SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K


[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
    OF 1934
For the fiscal year ended December 31, 1999

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the transition period from                   to                  .
                               -----------------    -----------------

Commission File Number:  1-8389
                        --------

                              PUBLIC STORAGE, INC.
                              --------------------
             (Exact name of registrant as specified in its charter)

               California                                      95-3551121
-----------------------------------------                ----------------------
     (State or other jurisdiction of                        (I.R.S. Employer
     incorporation or organization)                      Identification Number)

701 Western Avenue, Glendale, California                       91201-2397
-----------------------------------------                ----------------------
(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code: (818) 244-8080.
                                                    --------------

Securities registered pursuant to Section 12(b) of the Act:


<TABLE>
<CAPTION>
                                                                                          Name of each exchange
                                  Title of each class                                      on which registered
--------------------------------------------------------------------------------         -----------------------
<S>                                                                                      <C>
10% Cumulative Preferred Stock, Series A, $.01 par value........................         New York Stock Exchange
9.20% Cumulative Preferred Stock, Series B, $.01 par value......................         New York Stock Exchange
Adjustable Rate Cumulative Preferred Stock, Series C, $.01 par value............         New York Stock Exchange
9.50% Cumulative Preferred Stock, Series D, $.01 par value......................         New York Stock Exchange
10% Cumulative Preferred Stock, Series E, $.01 par value........................         New York Stock Exchange
9.75% Cumulative Preferred Stock, Series F, $.01 par value......................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8-7/8% Cumulative
     Preferred Stock, Series G, $.01 par value..................................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8.45% Cumulative
     Preferred Stock, Series H, $.01 par value..................................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8-5/8% Cumulative
     Preferred Stock, Series I, $.01 par value..................................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8% Cumulative Preferred
     Stock, Series J, $.01 par value............................................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8-1/4% Cumulative
     Preferred Stock, Series K, $.01 par value..................................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8-1/4% Cumulative
     Preferred Stock, Series L, $.01 par value..................................         New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a Share of 8.75% Cumulative
     Preferred Stock, Series M, $.01 par value..................................         New York Stock Exchange


Depositary Shares Each Representing 1/1,000 of a Share of Equity Stock, Series A,
     $.01 par value.............................................................         New York Stock Exchange

Common Stock, $.10 par value....................................................         New York Stock Exchange,
                                                                                             Pacific Exchange
</TABLE>

Securities registered pursuant to Section 12(g) of the Act:

                                      None
                                ----------------
                                (Title of class)

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                                [ X ] Yes [ ] No

<PAGE>

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference in Part III of this Form 10-K or any amendment to the
Form 10-K. [ ]

The  aggregate  market value of the voting stock held by non - affiliates of the
registrant as of March 15, 2000:

Common  Stock,  $0.10  Par  Value -  $1,762,899,285  (computed  on the  basis of
$21-3/16  per share which was the reported  closing sale price of the  Company's
Common Stock on the New York Stock Exchange on March 15, 2000).

Depositary Shares Each Representing  1/1,000 of a Share of Equity Stock,  Series
A, $.01 Par Value -  $55,823,578  (computed  on the basis of $19-1/16  per share
which  was the  reported  closing  sale  price  of the  Depositary  Shares  Each
Representing  1/1,000 of a Share of Equity Stock, Series A on the New York Stock
Exchange on March 15, 2000)

The number of shares outstanding of the registrant's  classes of common stock as
of March 15, 2000:

Common Stock, $.10 Par Value - 125,412,257 shares
-------------------------------------------------

Class B Common Stock, $.10 Par Value - 7,000,000 shares
-------------------------------------------------------

Depositary Shares Each Representing  1/1,000 of a Share of Equity Stock,  Series
--------------------------------------------------------------------------------
A, $.01 Par Value - 4,300,555 depositary shares  (representing  4,300.555 shares
--------------------------------------------------------------------------------
of Equity Stock, Series A)
--------------------------

Equity Stock, Series AA, $.01 Par Value - 225,000 shares
--------------------------------------------------------

Equity Stock, Series AAA, $.01 Par Value - 4,289,544 shares
-----------------------------------------------------------

                       DOCUMENTS INCORPORATED BY REFERENCE

         Portions  of the proxy  statement  to be filed in  connection  with the
annual  shareholders'  meeting to be held in 2000 are  incorporated by reference
into Part III.

                                       2

<PAGE>

                                     PART I

ITEM 1.  BUSINESS

FORWARD LOOKING STATEMENTS
--------------------------

         When  used  within  this  document,  the words  "expects,"  "believes,"
"anticipates,"  "should,"  "estimates," and similar  expressions are intended to
identify "forward-looking statements" within the meaning of that term in Section
27A of the  Securities  Exchange Act of 1933, as amended,  and in Section 21F of
the Securities Exchange Act of 1934, as amended. Such forward-looking statements
involve known and unknown risks,  uncertainties,  and other  factors,  which may
cause the  actual  results  and  performance  of the  Company  to be  materially
different  from those  expressed or implied in the forward  looking  statements.
Such factors include the impact of competition from new and existing storage and
commercial  facilities,  which could  impact rents and  occupancy  levels at the
Company's facilities;  the Company's ability to evaluate,  finance and integrate
acquired and developed  properties into the Company's existing  operations;  the
Company's  ability to  effectively  compete in the markets that it does business
in; the impact of the  regulatory  environment as well as national,  state,  and
local laws and regulations including,  without limitation,  those governing Real
Estate Investment Trusts; the acceptance by consumers of the Pickup and Delivery
concept;  the  impact of  general  economic  conditions  upon  rental  rates and
occupancy levels at the Company's facilities;  and the availability of permanent
capital at attractive rates.

GENERAL
-------

         Public  Storage,   Inc.  (the  "Company")  is  an  equity  real  estate
investment  trust  ("REIT")  organized  as  a  corporation  under  the  laws  of
California on July 10, 1980. We are a fully  integrated,  self-administered  and
self-managed real estate investment trust ("REIT") that acquires, develops, owns
and  operates  storage  facilities.  We are the  largest  owner and  operator of
storage space in the United States with direct and indirect  equity  investments
in 1,330 storage facilities containing approximately 78.8 million square feet of
net rentable space at December 31, 1999. We also have a significant ownership in
PS Business Parks, Inc. and its operating partnership, which, as of December 31,
1999,  owned 125 commercial  properties  containing  approximately  12.4 million
rentable square feet of space.

         We have elected to be taxed as a REIT under the  Internal  Revenue Code
of 1986,  as amended.  To the extent that the Company  continues to qualify as a
REIT, it will not be subject to tax,  with certain  limited  exceptions,  on the
taxable income that is distributed to our shareholders.

MANAGEMENT
----------

         Our senior  management  team is headed by B. Wayne Hughes (66),  who is
Chairman and Chief Executive Officer.  Mr. Hughes established the Public Storage
Organization  in 1972 and has  successfully  managed the Company through several
market cycles. Our executive management includes: Harvey Lenkin (63), President;
John Reyes (39),  Senior Vice  President and Chief  Financial  Officer;  Carl B.
Phelps  (61),  Senior  Vice  President - Real  Estate;  and Marvin M. Lotz (57),
Senior Vice President - Operations.

         Our senior  management  has a  significant  ownership  position  in the
Company  with  executive   officers,   directors  and  their   families   owning
approximately  42.2 million  shares or 33.7% of the common stock as of March 15,
2000.

INVESTMENT OBJECTIVE
--------------------

         Our primary objective is to maximize shareholder value through internal
growth (by increasing funds from operations and cash available for distribution)
and  acquisitions  of additional  real estate  investments.  We believe that our
access  to  capital,   geographic  diversification  and  operating  efficiencies
resulting from our size will enhance our ability to achieve this objective.

                                       3

<PAGE>

COMPETITION
-----------

         Competition in the market areas in which we operate is significant  and
affects the occupancy levels,  rental rates and operating expenses of certain of
our  facilities.  Recent  increases in  development  of storage  facilities  are
intensifying  the  competition  among storage  operators in many market areas in
which we operate.

         In seeking investments,  we compete with a wide variety of institutions
and other  investors.  An  increase  in the amount of funds  available  for real
estate  investments  may  increase  competition  for  ownership  of interests in
facilities and may reduce yields.

         We believe that the significant  operating and financial  experience of
our  executive  officers and  directors,  combined  with the  Company's  capital
structure,  national investment scope, geographic diversity,  economies of scale
and  the  "Public  Storage"  name,  should  enable  us to  continue  to  compete
effectively with other entities.

         In recent years  consolidation  has occurred in the fragmented  storage
industry.  In addition to the  Company,  there are three other  publicly  traded
REITs and numerous private regional and local operators operating in the storage
industry.  We  believe  that  we are  well  positioned  to  capitalize  on  this
consolidation  trend due to our  demonstrated  access to  capital  and  national
presence.

BUSINESS ATTRIBUTES
-------------------

         Our  facilities  are  part  of  a  comprehensive   distribution  system
encompassing  standardized  procedures,  integrated  reporting  and  information
networks and  centralized  marketing.  This  distribution  system is designed to
maximize  revenue  through  pricing and  occupancy.  In addition,  the Company's
subsidiaries  are able to generate  incremental  revenue from sales of ancillary
products such as truck rentals, locks, boxes and most recently portable storage.
The  distribution  system  was  significantly  enhanced  during  1996  with  the
introduction and implementation of the national telephone reservation center and
new facility management software.

         NATIONAL  TELEPHONE  RESERVATION  SYSTEM:  Commencing in early 1996, we
began to implement a national  telephone  reservation system designed to provide
added  customer  service and maximize  utilization  of available  storage space.
Customers  calling,  either  the  toll-free  telephone  referral  system,  (800)
44-STORE,  or a storage  facility,  are  directed  to the  national  reservation
system. A representative  discusses with the customer space requirements,  price
and location  preferences  and also  informs the customer of other  products and
services  provided  by the  Company and its  subsidiaries.  We believe  that the
national  telephone  reservation  system has enhanced our ability to effectively
market storage space and is primarily  responsible for the increasing  occupancy
trends over the past four years,  as well as  increased  realized  rental  rates
experienced at the storage facilities over the same period of time.

         PORTABLE STORAGE OPTIONS:  Historically,  we offered storage spaces for
rent  through  our  traditional   storage  facilities  whereby  customers  would
transport  their goods to the facility and rent a space to store their goods. In
late 1996, we organized  Public Storage Pickup and Delivery,  Inc. as a separate
corporation  and a related  partnership  (the  corporation  and  partnership are
collectively  referred to as "PSPUD") to operate  storage  facilities  that rent
portable  containerized  storage  containers to customers for storage in central
facilities.

         The  concept  of PSPUD is to provide an  alternative  to a  traditional
storage  facility.  PSPUD  delivers  a storage  container(s)  to the  customer's
location  where the  customer,  at his  convenience,  packs  his goods  into the
storage container.  PSPUD will subsequently return to the customer's location to
retrieve the storage container(s) for storage in a central facility. At December
31, 1999,  PSPUD had 36 facilities in operation.  Thirty of these facilities are
leased  from third  parties,  and 6 are in  facilities  owned by the  Company or
PSPUD.

         RETAIL  CENTERS:  In an effort to attract a wider variety of customers,
to further  differentiate  the Company from its  competition and to generate new
sources of  revenue,  additional  products  are being  offered by the  Company's
subsidiaries.  These products and services include the sale of locks,  boxes and
packing supplies and the rental of trucks and other moving equipment through the
implementation of a retail expansion program.

                                       4

<PAGE>

         The  strategic  objective of the retail  center  program is to create a
"Retail Store" that will (i) rent spaces for the attached storage facility, (ii)
rent spaces for the other Public Storage  facilities in adjacent  neighborhoods,
(iii) sell  locks,  boxes and packing  materials  and (iv) rent trucks and other
moving equipment,  all in an environment that is retail oriented.  Retail stores
have been  retrofitted  to some  existing  storage  facility  rental  offices or
"built-in" as part of the  development of new storage  facilities,  both in high
traffic, high visibility locations.

         ECONOMIES OF SCALE: We are the largest provider of storage space in the
industry. As of December 31, 1999, we operated 1,330 storage facilities in which
we have an interest and managed 35 storage  facilities  for third  parties in 37
states.  At December 31, 1999, we had over 663,000 spaces  rented.  The size and
scope of the operations have enabled us to achieve a consistently  high level of
profit margins and low level of administrative costs relative to revenues.

         BRAND NAME RECOGNITION:  Our operations are conducted under the "Public
Storage" brand name,  which we believe is the most  recognized  and  established
name in the storage industry. Our storage operations are conducted in 37 states,
giving us national  recognition and prominence.  We focus our operations  within
those states in the major metropolitan markets.  This concentration  establishes
us as one of the  dominant  providers  of storage  space in each  market that it
operates in and enables it to use a variety of promotional  activities,  such as
radio advertising as well as targeted discounting and referrals and, to a lesser
extent,  television advertising,  which are generally not economically viable to
our competitors.

GROWTH STRATEGIES
-----------------

         Our growth strategies focus on: (i) improving the operating performance
of our stabilized existing traditional self-storage properties,  (ii) increasing
our  ownership  of storage  facilities  through  additional  investments,  (iii)
improving the operating performance of the portable storage operations, and (iv)
participating  in the growth of PS Business Parks,  Inc. Major elements of these
strategies are as follows:

         IMPROVE THE OPERATING  PERFORMANCE OF EXISTING  PROPERTIES:  We seek to
increase  the net cash flow  generated by our  existing  stabilized  traditional
self-storage  properties by maintaining  average  occupancy levels and achieving
higher levels of realized  monthly rents per occupied  square foot. We have been
able to achieve  increasing  realized  rents per occupied  square foot.  We have
achieved increased  occupancy levels over the past four years. We believe we are
unlikely to achieve  significant  increases in occupancy levels in future years,
with  substantially  all  future  growth  attributable  primarily  to  increased
realized rents per occupied square foot. We believe that our property management
personnel and systems combined with the national  telephone  reservation  system
will continue to enhance our ability to meet these goals.

         ACQUIRE  PROPERTIES  OPERATED AND  PARTIALLY  OWNED BY THE COMPANY:  In
addition to the 646 wholly owned storage facilities,  we also operate, on behalf
of  approximately  49  ownership  entities  in  which we have a  partial  equity
interest,  684 storage  facilities under the "Public Storage" name. From time to
time,  some of these  storage  facilities or interests in them are available for
purchase, providing us with a source of additional acquisition opportunities. We
believe   these   properties    include   some   of   the   better-located   and
better-constructed  storage facilities in the industry.  Because we manage these
properties,  we have reliable  operating  information  prior to acquisition  and
these properties are easily integrated into our portfolio.

         ACQUIRE PROPERTIES OWNED OR OPERATED BY OTHERS: We believe our presence
in and knowledge of substantially  all of the major markets in the United States
enhances  our  ability to  identify  attractive  acquisition  opportunities  and
capitalize on the overall  fragmentation  in the storage  industry.  We maintain
local market  information  on rates,  occupancy and  competition  in each of the
markets in which we operate.  Of the more than 20,000 storage  facilities in the
United States, we believe that the ten largest operators manage less than 20% of
the total space.

         However,  with the  exception  of the March 1999  merger  with  Storage
Trust,  we have not  acquired any  significant  levels of real estate from third
parties over the last three  years.  We believe the  development  of real estate
facilities described below is more attractive under current market conditions.

                                       5

<PAGE>

         DEVELOP PROPERTIES IN SELECTED MARKETS: Since 1995, the Company and its
joint  venture  partnerships  (described  below)  have  opened  a  total  of  57
facilities,  including 19  facilities  in 1998 and 24  facilities  in 1999.  The
Company and its joint  venture  partnerships  (described  below) are  developing
additional storage facilities.

         In  April  1997,  we  formed  a  joint  venture   partnership  with  an
institutional  investor to participate in the development of approximately  $220
million of storage  facilities.  At December  31,  1999,  the joint  venture had
completed   construction  of  44  storage   facilities  with  a  total  cost  of
approximately  $211.4 million,  and had three facilities under construction with
an aggregate cost incurred of  approximately  $13.0 million and total additional
estimated cost to complete of approximately  $4.7 million.  The joint venture is
funded  solely with equity  capital  consisting  of 30% from the Company and 70%
from the institutional investor.

         In November 1999, we formed a second joint venture  partnership  with a
joint venture partner whose partners  include an  institutional  investor and B.
Wayne  Hughes  ("Mr.  Hughes"),  chairman  and chief  executive  officer  of the
Company,  to  develop  approximately  $100  million of  storage  facilities.  At
December 31, 1999, this joint venture was committed to develop 6 facilities with
an  estimated  development  cost of  approximately  $26.9  million,  of  which 3
facilities were completed with an aggregate cost of approximately $14.6 million.
We have  submitted 17 additional  facilities  for approval with total  estimated
costs of  approximately  $81.3  million;  we have incurred  approximately  $29.1
million through  December 31, 1999 with respect to these 17 projects.  The joint
venture is funded solely with equity capital  consisting of 51% from the Company
and 49% from the joint  venture  partner.  The term of the joint  venture  is 15
years.  After six years the  joint  venture  partner  has the right to cause the
Company to purchase the joint venture partner's interest for an amount necessary
to  provide  it with a  maximum  return of  10.75%  per year or less in  certain
circumstances.  The joint venture partner provides Mr. Hughes with a fixed yield
of approximately 8.0% per annum.

         Excluding  the 17  properties  that are being  reviewed  by the  second
development  joint venture and the six  properties  that the joint  ventures are
developing,  we are developing 24 additional storage facilities. At December 31,
1999, we had incurred costs of approximately $71.2 million with respect to these
24  facilities  (estimated  remaining  costs to complete of $73.7  million).  In
addition,  we have identified 17 additional  storage facilities for development,
with total estimated costs of approximately  $105.9 million.  These projects are
subject to significant contingencies. Certain of these 41 storage facilities are
facilities that combine portable  self-storage  and traditional  self-storage in
the same location ("Combination Facilities.")

         PORTABLE SELF-STORAGE: The portable self-storage operations reflect the
containerized  portable self-storage  operations of PSPUD. At December 31, 1999,
PSPUD  operated  36  facilities:  six are owned by the  Company or PSPUD and the
remainder of the facilities are leased from third parties. The Company and PSPUD
are developing  Combination  Facilities to replace existing  third-party  leased
facilities,  which will  reduce  third-party  lease  expense.  We  believe  that
Combination  Facilities  offer  efficiencies and a more effective method to meet
customers' needs than a stand-alone portable  self-storage  facility.  We expect
that,  upon  completion  of  our  combination   facility   development  program,
substantially  all of the portable  self-storage  facilities will be operated in
Combination Facilities.

         Due to the  start-up  nature  of  this  business,  PSPUD  has  incurred
operating  losses during 1996,  1997,  1998, and 1999. The quarterly losses have
steadily decreased from the highest quarterly loss incurred in the quarter ended
September 30, 1997 of $12.1  million,  until PSPUD broke even on an EBITDA basis
in the six month period ended December 31, 1999.

         The rate of fill-up  varies  from  facility  to  facility.  As with the
traditional   self-storage   facilities,   PSPUD   believes  that  the  portable
self-storage business experiences seasonal fluctuations in occupancy levels with
occupancies  generally higher in the summer months than in winter months.  There
can be no  assurances  as to the  level  of  PSPUD's  expansion,  level of gross
rentals, level of move-outs or profitability.

         See  "Filing of Form 10  Registration  Statement"  regarding a proposed
distribution   to  our  common   shareholders,   which   includes  the  portable
self-storage business.

         COMMERCIAL   PROPERTIES:   On  January  2,  1997,  we  reorganized  our
commercial  property  operations into a separate  private REIT. The private REIT
contributed its assets to a newly created operating  partnership (the "Operating

                                       6

<PAGE>

Partnership")  in  exchange  for a  general  partnership  interest  and  limited
partnership  interests.  During 1997,  the Company and certain  partnerships  in
which the Company has a controlling  interest  contributed  substantially all of
their commercial properties to the Operating Partnership in exchange for limited
partnership  interests or to the private REIT in exchange for common  stock.  On
March 17, 1998, the private REIT merged into Public Storage Properties XI, Inc.,
a publicly  traded  REIT and an  affiliate  of the  Company  and the name of the
surviving  corporation was changed to PS Business Parks,  Inc. (the REIT and the
related  Operating  Partnership  are  hereinafter  referred to  collectively  as
"PSB").

         At December 31, 1999,  PSB owned 125  properties  located in 11 states.
The Operating Partnership also manages the commercial space owned by the Company
and  affiliated  entities.  As of  December  31,  1999,  the Company and certain
partnerships in which the Company has a controlling interest owned approximately
41% of the common equity interest of PSB.

FINANCING OF THE COMPANY'S GROWTH STRATEGIES
--------------------------------------------

         We have and expect to continue to fund our growth strategies  primarily
through the use of permanent capital.  Permanent capital has generally consisted
of retained  operating  cash flows and the issuance of both common and preferred
equity.  In  addition,  as  discussed  above,  during  1997,  1998 and  1999,  a
significant  portion  of  our  development  activities  were  conducted  through
development joint ventures.

         In January 2000, the Company issued 2,100,000  depositary shares,  each
representing 1/1,000 of a share of Equity Stock, Series A, in a public offering.
In addition,  2,200,555 depositary shares were issued to our common shareholders
in January 2000 in connection with a special  distribution  declared in November
1999.  We believe  that this  common  equity  security  may offer an  attractive
alternative to the issuance of our traditional common stock.

         We currently have a $150 million  unsecured credit facility with a bank
group led by Wells Fargo Bank, which we use as a temporary source of acquisition
financing. We seek to ultimately finance all acquisitions with permanent capital
to eliminate  refinancing  and  interest  rate risk.  As of March 20, 2000,  the
Company had no outstanding borrowings on this credit facility.

         On March 17, 2000, we issued $240.0 million of 9.5% Series N Cumulative
Redeemable Perpetual Preferred Units in one of our operating  partnerships.  The
preferred units were issued in a private  placement to institutional  investors.
The units  are not  redeemable  during  the  first 5 years,  thereafter,  at our
option,  we can call the units for  redemption.  The units are not redeemable by
the holder.  Subject to certain conditions,  the preferred units are convertible
into shares of 9.5% Series N Cumulative Preferred Stock of the Company.

         On  March  29,  2000,  we  issued  $75.0  million  of  9.125%  Series O
Cumulative  Redeemable  Perpetual  Preferred  Units  in  one  of  our  operating
partnerships.  The  preferred  units  were  issued  in a  private  placement  to
institutional  investors. The units are not redeemable during the first 5 years,
thereafter,  at our option, we can call the units for redemption.  The units are
not redeemable by the holder. Subject to certain conditions, the preferred units
are convertible into shares of 9.125% Series O Cumulative Preferred Stock of the
Company.

         See  "Management's  Discussion and Analysis of Financial  Condition and
Results of Operations-Liquidity and Capital Resources."

INVESTMENTS IN REAL ESTATE FACILITIES
-------------------------------------

         We have invested directly and indirectly in storage facilities,  and to
a lesser extent in existing  commercial  properties,  containing  commercial and
industrial rental space. These investments have been made, principally,  through
the  acquisition  of  wholly-owned  properties or the  acquisition  of ownership
interests in entities owning storage  facilities and/or  commercial  properties.
The following  table outlines our ownership  interest in storage  facilities and
commercial properties:

                                       7

<PAGE>

<TABLE>
<CAPTION>
                                                                At December 31, 1999
                                             ----------------------------------------------------------
                                               Number of Real Estate           Net Rentable Square Feet
                                                    Facilities                    (in thousands)
                                             --------------------------      --------------------------
                                              Storage        Commercial       Storage        Commercial
                                             ----------      ----------      ----------      ----------
Consolidated facilities:
  <S>                                           <C>               <C>          <C>              <C>
  Wholly-owned by the company                     646               4          39,448              307
  Owned by controlled entities                    560               -          32,021                -
                                             ----------      ----------      ----------      ----------
                                                1,206               4          71,469              307
                                             ----------      ----------      ----------      ----------
Facilities owned by unconsolidated entities:
  Institutional partnerships                       26               -           1,623                -
  Development Joint Venture                        44               -           2,663                -
  PSB                                               -             125               -           12,359
  Other                                            54               -           2,998                -
                                             ----------      ----------      ----------      ----------
                                                  124             125           7,284           12,359
                                             ----------      ----------      ----------      ----------
        Totals                                  1,330             129          78,753           12,666
                                             ==========      ==========      ==========      ==========
</TABLE>

FACILITIES OWNED BY CONTROLLED ENTITIES
---------------------------------------

         At December  31, 1999,  we had  controlling  ownership  interests in 35
partnerships owning in aggregate 560 facilities.  These partnerships  consist of
the Storage  Trust,  LP, a series of eight limited  partnerships,  a development
joint venture formed in November 1999, and 25 additional  partnerships.  Because
of our controlling  interest in each of these  partnerships,  we consolidate the
assets,  liabilities,  and results of  operations of these  partnerships  on the
Company's financial statements.

FACILITIES OWNED BY UNCONSOLIDATED ENTITIES
-------------------------------------------

         At December 31, 1999, we had ownership  interests in PSB and 12 limited
partnerships,   consisting  of  2  institutional   partnerships  that  owned  26
properties,  a  development  joint  venture  formed  in April  1997 that owns 44
properties,  and 9 other partnerships that owned 54 properties (collectively the
"Unconsolidated  Entities").  Our ownership  interest in these  entities is less
than 50%. Due to the Company's limited  ownership  interest and control of these
entities,  we do not  consolidate  the accounts of these  entities for financial
reporting purposes and accounts for such investments using the equity method.

PROHIBITED INVESTMENTS AND ACTIVITIES
-------------------------------------

         The Company's Bylaws prohibit the Company from purchasing properties in
which the  Company's  officers or directors  have an  interest,  or from selling
properties to such persons,  unless the  transactions are approved by a majority
of the independent directors and are fair to the Company based on an independent
appraisal.  This Bylaw  provision may be changed only upon a vote of the holders
of a majority  of the shares of (i) Common  Stock and (ii) each of the series of
Senior Preferred Stock. See "Limitations on Debt" for other  restrictions in the
Bylaws.

BORROWINGS
----------

         We have an  unsecured  $150  million  credit  facility  with a group of
commercial  banks  which  expires on July 1, 2002.  The  expiration  date may be
extended by one year on each  anniversary of the credit  agreement.  Interest on
outstanding borrowings on the credit facility is payable monthly. At our option,
the rate of interest  charged on  borrowings  is equal to (i) the prime rate, or
(ii) a rate ranging from the London Interbank  Offered Rate ("LIBOR") plus 0.40%
to LIBOR plus 1.10% depending on the Company's  coverage ratios, as defined.  In
addition,  we are  required  to pay a  quarterly  commitment  fee of 0.250% (per
annum). The credit facility also includes a bid feature,  for up to $50 million,
which  allows us, at our  option,  to request  the group of banks to propose the
interest rate they would charge on specific borrowings.  However, in no case may
the  interest  rate  bid be  greater  than the  amount  provided  by the  credit
agreement.

                                        8

<PAGE>

         Under covenants of the credit facility, we are required to (i) maintain
a balance  sheet  leverage  ratio (as  defined) of less than 0.40 to 1.00,  (ii)
maintain  net  income of not less  than  $1.00 for each  fiscal  quarter,  (iii)
maintain certain cash flow and interest coverage ratios (as defined) of not less
than 1.0 to 1.0 and 5.0 to 1.0,  respectively  and (iv) maintain a minimum total
shareholders' equity (as defined). In addition, we are limited in our ability to
incur  additional  borrowings (we are required to maintain  unencumbered  assets
with an aggregate  book value equal to or greater than three times our unsecured
recourse debt) or sell assets.  There were no borrowings  outstanding  under the
credit facility at March 20, 2000.

         As of December 31, 1999, we had notes payable of  approximately  $167.3
million. See the notes to the consolidated financial statements for a summary of
the Company's borrowings at December 31, 1999.

         Subject to a limitation on unsecured borrowings in the Company's Bylaws
(described  below),  we have  broad  powers  to  borrow  in  furtherance  of the
Company's objectives. We have incurred in the past, and may incur in the future,
both  short-term and long-term  indebtedness to increase our funds available for
investment in real estate, capital expenditures and distributions.

LIMITATIONS ON DEBT
-------------------

         The Bylaws  provide that the Board of Directors  shall not authorize or
permit the  incurrence  of any  obligation  by the Company which would cause our
"Asset  Coverage" of our unsecured  indebtedness to become less than 300%. Asset
Coverage is defined in the Bylaws as the ratio  (expressed as a  percentage)  by
which the value of the total  assets (as  defined in the  Bylaws) of the Company
less the Company's  liabilities  (except  liabilities for unsecured  borrowings)
bears to the aggregate amount of all unsecured  borrowings of the Company.  This
Bylaw  provision may be changed only upon a vote of the holders of a majority of
the shares of (i) Common  Stock and (ii) each of the series of Senior  Preferred
Stock.

         The  Company's  Bylaws  prohibit us from issuing debt  securities  in a
public  offering  unless the Company's "cash flow" (which for this purpose means
net income,  exclusive of extraordinary  items, plus  depreciation) for the most
recent 12 months for which financial statements are available,  adjusted to give
effect to the  anticipated  use of the proceeds  from the proposed  sale of debt
securities,  would be  sufficient to pay the interest on such  securities.  This
Bylaw  provision may be changed only upon a vote of the holders of a majority of
the shares of (i) Common  Stock and (ii) each of the series of Senior  Preferred
Stock.

         Without  the consent of the holders of a majority of each of the series
of Senior  Preferred  Stock,  we will not take any action that would result in a
ratio of "Debt" to "Assets"  (the "Debt Ratio") in excess of 50%. As of December
31, 1999, the Debt Ratio was  approximately  3.5%.  "Debt" means the liabilities
(other than  "accrued  and other  liabilities"  and  "minority  interest")  that
should,  in  accordance  with  generally  accepted  accounting  principles,   be
reflected  on  the  Company's   consolidated   balance  sheet  at  the  time  of
determination.  "Assets" means the Company's total assets before a reduction for
accumulated  depreciation  and  amortization  that should,  in  accordance  with
generally  accepted  accounting  principles,  be reflected  on the  consolidated
balance sheet at the time of determination.

         Our bank and senior unsecured debt agreements contain various financial
covenants,  including  limitations on the level of  indebtedness of 30% of total
capitalization, as defined, and the prohibition of the payment of dividends upon
the occurrence of an event of default, as defined.

OTHER BUSINESS ACTIVITIES
-------------------------

         A  corporation  owned by Mr.  Hughes and  members  of his  family  (the
"Hughes Family") reinsures policies against losses to goods stored by tenants in
the Company's storage facilities.  We believe that the availability of insurance
reduces the  potential  liability  of the Company to tenants for losses to their
goods from theft or destruction. The corporation receives the premiums and bears
the risks associated with the re-insurance.

         A subsidiary  of the Company  sells locks and boxes and rents trucks to
the general  public and tenants to be used in securing  their  spaces and moving
their goods.  We believe that the  availability  of locks and boxes for sale and

                                       9

<PAGE>

the rental of trucks  promote the rental of spaces.  The Hughes  Family owns the
balance of the equity of this subsidiary, representing all of the voting stock.

         See  "Filing of Form 10  Registration  Statement"  regarding a proposed
distribution  to our  common  shareholders,  which  includes  the  truck  rental
business.

EMPLOYEES
---------

         There are approximately  4,450 persons who render services on behalf of
the Company,  primarily personnel engaged in property  operation,  substantially
all  of  whom  are  employed  by  a  clearing   company  that  provides  certain
administrative  and  cost-sharing  services to the  Company and other  owners of
properties operated by the Company.

FEDERAL INCOME TAX
------------------

         We believe that we have operated, and intend to continue to operate, in
such a manner as to qualify as a REIT under the  Internal  Revenue Code of 1986,
but no  assurance  can be given  that it will at all  times so  qualify.  To the
extent that we continue to qualify as a REIT, it will not be taxed, with certain
limited   exceptions,   on  the  taxable  income  that  is  distributed  to  our
shareholders.

INSURANCE
---------

         We believe that our properties are adequately  insured.  Our facilities
have historically carried comprehensive  insurance,  including fire, earthquake,
liability and extended coverage from nationally recognized carriers.

FILING OF FORM 10 REGISTRATION STATEMENT
----------------------------------------

         On March 28, 2000, a Form 10 registration  statement was filed with the
Securities and Exchange Commission outlining a plan of distribution with respect
to the portable storage operations and our truck rental  activities.  Under this
plan,  after the  reorganization  and  recapitalization  of  certain  affiliated
entities,  we will distribute to our common shareholders all of the common stock
of an entity that will  primarily  own the portable  storage  business and truck
rental  activities.  There is no  current  trading  market for the stock of this
entity.  We will apply to have the  entity's  common  stock quoted on the NASDAQ
National Market.

                                       10

<PAGE>

ITEM 2.  PROPERTIES

         At December 31, 1999, we had direct and indirect ownership interests in
1,330 storage properties located in 37 states:

                                                  At December 31, 1999
                                   ---------------------------------------
                                      Number of
                                       Storage         Net Rentable Square
                                   Facilities (a)      Feet (in Thousands)
                                   --------------      -------------------

California:
     Northern                            135                    7,532
     Southern                            154                    9,753
Texas                                    157                   10,171
Florida                                  133                    7,578
Illinois                                  91                    5,501
Georgia                                   60                    3,505
Colorado                                  50                    3,137
Washington                                39                    2,466
Missouri                                  39                    2,142
Virginia                                  37                    2,241
New Jersey                                36                    2,091
Maryland                                  35                    1,989
Ohio                                      31                    1,899
New York                                  30                    1,751
Oregon                                    25                    1,171
Nevada                                    22                    1,409
Pennsylvania                              18                    1,224
Other states (21 states)                 238                   13,193
                                   --------------      -------------------
     Totals                            1,330                   78,753
                                   ==============      ===================

         (a)  Includes  1,206  facilities  owned  by the  Company  and  entities
         controlled by the Company.  The remaining 124  facilities  are owned by
         entities  in which the Company has an  interest;  however,  the Company
         doesn't have a controlling interest in such entities.

         Our facilities are generally operated to maximize cash flow through the
regular review and, when warranted by market conditions, adjustment of scheduled
rents.  For the year ended  December 31, 1999,  the weighted  average  occupancy
level and the weighted average annual realized rent per rentable square foot for
our storage facilities were approximately  90.7% and $10.01,  respectively,  and
for the  commercial  properties  approximately  96.1% and $10.72,  respectively.
Included  in the 1,330  storage  facilities  are 57 recently  developed  storage
facilities,  substantially  all of which were in the  fill-up  stage in the year
ended  December  31,  1999.  None of our  facilities  involve  1% or more of the
Company's total assets, gross revenues or net income.

         STORAGE FACILITIES:  Storage facilities, which comprise the majority of
our  investments  (approximately  99% based on rental  income),  are designed to
offer accessible storage space for personal and business use at a relatively low
cost. A user rents a fully enclosed space which is for the user's  exclusive use
and to which only the user has access on an  unrestricted  basis during business
hours.  On-site  operation is the  responsibility  of resident  managers who are
supervised  by area  managers.  Some storage  facilities  also include  rentable
uncovered  parking  areas for  vehicle  storage,  as well as space for  portable
storage containers. Leases for storage facilities space may be on a long-term or
short-term  basis,  although  typically  spaces are  rented on a  month-to-month
basis.  Rental rates vary according to the location of the property and the size
of the storage  space.  All of our storage  facilities  are  operated  under the
"Public Storage" name.

         Users of space in storage facilities include both individuals and large
and small  businesses.  Individuals  usually  employ  this space for  storage of
furniture,  household appliances,  personal belongings,  motor vehicles,  boats,

                                       11

<PAGE>

campers,  motorcycles and other household goods. Businesses normally employ this
space for  storage  of  excess  inventory,  business  records,  seasonal  goods,
equipment and fixtures.

         Storage facilities in which we have invested generally consist of three
to seven buildings containing an aggregate of between 350 to 750 storage spaces,
most of which  have  between 25 and 400 square  feet and an  interior  height of
approximately 8 to 12 feet.

         We experience  minor seasonal  fluctuations in the occupancy  levels of
storage  facilities with occupancies  generally higher in the summer months than
in the winter  months.  We believe that these  fluctuations  result in part from
increased moving activity during the summer.

         Our storage facilities are  geographically  diversified and are located
primarily  in or near major  metropolitan  markets in 37 states.  Generally  our
storage  facilities  are  located  in  heavily  populated  areas  and  close  to
concentrations of apartment  complexes,  single family residences and commercial
developments. However, there may be circumstances in which it may be appropriate
to own a property in a less  populated  area,  for  example,  in an area that is
highly  visible  from a major  thoroughfare  and  close to,  although  not in, a
heavily populated area. Moreover,  in certain population centers, land costs and
zoning  restrictions  may  create a demand  for space in nearby  less  populated
areas.

         Since our investments are primarily storage facilities,  our ability to
preserve our  investments  and achieve our objectives is dependent in large part
upon success in this field.  Historically,  upon stabilization  after an initial
fill-up  period,  our storage  facility  interests have  generally  shown a high
degree of  consistency  in  generating  cash flows,  despite  changing  economic
conditions.  We believe that our storage facilities,  upon  stabilization,  have
attractive  characteristics  consisting  of high profit  margins,  high  average
occupancy levels, a broad tenant base and low levels of capital  expenditures to
maintain their condition and appearance.

         COMMERCIAL  PROPERTIES:  In addition to our  interest in 1,330  storage
facilities, we have an interest in PSB, which has 125 commercial facilities with
12.7 million net rentable  square feet. We also own,  either directly or through
entities we control, an interest in four commercial properties. We may invest in
all types of real estate.  Most of our  non-storage  facilities  investments are
interests in business parks and low-rise office buildings, primarily through our
investment in PSB. A commercial  property may include both industrial and office
space. Industrial space may be used for, among other things, light manufacturing
and assembly, storage and warehousing, distribution and research and development
activities.  We believe that most of the office space is occupied by tenants who
are also  renting  industrial  space.  The  remaining  office  space is used for
general office purposes.  A commercial  property may also include facilities for
commercial  uses such as banks,  travel  agencies,  restaurants,  office  supply
shops,  professionals  or other tenants  providing  services to the public.  The
amount  of  retail  space  in a  commercial  property  is  not  expected  to  be
significant.

         ENVIRONMENTAL   MATTERS:  Our  practice  is  to  conduct  environmental
investigations  in  connection  with  property  acquisitions.  As  a  result  of
environmental  investigations  of our  properties,  which  commenced in 1995, we
recorded an amount,  which in management's best estimate,  will be sufficient to
satisfy anticipated costs of known  investigation and remediation  requirements.
Although  there  can be no  assurance,  we are not  aware  of any  environmental
contamination  of any of our facilities  which  individually or in the aggregate
would be material to the Company's overall  business,  financial  condition,  or
results of operations.

ITEM 3.  LEGAL PROCEEDINGS

ANDERSON V. PUBLIC STORAGE,  INC., San Francisco Superior Court (filed September
19, 1997)

GRANT V. PUBLIC STORAGE, INC., San Diego Superior Court (filed October 6, 1997)

WREN V. PUBLIC  STORAGE,  INC., San Francisco  Superior Court (filed October 16,
1997)

                                       12

<PAGE>

         Each of the plaintiffs in these cases is suing the Company on behalf of
a  purported  class of  California  tenants who rented  storage  spaces from the
Company and contends that the Company's  fees for late payments under its rental
agreements  for  storage  space  constitute   unlawful   "penalties"  under  the
liquidated damages  provisions of California law and under  California's  unfair
business practices act. None of the plaintiffs has assigned any dollar amount to
the claims.

         In February 1998,  the lower court  dismissed the Anderson case, but in
May 1999 the  court of  appeal  reversed  the  lower  court's  dismissal  of the
plaintiff's  claim  under  the  California  unfair  business  practices  act and
affirmed the dismissal  under the  liquidated  damages  provisions of California
law.  The Company has reached an  agreement  in principle to settle the Anderson
case.

         The plaintiffs in the Grant and Wren voluntarily  dismissed their cases
in October 1999 without prejudice.

GRINNEL V. PUBLIC STORAGE,  INC.,  Baltimore City Circuit Court (filed August 4,
1999)

         Plaintiff  in this case is suing the  Company on behalf of a  purported
class of  Maryland  tenants  who rented  storage  spaces  from the  Company  and
contends that the Company's fees for late payments  under its rental  agreements
for storage  space  exceeds the amount of interest that can be charged under the
Maryland  constitution  and  are  therefore  unlawful  "penalties."  None of the
plaintiffs has assigned any dollar amount to the claims. The Company has reached
an agreement in principle to settle the  proceeding.  Any such  agreement  would
require court approval.

         In addition,  the Company is a party to various claims,  complaints and
other legal  actions that have arisen in the normal course of business from time
to time. The Company believes the outcome of these pending legal proceedings, in
the  aggregate,  will not have a material  adverse  effect on the  operations or
financial position of the Company.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The  Company  did not  submit any  matter to a vote of  security  holders in the
fourth quarter of the fiscal year ended December 31, 1999.

ITEM 4A. EXECUTIVE OFFICERS OF THE COMPANY

         The following is a  biographical  summary of the executive  officers of
the Company:

         B. Wayne  Hughes,  age 66, has been a director of the Company since its
organization in 1980 and was President and Co-Chief  Executive Officer from 1980
until  November  1991  when he  became  Chairman  of the  Board  and sold  Chief
Executive  Officer.  Mr.  Hughes was  Chairman of the Board and Chief  Executive
Officer from 1990 until March 1998 of Public Storage  Properties XI, Inc., which
was renamed PS Business Parks,  Inc.  ("PSB"),  an affiliated REIT. From 1989-90
until the  respective  dates of merger,  he was  Chairman of the Board and Chief
Executive  Officer of 18  affiliated  REITs that were  merged  into the  Company
between  September 1994 and May 1998  (collectively,  the "Merged Public Storage
REITs"). Mr. Hughes has been active in the real estate investment field for over
30 years. He is the father of B. Wayne Hughes, Jr., a director of the Company.

         Harvey Lenkin,  age 63, became  President and a director of the Company
in November 1991.  Mr. Lenkin has been employed by the Company for 22 years.  He
has been a director of PSB since March 1998 and was  President  of PSB from 1990
until March 1998.  Mr. Lenkin was President of the Merged Public  Storage REITs,
Storage Properties,  Inc. ("SPI"),  from 1989 until June 1996. He is a member of
the Board of  Governors of the National  Association  of Real Estate  Investment
Trusts, Inc. (NAREIT).

         Marvin M. Lotz,  age 57,  became a director of the Company in May 1999.
Mr. Lotz has been a Senior Vice President of the Company since November 1995. He
has had overall  responsibility for Public Storage's  mini-warehouse  operations
since  1988  and  had  overall   responsibility   for  the  Company's   property
acquisitions from 1983 until 1988.

                                       13

<PAGE>

         John Reyes, age 39, a certified public  accountant,  joined the Company
in 1990 and was  Controller of the Company from 1992 until December 1996 when he
became Chief  Financial  Officer.  He became a Vice  President of the Company in
November 1995 and a Senior Vice President of the Company in December 1996.  From
1983 to 1990, Mr. Reyes was employed by Ernst & Young.

         Carl B. Phelps,  age 61, became a Senior Vice  President of the Company
in  January  1998 with  overall  responsibility  for  property  acquisition  and
development.  From June 1991 until joining the Company,  he was a partner in the
law firm of Andrews & Kurth,  L.L.P.,  which  performed  legal  services for the
Company. From December 1982 through May 1991, his professional corporation was a
partner in the law firm of Sachs & Phelps, then counsel to the Company.

         Obren B. Gerich, age 61, a certified public accountant, has been a Vice
President  of the Company  since 1980 and became  Senior Vice  President  of the
Company in November 1995. Mr. Gerich was Chief Financial  Officer of the Company
until  November  1991. Mr. Gerich was Vice President and Secretary of the Merged
Public Storage REITs from 1989-90 until the respective dates of merger.

         David  Goldberg,  age 50,  became  Senior  Vice  President  and General
Counsel of the Company in November 1995. Mr. Goldberg joined the Company's legal
staff in June 1991.  From  December 1982 until May 1991, he was a partner in the
law firm of Sachs & Phelps, then counsel to the Company.

         A. Timothy Scott,  age 48, became Senior Vice President and Tax Counsel
of the Company in November  1996.  From June 1991 until joining the Company,  he
practiced tax law as a shareholder of the law firm of Heller,  Ehrman, White and
McAuliffe,  counsel  to the  Company.  Prior  to  June  1991,  his  professional
corporation was a partner in the law firm of Sachs & Phelps, then counsel to the
Company.

         David P.  Singelyn,  age 38, a certified  public  accountant,  has been
employed by the Company  since 1989 and became Vice  President  and Treasurer of
the Company in November 1995. Mr.  Singelyn was Vice President and Controller of
SPI from  1991  until  June  1996.  From  1987 to  1989,  he was  Controller  of
Winchell's Donut Houses, L.P.

         Sarah Hass,  age 44,  became  Secretary of the Company in February 1992
and a Vice  President of the Company in November  1995. She joined the Company's
legal  department  in June  1991.  From 1987  until May 1991,  her  professional
corporation was a partner in the law firm of Sachs & Phelps, then counsel to the
Company, and from April 1986 until June 1987, she was associated with that firm,
practicing in the area of securities  law. From September  1979 until  September
1995,  Ms.  Hass  was  associated  with  the law  firm of  Rifkind  &  Sterling,
Incorporated.

                                       14

<PAGE>

                                     PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
         MATTERS

a.       Market Price of the Registrant's Common Equity:

                  The  Common  Stock  has  been  listed  on the New  York  Stock
         Exchange  since  October  19, 1984 and on the  Pacific  Exchange  since
         December 26, 1996. The Depositary Shares Each Representing 1/1,000 of a
         Share of Equity Stock, Series A (see section d. below) have been listed
         on the New York Stock Exchange since February 14, 2000.

                  The  following  table sets forth the high and low sales prices
         of the Common Stock on the New York Stock Exchange  composite tapes for
         the applicable periods.

                                                         Range
                                           ---------------------------------
         Year            Quarter               High                  Low
        ------           -------           -----------          ------------

         1998              1st             $   33-5/8           $   28-11/16
                           2nd                 32-3/4               26-5/16
                           3rd                 29-1/4               22-5/8
                           4th                 28-1/16              24-1/4

         1999              1st                 27-7/8               24-1/4
                           2nd                 29-3/8               23-3/16
                           3rd                 27-7/8               23-7/8
                           4th                 26                   21-1/8

                  As of March 15, 2000, there were approximately  22,811 holders
         of record of the Common Stock and  approximately  16,947 holders of the
         Depositary Shares Each Representing 1/1,000 of a Share of Equity Stock,
         Series A.

b.       Class B Common Stock

                  The Class B Common  Stock issued in  connection  with the PSMI
         Merger   (as   defined   under   Item  7  below)   has  the   following
         characteristics:

                  *    The Class B Common  Stock (i)  beginning  on  January  1,
                       2000,   participates   in   distributions   (other   than
                       liquidating  distributions) at the rate of 97% of the per
                       share  distributions  on the Common Stock,  provided that
                       cumulative distributions of at least $.22 per quarter per
                       share have been paid on the Common  Stock,  (ii) does not
                       participate  in liquidating  distributions,  (iii) is not
                       entitled  to  vote  (except  as  expressly   required  by
                       California  law) and  (iv)  automatically  converts  into
                       Common Stock, on a share for share basis,  upon the later
                       to occur of FFO per Common Share aggregating $3.00 during
                       any  period  of four  consecutive  calendar  quarters  or
                       January 1, 2003.

                  For these purposes:

                  1.   "FFO" means net income  (loss)  (computed  in  accordance
                       with GAAP) before (i) gain (loss) on early extinguishment
                       of debt, (ii) minority  interest in income and (iii) gain
                       (loss)  on  disposition  of  real  estate,   adjusted  as
                       follows:   (A)   plus   depreciation   and   amortization
                       (including the Company's  pro-rata share of  depreciation
                       and amortization of  unconsolidated  equity interests and
                       amortization  of assets  acquired in a merger,  including
                       property  management  agreements and  goodwill),  and (B)
                       less FFO  attributable  to  minority  interest.  FFO is a
                       supplemental  performance  measure  for  equity  REITs as
                       defined  by  the  National  Association  of  Real  Estate
                       Investment Trusts, Inc. ("NAREIT"). The NAREIT definition

                                       15

<PAGE>

                       does not  specifically  address the treatment of minority
                       interest in the  determination of FFO or the treatment of
                       the  amortization of property  management  agreements and
                       goodwill.  In the  case of the  Company,  FFO  represents
                       amounts  attributable to its shareholders after deducting
                       amounts attributable to the minority interests and before
                       deductions for the  amortization  of property  management
                       agreements  and  goodwill.   FFO  is  presented   because
                       management,  as well as many industry analysts,  consider
                       FFO to be one measure of the  performance  of the Company
                       and it is used in  establishing  the terms of the Class B
                       Common  Stock.  FFO  does  not  take  into  consideration
                       scheduled    principal    payments   on   debt,   capital
                       improvements,  distributions and other obligations of the
                       Company.  Accordingly,  FFO is not a  substitute  for the
                       Company's  cash flow or net  income  as a measure  of the
                       Company's  liquidity or operating  performance or ability
                       to pay distributions.  FFO is not comparable to similarly
                       entitled items reported by other REITs that do not define
                       it exactly as the Company defines it.

                  2.   "FFO per Common  Share"  means FFO less  preferred  stock
                       dividends (other than dividends on convertible  preferred
                       stock) divided by the outstanding weighted average shares
                       of Common Stock  assuming  conversion of all  outstanding
                       convertible securities and the Class B Common Stock.

                  For these purposes, FFO per share of Common Stock (as defined)
         was $2.50 for the year ended December 31, 1999.

c.       Dividends

                  We have paid quarterly distributions to our shareholders since
         1981,  our first full year of  operations.  Distributions  per share of
         Common  Stock for 1999  amounted  to $1.52,  which  includes  a special
         distribution declared in November 1999 to common shareholders of record
         as of November 15, 1999. The special  distribution  was paid in January
         2000, at the option of the shareholder,  either $0.62 per share in cash
         or $0.65 per share in depositary shares, each representing 1/1,000 of a
         share of the Company's Equity Stock, Series A.

                  Holders of Common Stock are entitled to receive  distributions
         when and if declared by the  Company's  Board of  Directors  out of any
         funds legally available for that purpose. We are required to distribute
         at least 95% of our net taxable  ordinary income prior to the filing of
         the  Company's  tax  return and 85%,  subject  to certain  adjustments,
         during the  calendar  year,  to  maintain  our REIT  status for federal
         income tax purposes.  It is our intention to pay  distributions  of not
         less than this required amount.

                  For Federal tax purposes,  distributions  to shareholders  are
         treated  as  ordinary  income,  capital  gains,  return of capital or a
         combination thereof. In 1999, distributions to common shareholders were
         $1.53 for common  shareholders  who elected stock in a special dividend
         declared in 1999 and $1.50 for common  shareholders who elected cash in
         the special  dividend,  and were all ordinary income.  Distributions to
         common  shareholders were $0.88 per share in each of 1998 and 1997, and
         were all ordinary  income.  For 1998,  the dividends paid to the common
         shareholders  ($0.88  per  share)  and on all the  various  classes  of
         preferred  stock were all  ordinary  income for the first,  third,  and
         fourth quarter  distributions.  For the second quarter of 1998, 86.110%
         of  the  dividends  were  characterized  as  ordinary  income  and  the
         remainder was characterized as capital gain.

d.       Equity Stock

                  The  Company  is  authorized  to issue  200,000,000  shares of
         Equity  Stock.  The Articles of  Incorporation  provide that the Equity
         Stock may be issued  from time to time in one or more  series and gives
         the  Board  of  Directors  broad  authority  to fix  the  dividend  and
         distribution   rights,   conversion  and  voting   rights,   redemption
         provisions and liquidation rights of each series of Equity Stock.

                                       16

<PAGE>

                  In June 1997, we contributed  $22,500,000  (225,000 shares) of
         our equity stock,  now  designated as Equity Stock,  Series AA ("Equity
         Stock AA") to a partnership in which we are the general  partner.  As a
         result of this contribution,  we obtained a controlling interest in the
         Partnership and began to consolidate  the accounts of the  Partnership.
         The Equity  Stock AA ranks on a parity with Common  Stock and junior to
         the Senior  Preferred Stock with respect to general  preference  rights
         and has a  liquidation  amount  of ten times  the  amount  paid to each
         Common Share up to a maximum of $100 per share. Quarterly distributions
         per  share on the  Equity  Stock AA are  equal to the  lesser of (i) 10
         times  the  amount  paid per  Common  Stock or (ii)  $2.20.  We have no
         obligation to pay  distributions if no distributions are paid to common
         shareholders.

                  In November 1999, we sold $100,000,000  (4,289,544  shares) of
         our Equity  Stock,  Series AAA  ("Equity  Stock AAA") to a newly formed
         development  joint  venture.   We  control  this  joint  venture,   and
         accordingly  the Equity Stock AAA is eliminated in  consolidation.  The
         Equity  Stock AAA ranks on a parity with Common Stock and junior to the
         Senior  Preferred  Stock (as  defined  below)  with  respect to general
         preference  rights,  and has a liquidation  amount equal to 120% of the
         amount distributed to each common share. Annual distributions per share
         are equal to the lesser of (i) five  times the  amount  paid per common
         share or (ii) $2.1564. We have no obligation to pay distributions if no
         distributions are paid to common shareholders.

                  In  January  2000,  we  issued  4,300,555   depositary  shares
         (2,200,555  shares  as  part  of a  special  distribution  declared  on
         November 15, 1999 and 2,100,000  shares in a separate public  offering)
         each representing 1/1,000 of a share of Equity Stock, Series A ("Equity
         Stock A").  The Equity  Stock,  Series A ranks on a parity  with Common
         Stock and junior to the Senior  Preferred Stock with respect to general
         preference  rights and has a liquidation  amount of which cannot exceed
         $24.50 per share.  Distributions  with respect to each depositary share
         shall be the  lesser of: a) five  times the per share  dividend  on the
         Common Stock or b) $2.45 per annum (prorated for the year 2000). Except
         in order to preserve the Company's federal income tax status as a REIT,
         we may not redeem the  depositary  shares  before March 31, 2005. On or
         after March 31,  2005,  we may, at our  option,  redeem the  depositary
         shares at $24.50 per depositary share. If the Company fails to preserve
         its federal income tax status as a REIT, the depositary  shares will be
         convertible  into common stock on a one for one basis.  The  depositary
         shares are otherwise  not  convertible  into common  stock.  Holders of
         depositary  shares  vote as a single  class with our  holders of common
         stock  on  shareholder  matters,  but the  depositary  shares  have the
         equivalent  of one-tenth  of a vote per  depositary  share.  We have no
         obligation to pay  distributions if no distributions are paid to common
         shareholders.

e.       Registrant's Preferred Equity

                  On  October  26,  1992,  we  completed  a public  offering  of
         1,825,000  shares  ($25  stated  value  per  share)  of 10%  Cumulative
         Preferred Stock,  Series A ("Series A Preferred  Stock").  The Series A
         Preferred  Stock has general  preference  rights over the Common  Stock
         with respect to distributions and liquidation proceeds. During 1999, we
         paid dividends totaling $4,563,000 ($2.50 per preferred share).

                  On March 25, 1993, we completed a public offering of 2,300,000
         shares  ($25  stated  value per  share) of 9.20%  Cumulative  Preferred
         Stock,  Series B ("Series B Preferred  Stock").  The Series B Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $5,488,000 ($2.30 per preferred share).

                  On June 30, 1994, we completed a public  offering of 1,200,000
         shares  ($25  stated  value per share) of  Adjustable  Rate  Cumulative
         Preferred Stock,  Series C ("Series C Preferred  Stock").  The Series C
         Preferred  Stock has general  preference  rights over the Common  Stock
         with respect to distributions and liquidation proceeds. During 1999, we
         paid dividends totaling $2,024,000 ($1.688 per preferred share).

                  On  September  1, 1994,  we  completed  a public  offering  of
         1,200,000  shares  ($25  stated  value per  share) of 9.50%  Cumulative
         Preferred Stock,  Series D ("Series D Preferred  Stock").  The Series D
         Preferred  Stock has general  preference  rights over the Common  Stock
         with respect to distributions and liquidation proceeds. During 1999, we
         paid dividends totaling $2,850,000 ($2.375 per preferred share).

                                       17

<PAGE>

                  On  February  1,  1995,  we  completed  a public  offering  of
         2,195,000  shares  ($25  stated  value  per  share)  of 10%  Cumulative
         Preferred Stock,  Series E ("Series E Preferred  Stock").  The Series E
         Preferred  Stock has general  preference  rights over the Common  Stock
         with respect to distributions  and liquidation  proceeds.  During 1999,
         the we paid dividends totaling $5,488,000 ($2.50 per preferred share).

                  On May 3, 1995,  we  completed a public  offering of 2,300,000
         shares  ($25  stated  value per  share) of 9.75%  Cumulative  Preferred
         Stock,  Series F ("Series F Preferred  Stock").  The Series F Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $5,606,000 ($2.437 per preferred share).

                  On  December  13,  1995,  we  completed  a public  offering of
         6,900,000  depositary  shares ($25 stated value per  depositary  share)
         each  representing  1/1,000 of a share of 8-7/8%  Cumulative  Preferred
         Stock,  Series G ("Series G Preferred  Stock").  The Series G Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $15,309,000 ($2.219 per preferred depositary share).

                  On  January  25,  1996,  we  completed  a public  offering  of
         6,750,000  depositary  shares ($25 stated value per  depositary  share)
         each  representing  1/1,000  of a share of 8.45%  Cumulative  Preferred
         Stock,  Series H ("Series H Preferred  Stock").  The Series H Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $14,259,000 ($2.112 per preferred share).

                  On  November  1,  1996,  we  completed  a public  offering  of
         4,000,000  depositary  shares ($25 stated value per  depositary  share)
         each  representing  1/1,000 of a share of 8-5/8%  Cumulative  Preferred
         Stock,  Series I ("Series I Preferred  Stock").  The Series I Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $8,625,000 ($2.156 per preferred share).

                  On  August  25,  1997,  we  completed  a  public  offering  of
         6,000,000  depositary  shares ($25 stated value per  depositary  share)
         each representing  1/1,000 of a share of 8% Cumulative Preferred Stock,
         Series J ("Series J Preferred Stock"). The Series J Preferred Stock has
         general  preference  rights  over the  Common  Stock  with  respect  to
         distributions and liquidation proceeds.  During 1999, we paid dividends
         totaling $12,000,000 ($2.00 per preferred share).

                  On  January  19,  1999,  we  completed  a public  offering  of
         4,600,000  depositary  shares ($25 stated value per  depositary  share)
         each  representing  1/1,000 of a share of 8-1/4%  Cumulative  Preferred
         Stock,  Series K ("Series K Preferred  Stock").  The Series K Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $9,040,000 ($1.965 per preferred share).

                  On March 10, 1999, we completed a public offering of 4,600,000
         depositary   shares  ($25  stated  value  per  depositary  share)  each
         representing  1/1,000 of a share of 8-1/4% Cumulative  Preferred Stock,
         Series L ("Series L Preferred Stock"). The Series L Preferred Stock has
         general  preference  rights  over the  Common  Stock  with  respect  to
         distributions and liquidation proceeds.  During 1999, we paid dividends
         totaling $7,695,000 ($1.673 per preferred share).

                  On  August  12,  1999,  we  completed  a  public  offering  of
         2,250,000  depositary  shares ($25 stated value per  depositary  share)
         each  representing  1/1,000 of a share of 8-3/4%  Cumulative  Preferred
         Stock,  Series M ("Series M Preferred  Stock").  The Series M Preferred
         Stock has general  preference rights over the Common Stock with respect
         to  distributions  and  liquidation  proceeds.  During  1999,  we  paid
         dividends totaling $1,846,000 ($0.820 per preferred share).

                  The Series A through Series M Preferred Stock are collectively
         referred to as the "Senior Preferred Stock.

                                       18

<PAGE>

ITEM 6.  SELECTED FINANCIAL DATA

<TABLE>
<CAPTION>
                                                                          For the year ended December 31,
                                                        ----------------------------------------------------------------------
                                                        1999 (1)        1998 (1)       1997 (1)        1996 (1)        1995 (1)
                                                        -------         -------        -------         -------         -------
                                                                       (In thousands, except per share data)
Revenues:
  <S>                                                  <C>             <C>            <C>             <C>             <C>
  Rental income                                        $627,851        $535,869       $434,008        $294,426        $202,134
  Equity in earnings of real estate entities             32,183          26,602         17,569          22,121           3,763
  Interest and other income                              16,700          18,614         17,474          19,829           6,301
                                                        -------         -------        -------         -------         -------
                                                        676,734         581,085        469,051         336,376         212,198
                                                        -------         -------        -------         -------         -------
Expenses:
  Cost of operations                                    216,816         205,835        165,714          94,285          72,247
  Depreciation and amortization                         137,719         111,799         92,750          64,999          40,760
  General and administrative                             12,491          11,635         13,462           5,698           3,982
  Interest expense                                        7,971           4,507          6,792           8,482           8,508
  Environmental cost                                          -               -              -               -           2,741
  Advisory fee                                                -               -              -               -           6,437
                                                        -------         -------        -------         -------         -------
                                                        374,997         333,776        278,718         173,464         134,675
                                                        -------         -------        -------         -------         -------
Income before minority interest and disposition
  gain                                                  301,737         247,309        190,333         162,912          77,523
Minority interest in income                             (16,006)        (20,290)       (11,684)         (9,363)         (7,137)
                                                        -------         -------        -------         -------         -------
Net income before gain on disposition of real           285,731         227,019        178,649         153,549          70,386
  estate
Gain on disposition of real estate                        2,154               -              -               -               -
                                                        -------         -------        -------         -------         -------
Net income                                             $287,885        $227,019       $178,649        $153,549         $70,386
                                                        =======         =======        =======         =======         =======
---------------------------------------------------------------------------------------------------------------------------------
PER COMMON SHARE :
Distributions                                             $1.52           $0.88          $0.88           $0.88           $0.88

Net income - Basic                                        $1.53           $1.30          $0.92           $1.10           $0.96
Net income - Diluted                                      $1.52           $1.30          $0.91           $1.10           $0.95

Weighted average common shares - Basic                  126,308         113,929         98,446          77,117          41,039
Weighted average common shares - Diluted                126,669         114,357         98,961          77,358          41,171

---------------------------------------------------------------------------------------------------------------------------------
BALANCE SHEET DATA
Total assets                                         $4,214,385      $3,403,904     $3,311,645      $2,572,152      $1,937,461
Total debt                                             $167,338         $81,426       $103,558        $108,443        $158,052
Minority interest                                      $186,600        $139,325       $288,479        $116,805        $112,373
Shareholders' equity                                 $3,689,100      $3,119,340     $2,848,960      $2,305,437      $1,634,503

---------------------------------------------------------------------------------------------------------------------------------
OTHER DATA:
Net cash provided by operating activities              $459,177        $372,992       $294,557        $245,361        $123,579
Net cash used in investing activities                 $(448,529)      $(355,231)     $(408,313)      $(479,626)      $(248,672)
Net cash provided by (used in) financing
  activities                                            $(6,748)        $(7,991)      $128,355        $180,685        $185,378
Funds from operations (2)                              $428,962        $336,363       $272,234        $224,476        $105,199

</TABLE>

(1)  During 1999,  1998, 1997, 1996 and 1995, we completed  several  significant
     business  combinations and equity  transactions.  See Notes 3 and 10 to the
     Company's consolidated financial statementS.

(2)  Funds  from  operations  ("FFO"),  means net  income  (loss)  (computed  in
     accordance  with GAAP)  before (i) gain (loss) on early  extinguishment  of
     debt, (ii) minority interest in income and (iii) gain (loss) on disposition
     of real estate, adjusted as follows: (i) plus depreciation and amortization
     (including the Company's pro-rata share of depreciation and amortization of
     unconsolidated  equity  interests and  amortization of assets acquired in a
     merger,  including property management  agreements and excess purchase cost
     over net  assets  acquired),  and (ii) less FFO  attributable  to  minority
     interest.  FFO is a  supplemental  performance  measure for equity REITs as
     defined by the National  Association of Real Estate Investment Trusts, Inc.
     ("NAREIT").  The  NAREIT  definition  does  not  specifically  address  the
     treatment of minority interest in the determination of FFO or the treatment
     of the amortization of property  management  agreements and excess purchase
     cost over net assets acquired.  In the case of the Company,  FFO represents
     amounts   attributable  to  its   shareholders   after  deducting   amounts
     attributable  to the  minority  interests  and  before  deductions  for the
     amortization  of property  management  agreements and excess  purchase cost
     over net assets acquired.  FFO is presented because management,  as well as
     many  analysts,  consider FFO to be one measure of the  performance  of the
     Company  and it is used in  certain  aspects  of the  terms of the  Class B
     Common  Stock.  FFO does not take into  consideration  scheduled  principal
     payments on debt, capital improvements, distributions and other obligations
     of the Company. Accordingly, FFO is not a substitute for the Company's cash
     flow or net income as a measure of the  Company's  liquidity  or  operating
     performance  or  ability to pay  distributions.  FFO is not  comparable  to
     similarly  entitled  items  reported  by other  REITs that do not define it
     exactly as the Company defines it.

                                       19

<PAGE>

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         The following  discussion  and analysis  should be read in  conjunction
with the Company's consolidated financial statements and notes thereto.

         FORWARD LOOKING STATEMENTS:  When used within this document,  the words
"expects,"  "believes,"   "anticipates,"   "should,"  "estimates,"  and  similar
expressions  are intended to identify  "forward-looking  statements"  within the
meaning of that term in Section 27A of the  Securities  Exchange Act of 1933, as
amended,  and in Section 21F of the Securities Exchange Act of 1934, as amended.
Such forward-looking statements involve known and unknown risks,  uncertainties,
and other  factors,  which may cause the actual  results and  performance of the
Company  to be  materially  different  from  those  expressed  or implied in the
forward looking statements.  Such factors include the impact of competition from
new and existing storage and commercial  facilities which could impact rents and
occupancy levels at the Company's facilities; the Company's ability to evaluate,
finance,  and  integrate  acquired and developed  properties  into the Company's
existing operations; the Company's ability to effectively compete in the markets
that it does business in; the impact of the  regulatory  environment  as well as
national,  state, and local laws and regulations including,  without limitation,
those governing Real Estate  Investment  Trusts;  the acceptance by consumers of
the Pickup and Delivery concept;  the impact of general economic conditions upon
rental  rates  and  occupancy  levels  at  the  Company's  facilities;  and  the
availability of permanent capital at attractive rates.

         OVERVIEW:  The storage  industry is highly  fragmented  and is composed
predominantly  of numerous  local and  regional  operators.  Competition  in the
markets in which we operate is  significant  and is increasing  from  additional
development of storage  facilities in many markets which may  negatively  impact
occupancy levels and rental rates at the storage facilities. However, we believe
that we  possess  several  distinguishing  characteristics  which  enable  it to
compete effectively with other owners and operators.

         We are the  largest  owner and  operator of storage  facilities  in the
United States with ownership  interests as of December 31, 1999 in 1,330 storage
facilities  containing  approximately 78.8 million net rentable square feet. All
of our facilities are operated under the "Public  Storage" brand name,  which we
believe is the most  recognized and  established  name in the storage  industry.
Located in the major  metropolitan  markets of 37 states, our storage facilities
are geographically diverse, giving us national recognition and prominence.  This
concentration  establishes us as one of the dominant  providers of storage space
in  each  market  in  which  we  operate  and  enables  us to use a  variety  of
promotional   activities,   such  as  radio  advertising  as  well  as  targeted
discounting and referrals and, to a lesser extent, television advertising, which
are  generally  not  economically  viable to our  competitors.  In addition,  we
believe that the geographic  diversity of the portfolio  reduces the impact from
regional economic downturns and provides a greater degree of revenue stability.

         Commencing  in early 1996,  we began to implement a national  telephone
reservation  system  designed to provide  added  customer  service and  maximize
utilization of available  storage space.  Customers calling either the Company's
toll-free telephone referral system,  (800) 44-STORE,  or a storage facility are
directed to the national reservation system. A representative discusses with the
customer space requirements, price and location preferences and also informs the
customer  of  other  products  and  services  provided  by the  Company  and its
subsidiaries. The national telephone reservation system has enhanced our ability
to  effectively  market  storage  space  and is  primarily  responsible  for the
increase in occupancy levels at our facilities since the reservation  system was
implemented.

         In late 1996, we organized Public Storage Pickup and Delivery,  Inc. as
a  separate   corporation  and  a  related   partnership  (the  corporation  and
partnership  are  collectively  referred  to as  "PSPUD")  to operate a portable
self-storage  business that rents storage containers to customers for storage in
central facilities.

         The  concept  of PSPUD is to provide an  alternative  to a  traditional
storage  facility.  PSPUD  delivers  a storage  container(s)  to the  customer's
location  where the  customer,  at his  convenience,  packs  his goods  into the
storage container.  PSPUD will subsequently return to the customer's location to
retrieve the storage container(s) for storage in a central facility. At December
31, 1999, PSPUD had 36 facilities in operation.

         Due to the  start-up  nature  of  this  business,  PSPUD  has  incurred
operating  losses  during  each of the last four  fiscal  years.  The  operating
results  of PSPUD have  continued  to  improve  significantly.  For the last six
months of fiscal 1999,  PSPUD operations broke even (based on an earnings before
depreciation and amortization or EBITDA).

                                       20

<PAGE>

         We will continue to focus our growth  strategies  on: (i) improving the
operating performance of our existing traditional self-storage properties,  (ii)
increasing our ownership of storage facilities  through additional  investments,
(iii) improving the operating  performance of the portable  storage business and
(iv)  participating  in the growth of PS Business Parks,  Inc. Major elements of
these strategies are as follows:

*    We will continue to focus upon  enhancing the operating  performance of our
     existing traditional self-storage  properties,  primarily through increases
     in  revenues  achieved  through  the  telephone   reservation   center  and
     associated  marketing  efforts.  These  increases  in  revenue  levels  are
     expected to result  primarily  from increases in realized rent per occupied
     square foot rather than significant increases in occupancy levels.

*    We will  continue to focus on  improving  the  operations  of the  portable
     self-storage  operations.  The Company and PSPUD are developing  facilities
     that   combine   portable   self-storage   and   traditional   self-storage
     ("Combination  Facilities") which will replace existing  third-party leased
     facilities  and  reduce   third-party   lease  expense.   We  believe  that
     Combination  Facilities  offer  efficiencies and a more effective method to
     meet customers' needs than a stand-alone portable self-storage facility. We
     expect  that,  upon  completion  of our  combination  facility  development
     program,  substantially all of the portable self-storage facilities will be
     operated in Combination Facilities.

*    We expect to continue our storage facility  development  program.  Over the
     past two years, the Company and certain  development joint ventures that it
     has an  interest  in opened a total of 41 storage  facilities  at a cost of
     approximately  $198 million,  with 2,563,000 net rentable  square feet. The
     Company  and its  development  joint  ventures  have a total of 64 projects
     identified  for  openings  after  December 31, 1999 at a total cost of $362
     million.  These 64 projects  (which  includes  Combination  Facilities) are
     comprised of 47 storage  facilities in process (total  estimated costs upon
     completion of $256 million) and 17 storage facilities  identified that have
     not  yet  begun   construction   (estimated   costs  upon   completion   of
     approximately $106 million).  Generally, the construction period takes nine
     to 12 months, followed by an 18 to 24 month fill-up process. Throughout the
     fill-up  period,  we  experience  earnings  dilution  to the  extent of our
     interest in the developed properties.

*    We will acquire  facilities from third parties when  appropriate.  On March
     12, 1999,  we  completed a merger  transaction  with  Storage  Trust Realty
     ("Storage  Trust"),  a publicly  traded real estate  investment  trust.  In
     connection with the merger, we acquired 215 storage  properties  located in
     16 states. We believe that our national  telephone  reservation  system and
     marketing  organization  present  an  opportunity  for  increased  revenues
     through  higher  occupancies of the  properties  acquired,  as well as cost
     efficiencies through greater critical mass.

RESULTS OF OPERATIONS
--------------------------------------------------------------------------------

         NET INCOME AND EARNINGS PER COMMON SHARE: Net income for 1999, 1998 and
1997 was $287,885,000,  $227,019,000 and $178,649,000  respectively.  Net income
allocable to common shareholders (net income less preferred stock dividends) for
1999,   1998  and  1997  was   $193,092,000,   $148,644,000   and   $90,256,000,
respectively.  On a diluted  basis,  net income  per common  share was $1.52 per
common share (based on weighted  average shares  outstanding of 126,669,000) for
1999,  $1.30 per common share (based on weighted  average shares  outstanding of
114,357,000) for 1998 and $0.91 (based on weighted average shares outstanding of
98,961,000) for 1997.

         The  increase  in net  income per share for 1999  compared  to 1998 was
principally  the result of  improved  real estate  operations  and the impact of
decreased start-up operating losses of the portable self-storage  business.  The
increase in net income in 1998  compared to 1997 was  principally  the result of
improved  real estate  operations  and the impact of a special  dividend paid in
1997 described below.

         Net income  allocable to common  shareholders and net income per common
share for the year ended December 31, 1997 was negatively  impacted by a special
dividend totaling $13,412,000,  paid to the holders of the Series CC Convertible
Preferred  Stock  ("Series  CC")  during the first  quarter of 1997.  During the
second quarter of 1997,  the Series CC stock  converted into common stock of the
Company.  Accordingly  during  1997,  all of the  $13,412,000  ($0.14 per common
share,  on a diluted  basis) of dividends  were treated as an  allocation of net
income to the preferred shareholders in determining the allocation of net income
to the common shareholders.

                                       21

<PAGE>

REAL ESTATE OPERATIONS
--------------------------------------------------------------------------------

         SELF - STORAGE OPERATIONS:  Our self-storage  operations are by far the
largest  component of our operations,  representing  approximately  88% of total
revenues  generated  during  1999.  At the end of  1996,  we had a total  of 721
self-storage facilities included in our consolidated financial statements. Since
that time we have increased the number of self-storage facilities by 480 (1997 -
173 facilities,  1998 - 57 facilities and 1999 - 250 facilities). As a result of
significant  acquisitions of  self-storage  facilities in each of the past three
years, year over year comparisons as presented on the consolidated statements of
income with respect to our self-storage operations are not meaningful.

         To enhance year over year  comparisons,  the following table summarizes
the  operating  results  (before  depreciation)  of  (i)  the  713  self-storage
facilities  that are reflected in the financial  statements for the entire three
years  ended  December  31,  1999 (the  "Consistent  Group")  and (ii) all other
self-storage facilities for which operations were not reflected in the financial
statements  for the entire  three  years  ended  December  31,  1999 (the "Other
Facilities"):

SELF - STORAGE OPERATIONS:
-------------------------
<TABLE>
<CAPTION>
                                                Year Ended December 31,                  Year Ended December 31,
                                                 ---------------------                    ---------------------
                                                                        Percentage                                Percentage
                                                   1999         1998      Change            1998         1997       Change
                                                 --------     --------   --------         --------     --------    --------
                                                       (Dollar amounts in thousands, except rents per square foot)
Rental income:
--------------
<S>                                              <C>          <C>           <C>           <C>          <C>             <C>
Consistent Group.........................        $378,252     $365,050      3.6%          $365,050     $341,070        7.0%
Other Facilities.........................         214,367      123,241     73.9%           123,241       44,470      177.1%
                                                 --------     --------   --------         --------     --------    --------
                                                  592,619      488,291     21.4%           488,291      385,540       26.7%
                                                 --------     --------   --------         --------     --------    --------
Cost of operations:
-------------------
Consistent Group.........................         113,930      111,287      2.4%           111,287      104,781        6.2%
Other Facilities.........................          70,551       38,089     85.2%            38,089       13,182      188.9%
                                                 --------     --------   --------         --------     --------    --------
                                                  184,481      149,376     23.5%           149,376      117,963       26.6%
                                                 --------     --------   --------         --------     --------    --------
Net operating income:
---------------------
Consistent Group.........................         264,322      253,763      4.2%           253,763      236,289        7.4%
Other Facilities.........................         143,816       85,152     68.9%            85,152       31,288      172.2%
                                                 --------     --------   --------         --------     --------    --------
                                                 $408,138     $338,915     20.4%          $338,915     $267,577       26.7%
                                                 ========     ========   ========         ========     ========    ========
Consistent Group data:
----------------------
Gross margin.............................          69.9%        69.5%       0.4%            69.5%         69.3%        0.2%
Weighted average:
   Occupancy.............................          92.0%        92.1%      (0.1)%           92.1%         91.4%        0.7%
   Realized annual rent per square foot..          $9.74        $9.39       3.7%            $9.39         $8.84        6.2%
   Scheduled annual rent per square foot.          $9.93        $9.73       2.1%            $9.73         $9.37        3.8%

Number of self-storage facilities
 (at end of period):
   Consistent group......................           713          713        0.0%             713           713         0.0%
   Other Facilities......................           488          238      105.0%             238           181        31.5%

Net rentable sq. ft. (at end of period):
   Consistent group......................        42,220       42,220        0.0%          42,220        42,220         0.0%
   Other Facilities......................        28,789       14,889       93.3%          14,889        11,351        31.2%

</TABLE>

         Operations  with  respect to the "other  facilities"  include a partial
period of operations  with respect to facilities  that were acquired or disposed
of since January 1, 1997, as well as other  facilities that were not operated on
a stabilized basis throughout this period.

         The Consistent Group of facilities  experienced  increased  revenues in
1999 and 1998 of 3.6% and 7.0%, respectively, as compared to the preceding year.
The 3.6%  increase in revenues in 1999 as compared to 1998 was caused  primarily
by a 3.7% increase in realized  (accrual based rates, net of discounts) rent per
occupied square foot,  offset by a 0.1% reduction in average  occupancy  levels.
These  improvements  are due principally to the national  telephone  reservation
system which was  implemented  during  1996,  as well as media  advertising  and
promotional activities.

                                       22

<PAGE>

         In 1999, the rate of revenue growth over 1998 for the Consistent  Group
was  less  than the rate of  growth  experienced  in 1998  over  1997.  This was
primarily  due to a leveling of occupancy  levels in 1999 combined with a slower
level of growth of realized rent per occupied square foot. We expect to continue
to experience similar growth rates in fiscal 2000 as we experienced in 1999.

         Cost of operations  includes all direct and indirect costs of operating
and managing the  facilities.  The following  table  summarizes  major operating
expenses with respect to the Consistent Group (in thousands):

                                         1999            1998          1997
                                       --------        --------      --------
Payroll expense                         $33,997         $33,549       $32,721
Property taxes                           33,592          33,416        31,977
Advertising                               5,655           3,836         3,265
Telephone reservation center costs        5,943           5,356         3,401
Other                                    34,743          35,130        33,417
                                       --------        --------      --------
                                       $113,930        $111,287      $104,781
                                       ========        ========      ========

         Increases in advertising  cost are  principally  due to expanded yellow
page  advertising in telephone  directories  partially  offset by a reduction in
television advertising.  Total advertising cost was $5,655,000,  $3,836,000, and
$3,265,000 in 1999, 1998, and 1997,  respectively.  Promotional  advertising has
increased customer call volume into our national  reservation system,  where, as
indicated  above, one of our  representatives  discusses with the customer space
requirements,  price and location  preferences  and also informs the customer of
other products and services provided by the Company and its subsidiaries

         Telephone  reservation center costs have increased due to the expansion
of our national telephone reservation. In connection with the national telephone
reservation  system,  the Company  implements  various  pricing and  promotional
discount  strategies  designed to increase  rental  activity.  Consistent  Group
promotional  discounts  (which are  included  as a  reduction  to gross rents to
arrive at rental  income)  were  $12,792,000  in 1997,  $11,509,000  in 1998 and
$11,259,000 in 1999.

PORTABLE SELF-STORAGE OPERATIONS
--------------------------------------------------------------------------------

         In August 1996,  PSPUD,  a subsidiary of the Company,  made its initial
entry into the  portable  self-storage  business  through its  acquisition  of a
single facility  operator located in Irvine,  California.  At December 31, 1999,
PSPUD  operated 36 facilities in 11 states.  The facilities are located in major
markets  in  which we have  significant  market  presence  with  respect  to our
traditional self-storage facilities.

         Due to the start-up  nature of the business,  PSPUD incurred  operating
losses totaling approximately $9.9 million, $31.4 million, and $31.7 million for
the years ended December 31, 1999,  1998 and 1997,  respectively,  summarized as
follows:

                                       23

<PAGE>

PORTABLE SELF-STORAGE:
---------------------

<TABLE>
<CAPTION>
                                            Year Ended December 31,                   Year Ended December 31,
                                             ---------------------                     ---------------------
                                                                     Dollar                                      Dollar
                                               1999        1998      Change              1998         1997       Change
                                             --------     --------  --------           --------     --------    --------
                                                                   (Dollar amounts in thousand)

<S>                                          <C>          <C>         <C>              <C>           <C>        <C>
Rental and other income ............         $27,028      $24,466     $2,562           $24,466       $7,893     $16,573
                                             --------     --------  --------           --------     --------    --------
Cost of operations:
    Direct operating costs..........          18,397       24,902    (6,505)            24,902       14,445      10,457
    Marketing and advertising.......           1,333        9,206    (7,873)             9,206       10,441      (1,235)
    Facility lease expense..........           9,779       14,400    (4,621)            14,400        6,200       8,200
                                             --------     --------  --------           --------     --------    --------
       Total cost of operations.....          29,509       48,508   (18,999)            48,508       31,086      17,422
                                             --------     --------  --------           --------     --------    --------

    Operating loss prior to
      depreciation and general and
      administrative expense........          (2,481)     (24,042)    21,561           (24,042)     (23,193)       (849)

    Depreciation (a)................           4,915        4,317        598             4,317        1,394       2,923
    General and administrative (a)..           2,512        3,039      (527)             3,039        7,078      (4,039)
                                             --------     --------  --------           --------     --------    --------
Operating losses....................         $(9,908)    $(31,398)   $21,490          $(31,398)    $(31,665)       $267
                                             ========     ========  ========           ========     ========    ========
</TABLE>

         (a) Amounts  reflect  that  portion of  consolidated  depreciation  and
general and administrative expense that is directly attributable to the Portable
Self-Storage business.

         We believe that the  quarterly  losses from the  portable  self-storage
operations  peaked  during the third  quarter  of 1997.  Operating  losses  were
approximately  $12,069,000  for the third quarter of 1997 and have  subsequently
decreased each quarter through the fourth quarter of 1999 where operating losses
were approximately  $1,037,000.  Operations before depreciation for the last six
months of 1999 were approximately breakeven.

         The number of portable self-storage facilities PSPUD operated increased
from 4 at December  31, 1996 to 49 at December 31, 1997 due to the opening of 45
facilities  in 1997.  The number of  facilities  decreased to 43 at December 31,
1998, due to the opening of 13 facilities and the closure of several  facilities
in non-strategic  markets and the consolidation of several other facilities into
existing facilities within the same markets.  The number of facilities decreased
further to 36 at  December  31, 1999 due to the  closure  and  consolidation  of
several additional facilities.

         Rental and other income  includes  monthly  rental charges to customers
for storage of the  containers  and service fees charged for pickup and delivery
of containers to customers'  homes. The increase in rental and other income from
$7,893,000  in 1997 to  $24,466,000  in 1998 is the  result  of the  significant
expansion  of the  business  throughout  that  period  of  time.  Rental  income
increased to $27,028,000 in 1999 compared to $24,466,000 in 1998  principally as
a result in increases in the number of occupied containers.

         We believe that marketing and advertising  activities positively impact
move-in  activity.  Commencing  in the third  quarter  of 1997,  PSPUD  began to
advertise the portable  self-storage  product on television in selected markets.
Television advertising was curtailed in the second half of 1998. Advertising and
marketing  expense  decreased  to  $1,333,000  in 1999 from  $9,206,000  in 1998
primarily due to the curtailment of television advertising in the second half of
1998.  Advertising  and marketing  expense  decreased to $9,206,000 in 1998 from
$10,441,000 in 1997, due primarily to reductions in television advertising.

         Substantially  all  of the  facilities  have  been  leased  from  third
parties. Facility lease expense decreased to $9,779,000 in 1999 from $14,400,000
in 1998,  principally  as a result of the reduction in the number of facilities.
Facility lease expense  increased to $14,400,000 in 1998 from $6,200,000 in 1997
due to the aforementioned increase in the number of facilities in 1998 and 1997.

         We  are  currently  developing   combination  facilities  that  combine
mini-warehouse and portable  self-storage space in the same location.  We expect
that an increasing part of the portable  self-storage  business will be operated
from this type of a  facility.  To the extent that these  developed  Combination
Facilities  replace existing  third-party  leased space, lease expense should be
reduced.

                                       24

<PAGE>

         General  and  administrative  expense  (which is a  component  of total
general  and  administrative  expense  presented  on the income  statement)  was
$2,512,000,  $3,039,000,  and $7,078,000 in 1999, 1998, and 1997,  respectively.
Amounts in 1998 and 1997  reflect the  training  and  recruiting  of  personnel,
equipment,  computer software,  and professional fees in organizing the portable
self-storage  business.  Amounts in 1999 and 1998  include  amounts  incurred in
connection with terminated leases.

         On March 28, 2000, a Form 10 registration  statement was filed with the
Securities and Exchange Commission outlining a plan of distribution with respect
to the portable storage operations and our truck rental  activities.  Under this
plan,  after the  reorganization  and  recapitalization  of  certain  affiliated
entities,  we will distribute to our common shareholders all of the common stock
of an entity that will  primarily  own the portable  storage  business and truck
rental  activities.  There is no  current  trading  market for the stock of this
entity.  We will apply to have the  entity's  common  stock quoted on the NASDAQ
National Market.

         COMMERCIAL  PROPERTY  OPERATIONS:  Our commercial  property  operations
principally  consist  of our  investment  in  PSB,  an  affiliated  real  estate
investment  trust,  and to a much lesser  extent  commercial  space owned by the
Company and Consolidated Entities. The following table sets forth the historical
commercial property amounts included in the financial statements:

COMMERCIAL PROPERTY OPERATIONS:
-------------------------------
<TABLE>
<CAPTION>
                                     Year Ended December 31,                Year Ended December 31,
                                     ----------------------                 ----------------------
                                        1999        1998        Change         1998         1997       Change
                                       ------      -------      -------       -------      -------     -------
                                                             (Amounts in thousands)

<S>                                   <C>          <C>          <C>           <C>          <C>         <C>
Rental income  ...............        $ 8,204      $23,112      (64.5)%       $23,112      $40,575     (43.0)%
Cost of operations............          2,826        7,951      (64.5)%         7,951       16,665     (52.3)%
                                       ------      -------      -------       -------      -------     -------
Net operating income..........         $5,378      $15,161      (64.5)%       $15,161      $23,910     (36.6)%
                                       ======      =======      =======       =======      =======     =======
</TABLE>

        From the time of PSB's formation through March 31, 1998, we consolidated
the accounts of PSB in our financial  statements.  During the second  quarter of
1998, our ownership  interest in PSB was reduced below 50% and, as a result,  we
no longer had a controlling  interest in PSB.  Accordingly,  effective  April 1,
1998,  we no longer  include the accounts of PSB in the  consolidated  financial
statements and have accounted for our  investment  using the equity method.  For
all periods  after March 31, 1998,  the income  statement  includes our share of
income in PSB.  Further,  commercial  property  operations for the periods after
March 31, 1998 reflect only the  commercial  property  operations  of facilities
owned by us which have both  storage  and  commercial  use  combined at the same
property location.

        EQUITY IN EARNINGS OF REAL ESTATE ENTITIES: In addition to our ownership
of equity interests in PSB, we had general and limited partnership  interests in
12 limited  partnerships at December 31, 1999 (PSB and the limited  partnerships
are  collectively  referred  to as the  "Unconsolidated  Entities").  Due to our
limited ownership interest and control of these entities,  we do not consolidate
the accounts of these entities for financial reporting purposes, and account for
such investments using the equity method.

        Equity in earnings of real estate  entities for the year ended  December
31, 1999  consists of our pro rata share of the  Unconsolidated  Entities  based
upon  our  ownership  interest  for the  period.  Similar  to the  Company,  the
Unconsolidated  Entities  (other than PSB) generate  substantially  all of their
income  from their  ownership  of storage  facilities,  which we manage.  In the
aggregate,  the Unconsolidated  Entities (including PSB) own a total of 249 real
estate facilities, 124 of which are storage facilities. The following table sets
forth the significant components of equity in earnings of real estate entities:

                                       25

<PAGE>

<TABLE>
<CAPTION>
HISTORICAL SUMMARY:                             Year Ended December 31,                 Year Ended December 31,
------------------                             -----------------------    Dollar        ----------------------      Dollar
                                                  1999         1998       Change           1998          1997       Change
                                               ----------   ----------   ----------     ----------   ----------    ----------
                                                                          (Amounts in thousands)
Property operations:
<S>                                             <C>           <C>          <C>            <C>        <C>
  PSB....................................       $35,623       $23,301      $12,322        $23,301    $       -     $ 23,301
  Development Joint Venture..............         2,346           729        1,617            729           86         643
  Other investments - storage............        17,794        19,975       (2,181)        19,975       30,940      (10,965)
  Other investments - commercial properties         242           354         (112)           354        1,428       (1,074)
                                               ----------   ----------   ----------     ----------   ----------    ----------
                                                 56,005        44,359       11,646         44,359       32,454       11,905
                                               ----------   ----------   ----------     ----------   ----------    ----------
Depreciation:
  PSB....................................       (12,130)       (7,303)      (4,827)        (7,303)           -       (7,303)
  Development Joint Venture..............        (1,320)         (564)        (756)          (564)        (137)        (427)
  Other investments - storage ...........        (6,243)       (5,958)        (285)        (5,958)     (10,798)       4,840
  Other investments - commercial properties         (28)          (59)          31            (59)        (539)         480
                                               ----------   ----------   ----------     ----------   ----------    ----------
                                                (19,721)      (13,884)      (5,837)       (13,884)     (11,474)      (2,410)
                                               ----------   ----------   ----------     ----------   ----------    ----------
Other: (1)
  PSB....................................        (4,505)       (1,220)      (3,285)        (1,220)           -       (1,220)
  Development Joint Venture..............           153            97           56             97           44           53
  Other investments......................           251        (2,750)       3,001         (2,750)      (3,455)         705
                                               ----------   ----------   ----------     ----------   ----------    ----------
                                                 (4,101)       (3,873)        (228)        (3,873)      (3,411)        (462)
                                               ----------   ----------   ----------     ----------   ----------    ----------
Total equity in earnings of real estate
entities..................................      $32,183       $26,602       $5,581        $26,602      $17,569      $ 9,033
                                               ==========   ==========   ==========     ==========   ==========    ==========
</TABLE>

(1)  "Other" reflects the Company's share of general and administrative expense,
     interest expense, interest income, and other non-property, non-depreciation
     related operating results of these entities.

         The  increase  in 1999  equity  in  earnings  of real  estate  entities
compared to 1998 is  principally  the result of improved  operations  of PSB, as
well as the impact of the deconsolidation of PSB effective April 1, 1998 whereby
1999's  equity in earnings  includes a full year with respect to our interest in
the  operations  of PSB, and 1998  includes  nine months of such  interest.  The
increase  is  partially  offset by the impact of certain  business  combinations
occurring in 1998 and 1999 whereby we acquired a controlling interest in certain
entities and began to include the accounts of such entities in the  consolidated
financial  statements.   Prior  to  the  inclusion  of  these  entities  in  the
consolidated financial statements, we used the equity method to report our share
of the entities' earnings.

         The  increase  in 1998  equity  in  earnings  of real  estate  entities
compared  to 1997 is  principally  the result of the  deconsolidation  of PSB as
described  above.  This  increase is  partially  offset by the impact of certain
business  combinations  occurring  in  1997  and  1998  whereby  we  acquired  a
controlling  interest in certain  entities  and began to include the accounts of
such entities in the consolidated  financial statements.  Prior to the inclusion
of these entities in the consolidated  financial statements,  we used the equity
method to report our share of the entities' earnings.

         PSB is a publicly traded real estate  investment trust organized by the
Company on January 2, 1997. During 1997, the Company and certain partnerships in
which the Company has a controlling  interest  contributed  substantially all of
their commercial properties to PSB in exchange for equity interests. At December
31, 1999,  PSB owned 125 properties  located in 11 states.  PSB also manages the
commercial  properties  owned by the  Company  and  affiliated  entities.  As of
December 31, 1999, the Company and certain partnerships in which the Company has
a controlling  interest owned approximately 41% of the common equity interest of
PSB.

        In April 1997, we formed a joint venture  partnership (the  "Development
Joint Venture") with an institutional investor to participate in the development
of  approximately  $220  million of storage  facilities.  The  venture is funded
solely with equity  capital  consisting of 30% from the Company and 70% from the
institutional  investor.  Equity in earnings from the Development  Joint Venture
reflects  our  pro  rata  share,  based  upon  our  ownership  interest,  of the
operations of the Development  Joint Venture.  Since inception  through December
31, 1999,  the  Development  Joint  Venture has  developed and opened 44 storage
facilities  (approximately  2,659,000  square feet) and at December 31, 1999 had
three  facilities  under  development   (approximately   221,000  square  feet).
Generally the construction period takes nine to 12 months followed by a 18 to 24
month fill-up process until the newly constructed  facility reaches a stabilized
occupancy  level of  approximately  90%. For fiscal 1997,  1998,  and 1999,  the
majority of the  completed  facilities  are in the  fill-up  process and had not
reached a stabilized  occupancy  level. We expect that our earnings with respect

                                       26

<PAGE>

to our investment in the Development  Joint Venture will continue to increase in
2000 as compared to 1999 as the existing properties continue to fill up.

OTHER INCOME AND EXPENSE ITEMS
--------------------------------------------------------------------------------

         INTEREST AND OTHER INCOME:  The net operating results from our property
management  operations and  merchandise  sales are presented along with interest
and other income, as "interest and other income." The components of interest and
other income are detailed as follows:

<TABLE>
<CAPTION>
                                                Year ended December 31,                      Year ended December 31,
                                              1999          1998          Change          1998         1997         Change
                                           ----------   ----------     ----------      ----------   ----------    ----------
                                                                        (Amounts in thousands)
Facility Management:
<S>                                          <C>          <C>            <C>             <C>          <C>           <C>
   Revenues                                  $5,446       $ 6,221        $ (775)         $ 6,221      $ 10,141      $ (3,920)
   Cost of operations                           893         1,066          (173)           1,066         1,793          (727)
                                           ----------   ----------     ----------      ----------   ----------    ----------
     Net operating income                     4,553         5,155          (602)           5,155         8,348        (3,193)
                                           ----------   ----------     ----------      ----------   ----------    ----------
Sales of packaging material and truck
rental income:
  Revenues                                   12,724         8,345         4,379            8,345         5,272         3,073
  Cost of operations                          9,835         6,625         3,210            6,625         4,134         2,491
                                           ----------   ----------     ----------      ----------   ----------    ----------
     Net operating income                     2,889         1,720         1,169            1,720         1,138           582

Interest and other income                     9,258        11,739        (2,481)          11,739         7,988         3,751
                                           ----------   ----------     ----------      ----------   ----------    ----------
  Total interest and other income           $16,700       $18,614       $(1,914)         $18,614       $17,474        $1,140
                                           ==========   ==========     ==========      ==========   ==========    ==========
</TABLE>

         Facility management operations are primarily attributable to management
of  self-storage  properties.  At  December  31,  1999,  we managed  159 storage
facilities (124 owned by Unconsolidated  Entities and 35 owned by third parties)
pursuant to property management  contracts.  The property  management  contracts
generally  provide  for  compensation  equal  to 6% of  gross  revenues  of  the
facilities managed.  Under the supervision of the property owners, we coordinate
rental  policies,  rent  collections,  marketing  activities,  the  purchase  of
equipment and supplies,  maintenance activity,  and the selection and engagement
of vendors,  suppliers and independent  contractors.  In addition, we assist and
advise the property owners in establishing  policies for the hire, discharge and
supervision  of  employees  for the  operation  of these  facilities,  including
resident  managers,   assistant  managers,   relief  managers  and  billing  and
maintenance personnel.

         Throughout  the three year period ended December 31, 1999, we completed
several  acquisitions of storage  facilities from affiliated  entities and, as a
result,  storage properties which were managed by us became owned facilities and
the related  management  fee income  with  respect to these  facilities  ceased.
Accordingly,  property management  operations with respect to storage facilities
have  continuously  decreased  during the three year period  ended  December 31,
1999. Since we have acquired in the past, and may continue to seek to acquire in
the future,  real estate facilities owned by the  Unconsolidated  Entities,  our
facility management income may decrease in 2000 compared to 1999.

         Sales of  packaging  material  and truck  rentals  have  increased as a
result  of  our  retail  expansion  program  (described  below).  The  strategic
objective  of the retail  expansion  program is to create a "Retail  Store" that
will (i) rent spaces for the attached storage facility, (ii) rent spaces for the
other Public  Storage  facilities in adjacent  neighborhoods,  (iii) sell locks,
boxes and packing  materials to the general public,  including  tenants and (iv)
rent  trucks and other  moving  equipment,  all in an  environment  that is more
retail  oriented.  Retail  stores  have been  retrofitted  to  existing  storage
facility  rental offices or "built-in" as part of the development of new storage
facilities,  both in high traffic, high visibility  locations.  The increases in
revenues and cost of  operations  reflect the opening of additional  stores,  as
well as increases at our existing stores.

         Interest and other income is primarily  attributable to interest income
on cash balances and interest  income from mortgage notes  receivable.  Interest
income from mortgage notes receivable was $2,189,000,  $1,878,000 and $2,938,000
in 1999,  1998 and 1997,  respectively.  The  changes in  interest  income  from
mortgage  notes  receivable  reflect the changes in  mortgage  notes  receivable

                                       27

<PAGE>

balances.  Fluctuations  in the level of invested cash  balances,  caused by the
timing of investing  equity  offering  proceeds in real estate assets,  led to a
decrease in interest  income in 1999 as compared to 1998, and led to an increase
in interest income in 1998 as compared to 1997.

         DEPRECIATION AND  AMORTIZATION:  Depreciation and amortization  expense
was  $137,719,000  in  1999,  $111,799,000  in 1998  and  $92,750,000  in  1997.
Depreciation expense with respect to the real estate facilities was $123,495,000
in 1999,  $98,173,000 in 1998 and  $82,047,000 in 1997; the increases are due to
the  acquisition  of  additional  real estate  facilities  in 1997 through 1999.
Depreciation  expense  with  respect  to  non  real  estate  assets,   primarily
depreciation of equipment associated with the portable self-storage  operations,
was  $4,915,000  in  1999,  $4,317,000  in 1998,  and  $1,394,000  in 1997;  the
increases  are due to the  expansion  in the portable  self-storage  operations.
Amortization  expense with respect to intangible  assets totaled  $9,309,000 for
each of the three years ended December 31, 1999.

         GENERAL AND ADMINISTRATIVE EXPENSE:  General and administrative expense
was $12,491,000 in 1999,  $11,635,000 in 1998 and  $13,462,000 in 1997.  General
and administrative costs for each year principally consist of state income taxes
(for states in which the Company is a non-resident), investor relation expenses,
certain overhead  associated with the acquisition and development of real estate
facilities,  and certain  overhead  associated  with the  portable  self-storage
business.

         Included in general and administrative expense for 1999, 1998, and 1997
is approximately  $2,512,000,  $3,039,000,  and $7,078,000,  respectively,  with
respect to our portable self-storage business; amounts incurred in 1998 and 1997
include  significant  amounts  related to  recruiting  and  training  personnel,
equipment,  computer  software and professional  fees in organizing the portable
self-storage business.

         Prior  to  the  impact  of  the  portable  self-storage   business,  we
experienced  and  expect  to  continue  to  experience   increased  general  and
administrative  costs due to the  following:  (i) the  growth in the size of the
Company, and (ii) the Company's property acquisition and development  activities
have  continued to expand,  resulting in certain  additional  costs  incurred in
connection with the acquisition of additional  real estate  facilities.  General
and administrative costs for each year principally consist of state income taxes
(for states in which the Company is a non-resident), investor relation expenses,
certain overhead  associated with the acquisition and development of real estate
facilities.

         INTEREST EXPENSE:  Interest expense was $7,971,000 in 1999,  $4,507,000
in 1998  and  $6,792,000  in 1997.  Debt and  related  interest  expense  remain
relatively low compared to our overall asset base.  Capitalized interest expense
totaled  $4,509,000  in  1999,  $3,481,000  in 1998  and  $2,428,000  in 1997 in
connection  with  our  development  activities.   Interest  expense  before  the
capitalization  of interest  was  $12,480,000  in 1999,  $7,988,000  in 1998 and
$9,220,000 in 1997. The decrease in interest expense in 1998 as compared to 1997
principally  is  due  to  the  retirement  of  debt  in  1998  of  approximately
$15,132,000. The increase in interest expense in 1999 as compared to 1998 is due
to the $100 million of notes payable assumed in the merger with Storage Trust.

         MINORITY INTEREST IN INCOME: Minority interest in income represents the
income  allocable to equity  interests in Consolidated  Entities,  which are not
owned by the  Company.  Since 1990,  we have  acquired  portions of these equity
interests through our acquisition of limited and general  partnership  interests
in the Consolidated Entities.  These acquisitions have resulted in reductions to
the "Minority  interest in income" from what it would otherwise have been in the
absence of such acquisitions,  and accordingly,  have increased our share of the
Consolidated  Entities'  income.  During  1999,  1998,  and  1997,  we  acquired
sufficient  ownership  interest  and  control  in  thirteen,  three,  and twelve
partnerships,  respectively,  and  commenced  including  the  accounts  of these
partnerships in the consolidated financial statements,  resulting in an increase
in minority  interest in income.  The increase in minority interest in income in
1998 compared to 1997 is primarily related to the minority interest in PSB prior
to April 1,  1998.  The  decrease  in  minority  interest  in  income in 1999 as
compared to 1998 is the result of the  deconsolidation  of PSB, partially offset
by the consolidation of additional partnerships.

         In determining income allocable to the minority interest for 1999, 1998
and 1997  consolidated  depreciation and  amortization  expense of approximately
$9,294,000,  $12,022,000  and  $9,245,000,  respectively,  was  allocated to the
minority  interest.  The  changes  in  depreciation  allocated  to the  minority
interest were  principally  the result of the factors denoted above with respect
to minority interest in income.

                                       28

<PAGE>

SUPPLEMENTAL PROPERTY DATA AND TRENDS
--------------------------------------------------------------------------------

         At December 31, 1999, there were  approximately  49 ownership  entities
owning in aggregate 1,330 storage facilities,  including the facilities which we
own  and/or operate. At December 31, 1999, 124 of these facilities were owned by
Unconsolidated Entities,  entities in which we has an ownership interest and use
the equity  method for financial  statement  presentation.  The remaining  1,206
facilities  are owned by the Company  and  Consolidated  Entities,  of which 213
facilities were acquired in the merger with Storage Trust in 1999.

         The following table summarizes our investment in real estate facilities
as of December 31, 1999:

<TABLE>
<CAPTION>
                                                Number of Facilities in which the      Net Rentable Square Footage
                                                Company has an ownership interest             (in thousands)
                                               --------------------------------    --------------------------------
                                                  Storage    Commercial               Storage    Commercial
                                                Facilities   Properties   Total      Facilities  Properties   Total
                                               ------------------------  ------    ------------------------  ------
<S>                                                 <C>          <C>       <C>       <C>             <C>      <C>
Wholly-owned facilities                             646          4         650       39,448          307      39,755
Facilities owned by Consolidated Entities           560          -         560       32,021            -      32,021
                                               -----------    ------     ------    -----------    ------      ------
    Total consolidated facilities                 1,206          4       1,210       71,469          307      71,776

Facilities owned by Unconsolidated Entities         124        125         249        7,284       12,359      19,643
                                               -----------    ------     ------    -----------    ------      ------
Total facilities in which the Company has
an ownership interest                             1,330        129       1,459        78,753      12,666      91,419
                                               ===========    ======     ======    ===========    =======     ======
</TABLE>

         In order to  evaluate  how our  overall  portfolio  has  performed,  we
analyze the operating  performance of a consistent  group of storage  facilities
representing  978 (57.2  million net rentable  square feet) of the 1,330 storage
facilities  (herein  referred to as "Same Store"  storage  facilities).  The 978
facilities  represent a consistent  pool of properties  which have been operated
under the "Public  Storage"  name, at a stabilized  level,  by the Company since
January 1, 1994.  From time to time, we remove  facilities from the "Same Store"
pool as a result of expansions, dispositions or other activities which make such
facilities' results not comparable to previous periods.

         The Same Store group of properties  includes 82 facilities that are not
consolidated in the financial statements. Accordingly, rental income and cost of
operations  with  respect  to  these  82  facilities  are not  reflected  on the
consolidated  statements of income.  As of December 31, 1999,  the remaining 896
facilities are included in the consolidated financial statements,  however, many
of them were not included in the consolidated  financial  statements  throughout
each  of  the  three  years  presented.   The  following  table  summarizes  the
pre-depreciation   historical  operating  results  of  the  Same  Store  storage
facilities:

SAME STORE STORAGE FACILITIES:
-----------------------------
(historical property operations)

<TABLE>
<CAPTION>
                                           Year Ended December 31,                   Year Ended December 31,
                                            ---------------------                     ---------------------
                                                                    Percentage                                Percentage
                                             1999         1998       Change            1998         1997       Change
                                            --------     --------   ----              --------     --------    ----
                                                    (Dollar amounts in thousands except rent per square foot)

<S>                                         <C>          <C>        <C>               <C>          <C>         <C>
Rental income.......................        $543,522     $520,767   4.4%              $520,767     $483,930    7.6%
Cost of operations (includes an
  imputed 6% property management fee)
  (1)...............................         187,582      182,761   2.6%               182,761      171,579    6.5%
                                            --------     --------   ----              --------     --------    ----
Net operating income................        $355,940     $338,006   5.3%              $338,006     $312,351    8.2%
                                            ========     ========   ====              ========     ========    ====

Gross profit margin(2)..............           65.5%        64.9%   0.6%                 64.9%        64.5%    0.4%

WEIGHTED AVERAGE:
  Occupancy.........................           92.5%        92.5%   0.0%                 92.5%        91.7%    0.8%
  Realized annual rent per sq. ft (3)         $10.27        $9.84   4.4%                 $9.84        $9.22    6.7%
  Scheduled annual rent per sq. ft (3)        $10.50       $10.25   2.4%                $10.25        $9.84    4.2%

</TABLE>

                                       29

<PAGE>

1.   Assumes payment of property  management  fees on all facilities,  including
     those  facilities  owned by the Company  for which no fee is paid.  Cost of
     operations consists of the following:

                                             1999            1998         1997
                                           --------        --------     --------
Payroll expense                             $46,755         $46,280      $45,337
Property taxes                               47,986          48,557       45,626
Imputed 6% property management fees          32,611          31,246       29,035
Advertising                                   7,751           5,352        4,192
Telephone  reservation center costs           8,159           7,313        4,606
Other                                        44,320          44,013       42,783
                                           --------        --------     --------
                                           $187,582        $182,761     $171,579
                                           ========        ========     ========

2.   Gross profit margin is computed by dividing  property net operating  income
     (before  depreciation  expense)  by  rental  revenues.  Cost of  operations
     includes  a 6%  management  fee.  The gross  profit  margin  excluding  the
     facility  management fee was 71.5%, 70.9% and 70.5% in 1999, 1998 and 1997,
     respectively.

3.   Realized  rent  per  square  foot  as  presented   throughout  this  report
     represents the actual revenue earned per occupied  square foot.  Management
     believes this is a more relevant  measure than the scheduled  rental rates,
     since scheduled rates can be discounted through the use of promotions.

         In early 1996, we implemented a national  telephone  reservation system
designed to provide added customer service for all the storage  facilities under
management.  We believe that the improved operating results, as indicated in the
above  table,  in large part are due to the  success of the  national  telephone
reservation system.

         In 1999,  the  rate of  revenue  growth  over  1998 for the same  store
facilities was less than the rate of growth  experienced in 1998 over 1997. This
was  primarily  due to a leveling of occupancy  levels in 1999  combined  with a
slower level of growth of realized  rent per occupied  square foot. We expect to
continue to experience  similar growth rates in fiscal 2000 as we experienced in
1999.

         Rental  income  for the  Same  Store  facilities  included  promotional
discounts  totaling  $15,243,000  in 1999  compared to  $15,494,000  in 1998 and
$17,223,000  in 1997.  During 1997 there was  experimentation  with  pricing and
promotional  discounts  designed to increase rental  activity;  such promotional
activities continued in 1998.

         The  storage  facilities  experience  minor  seasonal  fluctuations  in
occupancy levels with occupancies  generally higher in the summer months than in
the winter months. The Company believes that these  fluctuations  result in part
from increased moving activities during the summer.

                                       30

<PAGE>
<TABLE>
<CAPTION>
            Same-Store Operating Trends by Region (Dollar amounts in thousands, except weighted average amounts)
            ----------------------------------------------------------------------------------------------------
                Northern California     Southern California           Texas                  Florida
                --------------------    --------------------    --------------------    --------------------
                          % change                % change                % change                % change
                            from                    from                    from                    from
                Amount    prior year    Amount    prior year    Amount    prior year    Amount    prior year
                ------    ----------    ------    ----------    ------    ----------    ------    ----------
Rental Revenues
---------------
        <S>    <C>           <C>       <C>           <C>        <C>          <C>        <C>          <C>
        1999   $82,526       3.1%      $101,621      8.2%       $48,608      2.4%       $33,903      2.5%
        1998   $80,082      10.4%       $93,896     10.1%       $47,470      6.0%       $33,077      6.0%
        1997   $72,555       9.4%       $85,292      8.1%       $44,784      4.2%       $31,219      5.5%

Cost of operations
------------------
        1999   $22,949       1.8%       $28,506      3.2%       $21,511      4.1%       $13,560      3.3%
        1998   $22,546       9.2%       $27,634      7.4%       $20,661     10.6%       $13,123      5.2%
        1997   $20,650       9.8%       $25,730      5.4%       $18,680      4.5%       $12,474      7.9%

Net operating income
--------------------
        1999   $59,577       3.5%       $73,115     10.3%       $27,097      1.1%       $20,343      1.9%
        1998   $57,536      10.8%       $66,262     11.2%       $26,809      2.7%       $19,954      6.4%
        1997   $51,905       9.2%       $59,562      9.4%       $26,104      3.9%       $18,745      3.9%

Weighted avg. occupancy
-----------------------
        1999     93.2%      (1.4)%       94.9%       0.6%         92.1%     (0.5)%        90.4%     (0.5)%
        1998     94.6%      (1.5)%       94.3%       2.8%         92.6%      0.7%         90.9%      0.7%
        1997     96.1%       1.6%        91.5%       4.1%         91.9%      2.5%         90.2%      2.4%

Weighted avg. annual realized rents per occupied sq. ft.
--------------------------------------------------------
        1999     $12.93      4.5%       $12.21       7.6%         $7.43      2.9%         $9.03      3.0%
        1998     $12.37     11.9%       $11.35       7.3%         $7.22      5.2%         $8.77      5.2%
        1997     $11.05      7.6%       $10.58       3.2%         $6.86      1.2%         $8.34      2.8%

Number of
Facilities          127                   141                      113                      74
----------
</TABLE>
<TABLE>
<CAPTION>
                 Same-Store Operating Trends by Region (Dollar amounts in thousands, except weighted average amounts)
                -----------------------------------------------------------------------------------------------------
                                 Illinois              Other states               Total
                            --------------------    --------------------    --------------------
                                      % change                % change                % change
                                        from                    from                    from
                            Amount    prior year    Amount    prior year    Amount    prior year
                            ------    ----------    ------    ----------    ------    ----------
Rental Revenues
---------------
        <S>                <C>           <C>        <C>          <C>       <C>           <C>
        1999               $39,938       5.9%       $236,926     3.7%      $543,522      4.4%
        1998               $37,698       9.6%       $228,544     6.0%      $520,767      7.6%
        1997               $34,405      10.5%       $215,675     5.2%      $483,930      6.6%

Cost of operations
------------------
        1999               $16,536      (4.1)%       $84,520     3.6%      $187,582      2.6%
        1998               $17,236       7.0%        $81,561     4.6%      $182,761      6.5%
        1997               $16,106       8.2%        $77,939     4.9%      $171,579      6.0%

Net operating income
--------------------
        1999               $23,402      14.4%       $152,406     3.7%      $355,940      5.3%
        1998               $20,462      11.8%       $146,983     6.7%      $338,006      8.2%
        1997               $18,299      12.7%       $137,736     5.4%      $312,351      7.0%

Weighted avg. occupancy
-----------------------
        1999                 92.5%      (0.1)%        91.9%      0.3%         92.5%      0.0%
        1998                 92.6%       1.1%         91.6%      0.7%         92.5%      0.8%
        1997                 91.5%      (1.3)%        90.9%     (1.3)%        91.7%      0.6%

Weighted avg. annual realized rents per occupied sq. ft.
--------------------------------------------------------
        1999                 $11.33      6.0%         $9.71      3.2%         $10.27     4.4%
        1998                 $10.69      8.1%         $9.41      5.3%          $9.84     6.7%
        1997                  $9.89     11.9%         $8.94      6.7%          $9.22     5.9%

Number of
Facilities                      60                      463                     978
----------
</TABLE>
                                       31
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES
--------------------------------------------------------------------------------

         We believe that our internally generated net cash provided by operating
activities  will  continue to be  sufficient  to enable it to meet our operating
expenses,  capital improvements,  debt service requirements and distributions to
shareholders for the foreseeable future.

         Operating as a real estate  investment  trust ("REIT"),  our ability to
retain cash flow for reinvestment is restricted. In order for us to maintain our
REIT status,  a substantial  portion of our operating  cash flow must be used to
make  distributions  to our  shareholders  (see "REIT STATUS"  below).  However,
despite the significant distribution requirements, we have been able to retain a
significant  amount of our operating cash flow. The following  table  summarizes
our ability to make the minority interests' distributions,  dividend payments to
the preferred  shareholders and capital  improvements to maintain the facilities
through the use of cash provided by operating  activities.  The  remaining  cash
flow  generated  is  available to make both  scheduled  and  optional  principal
payments on debt and for reinvestment.

<TABLE>
<CAPTION>
                                                                                  For the Year Ended December 31,
                                                                               ----------------------------------------
                                                                                 1999           1998           1997
                                                                               ---------       ---------      ---------
                                                                                       (Amounts in thousands)
<S>                                                                            <C>             <C>            <C>
Net income.........................................................            $287,885        $227,019       $178,649
Depreciation and amortization......................................             137,719         111,799         92,750
Less - Depreciation with respect to non-real estate assets.........              (4,915)         (4,317)        (1,394)
Depreciation from equity investments...............................              19,721          13,884         11,474
Less - Gain on sale of real estate.................................              (2,154)              -              -
Minority interest in income........................................              16,006          20,290         11,684
                                                                               ---------       ---------      ---------
   Net cash provided by operating activities.......................             454,262         368,675        293,163

Distributions from operations to minority interests................             (25,300)        (32,312)       (20,929)
                                                                               ---------       ---------      ---------
Cash from operations allocable to the Company's shareholders.......             428,962         336,363        272,234
Less: preferred stock dividends....................................             (94,793)        (78,375)       (88,393)
Add: Non-recurring payment of dividends with respect to the Series CC
   convertible stock...............................................                   -               -         13,412

Cash from operations available to common shareholders..............             334,169         257,988        197,253

Capital improvements to maintain facilities:
  Storage facilities...............................................             (29,023)        (29,677)       (30,834)
  Commercial properties............................................                   -          (2,037)        (4,283)
                                                                               ---------       ---------      ---------
  Add back: minority interest share of capital improvements to maintain
   facilities......................................................               1,269           2,476          2,513

Funds available for principal payments on debt, common dividends and
   reinvestment....................................................             306,415         228,750        164,649

Regular cash distributions to common shareholders..................            (113,297)       (100,726)       (86,181)
                                                                               ---------       ---------      ---------
Funds available for principal payments on debt and reinvestment prior to
   special distribution............................................             193,118         128,024         78,468
Special distributions to common shareholders (A)...................             (82,086)              -              -
                                                                               ---------       ---------      ---------
Funds available for principal payments on debt and reinvestment....            $111,032        $128,024        $78,468
                                                                               =========       =========      =========
</TABLE>

(A) This amount was declared in 1999 and paid in January 2000.

         We expect to fund our growth  strategies  with cash on hand at December
31, 1999, internally generated retained cash flows, proceeds from issuing equity
securities and borrowings under our $150 million credit  facility.  We intend to
repay amounts  borrowed under the credit facility from  undistributed  operating
cash flow or, as market conditions permit and are determined to be advantageous,
from the public or private placement of equity securities.

                                       32

<PAGE>

         We believe that our size and financial flexibility enables us to access
capital for growth when appropriate. Our financial profile is characterized by a
low level of debt to total  capitalization,  increasing  net income,  increasing
cash flow from operations, and a conservative dividend payout ratio with respect
to the common stock. Our credit ratings on our Senior Preferred Stock by each of
the three major  credit  agencies  are Baa2 by Moody's and BBB+ by Standard  and
Poor's and Duff & Phelps.

         Our  portfolio  of  real  estate   facilities   remains   substantially
unencumbered. At December 31, 1999, the Company had mortgage debt outstanding of
$29.3 million and had consolidated  real estate  facilities with a book value of
$3.4  billion.  We generally  only  increased  our debt in  connection  with the
acquisition of real estate facilities.  Over the past three years we have funded
substantially  all of our acquisitions  with permanent  capital (both common and
preferred  stock).  We have elected to use preferred stock despite the fact that
the dividend  rates of our preferred  stock exceeds  current  interest  rates on
conventional  debt.  We have chosen this method of financing  for the  following
reasons:  (i) our perpetual preferred stock has no sinking fund requirement,  or
maturity date and does not require redemption, all of which eliminate any future
refinancing  risks,  (ii) preferred stock allows us to leverage the common stock
without the attendant interest rate or refinancing risks of debt, and (iii) like
interest  payments,  dividends on the preferred stock can be applied to our REIT
distributions requirements,  which have helped us to maintain a low common stock
dividend payout ratio and retain cash flow.

         Despite  difficult  capital  markets,  we were able to  publicly  issue
$286.3 million of preferred  stock during 1999. In addition,  on March 17, 2000,
we issued $240.0  million of our 9.5% Series N Cumulative  Redeemable  Perpetual
Preferred  Units in one of our operating  partnerships  in a private  placement.
Further,  on March 29,  2000,  we issued  $75.0  million of our 9.125%  Series O
Cumulative  Redeemable  Perpetual  Preferred  Units  in  one  of  our  operating
partnerships in a private  placement.  Under certain  conditions,  the preferred
partnership units are convertible into preferred stock of the Company.

         Like many  other  REIT's,  we are both  unwilling  and  unable to issue
shares of our  Common  Stock  publicly  under  the  current  market  conditions.
Concurrent with the special  distribution,  discussed  below, we publicly issued
2,100,000 Equity Stock,  Series A, raising net proceeds of  approximately  $40.0
million.  The proceeds were used, in part, to pay for the cash  elections of the
special distribution.

         DISTRIBUTION  REQUIREMENTS:  Our conservative  distribution  policy has
been the  principal  reason  for the  Company's  ability  to retain  significant
operating  cash flows which have been used to make  additional  investments  and
reduce debt.  During 1997, 1998 and 1999, we paid regular cash  distributions to
common shareholders of approximately 44%, 39% and 34% of our cash available from
operations  allocable  to common  shareholders,  respectively.  For  1999,  when
factoring in the total special distribution, we distributed approximately 58% of
our cash available from operations allocable to common shareholders.

         On  November  4,  1999,  the  Board of  Directors  declared  a  special
distribution  payable on January  14, 2000 to common  shareholders  of record on
November 15, 1999. At the election of each  shareholder,  the  distribution  was
payable in either (1) $0.65 per share in depositary  shares,  each  representing
1/1,000 of a share of Equity Stock,  Series A or (2) $0.62 per share in cash. On
January 14, 2000, approximately $38.1 million was paid in cash and $44.0 million
of depositary  shares were issued to our common  shareholders in connection with
this special distribution.

         During 1999, we paid dividends  totaling  $94,793,000 to the holders of
our Senior Preferred Stock, $113,297,000 in regular distributions to the holders
of Common Stock and a special cash  distribution  to the holders of Common Stock
totaling  $82,086,000  that was accrued but not paid at December  31,  1999.  We
estimate  that the  distribution  requirements  for fiscal 2000 with  respect to
Senior  Preferred  Stock  outstanding  at December 31, 1999 to be  approximately
$100.1 million. With respect to the preferred operating partnership units issued
on March 17, 2000, the Company estimates the annual distribution  requirement to
be approximately $22.8 million.

         Distributions with respect to the Common Stock and Equity Stock, Series
A will be determined based upon our REIT distribution  requirements after taking
into consideration distributions to the preferred shareholders.  With respect to
the  depositary  shares of Equity Stock,  Series A, we have no obligation to pay
distributions if no distributions  are paid to the common  shareholders.  To the
extent  that we do pay  common  distributions  in any year,  the  holders of the
depositary shares receive the lesser of (i) five times the per share dividend on

                                       33

<PAGE>

the common stock or (ii) $2.45.  The depositary  shares are  noncumulative,  and
have  no  preference  over  our  Common  Stock  either  as  to  dividends  or in
liquidation.  Assuming  that we pay at least  $0.49 in common  dividends  in any
year,  we will pay a total of $10.5 million in  distributions  to the holders of
the 4,300,555 shares of Equity Stock, Series A during 2000.

         Including  the special  distribution  declared on November 4, 1999,  we
distributed a total of approximately $195.4 million to common  shareholders,  or
approximately  $1.52 per  common  share,  in 1999.  Assuming a  continuation  of
increasing  level  of  taxable  income,  we  expect  that we will  have  similar
distribution requirements in the year 2000.

         CAPITAL  IMPROVEMENT  REQUIREMENTS:   During  2000,  we  have  budgeted
approximately  $26.2 million for capital  improvements.  The minority interests'
share of the budgeted capital improvements is approximately $0.7 million.

         DEBT SERVICE  REQUIREMENTS:  We do not believe we have any  significant
refinancing risks with respect to our mortgage debt, all of which is fixed rate.
At December 31, 1999, we had total  outstanding  notes payable of  approximately
$167.3  million.  See  Note  7 to  the  consolidated  financial  statements  for
approximate  principal  maturities of such  borrowings.  In connection  with the
March 1999 merger with Storage Trust,  we assumed $100 million of notes payable.
Approximately  $14.7  million,  $25.9  million  and $25.8  million in  principal
payments  with  respect  to  these  notes  are  due  in  2002,  2003  and  2004,
respectively, with the remainder due after 2004.

         GROWTH  STRATEGIES:  During  2000,  we intend to continue to expand our
asset and capital base principally through the acquisition of real estate assets
and  interests  in real estate  assets  from both  unaffiliated  and  affiliated
parties through direct purchases,  mergers,  tender offers or other transactions
and through the development of additional storage facilities. In addition to 646
wholly owned  storage  facilities,  we operate,  on behalf of  approximately  47
ownership  entities,  684 storage  facilities under the "Public Storage" name in
which we have a  partial  equity  interest.  From  time to  time,  some of these
storage facilities or interests in them are available for purchase, providing us
with a source of additional acquisition opportunities.

         MERGER WITH STORAGE  TRUST:  On March 12, 1999, the Company and Storage
Trust, a public REIT, completed a merger. As a result of the merger, we acquired
215 storage facilities located in 16 states totaling  approximately 12.0 million
net rentable square feet and 104,000 units.  In connection  with the merger,  we
issued 0.86 shares of the Company's Common Stock for each share of Storage Trust
common stock.  This exchange ratio implied an enterprise value for Storage Trust
of approximately $600 million,  including the assumption of approximately $198.0
million of indebtedness  (including $98 million of borrowings on Storage Trust's
line of credit).  We  immediately  repaid the $98.0 million of borrowings on the
line of credit.

        DEVELOPMENT OF STORAGE FACILITIES:  Since 1995, the Company, principally
through its  affiliated  development  joint  ventures,  has opened a total of 57
facilities, one in 1995, four in 1996, nine in 1997, 19 in 1998, and 24 in 1999.

        In April 1997,  we formed our first  development  joint  venture for the
purpose of developing  approximately $220 million of storage  facilities.  Since
inception through December 31, 1999, this joint venture has developed and opened
44 storage  facilities with a total cost of  approximately  $211.4  million.  At
December  31,  1999,  the  joint  venture  had 3  facilities  under  development
(approximately  221,000  square feet) with an aggregate cost incurred to date of
approximately  $13.0 million and estimated  remaining  costs to complete of $4.7
million.

         In November  1999,  we formed a second  joint  venture  partnership  to
participate  in  the  development  of  approximately  $100  million  of  storage
facilities  and to purchase $100 million of the Company's  Equity Stock,  Series
AAA.  This  development  joint  venture  is  consolidated  on  the  consolidated
financial  statements,  and therefore the Equity Stock, Series AAA is eliminated
in  consolidation.  The joint  venture  is funded  solely  with  equity  capital
consisting of 51% from the Company and 49% from the joint venture partner.  Upon
formation of the joint  venture  through  December 31,  1999,  we have  received
proceeds of approximately $63.3 million, composed of the Investors' 49% share of
the purchase of the Company's  Equity Stock,  Series AAA ($49 million) and $14.3
million  composed of the joint venture  partner's pro rata share of  development
costs of projects in the venture.

                                       34

<PAGE>

        The  second  joint  venture  has  completed  three  facilities  with  an
aggregate cost of approximately $14.6 million, and has three projects in process
with  total  costs  incurred  of $10.2  million  and costs to  complete  of $2.1
million.  Additional  projects  will be submitted  to the joint  venture for the
total  contemplated  development  amount of $100 million.  Assuming projects are
approved  and  developed by the venture  equal to the $100 million  contemplated
development amount, the Investors'  remaining  contribution at December 31, 1999
is approximately $36.8 million, or 49% of the remaining development costs.

         Excluding  the six  facilities  in  process  by the  development  joint
ventures,  we are  developing  41  additional  storage  facilities,  with  total
incurred  costs at  December  31,  1999 of $100.3  million  and  total  costs to
complete of $125.9 million.  We have also  identified 17 storage  facilities for
development,  with total estimated  costs of $105.9 million.  These projects are
subject  to  significant  contingencies.  We expect to finance  our  development
through a combination of retained cash flows,  remaining proceeds from our joint
venture  partners,  and  the net  proceeds  received  through  the  issuance  of
preferred partnership units as discussed above.

         REIT STATUS:  We believe that we have operated,  and intend to continue
to operate,  in such a manner as to qualify as a REIT under the Internal Revenue
Code of  1986,  but no  assurance  can be  given  that we will at all  times  so
qualify.  To the extent that the Company continues to qualify as a REIT, we will
not be taxed,  with certain  limited  exceptions,  on the taxable income that is
distributed  to our  shareholders,  provided  that at least  95% of our  taxable
income is so  distributed  prior to filing of the Company's tax return.  We have
satisfied the REIT distribution requirement since 1980.

         FUNDS FROM  OPERATIONS:  Total funds from operations or "FFO" increased
to $429.0  million for the year ended 1999  compared  to $336.4  million for the
year ended 1998 and $272.2 million in 1997. FFO available to common shareholders
(after deducting preferred stock dividends)  increased to $334.2 million for the
year ended  December  31,  1999  compared  to $258.0  million in 1998 and $197.3
million in 1997.  FFO means net  income  (loss)  (computed  in  accordance  with
generally  accepted  accounting  principles)  before  (i) gain  (loss)  on early
extinguishment  of debt, (ii) minority  interest in income and (iii) gain (loss)
on disposition of real estate,  adjusted as follows:  (i) plus  depreciation and
amortization  (including  the  Company's  pro-rata  share  of  depreciation  and
amortization  of  unconsolidated  equity  interests and  amortization  of assets
acquired in a merger,  including property  management  agreements and goodwill),
and (ii) less FFO attributable to minority interests.

         FFO is a supplemental  performance  measure for equity REITs as defined
by the National  Association of Real Estate Investment Trusts, Inc.  ("NAREIT").
The NAREIT  definition does not  specifically  address the treatment of minority
interest in the  determination  of FFO or the treatment of the  amortization  of
property  management  agreements and goodwill.  In the case of the Company,  FFO
represents  amounts  attributable to its  shareholders  after deducting  amounts
attributable   to  the  minority   interests  and  before   deductions  for  the
amortization of property  management  agreements and goodwill.  FFO is presented
because  management,  as well as many industry analysts,  consider FFO to be one
measure of the  performance  of the Company and it is used in  establishing  the
terms of the Class B Common Stock. FFO does not take into consideration  capital
improvements,  scheduled  principal  payments on debt,  distributions  and other
obligations  of  the  Company.  Accordingly,  FFO is not a  substitute  for  the
Company's  cash flow or net  income  (as  discussed  above) as a measure  of the
Company's liquidity or operating performance. FFO is not comparable to similarly
entitled  items reported by other REITs that do not define it exactly as we have
defined it.

IMPACT OF THE YEAR 2000
--------------------------------------------------------------------------------

         The "Y2K Issue" arises because many computerized systems use two digits
rather than four to identify a year.  Any of our  computer  programs or hardware
with the Y2K Issue that have date-sensitive applications or embedded chips could
recognize a date using "00" as the year 1900 rather than the year 2000. The same
issue has been faced by our  outside  vendors,  including  those  vendors in the
banking and payroll processing areas. Any failure in these areas could result in
disruptions of operations.

         As a result of our assessment and remediation  activities  conducted in
recent years, we experienced no significant  disruptions in our operations,  and
believe that our  information  systems  responded  successfully  to the Y2K date
change.

                                       35

<PAGE>

         At this time,  we are not aware of any material  problems that resulted
from the Y2K date change at any of our outside vendors,  including those vendors
in the banking and payroll processing areas.

         We will  continue to monitor our  information  systems and those of our
outside  vendors  throughout  the year 2000 to ensure that any latent Y2K Issues
that may arise are addressed promptly.

         The  cost  of  the   Company's   year   2000   compliance   activities,
substantially  all of which have been  incurred  through  December 31, 1999,  is
estimated at approximately $4.4 million. These costs are capitalized.

         There can be no assurance  that we have  identified  all  potential Y2K
Issues either within our  information  systems,  at our outside  vendors,  or at
external agents.  In addition,  the impact of any unresolved or unidentified Y2K
Issues on governmental  entities and utility  providers and the resultant impact
upon the Company, as well as disruptions in the general economy, may be material
but cannot be reasonably determined or quantified.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         To limit our  exposure  to market  risk,  we  principally  finance  our
operations and growth with permanent equity capital  consisting either of common
or preferred  stock. At December 31, 1999, the Company's debt as a percentage of
total shareholders' equity (based on book values) was 4.5%.

         Our  preferred  stock is not  redeemable  by the holders.  Except under
certain conditions relating to the Company's qualification as a REIT, the Senior
Preferred  Stock is not redeemable by the Company prior to the following  dates:
Series A - September  30, 2002,  Series B - March 31, 2003,  Series C - June 30,
1999,  Series D - September  30, 2004,  Series E - January 31, 2005,  Series F -
April 30,  2005,  Series G - December  31,  2000,  Series H - January 31,  2001,
Series I - October 31, 2001,  Series J - August 31, 2002, Series K - January 19,
2004,  Series L - March 10, 2004 and Series M - August 17, 2004. On or after the
respective  dates,  each  of the  series  of  Senior  Preferred  Stock  will  be
redeemable  at the option of the Company,  in whole or in part, at $25 per share
(or depositary  share in the case of the Series G, Series H, Series I, Series J,
Series K, Series L and Series M), plus accrued and unpaid dividends.

         Our market risk  sensitive  instruments  include  notes  payable  which
totaled  $167,338,000  at  December  31,  1999.  All of our notes  payable  bear
interest  at fixed  rates.  See Note 7 to the  financial  statements  for terms,
valuations  and  approximate  principal  maturities  of the notes  payable as of
December 31, 1999.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         The  financial  statements  of the  Company at  December  31,  1999 and
December 31, 1998 and for each of the three years in the period  ended  December
31, 1999 and the report of Ernst & Young LLP, Independent Auditors,  thereon and
the  related  financial  statement  schedule,  are  included  elsewhere  herein.
Reference is made to the Index to Financial Statements and Schedules in Item 14.

ITEM 9.  DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

         Not applicable.

                                       36

<PAGE>

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         The  information  required by this item with  respect to  directors  is
hereby  incorporated  by reference to the  material  appearing in the  Company's
definitive   proxy   statement  to  be  filed  in  connection  with  the  annual
shareholders'  meeting  to be held in 2000  (the  "Proxy  Statement")  under the
caption "Election of Directors."  Information required by this item with respect
to  executive  officers is provided in Item 4A of this  report.  See  "Executive
Officers of the Company."

ITEM 11. EXECUTIVE COMPENSATION

         The  information  required  by this  item  is  hereby  incorporated  by
reference to the material  appearing in the Proxy  Statement  under the captions
"Compensation"    and   "Compensation    Committee    Interlocks   and   Insider
Participation."

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The  information  required  by this  item  is  hereby  incorporated  by
reference to the material  appearing in the Proxy  Statement  under the captions
"Election of Directors - Security Ownership of Certain Beneficial Owners" and "-
Security Ownership of Management."

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The  information  required  by this  item  is  hereby  incorporated  by
reference to the material  appearing  in the Proxy  Statement  under the caption
"Compensation   Committee   Interlocks  and  Insider   Participation  -  Certain
Relationships and Related Transactions."

                                       37

<PAGE>

                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

a.        1. Financial Statements

                  The financial  statements listed in the accompanying  Index to
                  Financial Statements and Schedules hereof are filed as part of
                  this report.

          2. Financial Statement Schedules

                  The financial  statements schedules listed in the accompanying
                  Index to Financial  Statements and Schedules are filed as part
                  of this report.

          3. Exhibits

                  See Index to Exhibits contained herein.

b.        Reports on Form 8-K

          The Company filed a Current Report on Form 8-K dated November 15, 1999
          (filed  November  19,  1999),  pursuant  to Item 5,  relating  to PSAC
          Development Partners, L.P. (the second development joint venture).

c.        Exhibits:

          See Index to Exhibits contained herein.

d.        Financial Statement Schedules

          Not applicable.

                                       38

<PAGE>

                              PUBLIC STORAGE, INC.

                                INDEX TO EXHIBITS

                            (Items 14(a)(3) and 14(c)


3.1       Restated   Articles   of   Incorporation.   Filed  with   Registrant's
          Registration   Statement  No.  33-54557  and  incorporated  herein  by
          reference.

3.2       Certificate of Determination  for the 10% Cumulative  Preferred Stock,
          Series A. Filed with Registrant's  Registration Statement No. 33-54557
          and incorporated herein by reference.

3.3       Certificate of Determination for the 9.20% Cumulative Preferred Stock,
          Series B. Filed with Registrant's  Registration Statement No. 33-54557
          and incorporated herein by reference.

3.4       Amendment to Certificate  of  Determination  for the 9.20%  Cumulative
          Preferred  Stock,  Series  B.  Filed  with  Registrant's  Registration
          Statement No. 33-56925 and incorporated herein by reference.

3.5       Certificate  of  Determination  for the  8.25%  Convertible  Preferred
          Stock. Filed with Registrant's Registration Statement No. 33-54557 and
          incorporated herein by reference.

3.6       Certificate  of  Determination  for  the  Adjustable  Rate  Cumulative
          Preferred  Stock,  Series  C.  Filed  with  Registrant's  Registration
          Statement No. 33-54557 and incorporated herein by reference.

3.7       Certificate of Determination for the 9.50% Cumulative Preferred Stock,
          Series D. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating  to  the  9.50%  Cumulative  Preferred  Stock,  Series  D and
          incorporated herein by reference.

3.8       Certificate of Determination  for the 10% Cumulative  Preferred Stock,
          Series E. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating  to  the  10%  Cumulative   Preferred  Stock,  Series  E  and
          incorporated herein by reference.

3.9       Certificate of Determination for the 9.75% Cumulative Preferred Stock,
          Series F. Filed with Registration's Form 8-A/A Registration  Statement
          relating  to  the  9.75%  Cumulative  Preferred  Stock,  Series  F and
          incorporated herein by reference.

3.10      Certificate  of  Determination   for  the  Convertible   Participating
          Preferred Stock.  Filed with Registrant's  Registration  Statement No.
          33-63947 and incorporated herein by reference.

3.11      Certificate  of  Amendment  of Articles of  Incorporation,  Filed with
          Registrant's  Registration  Statement  No.  33-63947 and  incorporated
          herein by reference.

3.12      Certificate  of  Determination  for the  8-7/8%  Cumulative  Preferred
          Stock,  Series G. Filed with  Registration's  Form 8-A/A  Registration
          Statement   relating  to  the  Depositary   Shares  Each  Representing
          1/1,000th of a Share of 8-7/8%  Cumulative  Preferred Stock,  Series G
          and incorporated herein by reference.

3.13      Certificate of Determination for the 8.45% Cumulative Preferred Stock,
          Series H. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating to the  Depositary  Shares Each  Representing  1/1,000th of a
          Share of 8.45% Cumulative  Preferred Stock,  Series H and incorporated
          herein by reference.

                                       39

<PAGE>

3.14      Certificate of  Determination  for the  Convertible  Preferred  Stock,
          Series  CC.  Filed  with  Registrant's   Registration   Statement  No.
          333-03749 and incorporated herein by reference.

3.15      Certificate  of Correction of  Certificate  of  Determination  for the
          Convertible  Participating  Preferred Stock.  Filed with  Registrant's
          Registration  Statement  No.  333-08791  and  incorporated  herein  by
          reference.

3.16      Certificate of Determination  for 8-5/8%  Cumulative  Preferred Stock,
          Series I. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating to the Depositary Shares Each Representing 1/1,000 of a Share
          of 8-5/8% Cumulative Preferred Stock, Series I and incorporated herein
          by reference.

3.17      Certificate  of  Amendment  of Articles of  Incorporation.  Filed with
          Registrant's  Registration  Statement No.  333-18395 and  incorporated
          herein by reference.

3.18      Certification of Determination for Equity Stock,  Series A. Filed with
          Registrant's  Form 10-Q for the  quarterly  period ended June 30, 1997
          and incorporated herein by reference.

3.19      Certificate of Determination  for Equity Stock,  Series AA. Filed with
          Registrant's  Form 10-Q for the quarterly  period ended  September 30,
          1999 and incorporated herein by reference.

3.20      Certificate  Decreasing Shares  Constituting  Equity Stock,  Series A.
          Filed  with  Registrant's  Form 10-Q for the  quarterly  period  ended
          September 30, 1999 and incorporated herein by reference.

3.21      Certificate of  Determination  for Equity Stock,  Series A. Filed with
          Registrant's  Form 10-Q for the quarterly  period ended  September 30,
          1999 and incorporated herein by reference.

3.22      Certification  of  Determination  for 8% Cumulative  Preferred  Stock,
          Series J. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating to the Depositary Shares Each Representing 1/1,000 of a Share
          of 8% Cumulative  Preferred Stock, Series J and incorporated herein by
          reference.

3.23      Certificate  of Correction of  Certificate  of  Determination  for the
          8.25%   Convertible   Preferred   Stock.   Filed   with   Registrant's
          Registration  Statement  No.  333-61045  and  incorporated  herein  by
          reference.

3.24      Certification of Determination for 8-1/4% Cumulative  Preferred Stock,
          Series K. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating to the Depositary Shares Each Representing 1/1,000 of a Share
          of 8-1/4% Cumulative Preferred Stock, Series K and incorporated herein
          by reference.

3.25      Certificate of Determination  for 8-1/4%  Cumulative  Preferred Stock,
          Series L. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating to the Depositary Shares Each Representing 1/1,000 of a Share
          of 8-1/4% Cumulative Preferred Stock, Series L and incorporated herein
          by reference.

3.26      Certificate of  Determination  for 8.75%  Cumulative  Preferred Stock,
          Series M. Filed with  Registrant's Form 8-A/A  Registration  Statement
          relating to the Depositary Shares Each Representing  1/1000 of a Share
          of 8.75% Cumulative  Preferred Stock, Series M and incorporated herein
          by reference.

3.27      Certificate of Determination for Equity Stock,  Series AAA. Filed with
          Registrant's  Current  Report on Form 8-K dated  November 15, 1999 and
          incorporated herein by reference.

3.28      Certification  of Determination  for 9.5% Cumulative  Preferred Stock,
          Series N. Filed herewith.

3.29      Certificate of Determination  for 9.125%  Cumulative  Preferred Stock,
          Series O. Filed herewith.

                                       40

<PAGE>

3.30      Bylaws, as amended. Filed with Registrant's Registration Statement No.
          33-64971 and incorporated herein by reference.

3.31      Amendment to Bylaws  adopted on May 9, 1996.  Filed with  Registrant's
          Registration  Statement  No.  333-03749  and  incorporated  herein  by
          reference.

3.32      Amendment to Bylaws adopted on June 26, 1997. Filed with  Registrant's
          Registration  Statement  No.  333-41123  and  incorporated  herein  by
          reference.

3.33      Amendment   to  Bylaws   adopted  on  January  6,  1998.   Filed  with
          Registrant's  Registration  Statement No.  333-41123 and  incorporated
          herein by reference.

3.34      Amendment  to  Bylaws  adopted  on  February  10,  1998.   Filed  with
          Registrant's  Current  Report on Form 8-K dated  February 10, 1998 and
          incorporated herein by reference.

3.35      Amendment to Bylaws adopted on March 4, 1999. Filed with  Registrant's
          Current Report on Form 8-K dated March 4, 1999 and incorporated herein
          by reference.

3.36      Amendment to Bylaws  adopted on May 6, 1999.  Filed with  Registrant's
          Form  10-Q  for  the  quarterly   period  ended  March  31,  1999  and
          incorporated herein by reference.

10.1      Second  Amended  and  Restated  Management   Agreement  by  and  among
          Registrant  and the entities  listed  therein dated as of November 16,
          1995.  Filed with PS Partners,  Ltd.'s  Annual Report on Form 10-K for
          the year ended December 31, 1996 and incorporated herein by reference.

10.2      Amended  Management  Agreement  between  Registrant and Public Storage
          Commercial Properties Group, Inc. dated as of February 21, 1995. Filed
          with  Registrant's  Annual  Report  on Form  10-K for the  year  ended
          December 31, 1994 and incorporated herein by reference.

10.3      Loan Agreement  between  Registrant  and Aetna Life Insurance  Company
          dated as of July 11, 1988. Filed with  Registrant's  Current Report on
          Form 8-K dated July 14, 1988 and incorporated herein by reference.

10.4      Amendment  to  Loan  Agreement  between   Registrant  and  Aetna  Life
          Insurance   Company  dated  as  of  September  1,  1993.   Filed  with
          Registrant's  Annual  Report on Form 10-K for the year ended  December
          31, 1993 and incorporated herein by reference.

10.5      Second Amended and Restated Credit Agreement by and among  Registrant,
          Wells Fargo Bank,  National  Association,  as agent, and the financial
          institutions  party thereto dated as of February 25, 1997.  Filed with
          Registrant's  Registration  Statement No.  333-22665 and  incorporated
          herein by reference.

10.6      Note  Assumption  and Exchange  Agreement by and among Public  Storage
          Management,  Inc., Public Storage, Inc., Registrant and the holders of
          the notes  dated as of  November  13,  1995.  Filed with  Registrant's
          Registration   Statement  No.  33-64971  and  incorporated  herein  by
          reference.

10.7*     Registrant's  1990 Stock Option Plan. Filed with  Registrant's  Annual
          Report  on  Form  10-K  for the  year  ended  December  31,  1994  and
          incorporated herein by reference.

10.8*     Registrant's  1994 Stock Option Plan. Filed with  Registrant's  Annual
          Report  on  Form  10-K  for the  year  ended  December  31,  1997  and
          incorporated herein by reference.

10.9*     Registrant's   1996  Stock  Option  and  Incentive  Plan.  Filed  with
          Registrant's  Annual  Report on Form 10-K for the year ended  December
          31, 1997 and incorporated herein by reference.

                                       41

<PAGE>

10.10     Deposit Agreement dated as of December 13, 1995, among Registrant, The
          First  National  Bank of Boston,  and the  holders  of the  depositary
          receipts evidencing the Depositary Shares Each Representing 1/1,000 of
          a Share of 8-7/8  Cumulative  Preferred  Stock,  Series G.  Filed with
          Registrant's  Form  8-A/A  Registration   Statement  relating  to  the
          Depositary  Shares  Each  Representing  1/1000th  of a Share  of 8-7/8
          Cumulative  Preferred  Stock,  Series  G and  incorporated  herein  by
          reference.

10.11     Deposit Agreement dated as of January 25, 1996, among Registrant,  The
          First  National  Bank of Boston,  and the  holders  of the  depositary
          receipts evidencing the Depositary Shares Each Representing 1/1,000 of
          a Share of 8.45%  Cumulative  Preferred  Stock,  Series H.  Filed with
          Registrant's  Form  8-A/A  Registration   Statement  relating  to  the
          Depositary  Shares  Each  Representing  1/1000th  of a Share  of 8.45%
          Cumulative  Preferred  Stock,  Series  H and  incorporated  herein  by
          reference.

10.12**   Employment  Agreement between  Registrant and B. Wayne Hughes dated as
          of November 16, 1995.  Filed with  Registrant's  Annual Report on Form
          10-K for the year ended December 31, 1995 and  incorporated  herein by
          reference.

10.13     Deposit Agreement dated as of November 1, 1996, among Registrant,  The
          First  National  Bank of Boston,  and the  holders  of the  depositary
          receipts evidencing the Depositary Shares Each Representing 1/1,000 of
          a Share of 8-5/8%  Cumulative  Preferred  Stock,  Series I. Filed with
          Registrant's  Form  8-A/A  Registration   Statement  relating  to  the
          Depositary  Shares  Each  Representing  1/1000th  of a Share of 8-5/8%
          Cumulative  Preferred  Stock,  Series  I and  incorporated  herein  by
          reference.

10.14     Limited  Partnership  Agreement of PSAF  Development  Partners,  L. P.
          between PSAF  Development,  Inc. and the Limited  Partner  dated as of
          April 10, 1997.  Filed with  Registrant's  Form 10-Q for the quarterly
          period ended March 31, 1997 and incorporated herein by reference.

10.15     Deposit  Agreement dated as of August 28, 1997 among  Registrant,  The
          First  National  Bank of Boston,  and the  holders  of the  depositary
          receipts evidencing the Depositary Shares Each Representing 1/1,000 of
          a Share  of 8%  Cumulative  Preferred  Stock,  Series  J.  Filed  with
          Registrant's  Form  8-A/A  Registration   Statement  relating  to  the
          Depositary  Shares  Each  Representing   1/1,000  of  a  Share  of  8%
          Cumulative  Preferred  Stock,  Series  J and  incorporated  herein  by
          reference.

10.16     Agreement and Plan of  Reorganization  between  Registrant  and Public
          Storage  Properties XX, Inc. dated as of December 13, 1997. Filed with
          Registrant's  Registration  Statement No.  333-49247 and  incorporated
          herein by reference.

10.17     Agreement of Limited  Partnership of PS Business Parks, L. P. dated as
          of March 17,  1998.  Filed with PS Business  Parks,  Inc.'s  Quarterly
          Report on Form 10-Q for the  quarterly  period ended June 30, 1998 and
          incorporated herein by reference.

10.18     Deposit  Agreement  dated as of January  19,  1999  among  Registrant,
          BankBoston,   N.  A.  and  the  holders  of  the  depositary  receipts
          evidencing the Depositary Shares Each Representing  1/1,000 of a Share
          of  8-1/4%   Cumulative   Preferred   Stock,   Series  K.  Filed  with
          Registrant's  Form  8-A/A  Registration   Statement  relating  to  the
          Depositary  Shares  Each  Representing  1/1,000  of a Share of  8-1/4%
          Cumulative  Preferred  Stock,  Series  K and  incorporated  herein  by
          reference.

10.19     Agreement and Plan of Merger among  Storage  Trust Realty,  Registrant
          and Newco Merger Subsidiary, Inc. dated as of November 12, 1998. Filed
          with   Registrant's   Registration   Statement   No.   333-68543   and
          incorporated herein by reference.

10.20     Amendment  No. 1 to Agreement  and Plan of Merger among  Storage Trust
          Realty,  Registrant,  Newco  Merger  Subsidiary,  Inc.  and STR Merger
          Subsidiary, Inc. dated as of January 19, 1999. Filed with Registrant's
          Registration  Statement  No.  333-68543  and  incorporated  herein  by
          reference.

                                     42

<PAGE>

10.21     Amended and Restated Agreement of Limited Partnership of Storage Trust
          Properties, L. P., dated as of March 12, 1999. Filed with Registrant's
          Form  10-Q  for  the   quarterly   period  ended  June  30,  1999  and
          incorporated herein by reference.

10.22*    Storage  Trust Realty 1994 Share  Incentive  Plan.  Filed with Storage
          Trust Realty's  Annual Report on Form 10-K for the year ended December
          31,  1997 and  incorporated  herein by  reference.  10.23  Amended and
          Restated  Storage Trust Realty  Retention  Bonus Plan  effective as of
          November 12, 1998. Filed with Registrant's  Registration Statement No.
          333-68543 and incorporated herein by reference.

10.24     Deposit  Agreement dated as of March 10, 1999 among  Registrant,  Bank
          Boston, N.A. and the holders of the depositary receipts evidencing the
          Depositary  Shares  Each  Representing  1/1,000  of a Share of  8-1/4%
          Cumulative  Preferred Stock,  Series L. Filed with  Registrant's  Form
          8-A/A  Registration  Statement  relating to the Depositary Shares Each
          Representing  1/1,000 of a Share of 8-1/4% Cumulative Preferred Stock,
          Series L and incorporated herein by reference.

10.25     Note  Purchase  Agreement  and  Guaranty  Agreement  with  respect  to
          $100,000,000 of Senior Notes of Storage Trust  Properties,  L.P. Filed
          with Storage  Trust  Realty's  Annual Report on Form 10-K for the year
          ended December 31, 1996 and incorporated herein by reference.

10.26     Deposit Agreement dated as of August 17, 1999 among  Registrant,  Bank
          Boston, N.A. and the holders of the depositary receipts evidencing the
          Depositary  Shares  Each  Representing  1/1,000  of a Share  of  8.75%
          Cumulative  Preferred Stock,  Series M. Filed with  Registrant's  Form
          8-A/A  Registration  Statement  relating to the Depositary Shares Each
          Representing  1/1,000 of a Share of 8.75% Cumulative  Preferred Stock,
          Series M and incorporated herein by reference.

10.27     Limited Partnership Agreement of PSAC Development Partners, L.P. among
          PS Texas  Holdings,  Ltd.,  PS  Pennsylvania  Trust  and PSAC  Storage
          Investors,  L.L.C. dated as November 15, 1999. Filed with Registrant's
          Current  Report on Form 8-K dated  November 15, 1999 and  incorporated
          herein by reference.

10.28     Agreement  of Limited  Liability  Company of PSAC  Storage  Investors,
          L.L.C. dated as of November 15, 1999. Filed with Registrant's  Current
          Report on Form 8-K dated November 15, 1999 and incorporated  herein by
          reference.

10.29     Deposit  Agreement  dated as of January  14,  2000  among  Registrant,
          BankBoston, N.A. and the holders of the depositary receipts evidencing
          the Depositary Shares Each  Representing  1/1,000 of a Share of Equity
          Stock,  Series A. Filed  with  Registrant's  Form  8-A/A  Registration
          Statement relating to the Depositary Shares Each Representing  1/1,000
          of a Share of  Equity  Stock,  Series  A and  incorporated  herein  by
          reference.

10.30     Amended  and  Restated   Agreement  of  Limited   Partnership  of  PSA
          Institutional  Partners,  L.P. among PS Texas  Holdings,  Ltd. and the
          Limited Partners dated as of March 29, 2000. Filed herewith.

11        Statement Re Computation of Earnings Per Share. Filed herewith.

12        Statement Re Computation of Ratio of Earnings to Fixed Charges.  Filed
          herewith.

23        Consent of Independent Auditors. Filed herewith.

27        Financial data schedule. Filed herewith.

--------------------
*        Compensatory benefit plan.
**       Management constract.
                                       43

<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended,  the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

                                               PUBLIC STORAGE, INC.

Date:   March 29, 2000                         By:   /s/ Harvey Lenkin
        --------------                               ---------------------------
                                                     Harvey Lenkin, President

         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934, this report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
                Signature                                  Title                                                 Date
------------------------------------       ---------------------------------------------                    --------------
<S>                                        <C>                                                              <C>
  /s/ B. Wayne Hughes                      Chairman of the Board, Chief                                     March 29, 2000
------------------------------------       Executive Officer and Director                                   --------------
B. Wayne Hughes                            (principal executive officer)

  /s/ Harvey Lenkin                        President and Director                                           March 29, 2000
------------------------------------                                                                        --------------
Harvey Lenkin

  /s/ Marvin M. Lotz                       Senior Vice President and Director                               March 29, 2000
------------------------------------                                                                        --------------
Marvin M. Lotz

  /s/ B. Wayne Hughes, Jr.                 Vice President and Director                                      March 29, 2000
------------------------------------                                                                        --------------
B. Wayne Hughes, Jr.

  /s/ John Reyes                           Senior Vice President and                                        March 29, 2000
------------------------------------       Chief Financial Officer                                          --------------
John Reyes                                 (principal financial officer and
                                           principal accounting  officer)

  /s/ Robert J. Abernethy                  Director                                                         March 29, 2000
------------------------------------                                                                        --------------
Robert J. Abernethy

  /s/ Dann V. Angeloff                     Director                                                         March 29, 2000
------------------------------------                                                                        --------------
Dann V. Angeloff

                                           Director
------------------------------------
William C. Baker

                                           Director
------------------------------------
Thomas J. Barrack, Jr.

  /s/ Uri P. Harkham                       Director                                                         March 29, 2000
------------------------------------                                                                        --------------
Uri P. Harkham

  /s/ Daniel C. Staton                     Director                                                         March 29, 2000
------------------------------------                                                                        --------------
Daniel C. Staton

</TABLE>

                                       44

<PAGE>

                              PUBLIC STORAGE, INC.
                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
                                  AND SCHEDULES

                                  (Item 14 (a))


                                                                       Page
                                                                    References
                                                                    ----------

Report of Independent Auditors....................................      F-1

Consolidated balance sheets as of December 31, 1999 and 1998......      F-2

For each of the three years in the period ended December 31, 1999:

Consolidated statements of income.................................      F-3

Consolidated statements of shareholders' equity ..................      F-4

Consolidated statements of cash flows.............................   F-5 - F-6

Notes to consolidated financial statements........................   F-7 - F-28

SCHEDULE:

III - Real estate and accumulated depreciation....................  F-29 - F-58

All other  schedules  have been omitted  since the required  information  is not
present or not  present  in amounts  sufficient  to  require  submission  of the
schedule,  or because the information  required is included in the  consolidated
financial statements or notes thereto.

                                       45

<PAGE>

                         REPORT OF INDEPENDENT AUDITORS





The Board of Directors and Shareholders
Public Storage, Inc.


We have audited the accompanying  consolidated balance sheets of Public Storage,
Inc. as of December 31, 1999 and 1998, and the related  consolidated  statements
of income,  shareholders'  equity, and cash flows for each of the three years in
the period  ended  December  31, 1999.  Our audits also  included the  financial
statement  schedule  listed  in the  Index  at  Item  14  (a).  These  financial
statements  and  financial  statement  schedule  are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements and financial statement schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to  obtain  reasonable  assurance  about  whether  the  consolidated   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 consolidated financial position of Public
Storage, Inc. at December 31, 1999 and 1998, and the consolidated results of its
operations  and its cash flows for each of the three  years in the period  ended
December 31, 1999, in conformity with accounting  principles  generally accepted
in the United  States.  Also, in our opinion,  the related  financial  statement
schedule, when considered in relation to the basic financial statements taken as
a whole,  presents  fairly in all material  respects the  information  set forth
therein.





                                                          ERNST & YOUNG  L L P

Los Angeles, California

February 14, 2000

                                      F-1

<PAGE>

                              PUBLIC STORAGE, INC.
                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 1999 AND 1998
                    (AMOUNTS IN THOUSANDS, EXCEPT SHARE DATA)


<TABLE>
<CAPTION>
                                                                                    DECEMBER 31,         DECEMBER 31,
                                                                                       1999                 1998
                                                                                   --------------       --------------

                                       ASSETS
                                       ------

<S>                                                                                <C>                  <C>
Cash and cash equivalents....................................................      $      55,125        $      51,225
Real estate facilities, at cost:
   Land......................................................................          1,036,958              803,226
   Buildings.................................................................          2,785,475            2,159,065
                                                                                   --------------       --------------
                                                                                       3,822,433            2,962,291
   Accumulated depreciation..................................................          (533,412)            (411,176)
                                                                                   --------------       --------------
                                                                                       3,289,021            2,551,115
   Construction in process...................................................            140,764               83,138
                                                                                   --------------       --------------
                                                                                       3,429,785            2,634,253

Investment in real estate entities...........................................            457,529              450,513
Intangible assets, net.......................................................            194,326              203,635
Mortgage notes receivable from affiliates....................................             18,798                5,415
Other assets.................................................................             58,822               58,863
                                                                                   --------------       --------------
              Total assets...................................................      $   4,214,385        $   3,403,904
                                                                                   ==============       ==============

                       LIABILITIES AND SHAREHOLDERS' EQUITY
                       ------------------------------------

Notes payable................................................................      $     167,338        $      81,426
Distributions payable........................................................             82,086               -
Accrued and other liabilities................................................             89,261               63,813
                                                                                   --------------       --------------
         Total liabilities...................................................            338,685              145,239
Minority interest............................................................            186,600              139,325
Commitments and contingencies
Shareholders' equity:
   Preferred Stock, $0.01 par value,  50,000,000 shares  authorized,  11,141,100
     shares  issued  and  outstanding  (11,129,650  issued  and  outstanding  at
     December 31, 1998), at liquidation preference:
         Cumulative Preferred Stock, issued in series........................          1,155,150              868,900
   Common Stock, $0.10 par value, 200,000,000 shares authorized, 126,697,023
     shares issued and outstanding (115,965,945 at December 31, 1998)........             12,671               11,598
   Class B Common Stock, $0.10 par value, 7,000,000 shares authorized and issued             700                  700
   Paid-in capital...........................................................          2,463,193            2,178,465
   Cumulative net income.....................................................          1,089,973              802,088
   Cumulative distributions paid.............................................         (1,032,587)            (742,411)
                                                                                   --------------       --------------
         Total shareholders' equity..........................................          3,689,100            3,119,340
                                                                                   --------------       --------------
              Total liabilities and shareholders' equity.....................      $   4,214,385        $   3,403,904
                                                                                   ==============       ==============
</TABLE>
                             See accomanying notes.
                                      F-2

<PAGE>

                              PUBLIC STORAGE, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
        FOR EACH OF THE THREE YEARS IN THE PERIOD ENDED DECEMBER 31, 1999
                  (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)


<TABLE>
<CAPTION>
                                                                            1999                1998                1997
                                                                        -------------       -------------       -------------
REVENUES:
<S>                                                                     <C>                 <C>                 <C>
   Rental income:
      Self-storage facilities...................................        $    592,619        $    488,291        $    385,540
      Commercial properties.....................................               8,204              23,112              40,575
      Portable self-storage facilities........................                27,028              24,466               7,893
   Equity in earnings of real estate entities...................              32,183              26,602              17,569
   Interest and other income....................................              16,700              18,614              17,474
                                                                        -------------       -------------       -------------
                                                                             676,734             581,085             469,051
                                                                        -------------       -------------       -------------
EXPENSES:
  Cost of operations:
      Storage facilities........................................             184,481             149,376             117,963
      Commercial properties.....................................               2,826               7,951              16,665
      Portable self-storage facilities.........................               29,509              48,508              31,086
  Depreciation and amortization ................................             137,719             111,799              92,750
  General and administrative....................................              12,491              11,635              13,462
  Interest expense..............................................               7,971               4,507               6,792
                                                                        -------------       -------------       -------------
                                                                             374,997             333,776             278,718
                                                                        -------------       -------------       -------------

Income before minority interest and gain on disposition of real
   estate.......................................................             301,737             247,309             190,333

Minority interest in income.....................................             (16,006)            (20,290)            (11,684)
                                                                        -------------       -------------       -------------
Net income before gain on disposition of real estate............             285,731             227,019             178,649
Gain on disposition of real estate..............................               2,154               -                   -
                                                                        -------------       -------------       -------------
Net income......................................................        $    287,885        $    227,019        $    178,649
                                                                        =============       =============       =============
Net income allocation:
   Allocable to preferred shareholders..........................        $     94,793        $     78,375        $     88,393
   Allocable to common shareholders.............................             193,092             148,644              90,256
                                                                        -------------       -------------       -------------
                                                                        $    287,885        $    227,019        $    178,649
                                                                        =============       =============       =============

PER COMMON SHARE:

Basic net income per share......................................               $1.53               $1.30               $0.92
                                                                        =============       =============       =============
Diluted net income per share....................................               $1.52               $1.30               $0.91
                                                                        =============       =============       =============

Basic weighted average common shares outstanding................             126,308             113,929              98,446
                                                                        =============       =============       =============
Diluted weighted average common shares outstanding..............             126,669             114,357              98,961
                                                                        =============       =============       =============
</TABLE>
                            See accompanying notes.
                                      F-3

<PAGE>

                              PUBLIC STORAGE, INC.
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
        FOR EACH OF THE THREE YEARS IN THE PERIOD ENDED DECEMBER 31, 1999
           (AMOUNTS IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                                                               Class B
                                                                      Preferred Stock           Common         Common
                                                                Cumulative    Convertible        Stock          Stock
                                                                 ----------   -----------        ------         ------

<S>                                                                <C>         <C>               <C>              <C>
BALANCES AT DECEMBER 31, 1996..............................        $718,900    $114,929          $8,837           $700
   Issuance of Preferred Stock, net of issuance costs:
     Series J (6,000 shares)...............................         150,000           -               -              -
   Issuance of Common Stock (14,376,218 shares)                           -           -           1,438              -
   Conversion of Convertible Preferred Stock into Common
     Stock (2,363,901 shares)..............................               -     (61,621)            236              -
   Net income..............................................               -           -               -              -
   Distributions to shareholders:
     Preferred Stock.......................................               -           -               -              -
     Common Stock, $0.88 per share.........................               -           -               -              -
                                                                 ----------   -----------        ------         ------
BALANCES AT DECEMBER 31, 1997..............................         868,900      53,308          10,511            700

   Issuance of Common Stock (10,093,648 shares) ...........               -           -           1,010              -
   Conversion of Convertible Preferred Stock into Common
     Stock (3,589,552 shares)..............................               -     (53,308)            359              -
   Repurchase of Common  Stock (2,819,400 shares)..........               -           -            (282)             -
   Net income..............................................               -           -               -              -
   Distributions to shareholders:
     Preferred Stock.......................................               -           -               -              -
     Common Stock, $0.88 per share.........................               -           -               -              -
                                                                 ----------   -----------        ------         ------
BALANCES AT DECEMBER 31, 1998..............................         868,900           -          11,598            700

   Issuance of Preferred Stock, net of issuance costs:
     Series K (4,600 shares)...............................         115,000           -               -              -
     Series L (4,600 shares)...............................         115,000           -               -              -
     Series M (2,250 shares)...............................          56,250           -               -              -
   Issuance of Common Stock (15,320,505 shares) ...........               -           -           1,532              -
   Repurchase of Common  Stock (4,589,427 shares)..........               -           -            (459)             -
   Net income..............................................               -           -               -              -
   Distributions to shareholders:
     Preferred Stock.......................................               -           -               -              -
     Common Stock regular distribution,  $0.88 per share...               -           -               -              -
     Common Stock special distribution.....................               -           -               -              -
                                                                 ----------   -----------        ------         ------
BALANCES AT DECEMBER 31, 1999..............................      $1,155,150   $       -         $12,671           $700
                                                                 ==========   ===========        ======         ======
</TABLE>

<TABLE>
<CAPTION>
                                                                                                                    Total
                                                                    Paid-in      Cumulative     Cumulative      Shareholders'
                                                                    Capital      Net Income    Distributions       Equity
                                                                  -----------    ----------    -------------    -------------

<S>                                                               <C>             <C>            <C>            <C>
BALANCES AT DECEMBER 31, 1996..............................       $1,454,387      $396,420       $(388,736)     $2,305,437
   Issuance of Preferred Stock, net of issuance costs:
     Series J (6,000 shares)...............................           (5,075)            -               -         144,925
   Issuance of Common Stock (14,376,218 shares)                      393,085             -               -         394,523
   Conversion of Convertible Preferred Stock into Common
     Stock (2,363,901 shares)..............................           61,385             -               -               -
   Net income..............................................                -       178,649               -         178,649
   Distributions to shareholders:
     Preferred Stock.......................................                -             -         (88,393)        (88,393)
     Common Stock, $0.88 per share.........................                -             -         (86,181)        (86,181)
                                                                  -----------    ----------    -------------    -------------
BALANCES AT DECEMBER 31, 1997..............................        1,903,782       575,069        (563,310)      2,848,960

   Issuance of Common Stock (10,093,648 shares) ...........          293,708             -               -         294,718
   Conversion of Convertible Preferred Stock into Common
     Stock (3,589,552 shares)..............................           52,949             -               -               -
   Repurchase of Common  Stock (2,819,400 shares)..........          (71,974)            -               -         (72,256)
   Net income..............................................                -       227,019               -         227,019
   Distributions to shareholders:
     Preferred Stock.......................................                -             -         (78,375)        (78,375)
     Common Stock, $0.88 per share.........................                -             -        (100,726)       (100,726)
                                                                  -----------    ----------    -------------    -------------
BALANCES AT DECEMBER 31, 1998..............................        2,178,465       802,088        (742,411)      3,119,340

   Issuance of Preferred Stock, net of issuance costs:
     Series K (4,600 shares)...............................           (3,723)            -               -         111,277
     Series L (4,600 shares)...............................           (3,723)            -               -         111,277
     Series M (2,250 shares)...............................           (1,872)            -               -          54,378
   Issuance of Common Stock (15,320,505 shares) ...........          402,152             -               -         403,684
   Repurchase of Common  Stock (4,589,427 shares)..........         (108,106)            -               -        (108,565)
   Net income..............................................                -       287,885               -         287,885
   Distributions to shareholders:
     Preferred Stock.......................................                -             -         (94,793)        (94,793)
     Common Stock regular distribution,  $0.88 per share...                -             -        (113,297)       (113,297)
     Common Stock special distribution.....................                -             -         (82,086)        (82,086)
                                                                  -----------    ----------    -------------    -------------
BALANCES AT DECEMBER 31, 1999..............................       $2,463,193    $1,089,973     $(1,032,587)     $3,689,100
                                                                  ===========    ==========    =============    =============
</TABLE>
                            See accompanying notes.
                                      F-4

<PAGE>

                              PUBLIC STORAGE, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
        FOR EACH OF THE THREE YEARS IN THE PERIOD ENDED DECEMBER 31, 1999
                             (AMOUNTS IN THOUSANDS)


<TABLE>
<CAPTION>
                                                                                     1999            1998            1997
                                                                                    ---------      ---------      ---------
Cash flows from operating activities:
<S>                                                                                 <C>            <C>             <C>
   Net income...............................................................        $287,885       $227,019        $178,649
   Adjustments to reconcile net income to net cash provided by operating
     activities:
     Less gain on disposition of real estate.............................             (2,154)             -               -
     Depreciation and amortization.......................................            137,719        111,799          92,750
     Depreciation included in equity in earnings of real estate entities.             19,721         13,884          11,474
     Minority interest in income.........................................             16,006         20,290          11,684
                                                                                    ---------      ---------      ---------
       Total adjustments.................................................            171,292        145,973         115,908
                                                                                    ---------      ---------      ---------
       Net cash provided by operating activities.........................            459,177        372,992         294,557
                                                                                    ---------      ---------      ---------
Cash flows from investing activities:
     Principal payments received on mortgage notes receivable............             28,837         46,897             409
     Acquisition of minority interests...................................            (36,846)       (22,845)        (21,559)
     Notes receivable from affiliates....................................            (30,594)       (33,000)              -
     Acquisition of real estate facilities...............................            (26,640)       (46,064)        (65,225)
     Acquisition cost of business combinations...........................           (180,216)       (85,883)       (164,808)
     Reduction in cash due to the deconsolidation of PS Business Parks,
       Inc. (See Note 2).................................................                  -        (11,260)              -
     Investment in portable self-storage business........................                  -         (2,571)        (29,997)
     Investments in real estate entities.................................            (77,656)       (99,934)        (46,151)
     Construction in process.............................................           (109,047)       (79,132)        (45,865)
     Capital improvements to real estate facilities .....................            (29,023)       (31,714)        (35,117)
     Proceeds from the sale of real estate facilities and real estate
       investments.......................................................             12,656         10,275               -
                                                                                    ---------      ---------      ---------
       Net cash used in investing activities.............................           (448,529)      (355,231)       (408,313)
                                                                                    ---------      ---------      ---------
Cash flows from financing activities:
     Net (paydowns) borrowings on revolving line of credit...............                  -         (7,000)          7,000
     Net proceeds from the issuance of preferred stock...................            276,932              -         144,925
     Net proceeds from the issuance of common stock......................             10,000        237,860         182,523
     Repurchase of the Company's common stock............................           (108,565)       (72,256)              -
     Principal payments on mortgage notes payable........................            (14,088)       (15,131)        (11,885)
     Distributions paid to shareholders..................................           (208,090)      (179,101)       (174,574)
     Distributions paid to minority interests............................            (25,300)       (32,312)        (20,929)
     Investment by minority interests....................................             61,928         54,809           3,527
     Other...............................................................                435          5,140          (2,232)
                                                                                    ---------      ---------      ---------
       Net cash (used in) provided by financing activities...............             (6,748)        (7,991)        128,355
                                                                                    ---------      ---------      ---------
Net increase in cash and cash equivalents................................              3,900          9,770          14,599
Cash and cash equivalents at the beginning of the year...................             51,225         41,455          26,856
                                                                                    ---------      ---------      ---------
Cash and cash equivalents at the end of the year.........................            $55,125        $51,225         $41,455
                                                                                    =========      =========      =========
</TABLE>
                            See accompanying notes.
                                      F-5

<PAGE>

                              PUBLIC STORAGE, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
        FOR EACH OF THE THREE YEARS IN THE PERIOD ENDED DECEMBER 31, 1999
                             (AMOUNTS IN THOUSANDS)

                                   (CONTINUED)

<TABLE>
<CAPTION>
                                                                                     1999           1998            1997
                                                                                    ---------      ---------      ---------
SUPPLEMENTAL SCHEDULE OF NON CASH INVESTING AND FINANCING  ACTIVITIES:  Business
   combinations (Note 3):
       <S>                                                                        <C>            <C>            <C>
       Real estate facilities..............................................       $ (727,925)    $ (224,999)    $ (657,347)
       Construction in process.............................................          (11,449)             -              -
       Investment in real estate entities..................................           66,334         86,966        189,400
       Mortgage notes receivable...........................................           (6,739)             -              -
       Other assets........................................................           (3,295)          (670)        (4,119)
       Accrued and other liabilities.......................................           23,434          3,793         21,190
       Minority interest...................................................           32,201         35,210         74,068
       Notes payable.......................................................          100,000              -              -
   Effect of the deconsolidation of PS Business Parks (Note 2)
       Investments in real estate entities.................................                -       (219,225)             -
       Real estate facilities, net of accumulated depreciation.............                -        433,446              -
       Other assets........................................................                -          2,048              -
       Accrued and other liabilities.......................................                -        (10,106)             -
       Notes payable.......................................................                -        (14,526)             -
       Minority interest...................................................                -       (202,897)             -
   Acquisition of real estate  facilities  in exchange  for minority  interests,
     common stock, the assumption of mortgage notes payable, the cancellation of
     mortgage notes receivable, the reduction of investment in real estate
     entities and other assets.............................................          (55,120)       (42,047)      (119,279)
   Assumption of notes payable in exchange for real estate facilities......                -         14,526              -
   Other assets given in exchange for real estate facilities...............            3,800              -              -
   Minority interest issued in exchange for real estate facilities ........                -          1,206        119,279
   Cancellation of mortgage notes receivable to acquire real estate facilities         5,573          2,495              -
   Reduction of investment in real estate entities in exchange for real estate
     facilities...........................................................                 -            527              -
   Disposition of real estate facilities in exchange for notes receivable,
     other assets, and investment in real estate entities..................           29,675              -              -
   Notes receivable issued in connection with real estate dispositions.....          (10,460)             -              -
   Other assets received in connection with real estate dispositions.......           (3,800)
   Investment in real estate entities......................................          (15,415)       (17,133)        30,406
   Acquisition of minority interest in exchange for common stock...........          (37,560)       (25,460)             -
   Reduction in construction in process - contribution to joint venture....                -              -        (30,406)
   Distributions payable...................................................           82,086              -              -
   Cumulative distributions paid...........................................          (82,086)             -              -
   Issuance of Common Stock:
       In connection with business combinations............................          347,223         13,817        212,000
       To acquire minority interests.......................................           46,457         25,908              -
       Acquire partnership interests in real estate entities...............                -         17,133              -
       In connection with conversion of Convertible Preferred Stock........                -         53,308         61,621
   Conversion of Convertible Preferred Stock...............................                -        (53,308)       (61,621)

</TABLE>
                            See accompanying notes.
                                      F-6

<PAGE>

                              PUBLIC STORAGE, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                DECEMBER 31, 1999

1.   Description of the business
     ---------------------------

              Public Storage, Inc. (the "Company") is a California  corporation,
     which was organized in 1980. We are a fully  integrated,  self-administered
     and  self-managed  real estate  investment  trust ("REIT") whose  principal
     business  activities  include the acquisition,  development,  ownership and
     operation of storage  facilities  which offer storage spaces and containers
     for lease,  usually on a  month-to-month  basis,  for personal and business
     use. In addition,  to a much lesser extent, we have interests in commercial
     properties.

              In 1996 and 1997, we organized Public Storage Pickup and Delivery,
     Inc.,  as a separate  corporation  and  partnership  (the  corporation  and
     partnership  are  collectively  referred to as "PSPUD") to operate  storage
     facilities that rent portable  storage  containers to customers for storage
     in central  warehouses.  At December 31, 1999,  PSPUD had 36  facilities in
     operation.

              We invest in real estate  facilities  by  acquiring  wholly  owned
     facilities or by acquiring interests in real estate entities which also own
     real estate  facilities.  At December 31, 1999,  we had direct and indirect
     equity interests in 1,459 properties located in 38 states,  including 1,330
     self-storage  facilities and 129 commercial  properties.  The Company under
     the "Public Storage" name operates all of the self-storage facilities.

     Summary of significant accounting policies
     ------------------------------------------

              Basis of presentation
              ---------------------
              The consolidated  financial statements include the accounts of the
     Company  and  35  controlled   entities  (the   "Consolidated   Entities").
     Collectively,  the  Company  and these  entities  own a total of 1,210 real
     estate  facilities,   consisting  of  1,206  storage  facilities  and  four
     commercial properties.

              At December  31,  1999,  we had equity  investments  in 12 limited
     partnerships in which we do not have a controlling interest.  These limited
     partnerships  collectively  own  124  self-storage  facilities,  which  are
     managed by the Company. In addition, we own approximately 41% of the common
     interest in PS Business Parks,  Inc.  ("PSB"),  which owns and operates 125
     commercial properties. We do not control these entities,  accordingly,  our
     investments in these limited  partnerships  and PSB are accounted for using
     the equity method.

              From  the time of PSB's  formation  through  March  31,  1998,  we
     consolidated  the accounts of PSB in our financial  statements.  During the
     second quarter of 1998, our ownership interest in PSB was reduced below 50%
     and,  accordingly,  we  ceased  to  have a  controlling  interest  in  PSB.
     Accordingly, effective April 1, 1998, we no longer included the accounts of
     PSB in our  consolidated  financial  statements  and have accounted for our
     investment  using the equity method.  For all periods after March 31, 1998,
     the  income  statement  includes  the  Company's  equity  in income of PSB.
     Further,  commercial  property  operations  for the periods after March 31,
     1998 reflect only the commercial property operations of facilities owned by
     the Company which have both storage and commercial use combined at the same
     property location.

              Use of estimates
              ----------------
              The  preparation  of  the  consolidated  financial  statements  in
     conformity  with  accounting  principles  generally  accepted in the United
     States requires  management to make estimates and  assumptions  that affect
     the  amounts  reported  in  the  consolidated   financial   statements  and
     accompanying notes. Actual results could differ from those estimates.

              Income taxes
              ------------
              For all taxable years  subsequent to 1980,  the Company  qualified
     and intends to continue to qualify as a REIT,  as defined in Section 856 of
     the Internal  Revenue  Code. As a REIT, we are not taxed on that portion of
     our taxable income which is distributed to our  shareholders  provided that
     we meet certain tests. We believe we have met these tests during 1999, 1998

                                      F-7

<PAGE>

     and 1997;  accordingly,  no provision for income taxes has been made in the
     accompanying financial statements.

              Financial instruments
              ---------------------
              The methods  and  assumptions  used to estimate  the fair value of
     financial  instruments is described below. We have estimated the fair value
     of  our  financial  instruments  using  available  market  information  and
     appropriate valuation  methodologies.  Considerable judgment is required in
     interpreting market data to develop estimates of market value. Accordingly,
     estimated  fair values are not  necessarily  indicative of the amounts that
     could be realized in current market exchanges.

              For purposes of financial statement presentation,  we consider all
     highly liquid debt instruments purchased with a maturity of three months or
     less to be cash equivalents.

              Due  to  the  short  period  to  maturity  of our  cash  and  cash
     equivalents,  accounts  receivable,  other  assets,  and  accrued and other
     liabilities,  the carrying values as presented on the consolidated  balance
     sheets are  reasonable  estimates  of fair value.  The  carrying  amount of
     mortgage  notes  receivable  approximates  fair value because the aggregate
     mortgage notes  receivable's  applicable  interest rates approximate market
     rates for these loans. A comparison of the carrying amount of notes payable
     to our estimated fair value is included in Note 7, "Notes Payable."

              Financial assets that are exposed to credit risk consist primarily
     of cash and cash equivalents,  accounts  receivable,  and notes receivable.
     Cash  and  cash  equivalents,  which  consist  of  short-term  investments,
     including   commercial  paper,  are  only  invested  in  entities  with  an
     investment grade rating.  Notes receivable are substantially all secured by
     real estate  facilities that we believe are valued in excess of the related
     note receivable. Accounts receivable are not a significant portion of total
     assets and are comprised of a large number of individual customers.

              Real estate facilities
              ----------------------
              Real  estate  facilities  are  recorded at cost.  Depreciation  is
     computed using the straight-line  method over the estimated useful lives of
     the buildings and improvements, which are generally between 5 and 25 years.

              Evaluation of asset impairment
              ------------------------------
              In 1995, the Financial Accounting Standards Board issued Statement
     No.  121,  "Accounting  for the  Impairment  of  Long-Lived  Assets and for
     Long-Lived Asset to be Disposed Of" which requires  impairment losses to be
     recorded on  long-lived  assets.  We annually  evaluate  long-lived  assets
     (including  goodwill),  by  identifying  indicators  of  impairment  and by
     comparing the sum of the estimated  undiscounted future cash flows for each
     asset to the asset's  carrying  amount.  When  indicators of impairment are
     present  and the sum of the  undiscounted  cash  flows  is  less  than  the
     carrying value of such asset,  an impairment  loss is recorded equal to the
     difference  between the asset's current  carrying value and its value based
     upon  discounting its estimated  future cash flows.  Statement No. 121 also
     addresses  the  accounting  for  long-lived  assets that are expected to be
     disposed of. Such assets are to be reported at the lower of their  carrying
     amount or fair value,  less cost to sell. Our evaluations have indicated no
     impairment in the carrying amount of our assets.

              Other assets
              ------------
              Other assets primarily consist of furniture,  fixtures, equipment,
     and other such assets associated with the portable self-storage business as
     well as accounts receivable, prepaid expenses, and other such assets of the
     Company. Included in other assets with respect to the portable self-storage
     business  is  furniture,   fixtures,  and  equipment  (net  of  accumulated
     depreciation) of $34,704,000 and $36,358,000 at December 31, 1999 and 1998,
     respectively.   Included  in  depreciation  and  amortization   expense  is
     $4,915,000,  $4,317,000,  and  $1,394,000  in the years ended  December 31,
     1999, 1998, and 1997, respectively, of depreciation of furniture, fixtures,
     and equipment of the portable self-storage business.

                                      F-8

<PAGE>

              Intangible assets
              -----------------
              Intangible  assets  consist  of  property   management   contracts
     ($165,000,000)  and the  cost  over  the fair  value  of net  tangible  and
     identifiable  intangible assets ($67,726,000)  acquired.  Intangible assets
     are amortized  straight-line  over 25 years. At December 31, 1999 and 1998,
     intangible  assets are net of accumulated  amortization  of $38,400,000 and
     $29,091,000,   respectively.  Included  in  depreciation  and  amortization
     expense is $9,309,000 in each of the three fiscal years ended  December 31,
     1999 with respect to the amortization of intangible assets.

              Revenue and expense recognition
              -------------------------------
              Property  rents are  recognized  as earned.  Equity in earnings of
     real estate entities are recognized based on our ownership  interest in the
     earnings of each of the  unconsolidated  real estate entities.  Advertising
     costs are expensed as incurred.

              Environmental costs
              -------------------
              Our  policy  is  to  accrue   environmental   assessments   and/or
     remediation cost when it is probable that such efforts will be required and
     the related costs can be reasonably  estimated.  Our current practice is to
     conduct   environmental   investigations   in   connection   with  property
     acquisitions.   As  a  result  of  environmental   investigations   of  our
     properties,  which  commenced in 1995, we recorded an amount which,  in our
     best  estimate,  will be sufficient to satisfy  anticipated  costs of known
     investigation  and  remediation  requirements.  Although  there  can  be no
     assurance,  we are not aware of any  environmental  contamination of any of
     our facilities which  individually or in the aggregate would be material to
     our overall business, financial condition, or results of operations.

              Net income per common share
              ---------------------------
              Diluted net income per common share is computed using the weighted
     average common shares outstanding (adjusted for stock options). The Class B
     Common Stock is not included in the  determination of net income per common
     share because all contingencies required for the conversion to common stock
     have not been satisfied as of December 31, 1999. In addition, the inclusion
     of the convertible preferred stock (for periods prior to conversion) in the
     determination  of net  income per common  share has been  determined  to be
     anti-dilutive.

              In computing earnings per common share,  preferred stock dividends
     totaling  $94,793,000,  $78,375,000  and  $88,393,000  for the years  ended
     December 31, 1999, 1998 and 1997, respectively, reduced income available to
     common  stockholders in the determination of net income allocable to common
     stockholders.

              Stock-based compensation
              ------------------------
              In October 1995, the Financial  Accounting  Standards Board issued
     Statement No. 123 "Accounting for Stock-Based  Compensation" which provides
     companies an  alternative  to accounting for  stock-based  compensation  as
     prescribed under APB Opinion No. 25 (APB 25). Statement 123 encourages, but
     does not require  companies to  recognize  expense for  stock-based  awards
     based on their  fair  value at date of  grant.  Statement  No.  123  allows
     companies to continue to follow existing  accounting rules (intrinsic value
     method under APB 25) provided that pro-forma  disclosures  are made of what
     net income and  earnings  per share  would have been had the new fair value
     method been used. We have elected to adopt the disclosure  requirements  of
     Statement No. 123 but will continue to account for stock-based compensation
     under APB 25.

              Reclassifications
              -----------------
              Certain  reclassifications  have  been  made  to the  consolidated
     financial  statements  for 1998 and  1997 in order to  conform  to the 1999
     presentation.

                                      F-9

<PAGE>

3.   Business combinations
     ---------------------

              On March 12,  1999,  we  completed  a merger  with  Storage  Trust
     Realty, Inc. ("Storage Trust").  All the outstanding stock of Storage Trust
     was exchanged for  13,009,485  shares of the Company's  common stock and an
     additional  1,011,963  shares were reserved for issuance upon conversion of
     limited  partnership  units in Storage Trust's operating  partnership.  The
     aggregate  acquisition cost of the merger was  approximately  $575,676,000,
     consisting of the issuance of the Company's  common stock of  approximately
     $347,223,000, cash of approximately $105,239,000, the assumption of debt in
     the amount of $100,000,000,  and the Company's  pre-existing  investment in
     Storage Trust of approximately $23,214,000.

              During 1998,  we  completed  mergers  with two  affiliated  public
     REITs. We acquired all the outstanding  stock of the REITs for an aggregate
     cost of  $37,132,000,  consisting of the issuance of 433,526  shares of the
     Company's  common  stock  ($13,817,000),  a  $18,571,000  reduction  of the
     Company's pre-existing investment and $4,744,000 in cash.

              Partnership acquisitions:
              -------------------------
              During 1999,  we acquired all of the limited  partner  interest in
     fourteen  partnerships,  which owned an aggregate of 40 storage facilities.
     Prior to the acquisitions, we accounted for our investment in each of these
     partnerships  using  the  equity  method.  As a result  of  increasing  our
     ownership  interest and obtaining control of the partnerships,  we began to
     consolidate the accounts of the partnerships in the consolidated  financial
     statements.   The  aggregate  amount  of  the  interests  acquired  totaled
     $118,453,000  consisting  of  a  $43,476,000  reduction  of  the  Company's
     pre-existing investment and cash of $74,977,000.


              During 1998, we increased our ownership  interest in three limited
     partnerships  in which the  Company is the  general  partner.  Prior to the
     acquisitions,  we  accounted  for  our  investment  in  each  of the  three
     partnerships  using the equity method. As a result, we began to consolidate
     the accounts of these partnerships for financial  statement  purposes.  The
     aggregate amount of the interests acquired totaled $149,534,000  consisting
     of a $68,395,000  reduction of the Company's  pre-existing  investment  and
     cash of $81,139,000.

              The  mergers  were  structured  as a  tax-free  transactions.  The
     mergers and acquisitions of affiliated  limited partner interests have been
     accounted for using the purchase  method.  Accordingly,  allocations of the
     total  acquisition cost to the net assets acquired were made based upon the
     fair  value of such  assets and  liabilities  assumed  with  respect to the
     transactions occurring in 1999 and 1998 are summarized as follows:

                                      F-10

<PAGE>

<TABLE>
<CAPTION>
                                              Storage Trust    Partnership        REIT
                                                 Merger       Acquisitions      Mergers          Total
                                              -------------   ------------     ----------    ------------
                                                                 (Amounts in thousands)
1999 BUSINESS COMBINATIONS:
    <S>                                         <C>             <C>            <C>            <C>
    Real estate facilities...............       $ 598,577       $ 129,348      $       -      $  727,925
    Construction in process..............          11,449               -              -          11,449
    Investment in real estate entities...             356               -              -             356
    Mortgage notes receivable............           6,739               -              -           6,739
    Other assets.........................           2,909             386              -           3,295
    Accrued liabilities..................         (17,345)         (6,089)             -         (23,434)
    Minority interest....................         (27,009)         (5,192)             -         (32,201)
                                              -------------   ------------     ----------    ------------
                                                $ 575,676       $ 118,453      $       -      $  694,129
                                              =============   ============     ==========    ============

1998 BUSINESS COMBINATIONS:
    Real estate facilities...............       $      -        $ 151,028      $  73,971      $  224,999
    Other assets.........................              -              399            271             670
    Accrued and other liabilities........              -           (1,513)        (2,280)         (3,793)
    Minority interest....................              -             (380)       (34,830)        (35,210)
                                              -------------   ------------     ----------    ------------
                                                $      -        $ 149,534      $  37,132      $  186,666
                                              =============   ============     ==========    ============

</TABLE>

              The historical  operating results of the above  acquisitions prior
     to each respective acquisition date have not been included in the Company's
     historical  operating results. Pro forma data (unaudited) for the two years
     ended December 31, 1999 as though the business  combinations above had been
     effective at the beginning of fiscal 1998 are as follows:

                                                       For the Year
                                                      Ended December 31,
                                                 ----------------------------
                                                    1999              1998
                                                 ---------          ---------
                                            (in thousands except per share data)

Revenues......................................    $702,249          $688,363
Net income....................................    $289,606          $239,218
Net income per common share (Basic)...........       $1.50             $1.26
Net income per common share (Diluted).........       $1.50             $1.25

              The pro forma  data does not  purport to be  indicative  either of
     results  of  operations  that  would  have  occurred  had the  transactions
     occurred at the beginning of fiscal 1998 or future results of operations of
     the  Company.  Certain  pro forma  adjustments  were  made to the  combined
     historical  amounts to  reflect  (i)  expected  reductions  in general  and
     administrative  expenses,  (ii) estimated  increased  interest expense from
     bank  borrowings  to finance the cash portion of the  acquisition  cost and
     (iii) estimated increase in depreciation and amortization expense.

                                      F-11

<PAGE>

4.   Real estate facilities
     ----------------------

              Activity in real estate  facilities  during 1999, 1998 and 1997 is
as follows:

<TABLE>
<CAPTION>
                                                                      1999               1998              1997
                                                                  -------------      -------------      -------------
                                                                               (Amounts in thousands)
Operating facilities, at cost:
<S>                                                               <C>                <C>                <C>
  Beginning balance.......................................        $  2,962,291       $  3,077,529       $ 2,185,498
  Property acquisitions:
     Business combinations (Note 3) ......................             727,925            224,999           657,347
     Other  acquisitions..................................              36,013             64,818           184,504
  Disposition of facilities...............................             (26,021)                 -                 -
  Facilities   contributed  to   unconsolidated   real  estate
  entities................................................             (15,415)                 -                 -
  Newly developed facilities opened for operations........              62,870             38,629             8,639
  Acquisition of minority interest (Note 8)...............              45,747             23,293             8,904
  Capital improvements....................................              29,023             31,714            35,117
  PSB deconsolidation (see below).........................                   -           (498,691)           (2,480)
                                                                  -------------      -------------      -------------
  Ending balance..........................................           3,822,433          2,962,291         3,077,529
                                                                  -------------      -------------      -------------
Accumulated depreciation:
  Beginning balance.......................................            (411,176)          (378,248)         (297,655)
  Additions during the year...............................            (123,495)           (98,173)          (82,047)
  Disposition of facilities...............................               1,259                  -                 -
  PSB deconsolidation (see below) ........................                   -             65,245             1,454
                                                                  -------------      -------------      -------------
  Ending balance..........................................            (533,412)          (411,176)         (378,248)
                                                                  -------------      -------------      -------------
Construction in progress:
  Beginning balance.......................................              83,138             42,635            35,815
  Current development.....................................             109,047             79,132            45,865
  Property acquisitions - merger with Storage Trust.......              11,449                  -                 -
  Property contribution to unconsolidated real estate entities               -                  -           (30,406)
  Newly developed facilities opened for operations........             (62,870)           (38,629)           (8,639)
                                                                  -------------      -------------      -------------
  Ending balance..........................................             140,764             83,138            42,635
                                                                  -------------      -------------      -------------
  Total real estate facilities............................        $  3,429,785       $  2,634,253       $ 2,741,916
                                                                  =============      =============      =============
</TABLE>

              Operating Facilities
              --------------------
              During 1999, we acquired a total of 253 real estate facilities for
     an aggregate  cost of  $727,925,000  in  connection  with certain  business
     combinations  (Note  3).  In  addition,  we  also  acquired  three  storage
     facilities  and  two  industrial   facilities  for  an  aggregate  cost  of
     $36,013,000,  consisting of the  cancellation of mortgage notes  receivable
     ($5,573,000), other assets ($3,800,000), and cash ($26,640,000).

              In  April  1999,  we  sold  six   properties   for   approximately
     $10,500,000  (composed of $1,460,000  cash, notes receivable of $5,240,000,
     and other assets of $3,800,000)  and granted the buyer an option to acquire
     an additional eight properties for approximately $18,800,000. The option to
     acquire the properties was exercised in January 2000.  There was no gain or
     loss on the disposition of these facilities.

              In addition,  during 1999, we disposed of an industrial  facility,
     two storage facilities through condemnation proceedings,  and four plots of
     land for an aggregate of approximately $16,416,000, composed of $11,196,000
     cash and $5,220,000 mortgage notes receivable.  In aggregate, we recorded a
     gain upon sale of  $2,154,000,  representing  the  difference  between  the
     proceeds received and the net book value of the real estate.

              During 1998, we acquired a total of 53 real estate  facilities for
     an aggregate  cost of  $224,999,000  in  connection  with certain  business
     combinations  (Note 3). We also  acquired  two  storage  facilities  for an
     aggregate cost of $9,384,000,  consisting of the  cancellation  of mortgage
     notes   receivable   ($2,495,000),   the  Company's   existing   investment

                                      F-12

<PAGE>

     ($527,000), and cash ($6,362,000). In addition, three commercial facilities
     were  acquired  for an  aggregate  cost of  $55,434,000  consisting  of the
     assumption  of  mortgage  notes  payable  ($14,526,000),  the  issuance  of
     minority interests ($1,206,000) and cash ($39,702,000).

              Effective April 1, 1998, we no longer included the accounts of PSB
     in our  consolidated  financial  statements  (Note  2). As a result of this
     change, real estate facilities and accumulated depreciation were reduced by
     $498,691,000 and $65,245,000,  respectively, reflecting our historical cost
     of the PSB real  estate  facilities  which  are no longer  included  in the
     consolidated financial statements.

              During 1997, we acquired a total of 176 real estate facilities for
     an aggregate  cost of  $657,347,000  in  connection  with certain  business
     combinations. We also acquired an additional 14 real estate facilities from
     third parties with an aggregate acquisition cost of $184,504,000 consisting
     of  the   issuance   of   minority   interests   ($119,279,000)   and  cash
     ($65,225,000).

              A substantial number of the real estate facilities acquired during
     1999,  1998,  and 1997 were  acquired from  affiliates  in connection  with
     business  combinations with an aggregate  acquisition cost of approximately
     $129,348,000, $224,999,000, and $657,347,000 respectively.

              Construction in Progress
              ------------------------
              Construction in progress  consists of land and  development  costs
     relating to the  development  of storage  facilities.  In April  1997,  the
     Company  and an  institutional  investor  created a joint  venture  for the
     purpose of developing up to $220 million of storage facilities.  We own 30%
     of the joint  venture  interest  and the  institutional  investor  owns the
     remaining  70%  interest.  We  periodically   transferred  newly  developed
     properties,  the  cost  of  which  were  included  in real  estate,  to the
     partnership as part of our capital contribution to the partnership.  Due to
     our  ownership of less than 50%,  our  investment  in the joint  venture is
     accounted for using the equity method (See Note 5).

              In November  1999,  we formed a second joint venture with an joint
      venture partner whose partners  include an  institutional  investor and B.
      Wayne  Hughes,  chairman  and chief  executive  officer of the  Company to
      participate in the  development of  approximately  $100 million of storage
      facilities  and to purchase  $100 million of the  Company's  Equity Stock,
      Series  AAA.  The joint  venture  is funded  solely  with  equity  capital
      consisting of 51% from the Company and 49% from the joint venture partner.
      This joint venture is consolidated in the Company's financial  statements.
      The term of the  joint  venture  is 15  years.  After  six years the joint
      venture  partner has the right to cause the Company to purchase  the joint
      venture  partner's  interest for an amount  necessary to provide it with a
      maximum  return of 10.75% per year or less in certain  circumstances.  The
      joint  venture  partner   provides  Mr.  Hughes  with  a  fixed  yield  of
      approximately 8.0% per annum.

              Construction  in  progress   includes  costs  associated  with  44
     facilities  with  total  incurred  costs  of  approximately  $111  million.
     Construction  in progress also includes  expansions of existing  facilities
     and costs of projects which have not yet begun construction.

              At December 31, 1999, the unaudited  adjusted basis of real estate
     facilities for Federal income tax purposes was approximately $2.9 billion.

                                      F-13

<PAGE>

5.   Investments in real estate entities
     -----------------------------------

              Summarized  combined  financial  data with  respect  to those real
     estate entities in which the Company had an ownership  interest at December
     31, 1999 are as follows:

<TABLE>
<CAPTION>
                                                  Other           Development
                                            Equity Investments   Joint Venture          PSB               Total
                                            ------------------   -------------       ------------      ------------
                                                                      (Amounts in thousands)
For the year ended December 31, 1999:

<S>                                              <C>               <C>                <C>               <C>
 Rental income........................           $   49,318        $  15,570          $  125,327        $  190,215
 Other income.........................                1,851              608               3,286             5,745
                                            ------------------   -------------       ------------      ------------
     Total revenues...................               51,169           16,178             128,613           195,960
                                            ------------------   -------------       ------------      ------------
 Cost of operations...................               15,387            7,749              34,891            58,027
 Depreciation and amortization........                5,906            4,401              29,762            40,069
 Other expenses.......................                4,473               95               6,400            10,968
                                            ------------------   -------------       ------------      ------------
     Total expenses...................               25,766           12,245              71,053           109,064
                                            ------------------   -------------       ------------      ------------
 Net income before minority interest and
     extraordinary item...............               25,403            3,933              57,560            86,896
 Minority interest ...................                    -                -             (16,110)          (16,110)
                                            ------------------   -------------       ------------      ------------
 Income before extraordinary item.....               25,403            3,933              41,450            70,786
 Loss on early extinguishment of debt.                    -                 -               (195)             (195)
                                            ------------------   -------------       ------------      ------------
     Net income.......................           $   25,403        $   3,933           $  41,255        $   70,591
                                            ==================   =============       ============      ============

 At December 31, 1999:
 Real estate, net ....................           $  111,286        $ 218,462           $  802,276       $1,132,024
 Total assets.........................              144,775          226,671              903,741        1,275,187
 Total liabilities....................               56,292            6,522               58,261          121,075
 Preferred equity.....................                    -                -              187,750          187,750
 Total common/partners' equity........               88,483          220,149              657,730          966,362

 The Company's investment (book
     value) at December 31, 1999......            $ 145,317        $  66,045           $  246,167       $  457,529

 The Company's effective average
     ownership interest at December
     31, 1999 (A).....................               41%                30%                41%                39%

</TABLE>

              (A)  Reflects  our  ownership   interest  with  respect  to  total
     common/partners' equity.

              At December  31, 1999,  our  investments  in real estate  entities
     consist of ownership  interests in 13 partnerships,  which  principally own
     self-storage  facilities  and an ownership  interest in PSB. Such interests
     are non-controlling  interests of less than 50% and are accounted for using
     the equity method of accounting. Accordingly, earnings are recognized based
     upon our ownership interest in each of the partnerships. During 1999, 1998,
     and 1997,  we  recognized  earnings from our  investments  of  $32,183,000,
     $26,602,000 and $17,569,000,  respectively, and received cash distributions
     totaling $15,949,000, $17,968,000 and $15,673,000, respectively.

              During  1999 and 1998,  our  investment  in real  estate  entities
     decreased  principally  as a result of  business  combinations  whereby the
     Company eliminated approximately $66,690,000 and $86,966,000, respectively,
     of pre-existing  investments in real estate entity investments.  Offsetting
     these  decreases are  additional  investments  made by the Company in other
     unconsolidated  entities totaling  $77,656,000 and $319,159,000  (including
     $219,225,000  due  to  the  deconsolidation  of  PSB)  in  1999  and  1998,
     respectively.

                                      F-14

<PAGE>

              In April 1997, the Company and an institutional  investor formed a
     joint venture  partnership for the purpose of developing up to $220 million
     of  storage  facilities.  As  of  December  31,  1999,  the  joint  venture
     partnership  had completed  construction  on 44 storage  facilities  with a
     total cost of approximately  $211.4 million, and had three facilities under
     construction with an aggregate cost incurred to date of approximately $13.0
     million. The partnership is funded solely with equity capital consisting of
     30% from the Company and 70% from the institutional investor.

6.   Revolving line of credit
     ------------------------

              The credit agreement (the "Credit Facility") has a borrowing limit
     of $150 million and an expiration date of July 1, 2002. The expiration date
     may be extended by one year on each  anniversary  of the credit  agreement.
     Interest on outstanding  borrowings is payable monthly.  At our option, the
     rate of  interest  charged  is equal to (i) the  prime  rate or (ii) a rate
     ranging  from the London  Interbank  Offered Rate  ("LIBOR")  plus 0.40% to
     LIBOR plus 1.10%  depending on the  Company's  credit  ratings and coverage
     ratios, as defined. In addition, the Company is required to pay a quarterly
     commitment fee of 0.250% (per annum). The Credit Facility allows us, at our
     option,  to request  the group of banks to propose the  interest  rate they
     would charge on specific borrowings not to exceed $50 million;  however, in
     no case may the interest rate proposal be greater than the amount  provided
     by the Credit Facility.

              Under  covenants  of the Credit  Facility,  we are required to (i)
     maintain a balance  sheet  leverage  ratio of less than 0.40 to 1.00,  (ii)
     maintain net income of not less than $1.00 for each fiscal  quarter,  (iii)
     maintain certain cash flow and interest coverage ratios (as defined) of not
     less  than  1.0 to 1.0 and 5.0 to 1.0,  respectively  and (iv)  maintain  a
     minimum  total  shareholders'  equity (as  defined).  In  addition,  we are
     limited in its ability to incur  additional  borrowings (we are required to
     maintain  unencumbered  assets  with an  aggregate  book value  equal to or
     greater than three times our unsecured  recourse  debt) or sell assets.  We
     were in compliance  with the  covenants of the Credit  Facility at December
     31, 1999.

                                      F-15

<PAGE>

7.   Notes payable
     -------------

              Notes  payable  at  December  31,  1999  and 1998  consist  of the
     following:

<TABLE>
<CAPTION>
                                                                          1999                      1998
                                                                -----------------------   ------------------------
                                                                 Carrying                  Carrying
                                                                  amount     Fair value     amount      Fair value
                                                                ----------   ----------   ---------    -----------
                                                                              (Amounts in thousands)
<S>                                                             <C>          <C>          <C>           <C>
7.08% to 7.66% unsecured senior notes, due at varying dates
     between November 2003 and January 2007...............      $ 138,000    $ 138,000    $ 46,000      $ 46,000
Mortgage notes payable:
  10.55% mortgage notes secured by real estate facilities,
      principal and interest payable monthly, due August 2004      26,231       27,438      28,401        30,942
  7.134% to 10.5% mortgage notes secured by real estate
      facilities, principal and interest payable monthly, due
      at varying dates between May 2004 and September 2028          3,107        3,107       7,025         7,025
                                                                ----------   ----------   ---------    -----------
                                                                 $167,338    $ 168,545    $ 81,426      $ 83,967
                                                                ==========   ==========   =========    ===========
</TABLE>

              All of our notes payable are fixed rate.  The senior notes require
     interest and principal  payments to be paid  semi-annually and have various
     restrictive covenants, all of which have been met at December 31, 1999.

              The  10.55%  mortgage  notes  consist  of five  notes,  which  are
     cross-collateralized  by 19  properties  and  are  due to a life  insurance
     company. Although there is a negative spread between the carrying value and
     the estimated fair value of the notes, the notes provide for the prepayment
     of  principal  subject  to the  payment of  penalties,  which  exceed  this
     negative  spread.  Accordingly,  prepayment of the notes at this time would
     not be economically practicable.

              Mortgage  notes  payable are secured by 24 real estate  facilities
     having an  aggregate  net book  value of  approximately  $50.1  million  at
     December 31, 1999.

              At December 31, 1999,  approximate  principal  maturities of notes
     payable are as follows:

                           Unsecured
                          Senior Notes        Mortgage debt          Total
                          -------------      -------------      -------------
                                           (in thousands)
2000 ....................     $  8,750           $  2,622           $  11,372
2001.....................        9,500              2,910              12,410
2002.....................       24,450              3,530              27,980
2003.....................       35,900              3,585              39,485
2004.....................       25,800             15,063              40,863
Thereafter...............       33,600              1,628              35,228
                          -------------      -------------      -------------
                             $ 138,000          $  29,338          $  167,338
                          =============      =============      =============
Weighted average rate....        7.4%              10.3%                 7.9%
                          =============      =============      =============

              Interest paid (including interest related to the borrowings on the
     Credit Facility) during 1999, 1998 and 1997 was $12,528,000, $7,690,000 and
     $8,884,000,  respectively. In addition, in 1999, 1998 and 1997, the Company
     capitalized  interest  totaling  $4,509,000,   $3,481,000  and  $2,428,000,
     respectively, related to construction of real estate facilities.

                                      F-16

<PAGE>

8.   Minority interest
     -----------------

              In  consolidation,  we  classify  ownership  interests  in the net
     assets  of each of the  Consolidated  Entities,  other  than  our  own,  as
     minority  interest  on  the  consolidated  financial  statements.  Minority
     interest  in  income  consists  of the  minority  interests'  share  of the
     operating results of the Company relating to the consolidated operations of
     the Consolidated Entities.

              In  connection  with  the  merger  with  Storage  Trust,  minority
     interest increased by approximately $27,009,000,  reflecting the fair value
     of 1,011,963  operating  partnership  units ("OP Units") in Storage Trust's
     operating partnership owned by minority interests. As of December 31, 1999,
     770,892  of such  units  are  outstanding.  OP Units are  convertible  on a
     one-for-one  basis (subject to certain  limitations)  into common shares of
     the Company at the option of the  unitholder.  Minority  interest in income
     with respect to OP Units  reflects the OP Units' share of the net income of
     the Company,  with net income allocated to minority  interests with respect
     to  weighted  average  outstanding  OP Units on a per unit  basis  equal to
     diluted earnings per common share. During the year ended December 31, 1999,
     241,071  OP units  were  exchanged  for an equal  number  of  shares of the
     Company's common stock, for a total cost of approximately $6,434,000. These
     transactions had the effect of reducing  minority interest by approximately
     $6,434,000.

              In  addition  to the  above,  during  1999,  we  acquired  limited
     partnership  interests in certain of the  Consolidated  Entities in several
     transactions   for  an  aggregate  cost  of   $76,873,000,   consisting  of
     approximately $36,846,000 in cash and $40,027,000 in the issuance of common
     stock.  These  transactions had the effect of reducing minority interest by
     approximately $31,126,000.  The excess of the cost over the underlying book
     value  ($45,747,000)  has  been  allocated  to real  estate  facilities  in
     consolidation.  In 1998 and 1997,  the Company  acquired  interests  in the
     Consolidated  Entities at an aggregate cost of $48,753,000 and $21,559,000,
     respectively,  reducing minority interest by approximately  $25,640,000 and
     $12,655,000,  respectively.  The excess of cost over underlying book values
     ($23,293,000,  and $8,904,000 in 1998 and 1997, respectively) was allocated
     to real estate facilities in consolidation.

              During 1999,  1998 and 1997, in connection  with certain  business
     combinations  (Note 3) minority  interest  was  increased  by  $32,201,000,
     $35,210,000  and  $74,068,000,  respectively,  representing  the  remaining
     partners'  equity interests in the aggregate net assets of the Consolidated
     Entities.

9.   Property management
     -------------------

              Throughout  the three year period ended  December  31,  1999,  the
     Company,  pursuant to property  management  contracts,  managed real estate
     facilities  owned by  affiliated  entities and to a lesser  extent by third
     parties.   The  property   management   contracts   generally  provide  for
     compensation equal to 6% of gross revenues of the facilities managed.

                                      F-17

<PAGE>

10.  Shareholders' equity
     --------------------

              Preferred Stock
              ---------------
              At December  31,  1999 and 1998,  we had the  following  series of
     Preferred Stock outstanding:

<TABLE>
<CAPTION>
                                                       At December 31, 1999                At December 31, 1998
                                                    ----------------------------        ----------------------------
                                      Dividend        Shares           Carrying            Shares          Carrying
              Series                    Rate        Outstanding          Amount         Outstanding         Amount
--------------------------            ---------     ------------       ---------        -----------        ---------
                                                                     (Dollar amounts in thousands)
<S>                                     <C>           <C>              <C>               <C>               <C>
Series A                                10.000%       1,825,000        $  45,625         1,825,000         $  45,625
Series B                                 9.200%       2,386,000           59,650         2,386,000            59,650
Series C                             Adjustable       1,200,000           30,000         1,200,000            30,000
Series D                                 9.500%       1,200,000           30,000         1,200,000            30,000
Series E                                10.000%       2,195,000           54,875         2,195,000            54,875
Series F                                 9.750%       2,300,000           57,500         2,300,000            57,500
Series G                                 8.875%           6,900          172,500             6,900           172,500
Series H                                 8.450%           6,750          168,750             6,750           168,750
Series I                                 8.625%           4,000          100,000             4,000           100,000
Series J                                 8.000%           6,000          150,000             6,000           150,000
Series K                                 8.250%           4,600          115,000                 -                 -
Series L                                 8.250%           4,600          115,000                 -                 -
Series M                                 8.750%           2,250           56,250                 -                 -
                                                    ------------       ---------        -----------        ---------
Total Senior Preferred Stock                         11,141,100       $1,155,150        11,129,650          $868,900
                                                    ============       =========        ===========        =========
</TABLE>

              On January 19, 1999, we issued 4.6 million depository shares (each
     representing  1/1,000 of a share) of our Preferred Stock, Series K, raising
     net proceeds of  approximately  $111,277,000.  On March 10, 1999, we issued
     4.6 million depositary shares (each representing 1/1,000 of a share) of our
     Preferred   Stock,   Series  L,  raising  net  proceeds  of   approximately
     $111,277,000.  On August 17, 1999, we issued 2.25 million depositary shares
     (each  representing  1/1,000 of a share) of our Preferred Stock,  Series M,
     raising net proceeds of approximately $54,378,000.

              The Series A through Series M (collectively the "Cumulative Senior
     Preferred   Stock")  have  general   preference   rights  with  respect  to
     liquidation and quarterly  distributions.  Holders of the preferred  stock,
     except under certain conditions and as noted above, will not be entitled to
     vote on most matters.  In the event of a cumulative  arrearage equal to six
     quarterly dividends or failure to maintain a Debt Ratio (as defined) of 50%
     or less,  holders of all outstanding series of preferred stock (voting as a
     single  class  without  regard to series)  will have the right to elect two
     additional  members  to serve on the  Company's  Board of  Directors  until
     events of default  have been cured.  At December  31,  1999,  there were no
     dividends in arrears and the Debt Ratio was 3.5%.

              Except  under  certain   conditions   relating  to  the  Company's
     qualification as a REIT, the Senior Preferred Stock is not redeemable prior
     to the following dates: Series A - September 30, 2002, Series B - March 31,
     2003,  Series C - June 30, 1999,  Series D - September 30, 2004, Series E -
     January 31, 2005,  Series F - April 30, 2005, Series G - December 31, 2000,
     Series H - January 31, 2001, Series I - October 31, 2001, Series J - August
     31, 2002,  Series K - January 19, 2004, Series L - March 10, 2004, Series M
     - August 17, 2004. On or after the respective  dates, each of the series of
     Senior Preferred Stock will be redeemable at the option of the Company,  in
     whole or in part, at $25 per share (or depositary  share in the case of the
     Series G,  Series H,  Series I, Series J, Series K, Series L and Series M),
     plus accrued and unpaid dividends.

                                      F-18

<PAGE>

              Common stock
              ------------
              During 1999,  1998 and 1997, we issued and  repurchased  shares of
     our common stock as follows:

<TABLE>
<CAPTION>
                                                1999                        1998                        1997
                                        Shares        Amount        Shares        Amount         Shares        Amount
                                       -----------  -----------   -----------   -----------   -----------   -----------
                                                                (Dollar amounts in thousands)
<S>                                    <C>             <C>           <C>            <C>        <C>             <C>
Public offerings....................            -   $        -     7,951,821     $ 234,521     6,600,000      $181,448
In connection with mergers (Note 3)    13,009,485      347,223       433,526        13,817     7,681,432       212,000
Exercise of stock options........         511,989       10,000       219,596         3,339        94,786         1,075
Issuance to affiliates...........               -            -       853,700        26,362             -             -
Conversion of OP units..........          241,071        6,434             -             -             -             -
Conversion of Convertible Preferred
  Stock..........................               -            -     3,589,552        53,308     2,363,901        61,621
Acquisition of interests in real
  estate entities (A)............       1,557,960       40,027       635,005        16,679             -             -
Repurchases of stock.............      (4,589,427)    (108,565)   (2,819,400)      (72,256)            -             -
                                       -----------  -----------   -----------   -----------   -----------   -----------
                                       10,731,078    $ 295,119    10,863,800     $ 275,770    16,740,119      $456,144
                                       ===========  ===========   ===========   ===========   ===========   ===========
</TABLE>

     (A) The amounts for 1999 include the conversion of 241,071 OP Units with an
     approximate value of $6,434,000.

              Shares  of  common  stock  issued  to  affiliates  in 1998 were in
     exchange for  interests in real estate  entities.  All the shares of common
     stock,  with the  exception  of the shares  issued in  connection  with the
     exercise of stock options,  were issued at the  prevailing  market price at
     the time of issuance.

              On June 1,  1998,  we  exercised  an option  to  redeem  the 8.25%
     Convertible Preferred Stock in exchange for common stock, at the conversion
     rate of  1.6835  shares  of  common  stock  for each  share of  Convertible
     Preferred  Stock.  Pursuant to the redemption,  which was effective July 1,
     1998, we issued 3,503,303 shares of common stock.

              On June  12,  1998,  we  announced  that the  Board  of  Directors
     authorized the repurchase  from time to time of up to 10,000,000  shares of
     the  Company's  common stock on the open market or in privately  negotiated
     transactions.  Cumulatively  through  December 31, 1999,  we  repurchased a
     total  of  7,408,827  shares  of  common  stock  at an  aggregate  cost  of
     approximately  $180,821,000.  On  March 4,  2000,  the  Board of  Directors
     increased  the  authorized   number  of  shares  which  the  Company  could
     repurchase to 15,000,000.

              On March 12,  1999,  we issued  13,009,485  shares of common stock
     pursuant to the merger with Storage  Trust  Realty and  reserved  1,011,963
     additional  shares for issuance  upon  conversion of units in Storage Trust
     Realty's operating partnership.

              At December 31, 1999,  the Company had 4,707,779  shares of common
     stock  reserved in connection  with the Company's  stock option plans (Note
     11),  7,000,000  shares of common stock  reserved for the conversion of the
     Class B Common Stock and 770,892  shares  reserved for the conversion of OP
     Units.

                                      F-19

<PAGE>

              Class B Common Stock
              --------------------
              The Class B Common Stock will (i) not participate in distributions
     until the later to occur of funds from operations ("FFO") per Common Share,
     as defined below,  aggregating  $1.80 during any period of four consecutive
     calendar quarters, or January 1, 2000; thereafter, the Class B Common Stock
     will participate in distributions  (other than liquidating  distributions),
     at the rate of 97% of the per  share  distributions  on the  Common  Stock,
     provided that  cumulative  distributions  of at least $0.22 per quarter per
     share  have  been  paid  on the  Common  Stock,  (ii)  not  participate  in
     liquidating  distributions,  (iii)  not be  entitled  to  vote  (except  as
     expressly required by California law) and (iv)  automatically  convert into
     Common  Stock,  on a share for share basis,  upon the later to occur of FFO
     per Common Share  aggregating  $3.00 during any period of four  consecutive
     calendar quarters or January 1, 2003.

              For these  purposes,  FFO means net  income  (loss)  (computed  in
     accordance with generally accepted  accounting  principles) before (i) gain
     (loss) on early  extinguishment  of debt, (ii) minority  interest in income
     and (iii) gain (loss) on disposition  of real estate,  adjusted as follows:
     (i) plus  depreciation and amortization  (including the Company's  pro-rata
     share of depreciation and amortization of  unconsolidated  equity interests
     and  amortization  of  assets  acquired  in a  merger,  including  property
     management  agreements and  goodwill),  and (ii) less FFO  attributable  to
     minority interest.  For these purposes, FFO per Common Share means FFO less
     preferred  stock dividends  (other than dividends on convertible  preferred
     stock) divided by the outstanding  weighted  average shares of Common Stock
     assuming conversion of all outstanding convertible securities and the Class
     B Common Stock.

              For these purposes, FFO per share of Common Stock (as defined) was
     $2.50 for the year ended December 31, 1999.

              Equity Stock
              ------------
              The Company is  authorized to issue  200,000,000  shares of Equity
     Stock. The Articles of  Incorporation  provide that the Equity Stock may be
     issued  from  time to time in one or more  series  and  gives  the Board of
     Directors  broad  authority to fix the dividend  and  distribution  rights,
     conversion and voting rights,  redemption provisions and liquidation rights
     of each series of Equity Stock.

              In June  1997,  we  contributed  $22,500,000  (225,000  shares) of
     equity stock, now designated as Equity Stock, Series AA ("Equity Stock AA")
     to a partnership in which the Company is the general  partner.  As a result
     of this  contribution,  the Company obtained a controlling  interest in the
     partnership  and began to consolidate  the accounts of the  partnership and
     therefore the equity stock is eliminated in consolidation. The Equity Stock
     AA ranks on a parity with Common  Stock and junior to the Senior  Preferred
     Stock  with  respect  to general  preference  rights and has a  liquidation
     amount of ten times the amount paid to each Common Share up to a maximum of
     $100 per share.  Quarterly  distributions  per share on the Equity Stock AA
     are equal to the lesser of (i) 10 times the amount paid per Common Stock or
     (ii) $2.20. We have no obligation to pay  distributions if no distributions
     are paid to common shareholders.

              In  November  1999,  we sold  $100,000,000  (4,289,544  shares) of
     Equity  Stock,  Series AAA  ("Equity  Stock AAA") to a newly  formed  joint
     venture.  We control the joint venture and  consolidate the accounts of the
     joint  venture,  and  accordingly  the Equity  Stock AAA is  eliminated  in
     consolidation. The Equity Stock AAA ranks on a parity with Common Stock and
     junior to the Senior  Preferred  Stock (as defined  below) with  respect to
     general  preference  rights,  and has a liquidation amount equal to 120% of
     the amount  distributed to each common share.  Quarterly  distributions per
     share are equal to the lesser of (i) five times the amount  paid per common
     share or (ii) $2.1564.  We have no obligation  to pay  distributions  if no
     distributions are paid to common shareholders.

                                      F-20

<PAGE>


              Dividends
              ---------
              The unaudited characterization of dividends for Federal income tax
     purposes is made based upon earnings and profits of the Company, as defined
     by the  Internal  Revenue  Code.  Distributions  declared  by the  Board of
     Directors  (including  distributions  to the holders of preferred stock) in
     1999 and 1997 were characterized entirely as ordinary income. For 1998, our
     dividends for the first,  third,  and fourth quarter were  characterized as
     ordinary income in their entirety.  For the second quarter of 1998,  86.11%
     of the dividends were  characterized as ordinary income,  and the remainder
     was characterized as a capital gain.

              On November  4, 1999,  the Board of  Directors  declared a special
     distribution  to the  common  shareholders.  The  special  distribution  is
     comprised  of (i) $0.65 per  common  share  payable in  depositary  shares,
     representing  interests in Equity Stock,  Series A, with cash being paid in
     lieu  of  fractional  shares  or  (ii)  at  the  election  of  each  common
     shareholder,   $0.62  per  common  share  payable  in  cash.   The  special
     distribution was accrued at December 31, 1999, and paid on January 14, 2000
     to shareholders of record as of November 15, 1999.

              The following summarizes dividends during 1999, 1998 and 1997:

<TABLE>
<CAPTION>
                                                 1999                     1998                    1997
                                        -----------------       ------------------       -------------------
                                        Per share   Total       Per share   Total        Per share    Total
                                        ---------  ------       ---------   ------       ---------    ------
                                                         (in thousands, except per share data)
<S>                                      <C>       <C>           <C>        <C>           <C>         <C>
Series A                                 $2.500    $4,563        $2.500     $4,563        $2.500      $4,563
Series B                                 $2.300     5,488        $2.300      5,488        $2.300       5,488
Series C                                 $1.688     2,024        $1.688      2,024        $1.844       2,213
Series D                                 $2.375     2,850        $2.375      2,850        $2.375       2,850
Series E                                 $2.500     5,488        $2.500      5,488        $2.500       5,488
Series F                                 $2.437     5,606        $2.437      5,606        $2.437       5,606
Series G                                 $2.219    15,309        $2.219     15,309        $2.219      15,309
Series H                                 $2.112    14,259        $2.112     14,259        $2.112      14,259
Series I                                 $2.156     8,625        $2.156      8,625        $2.156       8,625
Series J                                 $2.000    12,000        $2.000     12,000        $0.689       4,133
Series K                                 $1.965     9,040             -          -             -           -
Series L                                 $1.673     7,695             -          -             -           -
Series M                                 $0.820     1,846             -          -             -           -
Convertible                                             -        $1.032      2,163        $2.062       4,531
Series CC                                -              -             -          -       $260.00      15,328
                                                   ------                   ------                    ------
                                                   94,793                   78,375                    88,393

Common (A)                               $1.520   195,383        $0.880    100,726        $0.880      86,181
                                                   ------                   ------                    ------
                                                 $290,176                 $179,101                  $174,574
                                                   ======                   ======                    ======
</TABLE>

              (A)  $82,086,000  ($0.64 per share) of the common dividend in 1999
     was accrued at December 31, 1999, of which  $38,074,000 was paid on January
     14, 2000 in cash and  $44,012,000  was paid in the  issuance of  depositary
     shares of the Company's Equity Stock, Series A.

              The  dividend  rate on the Series C  Preferred  Stock is  adjusted
     quarterly and is equal to the highest of one of three U.S. Treasury indices
     (Treasury  Bill Rate,  Ten Year  Constant  Maturity  Rate,  and Thirty Year
     Constant Maturity Rate) multiplied by 110%. However,  the dividend rate for
     any dividend  period will not be less than 6.75% per annum nor greater than
     10.75% per annum.  The dividend  rate with respect to the first  quarter of
     2000 will be equal to 6.897% per annum.

                                      F-21

<PAGE>

11.  Stock options
     -------------

              The Company has a 1990 Stock Option Plan (which was adopted by the
     Board of Directors in 1990 and approved by the  shareholders  in 1991) (the
     "1990 Plan") which provides for the grant of  non-qualified  stock options.
     The Company has a 1994 Stock Option Plan (which was adopted by the Board of
     Directors and approved by the shareholders in 1994) (the "1994 Plan") and a
     1996 Stock  Option and  Incentive  Plan  (which was adopted by the Board of
     Directors and approved by the shareholders in 1996 (the "1996 Plan"),  each
     of which  provides  for the grant of  non-qualified  options and  incentive
     stock  options.  (The  1990  Plan,  the 1994  Plan  and the  1996  Plan are
     collectively  referred  to as the "PSI  Plans").  Under the PSI Plans,  the
     Company has granted  non-qualified  options to certain directors,  officers
     and key employees and service providers to purchase shares of the Company's
     common  stock at a price equal to the fair market value of the common stock
     at the date of  grant.  Generally,  options  under  the  Plans  vest over a
     three-year  period from the date of grant at the rate of one-third per year
     and expire (i) under the 1990 Plan,  five years  after the date they became
     exercisable and (ii) under the 1994 Plan and 1996 Plan, ten years after the
     date of  grant.  The 1996 Plan also  provides  for the grant of  restricted
     stock to officers,  key employees and service providers on terms determined
     by the Audit  Committee of the Board of Directors;  no shares of restricted
     stock have been  granted.  In  connection  with the Storage Trust merger in
     March 1999,  we assumed the  outstanding  non-qualified  options  under the
     Storage Trust Realty 1994 Share  Incentive Plan (the "Storage Trust Plan"),
     which were  converted  into  non-qualified  options to purchase  our common
     stock (the PSI Plans and the Storage Trust Plan are  collectively  referred
     to as the "Plans.")

              Information  with respect to the Plans during 1999,  1998 and 1997
     is as follows:

<TABLE>
<CAPTION>
                                                         1999                         1998                        1997
                                                -----------------------     -----------------------     -----------------------
                                                 Number          Average      Number         Average      Number        Average
                                                   of           Price per       of           Price per     of           Price per
                                                Options          Share        Options         Share      Options         Share
                                                ---------        ------     ---------        -------    ---------        -------
<S>                                             <C>              <C>        <C>               <C>       <C>               <C>
Options outstanding January 1                   2,054,285        $22.85     1,696,215         $20.03    1,752,169         $19.02
  Granted or assumed                            1,576,626         24.39       590,000          28.23      111,000          28.59
  Exercised                                      (511,989)        19.53      (219,596)         15.20      (94,786)         11.34
  Canceled                                        (94,668)        27.28       (12,334)         28.66      (72,168)         20.73
                                                ---------        ------     ---------        -------    ---------        -------
Options outstanding December 31                 3,024,274        $24.08     2,054,285         $22.85    1,696,215         $20.03
                                                                 ======                      =======                     ========
                                                                 $9.375                       $9.375                      $8.125
Option price range at December 31                            to $33.563                   to $33.563                   to $30.00

Options exercisable at December 31              1,259,771        $21.97     1,044,249         $19.94      778,012         $17.74
                                                =========        ======     =========        =======    =========        =======
Options available for grant at December 31      1,683,505                   2,881,337                   3,459,003
                                                =========                   =========                   =========
</TABLE>

              In 1996, the Company adopted the disclosure  requirement provision
     of SFAS 123 in accounting for stock-based compensation issued to employees.
     As of December 31, 1999,  1998, and 1997 there were  2,935,338,  1,900,837,
     and 1,412,734 options outstanding,  respectively, that were subject to SFAS
     123 disclosure requirements.  The fair value of these options was estimated
     utilizing prescribed valuation models and assumptions as of each respective
     grant date. Based on the results of such estimates,  management  determined
     that there was no material  effect on net income or earnings  per share for
     the years ended December 31, 1999 and 1998. The remaining contractual lives
     were 8.2 years,  7.8 years,  and 7.9 years,  respectively,  at December 31,
     1999, 1998, and 1997.


                                  F-22

<PAGE>

12.  Disclosures regarding Segment Reporting
     ---------------------------------------

              In July 1997,  the  Financial  Accounting  Standards  Board issued
     Statement No. 131, "Disclosures about Segments of an Enterprise and Related
     Information"  ("FAS 131"),  which  establishes  standards  for the way that
     public business  enterprises report  information about operating  segments.
     This statement is effective for financial  statements for periods beginning
     after  December 15, 1997. We adopted this  standard  effective for the year
     ended December 31, 1998.

              DESCRIPTION OF EACH REPORTABLE SEGMENT:
              Our reportable segments reflect significant  operating  activities
     that are  evaluated  separately  by  management.  We have three  reportable
     segments:  self-storage operations,  portable self-storage operations,  and
     commercial property operations.

              The   self-storage   segment   comprises  the  direct   ownership,
     development, and operation of traditional storage facilities, management of
     these  properties  for  third  parties  and  affiliated  entities,  and the
     ownership of equity interests in entities that own storage properties.  The
     portable  self-storage   operations  reflect  the  containerized   portable
     self-storage  operations of PSPUD. The commercial property segment reflects
     our interest in the  ownership,  operation,  and  management  of commercial
     properties.  The vast majority of the  commercial  property  operations are
     conducted  through PSB, and to a much lesser extent the Company and certain
     of its  unconsolidated  subsidiaries own commercial space,  managed by PSB,
     within facilities that combine storage and commercial space for rent.

              MEASUREMENT OF SEGMENT PROFIT OR LOSS
              We evaluate  performance and allocate resources based upon the net
     segment income of each segment. Net segment income represents net income in
     conformity   with  generally   accepted   accounting   principles  and  our
     significant  accounting  policies as denoted in Note 2, before interest and
     other income, depreciation of real estate facilities, amortization expense,
     interest  expense,   corporate  general  and  administrative  expense,  and
     minority  interest in income.  The  accounting  policies of the  reportable
     segments  are the same as those  described  in the  Summary of  Significant
     Accounting Policies.

              Interest and other income, depreciation of real estate facilities,
     amortization   expense,    interest   expense,    corporate   general   and
     administrative  expense,  and minority interest in income are not allocated
     to segments  because  management  does not utilize  them to evaluate of the
     results of operations of each segment.

              MEASUREMENT OF SEGMENT ASSETS
              No segment data  relative to assets or  liabilities  is presented,
     because we do not evaluate performance based upon the assets or liabilities
     of the segments.  We believe that the historical cost of the Company's real
     property does not have any significant  bearing upon the performance of the
     commercial  property and storage segments.  In the same manner,  management
     believes  that the book value of  investment  in real  estate  entities  as
     having no bearing  upon the  results of those  investments.  The only other
     types of assets that might be  allocated to  individual  segments are trade
     receivables,  payables, and other assets which arise in the ordinary course
     of business,  but they are also not a significant factor in the measurement
     of segment  performance.  We perform  post-acquisition  analysis of various
     investments; however, such evaluations are beyond the scope of FAS 131.

              PRESENTATION OF SEGMENT INFORMATION
              Our income statement provides most of the information  required in
     order to determine the performance of each of the Company's three segments.
     The following tables reconcile the performance of each segment, in terms of
     segment revenues and segment income,  to our consolidated  revenues and net
     income. It further provides detail of the segment  components of the income
     statement item, "Equity in earnings of real estate entities."

                                      F-23

<PAGE>

<TABLE>
<CAPTION>
                                                 Year Ended December 31,                 Year Ended December 31,
                                                -----------------------                 -----------------------
                                                    1999         1998        Change         1998         1997        Change
                                                ----------   ----------   ----------    ----------   ----------   ----------
                                                                              (Dollar amounts in thousands)
RECONCILIATION OF REVENUES BY SEGMENT:

Self-storage
------------
<S>                                              <C>         <C>          <C>            <C>         <C>         <C>
  Storage property rentals..................     $ 592,619   $ 488,291    $ 104,328      $ 488,291   $ 385,540   $ 102,751
  Equity in earnings - storage property
     operations.............................        20,140      20,704         (564)        20,704      31,026     (10,322)
    Interest and other income - self-storage
    property     management operations......         4,553       5,069         (516)         5,069       8,257      (3 188)
                                                ----------   ----------   ----------    ----------   ----------   ----------
      Storage segment revenues..............       617,312     514,064      103,248        514,064     424,823      89,241
                                                ----------   ----------   ----------    ----------   ----------   ----------
Portable self-storage                               27,028      24,466        2,562         24,466       7,893      16,573
----------------------

Commercial  properties
----------------------
  Commercial property rentals...............         8,204      23,112      (14,908)        23,112      40,575     (17,463)
  Equity in earnings - commercial property
     operations.............................        35,865      23,655       12,210         23,655       1,428      22,227
  Interest and other income - commercial
     property management operations.........             -          86          (86)            86          91          (5)
                                                ----------   ----------   ----------     ----------   ----------   ----------
      Commercial properties  segment revenues       44,069      46,853       (2,784)        46,853      42,094       4,759
                                                ----------   ----------   ----------     ----------   ----------   ----------
Other items not allocated to segments
-------------------------------------
  Equity in earnings - Depreciation (self
     -storage)..............................        (7,563      (6,522)      (1,041)        (6,522)    (10,935)      4,413
  Equity in earnings - Depreciation
     (commercial properties)................       (12,158)     (7,362)      (4,796)        (7,362)       (539)     (6,823)
  Equity in earnings - general and
     administrative and other...............        (4,101)     (3,873)        (228)        (3,873)     (3,411)       (462)
  Interest and other income, excluding
     property management operations.........        12,147      13,459       (1,312)        13,459       9,126       4,333
                                                ----------   ----------   ----------    ----------   ----------   ----------
    Total other items not allocated to
        segments............................      (11,675)     (4,298)      (7,377)         (4,298)     (5,759)      1,461
                                                ----------   ----------   ----------    ----------   ----------   ----------
      Total consolidated Company revenues...     $ 676,734   $ 581,085     $ 95,649      $ 581,085   $ 469,051   $ 112,034
                                                ==========   ==========   ==========    ==========   ==========   ==========
</TABLE>
                                      F-24

<PAGE>

<TABLE>
<CAPTION>
                                                Year Ended December 31,                 Year Ended December 31,
                                                    1999         1998       Change          1998        1997        Change
                                                ----------   ----------   ----------    ----------   ----------   ----------
                                                                        (Dollar amounts in thousands)
  RECONCILIATION OF NET INCOME BY SEGMENT:
<S>                                              <C>         <C>          <C>             <C>          <C>
  Self-storage
  ------------
  Storage properties........................     $ 408,138   $ 338,915    $ 69,223        $ 338,915    $267,577   $71,338
  Equity in earnings - storage property
     operations.............................        20,140      20,704        (564)         20,704       31,026   (10,322)
  Interest and other income - self-storage
     property management operations                  4,553       5,069        (516)          5,069        8,257    (3,188)
                                                ----------   ----------   ----------    ----------   ----------   ----------
      Total self-storage segment income.....       432,831     364,688      68,143         364,688      306,860    57,828
                                                ----------   ----------   ----------    ----------   ----------   ----------
  Portable self-storage
  ---------------------
      Revenues..............................        27,028      24,466       2,562          24,466        7,893    16,573
      Cost of Operations....................       (29,509)    (48,508)     18,999         (48,508)     (31,086)  (17,422)
      General and administrative............        (2,512)     (3,039)        527          (3,039)      (7,078)    4,039
      Depreciation..........................        (4,915)     (4,317)       (598)         (4,317)      (1,394)   (2,923)
                                                ----------   ----------   ----------    ----------   ----------   ----------
           Total portable self-storage
            segment loss....................        (9,908)    (31,398)     21,490         (31,398)     (31,665)      267
                                                ----------   ----------   ----------    ----------   ----------   ----------
  Commercial  properties
  ----------------------
  Commercial properties.....................         5,378      15,161      (9,783)         15,161       23,910    (8,749)
  Equity in earnings - commercial property
     operations.............................        35,865      23,655      12,210          23,655        1,428    22,227
  Interest and other income - commercial
     property management operations.........             -          86         (86)             86           91        (5)
                                                ----------   ----------   ----------    ----------   ----------   ----------
      Total commercial property segment income      41,243      38,902       2,341          38,902       25,429    13,473
                                                ----------   ----------   ----------    ----------   ----------   ----------

  Other items not allocated to segments
  -------------------------------------
  Equity in earnings - depreciation (storage)       (7,563)     (6,522)     (1,041)         (6,522)     (10,935)    4,413
  Equity in earnings - depreciation
     (commercial properties) ...............       (12,158)     (7,362)     (4,796)         (7,362)        (539)   (6,823)
  Equity in earnings - general and
     administrative  and other..............        (4,101)     (3,873)       (228)         (3,873)      (3,411)     (462)
  Depreciation and amortization - storage
     real estate............................      (130,991)   (102,537)    (28,454)       (102,537)     (82,165)  (20,372)
  Depreciation and amortization - commercial
     properties.............................        (1,813)     (4,945)      3,132          (4,945)      (9,191)    4,246
  Interest and other income, excluding
     property management operations.........        12,147      13,459      (1,312)         13,459        9,126     4,333
  Corporate general and administrative .....        (9,979)     (8,596)     (1,383)         (8,596)      (6,384)   (2,212)
  Interest expense..........................        (7,971)     (4,507)     (3,464)         (4,507)      (6,792)    2,285
  Minority interest in income ..............       (16,006)    (20,290)      4,284         (20,290)     (11,684)   (8,606)
  Gain on disposition of real estate .......         2,154           -       2,154               -            -         -
                                                ----------   ----------   ----------    ----------   ----------   ----------
      Total other items not allocated to segments (176,281)   (145,173)    (31,108)       (145,173)    (121,975)  (23,198)
                                                ----------   ----------   ----------    ----------   ----------   ----------
       Total consolidated company net income     $ 287,885   $ 227,019    $ 60,866       $ 227,019   $  178,649   $ 48,370
                                                ==========   ==========   ==========    ==========   ==========   ==========
</TABLE>

13.  Events subsequent to date of Report of Independent Auditors (Unaudited)
     -----------------------------------------------------------------------

              In January 2000, we issued 4,300,555  depositary shares (2,200,555
     shares as part of a special distribution  declared on November 15, 1999 and
     2,100,000 shares in a separate public offering) each  representing  1/1,000
     of a share of Equity Stock,  Series A ("Equity Stock A"). The Equity Stock,
     Series A ranks on a parity  with  Common  Stock and  junior  to the  Senior
     Preferred  Stock  with  respect  to  general  preference  rights  and has a
     liquidation  amount of which cannot exceed $24.50 per share.  Distributions
     with respect to each depositary share shall be the lesser of: a) five times
     the per share dividend on the Common Stock or b) $2.45 per annum  (prorated
     for the year  2000).  Except in order to  preserve  the  Company's  federal
     income tax status as a REIT, we may not redeem the depositary shares before
     March 31, 2005. On or after March 31, 2005,  we may, at our option,  redeem
     the depositary  shares at $24.50 per depositary share. If the Company fails
     to preserve its federal income tax status as a REIT, the depositary  shares
     will be convertible into common stock. The depositary  shares are otherwise
     not  convertible  into  common  stock on a one for one  basis.  Holders  of
     depositary  shares vote as a single  class with our holders of common stock
     on shareholder  matters,  but the depositary  shares have the equivalent of
     one-tenth of a vote per  depositary  share.  We have no  obligation  to pay
     distributions if no distributions are paid to common shareholders.

                                      F-25

<PAGE>

              On March 17,  2000,  we issued  $240.0  million  of 9.5%  Series N
     Cumulative  Redeemable  Perpetual  Preferred  Units in one of our operating
     partnerships.  The  preferred  units were issued in a private  placement to
     institutional  investors.  The units are not redeemable  during the first 5
     years, thereafter, at our option, we can call the units for redemption. The
     units are not redeemable by the holder. Subject to certain conditions,  the
     preferred  units are  convertible  into shares of 9.5% Series N  Cumulative
     Preferred Stock of the Company.

              On March 28, 2000, a Form 10 registration statement was filed with
     the Securities  and Exchange  Commission  outlining a plan of  distribution
     with  respect  to the  portable  storage  operations  and our truck  rental
     activities.  Under this plan, after the reorganization and recapitalization
     of  certain  affiliated   entities,   we  will  distribute  to  our  common
     shareholders  all of the common stock of an entity that will  primarily own
     the portable  storage  business and truck  rental  activities.  There is no
     current trading market for the stock of this entity.  We will apply to have
     the entity's common stock quoted on the NASDAQ National Market.

              On March 29,  2000,  we issued  $75.0  million of 9.125%  Series O
     Cumulative  Redeemable  Perpetual  Preferred  Units in one of our operating
     partnerships.  The  preferred  units were issued in a private  placement to
     institutional  investors.  The units are not redeemable  during the first 5
     years, thereafter, at our option, we can call the units for redemption. The
     units are not redeemable by the holder. Subject to certain conditions,  the
     preferred units are  convertible  into shares of 9.125% Series O Cumulative
     Preferred Stock of the Company.

14.  Recent Accounting Pronouncements and Guidance
     ---------------------------------------------

              Accounting for Derivative Instruments and Hedging Activities
              ------------------------------------------------------------
              In June 1998,  the  Financial  Accounting  Standards  Board issued
     Statement  of  Financial  Accounting  Statement  No. 133,  "Accounting  for
     Derivative  Instruments and Hedging Activities".  This statement provides a
     comprehensive  and consistent  standard for the recognition and measurement
     of derivatives and hedging activities. The provisions of this statement are
     effective for years  beginning after June 15, 2000, but companies can early
     adopt as of the  beginning  of any fiscal  quarter  that begins  after June
     1998.  We are  studying  this  statement  to  determine  its  effect on our
     financial  statements,  and will adopt this statement beginning in the year
     ending December 31, 2001.

              Emerging Issues Task Force Discussion of Capitalization of
              ----------------------------------------------------------
              Acquisition Costs
              -----------------
              In March 1998,  The  Emerging  Issues  Task Force  ("EITF") of the
     Financial Accounting Standards Board issued guidance (the "97-11 Guidance")
     with respect to Issue No. 97-11, "Accounting for Internal Costs Relating to
     Real Estate  Property  Acquisitions."  The 97-11  Guidance  provides that a
     company shall expense  internal  preacquisition  costs (such as costs of an
     internal  acquisitions  department) related to the purchase of an operating
     property.  We do not  capitalize  such internal  preacquisition  costs with
     respect  to  the   acquisition   of  operating   real  estate   facilities.
     Accordingly,  the  97-11  Guidance  had no  impact  upon  the  consolidated
     financial statements and would have had no impact upon financial statements
     for periods prior to the issuance of the 97-11 Guidance.

                                      F-26

<PAGE>

15.  Commitments and Contingencies
     -----------------------------

              Lease obligations
              -----------------
              As of December 31, 1999,  we leased thirty  portable  self-storage
     facilities  from third  parties;  in addition,  certain  trucks and related
     equipment are leased.  Total lease expense for the facilities and equipment
     was approximately  $13.6 million,  $19.2 million,  and $8.8 million for the
     years ended December 31, 1999, 1998, and 1997, respectively. Future minimum
     lease  payments at December 31, 1999 under these  non-cancelable  operating
     leases are as follows (in thousands):


2000.........................        $  13,559
2001.........................           12,216
2002.........................            8,508
2003.........................            3,385
2004.........................            2,016
Thereafter...................              388
                                      --------
                                      $ 40,072
                                      ========

         Legal proceedings
         -----------------
         During 1997,  three cases were filed  against the Company.  Each of the
plaintiffs in these cases is suing the Company on behalf of a purported class of
California  tenants who rented storage spaces from the Company and contends that
our fees for late  payments  under  our  rental  agreements  for  storage  space
constitute  unlawful  "penalties"  under the  liquidated  damages  provisions of
California law and under California's unfair business practices act.

         The Company has reached an  agreement in principle to settle one of the
cases with no material  amount  incurred by the Company.  The  plaintiffs in the
other two cases have voluntarily dismissed their cases without prejudice.

         In  another  case,  a  plaintiff  is suing the  Company  on behalf of a
purported  class of Maryland  tenants who rented storage spaces from the Company
and  contends  that the  Company's  fees  for late  payments  under  its  rental
agreements  for storage space exceeds the amount of interest that can be charged
under the Maryland  constitution and are therefore unlawful "penalties." None of
the  plaintiffs  has assigned any dollar  amount to the claims.  The Company has
reached an  agreement in  principle  to settle the  proceeding  with no material
amount incurred by the Company. Any such agreement would require court approval.

         In addition,  the Company is a party to various claims,  complaints and
other legal  actions that have arisen in the normal course of business from time
to time. The Company believes the outcome of these pending legal proceedings, in
the  aggregate,  will not have a material  adverse  effect on the  operations or
financial position of the Company.

                                      F-27

<PAGE>

16.  Supplementary quarterly financial data (unaudited)
     --------------------------------------------------

<TABLE>
<CAPTION>
                                                              Three months ended
                                         ------------------------------------------------------------
                                          March 31,        June 30,      September 30,    December 31,
                                            1999             1999            1999             1999
                                         ----------      -----------      ----------       ----------
                                                     (in thousands, except per share data)
<S>                                      <C>             <C>              <C>              <C>
Revenues                                 $  148,015      $   172,237      $  178,963       $  177,519
                                         ==========      ===========      ==========       ==========
Net income                               $   61,842      $    73,651      $   76,752       $   75,640
                                         ==========      ===========      ==========       ==========
Per Common Share (Note 2):
   Net income -  Basic                   $    0.34       $     0.39       $    0.41        $    0.39
                                         ==========      ===========      ==========       ==========
   Net income -  Diluted                 $    0.34       $     0.39       $    0.40        $    0.39
                                         ==========      ===========      ==========       ==========

                                                              Three months ended
                                         ------------------------------------------------------------
                                          March 31,        June 30,      September 30,    December 31,
                                            1998             1998            1998             1998
                                         ----------      -----------      ----------       ----------
                                                     (in thousands, except per share data)
Revenues                                 $  142,280      $   140,773      $  149,743       $  148,289
                                         ==========      ===========      ==========       ==========
Net income                               $   48,364      $    57,199      $   62,286       $   59,170
                                         ==========      ===========      ==========       ==========
Per Common Share (Note 2):
   Net income - Basic                    $    0.26       $     0.33       $    0.37        $    0.35
                                         ==========      ===========      ==========       ==========
   Net income - Diluted                  $    0.26       $     0.32       $    0.37        $    0.35
                                         ==========      ===========      ==========       ==========
</TABLE>

                                      F-28

<PAGE>

                              PUBLIC STORAGE, INC.
                           SCHEDULE III - REAL ESTATE
                          AND ACCUMULATED DEPRECIATION
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
    1/83       Platte                                                 409,000         953,000        208,000         428,000
    5/83       Delta Drive                                             67,000         481,000        130,000         241,000
    12/82      Port/Halsey                                            357,000       1,150,000       (461,000)        326,000
    12/82      Sacto/Folsom                                           396,000         329,000        563,000         323,000
    1/83       Semoran                                                442,000       1,882,000        124,000         720,000
    3/83       Blackwood                                              213,000       1,559,000        136,000         595,000
    10/83      Orlando J. Y. Parkway                                  383,000       1,512,000        227,000         622,000
    9/83       Southington                                            124,000       1,233,000        234,000         546,000
    4/83       Vailsgate                                              103,000         990,000        321,000         505,000
    6/83       Ventura                                                658,000       1,734,000         54,000         583,000
    9/83       Southhampton                                           331,000       1,738,000        472,000         806,000
    9/83       Webster/Keystone                                       449,000       1,688,000        614,000         813,000
    9/83       Dover                                                  107,000       1,462,000        310,000         627,000
    9/83       Newcastle                                              227,000       2,163,000        279,000         817,000
    9/83       Newark                                                 208,000       2,031,000        150,000         746,000
    9/83       Langhorne                                              263,000       3,549,000        219,000       1,445,000
    8/83       Hobart                                                 215,000       1,491,000        412,000         838,000
    9/83       Ft. Wayne/W. Coliseum                                  160,000       1,395,000         53,000         535,000
    9/83       Ft. Wayne/Bluffton                                      88,000         675,000        116,000         285,000
    11/83      Aurora                                                 505,000         758,000        193,000         341,000
    11/83      Campbell                                             1,379,000       1,849,000       (664,000)        474,000
    11/83      Col Springs/Ed  (Coulter)                              471,000       1,640,000         19,000         554,000
    11/83      Col Springs/Mv  (Coulter)                              320,000       1,036,000        115,000         441,000
    11/83      Thorton (Coulter)                                      418,000       1,400,000         16,000         536,000
    11/83      Oklahoma City   (Coulter)                              454,000       1,030,000        605,000         620,000
    11/83      Tucson (Coulter)                                       343,000         778,000        454,000         420,000
    11/83      Webster/Nasa                                         1,570,000       2,457,000        972,000       1,372,000
    12/83      Charlotte                                              165,000       1,274,000        320,000         442,000
    12/83      Greensboro/Market                                      214,000       1,653,000        473,000         794,000
    12/83      Greensboro/Electra                                     112,000         869,000        248,000         382,000
    1/83       Raleigh/Yonkers                                        203,000         914,000        361,000         425,000
    12/83      Columbia                                               171,000       1,318,000        442,000         492,000
    12/83      Richmond                                               176,000       1,360,000        318,000         468,000
    12/83      Augusta                                                 97,000         747,000        240,000         324,000
    4/84       Providence                                              92,000       1,087,000        313,000         423,000
    1/85       Cranston                                               175,000         722,000        272,000         267,000
    3/84       Marrietta/Cobb                                          73,000         542,000        223,000         259,000
    1/84       Fremont/Albrae                                         636,000       1,659,000        417,000         532,000
    12/83      Tacoma                                                 553,000       1,173,000        341,000         487,000
    1/84       Belton                                                 175,000         858,000        458,000         378,000
</TABLE>
<TABLE>
<CAPTION>



                                                            Gross Carrying Amount
                                                            At December 31, 1999
    Date                                           ----------------------------------------     Accumulated
  Acquired                Description               Land         Buildings         Total       Depreciation
-------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                   <C>          <C>             <C>               <C>
    1/83       Platte                                409,000      1,589,000       1,998,000         823,000
    5/83       Delta Drive                            68,000        851,000         919,000         439,000
    12/82      Port/Halsey                           357,000      1,015,000       1,372,000         500,000
    12/82      Sacto/Folsom                          396,000      1,215,000       1,611,000         639,000
    1/83       Semoran                               442,000      2,726,000       3,168,000       1,428,000
    3/83       Blackwood                             213,000      2,290,000       2,503,000       1,176,000
    10/83      Orlando J. Y. Parkway                 383,000      2,361,000       2,744,000       1,196,000
    9/83       Southington                           123,000      2,014,000       2,137,000         978,000
    4/83       Vailsgate                             103,000      1,816,000       1,919,000         902,000
    6/83       Ventura                               658,000      2,371,000       3,029,000       1,231,000
    9/83       Southhampton                          331,000      3,016,000       3,347,000       1,558,000
    9/83       Webster/Keystone                      449,000      3,115,000       3,564,000       1,605,000
    9/83       Dover                                 107,000      2,399,000       2,506,000       1,198,000
    9/83       Newcastle                             227,000      3,259,000       3,486,000       1,661,000
    9/83       Newark                                208,000      2,927,000       3,135,000       1,480,000
    9/83       Langhorne                             263,000      5,213,000       5,476,000       2,591,000
    8/83       Hobart                                215,000      2,741,000       2,956,000       1,276,000
    9/83       Ft. Wayne/W. Coliseum                 160,000      1,983,000       2,143,000         993,000
    9/83       Ft. Wayne/Bluffton                     88,000      1,076,000       1,164,000         534,000
    11/83      Aurora                                505,000      1,292,000       1,797,000         657,000
    11/83      Campbell                            1,379,000      1,659,000       3,038,000         803,000
    11/83      Col Springs/Ed  (Coulter)             471,000      2,213,000       2,684,000       1,169,000
    11/83      Col Springs/Mv  (Coulter)             320,000      1,592,000       1,912,000         818,000
    11/83      Thorton (Coulter)                     418,000      1,952,000       2,370,000       1,007,000
    11/83      Oklahoma City   (Coulter)             454,000      2,255,000       2,709,000       1,165,000
    11/83      Tucson (Coulter)                      343,000      1,652,000       1,995,000         829,000
    11/83      Webster/Nasa                        1,571,000      4,800,000       6,371,000       2,489,000
    12/83      Charlotte                             165,000      2,036,000       2,201,000       1,067,000
    12/83      Greensboro/Market                     214,000      2,920,000       3,134,000       1,474,000
    12/83      Greensboro/Electra                    112,000      1,499,000       1,611,000         765,000
    1/83       Raleigh/Yonkers                       203,000      1,700,000       1,903,000         889,000
    12/83      Columbia                              171,000      2,252,000       2,423,000       1,188,000
    12/83      Richmond                              176,000      2,146,000       2,322,000       1,106,000
    12/83      Augusta                                97,000      1,311,000       1,408,000         670,000
    4/84       Providence                             92,000      1,823,000       1,915,000         934,000
    1/85       Cranston                              175,000      1,261,000       1,436,000         639,000
    3/84       Marrietta/Cobb                         73,000      1,024,000       1,097,000         516,000
    1/84       Fremont/Albrae                        636,000      2,608,000       3,244,000       1,405,000
    12/83      Tacoma                                553,000      2,001,000       2,554,000       1,026,000
    1/84       Belton                                175,000      1,694,000       1,869,000         897,000
</TABLE>
                                      F-29
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
    1/84       Gladstone                                              275,000       1,799,000        374,000         640,000
    1/84       Hickman/112                                            257,000       1,848,000        382,000         618,000
    1/84       Holmes                                                 289,000       1,333,000        240,000         455,000
    1/84       Independence                                           221,000       1,848,000        267,000         609,000
    1/84       Merriam                                                255,000       1,469,000        323,000         480,000
    1/84       Olathe                                                 107,000         992,000        270,000         361,000
    1/84       Shawnee                                                205,000       1,420,000        337,000         502,000
    1/84       Topeka                                                  75,000       1,049,000        195,000         356,000
    2/84       Unicorn/Knoxville                                      662,000       1,887,000        421,000         692,000
    2/84       Central/Knoxville                                      449,000       1,281,000        242,000         455,000
    3/84       Manassas                                               320,000       1,556,000        325,000         553,000
    3/84       Pico Rivera                                            743,000         807,000        302,000         321,000
    5/84       Raleigh/Departure                                      302,000       2,484,000        412,000         788,000
    4/84       Milwaukee/Oregon                                       289,000         584,000        225,000         311,000
    7/84       Trevose/Old Lincoln                                    421,000       1,749,000        347,000         582,000
    5/84       Virginia Beach                                         509,000       2,121,000        598,000         776,000
    5/84       Philadelphia/Grant                                   1,041,000       3,262,000        400,000         971,000
    6/84       Lorton                                                 435,000       2,040,000        461,000         682,000
    6/84       Baltimore                                              382,000       1,793,000        531,000         634,000
    6/84       Laurel                                                 501,000       2,349,000        611,000         824,000
    6/84       Delran                                                 279,000       1,472,000        237,000         573,000
    5/84       Garland                                                356,000         844,000        185,000         360,000
    6/84       Orange Blossom                                         226,000         924,000        179,000         398,000
    6/84       Safe Place (Cincinnati)                                402,000       1,573,000        444,000         672,000
    6/84       Safe Place (Florence)                                  185,000         740,000        319,000         376,000
    8/84       Medley                                                 584,000       1,016,000        298,000         464,000
    8/84       Oklahoma City                                          340,000       1,310,000        357,000         652,000
    8/84       Newport News                                           356,000       2,395,000        528,000       1,013,000
    8/84       Kaplan (Irving)                                        677,000       1,592,000        320,000         639,000
    8/84       Kaplan (Walnut Hill)                                   971,000       2,359,000        602,000       1,041,000
    9/84       Cockrell Hill                                          380,000         913,000        994,000         675,000
    11/84      Omaha                                                  109,000         806,000        402,000         399,000
    12/84      Austin (Ben White)                                     325,000         474,000        184,000        (274,000)
    12/84      Austin (Lamar)                                         643,000         947,000        334,000         443,000
    12/84      Pompano                                                399,000       1,386,000        454,000         698,000
    12/84      Fort Worth                                             122,000         928,000         (3,000)        303,000
    11/84      Hialeah                                                886,000       1,784,000        234,000         672,000
    12/84      Montgomeryville                                        215,000       2,085,000        252,000         776,000
    1/85       Bossier City                                           184,000       1,542,000        267,000         656,000
    2/85       Simi Valley                                            737,000       1,389,000        248,000         520,000
    3/85       Chattanooga                                            202,000       1,573,000        303,000         683,000
</TABLE>
<TABLE>
<CAPTION>



                                                                 Gross Carrying Amount
                                                                 At December 31, 1999
    Date                                                ----------------------------------------     Accumulated
  Acquired                Description                    Land         Buildings         Total       Depreciation
------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                        <C>          <C>             <C>               <C>
    1/84       Gladstone                                  275,000      2,813,000       3,088,000       1,425,000
    1/84       Hickman/112                                257,000      2,848,000       3,105,000       1,475,000
    1/84       Holmes                                     289,000      2,028,000       2,317,000       1,040,000
    1/84       Independence                               221,000      2,724,000       2,945,000       1,407,000
    1/84       Merriam                                    255,000      2,272,000       2,527,000       1,164,000
    1/84       Olathe                                     107,000      1,623,000       1,730,000         828,000
    1/84       Shawnee                                    205,000      2,259,000       2,464,000       1,156,000
    1/84       Topeka                                      75,000      1,600,000       1,675,000         816,000
    2/84       Unicorn/Knoxville                          662,000      3,000,000       3,662,000       1,543,000
    2/84       Central/Knoxville                          449,000      1,978,000       2,427,000       1,015,000
    3/84       Manassas                                   320,000      2,434,000       2,754,000       1,241,000
    3/84       Pico Rivera                                743,000      1,430,000       2,173,000         772,000
    5/84       Raleigh/Departure                          302,000      3,684,000       3,986,000       1,890,000
    4/84       Milwaukee/Oregon                           289,000      1,120,000       1,409,000         553,000
    7/84       Trevose/Old Lincoln                        421,000      2,678,000       3,099,000       1,353,000
    5/84       Virginia Beach                             499,000      3,505,000       4,004,000       1,744,000
    5/84       Philadelphia/Grant                       1,040,000      4,634,000       5,674,000       2,417,000
    6/84       Lorton                                     435,000      3,183,000       3,618,000       1,642,000
    6/84       Baltimore                                  382,000      2,958,000       3,340,000       1,517,000
    6/84       Laurel                                     501,000      3,784,000       4,285,000       1,936,000
    6/84       Delran                                     279,000      2,282,000       2,561,000       1,103,000
    5/84       Garland                                    356,000      1,389,000       1,745,000         661,000
    6/84       Orange Blossom                             226,000      1,501,000       1,727,000         723,000
    6/84       Safe Place (Cincinnati)                    402,000      2,689,000       3,091,000       1,302,000
    6/84       Safe Place (Florence)                      185,000      1,435,000       1,620,000         700,000
    8/84       Medley                                     584,000      1,778,000       2,362,000         862,000
    8/84       Oklahoma City                              340,000      2,319,000       2,659,000       1,106,000
    8/84       Newport News                               356,000      3,936,000       4,292,000       1,886,000
    8/84       Kaplan (Irving)                            677,000      2,551,000       3,228,000       1,235,000
    8/84       Kaplan (Walnut Hill)                       971,000      4,002,000       4,973,000       1,899,000
    9/84       Cockrell Hill                              380,000      2,582,000       2,962,000       1,270,000
    11/84      Omaha                                      109,000      1,607,000       1,716,000         808,000
    12/84      Austin (Ben White)                         211,000        498,000         709,000         243,000
    12/84      Austin (Lamar)                             643,000      1,724,000       2,367,000         808,000
    12/84      Pompano                                    399,000      2,538,000       2,937,000       1,184,000
    12/84      Fort Worth                                 122,000      1,228,000       1,350,000         593,000
    11/84      Hialeah                                    886,000      2,690,000       3,576,000       1,299,000
    12/84      Montgomeryville                            215,000      3,113,000       3,328,000       1,466,000
    1/85       Bossier City                               184,000      2,465,000       2,649,000       1,155,000
    2/85       Simi Valley                                737,000      2,157,000       2,894,000       1,030,000
    3/85       Chattanooga                                202,000      2,559,000       2,761,000       1,170,000
</TABLE>
                                      F-30
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
    2/85       Hurst                                                  231,000       1,220,000        183,000         480,000
    3/85       Portland                                               285,000         941,000        184,000         438,000
    5/85       Longwood                                               355,000       1,645,000        217,000         669,000
    3/85       Fern Park                                              144,000       1,107,000        179,000         432,000
    3/85       Fairfield                                              338,000       1,187,000        336,000         527,000
    4/85       Laguna Hills                                         1,224,000       3,303,000        345,000       1,213,000
    7/85       Columbus (Morse Rd.)                                   195,000       1,510,000        211,000         670,000
    7/85       Columbus (Kenney Rd.)                                  199,000       1,531,000        257,000         598,000
    5/85       Columbus (Busch Blvd.)                                 202,000       1,559,000        238,000         592,000
    5/85       Columbus (Kinnear Rd.)                                 241,000       1,865,000        220,000         771,000
    6/85       Grove City/ Marlane Drive                              150,000       1,157,000        231,000         471,000
    6/85       Reynoldsburg                                           204,000       1,568,000        222,000         598,000
    5/85       Worthington                                            221,000       1,824,000        217,000         709,000
    7/85       Westerville                                            199,000       1,517,000        281,000         620,000
    5/85       Arlington                                              201,000       1,497,000        262,000         618,000
    7/85       Springfield                                             90,000         699,000        169,000         332,000
    7/85       Dayton (Needmore Road)                                 144,000       1,108,000        275,000         460,000
    7/85       Dayton (Executive Blvd.)                               160,000       1,207,000        295,000         569,000
    7/85       Lilburn                                                331,000         969,000        150,000         424,000
    4/85       Austin/ S. First                                       778,000       1,282,000        221,000         205,000
    4/85       Cincinnati/ E. Kemper                                  232,000       1,573,000        232,000         183,000
    4/85       Cincinnati/ Colerain                                   253,000       1,717,000        260,000         205,000
    4/85       Florence/ Tanner Lane                                  218,000       1,477,000        281,000         174,000
    5/85       Tacoma/ Phillips Rd.                                   396,000       1,204,000        182,000         173,000
    5/85       Milwaukie/ Mcloughlin II                               458,000         742,000        275,000         224,000
    7/85       San Diego/ Kearny Mesa Rd                              783,000       1,750,000        308,000         207,000
    5/85       Manchester/ S. Willow II                               371,000       2,129,000       (229,000)        202,000
    6/85       N. Hollywood/ Raymer                                   967,000         848,000        243,000         127,000
    7/85       Scottsdale/ 70th St                                    632,000       1,368,000        194,000         163,000
    7/85       Concord/ Hwy 29                                        150,000         750,000        226,000         218,000
    10/85      N. Hollywood/ Whitsett  (A)                          1,524,000       2,576,000        275,000         364,000
    10/85      Portland/ SE 82nd St                                   354,000         496,000        244,000         117,000
    9/85       Madison/ Copps Ave.                                    450,000       1,150,000        331,000         158,000
    9/85       Columbus/ Sinclair                                     307,000         893,000        168,000         156,000
    9/85       Philadelphia/ Tacony St                                118,000       1,782,000        158,000         223,000
    10/85      Perrysburg/ Helen Dr.                                  110,000       1,590,000       (137,000)        141,000
    10/85      Columbus/ Ambleside                                    124,000       1,526,000       (179,000)        156,000
    10/85      Indianapolis/ Pike Place                               229,000       1,531,000        204,000         182,000
    10/85      Indianapolis/ Beach Grove                              198,000       1,342,000        191,000         158,000
    10/85      Hartford/ Roberts                                      219,000       1,481,000        356,000         235,000
    10/85      Wichita/ S. Rock Rd.                                   501,000       1,478,000        (19,000)        214,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
    2/85       Hurst                                     231,000      1,883,000       2,114,000         875,000
    3/85       Portland                                  285,000      1,563,000       1,848,000         722,000
    5/85       Longwood                                  355,000      2,531,000       2,886,000       1,161,000
    3/85       Fern Park                                 144,000      1,718,000       1,862,000         802,000
    3/85       Fairfield                                 338,000      2,050,000       2,388,000         934,000
    4/85       Laguna Hills                            1,224,000      4,861,000       6,085,000       2,272,000
    7/85       Columbus (Morse Rd.)                      195,000      2,391,000       2,586,000       1,045,000
    7/85       Columbus (Kenney Rd.)                     199,000      2,386,000       2,585,000       1,075,000
    5/85       Columbus (Busch Blvd.)                    202,000      2,389,000       2,591,000       1,087,000
    5/85       Columbus (Kinnear Rd.)                    241,000      2,856,000       3,097,000       1,267,000
    6/85       Grove City/ Marlane Drive                 150,000      1,859,000       2,009,000         845,000
    6/85       Reynoldsburg                              204,000      2,388,000       2,592,000       1,092,000
    5/85       Worthington                               221,000      2,750,000       2,971,000       1,240,000
    7/85       Westerville                               199,000      2,418,000       2,617,000       1,096,000
    5/85       Arlington                                 201,000      2,377,000       2,578,000       1,073,000
    7/85       Springfield                                90,000      1,200,000       1,290,000         546,000
    7/85       Dayton (Needmore Road)                    144,000      1,843,000       1,987,000         849,000
    7/85       Dayton (Executive Blvd.)                  159,000      2,072,000       2,231,000         943,000
    7/85       Lilburn                                   330,000      1,544,000       1,874,000         684,000
    4/85       Austin/ S. First                          778,000      1,708,000       2,486,000         928,000
    4/85       Cincinnati/ E. Kemper                     232,000      1,988,000       2,220,000       1,092,000
    4/85       Cincinnati/ Colerain                      253,000      2,182,000       2,435,000       1,203,000
    4/85       Florence/ Tanner Lane                     218,000      1,932,000       2,150,000       1,062,000
    5/85       Tacoma/ Phillips Rd.                      396,000      1,559,000       1,955,000         840,000
    5/85       Milwaukie/ Mcloughlin II                  458,000      1,241,000       1,699,000         644,000
    7/85       San Diego/ Kearny Mesa Rd                 783,000      2,265,000       3,048,000       1,273,000
    5/85       Manchester/ S. Willow II                  371,000      2,102,000       2,473,000       1,157,000
    6/85       N. Hollywood/ Raymer                      967,000      1,218,000       2,185,000         679,000
    7/85       Scottsdale/ 70th St                       632,000      1,725,000       2,357,000         940,000
    7/85       Concord/ Hwy 29                           150,000      1,194,000       1,344,000         633,000
    10/85      N. Hollywood/ Whitsett  (A)             1,524,000      3,215,000       4,739,000       1,690,000
    10/85      Portland/ SE 82nd St                      354,000        857,000       1,211,000         482,000
    9/85       Madison/ Copps Ave.                       450,000      1,639,000       2,089,000         881,000
    9/85       Columbus/ Sinclair                        307,000      1,217,000       1,524,000         633,000
    9/85       Philadelphia/ Tacony St                   118,000      2,163,000       2,281,000       1,153,000
    10/85      Perrysburg/ Helen Dr.                     110,000      1,594,000       1,704,000         856,000
    10/85      Columbus/ Ambleside                       124,000      1,503,000       1,627,000         796,000
    10/85      Indianapolis/ Pike Place                  229,000      1,917,000       2,146,000       1,018,000
    10/85      Indianapolis/ Beach Grove                 198,000      1,691,000       1,889,000         891,000
    10/85      Hartford/ Roberts                         219,000      2,072,000       2,291,000       1,056,000
    10/85      Wichita/ S. Rock Rd.                      642,000      1,532,000       2,174,000         794,000
</TABLE>
                                      F-31
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
    10/85      Wichita/ E. Harry                                      313,000       1,050,000        (42,000)        156,000
    10/85      Wichita/ S. Woodlawn                                   263,000         905,000        (56,000)        126,000
    10/85      Wichita/ E. Kellogg                                    185,000         658,000        (98,000)         84,000
    10/85      Wichita/ S. Tyler                                      294,000       1,004,000         47,000         139,000
    10/85      Wichita/ W. Maple                                      234,000         805,000       (141,000)        109,000
    10/85      Wichita/ Carey Lane                                    192,000         674,000        (90,000)        123,000
    10/85      Wichita/ E. Macarthur                                  220,000         775,000       (155,000)         98,000
    10/85      Joplin/ S. Range Line                                  264,000         904,000        (66,000)        150,000
    12/85      Milpitas                                             1,623,000       1,577,000        287,000         192,000
    12/85      Pleasanton/ Santa Rita  (A)                          1,226,000       2,078,000        313,000         255,000
    7/88       Fort Wayne                                             101,000       1,524,000         (4,000)        144,000
    10/85      San Antonio/ Wetmore Rd.                               306,000       1,079,000        391,000          57,000
    10/85      San Antonio/ Callaghan                                 288,000       1,016,000        329,000          33,000
    10/85      San Antonio/ Zarzamora                                 364,000       1,281,000        404,000          14,000
    10/85      San Antonio/ Hackberry                                 388,000       1,367,000        358,000          24,000
    10/85      San Antonio/ Fredericksburg                            287,000       1,009,000        352,000          49,000
    10/85      Dallas/ S. Westmoreland                                474,000       1,670,000        154,000          68,000
    10/85      Dallas/ Alvin St.                                      359,000       1,266,000        152,000          55,000
    10/85      Fort Worth/ W. Beach St.                               356,000       1,252,000        151,000          30,000
    10/85      Fort Worth/ E. Seminary                                382,000       1,346,000        173,000          22,000
    10/85      Fort Worth/ Cockrell St.                               323,000       1,136,000        157,000          36,000
    11/85      Everett/ Evergreen                                     706,000       2,294,000        440,000          75,000
    11/85      Seattle/ Empire Way                                  1,652,000       5,348,000        572,000         112,000
    12/85      Amherst/ Niagra Falls                                  132,000         701,000        208,000          53,000
    12/85      West Sams Blvd.                                        164,000       1,159,000       (294,000)         52,000
    3/86       Jacksonville/ Wiley                                    140,000         510,000        225,000          41,000
    12/85      MacArthur Rd.                                          204,000       1,628,000        143,000          20,000
    2/86       Costa Mesa/ Pomona                                   1,405,000       1,520,000        327,000          27,000
    12/85      Brockton/ Main                                         153,000       2,020,000       (257,000)         35,000
    1/86       Mapleshade/ Rudderow                                   362,000       1,811,000        226,000          56,000
    1/86       Bordentown/ Groveville                                 196,000         981,000        130,000          50,000
    12/85      Eatontown/ Hwy 35                                      308,000       4,067,000        413,000          86,000
    2/86       Brea/ Imperial Hwy                                   1,069,000       2,165,000        331,000          67,000
    12/85      Denver/ Leetsdale                                      603,000         847,000        187,000          27,000
    2/86       Skokie/ McCormick                                      638,000       1,912,000        224,000          30,000
    1/86       Sun Valley/ Sheldon                                    544,000       1,836,000        326,000          33,000
    3/86       St. Louis/ Forder                                      517,000       1,133,000        251,000          21,000
    1/86       Las Vegas/ Highland                                    432,000         848,000        217,000          29,000
    5/86       Westlake Village                                     1,205,000         995,000        210,000           8,000
    2/86       Colorado Springs/ Sinton                               535,000       1,115,000        175,000          58,000
    2/86       Oklahoma City/ Penn                                    146,000         829,000        140,000          39,000
</TABLE>
<TABLE>
<CAPTION>



                                                                 Gross Carrying Amount
                                                                 At December 31, 1999
    Date                                                ----------------------------------------     Accumulated
  Acquired                Description                    Land         Buildings         Total       Depreciation
------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                        <C>          <C>             <C>               <C>
    10/85      Wichita/ E. Harry                          313,000      1,164,000       1,477,000         642,000
    10/85      Wichita/ S. Woodlawn                       263,000        975,000       1,238,000         531,000
    10/85      Wichita/ E. Kellogg                        185,000        644,000         829,000         346,000
    10/85      Wichita/ S. Tyler                          294,000      1,190,000       1,484,000         714,000
    10/85      Wichita/ W. Maple                          234,000        773,000       1,007,000         393,000
    10/85      Wichita/ Carey Lane                        192,000        707,000         899,000         355,000
    10/85      Wichita/ E. Macarthur                      220,000        718,000         938,000         376,000
    10/85      Joplin/ S. Range Line                      264,000        988,000       1,252,000         575,000
    12/85      Milpitas                                 1,623,000      2,056,000       3,679,000       1,092,000
    12/85      Pleasanton/ Santa Rita  (A)              1,226,000      2,646,000       3,872,000       1,380,000
    7/88       Fort Wayne                                 101,000      1,664,000       1,765,000         728,000
    10/85      San Antonio/ Wetmore Rd.                   306,000      1,527,000       1,833,000         849,000
    10/85      San Antonio/ Callaghan                     288,000      1,378,000       1,666,000         787,000
    10/85      San Antonio/ Zarzamora                     364,000      1,699,000       2,063,000         955,000
    10/85      San Antonio/ Hackberry                     388,000      1,749,000       2,137,000         988,000
    10/85      San Antonio/ Fredericksburg                287,000      1,410,000       1,697,000         812,000
    10/85      Dallas/ S. Westmoreland                    474,000      1,892,000       2,366,000       1,074,000
    10/85      Dallas/ Alvin St.                          359,000      1,473,000       1,832,000         832,000
    10/85      Fort Worth/ W. Beach St.                   356,000      1,433,000       1,789,000         821,000
    10/85      Fort Worth/ E. Seminary                    382,000      1,541,000       1,923,000         887,000
    10/85      Fort Worth/ Cockrell St.                   323,000      1,329,000       1,652,000         763,000
    11/85      Everett/ Evergreen                         706,000      2,809,000       3,515,000       1,676,000
    11/85      Seattle/ Empire Way                      1,652,000      6,032,000       7,684,000       3,488,000
    12/85      Amherst/ Niagra Falls                      132,000        962,000       1,094,000         569,000
    12/85      West Sams Blvd.                            164,000        917,000       1,081,000         529,000
    3/86       Jacksonville/ Wiley                        140,000        776,000         916,000         432,000
    12/85      MacArthur Rd.                              204,000      1,791,000       1,995,000       1,030,000
    2/86       Costa Mesa/ Pomona                       1,405,000      1,874,000       3,279,000       1,079,000
    12/85      Brockton/ Main                             153,000      1,798,000       1,951,000       1,045,000
    1/86       Mapleshade/ Rudderow                       362,000      2,093,000       2,455,000       1,178,000
    1/86       Bordentown/ Groveville                     196,000      1,161,000       1,357,000         643,000
    12/85      Eatontown/ Hwy 35                          308,000      4,566,000       4,874,000       2,599,000
    2/86       Brea/ Imperial Hwy                       1,069,000      2,563,000       3,632,000       1,465,000
    12/85      Denver/ Leetsdale                          603,000      1,061,000       1,664,000         614,000
    2/86       Skokie/ McCormick                          638,000      2,166,000       2,804,000       1,210,000
    1/86       Sun Valley/ Sheldon                        544,000      2,195,000       2,739,000       1,253,000
    3/86       St. Louis/ Forder                          517,000      1,405,000       1,922,000         789,000
    1/86       Las Vegas/ Highland                        432,000      1,094,000       1,526,000         625,000
    5/86       Westlake Village                         1,205,000      1,213,000       2,418,000         691,000
    2/86       Colorado Springs/ Sinton                   535,000      1,348,000       1,883,000         742,000
    2/86       Oklahoma City/ Penn                        146,000      1,008,000       1,154,000         561,000
</TABLE>
                                      F-32
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
    2/86       Oklahoma City/ 39th Expressway                         238,000         812,000        279,000          43,000
    4/86       Reno/ Telegraph                                        649,000       1,051,000        434,000         109,000
    7/86       Colorado Springs/ Hollow Tree                          574,000         726,000        230,000          22,000
    4/86       St. Louis/Kirkham                                      199,000       1,001,000        193,000         (11,000)
    4/86       St. Louis/Reavis                                       192,000         958,000        196,000         (17,000)
    4/86       Fort Worth/East Loop                                   196,000         804,000        212,000          10,000
    6/86       Richland Hills                                         543,000         857,000        420,000         (25,000)
    5/86       Sacramento/Franklin Blvd.                              872,000         978,000        461,000         (66,000)
    6/86       West Valley/So. 3600                                   208,000       1,552,000        365,000        (179,000)
    7/86       West LA/Purdue Ave.                                  2,415,000       3,585,000        241,000         (54,000)
    7/86       Capital Heights/Central Ave.                           649,000       3,851,000        280,000         (85,000)
    10/86      Peralta/Fremont                                        851,000       1,074,000        272,000         (15,000)
    7/86       Pontiac/Dixie Hwy.                                     259,000       2,091,000         39,000         (22,000)
    8/86       Laurel/Ft. Meade Rd.                                   475,000       1,475,000        204,000          25,000
    9/86       Kansas City/S. 44th.                                   509,000       1,906,000        456,000         (60,000)
    10/86      Birmingham/Highland                                     89,000         786,000        207,000          63,000
    10/86      Birmingham/Riverchase                                  262,000       1,338,000        357,000          26,000
    10/86      Birmingham/Eastwood                                    166,000       1,184,000        211,000          64,000
    10/86      Birmingham/Forestdale                                  152,000         948,000        152,000          87,000
    10/86      Birmingham/Centerpoint                                 265,000       1,305,000        234,000         (11,000)
    10/86      Birmingham/Roebuck Plaza                               101,000         399,000        243,000         207,000
    10/86      Birmingham/Greensprings                                347,000       1,173,000        289,000        (304,000)
    10/86      Birmingham/Hoover-Lorna                                372,000       1,128,000        324,000        (108,000)
    10/86      Midfield/Bessemer                                      170,000         355,000        272,000        (119,000)
    10/86      Huntsville/Leeman Ferry Rd.                            158,000         992,000        233,000          88,000
    10/86      Huntsville/Drake                                       253,000       1,172,000        224,000           1,000
    10/86      Anniston/Whiteside                                      59,000         566,000        171,000          44,000
    10/86      Houston/Glenvista                                      595,000       1,043,000        492,000         (78,000)
    10/86      Houston/I-45                                           704,000       1,146,000        729,000         (55,000)
    10/86      Houston/Rogerdale                                    1,631,000       2,792,000        454,000          70,000
    10/86      Houston/Gessner                                      1,032,000       1,693,000        836,000        (133,000)
    10/86      Houston/Richmond-Fairdale                            1,502,000       2,506,000        863,000         (36,000)
    10/86      Houston/Gulfton                                      1,732,000       3,036,000        858,000          29,000
    10/86      Houston/Westpark                                       503,000         854,000        145,000          63,000
    10/86      Jonesboro                                              157,000         718,000        188,000          38,000
    9/86       Lakewood/W. 6th Ave.                                 1,070,000       3,155,000        479,000       1,027,000
    10/86      Pilgrim/Houston/Loop 610                             1,299,000       3,491,000        927,000       1,366,000
    10/86      Pilgrim/Houston/S.W. Freeway                           904,000       2,319,000        539,000         920,000
    10/86      Pilgrim/Houston/FM 1960                                719,000       1,987,000          2,000         609,000
    10/86      Pilgrim/Houston/Old Katy Rd.                         1,365,000       3,431,000        918,000       1,274,000
    10/86      Pilgrim/Houston/Long Point                             451,000       1,187,000        469,000         563,000
</TABLE>
<TABLE>
<CAPTION>



                                                               Gross Carrying Amount
                                                               At December 31, 1999
    Date                                              ----------------------------------------     Accumulated
  Acquired                Description                  Land         Buildings         Total       Depreciation
----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                      <C>          <C>             <C>               <C>
    2/86       Oklahoma City/ 39th Expressway           238,000      1,134,000       1,372,000         631,000
    4/86       Reno/ Telegraph                          649,000      1,594,000       2,243,000         898,000
    7/86       Colorado Springs/ Hollow Tree            574,000        978,000       1,552,000         542,000
    4/86       St. Louis/Kirkham                        199,000      1,183,000       1,382,000         677,000
    4/86       St. Louis/Reavis                         192,000      1,137,000       1,329,000         659,000
    4/86       Fort Worth/East Loop                     196,000      1,026,000       1,222,000         569,000
    6/86       Richland Hills                           543,000      1,252,000       1,795,000         763,000
    5/86       Sacramento/Franklin Blvd.                872,000      1,373,000       2,245,000         815,000
    6/86       West Valley/So. 3600                     208,000      1,738,000       1,946,000       1,010,000
    7/86       West LA/Purdue Ave.                    2,416,000      3,771,000       6,187,000       2,152,000
    7/86       Capital Heights/Central Ave.             649,000      4,046,000       4,695,000       2,313,000
    10/86      Peralta/Fremont                          851,000      1,331,000       2,182,000         749,000
    7/86       Pontiac/Dixie Hwy.                       259,000      2,108,000       2,367,000       1,198,000
    8/86       Laurel/Ft. Meade Rd.                     475,000      1,704,000       2,179,000         952,000
    9/86       Kansas City/S. 44th.                     509,000      2,302,000       2,811,000       1,348,000
    10/86      Birmingham/Highland                      150,000        995,000       1,145,000         558,000
    10/86      Birmingham/Riverchase                    278,000      1,705,000       1,983,000       1,014,000
    10/86      Birmingham/Eastwood                      232,000      1,393,000       1,625,000         794,000
    10/86      Birmingham/Forestdale                    190,000      1,149,000       1,339,000         638,000
    10/86      Birmingham/Centerpoint                   273,000      1,520,000       1,793,000         852,000
    10/86      Birmingham/Roebuck Plaza                 340,000        610,000         950,000         357,000
    10/86      Birmingham/Greensprings                   16,000      1,489,000       1,505,000         838,000
    10/86      Birmingham/Hoover-Lorna                  266,000      1,450,000       1,716,000         804,000
    10/86      Midfield/Bessemer                         95,000        583,000         678,000         333,000
    10/86      Huntsville/Leeman Ferry Rd.              198,000      1,273,000       1,471,000         742,000
    10/86      Huntsville/Drake                         248,000      1,402,000       1,650,000         777,000
    10/86      Anniston/Whiteside                       107,000        733,000         840,000         431,000
    10/86      Houston/Glenvista                        595,000      1,457,000       2,052,000         862,000
    10/86      Houston/I-45                             704,000      1,820,000       2,524,000       1,174,000
    10/86      Houston/Rogerdale                      1,631,000      3,316,000       4,947,000       1,824,000
    10/86      Houston/Gessner                        1,032,000      2,396,000       3,428,000       1,411,000
    10/86      Houston/Richmond-Fairdale              1,502,000      3,333,000       4,835,000       1,988,000
    10/86      Houston/Gulfton                        1,732,000      3,923,000       5,655,000       2,407,000
    10/86      Houston/Westpark                         503,000      1,062,000       1,565,000         572,000
    10/86      Jonesboro                                157,000        944,000       1,101,000         530,000
    9/86       Lakewood/W. 6th Ave.                   1,070,000      4,661,000       5,731,000       2,093,000
    10/86      Pilgrim/Houston/Loop 610               1,299,000      5,784,000       7,083,000       2,573,000
    10/86      Pilgrim/Houston/S.W. Freeway             904,000      3,778,000       4,682,000       1,632,000
    10/86      Pilgrim/Houston/FM 1960                  661,000      2,656,000       3,317,000       1,169,000
    10/86      Pilgrim/Houston/Old Katy Rd.           1,365,000      5,623,000       6,988,000       2,497,000
    10/86      Pilgrim/Houston/Long Point               451,000      2,219,000       2,670,000       1,047,000
</TABLE>
                                      F-33
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
    10/86      Austin/Red Rooster                                   1,390,000       1,710,000        393,000         672,000
    12/86      Lynnwood/196th SW                                    1,063,000       1,602,000        314,000         571,000
    12/86      Auburn/Auburn Way North                                606,000       1,144,000        325,000         533,000
    12/86      Gresham/Burnside                                       351,000       1,056,000        335,000         482,000
    12/86      Denver/Sheridan Rd.                                  1,033,000       2,792,000        589,000       1,007,000
    12/86      Marietta/Cobb Pkwy.                                    536,000       2,764,000        548,000       1,016,000
    12/86      Hillsboro/Tualatin Hwy.                                461,000         574,000        207,000         414,000
    11/86      Arleta/Osborne St.                                     987,000         663,000        230,000         290,000
    4/87       City of Industry/Amar Rd.                              748,000       2,052,000        363,000         702,000
    3/87       Annandale/Ravensworth                                  679,000       1,621,000        185,000         596,000
    5/87       OK City/Hefner                                         459,000         941,000        206,000         417,000
    12/86      San Antonio/Sunset Rd.                               1,206,000       1,594,000        474,000         649,000
    8/86       Hammond/Calumet                                         97,000         751,000        470,000         366,000
    7/86       Portland/Moody                                         663,000       1,637,000        (68,000)        538,000
    7/87       Oakbrook Terrace                                       912,000       2,688,000        628,000         399,000
    10/87      Plantation/S. State Rd.                                924,000       1,801,000        252,000         298,000
    2/88       Anaheim/Lakeview                                       995,000       1,505,000        467,000         256,000
    8/87       San Antonio/Austin Hwy.                                400,000         850,000        182,000         164,000
    10/87      Rockville/Fredrick Rd.                               1,695,000       3,305,000        643,000         519,000
   9/30/95     Whittier                                               215,000         384,000         17,000         720,000
   9/30/95     Van Nuys/Balboa                                        295,000         657,000         31,000       1,245,000
   9/30/95     Huntington Beach                                       176,000         321,000         62,000         739,000
   9/30/95     Monterey Park                           220,000        124,000         346,000         39,000         820,000
   9/30/95     Downey                                                 191,000         317,000         53,000         833,000
   9/30/95     Walnut/Freeway II                                       85,000         346,000         19,000         836,000
   9/30/95     Del Amo                                                474,000         742,000         38,000       1,049,000
   9/30/95     Carson                                                 375,000         735,000         56,000         506,000
   10/1/97     Novato / Landing                                     2,416,000       3,496,000        190,000          50,000
   10/1/97     St. Louis / Lindberg                                   584,000       1,508,000        162,000          23,000
   10/1/97     Oakland/International                                  358,000       1,568,000        156,000          24,000
   10/1/97     Stockton / March Lane                                  663,000       1,398,000         76,000          21,000
   10/1/97     Des Plaines / Golf Rd                                1,363,000       3,093,000        171,000          45,000
   10/1/97     Morton Grove / Wauke                                 2,658,000       3,232,000        114,000          48,000
   10/1/97     Los Angeles / Jefferson                              1,090,000       1,580,000        200,000          24,000
   10/1/97     Los Angeles / Martin                                   869,000       1,152,000         79,000          17,000
   10/1/97     San Leandro / E. 14 St                                 627,000       1,289,000         71,000          19,000
   10/1/97     Tucson / Tanque Verde                                  345,000       1,709,000         95,000          25,000
   10/1/97     Randolph / Warren St                                 2,330,000       1,914,000        393,000          29,000
   10/1/97     Forrestville / Penn.                                 1,056,000       2,347,000        166,000          35,000
   10/1/97     Bridgeport / Wordin                                  4,877,000       2,739,000        475,000          43,000
   10/1/97     North Hollywood/Vine                                   906,000       2,379,000        116,000          35,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
    10/86      Austin/Red Rooster                      1,390,000      2,775,000       4,165,000       1,189,000
    12/86      Lynnwood/196th SW                       1,063,000      2,487,000       3,550,000       1,060,000
    12/86      Auburn/Auburn Way North                   606,000      2,002,000       2,608,000         885,000
    12/86      Gresham/Burnside                          351,000      1,873,000       2,224,000         780,000
    12/86      Denver/Sheridan Rd.                     1,033,000      4,388,000       5,421,000       1,901,000
    12/86      Marietta/Cobb Pkwy.                       536,000      4,328,000       4,864,000       1,845,000
    12/86      Hillsboro/Tualatin Hwy.                   461,000      1,195,000       1,656,000         528,000
    11/86      Arleta/Osborne St.                        987,000      1,183,000       2,170,000         509,000
    4/87       City of Industry/Amar Rd.                 748,000      3,117,000       3,865,000         765,000
    3/87       Annandale/Ravensworth                     679,000      2,402,000       3,081,000       1,015,000
    5/87       OK City/Hefner                            459,000      1,564,000       2,023,000         634,000
    12/86      San Antonio/Sunset Rd.                  1,207,000      2,716,000       3,923,000       1,122,000
    8/86       Hammond/Calumet                            97,000      1,587,000       1,684,000         648,000
    7/86       Portland/Moody                            663,000      2,107,000       2,770,000         846,000
    7/87       Oakbrook Terrace                          912,000      3,715,000       4,627,000       1,817,000
    10/87      Plantation/S. State Rd.                   924,000      2,351,000       3,275,000       1,075,000
    2/88       Anaheim/Lakeview                          995,000      2,228,000       3,223,000         990,000
    8/87       San Antonio/Austin Hwy.                   400,000      1,196,000       1,596,000         567,000
    10/87      Rockville/Fredrick Rd.                  1,695,000      4,467,000       6,162,000       2,053,000
   9/30/95     Whittier                                  215,000      1,121,000       1,336,000         367,000
   9/30/95     Van Nuys/Balboa                           295,000      1,933,000       2,228,000         595,000
   9/30/95     Huntington Beach                          176,000      1,122,000       1,298,000         347,000
   9/30/95     Monterey Park                             124,000      1,205,000       1,329,000         394,000
   9/30/95     Downey                                    191,000      1,203,000       1,394,000         363,000
   9/30/95     Walnut/Freeway II                          85,000      1,201,000       1,286,000         327,000
   9/30/95     Del Amo                                   474,000      1,829,000       2,303,000         688,000
   9/30/95     Carson                                    375,000      1,297,000       1,672,000         292,000
   10/1/97     Novato / Landing                        2,416,000      3,736,000       6,152,000         504,000
   10/1/97     St. Louis / Lindberg                      584,000      1,693,000       2,277,000         212,000
   10/1/97     Oakland/International                     358,000      1,748,000       2,106,000         221,000
   10/1/97     Stockton / March Lane                     663,000      1,495,000       2,158,000         195,000
   10/1/97     Des Plaines / Golf Rd                   1,363,000      3,309,000       4,672,000         433,000
   10/1/97     Morton Grove / Wauke                    2,658,000      3,394,000       6,052,000         533,000
   10/1/97     Los Angeles / Jefferson                 1,090,000      1,804,000       2,894,000         222,000
   10/1/97     Los Angeles / Martin                      869,000      1,248,000       2,117,000         160,000
   10/1/97     San Leandro / E. 14 St                    627,000      1,379,000       2,006,000         172,000
   10/1/97     Tucson / Tanque Verde                     345,000      1,829,000       2,174,000         212,000
   10/1/97     Randolph / Warren St                    2,330,000      2,336,000       4,666,000         246,000
   10/1/97     Forrestville / Penn.                    1,056,000      2,548,000       3,604,000         322,000
   10/1/97     Bridgeport / Wordin                     4,877,000      3,257,000       8,134,000         372,000
   10/1/97     North Hollywood/Vine                      906,000      2,530,000       3,436,000         295,000
</TABLE>
                                      F-34
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
   10/1/97     Santa Cruz / Portola                                   535,000       1,526,000        110,000          23,000
   10/1/97     Hyde Park / River St                                   626,000       1,748,000        189,000          26,000
   10/1/97     Dublin / San Ramon Rd                                  942,000       1,999,000        124,000          26,000
   10/1/97     Vallejo / Humboldt                                     473,000       1,651,000         99,000          25,000
   10/1/97     Fremont/Warm Springs                                   848,000       2,885,000        155,000          43,000
   10/1/97     Seattle / Stone Way                                    829,000       2,180,000        233,000          33,000
   10/1/97     W. Olympia                                             149,000       1,096,000        231,000          17,000
   10/1/97     Mercer/Parkside Ave                                    359,000       1,763,000        147,000          26,000
   10/1/97     Bridge Water / Main                                    445,000       2,054,000        215,000          30,000
   10/1/97     Norwalk / Hoyt Street                                2,369,000       3,049,000        228,000          45,000
   10/1/97     Marietta /Austell Rd                                   398,000       1,326,000        212,000         411,000
   10/1/97     Denver / Leetsdale                                   1,407,000       1,682,000        124,000         516,000
   10/1/97     Baltimore / York Road                                1,538,000       1,952,000        172,000         597,000
   10/1/97     Bolingbrook                                            737,000       1,776,000        141,000         537,000
   10/1/97     Kent / Central                                         483,000       1,321,000        135,000         405,000
   10/1/97     Geneva / Roosevelt                                     355,000       1,302,000        112,000         398,000
   10/1/97     Denver / Sheridan                                      429,000       1,105,000         83,000         341,000
   10/1/97     Mountlake Terrace                                    1,017,000       1,783,000        163,000         536,000
   10/1/97     Carol Stream/ St. Charles                              185,000       1,187,000         98,000         360,000
   10/1/97     Marietta / Cobb Park                                   420,000       1,131,000        164,000         351,000
   10/1/97     Venice / Rose                                        5,468,000       5,478,000        555,000       1,648,000
   10/1/97     Ventura / Ventura Blvd                                 911,000       2,227,000        181,000         683,000
   10/1/97     Studio City/ Ventura                                 2,421,000       1,610,000        123,000         483,000
   10/1/97     Madison Heights                                        428,000       1,686,000      1,998,000         505,000
   10/1/97     Lax / Imperial                                       1,662,000       2,079,000        123,000         633,000
   10/1/97     Justice / Industrial                                   233,000       1,181,000        105,000         360,000
   10/1/97     Burbank / San Fernando                               1,825,000       2,210,000        174,000         675,000
   10/1/97     Pinole / Appian Way                                    728,000       1,827,000        147,000         557,000
   10/1/97     Denver / Tamarac Park                                2,545,000       1,692,000        201,000         548,000
   10/1/97     Gresham / Powell                                       322,000       1,298,000        167,000         393,000
   10/1/97     Warren / Mound Road                                    268,000       1,025,000        121,000         308,000
   10/1/97     Woodside/Brooklyn                                    5,016,000       3,950,000        137,000       1,193,000
   10/1/97     Enfield / Elm Street                                   399,000       1,900,000        214,000         574,000
   10/1/97     Roselle / Lake Street                                  312,000       1,411,000        124,000         427,000
   10/1/97     Milwaukee / Appleton                                   324,000       1,385,000        141,000         421,000
   10/1/97     Emeryville / Bay St                                  1,602,000       1,830,000        102,000         553,000
   10/1/97     Monterey / Del Rey                                     257,000       1,048,000        167,000         316,000
   10/1/97     San Leandro / Washington                               660,000       1,142,000        127,000         350,000
   10/1/97     Boca Raton / N. W. 20                                1,140,000       2,256,000        328,000         694,000
   10/1/97     Washington Dc/So Capital                             1,437,000       4,489,000        314,000       1,353,000
   10/1/97     Lynn / Lynnway                                         463,000       3,059,000        256,000         944,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
   10/1/97     Santa Cruz / Portola                      535,000      1,659,000       2,194,000         195,000
   10/1/97     Hyde Park / River St                      626,000      1,963,000       2,589,000         214,000
   10/1/97     Dublin / San Ramon Rd                     942,000      2,149,000       3,091,000         307,000
   10/1/97     Vallejo / Humboldt                        473,000      1,775,000       2,248,000         206,000
   10/1/97     Fremont/Warm Springs                      848,000      3,083,000       3,931,000         337,000
   10/1/97     Seattle / Stone Way                       829,000      2,446,000       3,275,000         252,000
   10/1/97     W. Olympia                                149,000      1,344,000       1,493,000         137,000
   10/1/97     Mercer/Parkside Ave                       359,000      1,936,000       2,295,000         216,000
   10/1/97     Bridge Water / Main                       445,000      2,299,000       2,744,000         252,000
   10/1/97     Norwalk / Hoyt Street                   2,369,000      3,322,000       5,691,000         349,000
   10/1/97     Marietta /Austell Rd                      398,000      1,949,000       2,347,000         216,000
   10/1/97     Denver / Leetsdale                      1,407,000      2,322,000       3,729,000         271,000
   10/1/97     Baltimore / York Road                   1,538,000      2,721,000       4,259,000         307,000
   10/1/97     Bolingbrook                               737,000      2,454,000       3,191,000         277,000
   10/1/97     Kent / Central                            483,000      1,861,000       2,344,000         210,000
   10/1/97     Geneva / Roosevelt                        355,000      1,812,000       2,167,000         209,000
   10/1/97     Denver / Sheridan                         429,000      1,529,000       1,958,000         180,000
   10/1/97     Mountlake Terrace                       1,017,000      2,482,000       3,499,000         271,000
   10/1/97     Carol Stream/ St. Charles                 185,000      1,645,000       1,830,000         183,000
   10/1/97     Marietta / Cobb Park                      420,000      1,646,000       2,066,000         183,000
   10/1/97     Venice / Rose                           5,468,000      7,681,000      13,149,000         760,000
   10/1/97     Ventura / Ventura Blvd                    911,000      3,091,000       4,002,000         334,000
   10/1/97     Studio City/ Ventura                    2,421,000      2,216,000       4,637,000         250,000
   10/1/97     Madison Heights                           428,000      4,189,000       4,617,000         241,000
   10/1/97     Lax / Imperial                          1,662,000      2,835,000       4,497,000         314,000
   10/1/97     Justice / Industrial                      233,000      1,646,000       1,879,000         188,000
   10/1/97     Burbank / San Fernando                  1,825,000      3,059,000       4,884,000         325,000
   10/1/97     Pinole / Appian Way                       728,000      2,531,000       3,259,000         274,000
   10/1/97     Denver / Tamarac Park                   2,545,000      2,441,000       4,986,000         292,000
   10/1/97     Gresham / Powell                          322,000      1,858,000       2,180,000         198,000
   10/1/97     Warren / Mound Road                       268,000      1,454,000       1,722,000         153,000
   10/1/97     Woodside/Brooklyn                       5,016,000      5,280,000      10,296,000         500,000
   10/1/97     Enfield / Elm Street                      399,000      2,688,000       3,087,000         272,000
   10/1/97     Roselle / Lake Street                     312,000      1,962,000       2,274,000         211,000
   10/1/97     Milwaukee / Appleton                      324,000      1,947,000       2,271,000         200,000
   10/1/97     Emeryville / Bay St                     1,602,000      2,485,000       4,087,000         264,000
   10/1/97     Monterey / Del Rey                        257,000      1,531,000       1,788,000         156,000
   10/1/97     San Leandro / Washington                  660,000      1,619,000       2,279,000         171,000
   10/1/97     Boca Raton / N. W. 20                   1,140,000      3,278,000       4,418,000         325,000
   10/1/97     Washington Dc/So Capital                1,437,000      6,156,000       7,593,000         511,000
   10/1/97     Lynn / Lynnway                            463,000      4,259,000       4,722,000         406,000
</TABLE>
                                      F-35
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
   10/1/97     Pompano Beach                                        1,077,000       1,527,000        477,000         473,000
   10/1/97     Lake Oswego/ N. State                                  465,000       1,956,000        218,000         595,000
   10/1/97     Daly City / Mission                                    389,000       2,921,000        188,000         854,000
   10/1/97     Odenton / Route 175                                    456,000       2,104,000        161,000         639,000
  01/01/96     Bensenville/York R                                     667,000       1,602,000         65,000         526,000
  01/01/96     Louisville/Preston                                     211,000       1,060,000         43,000         348,000
  01/01/96     San Jose/Aborn Road                                    615,000       1,342,000         49,000         439,000
  01/01/96     Englewood/Federal                                      481,000       1,395,000         49,000         456,000
  01/01/96     W. Hollywood/Santa Monica                            3,415,000       4,577,000        174,000       1,498,000
  01/01/96     Orlando Hills/W. 159th                                 917,000       2,392,000         83,000         780,000
  01/01/96     Merrionette Park/S                                     818,000       2,020,000         67,000         658,000
  01/01/96     Denver/S Quebec                                      1,849,000       1,941,000         74,000         636,000
  01/01/96     Tigard/S. W. Pacific                                   633,000       1,206,000         82,000         406,000
  01/01/96     Coram/Middle Count                                     507,000       1,421,000         52,000         465,000
  01/01/96     Houston/FM 1960                                        635,000       1,294,000        150,000         456,000
  01/01/96     Kent/Military Trail                                    409,000       1,670,000         91,000         556,000
  01/01/96     Turnersville/Black H                                   165,000       1,360,000         27,000         437,000
  01/01/96     Sewell/Rte. 553                                        323,000       1,138,000         74,000         382,000
  01/01/96     Maple Shade/Fellowship                                 331,000       1,421,000         39,000         461,000
  01/01/96     Hyattsville/Kenilworth                                 509,000       1,757,000         80,000         579,000
  01/01/96     Waterbury/Captain                                      434,000       2,089,000         77,000         683,000
  01/01/96     Bedford Hts/Miles                                      835,000       1,577,000         94,000         527,000
  01/01/96     Livonia/Newburgh                                       635,000       1,407,000         47,000         459,000
  01/01/96     Sunland/Sunland Blvd.                                  631,000       1,965,000         59,000         639,000
  01/01/96     Des Moines                                             448,000       1,350,000         76,000         450,000
  01/01/96     Oxonhill/Indianhead                                    772,000       2,017,000         92,000         665,000
  01/01/96     Sacramento/N. 16th                                     582,000       2,610,000         73,000         847,000
  01/01/96     Houston/Westheimer                                   1,508,000       2,274,000        157,000         767,000
  01/01/96     San Pablo/San Pablo                                    565,000       1,232,000         85,000         416,000
  01/01/96     Bowie/Woodcliff                                        718,000       2,336,000         67,000         758,000
  01/01/96     Milwaukee/S. 84th                                      444,000       1,868,000         96,000         620,000
  01/01/96     Clinton/Malcolm Road                                   593,000       2,123,000         63,000         690,000
  06/30/99     Winter Park/N. Semor                                   342,000         638,000        239,000         737,000
  06/30/99     N. Richland Hills                                      455,000         769,000        169,000         824,000
  06/30/99     Rolling Meadows/Lois                                   441,000         849,000        208,000         898,000
  06/30/99     Gresham/Burnside                                       354,000         544,000        168,000         629,000
  06/30/99     Jacksonville/Univers                                   211,000         741,000        166,000         702,000
  06/30/99     Irving/W. Airport Fwy                                  419,000         960,000        164,000         935,000
  06/30/99     Houston/Highway 6 So                                   751,000       1,006,000        214,000       1,136,000
  06/30/99     Concord/Arnold Indus                                   827,000       1,553,000        255,000       1,567,000
  06/30/99     Rockville/Gude Drive                                   602,000         768,000        243,000         933,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
   10/1/97     Pompano Beach                           1,077,000      2,477,000       3,554,000         223,000
   10/1/97     Lake Oswego/ N. State                     465,000      2,769,000       3,234,000         268,000
   10/1/97     Daly City / Mission                       389,000      3,963,000       4,352,000         383,000
   10/1/97     Odenton / Route 175                       456,000      2,904,000       3,360,000         241,000
  01/01/96     Bensenville/York R                        667,000      2,193,000       2,860,000         378,000
  01/01/96     Louisville/Preston                        211,000      1,451,000       1,662,000         244,000
  01/01/96     San Jose/Aborn Road                       615,000      1,830,000       2,445,000         312,000
  01/01/96     Englewood/Federal                         481,000      1,900,000       2,381,000         339,000
  01/01/96     W. Hollywood/Santa Monica               3,415,000      6,249,000       9,664,000       1,009,000
  01/01/96     Orlando Hills/W. 159th                    917,000      3,255,000       4,172,000         566,000
  01/01/96     Merrionette Park/S                        818,000      2,745,000       3,563,000         455,000
  01/01/96     Denver/S Quebec                         1,849,000      2,651,000       4,500,000         440,000
  01/01/96     Tigard/S. W. Pacific                      633,000      1,694,000       2,327,000         273,000
  01/01/96     Coram/Middle Count                        507,000      1,938,000       2,445,000         307,000
  01/01/96     Houston/FM 1960                           635,000      1,900,000       2,535,000         318,000
  01/01/96     Kent/Military Trail                       409,000      2,317,000       2,726,000         363,000
  01/01/96     Turnersville/Black H                      165,000      1,824,000       1,989,000         302,000
  01/01/96     Sewell/Rte. 553                           323,000      1,594,000       1,917,000         260,000
  01/01/96     Maple Shade/Fellowship                    331,000      1,921,000       2,252,000         301,000
  01/01/96     Hyattsville/Kenilworth                    509,000      2,416,000       2,925,000         365,000
  01/01/96     Waterbury/Captain                         434,000      2,849,000       3,283,000         384,000
  01/01/96     Bedford Hts/Miles                         835,000      2,198,000       3,033,000         346,000
  01/01/96     Livonia/Newburgh                          635,000      1,913,000       2,548,000         301,000
  01/01/96     Sunland/Sunland Blvd.                     631,000      2,663,000       3,294,000         385,000
  01/01/96     Des Moines                                448,000      1,876,000       2,324,000         301,000
  01/01/96     Oxonhill/Indianhead                       772,000      2,774,000       3,546,000         411,000
  01/01/96     Sacramento/N. 16th                        582,000      3,530,000       4,112,000         464,000
  01/01/96     Houston/Westheimer                      1,508,000      3,198,000       4,706,000         494,000
  01/01/96     San Pablo/San Pablo                       565,000      1,733,000       2,298,000         260,000
  01/01/96     Bowie/Woodcliff                           718,000      3,161,000       3,879,000         430,000
  01/01/96     Milwaukee/S. 84th                         444,000      2,584,000       3,028,000         365,000
  01/01/96     Clinton/Malcolm Road                      593,000      2,876,000       3,469,000         384,000
  06/30/99     Winter Park/N. Semor                      426,000      1,530,000       1,956,000          41,000
  06/30/99     N. Richland Hills                         568,000      1,649,000       2,217,000          42,000
  06/30/99     Rolling Meadows/Lois                      550,000      1,846,000       2,396,000          48,000
  06/30/99     Gresham/Burnside                          441,000      1,254,000       1,695,000          31,000
  06/30/99     Jacksonville/Univers                      263,000      1,557,000       1,820,000          39,000
  06/30/99     Irving/W. Airport Fwy                     523,000      1,955,000       2,478,000          50,000
  06/30/99     Houston/Highway 6 So                      936,000      2,171,000       3,107,000          53,000
  06/30/99     Concord/Arnold Indus                    1,031,000      3,171,000       4,202,000          80,000
  06/30/99     Rockville/Gude Drive                      750,000      1,796,000       2,546,000          42,000
</TABLE>
                                      F-36
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  06/30/99     Bradenton/Cortez Road                                  476,000         885,000        170,000         912,000
  06/30/99     San Antonio/N. W. Loop                                 511,000         786,000        151,000         846,000
  06/30/99     Anaheim / La Palma                                   1,378,000         851,000        132,000       1,231,000
  06/30/99     Spring Valley/Sweetwater                               271,000         380,000         71,000         418,000
  06/30/99     Ft. Myers/Tamiami                                      948,000         962,000        246,000       1,209,000
  06/30/99     Littleton/Centennial                                   421,000         804,000        130,000         806,000
  06/30/99     Newark/Cedar Blvd                                      729,000         971,000        157,000       1,064,000
  06/30/99     Falls Church/Columbine                                 901,000         975,000        160,000       1,139,000
  06/30/99     Fairfax / Lee Highway                                  586,000       1,078,000        195,000       1,104,000
  06/30/99     Wheat Ridge / W. 44t                                   480,000         789,000        131,000         822,000
  06/30/99     Huntington Bch/Gotham                                  952,000         890,000        156,000       1,101,000
  06/30/99     Fort Worth/McArtur                                     372,000         942,000        121,000         875,000
  06/30/99     San Diego/Clairemont                                 1,601,000       2,035,000        269,000       2,221,000
  06/30/99     Houston/Millridge N.                                 1,160,000       1,983,000        159,000       1,930,000
  06/30/99     Woodbridge/Jefferson                                   840,000       1,689,000        177,000       1,612,000
  06/30/99     Mountainside                                         1,260,000       1,237,000        264,000       1,535,000
  06/30/99     Woodbridge / Davis                                   1,796,000       1,623,000        185,000       1,963,000
  06/30/99     Huntington Bch/Bolsa                                 1,026,000       1,437,000         92,000       1,459,000
  06/30/99     Edison / Old Post                                      498,000       1,267,000        163,000       1,176,000
  06/30/99     Northridge/Parthenia                                 1,848,000       1,486,000        125,000       1,851,000
  06/30/99     Brick Township/Brick                                   590,000       1,431,000        214,000       1,360,000
  06/30/99     Stone Mountain/Rock                                  1,233,000         288,000        222,000         850,000
  06/30/99     Hyattsville                                            768,000       2,186,000        149,000       1,901,000
  06/30/99     Union City / Alvarad                                   992,000       1,776,000        164,000       1,724,000
  06/30/99     Oak Park / Greenfield                                  621,000       1,735,000         77,000       1,486,000
  06/30/99     Tujunga/Foothill Blvd                                1,746,000       2,383,000         92,000       2,395,000
  01/01/81     Newport News / Jefferson Avenue         766,000        108,000       1,071,000        484,000
  01/01/81     Virginia Beach / Diamond Springs        847,000        186,000       1,094,000        548,000
  08/01/81     San Jose / Snell                                       312,000       1,815,000        330,000
  10/01/81     Tampa / Lazy Lane                                      282,000       1,899,000        562,000
  06/01/82     San Jose / Tully                      1,084,000        645,000       1,579,000        408,000
  06/01/82     San Carlos / Storage                  1,319,000        780,000       1,387,000        488,000
  06/01/82     Mountain View                         1,868,000      1,180,000       1,182,000        501,000
  06/01/82     Cupertino / Storage                   1,466,000        572,000       1,270,000        369,000
  10/01/82     Sorrento Valley                       1,343,000      1,002,000       1,343,000        222,000
  10/01/82     Northwood                             2,027,000      1,034,000       1,522,000        204,000
  03/01/85     Houston / Westheimer                    647,000        850,000       1,179,000        682,000
  03/03/86     Tampa / 56th                            575,000        450,000       1,360,000        374,000
  12/31/86     Monrovia / Myrtle Avenue              1,506,000      1,149,000       2,446,000        141,000
  12/31/86     Chatsworth / Topanga                    993,000      1,447,000       1,243,000        226,000
  12/31/86     Houston / Larkwood                      347,000        247,000         602,000        336,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  06/30/99     Bradenton/Cortez Road                     593,000      1,850,000       2,443,000          47,000
  06/30/99     San Antonio/N. W. Loop                    637,000      1,657,000       2,294,000          40,000
  06/30/99     Anaheim / La Palma                      1,718,000      1,874,000       3,592,000          42,000
  06/30/99     Spring Valley/Sweetwater                  338,000        802,000       1,140,000          19,000
  06/30/99     Ft. Myers/Tamiami                       1,182,000      2,183,000       3,365,000          52,000
  06/30/99     Littleton/Centennial                      525,000      1,636,000       2,161,000          39,000
  06/30/99     Newark/Cedar Blvd                         909,000      2,012,000       2,921,000          46,000
  06/30/99     Falls Church/Columbine                  1,124,000      2,051,000       3,175,000          46,000
  06/30/99     Fairfax / Lee Highway                     731,000      2,232,000       2,963,000          50,000
  06/30/99     Wheat Ridge / W. 44t                      598,000      1,624,000       2,222,000          37,000
  06/30/99     Huntington Bch/Gotham                   1,187,000      1,912,000       3,099,000          45,000
  06/30/99     Fort Worth/McArtur                        463,000      1,847,000       2,310,000          40,000
  06/30/99     San Diego/Clairemont                    1,996,000      4,130,000       6,126,000          89,000
  06/30/99     Houston/Millridge N.                    1,446,000      3,786,000       5,232,000          85,000
  06/30/99     Woodbridge/Jefferson                    1,047,000      3,271,000       4,318,000          71,000
  06/30/99     Mountainside                            1,571,000      2,725,000       4,296,000          60,000
  06/30/99     Woodbridge / Davis                      2,239,000      3,328,000       5,567,000          68,000
  06/30/99     Huntington Bch/Bolsa                    1,279,000      2,735,000       4,014,000          59,000
  06/30/99     Edison / Old Post                         621,000      2,483,000       3,104,000          52,000
  06/30/99     Northridge/Parthenia                    2,304,000      3,006,000       5,310,000          56,000
  06/30/99     Brick Township/Brick                      735,000      2,860,000       3,595,000          53,000
  06/30/99     Stone Mountain/Rock                     1,537,000      1,056,000       2,593,000          18,000
  06/30/99     Hyattsville                               958,000      4,046,000       5,004,000          72,000
  06/30/99     Union City / Alvarad                    1,237,000      3,419,000       4,656,000          61,000
  06/30/99     Oak Park / Greenfield                     774,000      3,145,000       3,919,000          55,000
  06/30/99     Tujunga/Foothill Blvd                   2,177,000      4,439,000       6,616,000          67,000
  01/01/81     Newport News / Jefferson Avenue           108,000      1,555,000       1,663,000       1,171,000
  01/01/81     Virginia Beach / Diamond Springs          186,000      1,642,000       1,828,000       1,176,000
  08/01/81     San Jose / Snell                          312,000      2,145,000       2,457,000       1,574,000
  10/01/81     Tampa / Lazy Lane                         282,000      2,461,000       2,743,000       1,776,000
  06/01/82     San Jose / Tully                          645,000      1,987,000       2,632,000       1,381,000
  06/01/82     San Carlos / Storage                      780,000      1,875,000       2,655,000       1,319,000
  06/01/82     Mountain View                           1,180,000      1,683,000       2,863,000       1,222,000
  06/01/82     Cupertino / Storage                       572,000      1,639,000       2,211,000       1,129,000
  10/01/82     Sorrento Valley                         1,002,000      1,565,000       2,567,000       1,064,000
  10/01/82     Northwood                               1,034,000      1,726,000       2,760,000       1,164,000
  03/01/85     Houston / Westheimer                      850,000      1,861,000       2,711,000       1,083,000
  03/03/86     Tampa / 56th                              450,000      1,734,000       2,184,000         971,000
  12/31/86     Monrovia / Myrtle Avenue                1,149,000      2,587,000       3,736,000       1,376,000
  12/31/86     Chatsworth / Topanga                    1,447,000      1,469,000       2,916,000         870,000
  12/31/86     Houston / Larkwood                        247,000        938,000       1,185,000         445,000
</TABLE>
                                      F-37
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>
  12/31/86     Northridge                            2,259,000      3,624,000       1,922,000      2,770,000
  12/31/86     Santa Clara / Duane                     927,000      1,950,000       1,004,000        295,000
  12/31/86     Oyster Point                                         1,569,000       1,490,000        317,000
  12/31/86     Walnut                                                 767,000         613,000        187,000
  06/07/88     Mesquite / Sorrento Drive                              928,000       1,011,000        703,000
  01/01/92     Costa Mesa                                             533,000         980,000        605,000
  03/01/92     Dallas / Walnut St.                                    537,000       1,008,000        204,000
  05/01/92     Camp Creek                                             576,000       1,075,000        179,000
  08/01/92     Tampa/N.Dale Mabry                                     809,000       1,537,000        337,000
  09/01/92     Orlando/W. Colonial                                    368,000         713,000        109,000
  09/01/92     Jacksonville/Arlington                                 554,000       1,065,000        151,000
  10/01/92     Stockton/Mariners                                      381,000         730,000        124,000
  11/18/92     Virginia Beach/General Booth Blvd                      599,000       1,119,000        247,000
  01/01/93     Redwood City/Storage                                   907,000       1,684,000        193,000
  01/01/93     City Of Industry                                     1,611,000       2,991,000        212,000
  01/01/93     San Jose/Felipe                                      1,124,000       2,088,000        217,000
  01/01/93     Baldwin Park/Garvey Ave                                840,000       1,561,000        207,000
  03/19/93     Westminister / W. 80th                                 840,000       1,586,000        148,000
  04/26/93     Costa Mesa / Newport                    942,000      2,141,000       3,989,000         93,000
  05/13/93     Austin /N. Lamar                                       919,000       1,695,000        147,000
  05/28/93     Jacksonville/Phillips Hwy.                             406,000         771,000        137,000
  05/28/93     Tampa/Nebraska Avenue                                  550,000       1,043,000         88,000
  06/09/93     Calabasas / Ventura Blvd.                            1,762,000       3,269,000        144,000
  06/09/93     Carmichael / Fair Oaks                                 573,000       1,052,000        127,000
  06/09/93     Santa Clara / Duane                                    454,000         834,000         76,000
  06/10/93     Citrus Heights / Sylvan Road                           438,000         822,000        120,000
  06/25/93     Trenton / Allen Road                                   623,000       1,166,000        119,000
  06/30/93     Los Angeles/W.Jefferson Blvd                         1,085,000       2,017,000        102,000
  07/16/93     Austin / So. Congress Ave                              777,000       1,445,000        263,000
  08/01/93     Gaithersburg / E. Diamond                              602,000       1,139,000        117,000
  08/11/93     Atlanta / Northside                                  1,150,000       2,149,000        185,000
  08/11/93     Smyrna/ Rosswill Rd                                    446,000         842,000        143,000
  08/13/93     So. Brunswick/Highway                                1,076,000       2,033,000        181,000
  08/31/93     Austin / N. Lamar                                      502,000         941,000        103,000
  10/01/93     Denver / Federal Blvd                                  875,000       1,633,000        107,000
  10/01/93     Citrus Heights                                         527,000         987,000         77,000
  10/01/93     Lakewood / 6th Ave                                     798,000       1,489,000        (50,000)
  10/27/93     Houston / S Shaver St                                  481,000         896,000        130,000
  11/03/93     Upland/S. Euclid Ave.                                  431,000         807,000        361,000
  11/16/93     Norcross / Jimmy Carter                                627,000       1,167,000        136,000
  11/16/93     Seattle / 13th                                       1,085,000       2,015,000        530,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  12/31/86     Northridge                              3,624,000      4,692,000       8,316,000       1,322,000
  12/31/86     Santa Clara / Duane                     1,950,000      1,299,000       3,249,000         711,000
  12/31/86     Oyster Point                            1,569,000      1,807,000       3,376,000         910,000
  12/31/86     Walnut                                    767,000        800,000       1,567,000         399,000
  06/07/88     Mesquite / Sorrento Drive                 928,000      1,714,000       2,642,000         979,000
  01/01/92     Costa Mesa                                535,000      1,583,000       2,118,000         912,000
  03/01/92     Dallas / Walnut St.                       537,000      1,212,000       1,749,000       1,146,000
  05/01/92     Camp Creek                                576,000      1,254,000       1,830,000         417,000
  08/01/92     Tampa/N.Dale Mabry                        809,000      1,874,000       2,683,000         631,000
  09/01/92     Orlando/W. Colonial                       368,000        822,000       1,190,000         273,000
  09/01/92     Jacksonville/Arlington                    554,000      1,216,000       1,770,000         401,000
  10/01/92     Stockton/Mariners                         381,000        854,000       1,235,000         261,000
  11/18/92     Virginia Beach/General Booth Blvd         599,000      1,366,000       1,965,000         416,000
  01/01/93     Redwood City/Storage                      907,000      1,877,000       2,784,000         561,000
  01/01/93     City Of Industry                        1,611,000      3,203,000       4,814,000         886,000
  01/01/93     San Jose/Felipe                         1,124,000      2,305,000       3,429,000         691,000
  01/01/93     Baldwin Park/Garvey Ave                   840,000      1,768,000       2,608,000         526,000
  03/19/93     Westminister / W. 80th                    840,000      1,734,000       2,574,000         506,000
  04/26/93     Costa Mesa / Newport                    2,141,000      4,082,000       6,223,000       1,108,000
  05/13/93     Austin /N. Lamar                          919,000      1,842,000       2,761,000         527,000
  05/28/93     Jacksonville/Phillips Hwy.                406,000        908,000       1,314,000         283,000
  05/28/93     Tampa/Nebraska Avenue                     550,000      1,131,000       1,681,000         324,000
  06/09/93     Calabasas / Ventura Blvd.               1,762,000      3,413,000       5,175,000         969,000
  06/09/93     Carmichael / Fair Oaks                    573,000      1,179,000       1,752,000         346,000
  06/09/93     Santa Clara / Duane                       454,000        910,000       1,364,000         254,000
  06/10/93     Citrus Heights / Sylvan Road              438,000        942,000       1,380,000         309,000
  06/25/93     Trenton / Allen Road                      623,000      1,285,000       1,908,000         351,000
  06/30/93     Los Angeles/W.Jefferson Blvd            1,085,000      2,119,000       3,204,000         568,000
  07/16/93     Austin / So. Congress Ave                 777,000      1,708,000       2,485,000         562,000
  08/01/93     Gaithersburg / E. Diamond                 602,000      1,256,000       1,858,000         336,000
  08/11/93     Atlanta / Northside                     1,150,000      2,334,000       3,484,000         633,000
  08/11/93     Smyrna/ Rosswill Rd                       446,000        985,000       1,431,000         286,000
  08/13/93     So. Brunswick/Highway                   1,076,000      2,214,000       3,290,000         628,000
  08/31/93     Austin / N. Lamar                         502,000      1,044,000       1,546,000         298,000
  10/01/93     Denver / Federal Blvd                     875,000      1,740,000       2,615,000         454,000
  10/01/93     Citrus Heights                            527,000      1,064,000       1,591,000         287,000
  10/01/93     Lakewood / 6th Ave                        685,000      1,552,000       2,237,000         406,000
  10/27/93     Houston / S Shaver St                     481,000      1,026,000       1,507,000         287,000
  11/03/93     Upland/S. Euclid Ave.                     508,000      1,091,000       1,599,000         290,000
  11/16/93     Norcross / Jimmy Carter                   627,000      1,303,000       1,930,000         340,000
  11/16/93     Seattle / 13th                          1,085,000      2,545,000       3,630,000         673,000
</TABLE>
                                      F-38
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  12/09/93     Salt Lake City                                         765,000       1,422,000        381,000
  12/16/93     West Valley City                                       683,000       1,276,000        116,000
  12/21/93     Pinellas Park / 34th St.                               607,000       1,134,000        151,000
  12/28/93     New Orleans / S. Carrollton Ave                      1,575,000       2,941,000        189,000
  12/29/93     Orange / Main                                        1,238,000       2,317,000      1,376,000
  12/29/93     Sunnyvale / Wedell                                     554,000       1,037,000        680,000
  12/29/93     El Cajon / Magnolia                                    421,000         791,000        499,000
  12/29/93     Orlando / S. Semoran Blvd.                             462,000         872,000        601,000
  12/29/93     Tampa / W. Hillsborough Ave                            352,000         665,000        373,000
  12/29/93     Irving / West Loop 12                                  341,000         643,000        136,000
  12/29/93     Fullerton / W. Commonwealth                            904,000       1,687,000        980,000
  12/29/93     N. Lauderdale / Mcnab Rd                               628,000       1,182,000        663,000
  12/29/93     Los Alimitos / Cerritos                                695,000       1,299,000        657,000
  12/29/93     Frederick / Prospect Blvd.                             573,000       1,082,000        482,000
  12/29/93     Indianapolis / E. Washington                           403,000         775,000        421,000
  12/29/93     Gardena / Western Ave.                                 552,000       1,035,000        551,000
  12/29/93     Palm Bay / Bobcock Street                              409,000         775,000        467,000
  01/10/94     Hialeah / W. 20Th Ave.                               1,855,000       3,497,000        168,000
  01/12/94     Sunnyvale / N. Fair Oaks Ave                           689,000       1,285,000        291,000
  01/12/94     Honolulu / Iwaena                                            0       3,382,000        635,000
  01/12/94     Miami / Golden Glades                                  579,000       1,081,000        321,000
  01/21/94     Herndon / Centreville Road                           1,584,000       2,981,000        124,000
  02/08/94     Las Vegas/S. MLK Blvd.                               1,383,000       2,592,000        996,000
  02/28/94     Arlingtn/Old Jeffersn Davishwy                         735,000       1,399,000        155,000
  03/08/94     Beaverton / Sw Barnes Road                             942,000       1,810,000        135,000
  03/21/94     Austin / Arboretum                                     473,000         897,000      2,744,000
  03/25/94     Tinton Falls / Shrewsbury Ave                        1,074,000       2,033,000        152,000
  03/25/94     East Brunswick / Milltown Road                       1,282,000       2,411,000        181,000
  03/25/94     Mercerville / Quakerbridge Road                      1,109,000       2,111,000        172,000
  03/31/94     Hypoluxo                                               735,000       1,404,000      1,771,000
  04/26/94     No. Highlands / Roseville Road                         980,000       1,835,000        185,000
  05/12/94     Fort Pierce/Okeechobee Road                            438,000         842,000        159,000
  05/24/94     Hempstead/Peninsula Blvd.                            2,053,000       3,832,000        141,000
  05/24/94     La/Huntington                                          483,000         905,000        104,000
  06/09/94     Chattanooga / Brainerd Road                            613,000       1,170,000        134,000
  06/09/94     Chattanooga / Ringgold Road                            761,000       1,433,000        186,000
  06/18/94     Las Vegas / S. Valley View Blvd                        837,000       1,571,000         92,000
  06/23/94     Las Vegas / Tropicana                                  750,000       1,408,000        130,000
  06/23/94     Henderson / Green Valley Pkwy                        1,047,000       1,960,000        109,000
  06/24/94     Las Vegas / N. Lamb Blvd.                              869,000       1,629,000        252,000
  06/30/94     Birmingham / W. Oxmoor Road                            532,000       1,004,000        314,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  12/09/93     Salt Lake City                            765,000      1,803,000       2,568,000         531,000
  12/16/93     West Valley City                          683,000      1,392,000       2,075,000         378,000
  12/21/93     Pinellas Park / 34th St.                  607,000      1,285,000       1,892,000         362,000
  12/28/93     New Orleans / S. Carrollton Ave         1,575,000      3,130,000       4,705,000         784,000
  12/29/93     Orange / Main                           1,593,000      3,338,000       4,931,000         789,000
  12/29/93     Sunnyvale / Wedell                        725,000      1,546,000       2,271,000         380,000
  12/29/93     El Cajon / Magnolia                       542,000      1,169,000       1,711,000         288,000
  12/29/93     Orlando / S. Semoran Blvd.                601,000      1,334,000       1,935,000         332,000
  12/29/93     Tampa / W. Hillsborough Ave               436,000        954,000       1,390,000         237,000
  12/29/93     Irving / West Loop 12                     355,000        765,000       1,120,000         197,000
  12/29/93     Fullerton / W. Commonwealth             1,160,000      2,411,000       3,571,000         579,000
  12/29/93     N. Lauderdale / Mcnab Rd                  798,000      1,675,000       2,473,000         404,000
  12/29/93     Los Alimitos / Cerritos                   874,000      1,777,000       2,651,000         423,000
  12/29/93     Frederick / Prospect Blvd.                692,000      1,445,000       2,137,000         354,000
  12/29/93     Indianapolis / E. Washington              505,000      1,094,000       1,599,000         262,000
  12/29/93     Gardena / Western Ave.                    695,000      1,443,000       2,138,000         329,000
  12/29/93     Palm Bay / Bobcock Street                 525,000      1,126,000       1,651,000         268,000
  01/10/94     Hialeah / W. 20Th Ave.                  1,590,000      3,930,000       5,520,000         971,000
  01/12/94     Sunnyvale / N. Fair Oaks Ave              657,000      1,608,000       2,265,000         379,000
  01/12/94     Honolulu / Iwaena                               0      4,017,000       4,017,000         930,000
  01/12/94     Miami / Golden Glades                     557,000      1,424,000       1,981,000         364,000
  01/21/94     Herndon / Centreville Road              1,358,000      3,331,000       4,689,000         653,000
  02/08/94     Las Vegas/S. MLK Blvd.                  1,436,000      3,535,000       4,971,000         846,000
  02/28/94     Arlingtn/Old Jeffersn Davishwy            630,000      1,659,000       2,289,000         439,000
  03/08/94     Beaverton / Sw Barnes Road                807,000      2,080,000       2,887,000         547,000
  03/21/94     Austin / Arboretum                      1,554,000      2,560,000       4,114,000         349,000
  03/25/94     Tinton Falls / Shrewsbury Ave             921,000      2,338,000       3,259,000         616,000
  03/25/94     East Brunswick / Milltown Road          1,099,000      2,775,000       3,874,000         707,000
  03/25/94     Mercerville / Quakerbridge Road           950,000      2,442,000       3,392,000         595,000
  03/31/94     Hypoluxo                                  630,000      3,280,000       3,910,000       1,530,000
  04/26/94     No. Highlands / Roseville Road            840,000      2,160,000       3,000,000         541,000
  05/12/94     Fort Pierce/Okeechobee Road               375,000      1,064,000       1,439,000         291,000
  05/24/94     Hempstead/Peninsula Blvd.               1,763,000      4,263,000       6,026,000         987,000
  05/24/94     La/Huntington                             414,000      1,078,000       1,492,000         265,000
  06/09/94     Chattanooga / Brainerd Road               525,000      1,392,000       1,917,000         344,000
  06/09/94     Chattanooga / Ringgold Road               653,000      1,727,000       2,380,000         441,000
  06/18/94     Las Vegas / S. Valley View Blvd           718,000      1,782,000       2,500,000         439,000
  06/23/94     Las Vegas / Tropicana                     643,000      1,645,000       2,288,000         414,000
  06/23/94     Henderson / Green Valley Pkwy             898,000      2,218,000       3,116,000         546,000
  06/24/94     Las Vegas / N. Lamb Blvd.                 745,000      2,005,000       2,750,000         501,000
  06/30/94     Birmingham / W. Oxmoor Road               461,000      1,389,000       1,850,000         469,000
</TABLE>
                                      F-39
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>
  07/20/94     Milpitas / Dempsey Road                              1,260,000       2,358,000        133,000
  08/17/94     New Orleans/I-10                                       784,000       1,470,000        109,000
  08/17/94     Beaverton / S. W. Denny Road                           663,000       1,245,000         80,000
  08/17/94     Irwindale / Central Ave.                               674,000       1,263,000         55,000
  08/17/94     Suitland / St. Barnabas Rd                           1,530,000       2,913,000        133,000
  08/17/94     North Brunswick / How Lane                           1,238,000       2,323,000         55,000
  08/17/94     Lombard / 64th                                         847,000       1,583,000         87,000
  08/17/94     Alsip / 27th                                           406,000         765,000         71,000
  09/15/94     Huntsville / Old Monrovia Road                         613,000       1,157,000        135,000
  09/27/94     West Haven / Bull Hill Lane                            455,000         873,000      5,220,000
  09/30/94     San Francisco / Marin St.                            1,227,000       2,339,000      1,167,000
  09/30/94     Baltimore / Hillen Street                              580,000       1,095,000        107,000
  09/30/94     San Francisco /10th & Howard                         1,423,000       2,668,000        140,000
  09/30/94     Montebello / E. Whittier                               383,000         732,000         80,000
  09/30/94     Arlington / Collins                                    228,000         435,000        203,000
  09/30/94     Miami / S. W. 119th Ave                                656,000       1,221,000         37,000
  09/30/94     Blackwood / Erial Road                                 774,000       1,437,000         53,000
  09/30/94     Concord / Monument                                   1,092,000       2,027,000        236,000
  09/30/94     Rochester / Lee Road                                   469,000         871,000        115,000
  09/30/94     Houston / Bellaire                                     623,000       1,157,000         95,000
  09/30/94     Austin / Lamar Blvd                                    781,000       1,452,000         98,000
  09/30/94     Milwaukee / Lovers Lane Rd                             469,000         871,000         92,000
  09/30/94     Monterey / Del Rey Oaks                              1,093,000       1,897,000         74,000
  09/30/94     St. Petersburg / 66Th St.                              427,000         793,000         96,000
  09/30/94     Dayton Beach / N. Nova Road                            396,000         735,000         87,000
  09/30/94     Maple Shade / Route 38                                 994,000       1,846,000         80,000
  09/30/94     Marlton / Route 73 N.                                  938,000       1,742,000         59,000
  09/30/94     Naperville / E. Ogden Ave                              683,000       1,268,000         61,000
  09/30/94     Long Beach / South Street                            1,778,000       3,307,000        165,000
  09/30/94     Aloha / S. W. Shaw                                     805,000       1,495,000        100,000
  09/30/94     Alexandria / S. Pickett                              1,550,000       2,879,000        129,000
  09/30/94     Houston / Highway 6 North                            1,120,000       2,083,000        153,000
  09/30/94     San Antonio/Nacogdoches Rd                             571,000       1,060,000         85,000
  09/30/94     San Ramon/San Ramon Valley                           1,530,000       2,840,000        272,000
  09/30/94     San Rafael / Merrydale Rd                            1,705,000       3,165,000        161,000
  09/30/94     San Antonio / Austin Hwy                               592,000       1,098,000        114,000
  09/30/94     Sharonville / E. Kemper                                574,000       1,070,000         82,000
  10/07/94     Alcoa / Airport Plaza Drive                            543,000       1,017,000        104,000
  10/13/94     Davie / State Road 84                                  744,000       1,467,000        831,000
  10/13/94     Carrollton / Marsh Lane                                770,000       1,437,000      1,364,000
  10/31/94     Sherman Oaks / Van Nuys Blvd                         1,278,000       2,461,000        883,000
</TABLE>
<TABLE>
<CAPTION>



                                                                 Gross Carrying Amount
                                                                 At December 31, 1999
    Date                                                ----------------------------------------     Accumulated
  Acquired                Description             E      Land         Buildings         Total       Depreciation
------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                        <C>          <C>             <C>               <C>
  07/20/94     Milpitas / Dempsey Road                  1,080,000      2,671,000       3,751,000         650,000
  08/17/94     New Orleans/I-10                           672,000      1,691,000       2,363,000         394,000
  08/17/94     Beaverton / S. W. Denny Road               568,000      1,420,000       1,988,000         318,000
  08/17/94     Irwindale / Central Ave.                   578,000      1,414,000       1,992,000         322,000
  08/17/94     Suitland / St. Barnabas Rd               1,312,000      3,264,000       4,576,000         772,000
  08/17/94     North Brunswick / How Lane               1,062,000      2,554,000       3,616,000         565,000
  08/17/94     Lombard / 64th                             726,000      1,791,000       2,517,000         407,000
  08/17/94     Alsip / 27th                               348,000        894,000       1,242,000         218,000
  09/15/94     Huntsville / Old Monrovia Road             525,000      1,380,000       1,905,000         337,000
  09/27/94     West Haven / Bull Hill Lane              1,964,000      4,584,000       6,548,000         268,000
  09/30/94     San Francisco / Marin St.                1,371,000      3,362,000       4,733,000         750,000
  09/30/94     Baltimore / Hillen Street                  497,000      1,285,000       1,782,000         289,000
  09/30/94     San Francisco /10th & Howard             1,221,000      3,010,000       4,231,000         653,000
  09/30/94     Montebello / E. Whittier                   329,000        866,000       1,195,000         206,000
  09/30/94     Arlington / Collins                        195,000        671,000         866,000         198,000
  09/30/94     Miami / S. W. 119th Ave                    563,000      1,351,000       1,914,000         294,000
  09/30/94     Blackwood / Erial Road                     663,000      1,601,000       2,264,000         351,000
  09/30/94     Concord / Monument                         936,000      2,419,000       3,355,000         544,000
  09/30/94     Rochester / Lee Road                       402,000      1,053,000       1,455,000         238,000
  09/30/94     Houston / Bellaire                         534,000      1,341,000       1,875,000         300,000
  09/30/94     Austin / Lamar Blvd                        669,000      1,662,000       2,331,000         371,000
  09/30/94     Milwaukee / Lovers Lane Rd                 402,000      1,030,000       1,432,000         239,000
  09/30/94     Monterey / Del Rey Oaks                    903,000      2,161,000       3,064,000         516,000
  09/30/94     St. Petersburg / 66Th St.                  366,000        950,000       1,316,000         227,000
  09/30/94     Dayton Beach / N. Nova Road                339,000        879,000       1,218,000         205,000
  09/30/94     Maple Shade / Route 38                     852,000      2,068,000       2,920,000         459,000
  09/30/94     Marlton / Route 73 N.                      804,000      1,935,000       2,739,000         427,000
  09/30/94     Naperville / E. Ogden Ave                  585,000      1,427,000       2,012,000         324,000
  09/30/94     Long Beach / South Street                1,524,000      3,726,000       5,250,000         833,000
  09/30/94     Aloha / S. W. Shaw                         690,000      1,710,000       2,400,000         380,000
  09/30/94     Alexandria / S. Pickett                  1,329,000      3,229,000       4,558,000         693,000
  09/30/94     Houston / Highway 6 North                  960,000      2,396,000       3,356,000         553,000
  09/30/94     San Antonio/Nacogdoches Rd                 489,000      1,227,000       1,716,000         278,000
  09/30/94     San Ramon/San Ramon Valley               1,311,000      3,331,000       4,642,000         777,000
  09/30/94     San Rafael / Merrydale Rd                1,461,000      3,570,000       5,031,000         772,000
  09/30/94     San Antonio / Austin Hwy                   507,000      1,297,000       1,804,000         305,000
  09/30/94     Sharonville / E. Kemper                    492,000      1,234,000       1,726,000         282,000
  10/07/94     Alcoa / Airport Plaza Drive                465,000      1,199,000       1,664,000         316,000
  10/13/94     Davie / State Road 84                      638,000      2,404,000       3,042,000         515,000
  10/13/94     Carrollton / Marsh Lane                  1,022,000      2,549,000       3,571,000         530,000
  10/31/94     Sherman Oaks / Van Nuys Blvd             1,423,000      3,199,000       4,622,000         736,000
</TABLE>
                                      F-40
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  12/19/94     Salt Lake City/West North Temple                       490,000         917,000         96,000
  12/27/94     Knoxville / Chapman Highway                            753,000       1,411,000        238,000
  12/28/94     Milpitas / Watson                                    1,575,000       2,925,000        121,000
  12/28/94     Las Vegas / Jones Blvd                               1,208,000       2,243,000        101,000
  12/28/94     Venice / Guthrie                                       578,000       1,073,000         73,000
  12/30/94     Apple Valley / Foliage Ave                             910,000       1,695,000        124,000
  01/04/95     Chula Vista / Main Street                              735,000       1,802,000        115,000
  01/05/95     Pantego / West Park                                    315,000         735,000        123,000
  01/12/95     Roswell / Alpharetta                                   423,000         993,000        131,000
  01/23/95     North Bergen / Tonne                                 1,564,000       3,772,000        178,000
  01/23/95     San Leandro / Hesperian                                734,000       1,726,000         74,000
  01/24/95     Nashville / Elm Hill                                   338,000         791,000        261,000
  02/03/95     Reno / S. Mccarron Blvd                              1,080,000       2,537,000        127,000
  02/15/95     Schiller Park                                        1,688,000       3,939,000        145,000
  02/15/95     Lansing                                              1,514,000       3,534,000         84,000
  02/15/95     Pleasanton                                           1,257,000       2,932,000         28,000
  02/15/95     LA/Sepulveda                                         1,453,000       3,390,000         81,000
  02/28/95     Decatur / Flat Shoal                                   970,000       2,288,000        266,000
  02/28/95     Smyrna / S. Cobb                                       663,000       1,559,000        136,000
  02/28/95     Downey / Bellflower                                    916,000       2,158,000         63,000
  02/28/95     Vallejo / Lincoln                                      445,000       1,052,000        104,000
  02/28/95     Lynnwood / 180th St                                    516,000       1,205,000        131,000
  02/28/95     Kent / Pacific Hwy                                     728,000       1,711,000         93,000
  02/28/95     Kirkland                                             1,254,000       2,932,000        130,000
  02/28/95     Federal Way/Pacific                                    785,000       1,832,000        203,000
  02/28/95     Tampa / S. Dale                                        791,000       1,852,000        164,000
  02/28/95     Burlingame/Adrian Rd                                 2,280,000       5,349,000        181,000
  02/28/95     Miami / Cloverleaf                                     606,000       1,426,000        102,000
  02/28/95     Pinole / San Pablo                                     639,000       1,502,000        173,000
  02/28/95     South Gate / Firestone                               1,442,000       3,449,000        221,000
  02/28/95     San Jose / Mabury                                      892,000       2,088,000         50,000
  02/28/95     La Puente / Valley Blvd                                591,000       1,390,000        166,000
  02/28/95     San Jose / Capitol E                                 1,215,000       2,852,000         83,000
  02/28/95     Milwaukie / 40th Street                                576,000       1,388,000         65,000
  02/28/95     Portland / N. Lombard                                  812,000       1,900,000        119,000
  02/28/95     Miami / Biscayne                                     1,313,000       3,076,000         78,000
  02/28/95     Chicago / Clark Street                                 442,000       1,031,000        137,000
  02/28/95     Palatine / Dundee                                      698,000       1,643,000        104,000
  02/28/95     Williamsville/Transit                                  284,000         670,000         94,000
  02/28/95     Amherst / Sheridan                                     484,000       1,151,000         89,000
  03/02/95     Everett / Highway 99                                   859,000       2,022,000        188,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  12/19/94     Salt Lake City/West North Temple          420,000      1,083,000       1,503,000         257,000
  12/27/94     Knoxville / Chapman Highway               645,000      1,757,000       2,402,000         417,000
  12/28/94     Milpitas / Watson                       1,350,000      3,271,000       4,621,000         696,000
  12/28/94     Las Vegas / Jones Blvd                  1,035,000      2,517,000       3,552,000         526,000
  12/28/94     Venice / Guthrie                          495,000      1,229,000       1,724,000         256,000
  12/30/94     Apple Valley / Foliage Ave                780,000      1,949,000       2,729,000         440,000
  01/04/95     Chula Vista / Main Street                 735,000      1,917,000       2,652,000         483,000
  01/05/95     Pantego / West Park                       315,000        858,000       1,173,000         210,000
  01/12/95     Roswell / Alpharetta                      423,000      1,124,000       1,547,000         257,000
  01/23/95     North Bergen / Tonne                    1,564,000      3,950,000       5,514,000         745,000
  01/23/95     San Leandro / Hesperian                   734,000      1,800,000       2,534,000         360,000
  01/24/95     Nashville / Elm Hill                      338,000      1,052,000       1,390,000         311,000
  02/03/95     Reno / S. Mccarron Blvd                 1,080,000      2,664,000       3,744,000         549,000
  02/15/95     Schiller Park                           1,688,000      4,084,000       5,772,000         642,000
  02/15/95     Lansing                                 1,514,000      3,618,000       5,132,000         545,000
  02/15/95     Pleasanton                              1,257,000      2,960,000       4,217,000         450,000
  02/15/95     LA/Sepulveda                            1,453,000      3,471,000       4,924,000         520,000
  02/28/95     Decatur / Flat Shoal                      970,000      2,554,000       3,524,000         562,000
  02/28/95     Smyrna / S. Cobb                          663,000      1,695,000       2,358,000         365,000
  02/28/95     Downey / Bellflower                       916,000      2,221,000       3,137,000         450,000
  02/28/95     Vallejo / Lincoln                         445,000      1,156,000       1,601,000         256,000
  02/28/95     Lynnwood / 180th St                       516,000      1,336,000       1,852,000         308,000
  02/28/95     Kent / Pacific Hwy                        728,000      1,804,000       2,532,000         374,000
  02/28/95     Kirkland                                1,254,000      3,062,000       4,316,000         604,000
  02/28/95     Federal Way/Pacific                       785,000      2,035,000       2,820,000         465,000
  02/28/95     Tampa / S. Dale                           791,000      2,016,000       2,807,000         429,000
  02/28/95     Burlingame/Adrian Rd                    2,280,000      5,530,000       7,810,000       1,087,000
  02/28/95     Miami / Cloverleaf                        606,000      1,528,000       2,134,000         324,000
  02/28/95     Pinole / San Pablo                        639,000      1,675,000       2,314,000         364,000
  02/28/95     South Gate / Firestone                  1,442,000      3,670,000       5,112,000         810,000
  02/28/95     San Jose / Mabury                         892,000      2,138,000       3,030,000         420,000
  02/28/95     La Puente / Valley Blvd                   591,000      1,556,000       2,147,000         352,000
  02/28/95     San Jose / Capitol E                    1,215,000      2,935,000       4,150,000         595,000
  02/28/95     Milwaukie / 40th Street                   579,000      1,450,000       2,029,000         297,000
  02/28/95     Portland / N. Lombard                     812,000      2,019,000       2,831,000         394,000
  02/28/95     Miami / Biscayne                        1,313,000      3,154,000       4,467,000         634,000
  02/28/95     Chicago / Clark Street                    442,000      1,168,000       1,610,000         255,000
  02/28/95     Palatine / Dundee                         698,000      1,747,000       2,445,000         366,000
  02/28/95     Williamsville/Transit                     284,000        764,000       1,048,000         165,000
  02/28/95     Amherst / Sheridan                        484,000      1,240,000       1,724,000         270,000
  03/02/95     Everett / Highway 99                      859,000      2,210,000       3,069,000         497,000
</TABLE>
                                      F-41
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  03/02/95     Burien / 1St Ave South                                 763,000       1,783,000        214,000
  03/02/95     Kent / South 238th Street                              763,000       1,783,000        208,000
  03/31/95     Cheverly / Central Ave                                 911,000       2,164,000         98,000
  05/01/95     Sandy / S. State Street                              1,043,000       2,442,000        194,000
  05/03/95     Largo / Ulmerton Road                                  263,000         654,000        101,000
  05/08/95     Fairfield/Western Street                               439,000       1,030,000         51,000
  05/08/95     Dallas / W. Mockingbird                              1,440,000       3,371,000         90,000
  05/08/95     East Point / Lakewood                                  884,000       2,071,000        209,000
  05/25/95     Falls Church                                           350,000         835,000        183,000
  06/12/95     Baltimore / Old Waterloo                               769,000       1,850,000         70,000
  06/12/95     Pleasant Hill / Hookston                               766,000       1,848,000         54,000
  06/12/95     Mountain View/Old Middlefield                        2,095,000       4,913,000         57,000
  06/30/95     San Jose / Blossom Hill                              1,467,000       3,444,000        106,000
  06/30/95     Fairfield / Kings Highway                            1,811,000       4,273,000        155,000
  06/30/95     Pacoima / Paxton Street               1,293,000        840,000       1,976,000         66,000
  06/30/95     Portland / Prescott                                    647,000       1,509,000        125,000
  06/30/95     St. Petersburg                                         352,000         827,000        124,000
  06/30/95     Dallas / Audelia Road                                1,166,000       2,725,000        662,000
  06/30/95     Miami Gardens                                          823,000       1,929,000         87,000
  06/30/95     Grand Prairie / 19th                                   566,000       1,329,000         98,000
  06/30/95     Joliet / Jefferson Street                              501,000       1,181,000         95,000
  06/30/95     Bridgeton / Pennridge                                  283,000         661,000        107,000
  06/30/95     Portland / S.E.92nd                                    638,000       1,497,000        121,000
  06/30/95     Houston / S. W. Freeway                                537,000       1,254,000        100,000
  06/30/95     Milwaukee / Brown                                      358,000         849,000         85,000
  06/30/95     Orlando / W. Oak Ridge                                 698,000       1,642,000        138,000
  06/30/95     Lauderhill / State Road                                644,000       1,508,000         94,000
  06/30/95     Orange Park /Blanding Blvd                             394,000         918,000        123,000
  06/30/95     St. Petersburg /Joe's Creek                            704,000       1,642,000        102,000
  06/30/95     St. Louis / Page Service Drive                         531,000       1,241,000        103,000
  06/30/95     Independence /E. 42nd                                  438,000       1,023,000        121,000
  06/30/95     Cherry Hill / Dobbs Lane                               716,000       1,676,000         41,000
  06/30/95     Edgewater Park / Route 130                             683,000       1,593,000         56,000
  06/30/95     Beaverton / S. W. 110                                  572,000       1,342,000         85,000
  06/30/95     Markham / W. 159Th Place                               230,000         539,000         84,000
  06/30/95     Houston / N. W. Freeway                                447,000       1,066,000         95,000
  06/30/95     Portland / Gantenbein                                  537,000       1,262,000         87,000
  06/30/95     Upper Chichester/Market St.                            569,000       1,329,000         77,000
  06/30/95     Fort Worth / Hwy 80                                    379,000         891,000         80,000
  06/30/95     Greenfield/ S. 108th                                   728,000       1,707,000        114,000
  06/30/95     Altamonte Springs                                      566,000       1,326,000         76,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  03/02/95     Burien / 1St Ave South                    763,000      1,997,000       2,760,000         488,000
  03/02/95     Kent / South 238th Street                 763,000      1,991,000       2,754,000         462,000
  03/31/95     Cheverly / Central Ave                    911,000      2,262,000       3,173,000         436,000
  05/01/95     Sandy / S. State Street                 1,043,000      2,636,000       3,679,000         565,000
  05/03/95     Largo / Ulmerton Road                     263,000        755,000       1,018,000         202,000
  05/08/95     Fairfield/Western Street                  439,000      1,081,000       1,520,000         216,000
  05/08/95     Dallas / W. Mockingbird                 1,440,000      3,461,000       4,901,000         660,000
  05/08/95     East Point / Lakewood                     884,000      2,280,000       3,164,000         466,000
  05/25/95     Falls Church                              350,000      1,018,000       1,368,000         245,000
  06/12/95     Baltimore / Old Waterloo                  769,000      1,920,000       2,689,000         362,000
  06/12/95     Pleasant Hill / Hookston                  766,000      1,902,000       2,668,000         377,000
  06/12/95     Mountain View/Old Middlefield           2,095,000      4,970,000       7,065,000         922,000
  06/30/95     San Jose / Blossom Hill                 1,467,000      3,550,000       5,017,000         659,000
  06/30/95     Fairfield / Kings Highway               1,811,000      4,428,000       6,239,000         851,000
  06/30/95     Pacoima / Paxton Street                   840,000      2,042,000       2,882,000         387,000
  06/30/95     Portland / Prescott                       647,000      1,634,000       2,281,000         313,000
  06/30/95     St. Petersburg                            352,000        951,000       1,303,000         196,000
  06/30/95     Dallas / Audelia Road                   1,166,000      3,387,000       4,553,000         671,000
  06/30/95     Miami Gardens                             823,000      2,016,000       2,839,000         386,000
  06/30/95     Grand Prairie / 19th                      566,000      1,427,000       1,993,000         282,000
  06/30/95     Joliet / Jefferson Street                 501,000      1,276,000       1,777,000         262,000
  06/30/95     Bridgeton / Pennridge                     283,000        768,000       1,051,000         157,000
  06/30/95     Portland / S.E.92nd                       638,000      1,618,000       2,256,000         314,000
  06/30/95     Houston / S. W. Freeway                   537,000      1,354,000       1,891,000         260,000
  06/30/95     Milwaukee / Brown                         358,000        934,000       1,292,000         199,000
  06/30/95     Orlando / W. Oak Ridge                    698,000      1,780,000       2,478,000         355,000
  06/30/95     Lauderhill / State Road                   644,000      1,602,000       2,246,000         308,000
  06/30/95     Orange Park /Blanding Blvd                394,000      1,041,000       1,435,000         203,000
  06/30/95     St. Petersburg /Joe's Creek               704,000      1,744,000       2,448,000         334,000
  06/30/95     St. Louis / Page Service Drive            531,000      1,344,000       1,875,000         262,000
  06/30/95     Independence /E. 42nd                     438,000      1,144,000       1,582,000         234,000
  06/30/95     Cherry Hill / Dobbs Lane                  716,000      1,717,000       2,433,000         314,000
  06/30/95     Edgewater Park / Route 130                683,000      1,649,000       2,332,000         303,000
  06/30/95     Beaverton / S. W. 110                     572,000      1,427,000       1,999,000         266,000
  06/30/95     Markham / W. 159Th Place                  230,000        623,000         853,000         132,000
  06/30/95     Houston / N. W. Freeway                   447,000      1,161,000       1,608,000         252,000
  06/30/95     Portland / Gantenbein                     537,000      1,349,000       1,886,000         253,000
  06/30/95     Upper Chichester/Market St.               569,000      1,406,000       1,975,000         262,000
  06/30/95     Fort Worth / Hwy 80                       379,000        971,000       1,350,000         197,000
  06/30/95     Greenfield/ S. 108th                      728,000      1,821,000       2,549,000         354,000
  06/30/95     Altamonte Springs                         566,000      1,402,000       1,968,000         263,000
</TABLE>
                                      F-42
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  06/30/95     East Hazel Crest / Halstead                            483,000       1,127,000        128,000
  06/30/95     Seattle / Delridge Way                                 760,000       1,779,000        120,000
  06/30/95     Elmhurst / Lake Frontage Rd                            748,000       1,758,000         78,000
  06/30/95     Los Angeles / Beverly Blvd                             787,000       1,886,000        202,000
  06/30/95     Lawrenceville / Brunswick                              841,000       1,961,000         70,000
  06/30/95     Richmond / Carlson                                     865,000       2,025,000        138,000
  06/30/95     Liverpool / Oswego Road                                545,000       1,279,000        112,000
  06/30/95     Rochester / East Ave                                   578,000       1,375,000         77,000
  06/30/95     Pasadena / E. Beltway                                  757,000       1,767,000         91,000
  07/13/95     Tarzana / Burbank Blvd                               2,895,000       6,823,000        326,000
  07/31/95     Orlando / Lakehurst                   1,017,000        450,000       1,063,000         98,000
  07/31/95     Livermore / Portola                   1,365,000        921,000       2,157,000        120,000
  07/31/95     San Jose / Tully                      1,687,000        912,000       2,137,000        152,000
  07/31/95     Mission Bay                           4,488,000      1,617,000       3,785,000        329,000
  07/31/95     Las Vegas / Decatur                                  1,147,000       2,697,000        125,000
  07/31/95     Pleasanton / Stanley                                 1,624,000       3,811,000         79,000
  07/31/95     Castro Valley / Grove                                  757,000       1,772,000         48,000
  07/31/95     Honolulu / Kaneohe                                   1,215,000       2,846,000      1,926,000
  07/31/95     Chicago / Wabash Ave                                   645,000       1,535,000        493,000
  07/31/95     Springfield / Parker                                   765,000       1,834,000         82,000
  07/31/95     Huntington Beach/Gotham                                765,000       1,808,000        126,000
  07/31/95     Tucker / Lawrenceville                                 630,000       1,480,000        138,000
  07/31/95     Marietta / Canton Road                                 600,000       1,423,000        129,000
  07/31/95     Wheeling / Hintz                                       450,000       1,054,000         74,000
  08/01/95     Gresham / Division                                     607,000       1,428,000         58,000
  08/01/95     Tucker / Lawrenceville                                 600,000       1,405,000        169,000
  08/01/95     Decatur / Covington                                    720,000       1,694,000        129,000
  08/11/95     Studio City/Ventura                                  1,285,000       3,015,000         63,000
  08/12/95     Smyrna / Hargrove Road                               1,020,000       3,038,000        277,000
  09/01/95     Hayward / Mission Blvd                               1,020,000       2,383,000         80,000
  09/01/95     Park City / Belvidier                                  600,000       1,405,000         49,000
  09/01/95     New Castle/Dupont Parkway                              990,000       2,369,000         78,000
  09/01/95     Las Vegas / Rainbow                                  1,050,000       2,459,000         67,000
  09/01/95     Mountain View                                          945,000       2,216,000         66,000
  09/01/95     Venice / Cadillac                                      930,000       2,182,000        132,000
  09/01/95     Simi Valley /Los Angeles                             1,590,000       3,724,000        126,000
  09/01/95     Spring Valley/Foreman                                1,095,000       2,572,000         89,000
  09/06/95     Darien / Frontage Road                                 975,000       2,321,000         67,000
  09/30/95     Van Nuys/Balboa Blvd                                 1,920,000       4,504,000        265,000
  10/31/95     San Lorenzo /Hesperian                               1,590,000       3,716,000        152,000
  10/31/95     Chicago / W. 47th Street                               300,000         708,000         93,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  06/30/95     East Hazel Crest / Halstead               483,000      1,255,000       1,738,000         240,000
  06/30/95     Seattle / Delridge Way                    760,000      1,899,000       2,659,000         363,000
  06/30/95     Elmhurst / Lake Frontage Rd               748,000      1,836,000       2,584,000         352,000
  06/30/95     Los Angeles / Beverly Blvd                787,000      2,088,000       2,875,000         453,000
  06/30/95     Lawrenceville / Brunswick                 841,000      2,031,000       2,872,000         378,000
  06/30/95     Richmond / Carlson                        865,000      2,163,000       3,028,000         414,000
  06/30/95     Liverpool / Oswego Road                   545,000      1,391,000       1,936,000         262,000
  06/30/95     Rochester / East Ave                      578,000      1,452,000       2,030,000         288,000
  06/30/95     Pasadena / E. Beltway                     757,000      1,858,000       2,615,000         344,000
  07/13/95     Tarzana / Burbank Blvd                  2,895,000      7,149,000      10,044,000       1,410,000
  07/31/95     Orlando / Lakehurst                       450,000      1,161,000       1,611,000         215,000
  07/31/95     Livermore / Portola                       921,000      2,277,000       3,198,000         432,000
  07/31/95     San Jose / Tully                          912,000      2,289,000       3,201,000         429,000
  07/31/95     Mission Bay                             1,617,000      4,114,000       5,731,000         843,000
  07/31/95     Las Vegas / Decatur                     1,147,000      2,822,000       3,969,000         530,000
  07/31/95     Pleasanton / Stanley                    1,624,000      3,890,000       5,514,000         713,000
  07/31/95     Castro Valley / Grove                     757,000      1,820,000       2,577,000         334,000
  07/31/95     Honolulu / Kaneohe                      2,133,000      3,854,000       5,987,000         571,000
  07/31/95     Chicago / Wabash Ave                      645,000      2,028,000       2,673,000         407,000
  07/31/95     Springfield / Parker                      765,000      1,916,000       2,681,000         367,000
  07/31/95     Huntington Beach/Gotham                   765,000      1,934,000       2,699,000         377,000
  07/31/95     Tucker / Lawrenceville                    630,000      1,618,000       2,248,000         323,000
  07/31/95     Marietta / Canton Road                    600,000      1,552,000       2,152,000         306,000
  07/31/95     Wheeling / Hintz                          450,000      1,128,000       1,578,000         221,000
  08/01/95     Gresham / Division                        607,000      1,486,000       2,093,000         280,000
  08/01/95     Tucker / Lawrenceville                    600,000      1,574,000       2,174,000         306,000
  08/01/95     Decatur / Covington                       720,000      1,823,000       2,543,000         359,000
  08/11/95     Studio City/Ventura                     1,285,000      3,078,000       4,363,000         569,000
  08/12/95     Smyrna / Hargrove Road                  1,020,000      3,315,000       4,335,000         571,000
  09/01/95     Hayward / Mission Blvd                  1,020,000      2,463,000       3,483,000         440,000
  09/01/95     Park City / Belvidier                     600,000      1,454,000       2,054,000         265,000
  09/01/95     New Castle/Dupont Parkway                 990,000      2,447,000       3,437,000         437,000
  09/01/95     Las Vegas / Rainbow                     1,050,000      2,526,000       3,576,000         461,000
  09/01/95     Mountain View                             945,000      2,282,000       3,227,000         412,000
  09/01/95     Venice / Cadillac                         930,000      2,314,000       3,244,000         441,000
  09/01/95     Simi Valley /Los Angeles                1,590,000      3,850,000       5,440,000         702,000
  09/01/95     Spring Valley/Foreman                   1,095,000      2,661,000       3,756,000         472,000
  09/06/95     Darien / Frontage Road                    975,000      2,388,000       3,363,000         459,000
  09/30/95     Van Nuys/Balboa Blvd                    1,920,000      4,769,000       6,689,000         633,000
  10/31/95     San Lorenzo /Hesperian                  1,590,000      3,868,000       5,458,000         446,000
  10/31/95     Chicago / W. 47th Street                  300,000        801,000       1,101,000         114,000
</TABLE>
                                      F-43
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  10/31/95     Los Angeles / Eastern                                  455,000       1,070,000         96,000
  11/15/95     Costa Mesa - B                                         522,000       1,218,000         45,000
  11/15/95     Plano / E. 14th                                        705,000       1,646,000         43,000
  11/15/95     Citrus Heights/Sunrise                                 520,000       1,213,000         99,000
  11/15/95     Modesto/Briggsmore Ave                                 470,000       1,097,000         74,000
  11/15/95     So San Francisco/Spruce                              1,905,000       4,444,000        213,000
  11/15/95     Pacheco/Buchanan Circle                              1,681,000       3,951,000         86,000
  11/16/95     Palm Beach Gardens                                     657,000       1,540,000         86,000
  11/16/95     Delray Beach                                           600,000       1,407,000        121,000
  01/03/96     San Gabriel                                          1,005,000       2,345,000        182,000
  01/05/96     San Francisco, Second St.                            2,880,000       6,814,000         84,000
  01/12/96     San Antonio, TX                                        912,000       2,170,000         52,000
  02/29/96     Naples, FL/Old US 41                                   849,000       2,016,000         82,000
  02/29/96     Lake Worth, FL/S. Military Tr.                       1,782,000       4,723,000        104,000
  02/29/96     Brandon, FL/W Brandon Blvd.                          1,928,000       4,523,000        807,000
  02/29/96     Coral Springs FL/W Sample Rd.                        3,480,000       8,148,000        106,000
  02/29/96     Delray Beach FL/S Military                             941,000       2,222,000        141,000
  02/29/96     Jupiter FL/Military Trail                            2,280,000       5,347,000         72,000
  02/29/96     Lakeworth FL/Lake Worth Rd                             737,000       1,742,000        111,000
  02/29/96     New Port Richey FL/State rd 54                         857,000       2,025,000         93,000
  02/29/96     Pompano Beach FL/ W Copans                           1,601,000       3,756,000        142,000
  02/29/96     Sanford FL/S Orlando Dr                                734,000       1,749,000      1,813,000
  03/08/96     Atlanta/Roswell                                        898,000       3,649,000         47,000
  03/31/96     Oakland, CA                                          1,065,000       2,764,000        158,000
  03/31/96     Saratoga, CA                                         2,339,000       6,081,000         87,000
  03/31/96     Randallstown, MD                                     1,359,000       3,527,000         96,000
  03/31/96     Plano, TX                                              650,000       1,682,000         81,000
  03/31/96     Houston, TX                                            543,000       1,402,000         74,000
  03/31/96     Irvine, CA                                           1,920,000       4,975,000        322,000
  03/31/96     Milwaukee, WI                                          542,000       1,402,000         72,000
  03/31/96     Carrollton, TX                                         578,000       1,495,000         58,000
  03/31/96     Torrance, CA                                         1,415,000       3,675,000         80,000
  03/31/96     Jacksonville, FL                                       713,000       1,845,000         89,000
  03/31/96     Dallas, TX                                             315,000         810,000         68,000
  03/31/96     Houston, TX                                            669,000       1,724,000        235,000
  03/31/96     Baltimore, MD                                          842,000       2,180,000         64,000
  03/31/96     New Haven, CT                                          740,000       1,907,000         98,000
  04/01/96     Chicago/Pulaski                                        764,000       1,869,000        109,000
  04/01/96     Las Vegas/Desert Inn                                 1,115,000       2,729,000         87,000
  04/01/96     Torrance/Crenshaw                                      916,000       2,243,000         55,000
  04/01/96     Weymouth, WA state                                     485,000       1,187,000         67,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  10/31/95     Los Angeles / Eastern                     455,000      1,166,000       1,621,000         158,000
  11/15/95     Costa Mesa - B                            522,000      1,263,000       1,785,000         204,000
  11/15/95     Plano / E. 14th                           705,000      1,689,000       2,394,000         265,000
  11/15/95     Citrus Heights/Sunrise                    520,000      1,312,000       1,832,000         226,000
  11/15/95     Modesto/Briggsmore Ave                    470,000      1,171,000       1,641,000         197,000
  11/15/95     So San Francisco/Spruce                 1,905,000      4,657,000       6,562,000         725,000
  11/15/95     Pacheco/Buchanan Circle                 1,681,000      4,037,000       5,718,000         640,000
  11/16/95     Palm Beach Gardens                        657,000      1,626,000       2,283,000         307,000
  11/16/95     Delray Beach                              600,000      1,528,000       2,128,000         292,000
  01/03/96     San Gabriel                             1,005,000      2,527,000       3,532,000         455,000
  01/05/96     San Francisco, Second St.               2,880,000      6,898,000       9,778,000       1,101,000
  01/12/96     San Antonio, TX                           912,000      2,222,000       3,134,000         370,000
  02/29/96     Naples, FL/Old US 41                      849,000      2,098,000       2,947,000         331,000
  02/29/96     Lake Worth, FL/S. Military Tr.          1,782,000      4,827,000       6,609,000         754,000
  02/29/96     Brandon, FL/W Brandon Blvd.             1,928,000      5,330,000       7,258,000       1,023,000
  02/29/96     Coral Springs FL/W Sample Rd.           3,480,000      8,254,000      11,734,000       1,275,000
  02/29/96     Delray Beach FL/S Military                941,000      2,363,000       3,304,000         407,000
  02/29/96     Jupiter FL/Military Trail               2,280,000      5,419,000       7,699,000         826,000
  02/29/96     Lakeworth FL/Lake Worth Rd                737,000      1,853,000       2,590,000         317,000
  02/29/96     New Port Richey FL/State rd 54            857,000      2,118,000       2,975,000         351,000
  02/29/96     Pompano Beach FL/ W Copans              1,601,000      3,898,000       5,499,000         626,000
  02/29/96     Sanford FL/S Orlando Dr                   975,000      3,321,000       4,296,000         486,000
  03/08/96     Atlanta/Roswell                           898,000      3,696,000       4,594,000         569,000
  03/31/96     Oakland, CA                             1,065,000      2,922,000       3,987,000         459,000
  03/31/96     Saratoga, CA                            2,339,000      6,168,000       8,507,000         919,000
  03/31/96     Randallstown, MD                        1,359,000      3,623,000       4,982,000         560,000
  03/31/96     Plano, TX                                 650,000      1,763,000       2,413,000         283,000
  03/31/96     Houston, TX                               543,000      1,476,000       2,019,000         231,000
  03/31/96     Irvine, CA                              1,920,000      5,297,000       7,217,000         819,000
  03/31/96     Milwaukee, WI                             542,000      1,474,000       2,016,000         230,000
  03/31/96     Carrollton, TX                            578,000      1,553,000       2,131,000         243,000
  03/31/96     Torrance, CA                            1,415,000      3,755,000       5,170,000         582,000
  03/31/96     Jacksonville, FL                          713,000      1,934,000       2,647,000         305,000
  03/31/96     Dallas, TX                                315,000        878,000       1,193,000         146,000
  03/31/96     Houston, TX                               669,000      1,959,000       2,628,000         343,000
  03/31/96     Baltimore, MD                             842,000      2,244,000       3,086,000         344,000
  03/31/96     New Haven, CT                             740,000      2,005,000       2,745,000         308,000
  04/01/96     Chicago/Pulaski                           764,000      1,978,000       2,742,000         235,000
  04/01/96     Las Vegas/Desert Inn                    1,115,000      2,816,000       3,931,000         368,000
  04/01/96     Torrance/Crenshaw                         916,000      2,298,000       3,214,000         270,000
  04/01/96     Weymouth, WA state                        485,000      1,254,000       1,739,000          92,000
</TABLE>
                                      F-44
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  04/01/96     St. Louis/Barrett Station Road                         630,000       1,542,000         59,000
  04/01/96     Rockville/Randolph                                   1,153,000       2,823,000         70,000
  04/01/96     Simi Valley/East Street                                970,000       2,374,000         35,000
  04/01/96     Houston/Westheimer                                   1,390,000       3,402,000        818,000
  04/03/96     Naples, FL                                           1,187,000       2,809,000        155,000
  06/26/96     Boca Raton FL                                        3,180,000       7,468,000        533,000
  06/28/96     Venice FL                                              669,000       1,575,000        107,000
  06/30/96     Las Vegas, NV                                          921,000       2,155,000        100,000
  06/30/96     Bedford Park, IL                                       606,000       1,419,000        104,000
  06/30/96     Los Angeles, CA                                        692,000       1,616,000         72,000
  06/30/96     Silver Spring, MD                                    1,513,000       3,535,000        120,000
  06/30/96     Newark, CA                                           1,051,000       2,458,000         43,000
  06/30/96     Brooklyn, NY                                           783,000       1,830,000        222,000
  07/02/96     Glen Burnie/Furnace Br Rd                            1,755,000       4,150,000         64,000
  07/22/96     Lakewood/W Hampton                                     717,000       2,092,000         48,000
  08/13/96     Norcross/Holcomb Bridge Rd                             955,000       3,117,000         44,000
  09/05/96     Spring Valley/S Pascack Rd                           1,260,000       2,966,000        151,000
  09/16/96     Dallas/Royal Lane                                    1,008,000       2,426,000         91,000
  09/16/96     Colorado Springs/Tomah Drive                           731,000       1,759,000         61,000
  09/16/96     Lewisville/S. Stemmons                                 603,000       1,451,000         78,000
  09/16/96     Las Vegas/Boulder Hwy.                                 947,000       2,279,000         71,000
  09/16/96     Sarasota/S. Tamiami Trail                              584,000       1,407,000         70,000
  09/16/96     Willow Grove/Maryland Road                             673,000       1,620,000         46,000
  09/16/96     Houston/W. Montgomery Rd.                              524,000       1,261,000         89,000
  09/16/96     Denver/W. Hampden                                    1,084,000       2,609,000         57,000
  09/16/96     Littleton/Southpark Way                                922,000       2,221,000         76,000
  09/16/96     Petaluma/Baywood Drive                                 861,000       2,074,000         68,000
  09/16/96     Canoga Park/Sherman Way                              1,543,000       3,716,000         74,000
  09/16/96     Jacksonville/South Lane Ave.                           554,000       1,334,000        111,000
  09/16/96     Newport News/Warwick Blvd.                             575,000       1,385,000         75,000
  09/16/96     Greenbrook/Route 22                                  1,227,000       2,954,000         97,000
  09/16/96     Monsey/Route 59                                      1,068,000       2,572,000         52,000
  09/16/96     Santa Rosa/Santa Rosa Ave.                             575,000       1,385,000         49,000
  09/16/96     Fort Worth/Brentwood Stair                             823,000       2,016,000         91,000
  09/16/96     Glendale/San Fernando Road                           2,500,000       6,124,000         51,000
  09/16/96     Houston/Harwin                                         549,000       1,344,000         85,000
  09/16/96     Irvine/Cowan Street                                  1,890,000       4,631,000         95,000
  09/16/96     Fairfield/Dixie Highway                                427,000       1,046,000         37,000
  09/16/96     Mesa/Country Club Drive                                701,000       1,718,000         68,000
  09/16/96     San Francisco/Geary Blvd.                            2,957,000       7,244,000        103,000
  09/16/96     Houston/Gulf Freeway                                   701,000       1,718,000         91,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  04/01/96     St. Louis/Barrett Station Road            630,000      1,601,000       2,231,000         173,000
  04/01/96     Rockville/Randolph                      1,153,000      2,893,000       4,046,000         329,000
  04/01/96     Simi Valley/East Street                   970,000      2,409,000       3,379,000         287,000
  04/01/96     Houston/Westheimer                      1,390,000      4,220,000       5,610,000         693,000
  04/03/96     Naples, FL                              1,187,000      2,964,000       4,151,000         479,000
  06/26/96     Boca Raton FL                           3,180,000      8,001,000      11,181,000       1,157,000
  06/28/96     Venice FL                                 669,000      1,682,000       2,351,000         270,000
  06/30/96     Las Vegas, NV                             921,000      2,255,000       3,176,000         346,000
  06/30/96     Bedford Park, IL                          606,000      1,523,000       2,129,000         246,000
  06/30/96     Los Angeles, CA                           692,000      1,688,000       2,380,000         247,000
  06/30/96     Silver Spring, MD                       1,513,000      3,655,000       5,168,000         531,000
  06/30/96     Newark, CA                              1,051,000      2,501,000       3,552,000         360,000
  06/30/96     Brooklyn, NY                              783,000      2,052,000       2,835,000         315,000
  07/02/96     Glen Burnie/Furnace Br Rd               1,755,000      4,214,000       5,969,000         602,000
  07/22/96     Lakewood/W Hampton                        716,000      2,141,000       2,857,000         301,000
  08/13/96     Norcross/Holcomb Bridge Rd                955,000      3,161,000       4,116,000         431,000
  09/05/96     Spring Valley/S Pascack Rd              1,260,000      3,117,000       4,377,000         458,000
  09/16/96     Dallas/Royal Lane                       1,008,000      2,517,000       3,525,000         331,000
  09/16/96     Colorado Springs/Tomah Drive              731,000      1,820,000       2,551,000         245,000
  09/16/96     Lewisville/S. Stemmons                    603,000      1,529,000       2,132,000         207,000
  09/16/96     Las Vegas/Boulder Hwy.                    947,000      2,350,000       3,297,000         312,000
  09/16/96     Sarasota/S. Tamiami Trail                 584,000      1,477,000       2,061,000         197,000
  09/16/96     Willow Grove/Maryland Road                673,000      1,666,000       2,339,000         219,000
  09/16/96     Houston/W. Montgomery Rd.                 524,000      1,350,000       1,874,000         184,000
  09/16/96     Denver/W. Hampden                       1,084,000      2,666,000       3,750,000         346,000
  09/16/96     Littleton/Southpark Way                   922,000      2,297,000       3,219,000         293,000
  09/16/96     Petaluma/Baywood Drive                    861,000      2,142,000       3,003,000         276,000
  09/16/96     Canoga Park/Sherman Way                 1,543,000      3,790,000       5,333,000         484,000
  09/16/96     Jacksonville/South Lane Ave.              554,000      1,445,000       1,999,000         208,000
  09/16/96     Newport News/Warwick Blvd.                575,000      1,460,000       2,035,000         194,000
  09/16/96     Greenbrook/Route 22                     1,227,000      3,051,000       4,278,000         397,000
  09/16/96     Monsey/Route 59                         1,068,000      2,624,000       3,692,000         334,000
  09/16/96     Santa Rosa/Santa Rosa Ave.                575,000      1,434,000       2,009,000         182,000
  09/16/96     Fort Worth/Brentwood Stair                823,000      2,107,000       2,930,000         285,000
  09/16/96     Glendale/San Fernando Road              2,500,000      6,175,000       8,675,000         779,000
  09/16/96     Houston/Harwin                            549,000      1,429,000       1,978,000         197,000
  09/16/96     Irvine/Cowan Street                     1,890,000      4,726,000       6,616,000         609,000
  09/16/96     Fairfield/Dixie Highway                   427,000      1,083,000       1,510,000         140,000
  09/16/96     Mesa/Country Club Drive                   701,000      1,786,000       2,487,000         229,000
  09/16/96     San Francisco/Geary Blvd.               2,957,000      7,347,000      10,304,000         930,000
  09/16/96     Houston/Gulf Freeway                      701,000      1,809,000       2,510,000         245,000
</TABLE>
                                      F-45
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  09/16/96     Las Vegas/S. Decatur Blvd.                           1,037,000       2,539,000         74,000
  09/16/96     Tempe/McKellips Road                                   823,000       1,972,000        141,000
  09/16/96     Richland Hills/Airport Fwy.                            473,000       1,158,000        107,000
  10/11/96     Virginia Beach/Southern Blvd                           282,000         610,000        171,000
  10/11/96     Chesapeake/Military Hwy                                912,000       1,974,000        251,000
  10/11/96     Hampton/Pembroke Road                                1,080,000       2,346,000        274,000
  10/11/96     Norfolk/Widgeon Road                                 1,110,000       2,405,000        231,000
  10/11/96     Richmond/Bloom Lane                                  1,188,000       2,512,000        211,000
  10/11/96     Richmond/Midlothian Park                               762,000       1,588,000        321,000
  10/11/96     Roanoke/Peters Creek Road                              819,000       1,776,000        150,000
  10/11/96     Orlando/E Oakridge Rd                                  927,000       2,020,000        127,000
  10/11/96     Orlando/South Hwy 17-92                              1,170,000       2,549,000        131,000
  10/25/96     Austin/Renelli                                       1,710,000       3,990,000        146,000
  10/25/96     Austin/Santiago                                        900,000       2,100,000        114,000
  10/25/96     Dallas/East N.W. Highway                               698,000       1,628,000         85,000
  10/25/96     Dallas/Denton Drive                                    900,000       2,100,000         95,000
  10/25/96     Houston/Hempstead                                      518,000       1,207,000        154,000
  10/25/96     Pasadena/So. Shaver                                    420,000         980,000         91,000
  10/31/96     Houston/Joel Wheaton Rd                                465,000       1,085,000        125,000
  10/31/96     Mt Holly/541 Bypass                                    360,000         840,000         73,000
  11/13/96     Town East/Mesquite                                     330,000         770,000         80,000
  11/14/96     Bossier City LA                                        633,000       1,488,000         63,000
  12/05/96     Lake Forest/Bake Parkway                               971,000       2,173,000        548,000
  12/16/96     Cherry Hill/Old Cuthbert                               645,000       1,505,000        136,000
  12/16/96     Oklahoma City/SW 74th                                  375,000         875,000         83,000
  12/16/96     Oklahoma City/S Santa Fe                               360,000         840,000         90,000
  12/16/96     Oklahoma City/S. May                                   360,000         840,000         90,000
  12/16/96     Arlington/S. Watson Rd.                                930,000       2,170,000        309,000
  12/16/96     Richardson/E. Arapaho                                1,290,000       3,010,000        138,000
  12/23/96     Upper Darby/Lansdowne                                  899,000       2,272,000         72,000
  12/23/96     Plymouth Meeting /Chemical                           1,109,000       2,802,000         61,000
  12/23/96     Philadelphia/Byberry                                 1,019,000       2,575,000         73,000
  12/23/96     Ft. Lauderdale/State Road                            1,199,000       3,030,000         87,000
  12/23/96     Englewood/Costilla                                   1,739,000       4,393,000         56,000
  12/23/96     Lilburn/Beaver Ruin Road                               600,000       1,515,000         57,000
  12/23/96     Carmichael/Fair Oaks                                   809,000       2,045,000         86,000
  12/23/96     Portland/Division Street                               989,000       2,499,000         81,000
  12/23/96     Napa/Industrial                                        660,000       1,666,000         81,000
  12/23/96     Wheatridge/W. 44th Avenue                            1,439,000       3,636,000         49,000
  12/23/96     Las Vegas/Charleston                                 1,049,000       2,651,000         49,000
  12/23/96     Las Vegas/South Arvill                                 929,000       2,348,000         51,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  09/16/96     Las Vegas/S. Decatur Blvd.              1,037,000      2,613,000       3,650,000         344,000
  09/16/96     Tempe/McKellips Road                      823,000      2,113,000       2,936,000         275,000
  09/16/96     Richland Hills/Airport Fwy.               473,000      1,265,000       1,738,000         179,000
  10/11/96     Virginia Beach/Southern Blvd              282,000        781,000       1,063,000         144,000
  10/11/96     Chesapeake/Military Hwy                   912,000      2,225,000       3,137,000         343,000
  10/11/96     Hampton/Pembroke Road                   1,080,000      2,620,000       3,700,000         421,000
  10/11/96     Norfolk/Widgeon Road                    1,110,000      2,636,000       3,746,000         405,000
  10/11/96     Richmond/Bloom Lane                     1,188,000      2,723,000       3,911,000         399,000
  10/11/96     Richmond/Midlothian Park                  762,000      1,909,000       2,671,000         350,000
  10/11/96     Roanoke/Peters Creek Road                 819,000      1,926,000       2,745,000         285,000
  10/11/96     Orlando/E Oakridge Rd                     927,000      2,147,000       3,074,000         300,000
  10/11/96     Orlando/South Hwy 17-92                 1,170,000      2,680,000       3,850,000         363,000
  10/25/96     Austin/Renelli                          1,710,000      4,136,000       5,846,000         556,000
  10/25/96     Austin/Santiago                           900,000      2,214,000       3,114,000         311,000
  10/25/96     Dallas/East N.W. Highway                  698,000      1,713,000       2,411,000         230,000
  10/25/96     Dallas/Denton Drive                       900,000      2,195,000       3,095,000         299,000
  10/25/96     Houston/Hempstead                         518,000      1,361,000       1,879,000         211,000
  10/25/96     Pasadena/So. Shaver                       420,000      1,071,000       1,491,000         149,000
  10/31/96     Houston/Joel Wheaton Rd                   465,000      1,210,000       1,675,000         164,000
  10/31/96     Mt Holly/541 Bypass                       360,000        913,000       1,273,000         121,000
  11/13/96     Town East/Mesquite                        330,000        850,000       1,180,000         116,000
  11/14/96     Bossier City LA                           633,000      1,551,000       2,184,000         209,000
  12/05/96     Lake Forest/Bake Parkway                  973,000      2,719,000       3,692,000         251,000
  12/16/96     Cherry Hill/Old Cuthbert                  645,000      1,641,000       2,286,000         219,000
  12/16/96     Oklahoma City/SW 74th                     375,000        958,000       1,333,000         130,000
  12/16/96     Oklahoma City/S Santa Fe                  360,000        930,000       1,290,000         128,000
  12/16/96     Oklahoma City/S. May                      360,000        930,000       1,290,000         130,000
  12/16/96     Arlington/S. Watson Rd.                   930,000      2,479,000       3,409,000         333,000
  12/16/96     Richardson/E. Arapaho                   1,290,000      3,148,000       4,438,000         405,000
  12/23/96     Upper Darby/Lansdowne                     899,000      2,344,000       3,243,000         294,000
  12/23/96     Plymouth Meeting /Chemical              1,109,000      2,863,000       3,972,000         137,000
  12/23/96     Philadelphia/Byberry                    1,019,000      2,648,000       3,667,000         337,000
  12/23/96     Ft. Lauderdale/State Road               1,199,000      3,117,000       4,316,000         391,000
  12/23/96     Englewood/Costilla                      1,739,000      4,449,000       6,188,000         544,000
  12/23/96     Lilburn/Beaver Ruin Road                  600,000      1,572,000       2,172,000         195,000
  12/23/96     Carmichael/Fair Oaks                      809,000      2,131,000       2,940,000         268,000
  12/23/96     Portland/Division Street                  989,000      2,580,000       3,569,000         321,000
  12/23/96     Napa/Industrial                           660,000      1,747,000       2,407,000         230,000
  12/23/96     Wheatridge/W. 44th Avenue               1,439,000      3,685,000       5,124,000         451,000
  12/23/96     Las Vegas/Charleston                    1,049,000      2,700,000       3,749,000         337,000
  12/23/96     Las Vegas/South Arvill                    929,000      2,399,000       3,328,000         303,000
</TABLE>
                                      F-46
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  12/23/96     Los Angeles/Santa Monica                             3,328,000       8,407,000         98,000
  12/23/96     Warren/Schoenherr Rd.                                  749,000       1,894,000         67,000
  12/23/96     Portland/N.E. 71st Avenue                              869,000       2,196,000        114,000
  12/23/96     Seattle/Pacific Hwy. South                             689,000       1,742,000         92,000
  12/23/96     Broadview/S. 25th Avenue                             1,289,000       3,257,000         96,000
  12/23/96     Winter Springs/W. St. Rte 434                          689,000       1,742,000         66,000
  12/23/96     Tampa/15th Street                                      420,000       1,060,000        115,000
  12/23/96     Pompano Beach/S. Dixie Hwy.                            930,000       2,292,000        119,000
  12/23/96     Overland Park/Mastin                                   990,000       2,440,000         47,000
  12/23/96     Nashville/Dickerson Pike                               990,000       2,440,000        106,000
  12/23/96     Madison/Gallatin Road                                  780,000       1,922,000        122,000
  12/23/96     Auburn/R Street                                        690,000       1,700,000        103,000
  12/23/96     Federal Heights/W. 48th Ave.                           720,000       1,774,000         31,000
  12/23/96     Decatur/Covington                                      930,000       2,292,000         66,000
  12/23/96     Forest Park/Jonesboro Rd.                              540,000       1,331,000         83,000
  12/23/96     Mangonia Park/Australian Ave.                          840,000       2,070,000         86,000
  12/23/96     Whittier/Colima                                        540,000       1,331,000         52,000
  12/23/96     Kent/Pacific Hwy South                                 930,000       2,292,000         98,000
  12/23/96     Topeka/8th Street                                      150,000         370,000         82,000
  12/23/96     Denver East Evans                                    1,740,000       4,288,000         93,000
  12/23/96     Pittsburgh/California Ave.                             630,000       1,552,000         69,000
  12/23/96     Ft. Lauderdale/Powerline                               660,000       1,626,000        119,000
  12/23/96     Philadelphia/Oxford                                    900,000       2,218,000         54,000
  12/23/96     Dallas/Lemmon Ave.                                   1,710,000       4,214,000         93,000
  12/23/96     Eagle Rock/Colorado                                    330,000         813,000         28,000
  12/23/96     Alsip/115th Street                                     750,000       1,848,000        105,000
  12/23/96     Green Acres/Jog Road                                   600,000       1,479,000         59,000
  12/23/96     Pompano Beach/Sample Road                            1,320,000       3,253,000         93,000
  12/23/96     Wyndmoor/Ivy Hill                                    2,160,000       5,323,000         95,000
  12/23/96     W. Palm Beach/Belvedere                                960,000       2,366,000        101,000
  12/23/96     Renton  174th St.                                      960,000       2,366,000         71,000
  12/23/96     Sacramento/Northgate                                 1,021,000       2,647,000         71,000
  12/23/96     Phoenix/19th Avenue                                    991,000       2,569,000         80,000
  12/23/96     Bedford Park/Cicero                                  1,321,000       3,426,000        113,000
  12/23/96     Lake Worth/Lake Worth                                1,111,000       2,880,000         88,000
  12/23/96     Arlington/Algonquin                                    991,000       2,569,000        129,000
  12/23/96     Seattle/15th Avenue NE                                 781,000       2,024,000         81,000
  12/23/96     Southington/Spring                                     811,000       2,102,000         85,000
  12/23/96     Clifton/Broad Street                                 1,411,000       3,659,000         60,000
  12/23/96     Hillside/Glenwood                                      563,000       4,051,000        131,000
  12/30/96     Concorde/Treat                                       1,396,000       3,258,000         75,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  12/23/96     Los Angeles/Santa Monica                3,328,000      8,505,000      11,833,000       1,047,000
  12/23/96     Warren/Schoenherr Rd.                     749,000      1,961,000       2,710,000         250,000
  12/23/96     Portland/N.E. 71st Avenue                 869,000      2,310,000       3,179,000         297,000
  12/23/96     Seattle/Pacific Hwy. South                689,000      1,834,000       2,523,000         235,000
  12/23/96     Broadview/S. 25th Avenue                1,289,000      3,353,000       4,642,000         417,000
  12/23/96     Winter Springs/W. St. Rte 434             689,000      1,808,000       2,497,000         233,000
  12/23/96     Tampa/15th Street                         420,000      1,175,000       1,595,000         156,000
  12/23/96     Pompano Beach/S. Dixie Hwy.               930,000      2,411,000       3,341,000         325,000
  12/23/96     Overland Park/Mastin                      990,000      2,487,000       3,477,000         313,000
  12/23/96     Nashville/Dickerson Pike                  990,000      2,546,000       3,536,000         324,000
  12/23/96     Madison/Gallatin Road                     780,000      2,044,000       2,824,000         269,000
  12/23/96     Auburn/R Street                           690,000      1,803,000       2,493,000         234,000
  12/23/96     Federal Heights/W. 48th Ave.              720,000      1,805,000       2,525,000         223,000
  12/23/96     Decatur/Covington                         930,000      2,358,000       3,288,000         294,000
  12/23/96     Forest Park/Jonesboro Rd.                 540,000      1,414,000       1,954,000         194,000
  12/23/96     Mangonia Park/Australian Ave.             840,000      2,156,000       2,996,000         271,000
  12/23/96     Whittier/Colima                           540,000      1,383,000       1,923,000         179,000
  12/23/96     Kent/Pacific Hwy South                    930,000      2,390,000       3,320,000         305,000
  12/23/96     Topeka/8th Street                         150,000        452,000         602,000          68,000
  12/23/96     Denver East Evans                       1,740,000      4,381,000       6,121,000         547,000
  12/23/96     Pittsburgh/California Ave.                630,000      1,621,000       2,251,000         213,000
  12/23/96     Ft. Lauderdale/Powerline                  660,000      1,745,000       2,405,000         237,000
  12/23/96     Philadelphia/Oxford                       900,000      2,272,000       3,172,000         287,000
  12/23/96     Dallas/Lemmon Ave.                      1,710,000      4,307,000       6,017,000         535,000
  12/23/96     Eagle Rock/Colorado                       330,000        841,000       1,171,000         107,000
  12/23/96     Alsip/115th Street                        750,000      1,953,000       2,703,000         266,000
  12/23/96     Green Acres/Jog Road                      600,000      1,538,000       2,138,000         198,000
  12/23/96     Pompano Beach/Sample Road               1,320,000      3,346,000       4,666,000         422,000
  12/23/96     Wyndmoor/Ivy Hill                       2,160,000      5,418,000       7,578,000         663,000
  12/23/96     W. Palm Beach/Belvedere                   960,000      2,467,000       3,427,000         312,000
  12/23/96     Renton  174th St.                         960,000      2,437,000       3,397,000         309,000
  12/23/96     Sacramento/Northgate                    1,021,000      2,718,000       3,739,000         347,000
  12/23/96     Phoenix/19th Avenue                       991,000      2,649,000       3,640,000         320,000
  12/23/96     Bedford Park/Cicero                     1,321,000      3,539,000       4,860,000         441,000
  12/23/96     Lake Worth/Lake Worth                   1,111,000      2,968,000       4,079,000         370,000
  12/23/96     Arlington/Algonquin                       991,000      2,698,000       3,689,000         352,000
  12/23/96     Seattle/15th Avenue NE                    781,000      2,105,000       2,886,000         263,000
  12/23/96     Southington/Spring                        811,000      2,187,000       2,998,000         282,000
  12/23/96     Clifton/Broad Street                    1,411,000      3,719,000       5,130,000         457,000
  12/23/96     Hillside/Glenwood                         563,000      4,182,000       4,745,000         540,000
  12/30/96     Concorde/Treat                          1,396,000      3,333,000       4,729,000         413,000
</TABLE>
                                      F-47
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  12/30/96     Virginia Beach                                         535,000       1,248,000         63,000
  12/30/96     San Mateo                                            2,408,000       5,619,000         97,000
  01/22/97     Austin, 1033 E. 41 Street                              257,000       3,633,000         21,000
  04/12/97     Annandale / Backlick                                   955,000       2,229,000        267,000
  04/12/97     Ft. Worth / West Freeway                               667,000       1,556,000        207,000
  04/12/97     Campbell / S. Curtner                                2,550,000       5,950,000        599,000
  04/12/97     Aurora / S. Idalia                                   1,002,000       2,338,000        263,000
  04/12/97     Santa Cruz / Capitola                                1,037,000       2,420,000        269,000
  04/12/97     Indianapolis / Lafayette Road                          682,000       1,590,000        227,000
  04/12/97     Indianapolis / Route 31                                619,000       1,444,000        198,000
  04/12/97     Farmingdale / Broad Hollow Rd.                       1,568,000       3,658,000        453,000
  04/12/97     Tyson's Corner / Springhill Rd.                      3,861,000       9,010,000        961,000
  04/12/97     Fountain Valley / Newhope                            1,137,000       2,653,000        283,000
  04/12/97     Dallas / Winsted                                     1,375,000       3,209,000        396,000
  04/12/97     Columbia / Broad River Rd.                             121,000         282,000         97,000
  04/12/97     Livermore / S. Front Road                              876,000       2,044,000        144,000
  04/12/97     Garland / Plano                                        889,000       2,073,000        172,000
  04/12/97     San Jose / Story Road                                1,352,000       3,156,000        241,000
  04/12/97     Aurora / Abilene                                     1,406,000       3,280,000        275,000
  04/12/97     Antioch / Sunset Drive                               1,035,000       2,416,000        167,000
  04/12/97     Rancho Cordova / Sunrise                             1,048,000       2,445,000        224,000
  04/12/97     Berlin / Wilbur Cross                                  756,000       1,764,000        187,000
  04/12/97     Whittier / Whittier Blvd.                              648,000       1,513,000        103,000
  04/12/97     Peabody / Newbury Street                             1,159,000       2,704,000        199,000
  04/12/97     Denver / Blake                                         602,000       1,405,000        122,000
  04/12/97     Evansville / Green River Road                          470,000       1,096,000        106,000
  04/12/97     Burien / First Ave.                                    792,000       1,847,000        162,000
  04/12/97     Rancho Cordova / Mather Field                          494,000       1,153,000        118,000
  04/12/97     Sugar Land / Eldridge                                  705,000       1,644,000        153,000
  04/12/97     Columbus / Eastland Drive                              602,000       1,405,000        138,000
  04/12/97     Slickerville / Black Horse Pike                        539,000       1,258,000        151,000
  04/12/97     Seattle / Aurora                                     1,145,000       2,671,000        201,000
  04/12/97     Gaithersburg / Christopher Ave.                        972,000       2,268,000        203,000
  04/12/97     Manchester / Tolland Turnpike                          807,000       1,883,000        158,000
  06/25/97     Kirkland-Totem                                       2,131,000       4,972,000        105,000
  06/25/97     Indianapolis                                           471,000       1,098,000         26,000
  06/25/97     Dallas                                                 699,000       1,631,000         33,000
  06/25/97     Atlanta                                              1,183,000       2,761,000         11,000
  06/25/97     Bensalem                                             1,159,000       2,705,000         (6,000)
  06/25/97     Evansville                                             429,000       1,000,000          6,000
  06/25/97     Austin                                                 813,000       1,897,000          8,000
</TABLE>
<TABLE>
<CAPTION>



                                                               Gross Carrying Amount
                                                               At December 31, 1999
    Date                                              ----------------------------------------     Accumulated
  Acquired                Description                  Land         Buildings         Total       Depreciation
----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                      <C>          <C>             <C>               <C>
  12/30/96     Virginia Beach                           535,000      1,311,000       1,846,000         172,000
  12/30/96     San Mateo                              2,408,000      5,716,000       8,124,000         699,000
  01/22/97     Austin, 1033 E. 41 Street                257,000      3,654,000       3,911,000         408,000
  04/12/97     Annandale / Backlick                     955,000      2,496,000       3,451,000         270,000
  04/12/97     Ft. Worth / West Freeway                 667,000      1,763,000       2,430,000         200,000
  04/12/97     Campbell / S. Curtner                  2,550,000      6,549,000       9,099,000         699,000
  04/12/97     Aurora / S. Idalia                     1,002,000      2,601,000       3,603,000         284,000
  04/12/97     Santa Cruz / Capitola                  1,037,000      2,689,000       3,726,000         292,000
  04/12/97     Indianapolis / Lafayette Road            682,000      1,817,000       2,499,000         206,000
  04/12/97     Indianapolis / Route 31                  619,000      1,642,000       2,261,000         188,000
  04/12/97     Farmingdale / Broad Hollow Rd.         1,568,000      4,111,000       5,679,000         459,000
  04/12/97     Tyson's Corner / Springhill Rd.        3,861,000      9,971,000      13,832,000       1,064,000
  04/12/97     Fountain Valley / Newhope              1,137,000      2,936,000       4,073,000         315,000
  04/12/97     Dallas / Winsted                       1,375,000      3,605,000       4,980,000         397,000
  04/12/97     Columbia / Broad River Rd.               121,000        379,000         500,000          59,000
  04/12/97     Livermore / S. Front Road                876,000      2,188,000       3,064,000         239,000
  04/12/97     Garland / Plano                          889,000      2,245,000       3,134,000         251,000
  04/12/97     San Jose / Story Road                  1,352,000      3,397,000       4,749,000         369,000
  04/12/97     Aurora / Abilene                       1,406,000      3,555,000       4,961,000         376,000
  04/12/97     Antioch / Sunset Drive                 1,035,000      2,583,000       3,618,000         283,000
  04/12/97     Rancho Cordova / Sunrise               1,048,000      2,669,000       3,717,000         289,000
  04/12/97     Berlin / Wilbur Cross                    756,000      1,951,000       2,707,000         222,000
  04/12/97     Whittier / Whittier Blvd.                648,000      1,616,000       2,264,000         177,000
  04/12/97     Peabody / Newbury Street               1,159,000      2,903,000       4,062,000         318,000
  04/12/97     Denver / Blake                           602,000      1,527,000       2,129,000         169,000
  04/12/97     Evansville / Green River Road            470,000      1,202,000       1,672,000         139,000
  04/12/97     Burien / First Ave.                      792,000      2,009,000       2,801,000         223,000
  04/12/97     Rancho Cordova / Mather Field            494,000      1,271,000       1,765,000         151,000
  04/12/97     Sugar Land / Eldridge                    705,000      1,797,000       2,502,000         206,000
  04/12/97     Columbus / Eastland Drive                602,000      1,543,000       2,145,000         178,000
  04/12/97     Slickerville / Black Horse Pike          539,000      1,409,000       1,948,000         152,000
  04/12/97     Seattle / Aurora                       1,145,000      2,872,000       4,017,000         312,000
  04/12/97     Gaithersburg / Christopher Ave.          972,000      2,471,000       3,443,000         270,000
  04/12/97     Manchester / Tolland Turnpike            807,000      2,041,000       2,848,000         229,000
  06/25/97     Kirkland-Totem                         2,131,000      5,077,000       7,208,000         514,000
  06/25/97     Indianapolis                             471,000      1,124,000       1,595,000         120,000
  06/25/97     Dallas                                   699,000      1,664,000       2,363,000         177,000
  06/25/97     Atlanta                                1,183,000      2,772,000       3,955,000         284,000
  06/25/97     Bensalem                               1,159,000      2,699,000       3,858,000         278,000
  06/25/97     Evansville                               429,000      1,006,000       1,435,000         106,000
  06/25/97     Austin                                   813,000      1,905,000       2,718,000         197,000
</TABLE>
                                      F-48
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  06/25/97     Harbor City                                          1,244,000       2,904,000         66,000
  06/25/97     Birmingham                                             539,000       1,258,000         26,000
  06/25/97     Sacramento                                             489,000       1,396,000       (255,000)
  06/25/97     Carrollton                                             441,000       1,029,000          3,000
  06/25/97     La Habra                                               822,000       1,918,000         18,000
  06/25/97     Lombard                                              1,527,000       3,564,000      1,678,000
  06/25/97     Fairfield                                              740,000       1,727,000         (3,000)
  06/25/97     Seattle                                              1,498,000       3,494,000        192,000
  06/25/97     Bellevue                                             1,653,000       3,858,000         16,000
  06/25/97     Citrus Heights                                         642,000       1,244,000        355,000
  06/25/97     San Jose                                             1,273,000       2,971,000        (35,000)
  06/25/97     Stanton                                                948,000       2,212,000        (23,000)
  06/25/97     Garland                                                486,000       1,135,000          7,000
  06/25/97     Westford                                               857,000       1,999,000          5,000
  06/25/97     Dallas                                               1,627,000       3,797,000        455,000
  06/25/97     Wheat Ridge                                          1,054,000       2,459,000        277,000
  06/25/97     Berlin                                                 825,000       1,925,000        205,000
  06/25/97     Gretna                                               1,069,000       2,494,000        327,000
  06/25/97     Spring                                                 461,000       1,077,000        145,000
  06/25/97     Sacramento                                             592,000       1,380,000        828,000
  06/25/97     Houston/South Dairyashford                             856,000       1,997,000        252,000
  06/25/97     Naperville                                           1,108,000       2,585,000        301,000
  06/25/97     Carrollton                                           1,158,000       2,702,000        362,000
  06/25/97     Waipahu                                              1,620,000       3,780,000        434,000
  06/25/97     Davis                                                  628,000       1,465,000        182,000
  06/25/97     Decatur                                                951,000       2,220,000        276,000
  06/25/97     Jacksonville                                           653,000       1,525,000        215,000
  06/25/97     Chicoppe                                               663,000       1,546,000        237,000
  06/25/97     Alexandria                                           1,533,000       3,576,000        392,000
  06/25/97     Houston/Veterans Memorial Dr.                          458,000       1,070,000        139,000
  06/25/97     Los Angeles/Olympic                                  4,392,000      10,247,000      1,168,000
  06/25/97     Littleton                                            1,340,000       3,126,000        375,000
  06/25/97     Metairie                                             1,229,000       2,868,000        388,000
  06/25/97     Louisville                                             717,000       1,672,000        219,000
  06/25/97     East Hazel Crest                                       753,000       1,757,000        231,000
  06/25/97     Edmonds                                              1,187,000       2,770,000        365,000
  06/25/97     Foster City                                          1,064,000       2,483,000        294,000
  06/25/97     Chicago                                              1,160,000       2,708,000        337,000
  06/25/97     Philadelphia                                           924,000       2,155,000        259,000
  06/25/97     Dallas/Vilbig Rd.                                      508,000       1,184,000        184,000
  06/25/97     Staten Island                                        1,676,000       3,910,000        475,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  06/25/97     Harbor City                             1,244,000      2,970,000       4,214,000         322,000
  06/25/97     Birmingham                                539,000      1,284,000       1,823,000         137,000
  06/25/97     Sacramento                                489,000      1,141,000       1,630,000         119,000
  06/25/97     Carrollton                                441,000      1,032,000       1,473,000         109,000
  06/25/97     La Habra                                  822,000      1,936,000       2,758,000         200,000
  06/25/97     Lombard                                 2,047,000      4,722,000       6,769,000         427,000
  06/25/97     Fairfield                                 740,000      1,724,000       2,464,000         180,000
  06/25/97     Seattle                                 1,498,000      3,686,000       5,184,000         417,000
  06/25/97     Bellevue                                1,653,000      3,874,000       5,527,000         407,000
  06/25/97     Citrus Heights                            642,000      1,599,000       2,241,000         164,000
  06/25/97     San Jose                                1,273,000      2,936,000       4,209,000         299,000
  06/25/97     Stanton                                   948,000      2,189,000       3,137,000         223,000
  06/25/97     Garland                                   486,000      1,142,000       1,628,000         122,000
  06/25/97     Westford                                  857,000      2,004,000       2,861,000         214,000
  06/25/97     Dallas                                  1,627,000      4,252,000       5,879,000         446,000
  06/25/97     Wheat Ridge                             1,054,000      2,736,000       3,790,000         280,000
  06/25/97     Berlin                                    825,000      2,130,000       2,955,000         217,000
  06/25/97     Gretna                                  1,069,000      2,821,000       3,890,000         300,000
  06/25/97     Spring                                    461,000      1,222,000       1,683,000         129,000
  06/25/97     Sacramento                                720,000      2,080,000       2,800,000         183,000
  06/25/97     Houston/South Dairyashford                856,000      2,249,000       3,105,000         237,000
  06/25/97     Naperville                              1,108,000      2,886,000       3,994,000         297,000
  06/25/97     Carrollton                              1,158,000      3,064,000       4,222,000         326,000
  06/25/97     Waipahu                                 1,620,000      4,214,000       5,834,000         440,000
  06/25/97     Davis                                     628,000      1,647,000       2,275,000         173,000
  06/25/97     Decatur                                   951,000      2,496,000       3,447,000         255,000
  06/25/97     Jacksonville                              653,000      1,740,000       2,393,000         191,000
  06/25/97     Chicoppe                                  663,000      1,783,000       2,446,000         194,000
  06/25/97     Alexandria                              1,533,000      3,968,000       5,501,000         402,000
  06/25/97     Houston/Veterans Memorial Dr.             458,000      1,209,000       1,667,000         126,000
  06/25/97     Los Angeles/Olympic                     4,392,000     11,415,000      15,807,000       1,167,000
  06/25/97     Littleton                               1,340,000      3,501,000       4,841,000         363,000
  06/25/97     Metairie                                1,229,000      3,256,000       4,485,000         344,000
  06/25/97     Louisville                                717,000      1,891,000       2,608,000         198,000
  06/25/97     East Hazel Crest                          753,000      1,988,000       2,741,000         205,000
  06/25/97     Edmonds                                 1,187,000      3,135,000       4,322,000         318,000
  06/25/97     Foster City                             1,064,000      2,777,000       3,841,000         281,000
  06/25/97     Chicago                                 1,160,000      3,045,000       4,205,000         315,000
  06/25/97     Philadelphia                              924,000      2,414,000       3,338,000         247,000
  06/25/97     Dallas/Vilbig Rd.                         508,000      1,368,000       1,876,000         145,000
  06/25/97     Staten Island                           1,676,000      4,385,000       6,061,000         446,000
</TABLE>

                                      F-49

<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  06/25/97     Pelham Manor                                         1,209,000       2,820,000        344,000
  06/25/97     Irving                                                 469,000       1,093,000        171,000
  06/25/97     Elk Grove                                              642,000       1,497,000        187,000
  06/25/97     LAX                                                  1,312,000       3,062,000        400,000
  06/25/97     Denver                                               1,316,000       3,071,000        375,000
  06/25/97     Plano                                                1,369,000       3,193,000        365,000
  06/25/97     Lynnwood                                               839,000       1,959,000        286,000
  06/25/97     Lilburn                                                507,000       1,182,000        255,000
  06/25/97     Parma                                                  881,000       2,055,000        402,000
  06/25/97     Davie                                                1,086,000       2,533,000        519,000
  06/25/97     Allen Park                                             953,000       2,223,000        427,000
  06/25/97     Aurora                                                 808,000       1,886,000        348,000
  06/25/97     San Diego/16th Street                                  932,000       2,175,000        459,000
  06/25/97     Sterling Heights                                       766,000       1,787,000        346,000
  06/25/97     East L.A./Boyle Heights                                957,000       2,232,000        431,000
  06/25/97     Springfield/Alban Station                            1,317,000       3,074,000        588,000
  06/25/97     Littleton                                              868,000       2,026,000        367,000
  06/25/97     Sacramento/57th Street                                 869,000       2,029,000        423,000
  06/25/97     L.A./Venice Blvd.                                      523,000       1,221,000        276,000
  06/25/97     Miami                                                1,762,000       4,111,000        782,000
  08/13/97     Santa Monica / Wilshire Blvd.                        2,040,000       4,760,000        224,000
  11/02/97     Lansing, IL                                            758,000       1,768,000         84,000
  11/07/97     Phoenix, AZ                                          1,197,000       2,793,000         68,000
  11/13/97     Tinley Park, IL                                      1,422,000       3,319,000         22,000
  03/17/98     Branford / Summit Place                                728,000       1,698,000         60,000
  03/17/98     Las Vegas / Charleston                                 791,000       1,845,000         41,000
  03/17/98     So. San Francisco                                    1,550,000       3,617,000         46,000
  03/17/98     Pasadena / Arroyo Parkway                            3,005,000       7,012,000         43,000
  03/17/98     Tempe / E. Broadway                                    633,000       1,476,000         28,000
  03/17/98     Phoenix / N. 43rd Ave                                  443,000       1,033,000         40,000
  03/17/98     Phoenix/No. 43rd                                       380,000         886,000         34,000
  03/17/98     Phoenix / Black Canyon                                 380,000         886,000         42,000
  03/17/98     Phoenix/Black Canyon                                   136,000         317,000         20,000
  03/17/98     Nesconset / Southern                                 1,423,000       3,321,000         43,000
  03/17/98     Houston/De Soto Dr.                                    659,000       1,537,000         38,000
  03/17/98     Houston / East Freeway                                 593,000       1,384,000         56,000
  03/17/98     Austin/Ben White Bl                                    692,000       1,614,000         34,000
  03/17/98     Arlington/E. Pioneer                                   922,000       2,152,000         45,000
  03/17/98     Las Vegas/Tropicana                                  1,285,000       2,998,000         54,000
  04/01/98     Patchogue/W. Sunrise                                   936,000       2,184,000         39,000
  04/01/98     Havertown/West Chester                               1,254,000       2,926,000         21,000
</TABLE>
<TABLE>
<CAPTION>



                                                                 Gross Carrying Amount
                                                                 At December 31, 1999
    Date                                                ----------------------------------------     Accumulated
  Acquired                Description                    Land         Buildings         Total       Depreciation
------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                        <C>          <C>             <C>               <C>
  06/25/97     Pelham Manor                             1,209,000      3,164,000       4,373,000         321,000
  06/25/97     Irving                                     469,000      1,264,000       1,733,000         137,000
  06/25/97     Elk Grove                                  642,000      1,684,000       2,326,000         176,000
  06/25/97     LAX                                      1,312,000      3,462,000       4,774,000         364,000
  06/25/97     Denver                                   1,316,000      3,446,000       4,762,000         354,000
  06/25/97     Plano                                    1,369,000      3,558,000       4,927,000         361,000
  06/25/97     Lynnwood                                   839,000      2,245,000       3,084,000         227,000
  06/25/97     Lilburn                                    507,000      1,437,000       1,944,000         148,000
  06/25/97     Parma                                      881,000      2,457,000       3,338,000         250,000
  06/25/97     Davie                                    1,086,000      3,052,000       4,138,000         326,000
  06/25/97     Allen Park                                 953,000      2,650,000       3,603,000         271,000
  06/25/97     Aurora                                     808,000      2,234,000       3,042,000         226,000
  06/25/97     San Diego/16th Street                      932,000      2,634,000       3,566,000         282,000
  06/25/97     Sterling Heights                           766,000      2,133,000       2,899,000         219,000
  06/25/97     East L.A./Boyle Heights                    957,000      2,663,000       3,620,000         269,000
  06/25/97     Springfield/Alban Station                1,317,000      3,662,000       4,979,000         372,000
  06/25/97     Littleton                                  868,000      2,393,000       3,261,000         242,000
  06/25/97     Sacramento/57th Street                     869,000      2,452,000       3,321,000         247,000
  06/25/97     L.A./Venice Blvd.                          523,000      1,497,000       2,020,000         155,000
  06/25/97     Miami                                    1,762,000      4,893,000       6,655,000         502,000
  08/13/97     Santa Monica / Wilshire Blvd.            2,040,000      4,984,000       7,024,000         501,000
  11/02/97     Lansing, IL                                758,000      1,852,000       2,610,000         183,000
  11/07/97     Phoenix, AZ                              1,197,000      2,861,000       4,058,000         270,000
  11/13/97     Tinley Park, IL                          1,422,000      3,341,000       4,763,000         285,000
  03/17/98     Branford / Summit Place                    728,000      1,758,000       2,486,000         127,000
  03/17/98     Las Vegas / Charleston                     791,000      1,886,000       2,677,000         137,000
  03/17/98     So. San Francisco                        1,550,000      3,663,000       5,213,000         257,000
  03/17/98     Pasadena / Arroyo Parkway                3,005,000      7,055,000      10,060,000         487,000
  03/17/98     Tempe / E. Broadway                        633,000      1,504,000       2,137,000         106,000
  03/17/98     Phoenix / N. 43rd Ave                      443,000      1,073,000       1,516,000          81,000
  03/17/98     Phoenix/No. 43rd                           380,000        920,000       1,300,000          69,000
  03/17/98     Phoenix / Black Canyon                     380,000        928,000       1,308,000          71,000
  03/17/98     Phoenix/Black Canyon                       136,000        337,000         473,000          28,000
  03/17/98     Nesconset / Southern                     1,423,000      3,364,000       4,787,000         235,000
  03/17/98     Houston/De Soto Dr.                        659,000      1,575,000       2,234,000         116,000
  03/17/98     Houston / East Freeway                     593,000      1,440,000       2,033,000         111,000
  03/17/98     Austin/Ben White Bl                        692,000      1,648,000       2,340,000         119,000
  03/17/98     Arlington/E. Pioneer                       922,000      2,197,000       3,119,000         159,000
  03/17/98     Las Vegas/Tropicana                      1,285,000      3,052,000       4,337,000         212,000
  04/01/98     Patchogue/W. Sunrise                       936,000      2,223,000       3,159,000         174,000
  04/01/98     Havertown/West Chester                   1,249,000      2,952,000       4,201,000         229,000
</TABLE>
                                      F-50
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  04/01/98     Schiller Park/River                                    568,000       1,390,000         13,000
  04/01/98     Chicago / Cuyler                                     1,400,000       2,695,000         25,000
  04/01/98     Chicago Heights/West                                   468,000       1,804,000         17,000
  04/01/98     Arlington Heights/University                           670,000       3,004,000         26,000
  04/01/98     Cicero / Ogden                                       1,678,000       2,266,000         41,000
  04/01/98     Chicago/W. Howard St.                                  974,000       2,875,000         48,000
  04/01/98     Chicago/N. Western Ave                               1,453,000       3,205,000         26,000
  04/01/98     Chicago/Northwest Hwy                                  925,000       2,412,000         29,000
  04/01/98     Chicago/N. Wells St.                                 1,446,000       2,828,000         36,000
  04/01/98     Chicago / Pulaski Rd.                                1,276,000       2,858,000         16,000
  04/01/98     Artesia / Artesia                                      625,000       1,419,000         49,000
  04/01/98     Arcadia / Lower Azusa                                  821,000       1,369,000         25,000
  04/01/98     Dallas / Kingsly                                     1,095,000       1,712,000         27,000
  04/01/98     Manassas / Centreville                                 405,000       2,137,000         87,000
  04/01/98     La Downtwn/10 Fwy                                    1,608,000       3,358,000         57,000
  04/01/98     Bellevue / Northup                                   1,232,000       3,306,000        161,000
  04/01/98     Hollywood/Cole & Wilshire                            1,590,000       1,785,000         35,000
  04/01/98     Atlanta/John Wesley                                  1,233,000       1,665,000        111,000
  04/01/98     Montebello/S. Maple                                  1,274,000       2,299,000         33,000
  04/01/98     Lake City/Forest Park                                  248,000       1,445,000         41,000
  04/01/98     Baltimore / W. Patap                                   403,000       2,650,000         41,000
  04/01/98     Fraser/Groesbeck Hwy                                   368,000       1,796,000         25,000
  04/01/98     Vallejo / Mini Drive                                   560,000       1,803,000         31,000
  04/01/98     San Diego/54th & Euclid                                952,000       2,550,000         32,000
  04/01/98     Miami / 5th Street                                   2,327,000       3,234,000         60,000
  04/01/98     Silver Spring/Hill                                     922,000       2,080,000         43,000
  04/01/98     Chicago/E. 95th St.                                    397,000       2,357,000         22,000
  04/01/98     Chicago / S. Harlem                                    791,000       1,424,000         23,000
  04/01/98     St. Charles /Highway                                   623,000       1,501,000         60,000
  04/01/98     Chicago/Burr Ridge Rd.                                 421,000       2,165,000         21,000
  04/01/98     St. Louis / Hwy. 141                                   659,000       1,628,000         38,000
  04/01/98     Island Park / Austin                                 2,313,000       3,015,000         54,000
  04/01/98     Yonkers / Route 9a                                   1,722,000       3,823,000         45,000
  04/01/98     Silverlake/Glendale                                  2,314,000       5,481,000         66,000
  04/01/98     Akron / Britain Rd.                                    275,000       2,248,000         92,000
  04/01/98     Chicago/Harlem Ave                                   1,430,000       3,038,000         46,000
  04/01/98     Bethesda / Butler Rd                                 1,146,000       2,509,000         34,000
  04/01/98     Dundalk / Wise Ave                                     447,000       2,005,000         19,000
  05/01/98     Berkeley / 2nd St.                                   1,914,000       4,466,000       (236,000)
  05/08/98     Cleveland / W. 117th                                   930,000       2,277,000         59,000
  05/08/98     La /Venice Blvd                                      1,470,000       3,599,000         15,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  04/01/98     Schiller Park/River                       568,000      1,403,000       1,971,000         120,000
  04/01/98     Chicago / Cuyler                        1,400,000      2,720,000       4,120,000         258,000
  04/01/98     Chicago Heights/West                      468,000      1,821,000       2,289,000         173,000
  04/01/98     Arlington Heights/University              670,000      3,030,000       3,700,000         270,000
  04/01/98     Cicero / Ogden                          1,678,000      2,307,000       3,985,000         217,000
  04/01/98     Chicago/W. Howard St.                     974,000      2,923,000       3,897,000         279,000
  04/01/98     Chicago/N. Western Ave                  1,453,000      3,231,000       4,684,000         294,000
  04/01/98     Chicago/Northwest Hwy                     925,000      2,441,000       3,366,000         220,000
  04/01/98     Chicago/N. Wells St.                    1,446,000      2,864,000       4,310,000         256,000
  04/01/98     Chicago / Pulaski Rd.                   1,276,000      2,874,000       4,150,000         250,000
  04/01/98     Artesia / Artesia                         625,000      1,468,000       2,093,000         211,000
  04/01/98     Arcadia / Lower Azusa                     821,000      1,394,000       2,215,000         214,000
  04/01/98     Dallas / Kingsly                        1,095,000      1,739,000       2,834,000         257,000
  04/01/98     Manassas / Centreville                    405,000      2,224,000       2,629,000         318,000
  04/01/98     La Downtwn/10 Fwy                       1,608,000      3,415,000       5,023,000         491,000
  04/01/98     Bellevue / Northup                      1,232,000      3,467,000       4,699,000         484,000
  04/01/98     Hollywood/Cole & Wilshire               1,590,000      1,820,000       3,410,000         266,000
  04/01/98     Atlanta/John Wesley                     1,233,000      1,776,000       3,009,000         292,000
  04/01/98     Montebello/S. Maple                     1,274,000      2,332,000       3,606,000         343,000
  04/01/98     Lake City/Forest Park                     248,000      1,486,000       1,734,000         214,000
  04/01/98     Baltimore / W. Patap                      403,000      2,691,000       3,094,000         367,000
  04/01/98     Fraser/Groesbeck Hwy                      368,000      1,821,000       2,189,000         258,000
  04/01/98     Vallejo / Mini Drive                      560,000      1,834,000       2,394,000         268,000
  04/01/98     San Diego/54th & Euclid                   952,000      2,582,000       3,534,000         485,000
  04/01/98     Miami / 5th Street                      2,327,000      3,294,000       5,621,000         569,000
  04/01/98     Silver Spring/Hill                        922,000      2,123,000       3,045,000         393,000
  04/01/98     Chicago/E. 95th St.                       397,000      2,379,000       2,776,000         454,000
  04/01/98     Chicago / S. Harlem                       791,000      1,447,000       2,238,000         274,000
  04/01/98     St. Charles /Highway                      623,000      1,561,000       2,184,000         298,000
  04/01/98     Chicago/Burr Ridge Rd.                    421,000      2,186,000       2,607,000         421,000
  04/01/98     St. Louis / Hwy. 141                      659,000      1,666,000       2,325,000         304,000
  04/01/98     Island Park / Austin                    2,313,000      3,069,000       5,382,000         563,000
  04/01/98     Yonkers / Route 9a                      1,722,000      3,868,000       5,590,000         688,000
  04/01/98     Silverlake/Glendale                     2,314,000      5,547,000       7,861,000         972,000
  04/01/98     Akron / Britain Rd.                       275,000      2,340,000       2,615,000         405,000
  04/01/98     Chicago/Harlem Ave                      1,430,000      3,084,000       4,514,000         545,000
  04/01/98     Bethesda / Butler Rd                    1,146,000      2,543,000       3,689,000         420,000
  04/01/98     Dundalk / Wise Ave                        447,000      2,024,000       2,471,000         322,000
  05/01/98     Berkeley / 2nd St.                      1,837,000      4,307,000       6,144,000         288,000
  05/08/98     Cleveland / W. 117th                      930,000      2,336,000       3,266,000         149,000
  05/08/98     La /Venice Blvd                         1,470,000      3,614,000       5,084,000         222,000
</TABLE>
                                      F-51
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  05/08/98     Aurora / Farnsworth                                    960,000       2,350,000         28,000
  05/08/98     Santa Rosa / Hopper                                  1,020,000       2,497,000         29,000
  05/08/98     Golden Valley / Winn                                   630,000       1,542,000         54,000
  05/08/98     St. Louis / Benham                                     810,000       1,983,000         63,000
  05/08/98     Chicago / S. Chicago                                   840,000       2,057,000         16,000
  05/20/98     Boynton Beach / S. C.                                1,299,000       3,034,000         72,000
  06/01/98     Renton / SW 39th St.                                   725,000       2,196,000              -
  06/29/98     Pompano Beach/Center Port Circle                       795,000       2,312,000              -
  10/01/98     El Segundo / Sepulveda                               6,586,000       5,795,000         21,000
  10/01/98     Atlanta / Memorial Dr.                                 414,000       2,239,000         54,000
  10/01/98     Chicago / W. 79th St                                   861,000       2,789,000         23,000
  10/01/98     Chicago / N. Broadway                                1,918,000       3,824,000         65,000
  10/01/98     Dallas / Greenville                                  1,933,000       2,892,000         17,000
  10/01/98     Tacoma / Orchard                                       358,000       1,987,000         45,000
  10/01/98     St. Louis / Gravois                                    312,000       2,327,000         45,000
  10/01/98     White Bear Lake                                        578,000       2,079,000         25,000
  10/01/98     Santa Cruz / Soquel                                    832,000       2,385,000         39,000
  10/01/98     Coon Rapids / Hwy 10                                   330,000       1,646,000         29,000
  10/01/98     Oxnard / Hueneme Rd                                    923,000       3,925,000         41,000
  10/01/98     Vancouver/ Millplain                                   343,000       2,000,000         47,000
  10/01/98     Tigard / Mc Ewan                                       597,000       1,652,000         54,000
  10/01/98     Griffith / Cline                                       299,000       2,118,000         13,000
  10/01/98     Miami / Sunset Drive                                 1,656,000       2,321,000         23,000
  10/01/98     Farmington / 9 Mile                                    580,000       2,526,000         16,000
  10/01/98     Los Gatos / University                               2,234,000       3,890,000         18,000
  10/01/98     N. Hollywood                                         1,484,000       3,143,000         23,000
  10/01/98     Petaluma / Transport                                   460,000       1,840,000         28,000
  10/01/98     Chicago / 111th                                        341,000       2,898,000         23,000
  10/01/98     Upper Darby / Market                                   808,000       5,011,000         33,000
  10/01/98     San Jose / Santa                                       966,000       3,870,000         37,000
  10/01/98     San Diego / Morena                                   3,173,000       5,469,000         27,000
  10/01/98     Brooklyn /Rockway Ave                                6,272,000       9,691,000         75,000
  10/01/98     Revere / Charger St                                  1,997,000       3,727,000         43,000
  10/01/98     Las Vegas / E. Charles                                 602,000       2,545,000         38,000
  10/01/98     Laurel / Baltimore Ave                               1,899,000       4,498,000         33,000
  10/01/98     East La/Figueroa & 4th                               1,213,000       2,689,000         16,000
  10/01/98     Oldsmar / Tampa Road                                   760,000       2,154,000         27,000
  10/01/98     Ft. Lauderdale /S. W.                                1,046,000       2,928,000         17,000
  10/01/98     Miami / NW 73rd St                                   1,050,000       3,064,000         33,000
  12/09/98     Miami / NW 115th Ave                                 1,095,000       2,349,000        152,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  05/08/98     Aurora / Farnsworth                       960,000      2,378,000       3,338,000         147,000
  05/08/98     Santa Rosa / Hopper                     1,020,000      2,526,000       3,546,000         158,000
  05/08/98     Golden Valley / Winn                      630,000      1,596,000       2,226,000         105,000
  05/08/98     St. Louis / Benham                        810,000      2,046,000       2,856,000         130,000
  05/08/98     Chicago / S. Chicago                      840,000      2,073,000       2,913,000         129,000
  05/20/98     Boynton Beach / S. C.                   1,299,000      3,106,000       4,405,000         198,000
  06/01/98     Renton / SW 39th St.                      725,000      2,196,000       2,921,000         169,000
  06/29/98     Pompano Beach/Center Port Circle          795,000      2,312,000       3,107,000         169,000
  10/01/98     El Segundo / Sepulveda                  6,586,000      5,816,000      12,402,000         349,000
  10/01/98     Atlanta / Memorial Dr.                    414,000      2,293,000       2,707,000         141,000
  10/01/98     Chicago / W. 79th St                      861,000      2,812,000       3,673,000         172,000
  10/01/98     Chicago / N. Broadway                   1,918,000      3,889,000       5,807,000         238,000
  10/01/98     Dallas / Greenville                     1,933,000      2,909,000       4,842,000         172,000
  10/01/98     Tacoma / Orchard                          358,000      2,032,000       2,390,000         128,000
  10/01/98     St. Louis / Gravois                       312,000      2,372,000       2,684,000         147,000
  10/01/98     White Bear Lake                           578,000      2,104,000       2,682,000         130,000
  10/01/98     Santa Cruz / Soquel                       832,000      2,424,000       3,256,000         150,000
  10/01/98     Coon Rapids / Hwy 10                      330,000      1,675,000       2,005,000         104,000
  10/01/98     Oxnard / Hueneme Rd                       923,000      3,966,000       4,889,000         238,000
  10/01/98     Vancouver/ Millplain                      343,000      2,047,000       2,390,000         130,000
  10/01/98     Tigard / Mc Ewan                          597,000      1,706,000       2,303,000         109,000
  10/01/98     Griffith / Cline                          299,000      2,131,000       2,430,000         130,000
  10/01/98     Miami / Sunset Drive                    1,656,000      2,344,000       4,000,000         144,000
  10/01/98     Farmington / 9 Mile                       580,000      2,542,000       3,122,000         153,000
  10/01/98     Los Gatos / University                  2,234,000      3,908,000       6,142,000         234,000
  10/01/98     N. Hollywood                            1,484,000      3,166,000       4,650,000         190,000
  10/01/98     Petaluma / Transport                      460,000      1,868,000       2,328,000         115,000
  10/01/98     Chicago / 111th                           341,000      2,921,000       3,262,000         177,000
  10/01/98     Upper Darby / Market                      808,000      5,044,000       5,852,000         299,000
  10/01/98     San Jose / Santa                          966,000      3,907,000       4,873,000         237,000
  10/01/98     San Diego / Morena                      3,173,000      5,496,000       8,669,000         331,000
  10/01/98     Brooklyn /Rockway Ave                   6,272,000      9,766,000      16,038,000         586,000
  10/01/98     Revere / Charger St                     1,997,000      3,770,000       5,767,000         229,000
  10/01/98     Las Vegas / E. Charles                    602,000      2,583,000       3,185,000         158,000
  10/01/98     Laurel / Baltimore Ave                  1,899,000      4,531,000       6,430,000         272,000
  10/01/98     East La/Figueroa & 4th                  1,213,000      2,705,000       3,918,000         164,000
  10/01/98     Oldsmar / Tampa Road                      760,000      2,181,000       2,941,000         133,000
  10/01/98     Ft. Lauderdale /S. W.                   1,046,000      2,945,000       3,991,000         180,000
  10/01/98     Miami / NW 73rd St                      1,050,000      3,097,000       4,147,000         190,000
  12/09/98     Miami / NW 115th Ave                    1,102,000      2,494,000       3,596,000         125,000
</TABLE>
                                      F-52
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  01/01/99     New Orleans/St. Charles                              1,463,000       2,634,000         13,000
  01/06/99     Brandon / E. Brandon Blvd                            1,560,000       3,695,000         39,000
  03/12/99     St. Louis / N. Lindbergh Blvd.                       1,688,000       3,939,000          8,000
  03/12/99     St. Louis /Vandeventer Midtown                         699,000       1,631,000          5,000
  03/12/99     St. Ann / Maryland Heights                           1,035,000       2,414,000         21,000
  03/12/99     Florissant / N. Hwy 67                                 971,000       2,265,000          5,000
  03/12/99     Ferguson Area-W. Florissant                          1,194,000       2,732,000         27,000
  03/12/99     Columbia/Rangeline St                                1,070,000       2,496,000        203,000
  03/12/99     Columbia / Paris Rd                                    412,000         962,000        105,000
  03/12/99     Jefferson City/St.                                     458,000       1,069,000        122,000
               Mary's-Downtown
  03/12/99     Florissant / New Halls Ferry Rd                      1,144,000       2,670,000          7,000
  03/12/99     St. Louis / Airport                                    785,000       1,833,000          6,000
  03/12/99     St. Louis/ S. Third St                               1,096,000       2,557,000          6,000
  03/12/99     Columbia/Providence Rd                                 519,000       1,212,000          4,000
  03/12/99     Columbia/I-70 Drive                                    306,000         713,000        104,000
  03/12/99     Kansas City / E. 47th St.                              610,000       1,424,000         20,000
  03/12/99     Kansas City /E. 67th Terrace                         1,136,000       2,643,000         13,000
  03/12/99     Kansas City / James A. Reed Rd                         749,000       1,748,000         14,000
  03/12/99     Independence / 291                                     871,000       2,032,000         18,000
  03/12/99     Raytown / Woodson Rd                                   915,000       2,134,000         13,000
  03/12/99     Kansas City / 34th Main Street                         114,000       2,599,000        130,000
  03/12/99     Columbia / River Dr                                    671,000       1,566,000          9,000
  03/12/99     Columbia / Buckner Rd                                  714,000       1,665,000        143,000
  03/12/99     Columbia / Decker Park Rd                              605,000       1,412,000         31,000
  03/12/99     Columbia / Rosewood Dr                                 777,000       1,814,000         16,000
  03/12/99     W. Columbia / Orchard Dr.                              272,000         634,000         42,000
  03/12/99     W. Columbia / Airport Blvd                             493,000       1,151,000         10,000
  03/12/99     Greenville / Whitehorse Rd                             882,000       2,058,000         17,000
  03/12/99     Greenville / Woods Lake Rd                             364,000         849,000         12,000
  03/12/99     Mauldin / N. Main Street                               571,000       1,333,000         30,000
  03/12/99     Simpsonville / Grand View Dr                           582,000       1,358,000         19,000
  03/12/99     Taylor's / Wade Hampton Blvd                           650,000       1,517,000         26,000
  03/12/99     Charleston/Ashley Phosphate B                          839,000       1,950,000         17,000
  03/12/99     N. Charleston / Dorchester Rd                          380,000         886,000         12,000
  03/12/99     N. Charleston / Dorchester                             487,000       1,137,000         19,000
  03/12/99     Charleston / Sam Rittenberg Blvd                       555,000       1,296,000         20,000
  03/12/99     Hilton Head / Office Park Rd                         1,279,000       2,985,000          8,000
  03/12/99     Columbia / Plumbers Rd                                 368,000         858,000         24,000
  03/12/99     Greenville / Pineknoll Rd                              927,000       2,163,000         26,000
  03/12/99     Hilton Head / Yacht Cove Dr                          1,182,000       2,753,000         15,000
</TABLE>
<TABLE>
<CAPTION>



                                                               Gross Carrying Amount
                                                               At December 31, 1999
    Date                                              ----------------------------------------     Accumulated
  Acquired                Description                  Land         Buildings         Total       Depreciation
----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                      <C>          <C>             <C>               <C>
  01/01/99     New Orleans/St. Charles                1,463,000      2,647,000       4,110,000          89,000
  01/06/99     Brandon / E. Brandon Blvd              1,560,000      3,734,000       5,294,000          28,000
  03/12/99     St. Louis / N. Lindbergh Blvd.         1,688,000      3,947,000       5,635,000         127,000
  03/12/99     St. Louis /Vandeventer Midtown           699,000      1,636,000       2,335,000          53,000
  03/12/99     St. Ann / Maryland Heights             1,035,000      2,435,000       3,470,000          78,000
  03/12/99     Florissant / N. Hwy 67                   971,000      2,270,000       3,241,000          75,000
  03/12/99     Ferguson Area-W. Florissant            1,194,000      2,759,000       3,953,000          91,000
  03/12/99     Columbia/Rangeline St                  1,070,000      2,699,000       3,769,000          96,000
  03/12/99     Columbia / Paris Rd                      412,000      1,067,000       1,479,000          38,000
  03/12/99     Jefferson City/St.                       458,000      1,191,000       1,649,000          43,000
               Mary's-Downtown
  03/12/99     Florissant / New Halls Ferry Rd        1,144,000      2,677,000       3,821,000          86,000
  03/12/99     St. Louis / Airport                      785,000      1,839,000       2,624,000          59,000
  03/12/99     St. Louis/ S. Third St                 1,096,000      2,563,000       3,659,000          82,000
  03/12/99     Columbia/Providence Rd                   519,000      1,216,000       1,735,000          42,000
  03/12/99     Columbia/I-70 Drive                      306,000        817,000       1,123,000          33,000
  03/12/99     Kansas City / E. 47th St.                610,000      1,444,000       2,054,000          46,000
  03/12/99     Kansas City /E. 67th Terrace           1,136,000      2,656,000       3,792,000          85,000
  03/12/99     Kansas City / James A. Reed Rd           749,000      1,762,000       2,511,000          57,000
  03/12/99     Independence / 291                       871,000      2,050,000       2,921,000          66,000
  03/12/99     Raytown / Woodson Rd                     915,000      2,147,000       3,062,000          69,000
  03/12/99     Kansas City / 34th Main Street           114,000      2,729,000       2,843,000          93,000
  03/12/99     Columbia / River Dr                      671,000      1,575,000       2,246,000          51,000
  03/12/99     Columbia / Buckner Rd                    714,000      1,808,000       2,522,000          61,000
  03/12/99     Columbia / Decker Park Rd                605,000      1,443,000       2,048,000          46,000
  03/12/99     Columbia / Rosewood Dr                   777,000      1,830,000       2,607,000          59,000
  03/12/99     W. Columbia / Orchard Dr.                272,000        676,000         948,000          25,000
  03/12/99     W. Columbia / Airport Blvd               493,000      1,161,000       1,654,000          38,000
  03/12/99     Greenville / Whitehorse Rd               882,000      2,075,000       2,957,000          67,000
  03/12/99     Greenville / Woods Lake Rd               364,000        861,000       1,225,000          28,000
  03/12/99     Mauldin / N. Main Street                 571,000      1,363,000       1,934,000          44,000
  03/12/99     Simpsonville / Grand View Dr             582,000      1,377,000       1,959,000          45,000
  03/12/99     Taylor's / Wade Hampton Blvd             650,000      1,543,000       2,193,000          49,000
  03/12/99     Charleston/Ashley Phosphate B            839,000      1,967,000       2,806,000          63,000
  03/12/99     N. Charleston / Dorchester Rd            380,000        898,000       1,278,000          29,000
  03/12/99     N. Charleston / Dorchester               487,000      1,156,000       1,643,000          38,000
  03/12/99     Charleston / Sam Rittenberg Blvd         555,000      1,316,000       1,871,000          43,000
  03/12/99     Hilton Head / Office Park Rd           1,279,000      2,993,000       4,272,000          96,000
  03/12/99     Columbia / Plumbers Rd                   368,000        882,000       1,250,000          29,000
  03/12/99     Greenville / Pineknoll Rd                927,000      2,189,000       3,116,000          75,000
  03/12/99     Hilton Head / Yacht Cove Dr            1,182,000      2,768,000       3,950,000          89,000
</TABLE>
                                      F-53
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  03/12/99     Spartanburg / Chesnee Hwy                              533,000       1,244,000         37,000
  03/12/99     Charleston / Ashley River Rd                         1,114,000       2,581,000         12,000
  03/12/99     Columbia / Broad River                               1,463,000       3,413,000         22,000
  03/12/99     Charlotte / East Wt Harris Blvd                        736,000       1,718,000         34,000
  03/12/99     Charlotte / North Tryon St.                            708,000       1,653,000         29,000
  03/12/99     Charlotte / South Blvd                                 641,000       1,496,000         23,000
  03/12/99     Kannapolis / Oregon St                                 463,000       1,081,000         16,000
  03/12/99     Durham / E. Club Blvd                                  947,000       2,209,000         18,000
  03/12/99     Durham / N. Duke St.                                   769,000       1,794,000          9,000
  03/12/99     Raleigh / Maitland Dr                                  679,000       1,585,000         19,000
  03/12/99     Greensboro / O'Henry Blvd                              577,000       1,345,000         35,000
  03/12/99     Gastonia / S. York Rd                                  467,000       1,089,000         20,000
  03/12/99     Durham / Kangaroo Dr.                                1,102,000       2,572,000         29,000
  03/12/99     Pensacola / Brent Lane                                 402,000         938,000         21,000
  03/12/99     Pensacola / Creighton Road                             454,000       1,060,000         16,000
  03/12/99     Jacksonville / Park Avenue                             905,000       2,113,000         42,000
  03/12/99     Jacksonville / Phillips Hwy                            665,000       1,545,000         43,000
  03/12/99     Clearwater / Highland Ave                              724,000       1,690,000         28,000
  03/12/99     Stock Island                                           840,000       1,961,000          3,000
  03/12/99     Tarpon Springs / US Highway 19                         892,000       2,081,000         30,000
  03/12/99     Orlando /S. Orange Blossom Trail                     1,229,000       2,867,000         24,000
  03/12/99     Casselberry                                          1,160,000       2,708,000         35,000
  03/12/99     Big Coppitt Key/US 1                                   443,000       1,034,000          3,000
  03/12/99     Miami / NW 14th Street                               1,739,000       4,058,000         29,000
  03/12/99     Tarpon Springs / Highway 19                          1,179,000       2,751,000         33,000
  03/12/99     Ft. Myers / Tamiami Trail South                        834,000       1,945,000         22,000
  03/12/99     Jacksonville / Ft. Caroline Rd                       1,037,000       2,420,000         36,000
  03/12/99     Orlando / South Semoran                                565,000       1,319,000         14,000
  03/12/99     Jacksonville / Southside Blvd.                       1,278,000       2,982,000         40,000
  03/12/99     Miami / NW 7th Ave                                     783,000       1,827,000         51,000
  03/12/99     Vero Beach / US Hwy 1                                  678,000       1,583,000         20,000
  03/12/99     Ponte Vedra / Palm Valley Rd.                          745,000       2,749,000        237,000
  03/12/99     Miami Lakes / NW 153rd St.                             425,000         992,000         21,000
  03/12/99     Deerfield Beach / SW 10th St.                        1,844,000       4,302,000         11,000
  03/12/99     Apopka / S. Orange Blossom                             307,000         717,000         26,000
  03/12/99     Davie / University                                     313,000       4,379,000        148,000
  03/12/99     Arlington / Division                                   998,000       2,328,000         13,000
  03/12/99     Duncanville/S. Cedar Ridge                           1,477,000       3,447,000         21,000
  03/12/99     Carrollton / Trinity Mills West                        530,000       1,237,000         11,000
  03/12/99     Houston / Wallisville Rd.                              744,000       1,736,000         33,000
  03/12/99     Houston / Fondren South                                647,000       1,510,000         22,000
</TABLE>
<TABLE>
<CAPTION>



                                                                 Gross Carrying Amount
                                                                 At December 31, 1999
    Date                                                ----------------------------------------     Accumulated
  Acquired                Description                    Land         Buildings         Total       Depreciation
------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                        <C>          <C>             <C>               <C>
  03/12/99     Spartanburg / Chesnee Hwy                  533,000      1,281,000       1,814,000          42,000
  03/12/99     Charleston / Ashley River Rd             1,114,000      2,593,000       3,707,000          84,000
  03/12/99     Columbia / Broad River                   1,463,000      3,435,000       4,898,000         110,000
  03/12/99     Charlotte / East Wt Harris Blvd            736,000      1,752,000       2,488,000          56,000
  03/12/99     Charlotte / North Tryon St.                708,000      1,682,000       2,390,000          55,000
  03/12/99     Charlotte / South Blvd                     641,000      1,519,000       2,160,000          49,000
  03/12/99     Kannapolis / Oregon St                     463,000      1,097,000       1,560,000          36,000
  03/12/99     Durham / E. Club Blvd                      947,000      2,227,000       3,174,000          72,000
  03/12/99     Durham / N. Duke St.                       769,000      1,803,000       2,572,000          58,000
  03/12/99     Raleigh / Maitland Dr                      679,000      1,604,000       2,283,000          52,000
  03/12/99     Greensboro / O'Henry Blvd                  577,000      1,380,000       1,957,000          45,000
  03/12/99     Gastonia / S. York Rd                      467,000      1,109,000       1,576,000          41,000
  03/12/99     Durham / Kangaroo Dr.                    1,102,000      2,601,000       3,703,000          84,000
  03/12/99     Pensacola / Brent Lane                     402,000        959,000       1,361,000          31,000
  03/12/99     Pensacola / Creighton Road                 454,000      1,076,000       1,530,000          40,000
  03/12/99     Jacksonville / Park Avenue                 905,000      2,155,000       3,060,000          69,000
  03/12/99     Jacksonville / Phillips Hwy                665,000      1,588,000       2,253,000          53,000
  03/12/99     Clearwater / Highland Ave                  724,000      1,718,000       2,442,000          56,000
  03/12/99     Stock Island                               840,000      1,964,000       2,804,000          61,000
  03/12/99     Tarpon Springs / US Highway 19             892,000      2,111,000       3,003,000          68,000
  03/12/99     Orlando /S. Orange Blossom Trail         1,229,000      2,891,000       4,120,000          93,000
  03/12/99     Casselberry                              1,160,000      2,743,000       3,903,000          88,000
  03/12/99     Big Coppitt Key/US 1                       443,000      1,037,000       1,480,000          39,000
  03/12/99     Miami / NW 14th Street                   1,739,000      4,087,000       5,826,000         131,000
  03/12/99     Tarpon Springs / Highway 19              1,179,000      2,784,000       3,963,000          90,000
  03/12/99     Ft. Myers / Tamiami Trail South            834,000      1,967,000       2,801,000          63,000
  03/12/99     Jacksonville / Ft. Caroline Rd           1,037,000      2,456,000       3,493,000          79,000
  03/12/99     Orlando / South Semoran                    565,000      1,333,000       1,898,000          43,000
  03/12/99     Jacksonville / Southside Blvd.           1,278,000      3,022,000       4,300,000          97,000
  03/12/99     Miami / NW 7th Ave                         783,000      1,878,000       2,661,000          61,000
  03/12/99     Vero Beach / US Hwy 1                      678,000      1,603,000       2,281,000          52,000
  03/12/99     Ponte Vedra / Palm Valley Rd.              745,000      2,986,000       3,731,000          85,000
  03/12/99     Miami Lakes / NW 153rd St.                 425,000      1,013,000       1,438,000          33,000
  03/12/99     Deerfield Beach / SW 10th St.            1,844,000      4,313,000       6,157,000         138,000
  03/12/99     Apopka / S. Orange Blossom                 307,000        743,000       1,050,000          25,000
  03/12/99     Davie / University                         313,000      4,527,000       4,840,000          92,000
  03/12/99     Arlington / Division                       998,000      2,341,000       3,339,000          75,000
  03/12/99     Duncanville/S. Cedar Ridge               1,477,000      3,468,000       4,945,000         111,000
  03/12/99     Carrollton / Trinity Mills West            530,000      1,248,000       1,778,000          40,000
  03/12/99     Houston / Wallisville Rd.                  744,000      1,769,000       2,513,000          57,000
  03/12/99     Houston / Fondren South                    647,000      1,532,000       2,179,000          49,000
</TABLE>
                                      F-54
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
----------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  03/12/99     Houston / Addicks Satsuma                              409,000         954,000         32,000
  03/12/99     Addison / Inwood Road                                1,204,000       2,808,000          6,000
  03/12/99     Houston / Southwest Freeway                          1,394,000       3,253,000         26,000
  03/12/99     Garland / Jackson Drive                                755,000       1,761,000         33,000
  03/12/99     Garland / Buckingham Road                              492,000       1,149,000         32,000
  03/12/99     Houston / South Main                                 1,461,000       3,409,000         26,000
  03/12/99     Plano / Parker Road-Avenue K                         1,517,000       3,539,000        740,000
  03/12/99     Houston / Bingle Road                                  576,000       1,345,000         35,000
  03/12/99     Houston / Mangum Road                                  737,000       1,719,000         37,000
  03/12/99     Houston / Hayes Road                                   916,000       2,138,000         22,000
  03/12/99     Katy / Dominion Drive                                  995,000       2,321,000         20,000
  03/12/99     Houston / Fm 1960 West                                 513,000       1,198,000         12,000
  03/12/99     Webster / Fm 528 Road                                  756,000       1,764,000         36,000
  03/12/99     Houston / Loch Katrine Lane                            580,000       1,352,000          9,000
  03/12/99     Houston / Milwee St.                                   779,000       1,815,000         38,000
  03/12/99     Lewisville / Highway 121                               688,000       1,605,000         20,000
  03/12/99     Richardson / Central Expressway                        465,000       1,085,000         17,000
  03/12/99     Houston / Hwy 6 South                                  569,000       1,328,000         17,000
  03/12/99     Houston / Westheimer West                            1,075,000       2,508,000         21,000
  03/12/99     Ft. Worth / Granbury Road                              763,000       1,781,000         26,000
  03/12/99     Houston / New Castle                                 2,346,000       5,473,000          6,000
  03/12/99     Dallas / Inwood Road                                 1,478,000       3,448,000         17,000
  03/12/99     Fort Worth / Loop 820 North                            729,000       1,702,000         19,000
  03/12/99     Carrollton / Marsh Lane South                        1,353,000       3,156,000         13,000
  03/12/99     Dallas / Forest Central Dr                             859,000       2,004,000         21,000
  03/12/99     Arlington / Cooper St                                  779,000       1,818,000         10,000
  03/12/99     Webster / Highway 3                                    677,000       1,580,000         23,000
  03/12/99     Augusta / Peach Orchard Rd                             860,000       2,007,000        135,000
  03/12/99     Martinez / Old Petersburg Rd                           407,000         950,000         35,000
  03/12/99     Jonesboro / Tara Blvd                                  785,000       1,827,000         26,000
  03/12/99     Atlanta / Briarcliff Rd                              2,171,000       5,066,000         13,000
  03/12/99     Decatur / N Decatur Rd                                 933,000       2,177,000         21,000
  03/12/99     Douglasville / Westmoreland                            453,000       1,056,000          9,000
  03/12/99     Doraville / McElroy Rd                                 827,000       1,931,000         29,000
  03/12/99     Roswell / Alpharetta                                 1,772,000       4,135,000          8,000
  03/12/99     Douglasville / Duralee Lane                            533,000       1,244,000          6,000
  03/12/99     Douglasville / Highway 5                               804,000       1,875,000         27,000
  03/12/99     Forest Park / Jonesboro                                659,000       1,537,000         21,000
  03/12/99     Marietta / Whitlock                                  1,016,000       2,370,000         11,000
  03/12/99     Marietta / Cobb Iv                                     727,000       1,696,000         46,000
  03/12/99     Norcross / Jones Mill Rd                             1,142,000       2,670,000         22,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  03/12/99     Houston / Addicks Satsuma                 409,000        986,000       1,395,000          32,000
  03/12/99     Addison / Inwood Road                   1,204,000      2,814,000       4,018,000          90,000
  03/12/99     Houston / Southwest Freeway             1,394,000      3,279,000       4,673,000         106,000
  03/12/99     Garland / Jackson Drive                   755,000      1,794,000       2,549,000          58,000
  03/12/99     Garland / Buckingham Road                 492,000      1,181,000       1,673,000          38,000
  03/12/99     Houston / South Main                    1,461,000      3,435,000       4,896,000         110,000
  03/12/99     Plano / Parker Road-Avenue K            1,517,000      4,279,000       5,796,000         195,000
  03/12/99     Houston / Bingle Road                     576,000      1,380,000       1,956,000          45,000
  03/12/99     Houston / Mangum Road                     737,000      1,756,000       2,493,000          57,000
  03/12/99     Houston / Hayes Road                      916,000      2,160,000       3,076,000          69,000
  03/12/99     Katy / Dominion Drive                     995,000      2,341,000       3,336,000          75,000
  03/12/99     Houston / Fm 1960 West                    513,000      1,210,000       1,723,000          39,000
  03/12/99     Webster / Fm 528 Road                     756,000      1,800,000       2,556,000          57,000
  03/12/99     Houston / Loch Katrine Lane               580,000      1,361,000       1,941,000          44,000
  03/12/99     Houston / Milwee St.                      779,000      1,853,000       2,632,000          60,000
  03/12/99     Lewisville / Highway 121                  688,000      1,625,000       2,313,000          53,000
  03/12/99     Richardson / Central Expressway           465,000      1,102,000       1,567,000          36,000
  03/12/99     Houston / Hwy 6 South                     569,000      1,345,000       1,914,000          44,000
  03/12/99     Houston / Westheimer West               1,075,000      2,529,000       3,604,000          81,000
  03/12/99     Ft. Worth / Granbury Road                 763,000      1,807,000       2,570,000          58,000
  03/12/99     Houston / New Castle                    2,214,000      5,611,000       7,825,000         175,000
  03/12/99     Dallas / Inwood Road                    1,478,000      3,465,000       4,943,000         111,000
  03/12/99     Fort Worth / Loop 820 North               729,000      1,721,000       2,450,000          56,000
  03/12/99     Carrollton / Marsh Lane South           1,353,000      3,169,000       4,522,000         102,000
  03/12/99     Dallas / Forest Central Dr                859,000      2,025,000       2,884,000          65,000
  03/12/99     Arlington / Cooper St                     779,000      1,828,000       2,607,000          59,000
  03/12/99     Webster / Highway 3                       677,000      1,603,000       2,280,000          52,000
  03/12/99     Augusta / Peach Orchard Rd                860,000      2,142,000       3,002,000          77,000
  03/12/99     Martinez / Old Petersburg Rd              407,000        985,000       1,392,000          32,000
  03/12/99     Jonesboro / Tara Blvd                     785,000      1,853,000       2,638,000          60,000
  03/12/99     Atlanta / Briarcliff Rd                 2,171,000      5,079,000       7,250,000         163,000
  03/12/99     Decatur / N Decatur Rd                    933,000      2,198,000       3,131,000          71,000
  03/12/99     Douglasville / Westmoreland               453,000      1,065,000       1,518,000          35,000
  03/12/99     Doraville / McElroy Rd                    827,000      1,960,000       2,787,000          63,000
  03/12/99     Roswell / Alpharetta                    1,772,000      4,143,000       5,915,000         133,000
  03/12/99     Douglasville / Duralee Lane               533,000      1,250,000       1,783,000          41,000
  03/12/99     Douglasville / Highway 5                  804,000      1,902,000       2,706,000          62,000
  03/12/99     Forest Park / Jonesboro                   659,000      1,558,000       2,217,000          51,000
  03/12/99     Marietta / Whitlock                     1,016,000      2,381,000       3,397,000          77,000
  03/12/99     Marietta / Cobb Iv                        727,000      1,742,000       2,469,000          55,000
  03/12/99     Norcross / Jones Mill Rd                1,142,000      2,692,000       3,834,000          86,000
</TABLE>
                                      F-55
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  03/12/99     Norcross / Dawson Blvd                               1,232,000       2,874,000         19,000
  03/12/99     Forest Park / Old Dixie Hwy                            895,000       2,070,000         35,000
  03/12/99     Decatur / Covington                                  1,764,000       4,116,000         25,000
  03/12/99     Alpharetta / Maxwell Rd                              1,075,000       2,509,000         14,000
  03/12/99     Alpharetta / N. Main St                              1,240,000       2,893,000         14,000
  03/12/99     Atlanta / Bolton Rd                                    866,000       2,019,000         14,000
  03/12/99     Riverdale / Georgia Hwy 85                           1,075,000       2,508,000         17,000
  03/12/99     Kennesaw / Rutledge Road                               803,000       1,874,000         28,000
  03/12/99     Lawrenceville / Buford Dr.                             256,000         597,000         22,000
  03/12/99     Hanover Park / W. Lake Street                        1,320,000       3,081,000         15,000
  03/12/99     Chicago / W. Jarvis Ave                                313,000         731,000         20,000
  03/12/99     Chicago / N. Broadway St                               535,000       1,249,000         43,000
  03/12/99     Carol Stream / Phillips Court                          829,000       1,780,000         10,000
  03/12/99     Winfield / Roosevelt Road                            1,109,000       2,587,000         13,000
  03/12/99     Schaumburg / S. Roselle Road                           659,000       1,537,000         26,000
  03/12/99     Tinley Park / Brennan Hwy                              771,000       1,799,000         22,000
  03/12/99     Schaumburg / Palmer Drive                            1,333,000       3,111,000         14,000
  03/12/99     Geneva / Gary Ave                                    1,072,000       2,501,000         17,000
  03/12/99     Naperville / Lasalle Ave                             1,501,000       3,502,000         59,000
  03/12/99     Mobile / Hillcrest Road                                554,000       1,293,000         28,000
  03/12/99     Mobile / Azalea Road                                   517,000       1,206,000          9,000
  03/12/99     Mobile / Moffat Road                                   537,000       1,254,000         17,000
  03/12/99     Mobile / Grelot Road                                   804,000       1,877,000         23,000
  03/12/99     Mobile / Government Blvd                               407,000         950,000         22,000
  03/12/99     New Orleans / Tchoupitoulas                          1,092,000       2,548,000         12,000
  03/12/99     Louisville / Breckenridge Lane                         581,000       1,356,000         20,000
  03/12/99     Louisville                                             554,000       1,292,000          9,000
  03/12/99     Louisville / Poplar Level                              463,000       1,080,000         16,000
  03/12/99     Chesapeake / Western Branch                          1,274,000       2,973,000         18,000
  03/12/99     Centreville / Lee Hwy                                1,650,000       3,851,000         35,000
  03/12/99     Sterling / S. Sterling Blvd                          1,282,000       2,992,000         19,000
  03/12/99     Manassas / Sudley Road                                 776,000       1,810,000         24,000
  03/12/99     Longmont / Wedgewood Ave                               717,000       1,673,000          7,000
  03/12/99     Fort Collins / So. College Ave                         745,000       1,739,000         13,000
  03/12/99     CO Springs / Parkmoor Village                          620,000       1,446,000         13,000
  03/12/99     CO Springs / Van Teylingen                           1,216,000       2,837,000         13,000
  03/12/99     Denver / So. Clinton St.                               462,000       1,609,000         10,000
  03/12/99     Denver / Washington St.                                795,000       1,846,000         31,000
  03/12/99     CO Springs / Centennial Blvd                         1,352,000       3,155,000          5,000
  03/12/99     Basalt / Park Ave.                                   1,757,000       4,099,000          4,000
  03/12/99     CO Springs / Astrozon Court                            810,000       1,889,000         12,000
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  03/12/99     Norcross / Dawson Blvd                  1,232,000      2,893,000       4,125,000          93,000
  03/12/99     Forest Park / Old Dixie Hwy               895,000      2,105,000       3,000,000          68,000
  03/12/99     Decatur / Covington                     1,764,000      4,141,000       5,905,000         133,000
  03/12/99     Alpharetta / Maxwell Rd                 1,075,000      2,523,000       3,598,000          81,000
  03/12/99     Alpharetta / N. Main St                 1,240,000      2,907,000       4,147,000          93,000
  03/12/99     Atlanta / Bolton Rd                       866,000      2,033,000       2,899,000          66,000
  03/12/99     Riverdale / Georgia Hwy 85              1,075,000      2,525,000       3,600,000          81,000
  03/12/99     Kennesaw / Rutledge Road                  803,000      1,902,000       2,705,000          63,000
  03/12/99     Lawrenceville / Buford Dr.                256,000        619,000         875,000          21,000
  03/12/99     Hanover Park / W. Lake Street           1,320,000      3,096,000       4,416,000          99,000
  03/12/99     Chicago / W. Jarvis Ave                   313,000        751,000       1,064,000          25,000
  03/12/99     Chicago / N. Broadway St                  535,000      1,292,000       1,827,000          44,000
  03/12/99     Carol Stream / Phillips Court             829,000      1,790,000       2,619,000          59,000
  03/12/99     Winfield / Roosevelt Road               1,109,000      2,600,000       3,709,000          84,000
  03/12/99     Schaumburg / S. Roselle Road              659,000      1,563,000       2,222,000          51,000
  03/12/99     Tinley Park / Brennan Hwy                 771,000      1,821,000       2,592,000          59,000
  03/12/99     Schaumburg / Palmer Drive               1,333,000      3,125,000       4,458,000         100,000
  03/12/99     Geneva / Gary Ave                       1,072,000      2,518,000       3,590,000          81,000
  03/12/99     Naperville / Lasalle Ave                1,501,000      3,561,000       5,062,000         115,000
  03/12/99     Mobile / Hillcrest Road                   554,000      1,321,000       1,875,000          43,000
  03/12/99     Mobile / Azalea Road                      517,000      1,215,000       1,732,000          39,000
  03/12/99     Mobile / Moffat Road                      537,000      1,271,000       1,808,000          41,000
  03/12/99     Mobile / Grelot Road                      804,000      1,900,000       2,704,000          61,000
  03/12/99     Mobile / Government Blvd                  407,000        972,000       1,379,000          32,000
  03/12/99     New Orleans / Tchoupitoulas             1,092,000      2,560,000       3,652,000          82,000
  03/12/99     Louisville / Breckenridge Lane            581,000      1,376,000       1,957,000          44,000
  03/12/99     Louisville                                554,000      1,301,000       1,855,000          41,000
  03/12/99     Louisville / Poplar Level                 463,000      1,096,000       1,559,000          36,000
  03/12/99     Chesapeake / Western Branch             1,274,000      2,991,000       4,265,000          96,000
  03/12/99     Centreville / Lee Hwy                   1,650,000      3,886,000       5,536,000         124,000
  03/12/99     Sterling / S. Sterling Blvd             1,282,000      3,011,000       4,293,000          97,000
  03/12/99     Manassas / Sudley Road                    776,000      1,834,000       2,610,000          59,000
  03/12/99     Longmont / Wedgewood Ave                  717,000      1,680,000       2,397,000          54,000
  03/12/99     Fort Collins / So. College Ave            745,000      1,752,000       2,497,000          57,000
  03/12/99     CO Springs / Parkmoor Village             620,000      1,459,000       2,079,000          47,000
  03/12/99     CO Springs / Van Teylingen              1,216,000      2,850,000       4,066,000          91,000
  03/12/99     Denver / So. Clinton St.                  462,000      1,619,000       2,081,000          35,000
  03/12/99     Denver / Washington St.                   795,000      1,877,000       2,672,000          61,000
  03/12/99     CO Springs / Centennial Blvd            1,352,000      3,160,000       4,512,000         102,000
  03/12/99     Basalt / Park Ave.                      1,757,000      4,103,000       5,860,000         131,000
  03/12/99     CO Springs / Astrozon Court               810,000      1,901,000       2,711,000          61,000
</TABLE>
                                      F-56
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
---------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  03/12/99     Arvada / 64th Ave                                      671,000       1,566,000          7,000
  03/12/99     Golden / Simms Street                                  918,000       2,143,000         19,000
  03/12/99     Lawrence / Haskell Ave                                 636,000       1,484,000         19,000
  03/12/99     Overland Park / Hemlock St                           1,168,000       2,725,000          5,000
  03/12/99     Lenexa / Long St.                                      720,000       1,644,000          5,000
  03/12/99     Shawnee / Hedge Lane Terrace                           570,000       1,331,000          5,000
  03/12/99     Mission / Foxridge Dr                                1,657,000       3,864,000          7,000
  03/12/99     Milwaukee / W. Dean Road                             1,362,000       3,163,000         73,000
  03/12/99     Columbus / Morse Road                                1,415,000       3,302,000         51,000
  03/12/99     Milford / Branch Hill                                  527,000       1,229,000         24,000
  03/12/99     Fairfield / Dixie                                      519,000       1,211,000         26,000
  03/12/99     Cincinnati / Western Hills                             758,000       1,769,000         22,000
  03/12/99     Austin / N. Mopac Expressway                           865,000       2,791,000         11,000
  03/12/99     Atlanta / Dunwoody Place                             1,410,000       3,296,000         52,000
  03/12/99     Kennedale/Bowman Springs                               425,000         991,000         12,000
  03/12/99     CO Springs/N. Powers                                 1,124,000       2,622,000         28,000
  03/12/99     St. Louis/S. Third St                                  206,000         480,000          7,000
  03/12/99     Orlando / L. B. McLeod Road                            521,000       1,217,000         13,000
  03/12/99     Jacksonville / Roosevelt Blvd.                         851,000       1,986,000         28,000
  03/12/99     Miami-Kendall / SW 84th Street                         935,000       2,180,000         13,000
  03/12/99     North Miami Beach / 69th St                          1,594,000       3,720,000         34,000
  03/12/99     Miami Beach / Dade Blvd                                962,000       2,245,000         20,000
  03/12/99     Chicago / N. Natchez Ave                             1,684,000       3,930,000          7,000
  03/12/99     Chicago / W. Cermak Road                             1,294,000       3,019,000        158,000
  03/12/99     Kansas City / State Ave                                645,000       1,505,000          7,000
  03/12/99     Lenexa / Santa Fe Trail Road                           713,000       1,663,000          7,000
  03/12/99     Waukesha / Foster Court                                765,000       1,785,000         20,000
  03/12/99     Chicago / West 47th St.                                705,000       1,645,000         12,000
  03/12/99     Carol Stream / S. Main Place                         1,320,000       3,079,000         30,000
  03/12/99     Carpentersville /N. Western Ave                        911,000       2,120,000         28,000
  03/12/99     Elgin / E. Chicago St.                                 570,000       2,163,000         28,000
  03/12/99     Elgin / Big Timber Road                              1,347,000       3,253,000         41,000
  03/12/99     Chicago / S. Pulaski Road                              458,000       2,118,000         36,000
  03/12/99     Aurora / Business 30                                   900,000       2,097,000         27,000
  03/12/99     River Grove / N. 5th Ave.                            1,094,000       2,552,000         45,000
  03/12/99     St. Charles / E. Main St.                              951,000       2,220,000         45,000
  03/12/99     Streamwood / Old Church Road                           855,000       1,991,000         18,000
  03/12/99     Mt. Prospect / Central Road                            802,000       1,847,000         20,000
  03/31/99     Forest Park                                            270,000       3,378,000              -
  09/30/95     Fresno                                   77,000         44,000         206,000         18,000           804,000
  09/30/95     Stockton                                275,000        151,000         402,000         29,000         2,017,000
</TABLE>
<TABLE>
<CAPTION>



                                                                 Gross Carrying Amount
                                                                 At December 31, 1999
    Date                                                ----------------------------------------     Accumulated
  Acquired                Description                    Land         Buildings         Total       Depreciation
------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                        <C>          <C>             <C>               <C>
  03/12/99     Arvada / 64th Ave                          671,000      1,573,000       2,244,000          51,000
  03/12/99     Golden / Simms Street                      918,000      2,162,000       3,080,000          70,000
  03/12/99     Lawrence / Haskell Ave                     636,000      1,503,000       2,139,000          48,000
  03/12/99     Overland Park / Hemlock St               1,168,000      2,730,000       3,898,000          88,000
  03/12/99     Lenexa / Long St.                          720,000      1,649,000       2,369,000          54,000
  03/12/99     Shawnee / Hedge Lane Terrace               570,000      1,336,000       1,906,000          43,000
  03/12/99     Mission / Foxridge Dr                    1,657,000      3,871,000       5,528,000         124,000
  03/12/99     Milwaukee / W. Dean Road                 1,362,000      3,236,000       4,598,000         103,000
  03/12/99     Columbus / Morse Road                    1,415,000      3,353,000       4,768,000         108,000
  03/12/99     Milford / Branch Hill                      527,000      1,253,000       1,780,000          40,000
  03/12/99     Fairfield / Dixie                          519,000      1,237,000       1,756,000          40,000
  03/12/99     Cincinnati / Western Hills                 758,000      1,791,000       2,549,000          57,000
  03/12/99     Austin / N. Mopac Expressway               865,000      2,802,000       3,667,000          47,000
  03/12/99     Atlanta / Dunwoody Place                 1,410,000      3,348,000       4,758,000          56,000
  03/12/99     Kennedale/Bowman Springs                   425,000      1,003,000       1,428,000          33,000
  03/12/99     CO Springs/N. Powers                     1,124,000      2,650,000       3,774,000          85,000
  03/12/99     St. Louis/S. Third St                      206,000        487,000         693,000          16,000
  03/12/99     Orlando / L. B. McLeod Road                521,000      1,230,000       1,751,000          40,000
  03/12/99     Jacksonville / Roosevelt Blvd.             851,000      2,014,000       2,865,000          65,000
  03/12/99     Miami-Kendall / SW 84th Street             935,000      2,193,000       3,128,000          71,000
  03/12/99     North Miami Beach / 69th St              1,594,000      3,754,000       5,348,000         120,000
  03/12/99     Miami Beach / Dade Blvd                    962,000      2,265,000       3,227,000          73,000
  03/12/99     Chicago / N. Natchez Ave                 1,684,000      3,937,000       5,621,000         126,000
  03/12/99     Chicago / W. Cermak Road                 1,294,000      3,177,000       4,471,000         102,000
  03/12/99     Kansas City / State Ave                    645,000      1,512,000       2,157,000          49,000
  03/12/99     Lenexa / Santa Fe Trail Road               713,000      1,670,000       2,383,000          54,000
  03/12/99     Waukesha / Foster Court                    765,000      1,805,000       2,570,000          60,000
  03/12/99     Chicago / West 47th St.                    705,000      1,657,000       2,362,000          55,000
  03/12/99     Carol Stream / S. Main Place             1,320,000      3,109,000       4,429,000         103,000
  03/12/99     Carpentersville /N. Western Ave            911,000      2,148,000       3,059,000          72,000
  03/12/99     Elgin / E. Chicago St.                     570,000      2,191,000       2,761,000          58,000
  03/12/99     Elgin / Big Timber Road                  1,347,000      3,294,000       4,641,000         109,000
  03/12/99     Chicago / S. Pulaski Road                  458,000      2,154,000       2,612,000          35,000
  03/12/99     Aurora / Business 30                       900,000      2,124,000       3,024,000          69,000
  03/12/99     River Grove / N. 5th Ave.                1,094,000      2,597,000       3,691,000          84,000
  03/12/99     St. Charles / E. Main St.                  951,000      2,265,000       3,216,000          73,000
  03/12/99     Streamwood / Old Church Road               855,000      2,009,000       2,864,000          66,000
  03/12/99     Mt. Prospect / Central Road                802,000      1,867,000       2,669,000          62,000
  03/31/99     Forest Park                                270,000      3,378,000       3,648,000         920,000
  04/01/99     Fresno                                     316,000        756,000       1,072,000         401,000
  05/01/99     Stockton                                   771,000      1,828,000       2,599,000         637,000
</TABLE>
                                      F-57
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                 Adjustments
                                                                                                                  Resulting
                                                                                                                    from
                                                                         Initial Cost               Costs            the
                                                                    ---------------------------                  Acquisition
    Date                                                                          Buildings &     Subsequent     of Minority
  Acquired                Description             Encumbrances        Land       Improvements   to Acquisition    interests
------------------------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                                    <C>             <C>            <C>             <C>
  07/01/99     Pantego/W. Pioneer Pkwy                                432,000       1,228,000         18,000
  07/01/99     Nashville/Lafayette St                                 486,000       1,135,000         24,000
  07/01/99     Nashville/Metroplex Dr                                 380,000         886,000          9,000
  07/01/99     Madison / Myatt Dr                                     441,000       1,028,000         28,000
  07/01/99     Hixson / Highway 153                                   488,000       1,138,000         15,000
  07/01/99     Hixson / Gadd Rd                                       207,000         484,000         25,000
  07/01/99     Red Bank / Harding Rd                                  452,000       1,056,000         42,000
  07/01/99     Nashville/Welshwood Dr                                 934,000       2,179,000         44,000
  07/01/99     Madison/Williams Ave                                 1,318,000       3,076,000         24,000
  07/01/99     Nashville/McNally Dr                                   884,000       2,062,000         52,000
  07/01/99     Hermitage/Central                                      646,000       1,508,000         23,000
  07/01/99     Antioch/Cane Ridge Rd                                  353,000         823,000         23,000
  09/01/99     Charlotte / Ashley Road                                664,000       1,551,000          1,000
  09/01/99     Raleigh / Capital Blvd                                 667,000       1,559,000          4,000
  09/01/99     Charlotte / South Blvd.                                734,000       1,715,000          6,000
  09/01/99     Greensboro/W. Market St.                               603,000       1,409,000          9,000
  09/01/99     Raleigh / North Blvd                                   260,000         607,000          1,000
  10/08/99     Belmont / O'Neill Ave                                  869,000       4,582,000         17,000
  11/15/99     Memphis / Poplar Ave                                 1,631,000       3,062,000        237,000
  12/01/99     Matthews/Matthews                                      937,000       3,155,000        236,000
  12/01/99     Dallas / Swiss Ave                                   1,862,000       4,344,000              -
  12/30/99     Santa Ana / MacArthur                                2,657,000       3,167,000        235,000
  12/30/99     Oak Park/Greenfield Rd & 8 Mile                      1,184,000       2,826,000          5,000
               Road
  12/30/99     Tamarac Parkway - Denver, CO                         1,902,000       4,467,000              -

OTHER PROPERTIES
               Glendale/Western Avenue                              1,622,000       3,771,000      8,445,000
  11/15/95     Camarillo/Ventura Blvd                                 180,000         420,000         31,000
  12/01/99     Burlingame                                           4,043,000       9,434,000              -
  12/01/99     West Palm Beach                                        984,000       2,358,000              -
  12/01/99     St. Petersburg                                         932,000       2,766,000              -
               Construction in Progress                                     -               -    140,764,000
               Vacant Land                                            306,000               -              -
                                                  ----------------------------------------------------------------------------
                                                   $29,338,000   $1,030,423,000  $2,406,922,000 $355,866,000      $169,986,000
                                                  ============================================================================
</TABLE>
<TABLE>
<CAPTION>



                                                                Gross Carrying Amount
                                                                At December 31, 1999
    Date                                               ----------------------------------------     Accumulated
  Acquired                Description                   Land         Buildings         Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
STORAGE FACILITIES
    <S>        <C>                                       <C>          <C>             <C>               <C>
  07/01/99     Pantego/W. Pioneer Pkwy                   432,000      1,246,000       1,678,000          25,000
  07/01/99     Nashville/Lafayette St                    486,000      1,159,000       1,645,000          38,000
  07/01/99     Nashville/Metroplex Dr                    380,000        895,000       1,275,000          29,000
  07/01/99     Madison / Myatt Dr                        441,000      1,056,000       1,497,000          34,000
  07/01/99     Hixson / Highway 153                      488,000      1,153,000       1,641,000          37,000
  07/01/99     Hixson / Gadd Rd                          207,000        509,000         716,000          17,000
  07/01/99     Red Bank / Harding Rd                     452,000      1,098,000       1,550,000          35,000
  07/01/99     Nashville/Welshwood Dr                    934,000      2,223,000       3,157,000          71,000
  07/01/99     Madison/Williams Ave                    1,318,000      3,100,000       4,418,000          99,000
  07/01/99     Nashville/McNally Dr                      884,000      2,114,000       2,998,000          67,000
  07/01/99     Hermitage/Central                         646,000      1,531,000       2,177,000          49,000
  07/01/99     Antioch/Cane Ridge Rd                     353,000        846,000       1,199,000          27,000
  09/01/99     Charlotte / Ashley Road                   664,000      1,552,000       2,216,000          15,000
  09/01/99     Raleigh / Capital Blvd                    667,000      1,563,000       2,230,000          15,000
  09/01/99     Charlotte / South Blvd.                   734,000      1,721,000       2,455,000          17,000
  09/01/99     Greensboro/W. Market St.                  603,000      1,418,000       2,021,000          14,000
  09/01/99     Raleigh / North Blvd                      260,000        608,000         868,000           6,000
  10/08/99     Belmont / O'Neill Ave                     869,000      4,599,000       5,468,000          46,000
  11/15/99     Memphis / Poplar Ave                    1,631,000      3,299,000       4,930,000          11,000
  12/01/99     Matthews/Matthews                         937,000      3,391,000       4,328,000          11,000
  12/01/99     Dallas / Swiss Ave                      1,862,000      4,344,000       6,206,000          20,000
  12/30/99     Santa Ana / MacArthur                   2,657,000      3,402,000       6,059,000               -
  12/30/99     Oak Park/Greenfield Rd & 8 Mile         1,184,000      2,831,000       4,015,000               -
               Road
  12/30/99     Tamarac Parkway - Denver, CO            1,902,000      4,467,000       6,369,000               -

OTHER PROPERTIES
               Glendale/Western Avenue                 1,617,000     12,221,000      13,838,000       4,455,000
  11/15/95     Camarillo/Ventura Blvd                    180,000        451,000         631,000         102,000
  12/01/99     Burlingame                              4,043,000      9,434,000      13,477,000          32,000
  12/01/99     West Palm Beach                           984,000      2,358,000       3,342,000          91,000
  12/01/99     St. Petersburg                            932,000      2,766,000       3,698,000          98,000
               Construction in Progress                        -    140,764,000     140,764,000               -
               Vacant Land                               306,000              -         306,000               -
                                                  ---------------------------------------------------------------
                                                    $1,036,958,000 $2,926,239,000  $3,963,197,000  $533,412,000
                                                  ===============================================================
</TABLE>
                                      F-58