EXHIBIT 99.1

                           REAL ESTATE INVESTMENT RISK


            Statements  in this  document  filed  with the SEC  include  forward
looking  statements under the federal  securities laws.  Statements that are not
historical in nature,  including the words "anticipate,"  "estimate,"  "should,"
"expect," "believe," "intend," and similar expressions, are intended to identify
forward-looking statements. While these statements reflect our good faith belief
based on current  expectations,  estimates  and  projections  about (among other
things)  the  industry  and the  markets  in  which  we  operate,  they  are not
guarantees  of  future   performance,   involve  known  and  unknown  risks  and
uncertainties that could cause actual results to differ materially from those in
the forward looking statements,  and should not be relied upon as predictions of
future events.  In making these cautionary  statements,  we are not committed to
addressing or updating each factor in future filings of communications regarding
our business or results,  or addressing how any of these factors may have caused
results to differ from discussions or information  contained in previous filings
or  communications.  The  following is a discussion of factors that could impact
future results:

Industry Risks

          Real property  investments are subject to changes in general  economic
          conditions.
          Real property  investments are subject to varying types and degrees of
risk that may hinder or otherwise affect our ability to generate revenues. These
risks  could  reduce  the  amount  of  cash  available  for   distributions   to
shareholders.

          Any of the following factors could affect the value of our real estate
and our ability to generate revenues:

         o        changes in the general economic climate;

         o        local  conditions  (such  as  an  oversupply  of  space  or  a
                  reduction in demand for real estate in an area);

         o        competition   from   other   shopping   centers,   properties,
                  developers or real estate owners;

         o        variable operating costs;

         o        government regulations;

         o        changes in interest rates;

         o        the availability of financing; and

         o        potential  liability due to changes in environmental and other
                  laws.

            Real estate investments are relatively illiquid.
            Real estate investments are relatively illiquid and, therefore,  our
ability to react promptly in response to changes in economic or other conditions
will be limited.  In addition,  the Internal  Revenue Code limits our ability to
sell property held for less than four years.

            We may not be able to re-lease  properties  upon the  expiration  of
            existing leases.
            Upon the  expiration of leases,  tenants may not renew leases and we
may not be able to re-lease  properties or the terms of the renewal or re-lease,
including the costs of required  renovations  or  concessions  to tenants may be
less favorable than current lease terms.  Our operating cash flow would decrease
if we were  unable to properly  re-lease  all or a  substantial  portion of this
space,  if the rental  rates upon the  re-lease  were  significantly  lower than
expected, or if reserves for costs of the re-leasing prove inadequate.

           If tenants are unable to meet their  obligations  to us our cash flow
           would be adversely affected.
           If  a  significant  number  of  tenants  are  unable  to  meet  their
obligations  to us, the cash receipts and cash available for  distribution  will
decrease.  A tenant may  experience a downturn in its business  which may weaken
its  financial  condition  and result in a  reduction  or failure to make rental
payments when due. If a lessee or sublessee  defaults in its  obligations to us,
we may be delayed in enforcing our rights as lessor or  sublessor.  In addition,
we may incur substantial costs and experience significant delays associated with
protecting our investment, including costs incurred in renovating and re-leasing
the property.

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         At any time,  one or more of our tenants may seek the protection of the
bankruptcy  laws,  which could result in the rejection and  termination of their
lease. We are subject to risks that:

         o        any present  tenant that has filed for  bankruptcy  protection
                  will not continue making payments under its lease;

         o        any tenant may file for  bankruptcy  protection in the future;
                  or

         o        any  tenants  that  file  for  bankruptcy  protection  may not
                  continue to make rental payments in a timely manner.

          Losses from earthquakes and other natural disasters are uninsurable or
          insurable only at costs that are not economically justifiable.
          We carry comprehensive  liability,  fire, flood, extended coverage and
rental loss  insurance  with policy  specifications  and insured limits that are
customary for similar  properties.  Losses from catastrophic  events and natural
disasters like wars or earthquakes,  however,  are uninsurable or insurable only
at costs that are not economically justifiable.  If an uninsured loss occurs, we
may lose both our invested  capital and  anticipated  profits from the property.
Nevertheless,  we  would  still be  obligated  to repay  any  recourse  mortgage
indebtedness on the property.

            We are subject to risks  associated with debt financing and existing
            debt maturities.
            We are subject to a variety of risks associated with debt financing.
Examples of these risks include the following:

         o        our cash from operating activities may be insufficient to meet
                  required payments;

         o        we may be  unable  to pay  or  refinance  indebtedness  on our
                  properties;

         o        if interest rates or other factors  result in higher  interest
                  rates on refinancing,  these factors will diminish our returns
                  on development and redevelopment activities,  reduce cash from
                  operating   activities,   and  hamper  our   ability  to  make
                  distributions to shareholders;

         o        if we are  unable to secure  refinancing  of  indebtedness  on
                  acceptable  terms,  we may be forced to dispose of  properties
                  upon disadvantageous  terms, which may cause losses and affect
                  our funds from operations; and

         o        if properties are mortgaged to secure payment of  indebtedness
                  and  we  are  unable  to  meet  payments,  the  mortgagee  may
                  foreclose upon the  properties,  resulting in a loss of income
                  and a valuable asset to us.

          Because many of our competitors have greater capital resources, we may
          be at a  disadvantage  with  regard to  exploiting  land  development,
          property acquisition and tenant opportunities.
          Based on total assets and annual revenues, we are smaller than many of
the numerous  commercial  developers,  real estate companies and other owners of
real estate that compete with us in seeking land for development, properties for
acquisition  and tenants for  properties.  We are even  smaller than many of our
competitors that operate in the region in which our properties are located. Many
of these  competitors  may have greater  capital and resources than us, and this
fact could impair our ability to acquire properties in the future.

          We may  become  liable  for the costs of  removal  or  remediation  of
          certain  environmentally  hazardous or toxic substances under federal,
          state or local laws.
          Under  various   federal,   state  and  local  laws,   ordinances  and
regulations,  we may become  liable for the cost of  removal or  remediation  of
certain hazardous or toxic substances on or in our real property.  Liability may
be imposed  regardless  of whether we or the tenant knew of, or was  responsible
for,  the  presence  of such  hazardous  or toxic  substances.  The costs of any
required  remediation or removal of environmentally  hazardous substances may be
substantial, and our liability as to any property is generally not limited under
those laws, ordinances and regulations.  The liability could exceed the value of
our  property  and/or  aggregate  assets.  The  presence  of, or the  failure to
properly remediate  substances when released may adversely affect our ability to
sell the affected real estate or to borrow using the real estate as  collateral.
At the  time of  this  filing,  we had not  been  notified  by any  governmental
authority of any non-compliance, liability or other claim in connection with any
of our  properties,  and we are not aware of any other  environmental  condition
with respect to any of the our portfolio properties that we believe would have a
material  adverse  effect on our  business,  assets or  results  of  operations.
However, we cannot assure that there are no potential environmental liabilities,
that no environmental  liabilities may develop,  that no prior owner created any
material  environmental  condition  not  known  to us,  or that  future  uses or
conditions,  including, without limitation,  changes in applicable environmental
laws and regulations, will not result in liability.

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          We may incur  significant  costs  complying  with the  Americans  with
          Disabilities Act.
          We must comply with Title III of the Americans with  Disabilities Act.
To comply with the ADA's requirements,  we may be required to remove structural,
architectural or communication barriers to handicapped access and utilization in
certain public areas of our properties. Noncompliance could result in injunctive
relief,  imposition of fines or an award of damages to private litigants.  If we
are required to make changes to bring any of the properties into compliance with
the ADA,  expenses  associated  with these  changes could  adversely  affect our
ability to make  expected  distributions  to  shareholders.  We believe that our
competitors face similar costs to comply with the requirements of the ADA.

            The ownership limitations on REITs create an anti-takeover effect.
            To maintain our  qualification  as a REIT not more than 50% in value
of our outstanding common shares may be owned,  actually or  constructively,  by
five or fewer  individuals.  In  addition,  the  Internal  Revenue  Code imposes
certain  other  limitations  on the  ownership of the shares of a REIT.  For the
purpose of preserving our tax status as a REIT, our charter  prohibits actual or
constructive  ownership of more than 9.9% of the outstanding  shares,  either in
the  aggregate  or of any class,  by any person,  unless  waived by the board of
trustees.  In  addition,  the  beneficial  ownership  limitations  restrict  the
ownership,  under applicable  attribution rules of the Internal Revenue Code, of
more than 9.9% of the  outstanding  shares,  either in the  aggregate  or of any
class.  The rules  addressing  constructive  ownership are complex and may cause
shares  owned,  actually or  constructively,  by a group of related  individuals
and/or  entities to be deemed to be  constructively  owned by one  individual or
entity.  As a result,  the  acquisition  of less  than  9.9% of the  outstanding
shares,  either in the  aggregate or of any class,  by an  individual  or entity
could  cause that  individual  or entity (or  another  individual  or entity) to
constructively  own more than 9.9% of the  outstanding  shares.  This  situation
would subject such shares to the  beneficial  ownership  limitations.  Actual or
constructive ownership of shares in excess of such limits would either cause the
violative  transfer or ownership to be void or cause such shares to be converted
to Excess Shares.

            The   ownership   restrictions   have  the   effect   of   deterring
non-negotiated  acquisitions  of us, and proxy  fights for us by third  parties.
Limiting the ownership of our shares may  discourage a change of control and may
also:

         o        deter tender offers for the common shares, which offers may be
                  attractive to the shareholders,

         o        limit the  opportunity  for  shareholders to receive a premium
                  for  the  common  shares  that  might  otherwise  exist  if an
                  investor  attempted to assemble a block of shares in excess of
                  the 9.9% beneficial ownership limitation, or

         o        limit the opportunity  for  shareholders to effect a change in
                  our control.

          We may not  qualify as a REIT in the future  causing us to be taxed at
          regular  corporate  rates  and  reducing  the   amount   of  cash  for
          distribution.
          We  believe  that we have  operated  in a manner  that  permits  us to
qualify as a REIT under the  Internal  Revenue  Code for each taxable year since
our formation as a REIT in 1993. Qualification as a REIT, however,  involves the
application of highly technical and complex Internal Revenue Code provisions for
which there are only  limited  judicial or  administrative  interpretations.  In
addition,  REIT  qualification  involves the  determination  of various  factual
matters and circumstances not entirely within our control. For example, in order
to  qualify  as a REIT,  at least  95% of our  gross  income in any year must be
derived from qualifying sources, and we must distribute annually to shareholders
95% of our REIT taxable income, excluding net capital gains. Therefore, although
we believes  that we are  organized and operating in a manner that permits us to
remain qualified as a REIT, we cannot guarantee that we will be able to continue
to operate in such a manner. In addition, if we are ever audited by the IRS with
respect to any past year, the IRS may challenge our  qualification as a REIT for
that year.

            Similarly,    new    legislation,    regulations,     administrative
interpretations  or court  decisions  may  change  the tax laws with  respect to
qualification  as a  REIT  or  the  federal  income  tax  consequences  of  that
qualification.  We  are  not  aware,  however,  of  any  currently  pending  tax
legislation  that would adversely affect our ability to continue to operate as a
REIT.

            If we fail to  qualify  as a REIT,  we will be  subject  to  federal
income tax on taxable income at regular corporate rates. Increased tax liability
in a given year could significantly reduce, or possibly eliminate, the amount of
cash we have available for investment or distribution  to shareholders  for that
year. In addition, we will also be disqualified from treatment as a REIT for the
next four taxable years,  unless we are entitled to relief under other statutory
provisions.

            If we do not  qualify as a REIT,  we will no longer be  required  to
make  annual  distributions  to  shareholders.   To  the  extent  that  we  made
distributions  to  shareholders  in anticipation of our qualifying as a REIT, we
might be required to borrow funds or to liquidate some of our investments to pay
the  applicable  tax.  Our failure to qualify as a REIT would also  constitute a
default under certain of our debt obligations and would significantly reduce the
market value of our shares.

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Company Risks

          Our  performance  depends  on the  economic  conditions  of the Middle
          Atlantic Area where most of our properties are located.
          Our performance depends on the economic conditions in markets in which
our properties are concentrated.  Since our properties are located in the Middle
Atlantic area, our results could be adversely affected if conditions, such as an
oversupply  of space or a  reduction  in demand for real  estate,  in the Middle
Atlantic area become more competitive than other geographic areas. The existence
of these  conditions  could have a greater  adverse  impact on us than on a real
estate company with properties in a number of different geographic areas.

          Our  organizational documents do not place limits on the incurrence of
          debt.
          Our  documents  do not limit the  amount of  indebtedness  that we may
incur.  Although  our board of trustees  attempts to maintain a balance  between
total  outstanding  indebtedness and the value of our portfolio (for example,  a
ratio of secured debt and preferred  stock to real estate value of 50% or less),
it could alter this  balance at any time.  If we become  more highly  leveraged,
then the resulting  increase in debt service could  diminish our ability to make
expected   distributions  to  shareholders  and  make  payments  on  outstanding
indebtedness.   If  we  default  on  our   obligations   under  any  outstanding
indebtedness,  we could lose our  interest  in any  properties  that secure that
indebtedness.

            Many real property leases contain covenants that restrict the use of
            space at a property and may prevent us from re-leasing the property.
            Many leases with existing  tenants have  covenants that restrict the
            use of other space at a property. For example, many
shopping center leases have covenants that provide for an appropriate tenant mix
or balance of the shopping  center.  Leases with  covenants  that provide for an
appropriate tenant mix would require a high end luxury store to be replaced with
a high end luxury  store  rather  than a discount  clothes  store (for  example,
Macy's must be replaced with a store such as a Saks Fifth Avenue or  Nordstrom's
rather than a K-Mart or another discount store).

            We may need to borrow money to qualify as a REIT.
            Our  ability  to  make   distributions  to  shareholders   could  be
diminished by increased  debt service  obligations if we need to borrow money in
order to maintain our REIT  qualification.  For example,  differences  in timing
between when we receive income and when we have to pay expenses could require us
to borrow money to meet the  requirement  that we distribute to  shareholders at
least 95% of our net taxable  income  excluding net capital gain each year.  The
incurrence of large  expenses also could require us to borrow money to meet this
requirement. We might need to borrow money for these purposes even if we believe
that market conditions are not favorable for such borrowings. In other words, we
may have to borrow money on unfavorable terms.

            We  cannot  avoid  risks  inherent  in  development  and acquisition
            activities.
            Developing  or  expanding  existing  properties  in our real  estate
portfolio is an integral part of our strategy for  maintaining and enhancing the
value of our portfolio.  We may also choose to acquire additional  properties in
the  future.  While our  policies  with  respect  to  developing  and  expanding
properties  are intended to limit some of the risks  otherwise  associated  with
property  acquisition  such as not starting  construction  on a project prior to
obtaining a commitment from an anchor tenant,  we nevertheless will incur risks,
including  risks  related  to  delays in  construction  and  lease-up,  costs of
materials,  financing  availability,  volatility  in  interest  rates  and labor
availability.

          In  addition,   once  a  property  is  acquired,  the  renovation  and
improvement  costs  we incur in  bringing  an  acquired  property  up to  market
standards  may exceed our  estimates,  and the  property  may fail to perform as
expected.

          Maryland law may prevent or discourage a change in control.
          The Maryland General Corporation Law establishes special  restrictions
against "business  combinations"  between a Maryland corporation and "interested
shareholders"  or their  affiliates  unless  an  exemption  is  applicable.  The
business  combination  statute could have the effect of  discouraging  offers to
acquire  us and of  increasing  the  difficulty  of  consummating  any offers to
acquire  us,  even  if  our  acquisition  would  be in  our  shareholders'  best
interests.

          Maryland  law  also  provides  that  "control  shares"  of a  Maryland
corporation  acquired in a "control  share  acquisition"  have no voting  rights
except to the extent  approved by a vote of two-thirds of the votes  entitled to
be cast on the matter,  excluding  shares of  beneficial  interest  owned by the
acquiror,  by officers or by trustees who are employees of the corporation.  The
control share statute could have the effect of discouraging offers to acquire us
and of increasing the difficulty of consummating any control share acquisitions,
even if our acquisition would be in our shareholders' best interests.

          Increased market interest rates could reduce share prices.
          The annual dividend rate on shares as a percentage of its market price
may influence the trading price of stock.  Also, an increase in market  interest
rates may lead purchasers to demand a higher annual  dividend rate,  which could
lower the market  price of the  shares.  A decrease  in the market  price of the
shares  could  reduce  our  ability  to raise  additional  equity in the  public
markets.

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