<PAGE>


                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K/A

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 [NO FEE REQUIRED]

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

                           Commission File No. 1-8815

                             EQK REALTY INVESTORS I
                             ----------------------
             (Exact name of Registrant as specified in its Charter)

            MASSACHUSETTS                                  23-2320360
----------------------------------------   -------------------------------------
    (State or other jurisdiction             (I.R.S.Employer Identification No.)
  of incorporation or organization)

2810 Spring Road, Suite 106, Atlanta, GA                      30339
----------------------------------------                    ----------
(Address of principal executive offices)                    (Zip Code)

       (Registrant's telephone number, including area code) (770) 433-9400

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

     Title of each class               Name of each exchange on which registered
------------------------------------   -----------------------------------------
Shares of Beneficial Interest                 OTC Bulletin Board System

        Securities registered pursuant to Section 12(g) of the Act: None

         Indicate by checkmark 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 the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this form 10-K. / /

         Indicate by checkmark 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. Yes /X/ No / /

         The aggregate market value of Shares of Beneficial Interest held by
non-affiliates of the Registrant, based on the closing price of the Shares on
May 19, 2000 on the OTC Bulletin Board System of $.04 per share, is $385,057. As
of May 19, 2000, 9,632,212 Shares of Beneficial Interest were outstanding.
Officers and Trustees of the Trust (and certain of their family members) are
treated as affiliates for the purposes of this computation, with no admission
being made that such people or entities are actually affiliates.

                      DOCUMENTS INCORPORATED BY REFERENCE.



<PAGE>

EXPLANATORY NOTE

         This Amendment No. 1 is filed solely to (a) amend Item 8 (including
corresponding changes to the financial statements and Note 1 thereto) to
label all the financial statements as unaudited since no accountants' report
is included and (b) amend Item 9 of this report.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

         The Registrant's financial statements and supplementary data listed in
Item 14(a) appear immediately following the signatures page.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE.

         In March, 2000, the Trust filed an application in the Bankruptcy
Court with jurisdiction over its pending bankruptcy proceedings for authority
to employ Deloitte & Touche LLP ("Deloitte") as auditors, accountants, and
tax consultants. Certain parties in interest filed objections in the
Bankruptcy Court to such employment and Deloitte subsequently requested that
the Trust withdraw its application to retain Deloitte. On May 18, 2000, the
Trust filed a praecipe to withdraw the Deloitte employment application.
Accordingly, Deloitte ceased acting as the Trust's independent public
accountants as of such date. The Trust has not replaced Deloitte. Deloitte's
reports on the Trust's financial statements for the fiscal years ended
December 31, 1998 and December 31, 1997 do not contain an adverse opinion or
a disclaimer of opinion, nor were such reports qualified or modified as to
uncertainty, audit scope or accounting principles, except that Deloitte's
report on the Trust's financial statements for the fiscal year ended December
31, 1998 includes an explanatory paragraph indicating that there is
substantial doubt about the Trust's ability to continue as a going concern.
Deloitte did not audit the Trust's financial statements for the fiscal year
ended December 31, 1999.

         During the Trust's last two fiscal years ended December 31, 1998 and
the subsequent intervening period to the date hereof, there were no
disagreements between the Trust and Deloitte on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of
Deloitte, would have caused it to make a reference to the subject matter of
the disagreements in connection with its reports.

         The Trust requested and Deloitte furnished a letter addressed to the
Securities and Exchange Commission stating it agrees with the above
statements. A copy of this letter, dated July 7, 2000, is filed as Exhibit 99
to the Trust's Form 8/K filed on July 7, 2000.

         None of the "reportable events" described in Item 304 (a)(1)(v) of
Regulation S-K occurred with respect to the Trust within the two fiscal years
ended December 31, 1998 and the subsequent intervening period to the date
hereof.

                                        1

<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this
amendment to a report to be signed on its behalf by the undersigned,
thereunto duly authorized, on the 14th day of July, 2000.

                                            EQK Realty Investors I

                                            By:  /s/LLOYD T. WHITAKER
                                               --------------------------------
                                                     LLOYD T. WHITAKER
                                                     PRESIDENT (PRINCIPAL
                                                     EXECUTIVE OFFICER)



                                       2
<PAGE>

                             EQK REALTY INVESTORS I
                                 BALANCE SHEETS
                                   (UNAUDITED)
                        (In thousands, except share data)

<TABLE>
<CAPTION>

                                                                                                           December 31, December 31,
                                                                                                               1999        1998
                                                                                                           ------------  ----------
                                  ASSETS

<S>                                                                                                   <C>               <C>
Real estate held for sale                                                                                   $  40,030    $  39,360

Cash and cash equivalents:

    Restricted cash, held in escrow under Cash Management Agreement                                             3,360        3,390
    Operating cash                                                                                                606          471


Accounts receivable and other assets (net of allowance of $5
  and $67, respectively)                                                                                        1,531        1,881
                                                                                                           ------------  ----------
TOTAL ASSETS                                                                                                $  45,527    $  45,102
                                                                                                           ============  ==========
                 LIABILITIES AND DEFICIT IN SHAREHOLDERS' EQUITY

Liabilities:

        Mortgage note principal payable                                                                     $  43,794    $  43,794

        Term loan principal payable                                                                             1,570        1,580

        Accrued interest on mortgage note and term loan                                                         3,641          167

        Accounts payable and other liabilities (including amounts due to
             Lend Lease of $3,143 and $3,069, respectively)                                                     4,333        4,393
                                                                                                           ------------  ----------
                                                                                                               53,338       49,934
                                                                                                           ============  ==========
Commitments and Contingencies (Note 7)

Deficit in Shareholders' Equity:

        Shares of beneficial interest, without par value:  10,055,555 shares
             authorized, 9,632,212  shares issued and outstanding
             in 1999 and 1998                                                                                 135,875      135,875
        Accumulated deficit                                                                                  (143,686)    (140,707)
                                                                                                           ------------  ----------
                                                                                                               (7,811)      (4,832)
                                                                                                           ------------  ----------
TOTAL LIABILITIES AND DEFICIT IN SHAREHOLDERS' EQUITY                                                       $  45,527    $  45,102
                                                                                                           ============  ==========

</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                        3
<PAGE>

                             EQK REALTY INVESTORS I

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)

                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

<TABLE>
<CAPTION>

                                           Years Ended December 31,
                                           1999       1998      1997
---------------------------------------------------------------------

<S>                                  <C>        <C>       <C>
Revenues from rental operations          $ 6,150    $ 6,191   $ 6,158

Operating expenses, net of tenant
   reimbursements                          1,063        769     1,083

Depreciation and amortization                  0        588     2,181
---------------------------------------------------------------------

Income from rental operations              5,087      4,834     2,894

Interest expense                           7,564      4,219     4,397

Other expenses, net of interest income       502        465       458
---------------------------------------------------------------------

Net income (loss)                        ($2,979)   $   150   ($1,961)
=====================================================================

Net income (loss) per share              ($ 0.31)   $  0.02   ($ 0.21)
=====================================================================

</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                        4
<PAGE>

                             EQK REALTY INVESTORS I
                       STATEMENTS OF SHAREHOLDERS' DEFICIT
                                  (UNAUDITED)

<TABLE>
<CAPTION>

                              Number of     Shares of
                           Shares Issued    Beneficial  Accumulated
                          and Outstanding   Interest      Deficit        Total
--------------------------------------------------------------------------------
                                  (In thousands, except share data)
<S>                         <C>          <C>          <C>             <C>
Balance, December 31, 1996    9,264,344    $ 135,875    ($138,896)      ($3,021)
--------------------------------------------------------------------------------

Net loss                           --           --         (1,961)       (1,961)


Balance, December 31, 1997    9,264,344      135,875     (140,857)      ($4,982)
--------------------------------------------------------------------------------

Shares Issued                   367,868         --           --            --

Net income                         --           --            150           150

Balance, December 31, 1998    9,632,212      135,875     (140,707)      ($4,832)
--------------------------------------------------------------------------------

Net loss                           --           --         (2,979)       (2,979)

Balance, December 31, 1999    9,632,212    $ 135,875    ($143,686)      ($7,811)
================================================================================

</TABLE>




                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                        5
<PAGE>

                             EQK REALTY INVESTORS I
                            STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>

                                                                Years ended December 31,
                                                             1999       1998         1997
---------------------------------------------------------------------------------------------

<S>                                                   <C>         <C>         <C>
Cash flows from operating activities:
  Net income (loss)                                        ($2,979)    $   150     ($1,961)
  Adjustments to reconcile net income (loss) to net
    cash provided by operating activities:
      Depreciation, amortization and property write-off        (48)        588       2,181
      Amortization of deferred financing costs                  71         186         351

  Changes in assets and liabilities:
     Increase (decrease) in accounts payable, other
          liabilities and accrued interest                   3,414         252         198
      (Increase) decrease in accounts receivable
         and other assets                                      279         421        (537)
---------------------------------------------------------------------------------------------
Net cash provided by operating activities                      737       1,597         232
---------------------------------------------------------------------------------------------
Cash flows from investing activities:
  Additions to real estate investments                        (622)       (652)       (546)
---------------------------------------------------------------------------------------------
Net cash used in investing activities                         (622)       (652)       (546)
---------------------------------------------------------------------------------------------

Cash flows from financing activities:
   Scheduled repayments of debt                                (10)         (5)       --
   Payment of deferred financing costs                        --          (402)        (24)
---------------------------------------------------------------------------------------------
Net cash used in financing activities                          (10)       (407)        (24)
---------------------------------------------------------------------------------------------
Increase (decrease) in cash and cash equivalents               105         538        (338)
Cash and cash equivalents
  beginning of year                                          3,861       3,323       3,661
---------------------------------------------------------------------------------------------
Cash and cash equivalents
  end of year                                              $ 3,966     $ 3,861     $ 3,323
=============================================================================================
Supplemental disclosure of cash flow information:
Interest paid                                              $ 4,019     $ 4,058     $ 4,022
=============================================================================================

</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                        6

<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

NOTE 1:  DESCRIPTION OF BUSINESS

     EQK Realty Investors I, a Massachusetts business trust (the "Trust"), was
     formed pursuant to an Amended and Restated Declaration of Trust dated
     February 27, 1985, as amended on March 5, 1986, to acquire certain
     income-producing real estate investments. Commencing with the period
     beginning April 1, 1985, the Trust qualified for and elected real estate
     investment trust ("REIT") status under the applicable provisions of the
     Internal Revenue Code. On December 14, 1999, the Trust filed a voluntary
     petition in the United States Bankruptcy Court for the Middle District of
     Pennsylvania (the "Bankruptcy Court") because the Trust was unable to repay
     certain mortgage indebtedness upon the December 15, 1999 expiration date of
     forbearance and extension agreements with its lenders. The Trust is now
     operating as a "debtor-in-possession" pursuant to Chapter 11 of the U.S.
     Bankruptcy Code. On April 10, 2000, the Trust and the Mortgage Note Lender
     (as hereinafter defined) filed a Joint Plan of Reorganization in the
     Bankruptcy Court.

     At December 31, 1999 and 1998, the Trust's remaining real estate investment
     is Harrisburg East Mall (the "Mall"), a regional shopping center in
     Harrisburg, Pennsylvania, which is currently being actively marketed and
     held for sale.

     The Declaration of Trust provides for the Trust's existence and a maximum
     holding period for its real estate investments of 14 years. The Declaration
     of Trust further provides that this 14-year term may be extended by up to
     two years upon the recommendation of the Trustees and the affirmative vote
     of a majority of its shareholders. At a Special Meeting of Shareholders on
     February 23, 1999, the shareholders approved a two-year extension of the
     Trust's life from its initial maturity date of March 5, 1999 to March 5,
     2001.

     Effective December 23, 1997, the Trust entered into an Agreement and Plan
     of Merger (the "Merger Agreement"), pursuant to which an affiliate of
     American Realty Trust, Inc. ("ART") agreed to merge with and into the Trust
     (the "Merger"), with the Trust being the surviving entity. The Merger
     contemplated, among other things, a 20-year extension of the life of the
     Trust.

     The Merger Agreement was amended on August 25, 1998 and further amended on
     April 22, 1999 and June 4, 1999, (the "Revised Merger Agreement") to
     provide for, among other matters, the right of the Trust to sell the Mall
     and distribute proceeds of such sale to the Trust's shareholders prior to
     completing the Merger and a corresponding reduction in the Merger
     consideration to be paid to the Trust's shareholders.

     The Revised Merger Agreement provided for Merger consideration to be
     comprised entirely of ART Series F Cumulative Convertible Preferred Stock
     with a par value of $2.00 per share and a liquidation value of $10.00 per
     share (the "ART Preferred Shares"). The Revised Merger Agreement provided
     for the Merger to be effected by (i) ART's acquisition of 4,376,056 Shares
     held by four EQK shareholders (the "Selling Shareholders") and (ii) ART's
     receipt of 673,976 shares newly issued by the Trust (which, together with
     Shares currently outstanding, constitutes

                                       7
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)


     "EQK Shares"), the combined effect of which would give ART an approximate
     49% interest in EQK. The Selling Shareholders would receive for each EQK
     Share sold 0.030 of an ART Preferred Share with a corresponding liquidation
     value of $0.30 per EQK Share sold. The remaining shareholders would be
     entitled to retain their Shares at the time of the Merger, but would be
     compensated for the dilution in their percentage ownership interest through
     the receipt of 0.014 of an ART Preferred Share with a corresponding
     liquidation value of $0.14 per EQK Share held. In addition, ART intended
     (but was not legally obligated) to acquire the remaining EQK Shares from
     such other shareholders at some time after the third anniversary of the
     consummation of the Merger for not less than 0.0486 of an ART Preferred
     Share with a liquidation value of $0.486 for each EQK Share tendered.

     According to the terms of the Revised Merger Agreement, upon completion of
     the sale of the Mall and receipt of shareholder approval, the Merger would
     be completed. Because the Merger was not completed by December 15, 1998,
     the Revised Merger Agreement became terminable by either ART or the Trust.

     In view of the Trust's bankruptcy filing, the Trust will not be able to
     consummate the Merger in accordance with the terms of the Revised Merger
     Agreement nor to make any distributions to its shareholders without
     Bankruptcy Court approval. Although management has had continuing
     discussions with representatives of ART on terms and conditions of a
     transaction with ART and/or its affiliates, no assurances can be provided
     that a new agreement will be reached, or if reached, would be approved by
     the Bankruptcy Court. See "Note 7-Commitments and Contingencies."

     Trading in the Trust's Shares on the New York Stock Exchange ("NYSE")
     terminated on May 4, 1998, as the Trust did not meet the NYSE's continued
     listing criteria. The Trust's Shares are currently traded on the OTC
     Bulletin Board System.

     In March 2000, the Trust filed an application in the Bankruptcy Court
     for authority to employ Deloitte & Touche LLP ("Deloitte") as its
     independent accountants, including serving as auditors of its 1999
     financial statements. Certain parties in interest filed objections in the
     Bankruptcy Court to such employment, and Deloitte subsequently requested
     that the Trust withdraw its application to retain Deloitte.
     On May 18, 2000, the Trust filed a praecipe to withdraw the Deloitte
     employment application. Accordingly, as of such date, Deloitte ceased
     acting as the Trust's independent public accountants, and the 1999
     financial statements are unaudited. Furthermore, because the Trust has
     not received a currently dated auditors' report with respect to the
     financial statements for 1998 and 1997, such statements have also
     been labled unaudited.

                                        8
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     CAPITALIZATION, DEPRECIATION AND AMORTIZATION

     Property additions are recorded at cost. Costs directly associated with
     major renovations and improvements, including interest on funds borrowed to
     finance construction, are capitalized to the point of substantial
     completion. Costs incurred in connection with the execution of a new lease
     including leasing commissions and costs associated with the acquisition or
     buyout of existing leases and related legal fees are deferred and amortized
     over the term of the new lease.

     Until April 1, 1998, depreciation of real estate investments was provided
     on a straight-line basis over the estimated useful lives of the related
     assets, ranging generally from 5 to 40 years. Tenant improvements were
     amortized over their estimated useful lives, which did not exceed the terms
     of the respective tenant leases. Intangible assets were amortized on a
     straight-line basis over their estimated useful lives. The Trust
     discontinued recording depreciation and amortization expense on its
     investment in real estate when the investment was classified as "real
     estate held for sale" on April 1, 1998.

     Deferred financing costs are included in accounts receivable and other
     assets on the Balance Sheets. Deferred financing costs are amortized over
     the life of the related debt and such amortization is included in interest
     expense on the Statements of Operations.

     VALUATION OF REAL ESTATE

     At December 31, 1999 and 1998, the investment in real estate was recorded
     at cost less accumulated depreciation through April 1, 1998. In accordance
     with Statement of Financial Accounting Standards No.121, "ACCOUNTING FOR
     THE IMPAIRMENT OF LONG-LIVED ASSETS AND FOR LONG-LIVED ASSETS TO BE
     DISPOSED OF," the Trust considers, on a quarterly basis, whether events or
     changes in circumstances indicate that the carrying amount of its real
     estate investment may not be recoverable based on estimates of future
     undiscounted cash flows without interest expense. In the event such
     projected undiscounted future cash flows should be less than the
     depreciated cost of the property, the investment in real estate would be
     written down to its estimated fair market value.

     REVENUE RECOGNITION

     Minimum rents are recognized on a straight-line basis over the term of the
     related leases. Percentage rents, which are earned based on specified
     percentages of tenants' sales, are recognized on an accrual basis.

     NET INCOME (LOSS) PER SHARE

     The net income (loss) per Share calculation is based on the weighted
     average number of Shares outstanding during the year, which was 9,632,212
     for 1999, 9,505,222 for 1998 and 9,264,344

                                        9
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)

     for 1997.

     On March 19, 1998, The Prudential Insurance Company of America (the
     "Mortgage Note Lender") exercised warrants issued in 1992 for 367,868
     Shares of the Trust at $.0001 per Share. (See Note 3.) Such Shares were
     issued to the Mortgage Note Lender on May 7, 1998, increasing the total
     number of issued and outstanding Shares of the Trust to 9,632,212. As such,
     these Shares were included in the net income per share calculation for 1999
     and 1998. In 1997, the warrants, which were considered common share
     equivalents, were not included in the net loss per Share calculation since
     the effect on such calculation was anti-dilutive.

     INCOME TAXES

     The Trust has complied with all applicable provisions established by the
     Internal Revenue Code for maintaining its REIT status. Accordingly, no
     income tax provision or benefit has been recognized in the accompanying
     financial statements.

     CASH EQUIVALENTS

     Cash equivalents include short-term investments with a maturity of three
     months or less.

     FAIR VALUES OF FINANCIAL INSTRUMENTS

     The Trust values its financial instruments as required by Statement of
     Financial Accounting Standards No. 107, "DISCLOSURE ABOUT FAIR VALUES OF
     FINANCIAL INSTRUMENTS". Based on rates currently available to the Trust for
     comparable financial instruments, the Trust believes the carrying amounts
     of cash and cash equivalents, the Mortgage Note and the Term Loan
     approximate fair value.

     RECLASSIFICATIONS

     Certain prior year amounts have been reclassified to conform to the current
     year presentation.

     MANAGEMENT ESTIMATES

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets and liabilities, the
     disclosure of contingent assets and liabilities at the date of the
     financial statements, and the reported amounts of revenues and expenses
     during the reporting period. Actual results could differ from those
     estimates.

NOTE 3: MORTGAGE DEBT AND RESTRUCTURING ACTIVITIES

     The Trust has a "Mortgage Note" obligation with the Mortgage Note Lender,
     which had an original maturity date of December 15, 1995. The principal
     balance of the Mortgage Note as of December 31, 1999 and 1998 was
     $43,794,000. The stated terms of the Mortgage Note provide

                                        10
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)


     for monthly payments of interest only accruing at the rate of 8.88% per
     annum ($324,000 per month).

     As part of a 1992 debt restructuring, the Trust entered into a Cash
     Management Agreement with the Mortgage Note Lender and assigned all lease
     and rental receipts to the Mortgage Note Lender as additional collateral.
     Pursuant to this agreement, a third-party escrow agent was appointed to
     receive all rental payments from tenants, to deposit such funds in a cash
     collateral account, and to fund monthly operating expenses in accordance
     with a budget approved by the Mortgage Note Lender. The Cash Management
     Agreement also provides for the establishment of a capital reserve account,
     which is maintained by the escrow agent. Disbursements from this account,
     which is funded each month from any excess operating cash flow, are limited
     to capital expenditures approved by the Mortgage Note Lender. As of
     December 31, 1999, the third-party escrow agent held, in trust, cash
     balances of $2,322,000 in the cash collateral account and $1,037,000 in the
     capital reserve account.

     Under the terms of the 1992 debt restructuring transactions, the Mortgage
     Note Lender received warrants to purchase 367,868 Shares of the Trust at
     $.0001 per share. The Mortgage Note Lender exercised the warrants in 1998
     and owns 367,868 of the Trust's Shares at December 31, 1999 and 1998. (See
     Note 2.)

     The Trust also has a "Term Loan" obligation with PNC Bank N.A. ("Term Loan
     Lender") in place since December 15, 1992, which had an original principal
     balance of $2,859,000. The Term Loan is collateralized by a subordinate
     lien on the Mall. The principal balance of the Term Loan was $1,570,000 and
     $1,580,000, respectively, as of December 31, 1999 and 1998. The stated
     terms of the Term Loan provide for an annual pay rate of 8.88%, but an
     annual accrual interest at a rate that re-sets periodically. The accrual
     interest rate is computed at the Trust's discretion at either 2 5/8% above
     the Euro-Rate (as defined) or 1 1/8% above the Prime Rate (as defined). The
     accrual rate in effect as of March 15, 2000 was 8.90%. The excess of the
     interest accrued over the interest paid is included in the principal
     balance of the Term Loan in the accompanying Balance Sheets.

     EXTENSIONS OF DEBT

     The Trust's Mortgage Note Lender and Term Loan Lender agreed to extensions
     of the maturity dates of the loans through June 15, 1998. Following the
     June 15, 1998 scheduled maturity date, the Mortgage Note Lender granted
     three six-month forbearance arrangements (through December 15, 1998, then
     through June 15, 1999, and then through December 15, 1999) wherein it
     agreed not to exercise remedies for non-payment of the outstanding
     principal balance. The Term Loan Lender also granted three six-month
     extensions of its maturity dates so as to coincide with such forbearance
     periods. The forbearance and extension arrangements were conditioned upon,
     among other things, the Trust continuing to make timely debt service
     payments in monthly amounts equal to those amounts stipulated in prior debt
     extension agreements, as set forth below.

     In consideration for the extension of the maturity date of the Mortgage
     Note through June 15, 1998, the Trust paid an up-front application fee of
     $165,000 and agreed to pay a back-end fee

                                       11
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)


     of $272,900, plus interest thereon at the contract rate of 8.88% at
     maturity. On June 15, 1998, the Trust paid the back-end fee plus interest
     in the aggregate amount of $309,200 to the Mortgage Note Lender. In
     consideration for the extension of the maturity date of the Term Loan the
     Trust agreed to pay an extension fee of $23,800 in 1997 and paid additional
     loan fees of $88,100 to the Term Loan Lender on June 15, 1998.

     In consideration for the extension of the forbearance agreement relating to
     the Mortgage Note through June 15, 1999 and December 15, 1999, the Trust
     paid extension fees of $25,000 for each extension. In consideration for the
     extension of the maturity date of the Term Loan through June 15, 1999 and
     December 15, 1999, the Trust paid extension fees of $8,000 and $15,700,
     respectively.

     The Trust's expiration date of its final forbearance and extension
     arrangements was December 15, 1999. Inasmuch as the Trust was unable to
     obtain from its lenders additional forbearance and extension arrangements
     on economically acceptable terms, the Trust filed a voluntary bankruptcy
     petition on December 14, 1999.

     The Mortgage Note Lender has asserted that it is entitled to be paid
     interest at the default rate (which is 5.04% in excess of the stated 8.88%
     stated rate) for all periods following June 15, 1998, due to the Trust's
     failure to pay the Mortgage Note on the December 15, 1999, expiration date
     of the forbearance agreement. The Term Loan Lender may assert that it is
     likewise entitled to default rate interest at 5.00% in excess of the stated
     Term Loan Rate from the December 15, 1999, extended maturity date of the
     Term Loan. Accordingly, the Trust has recorded accrued and unpaid interest
     in the Balance Sheet as of December 31, 1999, at amounts which include
     $3,467,000 for the accrual of default rate interest for such periods. The
     Trust has been advised that it may have defenses to the Mortgage Note
     Lender's claim for default rate interest for all periods prior to
     December 15, 1999. There can, however, be no assurance that any such
     defenses would be successful.

NOTE 4:  LEASING ARRANGEMENTS

     The Trust leases shopping center space in the Mall generally under
     non-cancelable operating leases, some of which contain renewal options. The
     shopping center leases generally provide for minimum rentals, plus
     percentage rentals based upon specified percentages of the tenant retail
     store sales. Percentage rentals amounted to $245,000, $272,000, and
     $122,000 for the years ended December 31, 1999, 1998, and 1997,
     respectively. In addition, the tenants pay certain utility charges to the
     Trust. In most leases, tenants reimburse their proportionate share of real
     estate taxes and common area expenses. Recoveries of common area and real
     estate tax expenses amounted to $2,591,000, $2,418,000, and $2,299,000 for
     the years ended December 31, 1999, 1998, and 1997, respectively.

                                        12

<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

     Future minimum rentals under existing, non-cancelable leases at December
     31, 1999, are as follows:

<TABLE>
<CAPTION>

           YEARS ENDING DECEMBER 31,                            AMOUNT
           -------------------------                       -------------
<S>                                                  <C>
                   2000                                      $4,804,000
                   2001                                       4,051,000
                   2002                                       3,649,000
                   2003                                       3,326,000
                   2004                                       2,796,000
                   Thereafter                                 7,457,000
                                                           -------------
                                                           $ 26,083,000
                                                           =============

</TABLE>

     The Limited Inc. operates seven stores at the Mall. Revenues from these
     tenants represented approximately 13.7%, 14.2% and 13.0% of the Mall's
     total revenues in 1999, 1998 and 1997, respectively. No other individual
     tenant, or group of affiliated tenants, contributed more than 10% to the
     Mall's total revenues in any of the three years in the period ended
     December 31, 1999.

     Prior to 1998, due to the temporary closure of two of the anchor stores
     operating at the Mall, certain tenants exercised the right, as provided for
     under co-tenancy provisions set forth in their respective leases, to pay
     percentage rent in lieu of fixed minimum rents which amounted to $228,000
     for the years ended December 31, 1997. The rental payment obligations of
     substantially all of these tenants reverted back to fixed minimum rent upon
     the March 10, 1997 opening of a Lord & Taylor department store at the Mall.

NOTE 5: ADVISORY AND MANAGEMENT AGREEMENTS

     ADVISORY AGREEMENTS

     Lend Lease Portfolio Management, Inc. ("Lend Lease" and formerly ERE
     Yarmouth Portfolio Management, Inc.), a wholly owned subsidiary of Lend
     Lease Real Estate Investments, (formerly ERE Yarmouth, Inc.) served as
     advisor to the Trust from the Trust's inception until the termination of
     its advisory agreement on December 13, 1999. The advisor makes
     recommendations to the Trust concerning investments, administration and
     day-to-day operations.

     As of December 31, 1989, the payment of portfolio management fees of
     $5,440,000 payable to Lend Lease had been deferred in accordance with
     subordination provisions contained in the original advisory agreement.
     Pursuant to the amended advisory agreement, Lend Lease forgave one-half, or
     $2,720,000, of the deferred balance. The remaining deferred fees of
     $2,720,000 were intended to be paid upon the disposition of the Trust's
     remaining property, the Mall.

     Under the terms of the advisory agreement with Lend Lease, as amended in
     December 1989,

                                       13
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


     Lend Lease was entitled to a management fee based on the average daily per
     share price of the Trust's shares plus the average daily balance of
     outstanding mortgage indebtedness. Such fee was calculated using an annual
     factor of 42.5 basis points (0.425%) and generally was payable monthly.

     Inasmuch as the Shares of the Trust ceased to be traded on a market with
     readily available market values on May 4, 1998, the Trustees agreed on
     stipulated per Share values to be used for purposes of calculating the
     portfolio management fee. These stipulated per share values were $0.75 per
     share for the period of May 4, 1998 through December 31, 1998, $0.37 per
     share for the period January 1, 1999 through June 30, 1999, and $0.15 per
     share for the period July 1, 1999 through the December 13, 1999 termination
     date of the Lend Lease advisory agreement with the Trust.

     Commencing with a December, 1995 extension of mortgage debt, the Mortgage
     Note Lender requested, and the Advisor agreed to, a partial deferral of
     payment of its fee. Although the fee continued to be accrued and computed
     in accordance with the formula described above, cash payments to Lend Lease
     were limited to $37,500 per quarter. These additional deferred fees were
     intended to be paid to Lend Lease upon the repayment of the Mortgage Note.

     In addition to the foregoing, Lend Lease earned a refinancing fee of
     $50,000 in connection with a December, 1996 extension of debt, which fee
     does not become payable until the retirement of the Trust's mortgage debt.

     For the years ended December 31, 1999, 1998 and 1997, accrued portfolio
     management fee expense to Lend Lease amounted to $186,195, $232,000, and
     $242,000, respectively. The aggregate amount of all refinancing and
     advisory fees due to Lend Lease at December 31, 1999, including all
     deferred amounts, was $3,142,741. The liability for these fees is included
     in "accounts payable and other liabilities" on the Balance Sheets, and the
     Trust has treated this amount as a general unsecured claim in the Trust's
     bankruptcy proceeding.

     On December 13, 1999, the Trust entered into an Advisory Agreement with
     Gregory Greenfield & Associates, Ltd. ("Greenfield"). Certain parties in
     interest raised objections to Greenfield's appointment as advisor in
     connection with the Trust's bankruptcy proceedings due to prior
     relationships between the Trust and principals of Greenfield who had
     previously been officers of the Trust and Lend Lease. As a consequence,
     Greenfield resigned as the Trust's advisor effective January 18, 2000.
     Greenfield was paid cash compensation of $25,000 for its advisory services.

     Effective January 18, 2000, Newleaf Corporation was appointed as the
     Trust's Advisor pursuant to an Advisory Agreement dated January 18, 2000
     and an order of the Bankruptcy Court entered January 25, 2000. The Newleaf
     Advisory Agreement provides for the Advisor to receive monthly cash
     compensation based on the hourly billing rates of its principals, but not
     to exceed a cumulative amount calculated at the rate of $35,000 per month
     for the first three months of services, $25,000 per month for the next six
     months of services, and $20,000 per month for each month thereafter. The
     Advisor is also entitled to earn incentive fees of not more than $70,000

                                       14
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


     in connection with the sale of the Mall and $25,000 upon the consummation
     of a merger or similar transaction involving the Trust and ART or other
     entities.

     PROPERTY MANAGEMENT AGREEMENTS

     The Trust has a property management agreement with Jones Lang LaSalle
     Americas, Inc. (the "Manager" and formerly ERE Yarmouth Retail, Inc.,
     formerly Compass Retail, Inc. and formerly a wholly-owned subsidiary of
     Lend Lease Real Estate Investments, Inc.), for the on-site management of
     the Mall. On September 30, 1998, Lend Lease Real Estate Investments, Inc.
     sold the Manager to LaSalle Partners, Incorporated ("LaSalle"), which is
     not affiliated with the Trust or Lend Lease.

     Management fees paid to the Manager are generally based upon a percentage
     of rents and certain other charges. The Manager earned management fees of
     $302,000, $316,000, and $307,000 for the respective years ended December
     31, 1999, 1998 and 1997.

NOTE 6: SHARE OWNERSHIP

     In connection with a debt restructuring in December 1992, the Trust issued
     1,675,000 previously repurchased Shares to Lend Lease for $6,700,000, or
     $4.00 per Share. In total at December 31, 1999 and 1998, Lend Lease owned
     1,685,556 Shares, or 17.5% of the total Shares outstanding. The Trust has
     available for re-issuance an additional 423,343 shares previously
     repurchased. Any issuance of shares in excess of the shares previously
     repurchased would require Bankruptcy Court approval and possibly
     shareholder approval.

NOTE 7: COMMITMENTS AND CONTINGENCIES

     On February 3, 1998, the Trust, its trustees, and its Advisor were named as
     defendants in a purported class action complaint filed by a shareholder in
     Massachusetts State court. The complaint sought to enjoin the Merger and
     also sought other relief including unspecified damages. This complaint was
     dismissed without prejudice in 1999.

     Counsel for ART has indicated that ART has claims against the Trust arising
     from the purported termination of the Revised Merger Agreement, and in
     connection therewith, ART has filed a proof of claim in the Trust's
     bankruptcy proceedings in the amount of $2,162,000.

NOTE 8: JOINT PLAN OF REORGANIZATION

     On April 10, 2000, the Trust and the Mortgage Note Lender filed a Joint
     Plan of Reorganization (the "Plan") in the Bankruptcy Court. The Plan
     provides for the allowance of a secured claim of the Mortgage Note Lender
     in the amount of approximately $47,478,000 plus legal fees, which amount
     includes accrued and unpaid interest of approximately $3,360,000 calculated
     at the default rate from June 15, 1998 to the December 14, 1999 bankruptcy
     petition date. The Plan further provides that the Mortgage Note Lender will
     waive its entitlement to default rate interest if, by certain specified
     dates in July, 2000: (a) a Plan confirmation order is entered by the

                                       15
<PAGE>

                             EQK REALTY INVESTORS I
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


     Bankruptcy Court or the Mall is sold pursuant to order of the Bankruptcy
     Court; (b) the general unsecured creditors (including Lend Lease) and the
     Term Loan Lender vote to accept the Plan; and (c) the closing of a sale of
     the Mall takes place or the Mortgage Note Lender is conveyed title to the
     Mall.

     Upon the closing of the sale or conveyance of the Mall, the Plan provides
     that the Mortgage Note Lender will receive payment of its secured claim
     first from the restricted cash accounts held in trust by the escrow agent
     pursuant to the Cash Management Agreement and secondly from the sales
     proceeds of the Mall. The Trust will deliver to an escrow agent a deed in
     lieu of foreclosure in favor of the Mortgage Note Lender which shall be
     released only in the event of a default by the Trust under the terms of the
     Plan or the Trust's failure to meet certain July, 2000, payment deadlines
     (unless extended). If the proceeds from the proposed sale of the Mall are
     sufficient to pay all of the Trust's claims in full, the Plan provides that
     the Mortgage Note Lender will be entitled to a $200,000 administrative and
     forbearance fee.

     Under the Plan, the Term Loan Lender will be paid its secured claim from
     the proceeds remaining from the sale of the Mall, after payment of the
     Mortgage Note. To the extent that the Term Loan is not paid in full from
     such proceeds, then the deficiency will be treated as a general unsecured
     claim. General unsecured claims will share pro rata in the Trust's
     remaining funds after payment of administrative expenses, certain priority
     tax claims, and secured claims; provided, however, the Mortgage Note Lender
     has agreed to fund up to $750,000 for the payment of general unsecured
     claims under certain conditions. The Shareholders of the Trust would retain
     their shares in accordance with the Declaration of Trust and in accordance
     with any treatment which might be set forth in any plan of merger which
     might be negotiated with ART or other entities.










                                       16
<PAGE>

NOTE 9: SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

     The following is a summary of selected quarterly financial data for the
     years ended December 31, 1999 and 1998:

<TABLE>
<CAPTION>

                                                                            QUARTER ENDED
                                                   -----------------------------------------------------------------
         1999                                      MARCH 31,            JUNE 30,     SEPTEMBER 30,      DECEMBER 31,
         ----                                      ---------            --------     -------------      ------------
                                                            (in thousands, except per share amounts)
<S>                                                <C>                 <C>              <C>           <C>
         Revenues from rental operations           $   1,612           $   1,519        $   1,454        $   1,565
         Income from rental operations                 1,479               1,164            1,322            1,122
         Net income (loss) (1) (2)                       347                  42              179           (3,547)
         Net income (loss) per share (2)                 .04                 .00              .02             (.37)

</TABLE>

<TABLE>
<CAPTION>

                                                                               QUARTER ENDED
                                                   ----------------------------------------------------------------
         1998                                      MARCH 31,            JUNE 30,   SEPTEMBER 30,       DECEMBER 31,
         ----                                      ---------            --------   -------------       ------------
                                                              (in thousands, except per share amounts)
<S>                                              <C>                   <C>            <C>                <C>
         Revenues from rental operations         $    1,553            $   1,337      $   1,619          $   1,682
         Income from rental operations                  760                  968          1,429              1,677
         Net income (loss) (1)                         (335)                (145)           282                348
         Net income (loss) per share                   (.04)                (.02)           .03                .05

</TABLE>


     (1)  The 1999 and 1998 results reflect the cessation of depreciation and
          amortization of the Mall's assets as a result of the Trust's real
          estate being classified as "held for sale" as of April 1, 1998.

     (2)  The quarter ended December 31, 1999, reflects the recording of default
          rate interest on the Mortgage Note from June 15, 1998, and the Term
          Loan from December 15, 1999, in the total amount of $3,467,000.



                                       17

<PAGE>

                          FINANCIAL STATEMENT SCHEDULE
                               DECEMBER 31, 1999
                                 (IN THOUSANDS)

SCHEDULE III-REAL ESTATE AND ACCUMULATED DEPRECIATION (5)--(UNAUDITED)

<TABLE>
<CAPTION>


                                                                   Cost
                                                                Capitialized                     Gross Amount
                                                                 Subsequent                     at which Carried
                                        Initial cost           to Acquisition                at Close of Period (3)
                                     ---------------------    ----------------    ---------------------------------------------
                                                                 Deferred                                 Deferred
                                                 Bldg &       Leasing Costs &                  Bldg. &     Leasing
Description          Encumbrances     Land       Improve.       Improvements        Land       Improve.     Costs         Total
-----------          ------------     ----       --------       ------------        ----       --------     -----         -----

<S>                    <C>          <C>          <C>               <C>             <C>         <C>          <C>          <C>
Harrisburg East Mall   $49,005(1)   $ 4,700(2)   $31,287(2)        $23,753         $4,700(2)   $49,318(2)   $5,722(6)    $59,740
   Harrisburg, PA

--------------------------------------------------------------------------------------------------------------------------------
Totals                 $49,005      $ 4,700      $31,287           $23,753         $4,700      $49,318      $5,722       $59,740
--------------------------------------------------------------------------------------------------------------------------------


<CAPTION>

                                                                       Life on
                                                                        which
                                                                    Depreciation
                                                                      in Latest
                        Accum.                                       Income Stmt.
                     Depreciation      Date of          Date              is
                       & Amort       Construction      Acquired        Computed
                       -------       ------------      --------        --------

Harrisburg East Mall   $19,710          1969(4)         3/13/85           N.A.
   Harrisburg, PA
-------------------------------
Totals                 $19,710
-------------------------------

</TABLE>

(1)  Encumbrances are composed of the principal amounts of a mortgage note
     payable constituting a first lien on the Mall and a term loan payable to a
     bank constituting a subordinated lien on the Mall, together with the
     related amounts of accrued interest thereon as of December 31, 1999.

(2)  Initial cost is net of imputed interest of $5,280 at date of acquisition.

(3)  The aggregate tax basis of the Trust's land and building is $54 million as
     of December 31, 1998.

(4) Renovation of the Mall was completed in 1993.

(5)  As discussed in the Notes to Financial Statements, the Trust intends to
     sell the Mall and as such, its investment in real estate is presented on
     the balance sheets as held for sale at December 31, 1999 and 1998. This
     asset includes deferred leasing costs, and is carried at the lower of cost
     or fair value less cost to sell. Depreciation and amortization of the
     Mall's assets ceased beginning April 1, 1998.

(6)  Included in deferred leasing costs is a 1990 payment of $5,500,000 made to
     an anchor tenant at the Mall in exchange for the tenant relinquishing space
     that was subsequently converted into leasable are for mall shops.


<TABLE>
<CAPTION>

RECONCILIATION OF GROSS CARRYING                                 RECONCILIATION OF ACCUMULATED DEPRECIATION &
AMOUNT OF REAL ESTATE:                                           AMORTIZATION:

<S>                                        <C>                    <C>                                               <C>
Balance, December 31, 1996                 $ 57,920               Balance, December 31, 1996                        $ 16,989

  Improvements and Additions                    546               Depreciation & amortization expense                  2,181
                                           --------                                                                 --------
Balance, December 31, 1997                   58,466               Balance, December 31, 1997                          19,170

  Improvements and Additions                    652               Depreciation & amortization expense                    588
                                           --------                                                                 --------
Balance, December 31, 1998                   59,118               Balance, December 31, 1998                          19,758

  Improvements and Additions                    622               Retirement                                             (48)
                                           --------                                                                 --------
Balance, December 31, 1999                 $ 59,740               Balance, December 31, 1999                        $ 19,710
                                           --------                                                                 --------
                                           --------                                                                 --------

</TABLE>

                                       18