtle Creek, PA
CITIZENS (CFG) PENNSYLVANIA 821 50 919 - 50 919 969 53 2007
Tyrone, PA
CITIZENS (CFG) PENNSYLVANIA 1,152 530 1,289 - 530 1,289 1,819 75 2007
Upper Darby, PA
CITIZENS (CFG) PENNSYLVANIA 861 115 964 - 115 964 1,079 56 2007
West Chester, PA
CITIZENS (CFG) PENNSYLVANIA 2,481 125 2,776 - 125 2,776 2,901 161 2007
West Hazelson, PA
CITIZENS (CFG) PENNSYLVANIA 2,695 400 3,016 - 400 3,015 3,415 175 2007
York, PA
CITIZENS (CFG) PENNSYLVANIA 597 150 668 - 150 668 818 39 2007
Aliquippa, PA
CITIZENS (CFG) PENNSYLVANIA 680 750 761 - 750 761 1,511 44 2007
Allison Park, PA
CITIZENS (CFG) PENNSYLVANIA 512 100 573 - 100 573 673 33 2007
Altoona, PA

-88-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) PENNSYLVANIA 451 350 504 - 350 504 854 29 2007
Beaver Falls, PA
CITIZENS (CFG) PENNSYLVANIA 506 350 567 - 350 567 917 33 2007
Carlisle, PA
CITIZENS (CFG) PENNSYLVANIA 431 100 483 - 100 483 583 28 2007
Cranberry, PA
CITIZENS (CFG) PENNSYLVANIA 545 275 610 - 275 610 885 35 2007
Erie, PA
CITIZENS (CFG) PENNSYLVANIA 343 90 383 - 90 383 473 22 2007
Grove City, PA
CITIZENS (CFG) PENNSYLVANIA 547 40 612 - 40 612 652 35 2007
Grove City, PA
CITIZENS (CFG) PENNSYLVANIA 604 625 676 - 625 676 1,301 39 2007
Harrisburg, PA
CITIZENS (CFG) PENNSYLVANIA 699 690 782 - 690 782 1,472 45 2007
Haertown, PA
CITIZENS (CFG) PENNSYLVANIA 655 50 733 - 50 733 783 42 2007
Hollidaysburg, PA
CITIZENS (CFG) PENNSYLVANIA 526 420 589 - 420 589 1,009 34 2007
Kutztown, PA
CITIZENS (CFG) PENNSYLVANIA 548 650 614 - 650 614 1,264 36 2007
Lancaster, PA
CITIZENS (CFG) PENNSYLVANIA 599 500 671 - 500 671 1,171 39 2007
Lancaster, PA
CITIZENS (CFG) PENNSYLVANIA 481 200 538 - 200 538 738 31 2007
Latrobe, PA
CITIZENS (CFG) PENNSYLVANIA 493 175 552 - 175 552 727 32 2007
Lititz, PA
CITIZENS (CFG) PENNSYLVANIA 575 225 644 - 225 644 869 37 2007
Lower Burrell, PA
CITIZENS (CFG) PENNSYLVANIA 484 210 542 - 210 542 752 31 2007
Mountain Top, PA
CITIZENS (CFG) PENNSYLVANIA 246 125 275 - 125 275 400 16 2007
Munhall, PA
CITIZENS (CFG) PENNSYLVANIA 615 500 688 - 500 688 1,188 40 2007
New Stanton, PA
CITIZENS (CFG) PENNSYLVANIA 863 225 966 - 225 966 1,191 56 2007
Oakmont, PA
CITIZENS (CFG) PENNSYLVANIA 479 50 536 - 50 536 586 31 2007
Oil City, PA
CITIZENS (CFG) PENNSYLVANIA 609 225 682 - 225 682 907 40 2007
Philadelphia, PA
CITIZENS (CFG) PENNSYLVANIA 1,540 500 1,723 - 500 1,723 2,223 100 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 1,292 300 1,446 - 300 1,446 1,746 84 2007
Pittsburgh, PA

-89-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) PENNSYLVANIA 1,002 275 1,121 - 275 1,121 1,396 65 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 836 250 936 - 250 936 1,186 54 2007
Pittsburgh, PA
CITIZENS (CFG) PENNSYLVANIA 714 75 799 - 75 799 874 46 2007
Saxonburg, PA
CITIZENS (CFG) PENNSYLVANIA 373 225 417 - 225 417 642 24 2007
Shippensburg, PA
CITIZENS (CFG) PENNSYLVANIA 215 200 241 - 200 241 441 14 2007
Slovan, PA
CITIZENS (CFG) PENNSYLVANIA 478 325 535 - 325 535 860 31 2007
State College, PA
CITIZENS (CFG) PENNSYLVANIA 581 245 650 - 245 650 895 38 2007
Temple, PA
CITIZENS (CFG) PENNSYLVANIA 578 300 647 - 300 647 947 38 2007
Verona, PA
CITIZENS (CFG) PENNSYLVANIA 971 1,250 1,086 - 1,250 1,086 2,336 63 2007
Warrendale, PA
CITIZENS (CFG) PENNSYLVANIA 589 390 659 - 390 659 1,049 38 2007
West Grove, PA
CITIZENS (CFG) PENNSYLVANIA 578 600 647 - 600 646 1,246 38 2007
Wexford, PA
CITIZENS (CFG) PENNSYLVANIA 865 225 968 - 225 968 1,193 56 2007
Wilkes-Barre, PA
CITIZENS (CFG) PENNSYLVANIA 628 700 703 - 700 703 1,403 41 2007
York, PA
CITIZENS (CFG) PENNSYLVANIA 1,950 250 2,182 - 250 2,181 2,431 127 2007
Mount Lebanon, PA
CITIZENS (CFG) RHODE ISLAND 1,006 438 1,095 (2) 438 1,093 1,531 63 2007
Coventry, RI
CITIZENS (CFG) RHODE ISLAND 1,476 643 1,607 (3) 643 1,604 2,247 93 2007
Cranston, RI
CITIZENS (CFG) RHODE ISLAND 1,236 538 1,346 (3) 538 1,343 1,881 78 2007
Johnston, RI
CITIZENS (CFG) RHODE ISLAND 1,818 821 1,980 (4) 821 1,976 2,797 115 2007
North Providence, RI
CITIZENS (CFG) RHODE ISLAND 1,072 600 1,168 (2) 600 1,166 1,766 68 2007
Providence, RI
CITIZENS (CFG) RHODE ISLAND 1,338 666 1,457 (3) 666 1,455 2,120 84 2007
Wakefield, RI
CITIZENS (CFG) RHODE ISLAND 3,506 1,278 3,817 (7) 1,278 3,810 5,088 221 2007
Providence, RI
CITIZENS (CFG) RHODE ISLAND 14,561 2,254 15,856 (30) 2,254 15,826 18,080 918 2007
Warwick, RI
CITIZENS (CFG) RHODE ISLAND 586 375 639 (1) 375 637 1,012 37 2007
East Greenwich, RI

-90-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) RHODE ISLAND 719 472 783 (1) 472 781 1,253 45 2007
North Providence, RI
CITIZENS (CFG) RHODE ISLAND 647 366 705 (1) 366 703 1,069 41 2007
Rumford, RI
CITIZENS (CFG) RHODE ISLAND 603 353 657 (1) 353 655 1,009 38 2007
Warren, RI
CITIZENS (CFG) VERMONT 1,013 1,270 153 - 1,270 153 1,423 9 2007
Middlebury, VT
CITIZENS (CFG) MASSACHUSETTS 1,210 400 1,002 (1) 400 1,001 1,401 58 2007
Ludlow, MA
CITIZENS (CFG) MASSACHUSETTS 2,175 1,263 1,802 (2) 1,263 1,800 3,062 104 2007
Malden, MA
CITIZENS (CFG) MASSACHUSETTS 976 607 809 (1) 607 808 1,415 47 2007
Malden, MA
CITIZENS (CFG) MASSACHUSETTS 1,518 952 1,258 (2) 952 1,256 2,208 73 2007
Medford, MA
CITIZENS (CFG) MASSACHUSETTS 2,760 1,431 2,287 (3) 1,431 2,284 3,714 132 2007
Milton, MA
CITIZENS (CFG) MASSACHUSETTS 1,719 998 1,424 (2) 998 1,422 2,419 82 2007
Randolph, MA
CITIZENS (CFG) MASSACHUSETTS 1,421 743 1,177 (1) 743 1,176 1,918 68 2007
South Dennis, MA
CITIZENS (CFG) MASSACHUSETTS 1,034 310 856 (1) 310 855 1,165 50 2007
Springfield, MA
CITIZENS (CFG) MASSACHUSETTS 1,309 1,050 1,085 (1) 1,050 1,083 2,133 63 2007
Woburn, MA
CITIZENS (CFG) MASSACHUSETTS 512 300 424 (1) 300 424 724 25 2007
Dorchester, MA
CITIZENS (CFG) MASSACHUSETTS 668 440 553 (1) 440 553 993 32 2007
Needham, MA
CITIZENS (CFG) MASSACHUSETTS 640 450 530 (1) 450 530 980 31 2007
New Bedford, MA
CITIZENS (CFG) MASSACHUSETTS 725 595 601 (1) 595 600 1,194 35 2007
Somerville, MA
CITIZENS (CFG) MASSACHUSETTS 293 300 243 - 300 242 542 14 2007
Springfield, MA
CITIZENS (CFG) MASSACHUSETTS 859 621 712 (1) 621 711 1,332 41 2007
Tewksbury, MA
CITIZENS (CFG) MASSACHUSETTS 636 552 527 (1) 552 526 1,078 31 2007
Watertown, MA
CITIZENS (CFG) MASSACHUSETTS 482 350 399 - 350 399 749 23 2007
Wilbraham, MA
CITIZENS (CFG) MASSACHUSETTS 994 541 824 (1) 541 823 1,364 48 2007
Winthrop, MA
CITIZENS (CFG) MASSACHUSETTS 995 379 824 (1) 379 823 1,202 48 2007
Dedham, MA

-91-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
CITIZENS (CFG) MASSACHUSETTS 1,246 542 1,032 (1) 542 1,031 1,573 60 2007
Hanover, MA
CROSS TIMBERS COURT 8,193 3,300 9,939 20 3,300 9,960 13,260 611 2007
Flower Mound, TX
CROSSROADS AT CHESAPEAKE SQUARE 11,210 3,970 13,732 - 3,970 13,732 17,702 881 2007
Chesapeake, VA
CUSTER CREEK VILLAGE 10,149 4,750 12,245 15 4,750 12,259 17,009 749 2007
Richardson, TX
CYFAIR TOWN CENTER - 1,800 13,093 - 1,800 13,093 14,893 1,104 2006
Cypress, TX
CYPRESS TOWN CENTER - 1,850 11,630 - 1,850 11,630 13,480 1,273 2005
Houston, TX
DONELSON PLAZA 2,315 1,000 3,147 - 1,000 3,147 4,147 202 2007
Nashville, TN
EAST GATE 6,800 2,000 10,305 - 2,000 10,305 12,305 657 2007
Aiken, SC
ELDRIDGE LAKES TOWN CENTER - 1,400 14,048 - 1,400 14,048 15,448 1,189 2006
Houston, TX
ELDRIDGE TOWN CENTER - 3,200 16,663 - 3,200 16,663 19,863 1,935 2005
Houston, TX
FABYAN RANDALL PLAZA 13,405 2,400 22,198 (129) 2,400 22,069 24,469 1,931 2006
Batavia, IL
FLOWER MOUND CROSSING 8,342 4,500 9,049 - 4,500 9,049 13,549 579 2007
Flower Mound, TX
FOREST PLAZA 2,197 3,400 14,550 76 3,400 14,626 18,026 668 2007
Fond du Lac, WI
FRIENDSWOOD SHOPPING CENTER - 1,550 10,887 1,276 1,550 12,163 13,713 1,314 2005
Friendswood, TX
FURY’S FERRY 6,381 1,600 9,783 49 1,600 9,832 11,432 626 2007
Augusta, GA
GLENDALE HEIGHTS I, II, III 4,705 2,220 6,399 94 2,220 6,493 8,713 523 2006
Glendale Heights, IL
GRAVOIS DILLON PLAZA 12,630 7,300 - 15,476 7,300 15,476 22,776 900 2007
High Ridge, MO
HERITAGE HEIGHTS 10,719 4,600 13,502 - 4,600 13,502 18,102 826 2007
Grapevine, TX
HIGHLAND PLAZA - 2,450 15,642 - 2,450 15,642 18,092 1,687 2005
Katy, TX
HUNTER’S GLEN CROSSING 9,790 4,800 11,719 - 4,800 11,719 16,519 716 2007
Plano, TX
HUNTING BAYOU - 2,400 16,265 741 2,400 17,006 19,406 1,736 2006
Jacinto City, TX
JOE’S CRAB SHACK-HUNTING BAYOU - 540 - - 540 - 540 - 2005
Jacinto City, TX
JOSEY OAKS CROSSING 9,346 2,620 13,989 5 2,620 13,993 16,613 855 2007
Carrollton, TX

-92-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
LAKEPORT COMMONS - 7,800 39,984 605 7,800 40,589 48,389 1,759 2007
Sioux City, IA
LAKEWOOD SHOPPING CENTER 11,715 4,115 20,646 (1) 4,115 20,646 24,761 2,207 2006
Margate, FL
LAKEWOOD SHOPPING CTR PHASE II - 6,340 6,996 (39) 6,340 6,957 13,297 403 2007
Margate, FL
LEGACY CROSSING 10,890 4,280 13,896 33 4,280 13,929 18,209 842 2007
Marion, OH
LEXINGTON ROAD 5,454 1,980 7,105 - 1,980 7,105 9,085 564 2006
Athens, GA
LINCOLN MALL 33,835 11,000 50,395 418 11,000 50,812 61,812 4,567 2006
Lincoln, RI
LINCOLN VILLAGE 22,035 13,600 25,053 134 13,600 25,187 38,787 2,008 2006
Chicago, IL
LORD SALISBURY CENTER 12,600 11,000 9,567 - 11,000 9,567 20,567 525 2007
Salisbury, MD
MARKET AT MORSE / HAMILTON 7,893 4,490 8,734 9 4,490 8,742 13,232 627 2007
Columbus, OH
MARKET AT WESTLAKE 4,803 1,200 6,274 - 1,200 6,274 7,474 385 2007
Westlake Hills, TX
MCKINNEY TC OUTLOTS - 6,260 12 - 6,260 12 6,272 0 2007
McKinney, TX
MIDDLEBURG CROSSING 6,432 2,760 7,145 - 2,760 7,145 9,905 376 2007
Middleburg, FL
MONADNOCK MARKETPLACE 26,785 7,000 39,008 - 7,000 39,008 46,008 4,095 2006
Keene, NH
NEW FOREST CROSSING II 3,438 1,490 3,922 421 1,490 4,342 5,832 302 2006
Houston, TX
NEWTOWN ROAD 968 905 877 - 905 877 1,782 67 2006
Virginia Beach, VA
NORTHWEST MARKETPLACE 19,965 2,910 30,340 (16) 2,910 30,325 33,235 1,681 2007
Houston, TX
NTB ELDRIDGE - 960 - - 960 - 960 - 2005
Houston, TX
PARADISE SHOPS OF LARGO 7,325 4,640 7,483 (27) 4,640 7,456 12,096 869 2005
Largo, FL
PARK WEST PLAZA 7,532 4,250 8,186 - 4,250 8,186 12,436 523 2007
Grapevine, TX
PARKWAY CENTRE NORTH 13,892 4,680 16,046 1,798 4,680 17,844 22,524 1,153 2007
Grove City, OH
PARKWAY CENTRE NORTH OUTLOT B 2,198 900 2,590 - 900 2,590 3,490 168 2007
Grove City, OH
PAVILLIONS AT HARTMAN HERITAGE 23,450 9,700 28,849 1,833 9,700 30,682 40,382 1,706 2007
Independence, MO
PENN PARK 31,000 6,260 29,424 (73) 6,260 29,351 35,611 1,353 2007
Oklahoma City, OK

-93-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
PINEHURST SHOPPING CENTER - 625 2,157 241 625 2,398 3,023 270 2005
Humble, TX
PIONEER PLAZA 2,250 373 3,099 - 373 3,099 3,472 199 2007
Mesquite, TX
PLAZA AT EAGLE’S LANDING 5,310 1,580 7,002 1 1,580 7,003 8,583 531 2006
Stockbridge, GA
POPLIN PLACE 25,194 6,100 27,790 - 6,100 27,790 33,890 324 2008
Monroe, NC
RIVERSTONE SHOPPING CENTER 21,000 12,000 26,395 (26) 12,000 26,368 38,368 1,451 2007
Missouri City, TX
RIVERVIEW VILLAGE 10,121 6,000 9,649 - 6,000 9,649 15,649 591 2007
Arlington, TX
SARATOGA TOWN CENTER - 1,500 12,971 12 1,500 12,982 14,482 1,419 2005
Corpus Christi, TX
SCOFIELD CROSSING 8,435 8,100 4,992 - 8,100 4,992 13,092 320 2007
Austin, TX
SHAKOPEE SHOPPING CENTER 8,800 6,900 8,583 - 6,900 8,583 15,483 865 2006
Shakopee, MN
SHALLOTTE COMMONS 6,078 1,650 9,028 40 1,650 9,068 10,718 502 2007
Shallotte, NC
SHERMAN PLAZA 30,275 9,655 30,982 8,343 9,655 39,324 48,979 2,503 2006
Evanston, IL
SHERMAN TOWN CENTER 36,895 4,850 49,273 - 4,850 49,273 54,123 4,026 2006
Sherman, TX
SHILOH SQUARE 3,238 1,025 3,946 - 1,025 3,946 4,971 241 2007
Garland, TX
SIEGEN PLAZA 16,638 9,340 20,251 - 9,340 20,251 29,591 123 2008
East Baton Rouge, LA
SPRING TOWN CENTER - 3,150 12,433 33 3,150 12,466 15,616 1,102 2006
Spring, TX
SPRING TOWN CENTER III - 1,320 3,070 866 1,320 3,936 5,256 198 2007
Spring, TX
STABLES TOWN CENTER I and II - 4,650 19,006 2,314 4,650 21,320 25,970 2,038 2005
Spring, TX
STATE STREET MARKET 10,450 3,950 14,184 279 3,950 14,464 18,414 1,107 2006
Rockford, IL
STOP & SHOP - SICKLERVILLE 8,535 2,200 11,559 - 2,200 11,559 13,759 1,045 2006
Sicklerville, NJ
STOP N SHOP - BRISTOL 8,368 1,700 11,830 - 1,700 11,830 13,530 1,070 2006
Bristol, RI
STOP N SHOP - CUMBERLAND 11,531 2,400 16,196 - 2,400 16,196 18,596 1,464 2006
Cumberland, RI
STOP N SHOP - FRAMINGHAM 9,269 6,500 8,517 - 6,500 8,517 15,017 770 2006
Framingham, MA
STOP N SHOP - HYDE PARK 8,100 2,000 12,274 - 2,000 12,274 14,274 1,263 2006
Hyde Park, NY

-94-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
STOP N SHOP - MALDEN 12,753 6,700 13,828 - 6,700 13,828 20,528 1,250 2006
Malden, MA
STOP N SHOP - SOUTHINGTON 11,145 4,000 13,938 - 4,000 13,938 17,938 1,260 2006
Southington, CT
STOP N SHOP - SWAMPSCOTT 11,066 4,200 13,613 - 4,200 13,613 17,813 1,231 2006
Swampscott, MA
STREETS OF CRANBERRY 24,425 4,300 20,215 7,075 4,300 27,291 31,591 938 2007
Cranberry Township, PA
STREETS OF INDIAN LAKES 40,800 8,825 48,679 - 8,825 48,679 57,504 149 2008
Hendersonville, TN
SUNCREEK VILLAGE 2,683 900 3,155 - 900 3,155 4,055 203 2007
Plano, TX
SUNTRUST BANK I AL 1,344 675 1,018 (1) 675 1,017 1,692 40 2007
Muscle Shoals, AL
SUNTRUST BANK I AL 593 633 449 - 633 449 1,082 18 2007
Killen, AL
SUNTRUST BANK I DC 1,779 500 2,082 (1) 500 2,081 2,581 83 2007
Brightwood, DC
SUNTRUST BANK I FL 1,150 1,200 603 - 1,200 603 1,803 24 2007
Panama City, FL
SUNTRUST BANK I FL 1,499 1,400 786 - 1,400 786 2,186 31 2007
Orlando, FL
SUNTRUST BANK I FL 1,182 1,276 620 - 1,275 620 1,895 25 2007
Apopka, FL
SUNTRUST BANK I FL 1,114 1,285 584 - 1,285 584 1,869 23 2007
Bayonet Point, FL
SUNTRUST BANK I FL 1,677 800 879 - 800 879 1,679 35 2007
West Palm Beach, FL
SUNTRUST BANK I FL 1,298 600 681 - 600 681 1,281 27 2007
Daytona Beach, FL
SUNTRUST BANK I FL 1,018 900 534 - 900 534 1,434 21 2007
Sarasota, FL
SUNTRUST BANK I FL 810 759 425 - 759 425 1,184 17 2007
Dade City, FL
SUNTRUST BANK I FL 684 725 359 - 725 359 1,084 14 2007
Pensacola, FL
SUNTRUST BANK I FL 2,177 1,100 1,142 - 1,100 1,142 2,242 45 2007
New Smyrna Beach, FL
SUNTRUST BANK I FL 1,779 1,700 933 - 1,700 933 2,633 37 2007
Clearwater, FL
SUNTRUST BANK I FL 1,146 1,218 601 - 1,218 601 1,819 24 2007
Daytona Beach, FL
SUNTRUST BANK I FL 1,104 950 579 - 950 579 1,529 23 2007
Deltona, FL
SUNTRUST BANK I FL 1,619 1,900 849 - 1,900 849 2,749 34 2007
Boca Raton, FL

-95-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I FL 1,528 900 802 - 900 801 1,701 32 2007
Clearwater, FL
SUNTRUST BANK I FL 1,094 1,476 574 - 1,476 574 2,049 23 2007
Ocala, FL
SUNTRUST BANK I FL 1,018 1,100 534 - 1,100 534 1,634 21 2007
Palm Coast, FL
SUNTRUST BANK I FL 663 650 348 - 650 348 998 14 2007
Tampa, FL
SUNTRUST BANK I FL 1,357 1,400 712 - 1,400 712 2,111 28 2007
Fort Meade, FL
SUNTRUST BANK I FL 612 575 321 - 575 321 896 13 2007
Fruitland Park, FL
SUNTRUST BANK I FL 971 953 509 - 953 509 1,462 20 2007
Ocala, FL
SUNTRUST BANK I FL 1,469 950 771 - 950 771 1,721 31 2007
Ormond Beach, FL
SUNTRUST BANK I FL 1,023 1,100 537 - 1,100 537 1,637 21 2007
Gainesville, FL
SUNTRUST BANK I FL 698 625 366 - 625 366 991 15 2007
Lakeland, FL
SUNTRUST BANK I FL 1,222 950 641 - 950 641 1,591 25 2007
Hobe Sound, FL
SUNTRUST BANK I FL 599 600 314 - 600 314 914 12 2007
Mulberry, FL
SUNTRUST BANK I FL 1,055 1,060 553 - 1,060 553 1,613 22 2007
Indian Harbour Beach, FL
SUNTRUST BANK I FL 1,363 500 715 - 500 715 1,215 28 2007
Inverness, FL
SUNTRUST BANK I FL 2,711 2,100 1,422 - 2,100 1,422 3,522 56 2007
Lake Mary, FL
SUNTRUST BANK I FL 1,252 910 656 - 910 656 1,566 26 2007
Melbourne, FL
SUNTRUST BANK I FL 1,000 1,000 525 - 1,000 524 1,524 21 2007
St. Petersburg, FL
SUNTRUST BANK I FL 903 1,100 474 - 1,100 473 1,573 19 2007
Lutz, FL
SUNTRUST BANK I FL 1,603 275 841 - 275 841 1,116 33 2007
Marianna, FL
SUNTRUST BANK I FL 648 730 340 - 730 340 1,070 14 2007
Gainesville, FL
SUNTRUST BANK I FL 1,867 900 979 - 900 979 1,879 39 2007
Vero Beach, FL
SUNTRUST BANK I FL 1,472 500 772 - 500 772 1,272 31 2007
Mount Dora, FL
SUNTRUST BANK I FL 1,620 1,800 850 - 1,800 850 2,650 34 2007
Sarasota, FL

-96-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I FL 768 300 403 - 300 403 703 16 2007
New Smyrna Beach, FL
SUNTRUST BANK I FL 1,344 1,700 705 - 1,700 705 2,405 28 2007
Lakeland, FL
SUNTRUST BANK I FL 1,116 1,300 585 - 1,300 585 1,885 23 2007
North Palm Beach, FL
SUNTRUST BANK I FL 1,052 900 552 - 900 551 1,451 22 2007
Port St. Lucie, FL
SUNTRUST BANK I FL 781 1,100 410 - 1,100 410 1,510 16 2007
Clearwater, FL
SUNTRUST BANK I FL 1,182 1,200 620 - 1,200 620 1,820 25 2007
Okeechobee, FL
SUNTRUST BANK I FL 1,639 650 859 - 650 859 1,509 34 2007
Ormond Beach, FL
SUNTRUST BANK I FL 1,371 1,100 719 - 1,100 719 1,819 29 2007
Osprey, FL
SUNTRUST BANK I FL 577 601 303 - 601 303 903 12 2007
Panama City Beach, FL
SUNTRUST BANK I FL 876 975 459 - 975 459 1,434 18 2007
New Port Richey, FL
SUNTRUST BANK I FL 1,351 1,750 708 - 1,750 708 2,458 28 2007
Pembroke Pines, FL
SUNTRUST BANK I FL 1,371 1,023 719 - 1,023 719 1,742 29 2007
Orlando, FL
SUNTRUST BANK I FL 1,709 1,800 896 - 1,800 896 2,696 36 2007
Pompano Beach, FL
SUNTRUST BANK I FL 895 1,030 469 - 1,030 469 1,499 19 2007
Jacksonville, FL
SUNTRUST BANK I FL 296 298 155 - 298 155 453 6 2007
Brooksville, FL
SUNTRUST BANK I FL 2,659 2,803 1,394 - 2,803 1,394 4,197 55 2007
Miami, FL
SUNTRUST BANK I FL 1,100 490 577 - 490 577 1,067 23 2007
Rockledge, FL
SUNTRUST BANK I FL 775 812 406 - 812 406 1,218 16 2007
Tampa, FL
SUNTRUST BANK I FL 2,175 1,565 1,141 - 1,565 1,141 2,706 45 2007
Seminole, FL
SUNTRUST BANK I FL 1,361 1,430 714 - 1,430 713 2,143 28 2007
Orlando, FL
SUNTRUST BANK I FL 821 861 431 - 861 430 1,291 17 2007
Jacksonville, FL
SUNTRUST BANK I FL 1,456 1,500 764 - 1,500 764 2,264 30 2007
Ocala, FL
SUNTRUST BANK I FL 2,177 2,200 1,142 - 2,200 1,142 3,342 45 2007
Orlando, FL

-97-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I FL 639 600 335 - 600 335 935 13 2007
Brooksville, FL
SUNTRUST BANK I FL 1,451 600 761 - 600 761 1,361 30 2007
Spring Hill, FL
SUNTRUST BANK I FL 1,445 1,000 758 - 1,000 758 1,758 30 2007
St. Augustine, FL
SUNTRUST BANK I FL 1,315 1,050 689 - 1,050 689 1,739 27 2007
Port St. Lucie, FL
SUNTRUST BANK I FL 842 850 441 - 850 441 1,291 18 2007
Vero Beach, FL
SUNTRUST BANK I FL 1,099 1,150 576 - 1,150 576 1,726 23 2007
Gulf Breeze, FL
SUNTRUST BANK I FL 1,740 2,400 913 - 2,400 912 3,312 36 2007
Casselberry, FL
SUNTRUST BANK I FL 2,049 2,700 1,075 - 2,700 1,074 3,774 43 2007
Winter Park, FL
SUNTRUST BANK I FL 1,315 1,500 690 - 1,500 690 2,190 27 2007
Fort Pierce, FL
SUNTRUST BANK I FL 869 600 456 - 600 456 1,056 18 2007
Plant City, FL
SUNTRUST BANK I FL 1,262 1,540 662 - 1,540 662 2,202 26 2007
St. Petersburg, FL
SUNTRUST BANK I FL 1,260 580 661 - 580 660 1,240 26 2007
Ormond Beach, FL
SUNTRUST BANK I FL 1,499 1,840 786 - 1,840 786 2,626 31 2007
West St. Cloud, FL
SUNTRUST BANK I FL 1,243 1,450 652 - 1,450 652 2,102 26 2007
Tamarac, FL
SUNTRUST BANK I GA 937 1,050 584 - 1,050 584 1,634 23 2007
Brunswick, GA
SUNTRUST BANK I GA 1,532 2,100 955 - 2,100 955 3,055 38 2007
Kennesaw, GA
SUNTRUST BANK I GA 1,368 675 852 - 675 852 1,527 34 2007
Columbus, GA
SUNTRUST BANK I GA 1,150 925 716 - 925 716 1,641 28 2007
Austell, GA
SUNTRUST BANK I GA 5,345 7,184 3,329 - 7,184 3,330 10,514 132 2007
Atlanta, GA
SUNTRUST BANK I GA 1,213 1,375 756 - 1,375 756 2,131 30 2007
Chambleee, GA
SUNTRUST BANK I GA 1,263 525 787 - 525 787 1,312 31 2007
Conyers, GA
SUNTRUST BANK I GA 1,945 1,750 1,211 - 1,750 1,212 2,962 48 2007
Atlanta, GA
SUNTRUST BANK I GA 776 300 483 - 300 483 783 19 2007
Savannah, GA

-98-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I GA 1,910 1,325 1,190 - 1,325 1,190 2,515 47 2007
Dunwoody, GA
SUNTRUST BANK I GA 990 800 617 - 800 617 1,417 24 2007
Douglasville, GA
SUNTRUST BANK I GA 405 325 253 - 325 253 578 10 2007
Albany, GA
SUNTRUST BANK I GA 748 865 466 - 865 466 1,330 19 2007
Athens, GA
SUNTRUST BANK I GA 654 250 408 - 250 408 658 16 2007
Macon, GA
SUNTRUST BANK I GA 1,047 500 652 - 500 653 1,153 26 2007
Atlanta, GA
SUNTRUST BANK I GA 1,879 1,275 1,171 - 1,275 1,171 2,446 47 2007
Duluth, GA
SUNTRUST BANK I GA 907 360 565 - 360 565 925 22 2007
Thomson, GA
SUNTRUST BANK I GA 986 90 614 - 90 614 704 24 2007
Madison, GA
SUNTRUST BANK I GA 1,082 325 674 - 325 674 999 27 2007
Savannah, GA
SUNTRUST BANK I GA 1,798 2,025 1,120 - 2,025 1,120 3,145 45 2007
Marietta, GA
SUNTRUST BANK I GA 1,592 1,200 992 - 1,200 992 2,192 39 2007
Marietta, GA
SUNTRUST BANK I GA 1,832 1,000 1,141 - 1,000 1,141 2,141 45 2007
Cartersville, GA
SUNTRUST BANK I GA 3,626 4,539 2,259 - 4,539 2,259 6,798 90 2007
Atlanta, GA
SUNTRUST BANK I GA 747 300 465 - 300 465 765 18 2007
Lithonia, GA
SUNTRUST BANK I GA 1,659 1,500 1,034 - 1,500 1,034 2,534 41 2007
Peachtree City, GA
SUNTRUST BANK I GA 1,105 575 688 - 575 688 1,263 27 2007
Stone Mountain, GA
SUNTRUST BANK I GA 2,539 1,600 1,581 - 1,600 1,582 3,182 63 2007
Atlanta, GA
SUNTRUST BANK I GA 1,056 175 658 - 175 658 833 26 2007
Waycross, GA
SUNTRUST BANK I GA 557 475 347 - 475 347 822 14 2007
Union City, GA
SUNTRUST BANK I GA 741 650 462 - 650 462 1,112 18 2007
Savannah, GA
SUNTRUST BANK I GA 1,410 525 878 - 525 878 1,403 35 2007
Morrow, GA
SUNTRUST BANK I GA 636 575 396 - 575 396 971 16 2007
Norcross, GA

-99-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I GA 968 869 603 - 869 603 1,472 24 2007
Stockbridge, GA
SUNTRUST BANK I GA 721 250 449 - 250 449 699 18 2007
Stone Mountain, GA
SUNTRUST BANK I GA 623 575 388 - 575 388 963 15 2007
Sylvester, GA
SUNTRUST BANK I GA 1,709 1,100 1,065 - 1,100 1,065 2,165 42 2007
Evans, GA
SUNTRUST BANK I GA 471 200 294 - 200 294 494 12 2007
Thomson, GA
SUNTRUST BANK I MD 1,914 1,000 1,925 (1) 1,000 1,924 2,924 76 2007
Annapolis, MD
SUNTRUST BANK I MD 1,167 800 1,174 - 800 1,173 1,973 47 2007
Landover, MD
SUNTRUST BANK I MD 1,405 600 1,414 (1) 600 1,413 2,013 56 2007
Avondale, MD
SUNTRUST BANK I MD 1,453 800 1,462 (1) 800 1,461 2,261 58 2007
Cambridge, MD
SUNTRUST BANK I MD 1,566 800 1,575 (1) 800 1,574 2,374 63 2007
Cockeysville, MD
SUNTRUST BANK I MD 2,215 700 2,229 (1) 700 2,228 2,928 88 2007
Glen Burnie, MD
SUNTRUST BANK I MD 2,459 100 2,473 (1) 100 2,473 2,573 98 2007
Annapolis, MD
SUNTRUST BANK I MD 1,727 1,100 1,737 (1) 1,100 1,737 2,837 69 2007
Prince Frederick, MD
SUNTRUST BANK I NC 870 600 844 - 600 844 1,444 34 2007
Greensboro, NC
SUNTRUST BANK I NC 741 550 719 - 550 719 1,269 29 2007
Greensboro, NC
SUNTRUST BANK I NC 923 190 896 - 190 896 1,086 36 2007
Apex, NC
SUNTRUST BANK I NC 491 450 477 - 450 477 927 19 2007
Arden, NC
SUNTRUST BANK I NC 711 400 690 - 400 690 1,090 27 2007
Asheboro, NC
SUNTRUST BANK I NC 622 75 604 - 75 604 679 24 2007
Bessemer City, NC
SUNTRUST BANK I NC 457 500 444 - 500 444 944 18 2007
Durham, NC
SUNTRUST BANK I NC 723 550 701 - 550 702 1,252 28 2007
Charlotte, NC
SUNTRUST BANK I NC 919 200 891 - 200 891 1,091 35 2007
Charlotte, NC
SUNTRUST BANK I NC 943 425 915 - 425 915 1,340 36 2007
Greensboro, NC

-100-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I NC 527 320 512 - 320 512 832 20 2007
Creedmoor, NC
SUNTRUST BANK I NC 821 280 796 - 280 797 1,077 32 2007
Durham, NC
SUNTRUST BANK I NC 847 400 821 - 400 822 1,222 33 2007
Dunn, NC
SUNTRUST BANK I NC 401 550 389 - 550 389 939 15 2007
Harrisburg, NC
SUNTRUST BANK I NC 958 450 929 - 450 929 1,379 37 2007
Hendersonville, NC
SUNTRUST BANK I NC 730 230 708 - 230 709 939 28 2007
Cary, NC
SUNTRUST BANK I NC 1,066 300 1,034 - 300 1,035 1,335 41 2007
Mebane, NC
SUNTRUST BANK I NC 2,454 175 2,380 1 175 2,381 2,556 95 2007
Lenoir, NC
SUNTRUST BANK I NC 770 130 747 - 130 748 878 30 2007
Roxboro, NC
SUNTRUST BANK I NC 636 300 617 - 300 617 917 25 2007
Winston-Salem, NC
SUNTRUST BANK I NC 1,200 280 1,164 - 280 1,165 1,445 46 2007
Oxford, NC
SUNTRUST BANK I NC 420 25 408 - 25 408 433 16 2007
Pittsboro, NC
SUNTRUST BANK I NC 1,094 500 1,061 - 500 1,061 1,561 42 2007
Charlotte, NC
SUNTRUST BANK I NC 578 500 561 - 500 561 1,061 22 2007
Greensboro, NC
SUNTRUST BANK I NC 422 350 410 - 350 410 760 16 2007
Stanley, NC
SUNTRUST BANK I NC 393 275 382 - 275 382 657 15 2007
Salisbury, NC
SUNTRUST BANK I NC 492 250 477 - 250 477 727 19 2007
Stokesdale, NC
SUNTRUST BANK I NC 460 600 446 - 600 446 1,046 18 2007
Sylva, NC
SUNTRUST BANK I NC 244 150 237 - 150 237 387 9 2007
Lexington, NC
SUNTRUST BANK I NC 695 140 674 - 140 674 814 27 2007
Walnut Cove, NC
SUNTRUST BANK I NC 651 200 632 - 200 632 832 25 2007
Waynesville, NC
SUNTRUST BANK I NC 780 550 757 - 550 757 1,307 30 2007
Concord, NC
SUNTRUST BANK I NC 970 250 941 - 250 941 1,191 37 2007
Yadkinville, NC

-101-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I NC 367 275 356 - 275 356 631 14 2007
Rural Hall, NC
SUNTRUST BANK I NC 493 450 479 - 450 479 929 19 2007
Summerfield, NC
SUNTRUST BANK I SC 1,158 260 1,255 (1) 260 1,254 1,514 50 2007
Greenville, SC
SUNTRUST BANK I SC 834 36 904 (1) 36 903 939 36 2007
Fountain Inn, SC
SUNTRUST BANK I SC 700 80 758 - 80 758 838 30 2007
Liberty, SC
SUNTRUST BANK I SC 810 350 878 (1) 350 878 1,228 35 2007
Mauldin, SC
SUNTRUST BANK I SC 753 160 816 - 160 815 975 32 2007
Greenville, SC
SUNTRUST BANK I SC 570 360 618 - 360 617 977 25 2007
Greenville, SC
SUNTRUST BANK I SC 1,100 800 1,192 (1) 800 1,192 1,992 47 2007
Greenville, SC
SUNTRUST BANK I TN 474 240 319 - 240 319 559 13 2007
Kingsport, TN
SUNTRUST BANK I TN 347 370 234 - 370 233 603 9 2007
Morristown, TN
SUNTRUST BANK I TN 1,540 1,110 1,036 (1) 1,110 1,035 2,145 41 2007
Brentwood, TN
SUNTRUST BANK I TN 1,385 1,100 932 (1) 1,100 931 2,031 37 2007
Brentwood, TN
SUNTRUST BANK I TN 1,528 1,450 1,028 (1) 1,450 1,027 2,477 41 2007
Nashville, TN
SUNTRUST BANK I TN 520 675 350 - 675 350 1,025 14 2007
Nashville, TN
SUNTRUST BANK I TN 595 250 400 - 250 400 650 16 2007
East Ridge, TN
SUNTRUST BANK I TN 1,297 735 872 (1) 735 872 1,607 35 2007
Nashville, TN
SUNTRUST BANK I TN 608 370 409 - 370 408 778 16 2007
Chattanooga, TN
SUNTRUST BANK I TN 1,259 675 848 (1) 675 847 1,522 34 2007
Lebanon, TN
SUNTRUST BANK I TN 937 425 630 (1) 425 630 1,055 25 2007
Chattanooga, TN
SUNTRUST BANK I TN 730 185 491 - 185 491 676 19 2007
Chattanooga, TN
SUNTRUST BANK I TN 570 410 383 - 410 383 793 15 2007
Loudon, TN
SUNTRUST BANK I TN 997 1,400 671 (1) 1,400 671 2,071 27 2007
Nashville, TN

-102-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I TN 585 150 394 - 150 393 543 16 2007
Soddy Daisy, TN
SUNTRUST BANK I TN 1,078 660 725 (1) 660 725 1,385 29 2007
Oak Ridge, TN
SUNTRUST BANK I TN 958 335 645 (1) 335 644 979 26 2007
Savannah, TN
SUNTRUST BANK I TN 558 550 375 - 550 375 925 15 2007
Signal Mountain, TN
SUNTRUST BANK I TN 881 870 593 (1) 870 592 1,462 24 2007
Smyrna, TN
SUNTRUST BANK I TN 788 1,000 530 (1) 1,000 530 1,530 21 2007
Murfreesboro, TN
SUNTRUST BANK I TN 395 391 265 - 391 265 657 11 2007
Murfreesboro, TN
SUNTRUST BANK I TN 250 180 168 - 180 168 348 7 2007
Johnson City, TN
SUNTRUST BANK I TN 413 453 278 - 453 278 730 11 2007
Chattanooga, TN
SUNTRUST BANK I TN 675 620 454 - 620 454 1,074 18 2007
Nashville, TN
SUNTRUST BANK I VA 321 30 260 - 30 260 290 10 2007
Accomac, VA
SUNTRUST BANK I VA 377 300 306 - 300 306 606 12 2007
Richmond, VA
SUNTRUST BANK I VA 2,034 1,000 1,647 - 1,000 1,647 2,647 65 2007
Fairfax, VA
SUNTRUST BANK I VA 1,250 1,000 1,012 - 1,000 1,012 2,012 40 2007
Fredericksburg, VA
SUNTRUST BANK I VA 361 500 292 - 500 292 792 12 2007
Richmond, VA
SUNTRUST BANK I VA 474 140 384 - 140 384 524 15 2007
Collinsville, VA
SUNTRUST BANK I VA 427 150 346 - 150 346 496 14 2007
Doswell, VA
SUNTRUST BANK I VA 1,220 380 988 - 380 987 1,367 39 2007
Lynchburg, VA
SUNTRUST BANK I VA 1,830 2,200 1,482 - 2,200 1,482 3,682 59 2007
Stafford, VA
SUNTRUST BANK I VA 1,410 760 1,142 - 760 1,142 1,902 45 2007
Gloucester, VA
SUNTRUST BANK I VA 896 450 726 - 450 725 1,175 29 2007
Chesapeake, VA
SUNTRUST BANK I VA 282 310 228 - 310 228 538 9 2007
Lexington, VA
SUNTRUST BANK I VA 228 90 185 - 90 185 275 7 2007
Radford, Va

-103-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST BANK I VA 676 530 547 - 530 547 1,077 22 2007
Williamsburg, VA
SUNTRUST BANK I VA 591 860 479 - 860 479 1,339 19 2007
Salem, VA
SUNTRUST BANK I VA 1,676 1,170 1,357 - 1,170 1,357 2,527 54 2007
Roanoke, VA
SUNTRUST BANK I VA 783 150 634 - 150 634 784 25 2007
New Market, VA
SUNTRUST BANK I VA 1,233 200 999 - 200 999 1,199 40 2007
Onancock, VA
SUNTRUST BANK I VA 217 120 176 - 120 176 296 7 2007
Painter, VA
SUNTRUST BANK I VA 1,143 260 926 - 260 926 1,186 37 2007
Stuart, VA
SUNTRUST BANK I VA 615 450 498 - 450 498 948 20 2007
Roanoke, VA
SUNTRUST BANK I VA 299 399 243 - 399 243 642 10 2007
Vinton, VA
SUNTRUST II FLORIDA 1,537 1,533 893 3 1,533 896 2,429 33 2007
Miami, FL
SUNTRUST II FLORIDA 1,396 1,392 811 2 1,392 813 2,206 30 2007
Destin, FL
SUNTRUST II FLORIDA 1,466 1,463 852 2 1,463 855 2,318 31 2007
Dunedin, FL
SUNTRUST II FLORIDA 1,085 1,082 630 2 1,082 632 1,715 23 2007
Palm Harbor FL
SUNTRUST II FLORIDA 1,679 1,675 976 3 1,675 979 2,654 36 2007
Tallahassee, FL
SUNTRUST II FLORIDA 1,224 1,221 711 2 1,221 713 1,935 26 2007
Orlando, FL
SUNTRUST II FLORIDA 1,432 1,429 832 2 1,429 835 2,264 31 2007
Orlando, FL
SUNTRUST II FLORIDA 1,130 1,127 656 2 1,127 658 1,785 24 2007
Melbourne, FL
SUNTRUST II FLORIDA 1,322 1,319 768 2 1,319 770 2,089 28 2007
Coral Springs, FL
SUNTRUST II FLORIDA 1,040 1,038 604 2 1,038 606 1,644 22 2007
Lakeland, FL
SUNTRUST II FLORIDA 1,224 1,221 711 2 1,221 713 1,935 26 2007
Palm Coast, FL
SUNTRUST II FLORIDA 1,531 1,527 890 3 1,527 892 2,420 33 2007
Plant City, FL
SUNTRUST II FLORIDA 1,391 1,388 808 2 1,388 811 2,198 30 2007
Orlando, FL
SUNTRUST II FLORIDA 1,028 1,026 598 2 1,026 599 1,625 22 2007
South Daytona, FL

-104-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST II FLORIDA 1,199 1,196 697 2 1,196 699 1,895 26 2007
Fort Lauderdale, FL
SUNTRUST II FLORIDA 984 982 572 2 982 574 1,556 21 2007
Pensacola, FL
SUNTRUST II FLORIDA 1,243 1,240 722 2 1,240 724 1,965 27 2007
West Palm Beach, FL
SUNTRUST II FLORIDA 817 815 475 1 815 476 1,292 17 2007
Lake Wells, FL
SUNTRUST II FLORIDA 340 339 198 1 339 198 537 7 2007
Dunnellon, FL
SUNTRUST II FLORIDA 1,182 1,180 687 2 1,180 689 1,869 25 2007
Kissimmee, FL
SUNTRUST II FLORIDA 1,133 1,131 659 2 1,131 660 1,791 24 2007
Port Orange, FL
SUNTRUST II FLORIDA 1,121 1,119 652 2 1,119 654 1,772 24 2007
North Port, FL
SUNTRUST II FLORIDA 1,098 1,095 638 2 1,095 640 1,735 23 2007
Hudson, FL
SUNTRUST II FLORIDA 1,032 1,030 600 2 1,030 602 1,632 22 2007
Port Orange, FL
SUNTRUST II GEORGIA 1,525 1,399 1,057 (37) 1,399 1,021 2,420 37 2007
Atlanta, GA
SUNTRUST II GEORGIA 981 900 680 (24) 900 657 1,557 24 2007
Bowden, GA
SUNTRUST II GEORGIA 480 440 333 (12) 440 321 761 12 2007
Cedartown, GA
SUNTRUST II GEORGIA 1,225 1,124 849 (29) 1,124 820 1,944 30 2007
St. Simons Island, GA
SUNTRUST II GEORGIA 1,890 1,734 1,310 (45) 1,734 1,264 2,998 46 2007
Dunwoody, GA
SUNTRUST II GEORGIA 1,114 1,022 772 (27) 1,022 745 1,767 27 2007
Atlanta, GA
SUNTRUST II GEORGIA 1,101 1,010 763 (26) 1,010 737 1,747 27 2007
Jessup, GA
SUNTRUST II GEORGIA 173 159 120 (4) 159 116 274 4 2007
Brunswick, GA
SUNTRUST II GEORGIA 1,382 1,268 958 (33) 1,268 924 2,192 34 2007
Roswell, GA
SUNTRUST II GEORGIA 1,516 1,391 1,051 (36) 1,391 1,014 2,406 37 2007
Norcross, GA
SUNTRUST II GEORGIA 662 607 459 (16) 607 443 1,050 16 2007
Augusta, GA
SUNTRUST II MARYLAND 2,924 1,747 2,890 2 1,747 2,892 4,639 106 2007
Annapolis, MD
SUNTRUST II MARYLAND 1,207 721 1,193 1 721 1,194 1,915 44 2007
Frederick, MD

-105-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST II MARYLAND 2,123 1,269 2,099 1 1,269 2,100 3,369 77 2007
Waldorf, MD
SUNTRUST II MARYLAND 1,610 962 1,591 1 962 1,592 2,554 58 2007
Ellicott City, MD
SUNTRUST II NORTH CAROLINA 940 453 1,038 1 453 1,039 1,492 38 2007
Belmont, NC
SUNTRUST II NORTH CAROLINA 625 301 690 1 301 691 992 25 2007
Carrboro, NC
SUNTRUST II NORTH CAROLINA 1,246 601 1,375 2 601 1,377 1,978 50 2007
Monroe, NC
SUNTRUST II NORTH CAROLINA 780 376 861 1 376 862 1,238 32 2007
Lexington, NC
SUNTRUST II NORTH CAROLINA 605 292 668 1 292 669 961 25 2007
Burlington, NC
SUNTRUST II NORTH CAROLINA 2,395 1,155 2,645 3 1,155 2,648 3,803 97 2007
Mocksville, NC
SUNTRUST II NORTH CAROLINA 1,299 627 1,434 2 627 1,436 2,063 53 2007
Durham, NC
SUNTRUST II NORTH CAROLINA 550 265 607 1 265 608 873 22 2007
Oakboro, NC
SUNTRUST II NORTH CAROLINA 862 416 951 1 416 953 1,368 35 2007
Concord, NC
SUNTRUST II NORTH CAROLINA 800 386 883 1 386 884 1,270 32 2007
Raleigh, NC
SUNTRUST II NORTH CAROLINA 700 338 773 1 338 774 1,111 28 2007
Greensboro, NC
SUNTRUST II NORTH CAROLINA 220 106 243 - 106 243 349 9 2007
Pittsboro, NC
SUNTRUST II NORTH CAROLINA 348 168 385 - 168 385 553 14 2007
Yadkinville, NC
SUNTRUST II NORTH CAROLINA 468 226 517 1 226 517 743 19 2007
Matthews, NC
SUNTRUST II NORTH CAROLINA 379 183 419 1 183 420 603 15 2007
Burlington, NC
SUNTRUST II NORTH CAROLINA 700 338 773 1 338 774 1,111 28 2007
Zebulon, NC
SUNTRUST II SOUTH CAROLINA 642 220 798 - 220 798 1,018 29 2007
Belton, SC
SUNTRUST II SOUTH CAROLINA 1,000 343 1,243 1 343 1,244 1,587 46 2007
Anderson, SC
SUNTRUST II SOUTH CAROLINA 910 312 1,132 1 312 1,132 1,444 42 2007
Travelers Rest, SC
SUNTRUST II TENNESSEE 1,764 1,190 1,619 3 1,190 1,623 2,812 59 2007
Nashville, TN
SUNTRUST II TENNESSEE 232 156 213 - 156 213 369 8 2007
Lavergne, TN

-106-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST II TENNESSEE 750 506 689 1 506 690 1,196 25 2007
Nashville, TN
SUNTRUST II TENNESSEE 533 360 489 1 360 490 850 18 2007
Nashville, TN
SUNTRUST II TENNESSEE 922 622 847 2 622 848 1,470 31 2007
Chattanooga, TN
SUNTRUST II TENNESSEE 870 587 798 2 587 800 1,387 29 2007
Madison, TN
SUNTRUST II VIRGINIA 1,371 759 1,423 (1) 759 1,422 2,181 52 2007
Richmond, VA
SUNTRUST II VIRGINIA 425 235 441 - 235 441 676 16 2007
Richmond, VA
SUNTRUST II VIRGINIA 667 369 692 - 369 692 1,061 25 2007
Norfolk, VA
SUNTRUST II VIRGINIA 437 242 454 - 242 453 695 17 2007
Lynchburg, VA
SUNTRUST II VIRGINIA 367 203 382 - 203 381 585 14 2007
Cheriton, VA
SUNTRUST II VIRGINIA 1,107 613 1,149 (1) 613 1,149 1,761 42 2007
Rocky Mount, VA
SUNTRUST II VIRGINIA 251 139 260 - 139 260 399 10 2007
Petersburg, VA
SUNTRUST III DISTRICT OF COLUMBIA 1,730 800 1,986 - 800 1,986 2,786 55 2008
Washington, DC
SUNTRUST III FLORIDA 1,216 1,199 729 - 1,199 729 1,928 20 2008
Avon Park, FL
SUNTRUST III FLORIDA 631 622 378 - 622 378 1,000 10 2008
Bartow, FL
SUNTRUST III FLORIDA 625 616 374 - 616 374 991 10 2008
Belleview, FL
SUNTRUST III FLORIDA 1,035 1,020 620 - 1,020 620 1,640 17 2008
Beverly Hills, FL
SUNTRUST III FLORIDA 1,495 1,474 896 - 1,474 896 2,370 25 2008
Boca Raton, FL
SUNTRUST III FLORIDA 1,004 990 602 - 990 602 1,592 17 2008
Bradenton, FL
SUNTRUST III FLORIDA 1,209 1,192 724 - 1,192 724 1,916 20 2008
Cape Coral, FL
SUNTRUST III FLORIDA 567 559 340 - 559 340 898 9 2008
Clearwater, FL
SUNTRUST III FLORIDA 1,669 1,646 1,000 - 1,646 1,000 2,645 27 2008
Crystal River, FL
SUNTRUST III FLORIDA 671 661 402 - 661 402 1,063 11 2008
Daytona Beach Shores, FL
SUNTRUST III FLORIDA 988 975 592 - 975 592 1,567 16 2008
Deland, FL

-107-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST III FLORIDA 988 975 592 - 975 592 1,567 16 2008
Deland, FL
SUNTRUST III FLORIDA 1,058 1,043 634 - 1,043 634 1,677 17 2008
Edgewater, FL
SUNTRUST III FLORIDA 938 924 562 - 924 562 1,486 15 2008
Flager Beach, FL
SUNTRUST III FLORIDA 688 678 412 - 678 412 1,090 11 2008
Fort Myers, FL
SUNTRUST III FLORIDA 1,097 1,081 657 - 1,081 657 1,738 18 2008
Fort Myers, FL
SUNTRUST III FLORIDA 1,446 1,426 867 - 1,426 867 2,293 24 2008
Greenacres City, FL
SUNTRUST III FLORIDA 1,803 1,778 1,080 - 1,778 1,080 2,859 30 2008
Gulf Breeze, FL
SUNTRUST III FLORIDA 1,122 1,106 672 - 1,106 672 1,778 18 2008
Haines City, FL
SUNTRUST III FLORIDA 2,209 2,178 1,323 - 2,178 1,323 3,501 36 2008
Hallandale, FL
SUNTRUST III FLORIDA 690 680 413 - 680 413 1,093 11 2008
Hamosassa, FL
SUNTRUST III FLORIDA 2,146 2,115 1,285 - 2,115 1,285 3,401 35 2008
Hilaleah, FL
SUNTRUST III FLORIDA 585 577 350 - 577 350 927 10 2008
Inverness, FL
SUNTRUST III FLORIDA 874 862 524 - 862 524 1,385 14 2008
Jacksonville, FL
SUNTRUST III FLORIDA 1,095 1,080 656 - 1,080 656 1,736 18 2008
Jacksonville, FL
SUNTRUST III FLORIDA 1,312 1,294 786 - 1,294 786 2,080 22 2008
Jupiter, FL
SUNTRUST III FLORIDA 1,140 1,124 683 - 1,124 683 1,806 19 2008
Lady Lake, FL
SUNTRUST III FLORIDA 1,301 1,283 779 - 1,283 779 2,062 21 2008
Lady Lake, FL
SUNTRUST III FLORIDA 1,067 1,052 639 - 1,052 639 1,692 18 2008
Lake Placid, FL
SUNTRUST III FLORIDA 806 795 483 - 795 483 1,278 13 2008
Lakeland, FL
SUNTRUST III FLORIDA 716 706 429 - 706 429 1,135 12 2008
Largo, FL
SUNTRUST III FLORIDA 876 863 525 - 863 525 1,388 14 2008
Lynn Haven, FL
SUNTRUST III FLORIDA 886 874 531 - 874 531 1,405 15 2008
Melbourne, FL
SUNTRUST III FLORIDA 1,656 1,633 992 - 1,633 992 2,624 27 2008
Miami, FL

-108-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST III FLORIDA 970 956 581 - 956 581 1,538 16 2008
Miami Beach, FL
SUNTRUST III FLORIDA 949 935 568 - 935 568 1,503 16 2008
New Port Richey, FL
SUNTRUST III FLORIDA 1,519 1,498 910 - 1,498 910 2,408 25 2008
Orlando, FL
SUNTRUST III FLORIDA 1,425 1,405 854 - 1,405 854 2,259 23 2008
Orlando, FL
SUNTRUST III FLORIDA 580 572 348 - 572 348 920 10 2008
Palm Harbor, FL
SUNTRUST III FLORIDA 1,371 1,352 821 - 1,352 821 2,173 23 2008
Palm Harbor, FL
SUNTRUST III FLORIDA 942 928 564 - 928 564 1,492 16 2008
Port St. Lucie, FL
SUNTRUST III FLORIDA 1,719 1,695 1,030 - 1,695 1,030 2,724 28 2008
Punta Gorda, FL
SUNTRUST III FLORIDA 988 974 592 - 974 592 1,567 16 2008
Roseland, FL
SUNTRUST III FLORIDA 798 787 478 - 787 478 1,265 13 2008
Sebring, FL
SUNTRUST III FLORIDA 754 743 452 - 743 452 1,195 12 2008
Seminole, FL
SUNTRUST III FLORIDA 832 820 498 - 820 498 1,319 14 2008
Spring Hill, FL
SUNTRUST III FLORIDA 1,380 1,360 827 - 1,360 827 2,187 23 2008
Spring Hill, FL
SUNTRUST III FLORIDA 1,349 1,330 808 - 1,330 808 2,138 22 2008
Spring Hill, FL
SUNTRUST III FLORIDA 949 936 569 - 936 569 1,505 16 2008
St. Petersburg, FL
SUNTRUST III FLORIDA 1,933 1,906 1,158 - 1,906 1,158 3,063 32 2008
Stuart, FL
SUNTRUST III FLORIDA 2,041 2,013 1,223 - 2,013 1,223 3,236 34 2008
Sun City Center, FL
SUNTRUST III FLORIDA 1,539 1,518 922 - 1,518 922 2,440 25 2008
Tamarac, FL
SUNTRUST III FLORIDA 613 605 367 - 605 367 972 10 2008
Valrico, FL
SUNTRUST III FLORIDA 770 760 462 - 760 462 1,221 13 2008
Wildwood, FL
SUNTRUST III FLORIDA 814 802 488 - 802 488 1,290 13 2008
Zephyhills, FL
SUNTRUST III FLORIDA 1,943 1,916 1,164 - 1,916 1,164 3,080 32 2008
Zephyhills, FL
SUNTRUST III GEORGIA 655 564 482 - 564 482 1,046 13 2008
Albany, GA

-109-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST III GEORGIA 1,909 1,642 1,404 - 1,642 1,404 3,046 39 2008
Alpharetta, GA
SUNTRUST III GEORGIA 1,433 1,233 1,054 - 1,233 1,054 2,287 29 2008
Alpharetta, GA
SUNTRUST III GEORGIA 1,233 1,061 907 - 1,061 907 1,968 25 2008
Athens, GA
SUNTRUST III GEORGIA 2,331 2,005 1,714 - 2,005 1,714 3,719 47 2008
Atlanta, GA
SUNTRUST III GEORGIA 496 427 365 - 427 365 791 10 2008
Atlanta, GA
SUNTRUST III GEORGIA 1,032 888 759 - 888 759 1,647 21 2008
Augusta, GA
SUNTRUST III GEORGIA 503 432 370 - 432 370 802 10 2008
Augusta, GA
SUNTRUST III GEORGIA 677 582 498 - 582 498 1,080 14 2008
Augusta, GA
SUNTRUST III GEORGIA 1,050 904 772 - 904 772 1,676 21 2008
Baxley, GA
SUNTRUST III GEORGIA 608 523 447 - 523 447 970 12 2008
Columbus, GA
SUNTRUST III GEORGIA 528 454 389 - 454 389 843 11 2008
Conyers, GA
SUNTRUST III GEORGIA 715 615 526 - 615 526 1,141 14 2008
Douglas, GA
SUNTRUST III GEORGIA 1,305 1,122 959 - 1,122 959 2,081 26 2008
Duluth, GA
SUNTRUST III GEORGIA 932 802 686 - 802 686 1,488 19 2008
Jonesboro, GA
SUNTRUST III GEORGIA 1,852 1,593 1,362 - 1,593 1,362 2,955 37 2008
Lawrenceville, GA
SUNTRUST III GEORGIA 846 728 622 - 728 622 1,351 17 2008
Marietta, GA
SUNTRUST III GEORGIA 745 641 548 - 641 548 1,189 15 2008
Norcross, GA
SUNTRUST III GEORGIA 903 777 664 - 777 664 1,441 18 2008
Tucker, GA
SUNTRUST III GEORGIA 1,454 1,251 1,069 - 1,251 1,069 2,320 29 2008
Warner Robins, GA
SUNTRUST III GEORGIA 1,220 1,050 897 - 1,050 897 1,947 25 2008
Woodstock, GA
SUNTRUST III GEORGIA 386 332 284 - 332 284 615 8 2008
Macon, GA
SUNTRUST III MARYLAND 1,250 563 1,427 - 563 1,427 1,989 39 2008
Bladensburg, MD
SUNTRUST III MARYLAND 818 368 933 - 368 933 1,301 26 2008
Chestertown, MD

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST III MARYLAND 1,710 770 1,952 - 770 1,952 2,721 54 2008
Upper Marlboro, MD
SUNTRUST III NORTH CAROLINA 985 617 953 - 617 953 1,570 26 2008
Black Mountain, NC
SUNTRUST III NORTH CAROLINA 436 273 422 - 273 422 695 12 2008
Butner, NC
SUNTRUST III NORTH CAROLINA 871 546 843 - 546 843 1,389 23 2008
Cary, NC
SUNTRUST III NORTH CAROLINA 552 346 534 - 346 534 880 15 2008
Chapel Hill, NC
SUNTRUST III NORTH CAROLINA 958 600 928 - 600 928 1,528 26 2008
Denton, NC
SUNTRUST III NORTH CAROLINA 511 320 495 - 320 495 815 14 2008
Erwin, NC
SUNTRUST III NORTH CAROLINA 613 384 594 - 384 594 978 16 2008
Greensboro, NC
SUNTRUST III NORTH CAROLINA 498 312 482 - 312 482 794 13 2008
Hudson, NC
SUNTRUST III NORTH CAROLINA 531 333 514 - 333 514 847 14 2008
Huntersville, NC
SUNTRUST III NORTH CAROLINA 1,264 792 1,224 - 792 1,224 2,016 34 2008
Kannapolis, NC
SUNTRUST III NORTH CAROLINA 649 407 628 - 407 628 1,035 17 2008
Kernersville, NC
SUNTRUST III NORTH CAROLINA 357 224 345 - 224 345 569 9 2008
Marshville, NC
SUNTRUST III NORTH CAROLINA 701 439 678 - 439 678 1,118 19 2008
Mocksville, NC
SUNTRUST III NORTH CAROLINA 534 335 517 - 335 517 852 14 2008
Monroe, NC
SUNTRUST III NORTH CAROLINA 630 395 610 - 395 610 1,004 17 2008
Monroe, NC
SUNTRUST III NORTH CAROLINA 564 354 546 - 354 546 900 15 2008
Norwood, NC
SUNTRUST III NORTH CAROLINA 1,462 916 1,415 - 916 1,415 2,332 39 2008
Raleigh, NC
SUNTRUST III NORTH CAROLINA 971 608 940 - 608 940 1,548 26 2008
Roxboro, NC
SUNTRUST III NORTH CAROLINA 545 342 528 - 342 528 869 15 2008
Spencer, NC
SUNTRUST III NORTH CAROLINA 1,342 841 1,299 - 841 1,299 2,139 36 2008
Wake Forest, NC
SUNTRUST III NORTH CAROLINA 267 167 259 - 167 259 426 7 2008
Youngsville, NC
SUNTRUST III SOUTH CAROLINA 787 422 836 - 422 836 1,258 23 2008
Anderson, SC

-111-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST III SOUTH CAROLINA 518 278 550 - 278 550 828 15 2008
Spartanburg, SC
SUNTRUST III TENNESSEE 582 597 343 - 597 343 940 9 2008
Chattanooga, TN
SUNTRUST III TENNESSEE 762 783 449 - 783 449 1,232 12 2008
Chattanooga, TN
SUNTRUST III TENNESSEE 520 533 306 - 533 306 839 8 2008
Chattanooga, TN
SUNTRUST III TENNESSEE 698 716 411 - 716 411 1,127 11 2008
Chattanooga, TN
SUNTRUST III TENNESSEE 344 353 203 - 353 203 556 6 2008
Cleveland, TN
SUNTRUST III TENNESSEE 112 115 66 - 115 66 180 2 2008
Johnson City, TN
SUNTRUST III TENNESSEE 231 237 136 - 237 136 373 4 2008
Jonesborough, TN
SUNTRUST III TENNESSEE 561 576 330 - 576 330 907 9 2008
Lake City, TN
SUNTRUST III TENNESSEE 302 310 178 - 310 178 488 5 2008
Lawrenceburg, TN
SUNTRUST III TENNESSEE 578 593 340 - 593 340 934 9 2008
Murfreesboro, TN
SUNTRUST III TENNESSEE 948 973 558 - 973 558 1,531 15 2008
Nashville, TN
SUNTRUST III TENNESSEE 748 768 441 - 768 441 1,209 12 2008
Nashville, TN
SUNTRUST III TENNESSEE 711 730 419 - 730 419 1,148 12 2008
Nashville, TN
SUNTRUST III VIRGINIA 1,801 1,518 1,370 - 1,518 1,370 2,888 38 2008
Alexandria, VA
SUNTRUST III VIRGINIA 1,565 1,319 1,190 - 1,319 1,190 2,508 33 2008
Arlington, VA
SUNTRUST III VIRGINIA 324 273 246 - 273 246 520 7 2008
Beaverdam, VA
SUNTRUST III VIRGINIA 544 458 413 - 458 413 871 11 2008
Franklin, VA
SUNTRUST III VIRGINIA 729 614 554 - 614 554 1,169 15 2008
Gloucester, VA
SUNTRUST III VIRGINIA 437 368 332 - 368 332 701 9 2008
Harrisonburg, VA
SUNTRUST III VIRGINIA 397 335 302 - 335 302 637 8 2008
Lightfoot, VA
SUNTRUST III VIRGINIA 368 310 280 - 310 280 590 8 2008
Madison Heights, VA
SUNTRUST III VIRGINIA 2,049 1,727 1,558 - 1,727 1,558 3,285 43 2008
Manassas, VA

-112-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
SUNTRUST III VIRGINIA 569 479 433 - 479 433 912 12 2008
Mechanicsville, VA
SUNTRUST III VIRGINIA 302 254 229 - 254 229 484 6 2008
Nassawadox, VA
SUNTRUST III VIRGINIA 367 309 279 - 309 279 589 8 2008
Radford, VA
SUNTRUST III VIRGINIA 1,408 1,186 1,070 - 1,186 1,070 2,257 29 2008
Richmond, VA
SUNTRUST III VIRGINIA 307 259 234 - 259 234 493 6 2008
Richmond, VA
SUNTRUST III VIRGINIA 896 755 681 - 755 681 1,437 19 2008
Richmond, VA
SUNTRUST III VIRGINIA 594 501 452 - 501 452 952 12 2008
Richmond, VA
SUNTRUST III VIRGINIA 403 339 306 - 339 306 646 8 2008
Roanoke, VA
SUNTRUST III VIRGINIA 177 149 135 - 149 135 284 4 2008
Roanoke, VA
SUNTRUST III VIRGINIA 850 716 646 - 716 646 1,362 18 2008
South Boston, VA
SUNTRUST III VIRGINIA 1,348 1,136 1,025 - 1,136 1,025 2,160 28 2008
Spotsylvania, VA
SUNTRUST III VIRGINIA 662 558 504 - 558 504 1,062 14 2008
Virginia Beach, VA
THE CENTER AT HUGH HOWELL 7,722 2,250 11,091 348 2,250 11,438 13,688 709 2007
Tucker, GA
THE HIGHLANDS 9,745 5,500 9,589 (19) 5,500 9,570 15,070 586 2006
Flower Mound, TX
THE MARKET AT HILLIARD 11,205 4,432 13,308 3,009 4,432 16,317 20,748 1,274 2005
Hilliard, OH
TOMBALL TOWN CENTER - 1,950 14,233 3,284 1,950 17,517 19,467 1,581 2005
Tomball, TX
TRIANGLE CENTER 23,600 12,770 24,556 25 12,770 24,581 37,351 2,537 2005
Longview, WA
WALGREENS - SPRINGFIELD - 855 2,530 - 855 2,530 3,385 278 2007
Springfield, MO
WASHINGTON PARK PLAZA 30,600 6,500 33,912 (343) 6,500 33,569 40,069 1,708 2005
Homewood, IL
WEST END SQUARE - 675 2,784 51 675 2,835 3,510 289 2007
Houston, TX
WICKES - LAKE ZURICH 5,767 1,700 7,931 - 1,700 7,931 9,631 412 2005
Lake Zurich, IL
WILLIS TOWN CENTER - 1,550 1,820 652 1,550 2,472 4,022 195 2005
Willis, TX
WINCHESTER TOWN CENTER - 495 3,966 45 495 4,011 4,506 437 2005
Houston, TX

-113-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
WINDERMERE VILLAGE - 1,220 6,331 780 1,220 7,111 8,331 737 2005
Houston, TX
WOODFOREST SQUARE - 300 2,136 666 300 2,803 3,103 295 2005
Houston, TX
Office
11500 MARKET STREET - 140 346 - 140 346 486 40 2005
Jacinto City, TX
6234 RICHMOND AVENUE - 500 970 901 500 1,871 2,371 173 2006
Houston, TX
AT&T - ST LOUIS 112,695 8,000 170,169 12 8,000 170,181 178,181 11,912 2007
St Louis, MO
AT&T CLEVELAND 29,242 870 40,033 - 870 40,033 40,903 2,491 2005
Cleveland, OH
BRIDGESIDE POINT OFFICE BLDG 17,325 1,525 28,609 - 1,525 28,609 30,134 3,087 2006
Pittsburg, PA
COMMONS DRIVE 3,663 1,600 5,746 1 1,600 5,747 7,347 456 2007
Aurora, IL
DENVER HIGHLANDS 10,500 1,700 11,839 - 1,700 11,839 13,539 832 2006
Highlands Ranch, CO
DULLES EXECUTIVE PLAZA 68,750 15,500 96,083 2,109 15,500 98,192 113,692 8,413 2006
Herndon, VA
HOUSTON LAKES 8,988 3,000 12,950 16 3,000 12,966 15,966 951 2006
Houston, TX
IDS CENTER 161,000 24,900 202,016 9,923 24,900 211,939 236,839 17,172 2007
Minneapolis, MN
KINROSS LAKES 10,065 825 14,639 - 825 14,639 15,464 1,025 2005
Richfield, OH
LAKE VIEW TECHNOLOGY CENTER 14,470 884 22,072 - 884 22,072 22,956 2,381 2006
Suffolk, VA
REGIONAL ROAD 8,679 950 10,501 46 950 10,547 11,497 834 2006
Greensboro, NC
SANTEE - CIVIC CENTER 12,023 - 17,838 18 - 17,856 17,856 1,302 2005
Santee, CA
SBC CENTER 200,472 35,800 287,424 173 35,800 287,597 323,397 31,860 2007
Hoffman Estates, IL
SUNTRUST OFFICE I FL 5,291 5,700 2,417 (3) 5,700 2,414 8,114 96 2007
Bal Harbour, FL
SUNTRUST OFFICE I FL 795 315 363 (1) 315 363 678 14 2007
Bushnell, FL
SUNTRUST OFFICE I FL 1,450 1,260 662 (1) 1,260 661 1,921 26 2007
Melbourne, FL
SUNTRUST OFFICE I GA 665 275 675 - 275 675 950 27 2007
Douglas, GA
SUNTRUST OFFICE I MD 3,687 650 4,617 (2) 650 4,614 5,264 183 2007
Bethesda, MD
SUNTRUST OFFICE I NC 1,321 400 1,471 (1) 400 1,470 1,870 58 2007

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Winston-Salem, NC
SUNTRUST OFFICE I NC 1,527 500 1,700 (1) 500 1,699 2,199 68 2007
Raleigh, NC
SUNTRUST OFFICE I VA 5,323 1,360 6,272 (3) 1,360 6,269 7,629 249 2007
Richmond, VA
SUNTRUST II OFFICE GEORGIA 4,402 2,625 4,355 (3) 2,625 4,352 6,977 160 2008
Atlanta, GA
SUNTRUST III OFFICE FLORIDA 1,345 1,667 457 - 1,667 457 2,124 13 2008
Gainesville, FL
SUNTRUST III OFFICE FLORIDA 854 1,058 290 - 1,058 290 1,348 8 2008
Holy Hill, FL
SUNTRUST III OFFICE GEORGIA 1,499 676 1,703 - 676 1,703 2,379 47 2008
Brunswick, GA
SUNTRUST III OFFICE GEORGIA 1,774 799 2,016 - 799 2,016 2,815 55 2008
Gainesville, GA
UNITED HEALTH - CYPRESS - 10,000 30,547 - 10,000 30,547 40,547 - 2008
Cypress, CA
UNITED HEALTH - FREDERICK - 5,100 26,303 - 5,100 26,303 31,403 - 2008
Frederick, MD
UNTIED HEALTH - GREEN BAY - 4,250 45,725 - 4,250 45,725 49,975 - 2008
Green Bay, WI
UNITED HEALTH - INDIANAPOLIS 10,050 3,500 24,248 - 3,500 24,248 27,748 - 2008
Indianapolis, IN
UNITED HEALTH - ONALASKA 16,545 4,090 2,794 - 4,090 2,794 6,884 - 2008
Onalaska, WI
UNITED HEALTH - WAUWATOSA 4,149 1,800 14,930 - 1,800 14,930 16,730 - 2006
Wauwatosa, WI
WASHINGTON MUTUAL - ARLINGTON 20,115 4,870 30,915 3 4,870 30,918 35,788 2,456 2007
Arlington, TX
WORLDGATE PLAZA 59,950 14,000 79,048 1,500 14,000 80,548 94,548 4,515 2007
Herndon, VA
Apartment
14th STREET - UAB - 4,250 27,458 - 4,250 27,458 31,708 1,325 2007
Birmingham, AL
ENCINO CANYON APARTMENTS 12,000 1,700 16,443 - 1,700 16,443 18,143 849 2007
San Antonio,TX
FIELDS APARTMENT HOMES 18,700 1,850 29,783 - 1,850 29,783 31,633 2,033 2007
Bloomington, IN
LANDINGS AT CLEARLAKE 18,590 3,770 27,843 - 3,770 27,843 31,613 1,854 2007
Webster,TX
LEGACY AT ART QUARTER 29,851 1,290 35,031 - 1,290 35,031 36,321 219 2008
Oklahoma City, OK
LEGACY CORNER 14,630 1,600 23,765 - 1,600 23,765 25,365 149 2008
Midwest City, OK
LEGACY CROSSING 23,907 1,110 29,297 - 1,110 29,297 30,407 182 2008
Oklahoma City, OK

-115-

Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
LEGACY WOODS 21,190 2,500 31,505 - 2,500 31,505 34,005 198 2007
Edmond, OK
SEVEN PALMS APARTMENTS 18,750 3,550 24,348 5 3,550 24,353 27,903 1,247 2006
Webster,TX
SOUTHGATE APARTMENTS 10,725 1,730 16,356 - 1,730 16,356 18,086 1,742 2007
Louisville,KY
THE RADIAN (PENN) HOUSING 44,946 - 79,997 - - 79,997 79,997 1,043 2007
Radian, PA
UNIV HOUSE AT GAINESVILLE 23,459 6,561 36,879 - 6,561 36,879 43,440 523 2007
Gainesville, FL
UNIV HOUSE AT HUNTSVILLE 15,260 1,351 26,308 - 1,351 26,308 27,659 422 2007
Huntsville, TX
UNIV HOUSE AT LAFAYETTE 9,292 - 16,357 - - 16,357 16,357 267 2007
Lafayette, AL
VILLAGES AT KITTY HAWK 11,550 2,070 17,397 - 2,070 17,397 19,467 1,070 2007
Universal City,TX
VILLAS AT SHADOW CREEK 16,117 3,690 24,142 - 3,690 24,142 27,832 154 2007
Pearland, TX
WATERFORD PLACE AT SHADOW CREE 16,500 2,980 24,573 - 2,980 24,573 27,553 1,680 2007
Pearland,TX
Industrial
11500 MELROSE AVE -294 TOLLWAY 4,561 2,500 5,071 - 2,500 5,071 7,571 263 2006
Franklin Park, IL
1800 BRUNING 10,156 10,000 7,971 32 10,000 8,002 18,002 610 2006
Itasca, IL
500 HARTLAND 5,860 1,200 7,459 - 1,200 7,459 8,659 593 2006
Hartland, WI
55th STREET 7,351 1,600 11,115 - 1,600 11,115 12,715 883 2007
Kenosha, WI
AIRPORT DISTRIB CENTER #10 2,042 600 2,861 - 600 2,861 3,461 175 2007
Memphis, TN
AIRPORT DISTRIB CENTER #11 1,539 400 2,120 - 400 2,120 2,520 130 2007
Memphis, TN
AIRPORT DISTRIB CENTER #15 1,203 200 1,651 - 200 1,651 1,851 106 2007
Memphis, TN
AIRPORT DISTRIB CENTER #16 2,714 600 3,750 - 600 3,750 4,350 230 2007
Memphis, TN
AIRPORT DISTRIB CENTER #18 1,007 200 1,317 27 200 1,344 1,544 87 2007
Memphis, TN
AIRPORT DISTRIB CENTER #19 2,546 600 3,866 - 600 3,866 4,466 237 2007
Memphis, TN
AIRPORT DISTRIB CENTER #2 1,734 400 2,282 - 400 2,282 2,682 140 2007
Memphis, TN
AIRPORT DISTRIB CENTER #4 1,287 300 1,662 - 300 1,662 1,962 102 2007
Memphis, TN
AIRPORT DISTRIB CENTER #7 699 200 832 - 200 832 1,032 53 2007

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Memphis, TN
AIRPORT DISTRIB CENTER #8 448 100 630 - 100 630 730 40 2007
Memphis, TN
AIRPORT DISTRIB CENTER #9 811 200 948 - 200 948 1,148 61 2007
Memphis, TN
ANHEUSER BUSCH (PERSIS) 7,550 2,200 13,598 - 2,200 13,598 15,798 635 2007
Devens, MA
ATLAS - BELVIDERE 11,329 1,600 15,521 - 1,600 15,521 17,121 681 2007
Belvidere, IL
ATLAS - CARTERSVILLE 8,273 900 13,112 (39) 900 13,073 13,973 573 2007
Cartersville, GA
ATLAS - DOUGLAS 3,432 75 6,681 - 75 6,681 6,756 292 2007
Douglas, GA
ATLAS - GAFFNEY 3,350 950 5,114 - 950 5,114 6,064 224 2007
Gaffney, SC
ATLAS - GAINESVILLE 7,731 550 12,783 - 550 12,783 13,333 559 2007
Gainesville, GA
ATLAS - PENDERGRASS 14,919 1,250 24,259 - 1,250 24,259 25,509 1,061 2007
Pendergrass, GA
ATLAS - PIEDMONT 13,563 400 23,113 7 400 23,120 23,520 1,011 2007
Piedmont, SC
ATLAS - ST PAUL 8,226 3,890 10,093 - 3,890 10,093 13,983 442 2007
St. Paul, MN
ATLAS-BROOKLYN PARK 7,407 2,640 8,934 - 2,640 8,934 11,574 391 2007
Brooklyn Park, MN
ATLAS-NEW ULM 6,015 900 9,359 - 900 9,359 10,259 410 2007
New Ulm, MN
ATLAS-ZUMBROA 10,242 1,300 16,437 - 1,300 16,437 17,737 719 2006
Zumbrota, MN
BAYMEADOW - GLEN BURNIE 13,824 1,225 23,407 24 1,225 23,431 24,656 1,708 2006
Glen Burnie, MD
C&S - ABERDEEN 22,720 4,650 33,276 13 4,650 33,289 37,939 2,330 2006
Aberdeen, MD
C&S - BIRMINGHAM - 3,400 40,373 - 3,400 40,373 43,773 706 2008
Birmingham, AL
C&S - NORTH HATFIELD 20,280 4,800 30,103 14 4,800 30,117 34,917 2,108 2006
Hatfield, MA
C&S - SOUTH HATFIELD 10,000 2,500 15,251 11 2,500 15,262 17,762 1,068 2006
Hatfield, MA
C&S - WESTFIELD 29,500 3,850 45,906 13 3,850 45,919 49,769 3,214 2006
Westfield, MA
CLARION 3,172 87 4,790 63 87 4,853 4,940 353 2007
Clarion, IA
COLOMA 10,017 410 17,110 - 410 17,110 17,520 798 2006
Coloma, MI
DEER PARK SEACO 2,965 240 5,271 - 240 5,271 5,511 419 2007

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Deer Park, TX
DELP DISTRIBUTION CENTER #2 1,623 280 2,282 - 280 2,282 2,562 164 2007
Memphis, TN
DELP DISTRIBUTION CENTER #5 1,623 390 2,050 - 390 2,050 2,440 126 2007
Memphis, TN
DELP DISTRIBUTION CENTER #8 1,399 760 1,388 - 760 1,388 2,148 89 2006
Memphis, TN
DORAL - WAUKESHA 1,364 240 2,013 - 240 2,013 2,253 160 2006
Waukesha, WI
HASKELL-ROLLING PLAINS FACILITY - 45 19,733 - 45 19,733 19,778 212 2008
Haskell, TX
HOME DEPOT - LAKE PARK - 1,350 24,770 - 1,350 24,770 26,120 - 2008
Valdosta, GA
HOME DEPOT - MACALLA - 2,800 26,067 - 2,800 26,067 28,867 - 2008
MaCalla, AL
INDUSTRIAL DRIVE 3,709 200 6,812 - 200 6,812 7,012 517 2007
Horican, WI
KINSTON 8,930 460 14,837 - 460 14,837 15,297 821 2006
Kinston, NC
KIRK ROAD 7,863 2,200 11,413 42 2,200 11,455 13,655 908 2007
St. Charles, IL
LIBERTYVILLE ASSOCIATES 14,807 3,600 20,563 - 3,600 20,563 24,163 1,379 2005
Libertyville, IL
McKESSON DISTRIBUTION CENTER 5,760 345 8,952 - 345 8,952 9,297 1,039 2007
Conroe, TX
MOUNT ZION ROAD 24,632 2,570 41,667 - 2,570 41,667 44,237 2,795 2007
Lebanon, IN
OTTAWA 1,768 200 2,905 - 200 2,905 3,105 213 2007
Ottawa, IL
SCHNEIDER ELECTRIC 11,000 2,150 14,720 - 2,150 14,720 16,870 944 2007
Loves Park, IL
SOUTHWIDE INDUSTRIAL CENTER #5 392 122 425 - 122 425 547 27 2007
Memphis, TN
SOUTHWIDE INDUSTRIAL CENTER #6 1,007 248 1,361 - 248 1,361 1,609 87 2007
Memphis, TN
SOUTHWIDE INDUSTRIAL CENTER #7 2,014 483 2,792 - 483 2,792 3,275 179 2007
Memphis, TN
SOUTHWIDE INDUSTRIAL CENTER #8 196 42 286 - 42 286 328 18 2007
Memphis, TN
STONE FORT DISTRIB CENTER #1 6,770 1,910 9,264 (52) 1,910 9,212 11,122 593 2007
Chattanooga, TN
STONE FORT DISTRIB CENTER #4 1,399 490 1,782 - 490 1,782 2,272 114 2006
Chattanooga, TN
THERMO PROCESS SYSTEMS 8,201 1,202 11,995 - 1,202 11,995 13,197 1,282 2007
Sugar Land, TX
TRI-STATE HOLDINGS I 4,665 4,700 3,973 - 4,700 3,973 8,673 279 2007

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Wood Dale, IL
TRI-STATE HOLDINGS II 6,372 1,630 11,252 - 1,630 11,252 12,882 755 2007
Houston, TX
TRI-STATE HOLDINGS III 4,334 650 8,083 - 650 8,083 8,733 542 2007
Mosinee, WI
UNION VENTURE 37,349 4,600 54,292 - 4,600 54,292 58,892 2,218 2007
West Chester, OH
UPS E-LOGISTICS (PERSIS) 9,250 950 18,453 - 950 18,453 19,403 861 2006
Elizabethtown, KY
WESTPORT - MECHANICSBURG 4,029 1,300 6,185 486 1,300 6,671 7,971 469 2006
Mechanicsburg, PA
Hotel
HOMEWOOD - HOUSTON GALLERIA 15,500 1,655 30,587 - 1,655 30,587 32,241 1,870 2008
Houston, TX
COMFORT INN - RIVERVIEW - 2,220 7,421 165 2,220 7,586 9,806 460 2007
Charleston, SC
COMFORT INN - UNIVERSITY - 2,137 6,652 235 2,137 6,888 9,025 435 2007
Durham, NC
COMFORT INN - CROSS CREEK - 571 8,789 45 571 8,835 9,406 795 2007
Fayetteville, NC
COMFORT INN - ORLANDO - 722 5,278 96 722 5,374 6,096 494 2007
Orlando, FL
COURTYARD BY MARRIOTT QUORUM 18,860 4,000 26,141 274 4,000 26,415 30,415 1,509 2007
Addison, TX
COURTYARD BY MARRIOTT 12,225 4,989 18,988 685 4,989 19,673 24,662 1,475 2007
Ann Arbor, MI
COURTYARD BY MARRIOTT DUNN LORING-FAIRFAX 30,810 12,100 40,242 164 12,100 40,407 52,507 2,768 2007
Vienna, VA
COURTYARD - DOWNTOWN AT UAB 10,500 - 20,810 - - 20,810 20,810 1,218 2008
Birmingham, AL
COURTYARD - FORT MEADE AT NBP 14,400 1,611 22,622 - 1,611 22,622 24,233 1,196 2008
Annapolis Junction, MD
COURTYARD BY MARRIOTT - WEST LANDS END 7,550 1,500 13,416 180 1,500 13,595 15,095 876 2007
Fort Worth, TX
COURTYARD - FT WORTH 15,330 774 45,820 - 774 45,820 46,594 2,442 2008
Fort Worth, TX
COURTYARD BY MARRIOTT 6,790 1,600 13,247 1,112 1,600 14,359 15,959 823 2007
Harlingen, TX
COURTYARD BY MARRIOTT - NORTHWEST 7,263 1,428 15,085 862 1,428 15,946 17,374 1,150 2007
Houston, TX
COURTYARD BY MARRIOTT - WESTCHASE 16,680 4,400 22,626 337 4,400 22,963 27,363 1,369 2007
Houston, TX

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
COURTYARD BY MARRIOTT WEST UNIVERSITY 10,980 2,200 16,408 119 2,200 16,527 18,727 1,030 2007
Houston, TX
COURTYARD BY MARRIOTT - COUNTRY CLUB PLAZA 10,135 3,426 16,349 497 3,426 16,846 20,272 1,678 2007
Kansas City, MO
COURTYARD BY MARRIOTT 10,320 3,200 19,009 99 3,200 19,108 22,308 1,185 2007
Lebanon, NJ
COURTYARD BY MARRIOTT - 5,272 12,778 489 5,272 13,267 18,539 1,157 2007
Houston, TX
COURTYARD - NEWARK ELIZABETH 16,030 - 35,177 - - 35,177 35,177 1,758 2008
Elizabeth, NJ
COURTYARD - RICHMOND 11,800 2,173 - 17,250 2,173 17,250 19,423 1,019 2007
Richmond, VA
COURTYARD BY MARRIOTT - ROANOKE AIRPORT 14,651 3,311 22,242 330 3,311 22,572 25,882 1,397 2007
Roanoke, VA
COURTYARD BY MARRIOTT SEATTLE - FEDERAL WAY 22,830 7,700 27,167 225 7,700 27,392 35,092 1,548 2007
Federal Way, WA
COURTYARD BY MARRIOTT CHICAGO- ST.CHARLES - 1,685 9,355 722 1,685 10,077 11,762 686 2007
St. Charles, IL
COURTYARD BY MARRIOTT - WILLIAM CENTER 16,030 4,000 20,942 1,614 4,000 22,556 26,556 1,250 2007
Tucson, AZ
COURTYARD BY MARRIOTT - 2,397 18,560 256 2,397 18,817 21,214 1,323 2007
Wilmington, NC
DOUBLETREE - ATLANTA GALLERIA 10,085 1,082 20,397 - 1,082 20,397 21,479 1,124 2008
Alpharetta, GA
DOUBLETREE - WASHINGTON DC 26,398 25,857 56,964 - 25,857 56,964 82,821 2,316 2008
Washington, DC
EMBASSY SUITES - BEACHWOOD 15,066 1,732 42,672 - 1,732 42,672 44,404 2,031 2008
Beachwood, OH
EMBASSY SUITES - BALTIMORE 13,943 2,429 38,927 - 2,429 38,927 41,357 2,178 2008
Hunt Valley, MD
FAIRFIELD INN - 1,981 6,353 344 1,981 6,697 8,678 612 2007
Ann Arbor, MI
HAMPTON INN SUITES - DENVER 11,880 6,144 26,472 - 6,144 26,472 32,616 1,398 2008
Colorado Springs, CO
HAMPTON INN ATLANTA - PERIMETER CENTER 8,450 2,768 14,072 1,074 2,768 15,145 17,914 933 2007
Atlanta, GA
HAMPTON INN BALTIMORE-INNER HARBOR 13,700 1,700 21,067 37 1,700 21,104 22,804 1,299 2007
Baltimore, MD

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
HAMPTON INN RALEIGH-CARY 7,024 2,268 10,503 760 2,268 11,263 13,531 683 2007
Cary, NC
HAMPTON INN UNIVERSITY PLACE 8,164 3,509 11,335 1,340 3,509 12,675 16,184 786 2007
Charlotte, NC
HAMPTON INN SUITES DULUTH-GWINNETT 9,585 488 12,991 1,575 488 14,566 15,053 848 2007
Duluth, GA
HAMPTON INN - 1,228 7,049 337 1,228 7,386 8,613 462 2007
Durham, NC
HAMPTON INN WHITE PLAINS-TARRYTOWN 15,643 3,200 26,160 839 3,200 26,999 30,199 1,599 2007
Elmsford, NY
HAMPTON INN - 2,753 3,782 329 2,753 4,112 6,864 294 2007
Jacksonville, NC
HAMPTON INN CRABTREE VALLEY - 1,168 6,415 637 1,168 7,052 8,220 504 2007
Raleigh, NC
HGI - BOSTON BURLINGTON 15,529 4,095 25,556 - 4,095 25,556 29,651 1,346 2008
Burlington, MA
HGI - COLORADO SPRINGS 8,728 1,400 17,522 - 1,400 17,522 18,922 715 2008
Colorado Springs, CO
HGI - SAN ANTONIO AIRPORT 10,420 1,498 19,484 - 1,498 19,484 20,981 1,053 2008
San Antonio, TX
HGI - WASHINGTON DC 61,000 18,800 64,359 - 18,800 64,359 83,159 3,350 2008
Washington, DC
HILTON GARDEN INN - CHALSEA 30,250 16,095 39,804 88 16,095 39,893 55,988 2,379 2007
New York, NY
HILTON GARDEN INN TAMPA YBOR 9,460 2,400 16,159 601 2,400 16,760 19,160 979 2007
Tampa, FL
HILTON GARDEN INN - AKRON 7,492 900 11,556 (600) 900 10,956 11,856 632 2007
Akron, OH
HILTON GARDEN INN ALBANY AIRPORT 12,050 1,645 20,263 1,063 1,645 21,326 22,971 1,333 2007
Albany, NY
HILTON GARDEN INN ATLANTA WINWARD 10,503 1,030 18,206 890 1,030 19,095 20,126 1,178 2007
Alpharetta, GA
HILTON GARDEN INN 19,928 2,920 27,995 1,056 2,920 29,050 31,970 1,790 2007
Evanston, IL
HILTON GARDEN INN RALEIGH -DURHAM - 2,754 26,050 1,117 2,754 27,167 29,921 1,681 2007
Raleigh, NC
HILTON GARDEN INN 21,680 8,900 25,156 1,032 8,900 26,187 35,087 1,507 2007
Westbury, NY
HILTON GARDEN INN 9,530 6,354 10,328 102 6,354 10,430 16,784 1,046 2007
Wilmington, NC
HILTON GARDEN INN HARTFORD NORTH 10,384 5,606 13,892 837 5,606 14,729 20,335 951 2007
Windsor, CT
HILTON GARDEN INN PHOENIX 22,551 5,114 57,105 - 5,114 57,105 62,219 2,510 2008

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Phoenix, AZ
HILTON - UNIVERSITY OF FLORIDA 27,775 - 50,407 4,118 - 54,525 54,525 3,380 2007
Gainesville, FL
HOLIDAY INN EXPRESS - CLEARWATER GATEWAY - 2,283 6,202 1,862 2,283 8,064 10,346 712 2007
Clearwater, FL
HOLIDAY INN HARMON MEADOW SECAUCUS - - 23,291 2,114 - 25,406 25,406 1,600 2007
Secaucus, NJ
HOMEWOOD SUITES 10,160 2,400 18,071 2,520 2,400 20,591 22,991 1,254 2007
Albuquerque, NM
HOMEWOOD SUITES 12,930 4,300 15,629 2,352 4,300 17,981 22,281 1,042 2007
Baton Rouge, LA
HOMEWOOD SUITES 12,747 1,478 19,404 3,139 1,478 22,543 24,021 1,350 2007
Cary, NC
HOMEWOOD SUITES HOUSTON - CLEARLAKE 7,222 1,235 12,655 995 1,235 13,651 14,886 773 2007
Houston, TX
HOMEWOOD SUITES 7,950 2,403 10,441 1,484 2,403 11,925 14,328 791 2007
Durham, NC
HOMEWOOD SUITES 9,900 721 9,592 2,362 721 11,954 12,675 793 2007
Lake Mary, FL
HOMEWOOD SUITES METRO CENTER 6,330 2,684 9,740 2,489 2,684 12,229 14,913 718 2007
Phoenix, AZ
HOMEWOOD SUITES 11,800 3,203 21,300 155 3,203 21,455 24,658 1,784 2007
Princeton, NJ
HOMEWOOD SUITES CRABTREE VALLEY 12,869 2,194 21,292 2,034 2,194 23,326 25,520 1,519 2007
Raleigh, NC
HOMEWOOD SUITES CLEVELAND SOLON 5,490 1,900 10,757 1,409 1,900 12,166 14,066 693 2007
Solon, OH
HOMEWOOD SUITES COLORADO SPRINGS NORTH 7,830 2,900 14,011 2,430 2,900 16,441 19,341 1,091 2007
Colorado Springs, CO
HYATT REGENCY - OC - 18,688 93,384 - 18,688 93,384 112,072 850 2008
Orange County, CA
HYATT - BOSTON/MEDFORD 13,404 2,766 29,141 - 2,766 29,141 31,907 1,747 2008
Medford, MA
MARRIOTT - ATL CENTURY CENTER 16,705 - 36,571 - - 36,571 36,571 2,435 2008
Atlanta, GA
MARRIOTT - CHICAGO - MED DIST UIC 13,000 8,831 17,911 - 8,831 17,911 26,742 785 2008
Chicago, IL
Marriott - WOODLANDS WATERWAY - 5,500 98,886 17,533 5,500 116,419 121,919 5,763 2007
Woodlands, TX
QUALITY SUITES 10,350 1,331 13,709 1,121 1,331 14,829 16,161 957 2007
Charleston, SC
RESIDENCE INN - BALTIMORE 40,040 - 55,410 - - 55,410 55,410 2,805 2008

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
Baltimore, MD
RESIDENCE INN 6,900 1,700 12,629 583 1,700 13,213 14,913 788 2007
Brownsville, TX
RESIDENCE INN - CAMBRIDGE 44,000 10,346 72,735 - 10,346 72,735 83,080 3,499 2008
Cambridge, MA
RESIDENCE INN SOUTH BRUNSWICK-CRANBURY 10,000 5,100 15,368 1,336 5,100 16,704 21,804 956 2007
Cranbury, NJ
RESIDENCE INN CYPRESS - LOS ALAMITS 20,650 9,200 25,079 1,962 9,200 27,041 36,241 1,552 2007
Cypress, CA
RESIDENCE INN DFW AIRPORT NORTH 9,560 2,800 14,782 270 2,800 15,052 17,852 883 2007
Dallas-Fort Worth, TX
RESIDENCE INN PARK CENTRAL 8,970 2,600 17,322 1,575 2,600 18,897 21,497 1,087 2007
Dallas , TX
RESIDENCE INN SOMERSET-FRANKLIN 9,890 3,100 14,322 1,297 3,100 15,619 18,719 890 2007
Franklin , NJ
RESIDENCE INN 10,810 5,300 14,632 1,497 5,300 16,130 21,430 889 2007
Hauppauge, NY
RESIDENCE INN WESTCHASE 12,550 4,300 16,969 221 4,300 17,190 21,490 1,026 2007
Westchase, TX
RESIDENCE INN WEST UNIVERSITY 13,100 3,800 18,834 268 3,800 19,102 22,902 1,191 2007
Houston, TX
RESIDENCE INN NASHVILLE AIRPORT 12,120 3,500 14,147 383 3,500 14,530 18,030 862 2007
Nashville, TN
RESIDENCE INN 7,500 1,688 10,812 2,065 1,688 12,877 14,565 1,243 2007
Phoenix, AZ
RESIDENCE INN - POUGHKEEPSIE 13,350 1,003 24,590 - 1,003 24,590 25,593 1,349 2008
Poughkeepsie, NY
RESIDENCE INN ROANOKE AIRPORT 5,648 500 9,499 83 500 9,582 10,082 691 2007
Roanoke, VA
RESIDENCE INN WILLIAMS CENTRE 12,770 3,700 17,601 357 3,700 17,959 21,659 1,122 2007
Tucson, AZ
RESIDENCE INN - NEWARK ELIZABETH 18,710 - 41,096 - - 41,096 41,096 2,066 2008
Elizabeth, NJ
SPRINGHILL SUITES 9,130 3,200 14,833 115 3,200 14,948 18,148 882 2007
Danbury, CT
TOWNEPLACE SUITES NORTHWEST 7,082 5,332 8,301 964 5,332 9,265 14,597 798 2007
Austin, TX
TOWNEPLACE SUITES BIRMINGHAM-HOMEWOOD - 2,220 7,307 1,029 2,220 8,336 10,556 755 2007
Birmingham, AL
TOWNEPLACE SUITES NORTHWEST 4,900 2,065 5,223 761 2,065 5,984 8,049 560 2007
College Station, TX
TOWNEPLACE SUITES NORTHWEST - CLEARLAKES 5,815 2,267 9,037 892 2,267 9,929 12,196 767 2007
Houston, TX

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Encumbrance Initial Cost (A) — Land Buildings and Improvements Adjustments to Basis (C) Gross amount at which carried at end of period — Land and Improvements Buildings and Improvements (D) Total (D,E) Accumulated Depreciation (D,F) Date of Completion of Construction or Acquisition
TOWNEPLACE SUITES NORTHWEST - 1,607 11,644 946 1,607 12,590 14,198 929 2007
Houston, TX
RALEIGH HILLSBOROUGH - 2,605 - - 2,605 - 2,605 - 2007
Raleigh, NC
TOTAL: 4,182,787 1,481,920 6,555,615 179,407 1,481,920 6,735,022 8,216,942 406,235

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INLAND AMERICAN REAL ESTATE TRUST, INC. (A Maryland Corporation) Schedule III (continued) Real Estate and Accumulated Depreciation December 31, 2008

Notes:

(A)

The initial cost to the Company represents the original purchase price of the property, including amounts incurred subsequent to acquisition which were contemplated at the time the property was acquired.

(B)

The aggregate cost of real estate owned at December 31, 2008 for Federal income tax purposes was approximately $8,370,000,000 (unaudited).

(C)

Cost capitalized subsequent to acquisition includes payments under master lease agreements as well as additional tangible costs associated with investment properties, including any earnout of tenant space.

(D)

Reconciliation of real estate owned:

Balance at January 1, $ 6,167,090 2007 — 2,245,907 2006 — 710,506
Acquisitions and capital improvements 2,184,330 4,089,650 1,698,654
Intangible assets (93,870) (190,681) (182,171)
Intangible liabilities 5,968 22,214 18,918
Sales (46,576) - -
Balance at December 31, $ 8,216,942 6,167,090 2,245,907

(E)

Reconciliation of accumulated depreciation:

Balance at January 1, $ 38,983 2,751
Depreciation expense 246,189 121,063 36,232
Balance at December 31, $ 406,235 160,046 38,983

(F)

Depreciation is computed based upon the following estimated lives:

Buildings and improvements 5-30 years
Tenant improvements Life of the lease
Furniture, fixtures & equipment 5-10 years

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EDGAR Validation Code: B72537CF